Citys  Washinoton NORTH GA R'OLINA Council Agenda MAY11,2 2015 5:30 PM  Opening of Meeting Nondenominational Invocation  Roll Call  Approval of minutes from April 27, and April 28, 2015 (page 4)  APprovalAmendments to Agenda  Presentation: I.  Mr. Ford Worthy Certificate = donation of twenty live oaks  Consent Agenda:  A. Declare Surplus/Authorize Electronic Auction of Vehicle through B. Approve - Educational Attainment Incentive Pay for Paramedic C. Adopt - Resolution fixing date for public hearing on the contiguous annexation of the Granville Lilley property (page 18) D. Adopt - Airport Vision Grant Runway 5-23 Lighting Rehab Project  GovDeals (page 16) Certification (page 17)  Ordinance Amendment (page 24)  E. Adopt Budget Ordinance Amendment to establish Vehicle Replacement  and Facility Maintenance Funds (page 26)  II. Comments from the Public: III. Public Hearing - Zoning: 6:00 PM A. None- IV. Public Hearing - Other:  A. Adopt Resolution to Adopt Pamlico Sound Regional Hazard Mitigation  Plan (page 32)  B.  Discussion - Fiscal Year 2015-2016 Proposed Budget (page 36)  V. Scheduled Public Appearances: None  May 11,2015 Page 1of2 202    Citys  Washington NORT! H CAROLINA Council Agenda MAY 11, 2015 5:30 PM  VI. Correspondence and Special Reports: A. Memo - Tennis Courts (page 37)  B. Memo - Budget Transfer - General Fund (page 38) VII. Reports from Boards. Commissions and Committees: A. Human Relations Council (page 40)  VIII. Appointments: None IX. OldE Business:  A. Adopt/Authorize Ordinance approving the Asset Purchase Agreement and the Full Requirements Power Purchase Agreement between the North Carolina Eastern Municipal Power Agency and Duke Energy Progress, consenting to the related transactions, and Authorizing execution of certain,  related and necessary agreements (page 42) 2. Debt Service Support Contract (page 52) 3. Full Requirements. Power Sales-Agreement (page 76) 4. Power Sales Agreements Termination. Agreement (page. 137)  1. Ordinance (page 44)  5. Asset Purchase. Agreement (document onj filei in City Clerk's office and available for review) 7. Resolution BDR-4-1Sdocument: onj filein City Clerk's office and availablej for review) 8. Bond Resolution (draft) (document onj filei in City Clerk's office and availablej fori review) Economic Analysis (document onj filei in City Clerk's office and availablej for review)  6. Full Requirements Power Purchase. Agreement (document onj filei in City Clerk's office and available fori review)  B. Discussion - Budget follow-up (Library test proctoring fee, Ball field lighting  charge, Pool hours of operation) (page 142)  X. New Business:  A. Allow - Cart vendors on Stewart Parkway and Havens Gardens B. Adopt = Policy revision for making Water & Sewer Billing Adjustments  (page 146) (page 147)  C.  Authorize - City Manager to issue a Notice to proceed with Land Design  for Downtown Streetscape Designs (page 150)  D. Authorize Staff to draft and enter into an agreement for the Washington  Waterfront Underground Railroad Museum (page 169) E. Adopt - Purchasing Policy and Procedures (page 178)  May 11,2015 Page 2of2 202    Citys  Washington NORT! H CAROLINA Council Agenda MAY 11, 2015 5:30 PM  F. Amend- - City Code Adjustment of Bill Ordinances (page 191)  G. Approve - Transportation Asset Management Proposal from Martin-McGill  (page 198)  XI. Any Other Items From City Manager: None  XII. Any Other Business from the Mayor or Other Members of Council: None XIII. Closed Session - Under NCGS S 143-318.11(a)(6) Personnel  XIV. Adjourn - Until Monday, June 8, 2015 at 5:30 pm, in the Council Chambers  May 11,2015 Page 30 of 202    CITY COUNCIL MINUTES WASHINGTON, NORTH CAROLINA  April 27, 2015  The Washington City Council met in a regular session on Monday, April 27, 2015 at 6:00pm in the City Council Chambers at the Municipal Building. Present were: Macl Hodges, Mayor; Bobby Roberson, Mayor Pro tem; Doug Mercer, Councilman; William Pitt, Councilman; Richard Brooks, Councilman; Larry Beeman, Councilman; Brian M. Alligood, City Manager; Cynthia S. Bennett, City  Clerk and Franz Holscher, City Attorney.  Also present were: Matt Rauschenbach, Administrative Services Director/C.F.O.; Robbie Rose, Fire Chief; Allen Lewis, Public Works Director; Gloria Moore, Library Director; Susan Hodges, Human Resources Director; Kristi Roberson, Parks and Recreation Manager; Keith Hardt, Electric Utilities Director; John Rodman, Community & Cultural Services Director; Anita Radcliffe, Assistant Finance Director; David Carraway, Network Administrator and Mike Voss, Washington Daily News.  Mayor Hodges called the meeting to order and Councilman Pitt delivered thei invocation.  APPROVALOFI MINUTES:  By motion ofMayor Pro tem Roberson, seconded by Councilman Brooks, Council approved the  minutes of April 13, 2015 as presented.  APPROVAL/AMENDMENTS TO AGENDA:  Mayor Hodges reviewed the requested amendment to the agenda:  Add: Closed Session under NCGS 143-318.11 (a)(3). Attorney/Client Privilege and (a)(6) By motion ofCouncilman Mercer, seconded by Mayor Pro tem Roberson, Council approved the  Personnel  agenda as amended.  CONSENT AGENDA: NONE COMMENTS FROM THE PUBLIC: NONE SCHEDULED PUBLIC APPEARANCES: NONE CORRESPONDENCE AND SPECIAL REPORTS: DISCUSSION - GRANT UPDATES (accepted as presented)  Grant  Summary  Totel  Dal.  plete  May 11,2015 Page 40 of 202    City Council Minutes - Page 2  April 27, 2015  Councilman Mercer inquired about the anticipated completion date ofthe airport terminal. City Manager, Brian Alligood explained that ai temporary Certificate ofOccupancy will hopefully be issued tomorrow, but we do not] know the final completion date. The contractor is already into the $500 per  day for liquidated damages.  Mayor Pro tem Roberson asked for an update on the Municipal Pier. Mr. Alligood explained that based on information from DENR, we can't get ini the water and drive pilings until August 1*. It will take approximately two weeks to drive the pilings and the project should be completed byt the grant  deadline ofNovember 30th.  Councilman Pitt asked for an update on the Keysville Road project. Mr. Alligood advised that work iss still being done ont the homes and another deadline is coming up on. July 15:. The lots will not bei released until LMI confirmation has been received from the Department ofCommerce.  DISCUSSION - PROJECT UPDATES (accepted as presented)  014/2015  420/2015  Polio  215.516 41410 1ZATI 943  ete  M48 399  May 11,2015 Page 50 of 202    City Council Minutes - Page 3  April 27, 2015  8962 E962 6,962 8962 L740 1,740 14,525 46,512 20000 20,000 ED00  70,000 ESE3S 1,533 73,226 299  3,700  Complele  272,283 414,309 1915,50 558E04 5110s8 6,500 5142 51042 7,223 7223 10p00 24A00 17223 29,000 6R74 1041333  pri30  GundI Total  Grand  DISCUSSION - ACCIDENT STATISTICS REPORT (accepted as presented)  Ctyofy Washington Accidents Statistics Report  1st Quarter 2015 3/31/2015 2015Calendar Vear Total OSHA Recordable Non Recordable Iotal 0 0 0 0 0 9 0  Department Publicy Works Electric Fire Pollce Adminstrative: Services Comm & Cultural Svcs. "Denotes an OSHA Recordable Accident  January Feb March /strain 1/strain 1/straln /straln /eyeln)  2 2 0 1 a 0 5  1904.7(a)  Recordable- Basicr requirement. Aninjuryorl Illness meetst thes generalr recordings criterla, andt therefore Is deemed recordable, fitresults Inanyo ofthef following death, days awayf fromy work, restrictedy worko ort transfert to anotherj job, medicalt treatment beyond first-ald, ork losso ofo consclousness. Acasey willa alson meett theg generalr recording aiterlal Ifitinvolvesa significanti injuryori liness dlagnosedh byay physidanoro other lcensed! healtho carep professional, even! Ifid doesr notr resulti inc death, days awayf from work, restrictedy work Non- recordable. Anlnjuryorillnesst thatr regulrest treatmentt thatisdefineda asfi firsta aldy withf firsta aldb being definedir in 1904.7b)15).).  orjobt transfer, medicalt treatmentt beyondf firsta ald, orlosso ofc consciousness.  PUBLIC HEARING - ZONING: NONE  May 11, 2015 Page 6 of 202    City Council Minutes - Page 4  April 27, 2015  FUBLICHEARING- OTHER:  ADOPT- RESOLUTION ORDERING THE CLOSURE AND ABANDONMENT OF PORTIONS OF QUEEN STREET AND AN ALLEY OFF HUDNELL STREET John Rodman, Community & Cultural Services explained that the City Council adopted a Resolution ofIntent to close a portion ofQueen Street and an alleyright-ofway that is adjacent to Eastern Elementary School and intersects with Hudnell Street. The map prepared by Hugh A. Sorrell Land Surveying is attached. The appropriate advertisement and publications have been completed. In addition, adjoining property owners have been notified and no one had voiced concern over this matter. There being no comments from the public, Mayor Hodges closed the public hearing. By motion ofCouncilman Mercer, seconded by Councilman Beeman, Council adopted the resolution ordering the closure and abandonment ofp portions ofQueen Street and an alley way off Hudnell Street as shown on the attached survey map. as: recommended by the Planning and Development  Mayor Hodges opened the public hearing.  Office.  I  Al RESOLUTION ORDERING THE CLOSURE AND ABANDONMENT OF PORITIONS OF WHEREAS, ont the 23d day ofMarch, 2015, the City Council (Council) ofthe City of Washington (City) directed the City Clerk (Clerk) to publish A Resolution Declaring the Intent oft the City of Washington to Consider Closing and Abandoning Portions ofQueen Street and an Alleyo offHudnell Street (Resolution ofIntent) in the Washington Daily News once each week for four successive weeks. Said Resolution ofIntent advised the public that aj public hearing would be conducted at 6:00 p.m. on WHEREAS, said portions ofQueen Street and an alley offHudnell Street (Abandoned Portions of Queen Street and an AlleyoffHudnell Street) under consideration to be closed and abandoned are more  QUEEN STREET AND AN ALLEY OFF HUDNELL STREET  this the 27th day of April, 2015 ini the Council Chambers to consider the matter.  particularly as follows.  May 11,2015 Page 70 of 202    City Council Minutes - Page 5  April 27, 2015  Allofthose areas labeled "15' Undeveloped Alley" and "Queen Street" (east and west sides) as shown ont that plat entitled "A Survey ofProperty Standing int the Name of William R. & Kathy P. Waters" by Hugh. A. Sorrell Land Surveying dated. July 30, 2012 and recorded in Plat Cabinet H, Slide 90-5, Beaufort County Registry, to which plat reference is herein made for ai more complete WHEREAS, on the 23-d day ofMarch, 2015, the Council also directed the Clerk to provide, by registered or certified mail, a copy ofthel Resolution ofIntent to all persons who own property that abuts said Abandoned Portions of Queen Street and an. Alley offHudnell Street, as shown on the county tax WHEREAS, the Clerk has also advised the Council that adequate: notices were posted on the Abandoned Portions ofQueen Street and an Alley offHudnell Street as required by North Carolina WHEREAS, the Council has provided a full and complete opportunity for all interested persons to appear and register any objections that they might have withi respect to the potential closure and abandonment ofthe. Abandoned Portions of Queen Street and an. Alley off] Hudnell Street during the WHEREAS, after ai full and complete consideration ofthe matter, it now appears to the satisfaction of the Council that the closure and abandonment of said Abandoned Portions ofQueen Street and an Alley offHudnell Street are: not detrimental to the property rights of any individual or contrary to the public interest, and that noj person who owns property that abuts or is in the vicinity ofthe Abandoned Portions ofQueen Street and an. Alley offHudnell Street will be deprived ofai reasonable means ofingress and NOW, THEREFORE BE IT RESOLVED said Abandoned Portions ofQueen and an Alley off Hudnell Street are hereby ordered closed and abandoned, and all right, title and interest that may be vested in the public to said areas for street or alley purposes is hereby released and shall be conclusively presumed tol be vested ini those persons or entities owning lots or parcels of1 land adjacent thereto in The Clerk is hereby ordered and directed to file in the Office oft the Register ofDeeds of] Beaufort  and accurate description.  records, and the Clerk has advised the Council that the Clerk has done the same.  General Statute $ 160A-299.  public hearing held this the 27th day of April, 2015.  egress to their property as ai result ofs said closure and abandonment.  accordance with the provisions ofNorth Carolina General Statute $ 160A-299.  County a certified copy ofthis Resolution and Order. Adopted this the 27" day of April, 2015.  ATTEST: s/Cynthia S. Bennett City Clerk  s/Jay MacDonald Hodges  Mayor  REPORTS FROM BOARDS. COMMISSIONS AND COMMITTEES: NONE  APPOINTMENTS: NONE  Councilman Mercer requested an attendance roster for all City boards & commissions. Hei noted that ifthe members aren't attending the meetings then Council could ask them ift they are going to be  active and ifthey aren't the members should be: removed from the board.  May 11,2015 Page 8 of 202    City Council Minutes- - Page 6  April 27,2015  Recess  OLD BUSINESS:  BUDGET DISCUSSIONS: GENERAL FUND REVENUE & EXPENDITURES Brian Alligood, City Manager reviewed the General Fund Revenue and Expenditure Summary  with Council.  GenaralFundFYz 2015-2016 Budgets Summary  4/7/2015  Amended Origlaal Budget Orieinal 2015 2015 2016 GIL) % 131,847 131,847 132,947 1,100 494,502 494,502 898,549 204,047 41%- 1% Reclassifications Vehicle, Beer&y wine, BCa airporitax 88,861 88,861 72,602 (16,259) 32,256 32,256 32,256 31,000 31,000 31,000 187,894 187,894 172,767 as.n -8%1 IDACIvie Centerp personnal 2,137,312 2,137312 2,317,578 180,266 8% 166,970 166,970 166,970 153,500 153,500 149,500 (4.000) 112,495 112,495 112495 7,800 7,800 7,800 470,000 470,000 470,000  Revene: Ofhrtxes PIOT Miscellaneous Rent 0S agenoy nna procceds Adming chatyp: Other Enlerpriset fmde Public afaty debts servioe development BHMLibrary Enterprisof fuds Fir/EMS Police Inspection Publios warka Recreation Lihray. Fundbalance appropcistod Total Expeadltare: CityCouncil MayarOfice City, Managnr TDAI Direatar Fumanl Resources Finnoe Director informations Purphainglwhsa. Servions Rilling Department Customer Legals Services Service Municipal Building Eooncmic Development Contingency E-911 artment cerions EMS Powall Public WorkD Director Stormrater Brownlibray Recreation Admiuistation: Facilities Senior rogreme Waterfront Docia Civic Center Aquatic Center OutaideA Ageocies Debts Serivce Total NetR Revenue  Advaloremt Sales, Busincss,& taxes Oocapl Tax 4,359,618 2,422,219 2,422,219 4,359,618 4,483,809 124,191 3%5 $120,000i increaset toc ofietb buminese lioensen repaal Vility frmnchise&s salest tax 1,328,000 1,328,000 1,146,348 2A71,312 (181,652) 49,093 -14% 2%5 Salestaxt +125, businesst tax (120), occmpancytax* +44  Reciasificatione ofPIO utilitys saleslax ofPnO utilitys sales tax -18%1 Interest, miscellancousr reveque 0%A ABCd distribution, OS: apeney gaspurchasen admin, chg.  1,021,592 45,250 45,250 34,500 (10,750) -24% Controlleds substancet tay, contractode services 101,690 1,021,592 90,690 969,262 70,670 (52,330) -5% Staten medicaidn reimbunement 190,700 190,700 187,239 (20,020) (461) 22% 2% Builingpermits, histaric saveygant 232515 60,408 232,515 247,112 14,597 6% Sportsk loaguey parficipantf fes, slipn rental 857.431 391.783 31,700 131,708 300996 100,008 315% Anticipated Countyh hbrarye contribution 14,628,860 14,128,504 14,407,A19 278,915 (90.787) 23% 2% 56,075 56,075 61,975 5,900 11% Elootione expense 320,506 12,885 320,506 12,885 320,262 13,855 970 8%1 Electione apese 107,993 107,993 113,366 5,373 (244) 5%1 0% 310,009 309,709 326,681 16972 5%1 Reallocationo dfPT salaries (Dept 100%n reimbunad) 528,087 528,087 577514 49,427 9%E Finencial Vacatimmpymt: software insancat $50k foretiringD Director 141,981 288,450 138,131 216904 78,773 57% Capitala othern maintenance 166,381 259,519 166,381 317,624 164,967 5B,105 (1,A14) 22% -1% Capital 626,093 626,093 639,151 13,058 2% Creditcardfnos 145,000 166,842 166,842 145,000 164347 145,000 974,914 876,363 724,870 (151,493) (2495) -17% 1% Excludede ciswbackss 149,500 149,500 149,500 2,961,864 395,415 2,961,864 398,415 2,931,159 355,305 G0,705) -1% Salary&b benefit savingsf fome eliminatedy poritian 774,332 766,227 750,716 (43,110) (15,511) -11% Sainyab benelit uvingf frome climinatedy positian 1,612,933 1,612,933 1,854,689 251,756 16% 2%. Capital (umbalance) apamdics salmyi increasos 298,296 296,869 297,405 536 0% 377,782 129,691 354,582 325,961 (28,621) 8% Stroctscape a Historic Dirtrics SurveyinFY14/15 460,298 129,691 460,298 132317 2,626 2% 479,029 316,047 525,038 253,769 (62,278) 64,740 14% Capitaia mpainat Holloman St, 142,734 128,500 153,000 24,500 -20% Pundh balmmce aviilability 77,627 77,297 76,064 (1,233) 19% Movedl lightinge cost frum Dockatobere 308,712 308,712 465,497 157,592 435,551 155,451 418,614 (16,937) 4%1 Profeasional servicen (grant)&e capitlinFY 1415 176,390 176,075 228,35 221,711 203,305 207,875 4570 2% Bobby AndrewsC. roof 108,816 127,400 109,770 (17,630) -14% 147,867 147,867 121,736 (26,131) -18%1 Uhilitiesn Reallocatione movedi fromb beretos Streetl Lighting 338,310 310,599 331,251 20,652 7%1 Dectron dfPTS slariesên reduceds subsidaypmi 113,970 107,050 105,550 (1,500) -1%) Caplalis Moved inFYI Human 14/15 260.327 260327 253416 (6.911) 3% 14,628,860 14,128,504 14,407,419 278,915  0% 0%  $15dlcn nos subaidsys sppropriatious  5,890) (4,911) 52,279 30% -3%  Bldg Grounds) Maintenance 621,951 530,360 576,652 45,692 9%  roofmplacementn noti includedi linFY 15/16 Relation Coucilt toMgr. budget  May 11, 2015 Page 9 of 202    City Councill Minutes - Page 7  April27,2015  Councilmembers discussed the aquatics center, the terms oft the PARTF grant associated with it and the future ofthe facility. Discussion was held regarding the perpetual care fund (cemetery), streets and facilities maintenance. Councilmembers reviewed the remaining revenues and expenditures as  presented.  Discussion was held regarding payment in lieu oftaxes (PILOT) - Councilman Mercer noted he was against this and that he will not vote for payment in lieu oftaxes (PILOT) at $190,000 nor the 1% cent tax increase at $120,000 for at total of$310,000. Mr. Alligood asked Council to determine what services they wanted to cut or they will need to find another revenue source in order to find funding for the $310,000 ifthe tax increase nor payment in lieu oftaxes were approved. Mayor Pro tem Roberson noted he is against the 1% cent tax increase. Councilman Mercer expressed concern with the proposed tax increase and further noted that the estimated revenues should be increased. Mr. Alligood noted that inj preparing the budget, staffis always conservative in estimating revenues and aggressive in  expenditures.  Mayor Pro tem Roberson suggested an increase ini the electric rate instead ofincreasing  wate/sewerstormwater rates, etc.  NEW BUSINESS: NONE  ANY OTHER ITEMS FROM CITY MANAGER: NONE  ANY OTHER BUSINESS FROM THE MAYOR OR OTHER MEMBERS OF COUNCIL: CLOSED SESSION: UNDER NCGS $143-318.11(A)G). ATTORNEVICLIENT PRIVILEGE & By motion ofCouncilman Pitt, seconded by Councilman Brooks, Council agreed to enter into closed session at 8:40pm under NCGS $ 143-318.11 (a)(3). Attorney/Client Privilege & (a)(6) Personnel. By motion ofMayor Pro tem Roberson, seconded by Councilman Brooks, Council agreed to  NONE  (A)(6) PERSONNEL  come out of closed session at 9:30pm.  ADJOURN:  By motion ofCouncilman! Pitt, seconded by Councilman Brooks, Council adjourned the meeting  at 9:30pm until Tuesday, April 28, 2015 at 6:00 pm, int the Council Chambers.  (Subject to the Approval of the City Council)  Cynthia S. Bennett, MMC City Clerk  May 11,2015 Page 10c of202    CITY COUNCIL MINUTES WASHINGTON, NORTH CAROLINA  April 28, 2015  The Washington City Council met in a budget workshop on' Tuesday, April 28, 2015 at 6:00pm ini the City Council Chambers at the Municipal Building. Present were: Mac Hodges, Mayor; Bobby Roberson, Mayor Pro tem; Doug Mercer, Councilman; William Pitt, Councilman; Richard Brooks, Councilman; Larry Beeman, Councilman; Brian M. Alligood, City Manager and Cynthia S. Bennett,  City Clerk.  Also present were: Matt Rauschenbach, Administrative Services Director/C.F.O.; Robbie Rose, Fire Chief; Allen Lewis, Public Works Director; Gloria Moore, Library Director; Susan Hodges, Human Resources Director; Kristi Roberson, Parks and Recreation Manager; Keith Hardt, Electric Utilities Director; John Rodman, Community & Cultural Services Director; Anita Radcliffe, Assistant Finance Director; David Carraway, Network Administrator and Mike Voss, Washington Daily News.  Mayor Hodges called the meeting to order and Councilman Pitt delivered the invocation.  BUDGET WORKSHOPS- SERVICE EXPANSIONS:  City Manager, Brian Alligood reviewed the General Fund Service Expansions budget requests. Any new or additional funding requests from outside agencies is included in the expansion budget. Beginning on page 497 (the summary page of service expansions) there is a proposed COLA increase for all city staff at 1%, 2%, or 3%. Staffcompared these percentages to the consumer price index for the south east region and it was 1.3%-1 the 1% COLA increase would equate to a total of$98,338 across all  funds. The general fund portion is $63,494.  By motion ofMayor Pro tem Roberson, seconded by Councilman Mercer, Council agreed to eliminate funding the expansion budget as presented. Mayor Pro tem Roberson suggested he would like to come back to the COLA. Mayor Hodges directed Mr. Alligood to clarify requested items in the  expansion budget.  Discussion: Mayor Pro tem Roberson voiced it is a very difficult time as we are short offunds. Councilman Mercer expressed that at last night's meeting there was an indication that we would have to find $310,000; therefore, ifCouncil was to adopt this expansion budget we would have to find another  $300,000.  OUTSIDE AGENCY REQUESTS:  Mayor Pro tem Roberson suggested funding economic development strategies to: North Carolina Estuarium, Arts Council (Turnage Theater), Washington Harbor District Alliance and Kiwanis Christmas Parade for ai total amount of$100,000. Councilman Mercer suggested setting up a Harbor District Economic Fund to be funded at $75,00contribution coming from electric, water-sewer fund as they currently do) and divide the money between the three agencies as well as the Kiwanis for the Christmas parade ($20,000 each, plus $1500 for Kiwanis and remaining $13,500 in contingency).  Mayor Hodges expressed concern with only funding WHDA at $20,000.  An motion was made by Councilman Mercer, seconded by Mayor Pro tem Roberson, to establish ai fund for a Harbor District Economic Fund in the amount of$75,000 for monies to be distributed to the Washington Harbor District Alliance($20,000), North Carolina Estuarum(s20,000), Arts Counci1($20,000), and $1,500 for Kiwanis Washington Christmas Parade and remaining amount of  $13,500 in contingency.  May 11,2015 Page 11 of202    City Council Minutes - Page 2  April 28, 2015  An amended motion was made by Mayor Pro tem Roberson, seconded Councilman Beeman, to fund the WHDA ($62,000), Estuarium ($20,000), Arts Council ($16,000) and Kiwanis Christmas Parade ($1500) at the same amount they are funded in the current budget. Following discussion Mayor Pro tem  Roberson withdrew his amended motion. the following amounts (same level as last year):  Following discussion regarding the substitute motion the following agency would be funded at  Arts Council NC Estuarium Kiwanis  $16,000 $20,000 $62,000 $1,500 $99,500  Washington Harbor District Alliance  Total  Councilman Pitt voiced wei talk about each funding for outside agencies being reduced by at least 10% and Councilman Mercer agreed. Councilman Pitt voiced all these agencies do great things but at some point they need to be able to stand alone from the City and become selfs sufficient. An amended motion was made by Councilman Beeman, seconded by Mayor Pro tem Roberson, to decrease the outside agency funding by 10%. 4-1 vote with Councilman Mercer opposing. Reservation, ideas, suggestion, and comments followed. Following more discussion:  Arts Council North Carolina Estuarium Washington Harbor District Alliance Kiwanis (Christmas Parade)  $14,400 $18,000 $55,800 $1,350 $89,550  Total  Mr. Alligood stated with the 4-1 vote we will not hear Councilman Mercer's motion and Councilman Mercer voiced the secondary motion will: now become the primary motion. Councilman Mercer voiced parliamentary procedure states when the secondary motion becomes the primary motion  then the primarymotion: must be voted on again.  By motion ofCouncilman Beeman, seconded by Mayor Pro tem Roberson, Council approved to decrease the following outside agency funding by 10%. Motion carried 4-1 with Councilman Mercer  opposing.  Arts Council North Carolina Estuarium Washington Harbor District Alliance Kiwanis (Christmas Parade)  $14,400 $18,000 $55,800 $1,350 $89,550  Total  Mr. Alligood inquired for clarification as to where the money would come from? Mr. Alligood further explained where the: monies come from now (Harbor District from Economic Development fund and the: remainder ones from General Fund). Councilman Mercer asked that al Downtown Economic Fund be established versus calling them an outside agency. Mayor Pro tem Roberson suggested funding from the same source as last year. Councilman Mercer voiced we are currently taking funds out of  May 11,2015 Page 12 of202    City Council Minutes - Page 3  April 28, 2015  water/sewer and electric fund for economic activities. Mayor Pro tem Roberson stated they should not be called outside agencies and Mayor Hodges agreed. Mr. Alligood voiced this is funded by the Enterprise Funds account code 10-00-4650 (which is Economic Development) and Mayor Pro tem Roberson said this is correct. Funding for these four recipients will come from revenue transferred from  Enterprise Funds.  By motion ofMayor Pro tem Roberson, seconded by Councilman Brooks, Council approved moving Washington Harbor District. Alliance, Beaufort County Arts Council, North Carolina Esturaium, and Washington Christmas Parade (organized by the Washington Kiwanis) under the Economic  Development budget and to be funded from water/sewer and electric.  Mr. Alligood reviewed all items under Economic Development Fund and Council directed Mr. Mr. Alligood requested clarification on the remaining agency funding. Mayor Pro tem Roberson suggested he was under the impression Council had eliminated all other outside agency funding. Mr. Alligood reviewed the remaining items that were: not moved to the Economic Development budget. Councilman Mercer recommended only funding BHM: ifit is aj pass through from Beaufort By motion ofCouncilman Brooks, seconded by Councilman Mercer, reduced Boys & Girls Councilman Mercer recommended an increase for the Zion Shelter and Councilman Brooks disagreed and reiterated what Councilman Mercer proposed earlier regarding the 10%: for all outside  Alligood to leave the remaining as they are.  County. Ifthe County does not fund it then the City will not fund it.  funding to $14,400.  agencies. Ifyou cut 10% on one then you should cut 10% on all (no exception).  By motion ofCouncilman Brooks, seconded by Council Beeman, Council approved decreasing Councilman Mercer expressed concerns with the whole list but pointed out the funding for Cornerstone. Councilman Mercer stated they came to Council three years ago requesting help for that year and they would become self sufficient and came back this year requesting more money than they did the first year. Again, Councilman Brooks stated all should bei treated the same. Councilman Pitt  all other outside agency funding by 10%.  suggested all agencies be cut by another 10%1 next year.  May 11,2015 Page 130 of202    City Council Minutes - Page 4  April 28, 2015  SUMMARYOFE REQUESTEDS SERVICEI EXPANSIONS  City Manager Board Recommends Approves so  GENERALF FUNDREVENUE Amount Avallablef fors Service Expansions Revenues Gver Expenditures) Amount Requestedf fromFunde Balance Total TotalA Avafiablef fors ServiceE Expansians REQUESTS Dapartment AFunds AIFunds AllRunds  Noteipeyonthet taxrute-SEz.1S6 Thie 1%COLA 2%COLA 3XCOLA  Dapt. Mg: Estimatedh Initial EstimatedA Annual Estimstadi initiel Estinnatad Annual Membar's Board Prority Cost Revenue Ofiset Net Cnst RecumingCost Priority  Comments Amt. shown! herelsGFp partiono only Amt. shown! herelsGF portionanly Amt shownh hereisGFp portiononly Contracts Servicef forp pays study. This doest noti indludei implementation cost. Costa assodated withe changingf from volunteerst top palds staff. Costa assodsteds witho changingf from volunteerstop palds staff. Costtoa addr more spacef Eyms for youth basketball.. Jointl Use Agreements withB BCSchools. Costa assoclatedy witha addings stafffor SundayP Playf forB Basebalat McConnell Sports Complex. Costa assocatedy withh hiringa Recreation! Maintenancel Worker. Amount requestede overo curenty year funding level. Amount requested averc aurrenty year unding level. fAmountr requestedo over curentyeer lundinyg eval. Comments Priority Amountr requestedo over curranty year $250 fundinglevel. $6,000 Amountr requestedo overc currentye yaar funding! level. Amount requested over curehty year $5,000 fundingl level.  $63,494 $126,988 $190,481 $35,000 $6,805 $5,671 $21,208 $1,118 $35,122 $34,000 $4,000 $1,500  $0 $0 $0 $0 $0 $o $0 $o $o $0 $0 $o  $63,494 $65,494 $126,988 $125,988 $190,481 $190,481 $35,000 $0 $6,805 $6,805 $5,671 $5,671 $21,208 $3,708 $1,113 $1,113 $35,122 $35,122 $34,000 $34,000 $4,000 $4,000 $1,500 $1,500  HumanResources GasafatiomAPaystuhy Community8Culural Recreation- Seniors Front DeskA Attendant Community Recreation- acultural Senlors PartT TimeP Progrm Assistant Community &Cultural JointUse- BCSchoolsE EdTech Recreation- Events& Fadlities Communitya Cultural Parttimes Staffh for Sunday Playl Recrestion- Events& Fadlitias Publicv Works- Butiding& Recreation! Maintenance Grounds OutsldeA Agencles Outside Agencles OutsideA Agencles REQUESTS Department Outside Agendes OutsideA Agendes Cornerstone Community Outside Agendes TotalofaliGeneral Fund'Service ExpansionF Request (3%0 COlAisinb total; 1%and2 2% are excluded fromb total)  Gym farBaseball Worker ArtsCoundi Boys&GirisClub WrightFlght Title BlindCenter Leaming Center NCEstuarlum  Dapt. Estimatedl Initial Estimated Annual Estimatedi Initial Estimated Annual Board Mgr: Cost Revemue Offset Net Cort Recuring Cost Member's  Priority  $250 $6,000 $5,000 $345,150  $o $o $0 $0  $250 $6,000 $5,000 $346,150 $293,650  May 11,2015 Page 14 of202    City Council Minutes - Page 5  April 28, 2015  48201332911FM  CityOrWashingion Bpenditure Budge Woriahect 712015T Throagh6 6/302016 14-15 14-15 CONTRIBUTIONS 13,000 13.000 13,000 3.000 7,800 7,800 16,000 3,000 3,000 16,000 16,000 5,500 8,500 3,500 8,500 3.500 3,500 540 1,250 1,250 1.250 1,500 1,500 3A55 0 1,000 6,920 1,000 1,000 422 1,000 1,000 24,000 20,000. 20,000 5,000 15,000 500 500 S00 10,000 10,000 20,000 20,000 97,667 107,050 113,970 ADJOURN:  Page46of47 15-16  Pr.Year Actal Original Budgat Budgut Etpended %Spent  BstFxp. DeptE Hoad Manager Bntire Yoar Request Recommends 14-15 1S-16 13,000 7,800 3,000 16,000 8,500 3,500 1.250 1.500 6,920 1,000 1,000 20,000 S00 10,000 20,000  13-14  14-15  Pand# 10 GENERALFUND 10-40-6170 OUISIDE AGENCIES 9101 ARTSCOUNCIL 9102 B.FLM. LIBRARY 9104 ARTSCOUNCIL CONCERTS 9105 BOYS GIRLS CLUB 9106 HARBOURI DISTRICTA ALIIANCE 9107 ZION SHELTER 9108 WRIGHT FUGHT 109 EAST CAROLINA WIDUFEGUID 9110 THEE BLNDCENTER 9112 CHRISTMASPARADE 9113 VETERANSE PARK 9116 EAGLEWINGS 9120 UMANR RELATIONSO COUNCIL 9136 PURPOSEOPGOD 9150 DOCKDOGS 9160 AMERICANREDCROBS 9165 CORNERS STONEV WORSHIP CTR 9170 ESTUARIUM TOTAL. OUTSDEA AGENCIES  CULTURALAIESURE 13,000 100.00% 6,500 83.33% 3,000 100.00% 16,000 100.00% 0.00% 3,500 100.00% 3,500 100.00% 0.00% 1,250 100.00% 1,500 100.00% 4,691 67.79% L,000 100.00% 241 24.10% 20,000 100.00% 0.00% 0.00% 10,000 100.00% 20,000 100.00% 109,182 95.80% 113,970  13,000 13.000 7.800 7,800 3,000 3.000 16,000 16,p00 8,500 8,500 3.500 3.500 1,250 1250 1,500 1.500 1.000 1,000 20,000 1.000 20,000 10,000 10,000 20,000 20,p00 106,550 105,550  By motion ofCouncilman Pitt, seconded by Councilman Brooks, Council adjourned the meeting  at' 7:00 pm until Wednesday, April 29, 2015 at 6:00 pm, in the Council Chambers.  (Subject to the. Approval of the City Council)  Cynthia S. Bennett, MMC City Clerk  May 11,2015 Page 150 of202    Agenda Date: May11,2015  - -  Citys  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members oft the City Council Mike Whaley, Purchasing Agent  April 28, 2015 GovDeals N/A  Declare Surplus/Authorize Electronic Auction of Vehicles through  Applicant Presentation: N/A Staff Presentation:  RECOMMENDATION:  Imove that City Council declare surplus and authorize the sale of the following vehicles through  electronic auction using GovDeals. BACKGROUND AND FINDINGS:  The purpose ofthe Council Action is to declare surplus the following vehicles and authorize the sale  ofthese vehicles through electronic auction using GovDeals.  Vehicle # 111 454  Make/Model 1996 Jeep Cherokee International Dump Trk.  Department  Serial Number  Odometer Reading 65,169 92,155  Municipal Bldg. 14F1285811267550 Public Works IHTSCABMIXH008162  PREVIOUS LEGISLATIVE ACTION:  UISCALIMPACT: Currently Budgeted (Account No Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS:  ay11 PagReeeiAPAend Denial  City Manager Review: bhc Concur  No Recommendation  s/s/6 Date    Agenda Date: May11,2015  - -  Citys  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject: Applicant Presentation: Staff Presentation: RECOMMENDATION:  Mayor Hodges & Members oft the City Council Brian Alligood, City Manager May 11, 2015  Educational Attainment Incentive Pay for Paramedic Certification  Imove that the City Council approve revision to the Educational Attainment Incentive Pay Plan eliminating the 5% pay increase for Emergency Medical Technician - Intermediate certification and replacing it with a 5% pay increase for initial certification as Paramedic for employees who occupy positions assigned to a salary grade at or above the salary grade for Firehghter/Paramedic classification effectivel May 11, 2015. Effective! February, 2015, the City of Washington began providing emergency response services at the Paramedic level. Duet to this advancement in service level, a change is needed int the City's Educational Attainment Incentive Payl Plan. Itis recommended that the certification pay increase: for Emergency! Medical Technician Intermediate (EMT-I) is eliminated and replaced with a certification pay increase for employees occupying higher ranking positions, such as Fire Engineer, Fire Company Officer, and Fire Shift Commander, at thet time they receive their initial Paramedic certification. Under the City's currently adopted classification schedule and Personnel Policy, employees who are classified as Firefighter/EMT (Pay Grade 16) at thet time they attain Paramedic certification are: reclassified tol FirefighterParamedic (Pay Grade 18) and receivea reclassification pay adjustment and therefore, no additional certification increase is needed for these Three current employees with EMT-I certification pending who were. hired prior to this change will be grandfathered and eligible for the 5% payi increase upon attainment oft their initial EMT-I certification.  BACKGROUND AND FINDINGS:  employees.  REVOUSIEGISLATIVE ACTION:  FISCALI IMPACT: Currently Budgeted (Account Nol Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS:  City Manager Review: blk Concur  Reçommend Denial May 11,2015 Page 17of202  Nol Recommendation  57515 Date    Agenda Date: May 11,2015  o  Citys  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council Glen Moore, Planning Administrator  May 4, 2015  Resolution fixing date for public hearing on the contiguous annexation of the Granville Lilley property. John Rodman, Community and Cultural Services  Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Imove that City Council adopt the resolution fixing the date for a public hearing on the contiguous annexation of the Granville Lilley property located on West 15th Street and  containing 3.47 acres for. June 8, 2015. BACKGROUND AND FINDINGS:  When an annexation petition is received, the City Council must direct the Clerk to investigate the sufficiency of the petition. Upon making an investigation, the Clerk shall certify the results to the governing body. Upon receipt of the Clerk's certificate, the City Council shall fix a date for a public hearing on the annexation. Notice of the public hearing must be published once in the newspaper at least ten (10) days before the date of the  hearing.  PREVIOUS LEGISLATIVE ACTION  On April 13, 2015 City Council adopted a resolution directing the Clerk to investigate the  petition presented for a contiguous annexation.  FISCAL IMPACT Appropriation  Currently Budgeted (Account SUPPORTING DOCUMENTS  Requires additional  No Fiscal Impact  Attached resolution, map & Certificate of Sufficiency  City Manager Review:  hd Concur  Recommend Denial  No Recommendation  575/6  Date  May 11,2015 Page 18 of202    RESOLUTION FIXING DATE OF PUBLIC HEARING ON QUESTION OF  ANNEXATION PURSUANT TO G.S. 160A-31  WHEREAS, a petition requesting annexation of the contiguous area WHEREAS, the City Council has by resolution directed the City Clerk to WHEREAS, certification by the City Clerk as the sufficiency of the petition NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Section 1. A public hearing on the question of annexation of the contiguous area described herein will be held at the City Council Chambers on the 2nd. floor of the municipal building located at 102 East 2nd Street at 6:00 p.m. on Monday, June  described herein has been received; and investigate the sufficiency of the petition; and  has been made;  Washington, North Carolina that:  8,2015.  Section 2. The area proposed for annexation is described as follows: Being 3.47 acres of land noted on the survey "D. Granville & Anna W. Lilley" by Hood Richardson dated February 9, 2015 and being located in Washington Township, Beaufort County North Carolina and being more  particularly described as follows;  See Attached Map  Together with and subject to covenants, easements and restrictions of Section 3. Notice of the public hearing shall be published once in the Washington Daily News, a newspaper having general circulation in the City of Washington, at least ten (10) days prior to the date oft the public hearing.  record. Said property to be annexed contains 3.47 acres.  Jay MacDonald Hodges, Mayor  ATTEST:  Cynthia S. Bennett, Clerk  May 11,2015 Page 19of202    CERTIFICATE OF SUFFICIENCY  To the City Council of the City of Washington, North Carolina;  1, Cynthia S. Bennett, City Clerk, do hereby certify that I have investigated the petition attached hereto and have found as a fact that said petition is signed by all owners of real property lying in the area described therein, in accordance  with G.S. 160A-58.1.  In witness whereof, Ihereunto set my hand and affixed the seal of the City  of Washington, this Wihn day of may  2015.  GsB Cynthia Bennett, City Clerk  Annexation #15-A-02 Granville A. Lilley  May 11,2015 Page 20 of202    PETITION REQUESTING A CONTIGUOUS ANNEXATION  Date: 2/16/5  To the City Council of the City ofWashington:  1. We the undersigned owners of real property respectfully request that the 2. The area to be annexed is contiguous to the City of Washington and the  area described in Paragraph 2 below be annexed to the City of Washington.  boundaries of such territory are as follows:  SEE ATTACHED mAp /9ND DESCR synorv  (Insert Metes and Bounds Description of Boundaries)  3. A Map is attached showing the area proposed for annexation in relation to 4. We acknowledge that any zoning vested rights acquired pursuant to G.S. 160A-385.1 or G.S. 153A-344.1 must be declared and identified on this petition. We further acknowledge that failure to declare such rights on this petition shall result in a termination of vested rights previously acquired for the property. (Ifzoning vested rights  the primary corporate limits of the City.  are claimed, indicate below and attach proof.)  Doyou declare vested rights? (Indicate yes orno.) A.C27859  Name  Address  Signature  Rond No Honkkg  21wkipenrg. pwes WASkiNgTON,  1.0.Gnnwville Lilley  2. 3.  May 11,2015 Page 21 of202    Beed Rickandssn, PA C676 Es-Snours - Geplogists n0 West Second Street Washington, North Carolina 27889 (252)975-3472 February 15,2015  PROPOSED REZONING AND ANNEXATION PROPERTY OWNER: D. GRANVILIELILLEY  BEGINNING at an iron pipe in the easterni boundary liné oft the Cherry Run record in Deed Bopk 1009; page! 907 Beaufort County Register ofDeeds, the Shopping said 17 degrees 32 minutes 45 seconds West along the easternly boundary line ofthe said iron pipe is] North Shopping Center from an iron pipe in concrete ins the northerly right ofway line ofthe Chèrry Run Extension; thence North 44 degrées 03 minutes 44 seconds East 289.92 feet of another parcel belonging to D. Granville Lilley ofrecord in Deed Book 1730 along thei northerly line rod; thence along the City of Washington Fire House Number 2 line ofr record inj page 921 to and iron page 573 Northy 44 degrees 03 minutes 44 seçonds Bast 199.18 feet to an. iron Deed Book 1549 corier tot thè said Cityo ofWashington parcel; thencet thei following six calls with pipe a over a culvert, a degrees 37 minutés 31 seconds West 174.801 feet, North 58 degrèes 061 minutes ditch, North 46 33.40: feet, North 84 degrees 121 minutes 06 seconds West 69.44 North 12 seconds West seconds Wést 111.07; feet, North 67 degrees 23 minutes 12 seconds feet, West 98.97: 72 degrees 05 minutes 59 calls with the said easternly line oft the Cherry Run Shopping Center, canal; South the following two seconds East to an: iron pipe and South 17 degrees 32 minutes 38 seconds East 17 degrees 589.54 32 minutes 39 and being Lot B on a survey dated February 9, 20151 titled' "Petition for page containing 3.47 acres Annexation: for D. Granville and Anna W. Lilley" by Hood L.3 Richardson, Rezoning PLS. to Zone B2 and  Center of 15"Street  degrees 35 minutes 50 seconds West 112.96 feet to a point int the BEGINNING: being aj part oft that land described: in] Deed Book 1067  thence feet, and North' 73  621  feet to the  1  -  RO  Hood L. Richardsôn, PLSAL Fy  Discs  L-2522 ai   Dr a  May 11,2015 Page 22 of202    TAMEDBAI  BEIMERET  LOT@BKIETNO g-iceNommaueng,  LoO  APPROVAL PNAL PWAT SHCTacOE PLANNNG WAS MEDEP AGNED NS  vorO  PRELMINARY NOT FOR RECORDATION, CONVEYANCES OR SALES PETION FOR: REZONING TO ZONE 82 ANNEXATION D. GRANVALLE & ANNA W. ULLEY MASHINOTON NORTH CAROLINA BEAUFORT COUNTY SCALR "s SUNVEY DATE: FCBRUARY 2015  "  May 11,2015 Page 23 of202    Agenda Date: May 11,2015  0o  Citys  Washindton NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council Matt Rauschenbach, Administrative Services Director/C.F.0. Airport Vision Grant Runway 5-23 Lighting Rehab Project  May 11, 2015 Ordinance Amendment Matt Rauschenbach  Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Imove that City Council adopt a Grant Project Amendment for the airport lighting rehabilitation  grant.  BACKGROUND AND FINDINGS:  Additional Vision 100 grant funds were awarded for the lighting rehabilitation project at the airport in January 2015. This amendment redistributes the budget to match that oft the awarded project.  REVOISIEGILATIVE ACTION  January 12 & 26, 2015 budget amendment and award acceptance resolution  FISCALIMPACT x Currently Budgeted (Account No Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS Grant Project Ordinance Amendment City Manager Review: hd Concur  Maeepaoisend Denial  No Recommendation  51516 Date Page 24of202    AN ORDINANCE TO AMEND THE GRANT PROJECT ORDINANCE  OF THE CITY OF WASHINGTON, N.C. FOR THE FISCAL YEAR: 2014-2015  BEI IT ORDAINED by the City Council of the City of Washington, North Carolina:  Section 1. That the following appropriation account numbers be increased or decreased in the amounts shown in the. Airport Rehabilitation Capital Project Grant Fund  to account for grant funded rehabilitation projects at the airport:  71-90-4530-0400 Professional Services 71-90-4530-4500 Airport Rehabilitation  $68,530 (68,530)  Section 2. All ordinances or parts ofordinances in conflict herewith are hereby Section 3. This ordinance shall become effective upon its adoption.  repealed.  Adopted this the 11th day ofMay, 2015.  MAYOR  ATTEST: CITY CLERK  May 11,2015 Page 25 of202    Agenda Date: May 11, 2015  0  Cityy  Washindton NORTH CAR'OLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members oft the City Council Matt Rauschenbach, Administrative Services Director Adopt Budget Ordinance Amendment to Establish Vehicle Replacement and Facility Maintenance Funds  May 11, 2015  Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  N/A  Imove that City Council adopt a Budget Ordinance Amendment to fund the establishment of a  vehicle replacement and facility maintenance funds. BACKGROUND AND FINDINGS: 20151 budget work session.  Council agreed to establish vehicle replacement and facility maintenance funds during the April 30,  PREVIOUS LEGISLATIVE ACTION  FISCAL IMPACT  Currently Budgeted (Account No Fiscal Impact  x Requires additional appropriation  SUPPORTINGI DOCUMENTS Budget Ordinance Amendment Fund Balance Analysis Vehicle Replacement Fund Schedule City Manager Review: sud Concur  Recommend Denial  No Recommendation  5lkhs Date  May 11,2015 Page 26 of202    AN ORDINANCE TO. AMEND THE BUDGET ORDINANCE  OF THE CITY OF WASHINGTON, N.C. FOR THE. FISCAL YEAR 2014-2015  BE IT ORDAINED by the City Council of the City of Washington, North Carolina:  Section 1. That the Estimated Revenues in the General Fund be increased ini the  following accounts and amounts:  10-00-3991-9100 Fund Balance Appropriated  $1,733,937  Section 2. That the following accounts and amounts be increased in the Miscellaneous division oft the General Fund appropriations budget to fund the establishment of vehicle replacement and facility maintenance funds:  10-00-4400-8600 Transfer to Vehicle Fund 10-00-4400-8700 Transfer to Facility Maintenance Fund  $1,233,937 500,000 $1,733,937  Total  Section 3. All ordinances or parts ofordinances in conflict herewith are. hereby Section 4. This ordinance shall become effective upon its adoption.  repealed.  Adopted this the 11th day ofl May, 2015.  MAYOR  ATTEST:  CITY CLERK  May 11,2015 Page 27 of202    Fund Balance- General Fund  5/2/2015  Itisi important to distinguish between the statutory calculation off fund balance available for appropriation and thet fund balance that is reported on a unit's Generall Fund Balance Sheet. Fundb balance available for appropriation represents the maximum: amount thati isl legally available for appropriationi int the nexty year per NCGS 159-8(a). This amounti includes funds that are restricted inr nature and fundst that the unit has already committed tos spendi ins subsequenty years for various purposes. For example, fund balance available for appropriation would include any! Powell Bill moneys on! hand at. June 301 that are restricted for use for streets. Thosei funds willl be recorded asr restricted fund balance ont the Statement Non-spendable: fund! balance thati isr not spendable byi its nature; created by long-t term receivables, inventory, ort the non-spendable corpus of Restricted: funds on which constraints are placed externally by creditors, grantors, contributors, or laws ofc other governments ori imposed by lawt through enabling legislation or constitutional provisions. Restricted fund balance includes the amount restricted by North Carolina General Statutes as unavailable for appropriation int ther next budget year. As ar result the reader oft thet financial statements cannot make a direct connection between thet fund balance that appears ont the financial statements and thet fund balance available calculation that appears int the  of Net Position because our General Statutes restrict how thei funds aret tol bes spent. The categories of fund balance that one may see on the Balance Sheet are:  at trust CAFR.  Committed: funds to be usedi for specific purposes as dictated byf formal action oft the unit's governing body Assigned: amounts thata are constrained by the government's intent but are neither restricted or committed  Unassigned: fundst that do noti falli into any oft the others spendable categories  Fund Balance Non-spendable Inventory Prepaidi items Restricted: Total unavailable Restricted all other Committed Assigned Unassigned Total available Grand total Restricted- all other Controlled substance Seized federalf funds McConnel Complex Seized local funds Veteran's Park Recreation projects Sand mine surety bond Unspent debt proceeds Peg Channel Total restricted other City FBJ policy 2r month operating reserve Natural disaster recovery Total reserve policy Available for assignment or commitment Recommend sagmemscommiments: Vehicle reserve increment current year Vehicle replacement fund Facility maintenance Other stmmet/ommitment: Police Station Havens Garden! PARTF match Street pavingt fund Total  2013 90,360 30,967 1,737,727 1,881,171 156,050 21 189,471 5.962,238 6,238,713 6,307,780 6,644,822 8,045,507 8,525,993 44,396 3,843 13,202 5,976 3,900 1,063 83,670 156,050  2014 94,235 29,418 162,143 21 243,945 W&S Powell Bill  Stabilization bys state sta 1,616,400 1,757,518  30,752 3,876 15,295 15,314 7,021 859 3,900 85,126 162,143 2,354,751 2,000,000 4,354,751  1,883962/Unassigned net ofF FBP policy  95,766 1,138,171 1,233,937 500,000 1,733,937 1,000,000 500,000 500,000 2,000,000  Total  May 11,2015 Page 28 of202  2015-16 Net Revenue.xisx    Vehicle Replacement: Schedule- General Fund  3/27/2015 Calc. 2019 2018 2020 2018 2018 36,000 2015 2018 36,000 2020 2018 2024 36,000 2020 36,000 2013 2017 36,000 2019 36,000 2015 36,000 2013 36,000 2020 36,000 2019 2017 2010 2010 36,000 2009 2017 2018 36,000 2016 2019 2013 2023  Useful Base Cost/ Vears Base 5 36,000 7,200 9 36,000 4,000 6 24,000 5 36,000 7,200 5 36,000 7,200 2 14,400 9 36,000 4,000 6 24,000 5 36,000 7,200 5 36,000 36,000 9 36,000 4,000 6 24,000 9 36,000 4,000 4 16,000 9 36,000 4,000 6 24,000 9 36,000 4,000 5 36,000 7,200 5 36,000 7,200 7 36,000 36,000 9 36,000 4,000 7 28,000 9 36,000 4,000 5 20,000 5 36,000 7,200 5 36,000 36,000 5 36,000 7,200 7 36,000 36,000 5 36,000 7,200 5 36,000 7,200 1 7,200 5 36,000 7,200 3 21,600 10 0 0 15 10 0 0 15 5 36,000 7,200 11 36,000 36,000 5 36,000 7,200 3 21,600 5 36,000 7,200 2 14,400 5 36,000 7,200 4 28,800 36,000 9 36,000 4,000 5 20,000 9 36,000 4,000 11 36,000 36,000 9 36,000 4,000 1 4,000 936,000 152,000  Replacement: Schedule 36,000 36,000 36,000 36,000 36,000 36,000 36,000  Department Description Police Police Police Pollce Police Police Police Police Police Police Police Police Pollce Police Police Pollce Police Police Police Police Police Police Police Police Police Police Police Police Police  # Vear_ Make/Model Life(yrs.) Cost Year Old Reserve 2016 2017 2018 2019 2020 2021 Year  2015 7,200  Patrol Vehicles Administrative Patrol Vehicles Patrol Vehicles Administrative Patrol Vehicles Administrative Administrative Administrative Animal Control Patrol Vehicles Patrol Vehicles Administrative Administrative Patrol Vehicles Patrol Vehicles Patrol Vehicles Patrol Vehicles Patrol Vehicles Disaster response 153 2000 AMC Humvee Disaster response Patrol Vehicles Patrol Vehicles Patrol Vehicles Patrol Vehicles Patrol Vehicles Administrative Administrative  130/2014Ford Interceptor 131 2009 Chevrolet" Traverse 132 2015 Ford Interceptor 134 2013Dodge Charger 135 2009 Chevrolet Impala 136 2010 Ford Crown' Victoria 137 2009Ford F-150 1382 2011 Ford Fusion 1392 2009/Chevrolet Impala 140/2015 Ford Truck 141 2015 Ford Interceptor 142 2008 Ford Crown Victoria 1432008/Chevrolet Tahoe 144/2010Dodge/ Avenger 145 2010Ford Crown' Victoria 147 2008 Ford Crown' Victoria 148/2 2015Ford Interceptor 150 2014 Ford Interceptor 151 2012 Dodge Charger 154 2000 AMC 2.5t tont truck 157 2004 Ford Crown Victoria 158 2012 Dodge Charger 159 2013Dodge Charger 160; 2011 Ford Crown Victoria 161 2010Chevrolet Impala 164 2004 Pontiac Grand Am 166/2014/Dodge truck  36,000  36,000 36,000 36,000 36,000  Total Reserve balance maximum Reserve balance minimum Budget Budget change to level 2302 2006Pierce 231 2000Spartan 233 1996Freightiner 235 2013 Kenworth 236 1988 Ford D80 237 2015 Ford F150XL 238 2005 Chevrolet. 5ton 4x4 248 2014Ford Explorer 430 2008Chevrolet 432 2011Wheeled Coach 431/2013_Add when #430 purchased  515,200 252,000 108,000 216,000 144,000 144,000 216,000 515,200 415,200 459,200 395,200 403,200 411,200 347,200 33% 168,000 68,000 112,000 48,000 56,000 64,000 0  142,000 10,000  Fire Fire Fire Fire Fire Fire EMS Fire Fire EMS EMS EMS  Aerial Ladder #1 Fire Engine #1 Fire Engine#2 Rescue Truck1 Fire Engine* #3 Staff/Station Staff/Station Staff/Station Ambulance Ambulance Ambulance- new rotation  20 850,000 42,500 9 382,500 20 450,000 22,500 15 337,500 20 450,000 22,500 19 427,500 20 400,000 20,000 2 40,000 20 450,000 22,500 27 450,000 10 31,000 3,100 10 31,000 3,100 10 31,000 10 31,000 3,100 1 3,100 7 150,000 21,429 7 150,000 150,000 150,000 21,429 4 85,714 150,000 21,429 May 11,2015 Page 29 of202  2026 2020 2016 2033 2008 2025 2015 2024 2016 2015 2018  450,000  450,000 450,000 30,000  Disaster response 255 2006/21/27 TON MILITARY VEHIC 10 0 0 9  150,000  42,857  150,000  Vehicle Replacement Fund    Vehide Replacement Schedule- GeneralFund  3/27/2015 Calc.  Useful Base Cost/ Vears Base 161 3,143,000 203,586  Replacement: Schedule  Department Description Fire/EMS Total  # Vear Make/Model Lifelyrs.) Cost Year Old Reserve 2016 2017 2018 2019 2020 2021 Vear  2015  Total Reserve balance maximum Reserve balance minimum Budget Budget change tol level 133 2008Chevrolet Impala Total Reserve balance maximum Reserve balance minimum 113/2009/Mitsubishl FD30N-D Total Reserve balance maximum Reserve balance minlmum Budget Budgeto change tol level 121 2000Jeep Cherokee 122 2012/FordF150 123 2013_FordF150 Total Reserve balance maximum Reserve balance minimum Budget Budget change tol level 802 2001 Chevrolet Astro 803 2008Ford S34G Total Reserve balance maximum Reserve balance minimum Budget Budget change tol level 451 2006/Chevrolet: Silverado 452 2008Ford F-250 454; 2014/FordF-750 455 2001 Chevrolet Dump Truck 461 2001 Caterpillar 120G 463 2012 Hyundai HL740TM-9 464 1996 Isuzu C330B  1,950,171 150,000 480,000 600,000 0 600,000 0 1,950,171 2,003,757 1,727,343 1,330,929 1,534,514 1,138,100 1,341,686 42% 812,071 865,657 589,243 192,829 396,414 0 203,586  150,000 53,586  Miscellaneous Administrative  10  2018  0 0 0 0 0 0 0 0 0 0 0 0 0 0  Warehouse ForkLift  15 30,000 2,000 6 12,000 30,000 2,000 6 12,000  2024  12,000 14,000 16,000 18,000 20,000 22,000 24,000 12,000 14,000 16,000 18,000 20,000 22,000 24,000  0 2,000  Inspection Inspection Inspection Inspection Inspection Inspection  10 20,000 2,000 15 20,000 20,000 10 20,000 2,000 3 6,000 10 20,000 2,000 2 4,000 60,000 6,000  2010 2022 2023  30,000 20,000  30,000 16,000 22,000 28,000 34,000 40,000 46,000 47% 14,000 0 6,000 12,000 18,000 24,000 30,000  20,000 (14,000) 10 25,000 2,500 14 25,000 15 46,000 3,067 7 21,467 71,000 5,567  Rec-Sr.Ctr. Passenger Van Rec-Sr.Ctr. Handicap' Van  25,000 25,000  2011 2023  46,467  46,467 52,033 32,600 38,167 43,733 49,300 54,867 57% 26,467 32,033 12,600 18,167 23,733 29,300 34,867  0 5,567  Streets 1/2 ton pickup Streets Utility body! lift Streets Streets 2ton dump truck Streets Motor Grader Streets Front Endl Loader Streets Asphalt roller  10 23,000 2,300 9 20,700 23,000 10 31,000 3,100 7 21,700 10 63,000 6,300 1 6,300 10 75,000 7,500 14 75,000 75,000 20 121,000 6,050 14 84,700 15 94,000 6,267 3 18,800 25 67,000 2,680 19 50,920 10 110,000 11,000 13 110,000 120,000  2016 2018 2024 2011 121,000 2021 2027 67,000 2021 2012  31,000  Streets Dump truck 16.5FT 465/2 2002/International. 4900  May 11,2015 Page 30 of202  Vehicle Replacement Fund    Vehicle Replacement Schedule- GeneralFund  3/27/2015 Calc. 2020 70,000 2021 2008 2017  Useful Base Cost/ Years Base 250,000 31,250 3 93,750 15 70,000 4,667 9 42,000 15 35,000 2,333 22 35,000 35,000 15 130,000 8,667 10 31,000 3,100 8 24,800 1,100,000 95,213  Replacement Schedule  Department Description Streets-PB Street Sweeper Streets Tractor Streets Mowing Tractor Streets Mowing tractor- r/w airport New 120 hp Garage Utilityb body lift  Vear Make/Model Lifefyrs.) Cost Year Old Reserve 2016 2017 2018 2019 2020 2021 Vear  2015  466 2012/Autocar 468 2006 John Deere 6715 469 1993Ford 5610 512 2007/FordF-250 Total Reserve! balance maximum Reserve balance minimum Budget Budgeto changet tol level 501 2009FordF150 504 2008FordF-250 505 2005Dodge Ram 2500 506 2004Ford F-250 507 2015/FordF350 508/2015/FordF150 Total Reserve balance maximum Reserve balance minimum Budget Budget change tol level Grand1 Total Reserve balance maximum Reserve balance minlmum sum Consolidated minimum adjustment Minimum! beginning reserve Budget Budget changet tol level  250,000  130,000 31,000  583,670 253,000 161,000 31,000 0 250,000 258,000 583,670 425,883 360,097 424,310 519,523 364,737 201,950 65% 381,720 223,933 158,147 222,360 317,573 162,787 0  75,000 20,213  Grounds Maint. Grounds Maint. 3/4t ton Grounds Maint. 3/4t ton Grounds Maint. 3/4ton Grounds Maint. Grounds Maint. 3/4ton  10 25,000 2,500 6 15,000 10 31,000 3,100 7 21,700 10 31,000 3,100 10 31,000 31,000 10 31,000 3,100 11 31,000 31,000 10 41,000 4,100 10 25,000 2,500 184,000 18,400  25,000 31,000  2019 2018 2015 2014 2025 2025  98,700 62,000 0 31,000 25,000 0 0 98,700 55,100 73,500 60,900 54,300 72,700 91,100 45% 44,400 800 19,200 6,600 0 18,400 36,800  0 18,400  11 5,524,000 482,766  3,236,208 737,000 774,000 878,000 169,000 994,000 474,000 3,236,208 2,981,974 2,690,740 2,295,505 2,609,271 2,098,037 2,106,802 45% 1,458,658 1,204,424 913,190 517,955 831,721 320,487 329,252  (320,487) 1,138,171  387,000 95,766  Notes:  1)R Replacement: schedule ist based on useful life, noto onv whati is.currently planned  2) Add contributioni inflation adjustment 3)1 Total vehicle replacement cost 4) Annual reserve contribution Current 15/16budget 15/16Budget: adjustment 5)1 Initial reserve- minimum  2.5%  5,524,000 482,766 387,000 95,766 1,138,171  6)T Take outo of service: Cityl Hall Jeep (PD#133), RecA Admin. Jeep, HRt truck, PDf forfeited vehicle  May 11,2015 Page 31 of202  Vehice Replacement Fund    Agenda Date: May 11, 2015  0o  Citys  Washington NORTH CAR'OLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council John Rodman, Community & Cultural Services Public Hearing: Resolution to adopt the Pamlico Sound John Rodman, Community and Cultural Services  May 4, 2015  Regional Hazard Mitigation Plan  Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Imove that the City Council approve the Resolution adopting the Pamlico Sound Hazard  Mitigation Plan Update as presented. BACKGROUND AND FINDINGS:  Beaufort County received a request from North Carolina Emergency Management to participate in a regional hazard mitigation plan to include Beaufort, Craven, Carteret, and Pamlico Counties. Each municipality was asked to sign an agreement as the intent of the municipality to participate in the plan. FEMA covered all costs involved in the rewrite of the plan and provided funding to Craven County as the lead agency. No funds were required by the City ofWashington. The Plan received preliminary approval from FEMA stating that all jurisdictions should proceed with adoption. A digital copy of the draft Regional Plan can be accessed via the project website at ntpzww.pamlicooundnmp.ory,  PREVIOUS LEGISLATIVE ACTION  Beaufort County Hazard Mitigation Plan adopted June 2011  City Council adopted agreement to participate in the Plan update August 2012  FISCAL IMPACT appropriation  Currently Budgeted (Account  Requires additional  No Fiscal Impact  SUPPORTING DOCUMENTS  City Manager Review:  5/h5 No Recommendation,  Date Concur buk Recommend Denial  May 11,2015 Page 32 of202    Citys  Washincton  NORTHCAR'OLINA RESOLUTION ADOPTING THE  PAMLICO SOUND REGIONAL HAZARD MITIGATION PLAN UPDATE  WHEREAS, the citizens and property within Beaufort County are subject to the effects of natural hazards and man-made hazard events that pose threats to lives and cause damages to property, and with the knowledge and experience that certain areas, i.e., flood hazard areas, are particularly susceptible to flood hazard events; and WHEREAS, the county desires to seek ways to mitigate situations that may aggravate WHEREAS, the Legislature of the State of North Carolina has in Part 6, Article 21 of Chapter 143; Parts 3, 5, and 8 of Article 19 of Chapter 160A; and Article 8 of Chapter 160A of the North Carolina General Statutes, delegated to local governmental units the responsibility to adopt regulations designed to promote the public health, safety, and WHEREAS, the Legislature of the State of North Carolina has in Section 1 Part 166A of the North Carolina General Statutes (adopted in Session Law 2001-214 = Senate Bill 300 effective July 1, 2001), states in Item (a) (2) "For a state of disaster proclaimed pursuant to G.S. 166A- 6(a) after August 1, 2002, the eligible entity shall have a hazard mitigation plan approved pursuant to the Stafford Act that is updated every five years"; WHEREAS, it is the intent of the Board of Commissioners of Beaufort County to fulfill this obligation in order that the county will be eligible for federal and state assistance in the event that a state of disaster is declared for a hazard event affecting the county; and WHEREAS, Section 322 of the Federal Disaster Mitigation Act of 2000 states that local governments must develop an All-Hazards Mitigation Plan and update it every five years in order to receive future Hazard Mitigation Grant Program Funds; and WHEREAS, the City of Washington actively participated in the planning process of the Pamlico Sound Regional Hazard Mitigation Plan and has fulfilled all their part of the  such circumstances; and  general welfare ofi its citizenry; and  and  mult-jurisdictional planning elements required by FEMA;  May 11,2015 Page 33 of202    NOW, THEREFORE, be it resolved that the City Council of the City of Washington  hereby:  1. Adopts the Pamlico Sound Regional Hazard Mitigation Plan; and  2. Separately adopts the sections of the plan that are specific to the City of 3. Vests the Flood Plain Manager with the responsibility, authority, and the  Washington; and means to:  (a) Inform all concerned parties of this action.  (b) Cooperate with Federal, State and local agencies and private firms which undertake to study, survey, map, and identify floodplain or flood- related erosion areas, and cooperate with neighboring communities with respect to management of adjoining floodplain and/or flood-related erosion areas in order to prevent aggravation of existing hazards.  4. Appoints the Flood Plain Manager to assure that, in cooperation with Beaufort County, the Hazard Mitigation Plan is reviewed annually and in greater detail 5. Agrees to take such other official action as may be reasonably necessary to carry out the strategies outlined within the 2015 Pamlico Sound Regional  at least once every five years.  Hazard Mitigation Plan.  Adopted this  day of  2015.  Jay MacDonald Hodges, Mayor City of Washington  ATTEST:  Cynthia S. Bennett, City Clerk  May 11,2015 Page 34 of202    hco HOLLAND CONSULTING PLANNERS Memorandum To: From: Date: Subject:  PACETAD  APP 27 2015  All Municipalities Participating ini the Pamlico Sound Regional HMP Landin Holland, AICP, MPA, CZO, Senior Planner  April 24, 2015  MANDATORY Adoption Procedures  Thel Pamlico Sound Regional Hazard Mitigation Plan (HMP) has received preliminary: approval fromi the Federal Emergency AAPyTANINE thutalpatsaictionstoudpocedwthadoption.  A digital copy oft the draft Regional HMP can be accessed via the project website at  gbscamissanteas  Adoption of the Regional HMP will require thes scheduling ofapublichearingand: adoption ofaresolutionby yourelectedboard. NOTE: Failuret to adopt the plani immediately could) jeopardize your abilitytos secure emergencyresponse fundingi int the event ofan natural disaster. A sample resolution is attached for your use. Please modify this draft resolution to comply with any necessary local requirements. The following steps should be carried out to ensure that the Regional HMP is certified by FEMA in an expedient manner:  Schedule aj public! hearingi fory your May or. June meeting, if possible. Provide your elected board members witht the draft plan. Once a public hearing date has been set, please forward the meeting date and time to Cindy Anderson via email at anceranengpemncon ork by Arrange to publish a public hearing advertisement in al local newspaper of your choice. The advertisement should be published at least ten days before the public hearing date. In computing such period, the day of publication is not to be included, but the day of the hearing shall be included. A: sample advertisement has been attached fory your review and use. Hold the public hearing at the regularly scheduled meeting of your governing body on the scheduled date. Following the public hearing, the governing body should consider adopting the plan through approval of the attached resolution. Ifyour governing body elects to table the adoption of the plan fora any reason, please contact me immediately sO that we mayaddress any Forward the executed adoption resolution to Holland Consulting Planners, Inc., 3329 Wrightsville Avenue, Suite F, Wilmington, NC 28403, Attention: Cindy Anderson, immediately following the Secure an affidavit of publication for the publicl hearing notice from the newspaper and forward the affidavit of publication to Holland Consulting Planners, Inc. (address provided above) as soon  phone at 910/392-0060.  problems and/or concerns.  public hearing.  as possible following the public hearing.  You may contact Cindy Anderson at 910/392-0060 if you have any questions or concerns regarding these  instructions.  3329 Wrightsville. Avenue, Ste F Wilmington, North Carolina 28403 Phone 910.392.0060 . Fax 910.392.2839  Peterson  Building . 310 West Main Street Phone Washington, North Carolina 27889 252.946.0877 . Fax 252.946.7912  May 11,2015 Page 35 of202    Council Budget Changes Revenue 10-00-3100-115 AdV Valorem tex 10-00-3980-3 3500Transfer fromE Electricfu fund 185.050 39-90-3471-4100 Grave Openings 39-90-3991-9900 Fundb balance appropriated 35-90-3920-9100 Installment note proceeds ECQARXIDlrenste fromED 21-60-3940-3000 Paymentsf fromy Waterf fund 21-60-3940-3200 Payments from Sewerf fund 21-60-3940-3500) Paymentsf fromE Electricf fund 34-90-3571-5100 Storm water fees 34-90-3991-9910 Fundb balance appropriated 57,285 2-90-399 91-9910Fund! balance appropriated 37-90-3991-9910 Fund! balance appropriated 9-90-3991-9910Fund balance appropriated ED0DS7C300Okamn Chgs. fromv water ED0DS9ICSZXAkGmn Chgs. froms sewer (5.856) 10-00-3970-3500 Admin. Chgs. frome electric (39,997) D0397OSIDAAamn Chgs. froma airport 10-00-3970-3800 Admin. Chgs.f froms sanitation (3,905) ID-003970.800dmin Chgs. fromo cemetery (290) Total Revenue Expenditures 10-40-6170-9101 ArsCouncioED SAIDNDETY 10-40-6110-oxxx BHMtolibrary 10-40-6170-91047 ArsCoundtoED 10-40-6170-9105 Boys8 &Giris10% 10-40-6170-9107: Zions Shelter10% 10-40-6170-9108 Wright Flght10% 10-40-6170-9110 BlindCenter 10% 10-40-6170-9112 Christmasp paradet tOED 10-40-6170-9116 Eaglev Wings 10% 10-40-6170-9136 Purposed ofGod 10% 10-40-6170-9165 Comer Stone Worship 10% (1,000) 10-40-6170-9170 Estuariumto ED 10-00-4650-4620 WHDA1 10% 10-00-4650-Xxx Tumagef fromo ols 10-00-4650-xxx Christmas Paradef fromo als 1,350 10-00-4650-x XXXX Estuariumf fromo o/s 30-90-6610-5702 Paymentto ED 32-90-6610-5702 Paymentto ED 3590-6610-5702 PaymenttoE ED 21-60-4492-1000 Transfert to GeneralFund 90 3390- 7401 Midway to5F Pointsti te 5-90-8390-7401 Honey PodF Farm rework 35-90-8390-7401 White Postb tos Slatestone 34KV 5-90-8380-4501 Largeb buckett trimmingt trucky upcharge 90-8375-7400 LMs switches 5-90-4020-8300 Instalmentr notep principal 90-4020-830 Instalmentr note interest 10-4341 EMSI medicals supplies Cola @1.3% Fica Retirement Uiity Maintenance Worker 50% Rtofw WayP Position Upgrade xpans Meter Reader Upgrade 1slon Lead Meter Reader Upgrade MarSanesSupen.sw Upgrade PtMeter Teche eliminated nslon PTA Adm. Support Expansion Admins supporte equipment Admins supportt training Svc. Expansion ElectricLMs study- commerclal 90-6610-1000 Transfer toGeneralFund 30-90-6610-9231 Transferb toy water capitalr reserve 90-9990-9900 Contingency 5-9 90-9990- Contingency 38-9 90- 9990- 9900 Contingency 39-90-9990-9 9900 Contingency 30-90-6610-9200 Admin. Chgs. TOGF -90-6610-9201 Admin. Chgs. TOGF 35-90-6610-9200 Admin. Chgs. TOGF 790-4530970/min Chgs. TOGF 38-90-4710-9200 Admin. Chgs. TOGF 39-90-4740-9200 Admin. Chgs. TOGF 10-10-4310-7400 Vehiclef fund payment 10-10-4310-7486 Vehiclef fund payment 10-10-4341-7400 Vehiclef fund payment 10-10-4341-7486 Vehiclef fund payment 10-10-4350-7 7400 Vehiclef fundp payment 10-10-4350-7486 Vehiclef fund payment EDZDASIC-ZADOVecE; fund payment 10-20-4510-7486 Vehiclef fund payment Total Expenditures Net  5/6/2015  Storm  EDG Capltal (24.000) 24,000  General Water Sewer Water Electric Airport Sanitation Cemetery Reserve Total  (120.000) 27,550  (120,000) 185,050 (24,000) 24,000 (1,075,000) 27,550 4,959 4,959 4,959 4,959 17,632 17,632 (40,000) 97,285 12,902 1,370 751 (7,899) (5,856) (39,997) 662 (3,905) (290) (13,000) (7,800) 7800 (3,000) (1,600) (850) (350) (125) (1,500) (100) (2,000) (1,000) (20,000) (6,200) 14,400 1,350 18,000 4.959 4,959 17,632 27,550 27,550 (325,000) (150,000) (600,000) (100.000) (70,000) (99,115) (20,672) 15,000 127,744 13,10B 11,586 31.,098 5,364 2,288 1,821 2,562 (13,134) 13,572 1,500 500 185,050 (23,947) 12.733) 69,035 (1.254) (1.041) (7.899) (5,856) (39,997) 662 (3.905) (290) (142,000) 142,000 (150,000)  (1,075,000) (40,000) 40,000 12,902  1,370  751  (7,899) 662 92,600 (13,000) (7,800) 7,800 (3,000) (1,600) (850) (350) (125) (1,500) (100) (2,000) (20,000) (6,200) 14,400 18,000 4,959 4,959  12,902  (1,075,000) 1,370  751 27,550 (939,827)  17,632 (325,000) (150,000) (600,000) (100,000) (70,000) (99,115) (20,672) 3,233 5,364 2,288 1,821 2,562 (13,134) 13,572 1,500 500 15,000 185,050 69,035 (39,997)  15,000 B1,965 8,225 7,928 6,271 1,819 1.796 5,339 1,294 1,259 15,549 15,549  22,671 618 4,517 1,820 2,889 48 345 140 42 297 122  Svc.  (23,947) (12,733) (7,899) (5.856)  (1.254) (1.041) 662 (3.905) (290)  (142,000) 142,000 (150,000) 150,000 (20,000) 20,000 (75,000) 75,000 92,600  12,902  (1,075,000) 1,370 May 11,2015 Page 36 of202  751 27,550 (939,827)  2015-161 NetF Revenue.xisx    -  Office of  Citys  Parks & Recreation  Washincton NORTH CAROLINA  Memo: DATE: TO: FROM: RE:  May 11, 2015 Mayor and City Council Kristi Roberson, Parks & Recreation tennis courts  The Recreation Advisory Committee met on April 20, 2015 and discussed the options for tennis 1. Resurface the current tennis courts atl Bug House Park. The contractor stated this would not KEEP them safe and playable. Estimated cost is $11,000.00 2. Relocate the tennis courts to another location. New courts will cost an estimated  courts. The following options were provided:  $90,000.00  a. The subject of walkability was discussed. b. The proposed location was at the McConnell Complex.  3. Partner with' Washington High School and create a Joint Use Agreement for their 6 tennis courts. Estimated Project costs are $30,000 and the City will be responsible to The Recreation Advisory Committee was uncomfortable making a recommendation at that time. They wanted to gather more information. RAC will revisit this discussion during the May 18,  payl half.  2015 meeting.  May 11,2015 Page 37 of202    Mayor Mac Hodges City Manager Brian M. Alligood  )  Washington City Council Richard Brooks Doug Mercer Larry Beeman William Pitt Bobby Roberson  Cityy  Washincton  NORTH CAR'OLINA  To: From: Date: Subject:  Mayor Hodges & Members of the City Council  Matt Rauschenbach, C.F.O. May 11, 2015 Budget Transfer- General Fund  The Budget Officer transferred $4,330 of funds between the Recreation Admin, Recreation Events & Facilities and Aquatic Center departments of the General  Fund appropriations budget for water and electric services.  NC GS 159-15 states that this shall be reported to the Council at its next regular meeting and be entered in the minutes. Transfer request is attached  102 East Second. Street, Washington, North Carolina. 27889  (255 923807209 www.wasnngtonnegor    Request for Transfer of Funds  Date: 4-30-15  TO: FROM:  City Manager or Financel Director Kristi Roberson, Recreation Manager  SUBJECT: REQUEST FOR TRANSFER OFI FUNDS  Ihereby request the transfer ofi funds as set forth below from one: account to another, all within the same appropriation fund account, as permitted and authorized by the General  Statutes ofNorth Carolina.  Account Number 10-40-6120 10-40-6121  Object Classification 1601 7000 1100 1502  Department Recreation  Amount $3000 $80 $250 $1000  FROM:  TO:  Recreation  10-40-6126  1300  $4330  Tocover over spend linei item. Bubu de Supervisor  Pepartment 40RD-  ACTION OF CITY MANAGER OR FINANCE DIRECTOR  Approved:  Disapproved: City Date  Request for Transfer of] Funds from Department to. Department require City Manager's approval. Request forl Intradepartmental Transfer ofl Funds: require Finance Director approval.  orl Financél 5//5  **  hu Bhaik  May 11,2015 Page 39 of202    HUMAN RELATIONS COUNCIL  Human Relations Council (HRC) report for the month of April  Monday May 11, 2015 City Council Meeting  MISSION STATEMENT  To promote social and economic equalityi ini the community, working with Local Government To appreciate the cultural and ethnic diversity of the citizens of Washington and Beaufort Toencourage citizens to live and work together in harmony and mutual respect  and other resources County  SCHEDULED PUBLIC APPEARANCES: None  OLD BUSINESS:  Update = Spring Symposium: Board member Recko distributed al handout to all Board  members and reviewed the following updates: Beaufort County/Washington Housing Symposium A Home is more than Bricks and Mortar!"  Tentative Schedule Welcome and introductions Mayor County Commissioner Chair Keynote Speaker Realtor Overview Lunch  10:00-10:15  10:15-10:45 11:00-11:45 12:00-1:00 1:00-1:45  HUD orl NCHFA Representatiye/Realtor Representative Thel housing market in Washington and Beaufort County  Assiste/supportive/mergencysheter Housing Overview Availability ofassisted housing in Washington and  Beaufort County Fair Housing Roundtable  2:00-2:45 3:00-3:45 3:45-4:00  Final Thoughts and Review  May 11,2015 Page 40 of202    Paget two  Board member Recko reviewed the need assessment for the Spring Symposium and requested assistance from the Human Relations Council. Also, hei is expecting approximately  100-125 attendees.  Bymotion of] Board member Howard, seconded by Board member O'Pharrow, the Council approved allocating $200 toward the Spring Symposium - date to be determined.  Tentative dates are. June 11,18", or25th.  Discussion - Expiring terms: Vice-chair St. Clair reviewed the expiring terms and the two vacancies on the Human Relations Council. There will be a total of seven (7) positions available for appointment. Iti is crucial that we beat thel bushes for viable candidates to  recommend to City Council for appointment.  NEWI BUSINESS: None OTHER BUSINESS: information.  FYI-4 All FYI items and reminders were discussed inclusive oft the March 10, 2015 report submitted to City Council, financial report and updated Board members contact  May 11,2015 Page 41 of202    Agenda Date: May11,2015  Citys  Washinton NORTH CAR'OLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council Franz Holscher, City Attorney  May 5, 2015  Adopt ordinance approving the. Asset Purchase Agreement and the Full Requirements Power Purchase Agreement between the North Carolina Eastern Municipal Power Agency and Duke Energy Progress, consenting to the related transactions, and authorizing execution of certain, related and necessary agreements Franz Holscher, City Attorney and/or Brian Alligood, City  Applicant Presentation: Staff Presentation:  Manager  AECOMMENDATION:  Imove that the City Council adopt the attached Ordinance of the City Council of the City of Washington, North Carolina, Determining That It Is in the Best Interests ofthe City of Washington to Approve the Asset Purchase Agreement and the Full Requirements Power Purchase Agreement between North Carolina Eastern Municipal Power Agency and Duke Energy Progress, Inc., to Consent to the Transactions Contemplated Thereby and to Approve and Authorize the Execution and Delivery of the Debt Service Support Contract, the Full Requirements Power Sales Agreement and the Power Sales Agreements Termination Agreement between the City of Washington and  North Carolina Eastern Municipal Power Agency. BACKGROUND AND FINDINGS:  The City of Washington is a 4.0871 percentage member of the North Carolina Eastern Municipal Power. Agency (NCEMPA). NCEMPA has agreed to sell its ownership interest in the jointly owned generation assets to Duke Energy Progress, Inc. (DEP). This agreement will lower wholesale power costs and provide NCEMPA members with an opportunity to pass related savings on to their The North Carolina General Assembly passed legislation that generally approved this agreement as well as related transaction and specifically authorized NCEMPA to borrow money to pay the remaining outstanding debt and allowed DEP to recover the costs associated with purchasing the generation power plants. The Governor signed this legislation, Senate Bill 305, NCEMPA Asset Sale, into law on April 2, 2015. Approval from all 32 NCEMPA members' city councils and the Greenville Utilities Commission is required for this asset sale. Upon approval from each NCEMPA member and after receipt of any remaining Federal as well as State approvals that may be required, the transaction will close. The exact impact ofthis transaction on an individual municipal member's retail rates will vary for each member community based upon several factors, including but not limited to each individual member's(1): share ofthe remaining outstanding debt, (2) maintenance  customers.  May 11,2015 Page 42 of202    Agenda Date: May 11, 2015  needs, (3) other needs that may have been postponed to defer rate increases in the past, (4) specific load characteristics, and (5) customer mix. After the sale is completed, the City will continue to provide power to its customers; own its power lines, substations and transformers that carry electricity directly to its customers; employ its own staff; and be responsible for maintenance, billing, and customer service. Selling the generation assets mitigates the risk associated with The ElectriCities Board ofl Directors has adopted ai resolution authorizing NCEMPA Management to execute the legal documents that are: necessary to consummate this sale and recommend approval of this transaction to the NCEMPA members' city councils. The City has been requested to return all necessary documents by. June 15th, the City Clerk has prepared the Clerk's Certificate, and the City Attorney has prepared the Attorney's Opinion. These materials will be returned promptly by City  ownership ofpower plants and provides more predictable power costs.  staffonce the minutes ofthis meeting are approved by City Council on. June gt.  PREVIOUS LEGISLATIVE ACTION  The North Carolina General Assembly approved Senate Bill 305, NCEMPA Asset Sale, and it was The ElectriCities and NCEMPA Boards have approved this transaction and the related legal  signed into law by the Governor on April 2, 2015.  documents referenced herein. FISCALIMPACT Currently Budgeted (Account No Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS  Ordinance, Debt Service Support Contract, Full Requirements Power Sales Agreement Power Sales Agreements Termination Agreement (included in agenda) Asset Purchase Agreement, Full Requirements Power Purchase Agreement, Resolution BDR-4-15, Bond Resolution (draft), Economic Analysis (documents on file in City Clerk's  office and available for review)  City Manager Review: blat Concur  Recommend Denial  No Recommendation  sle/5 Date  May 11,2015 Page 43 of202    WASHINGTON-  ORDINANCE  May 11,2015 Page 44 of202    AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF WASHINGTON, NORTH CAROLINA, DETERMINING THAT IT IS IN THE BEST INTERESTS OF THE CITY OF WASHINGTON TO APPROVE THE ASSET PURCHASE AGREEMENT AND THE FULL REQUIREMENTS POWER PURCHASE AGREEMENT BETWEEN NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY AND DUKE ENERGY PROGRESS, INC., TO CONSENT TO THE TRANSACTIONS CONTEMPLATED THEREBY, AND TO APPROVE AND AUTHORIZE THE EXECUTION AND DELIVERY OF THE DEBT SERVICE SUPPORT CONTRACT, THE FULL REQUIREMENTS POWER SALES AGREEMENT AND THE POWER SALES AGREEMENTS TERMINATION AGREEMENT BETWEEN THE CITY OF WASHINGTON AND NORTH CAROLINA EASTERN MUNICIPAL POWER  AGENCY  WHEREAS, the City of Washington, North Carolina (the "Municipality") and North Carolina Eastern Municipal Power Agency ("Power Agency") entered into an Initial Project Power Sales Agreement dated as of. July 30, 1981, as amended by an Amendment Agreement dated as of October 31, 1984 (the "Project Power Sales Agreement"), pursuant to which Power Agency sells and the Municipality purchases and pays for the Municipality's Participant's Share (as defined in the Project Power Sales Agreement) of Project Output (as defined in the Project  Power Sales Agreement); and  WHEREAS, the Municipality and Power Agency entered into a Supplemental Power Sales Agreement dated as of. July 31, 1981, as amended by an Amendment Agreement dated as of October 31, 1984 (the Supplemental Power Sales Agreement"), pursuant to which Power Agency sells and the Municipality purchases and pays for All Requirements Bulk Power Supply (as defined in the Supplemental Power Sales Agreement), which consists of Project Output (as defined in the Supplemental Power Sales Agreement) and Supplemental Bulk Power Supply (as  defined in the Supplemental Power Sales Agreement); and  May 11,2015 Page 45 of202    WHEREAS, Power Agency and Duke Energy Progress, Inc. ("DEP") have entered into an Asset Purchase Agreement (as supplemented and amended, the "APA") dated as of September 5, 2014, pursuant to which Power Agency has agreed to sell and transfer to DEP, and DEP has agreed to purchase and pay for, the following undivided ownership interests ofP Power Agency in the following electric generating facilities: (i) 16.17% in Harris Unit No. 1, (ii) 18.33% in Brunswick Unit No. 1, (in) 18.33% in Brunswick Unit No. 2, (iv) 16.17% in Mayo Unit No. 1, and (v) 12.94% in Roxboro Unit No. 4 and 3.77% in the common facilities that support Roxboro Unit No. 4 and the three (3) other coal-fired generation facilities located at the  site ofRoxboro Unit No. 4 (collectively, the "Joint Facilities"); and  WHEREAS, in connection with the sale and transfer of the Joint Facilities to DEP, Power Agency is required to redeem, purchase, otherwise retire or defease all ofi its bonds (the "Outstanding Bonds") issued pursuant to, and outstanding under, Resolution R-2-82, adopted by  Power Agency on April 1, 1982, as amended and supplemented thereafter; and  WHEREAS, such redemption, purchase, retirement or defeasance by Power Agency of the Outstanding Bonds will result in Power Agency being obligated to pay certain costs  associated therewith (the Defeasance Costs"); and  WHEREAS, portions of the Defeasance Costs will be funded from proceeds of the sale and transfer of the Joint Facilities to DEP and other funds available to Power Agency for such purpose, and Power Agency proposes to finance the balance of the Defeasance Costs by the issuance ofrevenue bonds (the "Bonds") pursuant to a bond resolution substantially in the form and content of the proposed form of1 bond resolution dated April 24, 2015, previously delivered  tot the Municipality by Power Agency (the "Draft Bond Resolution"); and  May 11,2015 Page 46 of202    WHEREAS, Power Agency proposes to enter into a Debt Service Support Contract dated as of April 24, 2015, with each of its members, including the Municipality, in order to support Power Agency's obligation to pay debt service on the Bonds, pursuant to which Debt Service Support Contracts each ofi its members, including the Municipality, is obligated toj pay to Power Agency its Member's Share (as defined in the Debt Service Support Contract) ofMonthly Support Costs (as defined in the Debt Service Support Contract) pursuant to the terms of the  Debt Service Support Contracts; and  WHEREAS, the Bonds will be secured by, among other things, revenues derived by  Power Agency: pursuant to the Debt Service Support Contracts; and  WHEREAS, pursuant to Section 5 ofthel Debt Service Support Contract, the payment by the Municipality of its Monthly Support Costs is to be made to Power Agency unconditionally and without offset, counterclaim or other reduction, whether or not all or any portion of the electric power and energy contracted for under the member's Full Requirements Power Sales Agreement (described below) is delivered to the member or such Full Requirements Power Sales  Agreement expires or is terminated in whole or inj part; and  WHEREAS, the Municipality's Member's Share (as defined in the Debt Service Support  Contract) is as set forth in Exhibit A to the Debt Service Support Contract; and  WHEREAS, Power Agency and DEP have entered into a Full Requirements Power Purchase Agreement (as supplemented and amended, the "Full Requirements Power Purchase Agreement") dated as of September 5, 2014, pursuant to which Power Agency will purchase from DEP and DEP will sell to Power Agency firm capacity and energy in the amounts required by Power Agency to reliably serve the current and future electrical loads of each ofi its members,  May 11,2015 Page 47 of202    including the Municipality, throughout the term of the Full Requirements Power Purchase  Agreement; and  WHEREAS, Power Agency proposes to enter into a Full Requirements Power Sales Agreement dated as of April 24, 2015, with each ofi its members, including the Municipality, in order to supply its members, including the Municipality, with its Full Requirements Bulk Power  Supply (as defined in the Full Requirements Power Sales Agreement); and  WHEREAS, the Asset Purchase Agreement, among other things, requires the consent of the Municipality to, and approval of, the consummation ofthe transactions contemplated by the Asset Purchase Agreement and the Full Requirements Power Purchase Agreement and each of the Asset Purchase Agreement and the Full Requirements Power Purchase Agreement requires the termination of the Project Power Sales Agreement and the Supplemental Power Sales  Agreement; and  WHEREAS, Power Agency proposes to enter into a Power Sales Agreements Termination Agreement dated as of April 24, 2015, with each of its members, including the Municipality, to terminate the Project Power Sales Agreement and the Supplemental Power Sales  Agreement; and  WHEREAS, Power Agency has caused GDS Associates, Inc., Power Agency's Consulting Engineer, to prepare an economic analysis of the projected financial impact of the transaction contemplated by the APA on Power Agency's wholesale power costs and proposed  full requirements wholesale rates (the "Economic Analysis"); and  WHEREAS, Power Agency has caused to be furnished to this governing body a copy of each of the following: () the Asset Purchase Agreement, (ii) the Full Requirements Power  May 11,2015 Page 48 of202    Purchase. Agreement, (in) the Draft Bond Resolution, (iv) the Debt Service Support Contract, (v) the Full Requirements Power Sales Agreement, (vi) the Power Sales Agreements Termination  Agreement, and (vi) the Economic Analysis.  NOW, THEREFORE, BE IT ORDAINED by the City Council of the City of  Washington, North Carolina:  1. After due consideration to the contents of each of the preambles set forth above and each ofthe documents referred to in such preambles, it is hereby found and determined that it is in the best interests of the Municipality to consent to and approve the consummation of the transactions contemplated by the Asset Purchase Agreement and the Full Requirements Power Purchase Agreement, and such other documents as may be necessary to effect or implement either of the foregoing, and the same arel hereby consented to and approved, and to enter into the Debt Service Support Contract, the Full Requirements Power Sales Agreement and the Power Sales Agreements Termination Agreement terminating the Project Power Sales Agreement and the Supplemental Power Sales Agreement effective upon APA Closing Date (as defined in the APA), which also is the effective date ofthe Full Requirements Power Sales Agreement.  2. The Municipality hereby approves the form, terms and provisions oft the Debt Service Support Contract, the Full Requirements Power Sales Agreement and the Power Sales Agreements Termination Agreement between Power Agency and the Municipality, and the exhibits attached thereto, in the forms presented to the meeting at which this Ordinance is adopted, with such changes therein as shall be approved by the officials of the Municipality executing the same, their execution thereofto constitute conclusive evidence oftheir approval of any and all such changes. The Mayor and the Clerk of the Municipality are hereby authorized  May 11,2015 Page 49 of202    and directed to execute, acknowledge and deliver the aforesaid Debt Service Support Contract, Full Requirements Power Sales Agreement and the Power Sales Agreements Termination Agreement ini the name ofand on behalfofthe Municipality and thereupon to cause the aforesaid Debt Service Support Contract, Full Requirements Power Sales Agreement and Power Sales  Agreement Termination Agreement to be delivered to Power Agency.  3. The officers and officials of the Municipality are hereby authorized and directed to execute such further documents and to take any and all further action as, upon the advice ofthe Attorney of the Municipality, shall be deemed necessary or desirable in order to effectuate the execution and delivery oft the aforesaid Debt Service Support Contract, Full Requirements Power Sales Agreement and Power Sales Agreements Termination Agreement and the transactions contemplated thereby and by the Asset Purchase Agreement and Full Requirements Power  Purchase Agreement.  4. The Clerk of the Municipality is hereby directed to file with the minutes of the meeting at which this Ordinance is adopted each of the documents referred to in the last  preamble oft this Ordinance.  5. This Ordinance shall become effective from and after its adoption.  ADOPTED this  dayof  2015.  Mayor  ATTEST: Clerk  May 11,2015 Page 50 of202    (Impress SEAL here)  May 11,2015 Page 51 of202  4483933    WASHINGTON-  DEBT SERVICE  SUPPORT CONTRACT  May Page 11,2015 52 of202    City of Washington Execution Copy  NORTH CAROLINA EASTERN MUNICIPAL POWER. AGENCY  Debt Service Support Contract Dated as of April 24, 2015  May 11,2015 Page 53 of202    TABLEOF CONTENTS  Page  SECTION1. Definitions. SECTION 3. Term of Contract.  SECTION:2. Financing Balance ofDefeasance Costs; Surplus Moneys.  6 7 .7 12 13 13 14 15 15 17 17 17 18 18 .18 18 18 18 18 19 A-1  SECTION 4. Charges for Monthly Support Costs..  SECTION 5. Total Annual Budget and Monthly Bills; Payments by the Member. SECTION 6. Payment Sources; Certain Obligations ofN Members SECTION7. Obligations in thel Event ofDefault.. SECTION 8. Issuance of Obligations for Refunding. SECTION9. Notices and Computation ofTime. SECTION1I. Modification and Uniformity of Contracts.. SECTION: 12. Assignment of Contract, SECTION 13. Termination, SECTION 14. Survivorship of Obligations SECTION 15. Severability. SECTION 16. Nol Delay  SECTION1 10. Records; Accounts; Reports; Audits; Information to be Made. Available. .14  SECTION 17. Continuance and Enforcement of Contract. SECTION18. Applicable Law; Construction SECTION19. Further Documentation SECTION2 20. Incorporation of Exhibits SECTION 21. Relationship to Other Instruments.. SECTION:22. Counterparts; Electronic Signatures. SECTION:23. Entire. Agreement SECTION: 24. Preaudit..  EXHIBIT A Members and Members' Shares..  May 11,2015 Page 54 of202    NORTH CAROLINA EASTERN MUNICIPAL POWER. AGENCY  DEBT SERVICE SUPPORT CONTRACT  THIS DEBT SERVICE SUPPORT CONTRACT, dated as of the 24th day of April, 2015, is by and between North Carolina Eastern Municipal Power Agency, aj joint agency of the State ofNorth Carolina (including successors and permitted assigns, "Power Agency"), and the municipality of the State of North Carolina (including successors and permitted assigns, the "Member") which has executed this Debt Service Support Contract (as supplemented and  amended from time to time, "this Contract").  WHEREAS, the Member previously entered into an Initial Project Power Sales Agreement dated as of July3 30, 1981, as amended by an Amendment Agreement dated as of October31, 1984 (the "Project Power Sales Agreement") with Power Agency pursuant to which Power Agency sold and the Member purchased the Member's Participant's Share (as defined in the Project Power Sales Agreement) of Project Output (as defined in the Project Power Sales  Agreement); and  WHEREAS, Project Output is provided by Power Agency from its ownership interests in the Brunswick Units, the Harris Unit, the Mayo Unit and Roxboro Unit No. 4 (as such terms are defined in the Project Power Sales Agreement; such ownership interests, collectively, the  "Joint Facilities"); and  WHEREAS, Power Agency has entered into an Asset Purchase Agreement (as the same may be supplemented or amended from time to time, the "APA") with Duke Energy Progress, Inc. (including successors and permitted assigns, "DEP"), dated as of September 5, 2014, pursuant to which Power Agency has agreed to sell and transfer the Joint Facilities to DEP and, in connection therewith, Power Agency and the Member have agreed to terminate the Project  Power Sales Agreement; and  WHEREAS, Power Agency is required to redeem, purchase, otherwise retire or defease all of its bonds (the "Outstanding Prior Bonds") issued pursuant to, and outstanding under, Resolution R-2-82, adopted by Power Agency on April 1, 1982, as amended and supplemented thereafter, (the "Prior Bond Resolution") in connection with the sale and transfer of the Joint  Facilities; and  WHEREAS, such redemption, purchase, retirement or defeasance by Power Agency of its Outstanding Prior Bonds will result in Power Agency being obligated to pay Defeasance  Costs (as defined herein) associated therewith; and  WHEREAS, portions of the Defeasance Costs will be funded from proceeds of the sale and transfer of the Joint Facilities to DEP and other funds available to Power Agency for this purpose, and Power Agency proposes to finance the balance of the Defeasance Costs (the "Balance ofDefeasance Costs") by thei issuance of] Bonds (as herein defined); and  WHEREAS, the Member has determined and agrees herein to support Power Agency's obligation toj pay debt service on the Bonds by paying to Power Agency its Member's Share (as  May 11,2015 Page 55 of202    defined herein) of Monthly Support Costs (as defined herein) pursuant to the terms of this  Contract; and  WHEREAS, N.C.G.S. Chapter 159B has been amended to the extent necessary to authorize the transactions described in the foregoing preambles and contemplated by this  Contract,  NOW,THEREFORE, thej parties hereto mutually agree as follows:  SECTION1. Definitions. The singular of any term defined in this Contract shall encompass the plural, and the plural the singular, unless the context clearly indicates otherwise  or may otherwise require.  (a) "Affiliate" of any Person means any other Person directly or indirectly Controlling, directly or indirectly Controlled by or under direct or indirect common Control with  such Person.  (b) "APA"has the meaning assigned in the preambles to this Contract.  (c) "Balance of] Defeasance Costs" has the meaning assigned in the preambles to this (d) "Bond Resolution" means the resolution adopted by Power Agency, as the same may be amended or supplemented from time to time pursuant to the terms thereof, pursuant to which the Bonds are issued. A proposed form of Bond Resolution dated April 24, 2015, has been delivered to thel Member, and said resolution as adopted, insofar as is reasonably material to the Member's obligations under this Contract, shall be substantially the same as such proposed form but with such changes as may be determined by Power Agency to be necessary or appropriate. Subsequent amendments to the Bond Resolution may be made without the approval  Contract.  of the Member ifr made pursuant tot the terms ofthe Bond Resolution.  (e) "Bonds" means Bonds (as such term is defined in the Bond Resolution) issued from time to time pursuant to and under the authority of the Bond Resolution () to pay the Balance of Defeasance Costs, and (ii) to refund Bonds, Notes or Subordinated Debt theretofore  issued and outstanding as authorized by Section 8 ofthis Contract.  (f) "Contract" or "this Contract" has the meaning assigned in the first paragraph of (g) "Contract Year" means the 12-month period commencing January 1 of each year during the term of this Contract and ending midnight local time on the December 31 next following (or such other 12-month period as Power. Agency shall determine); provided, however, that the first Contract Year shall commence on the day immediately following the Effective Date; and provided further, however, that the last Contract Year shall end at midnight local time on the date oftermination of this Contract asj provided in Section 3 ofthis Contract.  this Contract.  (h) "Control" of any Person means the possession, directly ori indirectly, of the power either to (a) vote more than fifty percent (50%) of the securities or interests having ordinary  -2- May 11,2015 Page 56 of202    voting power for the election of directors (or other comparable controlling body) of such Person or (b) direct or cause the direction of management or policies of such Person, whether through  the ownership ofvoting securities ori interests, by contract or otherwise.  (i) "Debt Service Support Contracts" means this Contract and all other contracts substantially identical to this Contract entered into between Power Agency and the Members, as  the same may be supplemented and amended from timei to time.  () "Defeasance Amount" means the amount required by Power Agency to redeem, purchase, otherwise retire or defease all Outstanding Prior Bonds and cause such bonds tol be no  longer outstanding under the Prior Bond Resolution.  (k) "Defeasance Costs" means all costs associated with;  (A) the redemption, purchase or otherwise retirement or defeasance of all (B) causing all Outstanding Prior Bonds to be no longer outstanding under the Prior Bond Resolution, including but not limited to the deposit oft the Defeasance Amount  Outstanding Prior Bonds;  under the Prior Bond Resolution;  (C) financing the Balance of Defeasance Costs, whether heretofore or (D) the development, negotiation, execution and delivery of the Debt Service  hereafter paid ori incurred by Power. Agency; and  Support Contracts,  and in each such case shall include, but not be limited to, funds required for:  (I) the deposit or deposits from the proceeds of Bonds in any fund or account established pursuant to thel Bond Resolution to meet debt service reserve requirements or  fori initial working capital;  (2) the payment of all costs and expenses incurred in connection with the deposit, pursuant to the Prior Bond Resolution, of the Defeasance Amount and the issuance and sale of the Bonds, including, but not limited to, bond and underwriters' discounts, fees and expenses of trustees and paying agents, and legal, financial advisory (3) the payment of all other costs incurred by Power Agency in considering, planning for and implementing the deposit pursuant to the Prior Bond Resolution of the Defeasance Amount and the issuance of Bonds to finance the Balance of Defeasance Costs and the entry into the Debt Service Support Contract, including, but not limited to, costs associated with any necessary amendments tol N.C.G.S. Chapter 159B. provided, however, that Member's Defeasance Costs" for purposes of Section 13 of this  and other financing costs; and  Contract shall have the meaning given toi it in said Section 13.  -3. May 11,2015 Page 57 of202    () "DEP" has the meaning assigned in the preambles to this Contract.  (m) "Effective Date" means the date on which the closing of the transactions (n) "Electric System" means all properties and assets, real and personal and tangible and intangible, oft the Member now or hereafter existing, used for or pertaining to the generation, transmission, transformation, distribution and sale of electric power and energy or general plant associated therewith, including all renewals, replacements, additions, extensions, expansions,  contemplated by the APA takes place.  improvements and betterments thereto and equippings thereof.  (0) "Full Requirements Power Sales Agreements" means the substantially identical Full Requirements Power Sales Agreements dated as of the date of this Contract entered into between Power Agency and the Members, as the same may be supplemented or amended from  time to time.  (p) "Late Payment Interest Rate" means, for any month, the prime rate being charged by Bank of America, N.A., or its successor, or by any other major bank selected by Power Agency in its sole discretion, on the first day of such month, plus one percentage point, divided by twelve, expressed inj percentage points, to the nearest hundredth, but not in excess of the rate  permitted by applicablel North Carolina law,  (@) "Member" has the meaning assigned in the first paragraph oft this Contract. (r) "Members" means those entities listed on Exhibit A to this Contract, all ofwhich have entered into Debt Service Support Contracts with Power Agency substantially identical to  this Contract.  (s) "Member's Share" means the percentage indicated opposite the Member's name on Exhibit A to this Contract, subject to Section 7(d) ofthis Contract; provided, however, that in the event the Member terminates this Contract pursuant to Section 13 of this Contract, its Member's Share shall be zero and all other Members' Shares shall be recalculated as a percentage of the total of all non-terminating Members' Shares. In each case, Members' Shares  shall be carried to four (4) decimal places.  (t) "Monthly Bill" means the written statement prepared monthly by Power Agency (u) "Monthly Support Costs" means all of Power Agency's costs that are paid or incurred by Power Agency during each month of each Contract Year and as ofthe Effective Date resulting from the issuance oft the Bonds, Notes and Subordinated Debt including, but not limited  and provided to the Member pursuant to Section 5 ofthis Contract.  to, the following items of costs:  (1) the amount which Power. Agency is required under the Bond Resolution to pay or deposit during such month from the "Revenue Fund" into the "Bond Fund" (as such terms are defined in the Bond Resolution) established by the Bond Resolution for the payment of the principal of and premium, if any, and interest on the Bonds and for  reserves with respect thereto;  4- May 11,2015 Page 58 of202    the amount required under the Bond Resolution with respect to the Bonds  to be paid or deposited during such month into any fund or account established by the Bond Resolution, other than funds and accounts referred to in subparagraph (1) above; (3) the amount required to pay or provide for the payment of the principal of and premium, ifa any, and interest on Notes and Subordinated Debt and for reserves with  respect thereto;  (4) Power Agency's administrative overhead costs allocable to Power Agency's activities under the Bond Resolution and the Debt Service Support Contracts,  as determined by Power. Agency; and  (5) any other costs incurred by Power Agency during such month relating to Bonds, Notes and Subordinated Debt, and the payment of Defeasance Costs and the defeasance, payment and retirement of the Outstanding Prior Bonds, not included in the costs hereinabove specified, including but not limited to amounts required as working (v) "Notes" means any notes or other evidences ofindebtedness issued in anticipation ofthe issuance of Bonds for the payment oft the Balance ofDefeasance Costs or for the purposes  capital for the payment oft the costs included in this definition.  specified in Section 8 ofthis Contract.  (w) "Outstanding Prior Bonds" has the meaning assigned in the preambles to this (x) "Person" means any individual, corporation, partnership, joint venture, association, joint stock company, trust, limited liability company, unincorporated organization,  Contract.  govemmental authority or any other form oflegal entity,  (y) "Power Agency" has the meaning assigned in the first paragraph oft this Contract. (z) "Prior Bond Resolution" has the meaning assigned in the preambles to this (aa) "Prudent Ulility Practice" means, at a particular time, any of the practices, methods and acts engaged in or approved by a significant portion of the electric utility industry during the relevant time period, or any of the practices, methods and acts which, in the exercise ofr reasonable judgment in the light of the facts known at the time the decision was made, could have been expected to accomplish the desired result at a reasonable cost consistent with good business practices, reliability, safety and expedition. Prudent Utility Practices are: not intended to be limited to the optimum practices, methods or acts, to the exclusion ofa all others, but rather to be acceptable practices, methods or acts generally accepted in the electric utility industry. In evaluating whether any matter conforms to Prudent Utility Practice as used in this Contract, the parties to this Contract shall take into account the fact that the Member is a public body and a body corporate and politic organized under the laws of the State of North Carolina, with the  Contract.  statutory duties and responsibilities thereof.  -5- May 11,2015 Page 59 of202    (bb) "Revenues" means all income, rents, rates, fees, charges, receipts, profits and other moneys or monetary benefits derived by the Member directly or indirectly from the ownership or operation ofi its Electric System and the sale, furnishing or supplying of capacity or output and power and energy therefrom, including, without limiting the generality of the foregoing, ()all income, rents, rates, fees, charges, receipts, profits or other moneys derived from the sale, fumishing or supplying of the electric power and energy and other services, facilities and commodities sold, furnished or supplied through the facilities of the Electric System, (it) the earnings on and income derived from the investment of suchi income, rents, rates, fees, charges, receipts, profits or other moneys to the extent that the use of such earnings and income is limited by or pursuant to law to the Electric System and (ii) the proceeds derived by the Member directly ori indirectly from the sale, lease or other disposition of aj part ofthe Electric System as permitted by Sections 6(d)(1) and 6(d)(2) of this Contract, but the term "Revenues" shall not include retail customers' deposits or any other deposits subject to refund until such deposits have become the property of the Member and shall not include any refunds associated  with electric service by al Member prior to the Effective Date.  (cc) "Subordinated Deb!" means any bonds, notes, certificates, warrants or other evidences ofindebtedness issued for the payment of the Balance ofDefeasance Costs, or for the purposes specified in Section 8 of this Contract, which are payable as to principal and interest from the Revenues subject and subordinate to the deposits and credits required to be made pursuant to the Bond Resolution from the "Revenues" and "Revenue Fund" into the "Bond  Fund" (as such terms are defined int the Bond Resolution).  (dd) "Total Annual Budget" means the budget adopted by Power Agency pursuant to  Section 5 ofthis Contract.  SECTION2. Financing Balance ofDefeasance Costs: Surplus Moneys.  (a) Power Agency, in good faith, shall use its best efforts to issue and sell Bonds, Notes or Subordinated Debt to finance all Balance of Defeasance Costs, as permitted by the terms of the Bond Resolution, provided that, in each such case, Bonds, Notes or Subordinated  Debti may then be legally issued and sold.  (b) If, following the retirement or defeasance of all Outstanding Prior Bonds under and pursuant to the Prior Bond Resolution and the final payment of all Pre-Closing Costs (defined below), any moneys remain on deposit in any fund or account established by or pursuant to the Prior Bond Resolution, which moneys are no longer required for the purposes of such funds and accounts, for the retirement or defeasance of Outstanding Prior Bonds or for the payment of Pre-Closing Costs, such surplus moneys may be applied by Power Agency to any purpose permitted by this Contract or by the Full Requirements Power Sales Agreement, including, but not limited to, working capital or other reserves. "Pre-Closing Costs" means all charges, costs and expenses payable by Power Agency subsequent to the Effective Date  associated with the ownership and operation ofthe. Joint Facilities.  SECTION3. Term of Contract. This Contract shall be effective as of the Effective Date. Power Agency shall notify the Member of the Effective Date as soon as practicable  thereafter.  6- May 11,2015 Page 60 of202    The term of this Contract shall expire on the earliest to occur of (i) the date on which no Bonds remain outstanding under the Bond Resolution, (ii) midnight local time on December. 31, 2035, or (ii) the date this Contract is terminated pursuant to Section 13 ofthis Contract. Notwithstanding the foregoing, the expiration or termination of this Contract shall not affect any accrued liability or obligation hereunder, including, but not limited to, the Member's obligation to pay Monthly Support Costs. This Contract shall not be subject to termination by either party under any circumstances, whether based upon the default of any other party under this Contract or any other instrument or otherwise, except as specifically provided in this  Contract.  SECTION4. Charges for Monthly Support Costs.  (a) Power Agency shall determine, and revise from time to time to the extent necessary, the amounts required to permit Power Agency to timely pay all Monthly Support Costs, and each Member shall pay such Member's Share oft thel Monthly Support Costs. (b) In determining and revising the amounts required to permit Power. Agency to all Monthly Support Costs pursuant to subsection (a) of this Section 4, Power Agency shall pay comply with the provisions of N.C.G.S. Chapter 159B, including but not limited to the provisions of Section 159B-10(b), ifa applicable, and Section 159B-16.1(b). Power Agency shall cause ai notice in writing to be given to the Member and the other Members which shall set out  such determinations and revisions.  (c) In consideration of Section 5(d) of this Contract and a corresponding provision in the Full Requirements Power Sales Agreements, Power Agency shall (i) establish appropriate rates and charges for Full Requirements Bulk Power Supply for the Members sufficient at all times to pay all costs and expenses incurred by Power Agency and reserves deemed necessary therefor by Power Agency, including reserves for the payment of such costs and expenses in future periods (including future Contract Years) and taking into account withdrawals of such reserves established in previous periods, all with respect to Full Requirements Bulk Power Supply, and shall establish appropriate rates and charges for special obligations as set forth in the Monthly Bill as provided in Section 5 of the Full Requirements Power Sales Agreements, and (i) enforce all Full Requirements Power Sales Agreements in accordance with their terms. As used in this subsection (c), the terms Full Requirements Bulk Power Supply, Members, Contract Years and Monthly Bill shall have the respective meanings given to them in the Full  Requirements Power Sales Agreements.  SEÇTION5. Total Annual Budget and Monthly Bills: Payments by the Member. (a) Not less than thirty (30) days prior to each Contract Year, Power Agency shall provide to the Member aj proposed annual budget for the ensuing Contract Year with respect to amounts to be paid under this Contract, and thereafter shall hold a public hearing on such proposed annual budget and shall provide to the Member a' Total Annual Budget for the Contract Year. During each Contract Year, Power. Agency shall review at least quarterly, and ats such other times as Power Agency deems desirable, the' Total Annual Budget for the Contract Year. In the event such review indicates that the Total Annual Budget does not or will not substantially  -7. May 11,2015 Page 61 of202    correspond with actual receipts and expenditures, or if at any time during such Contract Year there are or are expected tol be extraordinary receipts, credits, or costs substantially affecting the Monthly Support Costs, Power Agency shall adopt and provide to the Member an amended' Total Annual Budget, which shall supersede, for the remainder of such Contract Year, the Total Annual Budget or amended Total Annual Budget theretofore provided as the basis for the determination of Monthly Support Costs. The Total Annual Budget under this Contract may be included with or as a component of any budget required tol be provided to the Member under the  Member's Full Requirements Power Sales Agreement.  (b) On or before the fifth (5th) day of each month of each Contract Year (beginning with the first full month of the Contract Year), or such other date not later than the tenth (10th) day of such month as Power Agency shall establish from time to time, Power Agency shall prepare, date, and on such date provide to the Member a Monthly Bill showing the amount payable by the Member for its Member's Share of Monthly Support Costs for the preceding month. The Monthly Bill under this Contract may be included with or as a component of any  monthly bill under thel Member's Full Requirements Power Sales Agreements.  (c) The amounts shown in the Monthly Bill to be paid to Power Agency by the Member shall be due and payable ten (10) days after the date of the Monthly Bill, and any amounts due and not paid by the Member within fifteen (15) days after the date of the Monthly Bill shall accrue al late payment charge computed at the Latel Payment Interest Rate. Remittances received by mail will be accepted without assessment ofa a late payment charge, provided that the postmark oft the United States Postal Service clearly indicates that the payment was mailed on or before such fifteenth (15th) day. Remittançes due in a month and transmitted by wire transfer will be accepted without assessment ofal latej payment charge ifreceived on or before the twenty-  fifth (251) day of such month.  (d) All monies received by Power Agency as payment from the Member of any Monthly Bill and of any monthly bill, for the same month, under the Member's Full Requirements Power Sales Agreement (whether in full or partial payment of either thereof) shall be applied by Power Agency, pro rata to the Monthly Bill and to such other monthly bill in the ratio that the total amount ofe each bears to the total oft the two, and the resulting amounts shall be credited to the appropriate accounts on the books ofl Power Agency. The Member understands and agrees that aj failure by the Member to pay inj full its obligations under both this Contract and its Full Requirements Power Sales Agreement may result in an event of default under  both this Contract and its Full. Requirements. Power Sales. Agreement.  (e) In each Contract Year, the Member shall pay to Power Agency the Member's Share of Monthly Support Costs for such Contract Year. The Member shall be obligated to make such payments unconditionally and without offset, counterclaim or other reduction, whether or not all or any portion of the electric power and energy contracted for under the Member's Full Requirements Power Sales Agreement is delivered to the Member or such Full Requirements Power Sales Agreement expires or is terminated in whole or in part. Such payments shall be made and shall not be conditioned upon the performance or non-performance by Power Agency or any other Member under this or any other agreement or instrument. The remedies for any such non-pertormance by Power Agency shall be limited to those provided by  Sections 7(f) and 7(g) oft this Contract,  8. May 11,2015 Page 62 of202    In the event of any dispute as to any portion of any Monthly Bill, the Member  shall nevertheless pay the full amount of the disputed charges when due and shall give written notice of the dispute to Power Agency within sixty (60) days following the date on which such payment is due. Such notice shall identify the disputed bill, state the amount in dispute, and set forth a full statement of the grounds on which such dispute is based. No adjustment shall be considered or made for disputed charges unless notice is given as aforesaid, Power Agency shall give consideration to such dispute and shall advise the Member with regard to its position relative thereto within thirty (30) days following receipt of such written notice. Upon final determination (whether by agreement, arbitration, adjudication, or otherwise) of the correct amount, an appropriate adjustment shall be made on the Monthly Bill next submitted to the Member after such determination, together with interest computed at the Late Payment Interest  Rate.  SECTION6. Payment Sources: Certain Obligations ofl Members.  (a) The obligations oft the Member to make payments under. Section 5 oft this Contract (b) The Member shall not be required to make any payments to Power Agency under this Contract except from the Revenues of its Electric System. The Member covenants and agrees that it will fix, charge, and collect rents, rates, fees, and charges for electric power and energy and other services, facilities, and commodities sold, furnished, or supplied through the facilities of its Electric System at least sufficient to provide Revenues adequate to meet its obligations under this Contract and under its Full Requirements Power Sales Agreement and additional contract relating to supplying Full Requirements Bulk Power Supply by and between any Power Agency and the Member, and to pay any and all other amounts payable from or constituting a charge and lien upon such Revenues, including, but not limited to, amounts sufficient toj pay thej principal of and interest on all general obligation bonds (if also payable from Revenues) and revenue bonds heretofore or hereafter issued by the Member to finance its Electric System. Notwithstanding the foregoing, nothing in this Contract shall be construed to limit, constrain or affect in anyway the legal rights and authority of the Member to design, set and implement rates, fees and charges for electric power and energy and other services to its retail and wholesale customers through the operation of the Member's duly authorized rate setting process sO long as the Member's rates, fees and charges for electric power and energy and other services fully meet and comply with the Member's obligations under this Section 6(b). (c) The Member covenants and agrees that in accordance with Prudent Utility Practice: (i) it shall at all times operate the properties ofi its Electric System and the business in connection therewith in an efficient manner and at reasonable cost, (i)it shall maintain its Electric System in good repair, working-order and condition and in a safe operating condition, and (iii)it shall make all necessary and proper repairs, renewals, replacements, additions,  shall be an operating expense ofits Electric System.  betterments, equippings and furnishings to its Electric System.  (d) The Member covenants and agrees that it shall not sell, mortgage, lease or otherwise dispose of or encumber its Electric System or any part thereof except as permitted by any oft the following provisions oft this subsection (d) and subsection (e) oft this Section 6:  9- May 11,2015 Page 63 of202    (1) The Member may, in the ordinary course oft the business of operating and maintaining its Electric System, scrap, trade-in, sell or otherwise dispose of any property or equipment if the Member determines that (i) such property or equipment is surplus, obsolete or otherwise not required for the operation and maintenance of its Electric System, and (ii) the original cost of all property and equipment disposed of pursuant to this paragraph (1) in any fiscal year oft the Member is less than the greater of $25,000 or two percent (2%) oft the gross plant investment of the Electric System as reported on the books for the Electric System as of the end of the most recent fiscal year of the Member  for which such figure is available.  (2) The Member may sell, lease, mortgage or otherwise dispose of or encumber any property and equipment (s) if and to the extent permitted by N.C.G.S. Section 160A-20, as the same may be amended from time to time, or (ii) if the Member determines, with the written concurrence ofl Power Agency (which concurrence shall not be unreasonably withheld), that, taking into account past and current operating results of its Electric System and any replacements or intended replacements for such property and equipment to be disposed of, the proposed action will not have a material adverse effect on the Revenues or the operation of its Electric System, or materially increase the  operating and maintenance expenses ofi its Electric System.  (3) Thel Member may sell or otherwise dispose ofi its Electric System to one or more other Members, or merge or consolidate its Electric System with the Electric System or Systems of one or more other Members, provided that the purchasing or surviving Member(s), as the case may be, shall have assumed all of the transferor Member's duties and obligations under this Contract and under the transferor Member's  Full Requirements Power Sales Agreement.  (4) The Member may merge or consolidate with, or be merged or consolidated into, one or more units of local govemment which shall have assumed all of the Member's duties and obligations hereunder, in which event such Member shall be relieved from all such duties and obligations, but only if () this Contract shall have been assigned to such unit(s) of local government, which shall have assumed all of the transferor Member's duties and obligations hereunder, and (ii) the Local Government Commission of North Carolina shall have determined that after such merger or consolidation the survivor unit(s) of local government will have the ability to meet the  obligations ofs such Member hereunder.  (5) The Member may sell or otherwise dispose of its Electric System to any other Person but only if the Member () has terminated this Contract pursuant to the provisions of Section 13 of this Contract, and (ii) has assigned and transferred its Full Requirements Power Sales Agreement and all interests therein to the transferee Person who has assumed all of the transferor Member's duties and obligations under the transferor Member's Full Requirements Power Sales Agreement;, provided, however, that prior to any sale or other disposition pursuant to this paragraph (5), Power Agency shall have determined that such sale or other disposition will not increase the cost of power and energy under the Full Requirements Power Sales Agreement of any other Member; and provided, further, however, that if the transferee Person is DEP, or a subsidiary or  -10- May 11,2015 Page 64 of202    Affiliate of DEP, the transferor Member's Full Requirements Power Sales Agreement shall be terminated and not assigned and transferred and DEP shall have agreed to (a) exclude the transferor Member's load from the calculation ofl Power Agency's Hourly Demand under the Full Requirements Power Purchase Agreement, and (b) delete the transferor Member's Delivery Points from the NITSA/NOA. For purposes of this paragraph (5), the terms Hourly Demand, Full Requirements Power Purchase Agreement, Delivery Points and NITSA/NOA shall have the respective meanings given to them int the  Full Requirements Power Sales. Agreements.  (6) In the event of a sale or other disposition permitted by paragraph (3) of this subsection (d), or a merger or consolidation permitted by paragraphs (3) and (4) of this subsection (d), the Member shall provide to Power Agency a counsel's opinion, satisfactory in form and substance to counsel to Power Agency, that ()in the event ofa sale or other disposition, the transferee has assumed and become liable for the duties and obligations of the transferor Member under this Contract and the transferor Member's Full Requirements Power Sales Agreement, and (ii)in the event of a merger or consolidation, that following such merger or consolidation the Electric System or unit of local government, as the case may be, surviving such merger or consolidation shall remain or shall have become subject to this Contract and liable for the duties and obligations of the transferor Member under this Contract and under the transferor Member's Full Requirements Power Sales Agreement to the same extent that such Electric System or Member had been sO subject prior to such merger or consolidation. In the event of a sale or other disposition permitted by paragraph (5) oft this subsection (d) (other than a sale or disposition tol DEP or a subsidiary or. Affiliate of DEP), the Member shall provide to Power Agency a counsel's opinion, satisfactory in form and substance to counsel to Power Agency, that the transferee has assumed and become liable for the duties and obligations oft the transferor Member under its Full Requirements Power Sales  Agreement.  (7) Nothing contained in the foregoing paragraphs (1) through (6) of this subsection (d) shall be deemed to authorize a Member to mortgage or encumber all or  substantially all oft the properties ofits Electric System.  The provisions of subsections (a), (b) and (c) of this Section 6 shall be subject to (e) The Member covenants and agrees not to issue bonds, notes or other evidences of indebtedness or enter into any agreement to take or to take or pay for power and energy, other than a power sales agreement with Power Agency, payable from the Revenues on a parity with or superior to the payment of operating expenses of its Electric System (including Monthly Support Costs hereunder) unless an independent consulting engineer or engineering firm or corporation having a national and favorable reputation for special skill, knowledge and experience in analyzing the operations of electric utility systems (which may be a consulting engineer to Power Agency) shall render and file with Power Agency a written opinion that the facilities for the: financing of which thel bonds, notes or other evidences ofindebtedness arel being issued or with respect to which such agreement is being entered into are (or were when the Member committed itself to them by contract or financing) reasonably expected to contribute  the provisions ofparagraphs (2), (3),(4) and (5)ofthis subsection (d).  -11. May 11,2015 Page 65 of202    properly and advantageously to the conduct oft the business ofi its Electric System in an efficient and economical manner consistent with] Prudent Utility Practice and will not impair the ability of the Member to raise Revenues sufficient to meet its obligations under Section 6(b) of this Contract; provided, however, that the foregoing written opinion is not required with respect to bonds, notes or other evidences ofindebtedness issued to refund bonds, notes or other evidences of indebtedness theretofore or thereafter issued for which the foregoing written opinion Was provided and which refunded bonds, notes or other evidences ofi indebtedness are payable from and secured by a lien on Revenues on a parity with or superior to the payment of operating  expenses oft thel Member's Electric System.  (f) The Member shall take no action the effect of which would be to prevent, hinder, or delay Power Agency from the timely fulfillment of its obligations under this Contract, the Member's Full Requirements Power Sales Agreement, the Bond Resolution and the Bonds, or any Debt Service Support Contract or Full Requirements Power Sales Agreement entered into  between Power Agency and any other Member.  SECTION7. Obligations ini the Event ofDefault.  (a) Upon failure of the Member to make any payment in full when due under this Contract or to perform or otherwise comply with any other obligation of the Member under this Contract, Power Agency shall make demand upon the Member for payment or performance, and if said failure is not cured within fifteen (15) days from the date of such demand, it shall constitute a default under this Contract at the expiration of such period, and notice of such event ofd default shall forthwith be given to the Member. Notice of such demand, and ofthe default ifit  occurs, shall bej provided to the other Members by Power Agency.  (b) No default shall affect any accrued liabilities or the obligations of the Member under this Contract, including, but not limited to, its obligation to pay its Member's Share of  Monthly Support Costs, all ofwhich shall continue in full force and effect.  (c) In the event of any default by the Member under any covenant, agreement, or obligation under this Contract, Power Agency may, upon fifteen (15) )days' prior written notice, bring any suit, action, or proceeding in law or in equity, including mandamus, injunction, and action for specific performance as may be necessary or appropriate to enforce any covenant,  agreement, or obligation oft this Contract against the Member.  (d) Upon the failure ofany Member(s) to make any payment which failure constitutes a default under any Debt Service Support Contract, the Member's(s') Share(s) of each nondefaulting Member shall be automatically increased, but only for the duration of the existence and continuation of such default, by the pro rata amount of the defaulting Member's(s') Share(s) compared to those of the other non-defaulting Member(s), and the defaulting Member's(s') Share(s) shall be reduced correspondingly; provided, however, that no such reduction shall reduçe the defaulting Member's(s') obligations under subsection (e) of this Section 7; and provided. further, however, that the sum of such increases for any nondefaulting Member pursuant to this subsection (d) shall not exceed, without the consent of such nondefaulting Member, an accumulated maximum of twenty-five percent (25%) of the nondefaulting Member's Share prior to any such increases. The provisions oft this subsection (d)  -12- May 11,2015 Page 66 of202    shall apply to accrued obligations of the defaulting Member prior to the change in Member's(s')  Share(s).  (e) If the Member shall fail or refuse to pay any amounts due to Power Agency hereunder, the fact that other Members have assumed the obligation to make such payments shall not relieve the defaulting Member ofi its liability for such payments, and any Members assuming such obligation, either individually or as a member of a group, shall have a right of recovery from the defaulting Member. Power Agency or any Members, as their interests may appear, jointly or severally, may commence such suits, actions or proceedings, at law or in equity, as may bei necessary or appropriate to enforce the obligations oft this Contract against the defaulting  Member,  () In the event of any default by Power Agency under any covenant, agreement, or obligation under this Contract, the Member may, upon fifteen (15) days' prior written notice, bring any suit, action, or proceeding in law ori in equity, including mandamus and injunction, as may be necessary or appropriate to enforce any covenant, agreement, or obligation of this  Contract against Power. Agency.  (g) No remedy conferred upon or reserved to the parties hereto is intended to be exclusive of any other remedy or remedies available hereunder or now or hereafter existing at law, in equity, or by statute or otherwise, but each and every such remedy shall be cumulative and shall be in addition to every other such remedy. The pursuit by either party of any specific remedy shall not be deemed to be an election of that remedy to the exclusion of any other or others, whether provided hereunder or by law, equity, or statute. Any delay by either partyi in the exercise of any remedy with respect to any matter arising in connection with this Contract shall not constitute a waiver by such party of any right to later exercise such remedy with respect to  the same or any other matter arising in connection with this Contract.  (h) Any waiver at any time by either party tot this Contract ofi its rights with respect to any default of the other party hereto, or with respect to any other matter arising in connection with this Contract, shall not be considered a waiver with respect to any subsequent default, right, or matter arising in connection with this Contract or with respect to any default, right or matter  arising in connection with any other Debt Service Support Contract.  SECTION8. Issuance of Obligations for Refunding. In addition to the issuance of Bonds, Notes and Subordinated Debt to pay the Balance of Defeasance Costs as provided in Section 2 ofthis Contract, Power Agency may issue Bonds in accordance with the provisions of the Bond Resolution, or may issue Notes or Subordinated Debt, at any time and from time to  time to provide for refunding any Bonds, Notes or Subordinated Debt.  SECTION9. Notices and Computation of Time. Any notice or demand given by the Member to Power Agency under this Contract shall be deemed properly given if mailed postage prepaid and addressed, or electronically mailed, to the chief executive officer of Power Agency ati its principal office or electronic mail address designated in writing filed with the Members by Power. Agency. Any notice, demand, budget, or statement given or rendered by Power Agency to the Members under this Contract shall be deemed properly given or rendered if mailed postage prepaid and addressed, or electronically mailed, to the person and at the address designated in  -13. May 11,2015 Page 67 of202    writing filed with Power Agency by the Member. The designations of the name and address to which any such notice or demand is directed may be changed at any time and from time to time  by either party giving notice as above provided.  In computing any period of time prescribed or allowed under this Contract, the day oft the act or event after which the designated period oftime begins to run is not tol be included. Thel last day of the period sO computed is to be included, unless it is a Saturday, a Sunday, or a legal holiday in North Carolina, in which event the period runs until the end of the next day which is  not a Saturday, a Sunday, or a legal holidayi in North Carolina.  SECTION 10. Records: Accounts: Reports: Audits: Information to be Made Available. (a) Power Agency shall keep accurate records and accounts of Monthly Support Costs, separate and distinct from its other reçords and accounts. Such records and accounts shall contain information supporting the allocation of Power Agency's indirect costs associated with Monthly Support Costs and the payment thereof under this Contract, with Full Requirements Bulk Power Supply (as defined in the Full Requirements Power Sales Agreement) and the payment thereof and of special charges under the Full Requirements Power Sales Agreements and with any projects owned or controlled by Power Agency and the payment of costs thereof. Such records and accounts shall be audited annually by a firm of independent certified public accountants, experienced in electric utility accounting and ofnational reputation, to be employed by Power Agency. Such records and accounts and such annual audit, including all written comments and recommendations of such accountants, shall be made available for inspection at  any reasonable time by the Member at the principal office ofl Power Agency.  (b) The Member shall keep accurate records and accounts for its Electric System, separate and distinct from its other records and accounts. Such records and accounts shall be audited annually by a firm of certified public accountants or by an açcountant approved by the Local Government Commission of North Carolina as qualified to audit Local Government accounts who has no personal interest, direct or indirect, in the fiscal affairs of the municipal government or any ofits officers, which audit may bej part oft the annual audit of the accounts of the Member. Such records and accounts shall be made available for inspection by Power Agency at any reasonable time, and a copy of such annual audit, including all written comments and recommendations ofs such accountants, shall be furnished tol Power Agency not later than one  hundred eighty (180) days after the close oft the Member's fiscal year.  (c) The Member shall, upon the request of Power Agency, furnish to Power Agency all financial statements and information and operating data, and at such times, as Power Agency shall advise the Member is necessary to enable Power Agency to comply with the requirements of any continuing disclosure undertaking entered into by Power Agency pursuant to the requirements of Rule 15c2-12 promulgated by the Securities and Exchange Commission under  the Securities Exchange Actof1934, as amended.  SECTION 11. Modification and Uniformity of Contracts. If any other Debt Service Support Contract is amended or replaced so that it contains terms and conditions different from those contained in this Contract, Power Agency shall notify thel Member and, at the option of the  14. May 11,2015 Page 68 of202    Member and upon timely request, Power Agency shall amend this Contract to include similar  terms and conditions.  SECTION 12. Assignment of Contract. Except as provided in Section 60 ofthis Contract (a) The Member consents to the assignment by Power Agency of this Contract and any or all of Power Agency's rights under or interests in this Contract to any trustee or other fiduciary acting for the benefit ofholders of] Bonds, Notes or Subordinated Debt, without further  and subsection (b) ofthis Section 12, this Contract shall not bei transferred or assigned.  notice to thel Member.  SECTION 13. Termination.  (a) This Contract may be terminated by the Member pursuant to and to the extent provided in this Section 13. Any such termination shall be oft the whole oft this Contract and not  inj part.  (b) Thel Member shall give Power. Agency notice in writing of() thel Member'si intent to terminate this Contract, (ii) the proposed effective date ofs such termination, which shall not be less than six (6) months following the date Power Agency receives such notice, (iir) thej proposed Retirement Date referred to in subsection (c) below, and (iv) the Net Funding Election referred to in subsection (c) below. Such notice shall be irrevocable on and after such date as Power Agency is required to irrevocably give notice ofredemption to any trustee or paying agent under the Bond Resolution or Power Agency or such trustee or paying agent is required to irrevocably  give notice ofredemption to the owners oft the affected Bonds.  (c) If the Member properly gives notice of termination, the termination shall be effective upon deposit by the Member, as directed by Power Agency and under and pursuant to thel Bond Resolution, ofimmediately available funds in the amount calculated as provided in this subsection (c). The amount of the deposit shall be at least equal to the amount necessary (together with any amounts that Power Agency advises the Member will be available for the purpose from funds held under the Bond Resolution and allocable to the Member) to enable the principal or redemption price of and interest on the Member's Share of the Bonds at the time outstanding under the Bond Resolution, determined pursuant to subsection (d) below, to be paid (or its payment provided for) in full (for purposes of this Section 13, the "Member's Defeasance Costs") and to enable such Bonds to be redeemed, purchased or otherwise retired, and defeased, under the Bond Resolution (for purposes of this Section 13, the "Member's Defeasance"). The Member understands that such redemption price may be at a premium over par or at a so-called  "make-whole" redemption price.  The amount of the Member's Defeasance Costs shall be the amount that is due on and prior to the first optional redemption date or earlier maturity date of the Member's Share of the outstanding Bonds after the date Power Agency receives notice of termination, or on such other date or dates as may be agreed upon between Power Agency and the Member (for purposes of this Section 13, the "Retirement Date"). Member's Defeasance Costs may take into account investment income on amounts deposited under the Bond Resolution to effectuate such defeasance, if the Member sO elects (for purposes of this Section 13, the "Net Funding  May l0s Page 69 of202    Election"), in which case the same may be estimated in advance but shall be finally determined as of a date agreed upon between Power Agency and the Member when such amounts are capable ofbeing finally determined; provided, however, that the nature of the securities invested in shall be subject to the approval of Power Agency. The sufficiency of such deposit for such purpose shall be verified at the sole expense of the Member by such person or firm as shall be  satisfactory to Power Agency ini its sole discretion.  In addition to the deposit of the Member's Defeasance Costs, the Member also shall pay directly to Power Agency, contemporaneously with the deposit of the Member's Defeasance Costs, immediately available funds in an amount estimated by Power. Agency to be sufficient to reimburse Power Agency for internal costs incident to the Member's Defeasance and all costs estimated by Power Agency to be payable byi it to third parties (including, but not limited to, the trustee and paying agents under the Bond Resolution) in connection with the Member's  Defeasance (for purposes ofthis Section 13, the Termination Costs").  The deposit of the Member's Defeasance Costs and the payment of Termination Costs, once made by the Member, shall be irrevocable; provided, however, that any amount of such deposit or eamings in excess of the amount required to pay any balance of the Member's Defeasance Costs or any amount paid to Power Agency in excess of the amount required to pay Termination Costs shall be retured by Power Agency to the Member, and any deficiency in either the Member's Defeasance Costs or Termination Costs, ifa and to the extent Power Agency notifies the Member of such deficiency in writing within ninety (90) days after the deposit required by this subsection (c), shall be paid by the Member to Power Agency within sixty (60) days thereafter. All such amounts shall be determined by Power Agency, which determinations  shall be conclusive absent manifest error.  (d) The particular Bonds to be paid at maturity or redemption prior to maturity that shall constitute the Member's Share of the Bonds for purposes of subsection (c) above shall be selected by Power Agency, or the trustee or registrar for the Bonds under the Bond Resolution, from each maturity of Bonds then outstanding under the Bond Resolution. Power Agency shall select such Bonds ofeach maturity, or cause such Bonds of each maturity to be selected, proi rata as nearly as possible, based on the terminating Member's Share compared to the total of all Members' Shares at the time of termination, subject to the authorized denominations of the Bonds, but in each or any year may round upwards from pro rata in its sole discretion. The Member acknowledges that this process may result in higher debt service being allocated to the termination than would be the Member's Share of debt service had the termination not occurred. (e) Upon the termination of this Contract pursuant to this Section 13, Power Agency shall recalculate the Members' Shares of the non-terminating Members in accordance with the definition ofl Member's Share in Section 1 of this Contract and shall notify the non-terminating Members of such termination pursuant to this Section 13 and of the recalculated Members' Shares following such termination by providing an amended Exhibit A to this Contract. Such amended Exhibit A shall be attached to this Contract by the parties to this Contract, and whether or not attached shall be incorporated into and be deemed to be a part of this Contract as if set  forthi in this Contract.  -16- May 11,2015 Page 700 of202    (1) Notwithstanding the termination of this Contract pursuant to this Section 13, the terminating Member shall be obligated to indemnify and hold harmless each non-terminating Member for any financial liability pursuant to Section 7(d) ofthis Contract after such termination in excess of the financial liability that would have been incurred by such non-terminating Member pursuant to Section 7(d) of this Contract prior to such termination. To the extent of such indemnification and hold harmless obligations and the provisions oft this Contract governing payment obligations and the enforcement thereof, this Contract shall not be terminated and shall  remain in full: force and effect with respect to the terminating Member.  (g) Notwithstanding anything to the contrary in this Contract, the Member shall be obligated to pay its Member's Share of Monthly Support Costs applicable to the entire month during which such termination occurs, notwithstanding a termination that becomes effective during such month or prior to the date the Monthly Bills for such month have been delivered  pursuant to Section 5 ofthis Contract.  SECTION 14. Survivorship of Obligations. The termination of this Contract shall not discharge any party hereto from any obligation it owes to the other party under this Contract by reason of any transaction, loss, cost, damage, expense, orl liability which shall occur or arise (or the circumstances, events, or basis of which shall occur or arise) prior to such termination. It is the intent of the parties hereby that any such obligation owed (whether the same shall be known or unknown at the termination oft this Contract or whether the circumstances, events, or basis of the same shall be known or unknown at the termination of this Contract) shall survive the  termination oft this Contract.  SECTION 15. Severability. If any section, paragraph, clause, or provision of this Contract shall be finally adjudicated by a court of competent jurisdiction to be invalid, the remainder of this Contract shall be unaffected by such adjudication and all of the remaining provisions of this Contract shall remain in full force and effect as though such section, paragraph, clause or provision or any part thereof so adjudicated to be invalid had not been included herein. In the event of any such invalidity, the parties hereto shall promptly negotiate in good faith valid new provisions to restore the Contract to its original intent and effect.  Notwithstanding the invalidity or unenforceability of any or all other provisions of this Contract, the provisions of this Contract in respect of the Member's obligation to pay its Member's Share ofMonthly Support Costs shall remain: in full force and effect. SECTION 16. No Delay. No disagreement or dispute of any kind between the parties to this Contract, or between any party and any other entity, concerning any matter, including, without limitation, the amount of any payment due from said party or the correctness of any billing made to the party, shall permit the said party or either oft them, to delay or withhold any payment or the performance by any party of any other obligation pursuant to this Contract. Each party shall promptly and diligently undertake to resolve such disagreement and dispute without  undue delay.  May 173015 Page71 of202    SECTION: 17. Continuance and Enforcement of Contract.  (a) Power Agency shall continue this Contract in full force and effect, except as provided in Section 13, and shall enforce this Contract in accordance with its terms toi the extent  permitted by law,  (b) The failure of aj party to enforce at any time any of thej provisions of this Contract or to require at any time performance by the other party of any of the provisions of this Contract shall in no way be construed to be a waiver of such provisions, nor in any way to affect the validity of this Contract or any part thereof, or the right of such party thereafter to enforce each  and every such provision.  SECTION18. Applicable Law: Construction. This Contract is made under and shall be govemed by the law of the State of North Carolina without regard to principles of conflicts of laws. Headings herein are for convenience only and shall not influence the construction of this  Contract.  SECTION 19. Further Documentation. From time to time after the execution of this Contract, the parties hereto shall within their legal authority execute other documents as may be  necessary, helpful, or appropriate to carry out thet terms ofthis Contract. hereby incorporated into and shall be aj part oft this Contract.  SECTION 20. Incorporation of Exhibits. All Exhibits attached to this Contract are SECTION: 21. Relationship to Other Instruments. It is recognized by the parties hereto that Power Agency must comply with the requirements of the Bond Resolution and that this Contract is intended to support Power Agency's obligations under the Bond Resolution, and iti is therefore agreed that this Contract is made subject to the terms and provisions of the Bond  Resolution.  SECTION: 22. Counterparts: Electronic Signatures. This Contract may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which counterparts, taken together, shall constitute but one and the same Debt Service Support Contract. The parties agree that the electronic signature of a party to this Contract shall be as valid as an original signature of such party and shall be effective to bind such party to this Contract and, when printed from electronic files, if introduced as evidence in any judicial, arbitral, mediation or administrative proceeding, will be admissible as between thej parties to the same extent and under the same conditions as other original business records created and maintained in documentary form. For purposes of this Contract, "electronic signature" means a manually-signed original signature that is then transmitted by electronic means, and' "transmitted by electronic means" means sent in the form ofai facsimile or via thei internet as a "pdf" (portable  document format) or other replicating image attached to an e-mail message.  SECTION: 23. Entire Agreement. This Contract shall constitute the entire understanding among the parties hereto, superseding any and all previous understandings, oral or written, pertaining to the subject matter contained herein. No party hereto has relied, or will rely, upon any oral or written representation or oral or written information made or given to such party by  any representative oft the other party or anyone on its behalf.  18. May 11,2015 Page 720 of202    SECTION 24. Preaudit. Execution of this Contract by the finance officer of the Member shall constitute a certification of such finance officer that, to the extent this Contract requires the Member to satisfy a financial obligation during the Member's fiscal year in which the Effective Date occurs, this Contract has been preaudited in the manner required by the N.C. Local  Govemment Budget and Fiscal Control Act.  |Balance of Page Intentionally Left Blank; Signature Page Follows.]  -19. May 11,2015 Page 730 of202    IN WITNESS WHEREOF, the parties hereto have executed this Contract all by authority  oftheir respective governing bodies duly given.  Executed this  day of  2015.  CITY OF WASHINGTON  By:  Mayor  Attest:  For purposes of Section 24 only:  City Clerk  Finance Officer  (SEAL)  Executed this  day of  2015.  NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  By:  Chief Executive Officer  Attest:  Assistant Secretary (SEAL)  [Signature Page tol Debt Service Support Contract]  May 11,2015 Page 74 of202    EXHIBIT A  Members and Members' Shares  Member Town of Apex Town of Ayden Town of Belhaven Town ofl Benson Town of Clayton Town of] Edenton City ofElizabeth City Town of Farmville Town ofFremont City of Greenville Town ofHamilton Town ofHertford Town ofHobgood Town ofHookerton City ofl Kinston Town ofLaGrange City ofLaurinburg Town ofLouisburg CityofLumberton Cityo ofNew Bern Town ofPikeville Town ofRed Springs Town ofRobersonville City ofl Rocky Mount Town of Scotland Neck Town of Selma Town of Smithfield City ofSouthport Town ofTarboro Town ofWake Forest City ofWashington CityofWilson  Member's Share 1.1218% 1.4347 0.3473 0.6507 1.0539 1.5570 4.0525 0.9836 0.2359 20.3709 0.0675 0.3867 0.0730 0.1057 7.6434 0.4261 2.1984 0.8445 4.7153 6.6370 0.1611 0.5500 0.4237 12.9031 0.5140 0.9171 2.2631 0.7366 3.6701 1.1297 4.0871 17.7385 98.8894%  Thisl Exhibit A is subject to amendment pursuant to Section 13 ofthis Contract,  May A:2ois Page 75of202    WASHINGION:  FULL REQUIREMENTS  POWER SALES  AGREEMENT  May Page 11,2015 76 of202    City of Washington Execution Copy  NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  Full Requirements Power Sales Agreement Dated as of April 24, 2015  May 11,2015 Page 77 of202    TABLE OF CONTENTS  SECTIONI. Definitions. SECTION2. Term of Agreement.. SECTION 4. Rates and Charges..  8 8 10 11 12 13 17 18 19 23 23 23 24 24 24 24 24 24 24 24 25 25 25  SECTION: 3. Sale and Purchasc of Full Requirements Bulk Power Supply.. SECTION 5. Total Annual Budgct and Monthly Bills; Payments by the Member..  SECTION 6. Rate Review and Payment Sources.. SECTION 7. Obligations in the Event of Default.. SECTION 9. Member Planning and Operations. SECTION 10. Disposition of Electric Systems. SECTIONI 11. Miscellancous General Provisions., SECTION 12. Future Members. SECTION 13. Records; Accounts; Reports; Audits. SECTION 14. Modification and UhfomityofComtractis SECTION 15. Assignment ofA Agreement SECTION16. Severability SECTION17. Applicable Law; Construction SECTION 18. Survivorship of Obligations. SECTION 19. No Delay. SECTION 20. Further Documentation, SECTION 21. Incorporation of] Exhibits. SECTION 22. Continuance and Enforcement ofA Agreement. SECTION 23. Relationship to Other Instruments SECTION 24. Counterparts; Electronic Signatures SECTION 25. Entire Agreement.  SECTION 8. Deliveries; Delivery Facility Costs; Load Forccasts; System Reliability..m. 14  Exhibit A Network Integration Transmission Service Agreement  and Network Operating Agreement between Duke Energy Progress, Inc. and North Carolina Eastern Municipal Power  Agency.  A-1  May 11,2015 Page 78 of202    NORTH CAROLINA EASTERN MUNICIPAL POWER. AGENCY FULL REQUIREMENTS POWER SALES AGREEMENT  THIS AGREEMENT, dated as of the 24"h day of April, 2015, is by and between North Carolina Eastern Municipal Power Agency, a joint agency of the State of North Carolina (including successors and permitted assigns, "Power. Agency"), and the municipality oft the State of North Carolina (including successors and permitted assigns, the "Member") which has executed this Agreement (as supplemented and amended pursuant to the terms of this  Agreement, the "Agreement").  WHEREAS, Power Agency is duly organized as a public body and a body corporate and politic under the laws of the State of North Carolina (G.S. Chapter 159B) and, among other  things, is authorized to sell for resale electric power and energy; and  WHEREAS, the Member is a city or town created under the laws of the State of North Carolina owning a system or facilities for the generation, transmission or distribution of electric power and cnergy for public and private use, and is authorized by said laws to contract to buy from Power Agency some or all of the power and energy required for its present or future  requirements; and  WHEREAS, the Member previously entered into a Supplemental Power Sales Agreement, dated July 30, 1981, as amended by an Amendment Agreement dated as of October 31, 1984 (the Supplemental Power Sales Agreement") with Power Agency pursuant to which Power Agency sold and the Member purchased All Requirements Bulk Power Supply (as defined in the Supplemental Power Sales Agreement), which consisted of Project Output (as defined in the Supplemental Power Sales Agreement) and Supplemental Bulk Power Supply (as  defined in the Supplemental Power Sales Agreement); and  WHEREAS, Project Output is sold by Power Agency and purchased by the Member pursuant to an Initial Project Power Sales Agreement between Power Agency and the Member dated July 30, 1981, as amended by an Amendment Agreement dated as of October 31, 1984 (the  "Project Power Sales Agreement"); and  WHEREAS, Project Output is provided by Power Agency from its ownership interests in the Brunswick Units, the Harris Unit, the Mayo Unit and Roxboro Unit No. 4 (as such terms are defined in the Project Power Sales Agreement; such ownership interests, collectively, the  "Joint Facilities"); and  WHEREAS, Power Agency has entered into an Asset Purchase Agreement (as the same may be supplemented and amended, the "APA") with Duke Energy Progress, Inc. (including successors and permitted assigns, "DEP"), dated as of September 5, 2014, pursuant to which Power Agency has agreed to sell and transfer the Joint Facilities to DEP, and, in connection therewith, Power Agency and the Member have agreed to terminate the Project Power Sales  Agreement and the Supplemental Power Sales Agreement; and  May 11,2015 Page 79 of202    WHEREAS, after the termination of the Project Power Sales Agreement and the Supplemental Power Sales Agreement, the Member will have a need for an cconomical and reliable source of electric power and energy to meet the current and future demands of its customers and has determined to purchase such electric power and energy from resources owned,  controlled, or purchased by Power Agency; and  WHEREAS, Power Agency has entered into a Full Requirements Power Purchase Agrecment (as the same may be supplemented and amended. the "Full Requirements Power Purchase Agreement") with DEP, dated as of September 5, 2014. pursuant to which Power Agency will purchase from DEP and DEP will sell to Power Agency firm capacity and energy in the amounts required by Power Agency to reliably serve the current and future clectrical loads  ofits Members; and  WHEREAS, Power Agency is a party to the Network Integration Transmission Service Agreement (the "NITSA") and the Network Operating Agreement (the "NOA") Between Duke Energy Progress, Inc. and North Carolina Eastem Municipal Power Agency, as amended by DEP from time to time, on file with the Federal Energy Regulatory Commission as OATT Service Agreement No. 268 of Duke Energy Progress, Inc., a copy of which is attached to this  Agrecment as Exhibit A; and  WHEREAS, Power Agency is a party to an Agreement for Transmission Use and Other Electric Service (the "Dominion NCP Transmission Agreement") with Dominion North Carolina Power (formerly Virginia Electric and Power Company) ("Dominion NCP"), dated as ofJuly 30, 1981, with respect to (i) arrangements for the transmission of electric energy from points of interconnection of the DEP and Dominion NCP electric systems; and (i) other related matters;  and  WHEREAS, Power Agency proposes to sell, and the Member proposes to purchase, Full Requirements Bulk Power Supply (as defined herein) pursuant to the terms ofthis Agreement.  NOW,THEREFORE, the parties hereto mutually agree as follows:  SECTION1. Definitions. The singular of any term defined in this Agreement shall encompass the plural, and the plural the singular, unless the context clearly indicates otherwise  ormay otherwise require.  (a) "Affiliate" of any Person means any other Person directly or indirectly Controlling, directly or indirectly Controlled by or under direct or indirect common Control  with such Person.  (b) "APA"has the meaning assigned in the preambles to this Agreement. (c) "Bond Resolution" means the resolution adopted by Power Agency, as the same may be amended or supplemented from time to time pursuant to thc terms thereof, pursuant to which the Bonds are issued. A proposed form of Bond Resolution dated April 24, 2015, has been delivered to the Member, and said resolution as adopted, insofar as is reasonably material to the Member's obligations under this Agreement, shall be substantially the same as such proposed form but with such changes as may be determined by Power Agency to be necessary  2 May 11,2015 Page 80 of202    or appropriate. Subsequent amendments to the Bond Resolution may be made without the approval of the Member ifmade pursuant to the terms of the Bond Resolution.  (d) "Bonds" means Bonds (as such term is defined in the Bond Resolution) issued from time to time pursuant to and under the authority oft the Bond Resolution (i) toj pay Balance ofDefeasance Costs (as such term is defined in the Debt Service Support Contract), and (ii) to refund Bonds, Notes (as such term is defined in the Debt Service Support Contract) or Subordinated Debt (as such term is defined in the Debt Service Support Contract) theretofore issued and outstanding as authorized by Section 8 ofthe Debt Service Support Contract. (c) "Contract Year" means the 12-month period commencing January 1 ofeach year during the term of this Agreement and ending midnight local time on the December 31 next following (or such other 12-month period as Power Agency shall determine); provided. however, that the first Contract Year shall commence, with respect to Full Requirements Bulk Power Supply, on the day immediately following the Effective Date; and provided further, however, that the last Contract Year shall end at midnight local time on the date oftermination  ofthis Agreement as provided in Section 21 herein.  (f) "Control" "ofany Person means the possession, directly ori indirectly, of thej power either to (a) vote more than fifly percent (50%) of the securities or interests having ordinary voting power for the election of directors (or other comparable controlling body) of such Person or (b) direct or cause the direction of management or policies of such Person, whether through the ownership of voting securities or interests, by contract or otherwise.  (g) "Customer Generation" means any generating unit having a nameplate capacity rating of 951 kW or more that is owned (i) by a retail or wholesale customer of a Member, or a retail customer ofa wholesale customer ofal Member and is used to serve load at the site oft the load; or (it) by al Member and is installed at a customer location for the benefit ofthe customer. (h) "Debt Service Support Contract" means the Debt Service Support Contract, dated as of the date hereof, entered into between Power Agency and the Members, as the same may  be supplemented and amended from time to time.  (i) "Delivery Point" means the point on the DEP Transmission System where the delivery of power to the Member is measured in accordance with the NITSA and NOA, at which point the delivery of electric power to the Member is measured for billing purposes  under this Agreement. preambles to this Agreement.  () "Dominion NCP Transmission Agreement" has the meaning assigned in the (k) "Economic Development Generation" means any generating unit owned by Power Agency, a Member, or ai retail or wholesale customer ofal Member, or a retail customer ofa wholesale customer ofal Member, in each case that is installed for the purpose of retaining the load of an existing customer or attracting the load ofai new customer served or to be served  byal Member.  3 May 11,2015 Page 81 of202    (1) "Edenton Generators" means the two (2) 1,250 kW generators owned and operated by the Town of Edenton that are located on Tower Drive, Edenton, North Carolina. (m) "Effective Date" means the date on which the closing of the transactions (n) "Elcctric System" means all properties and assets, real and personal and tangible and intangible. of the Member now or hereafter existing. used for or pertaining to the generation, transmission, transformation, distribution and sale of clectric power and energy or general plant associated therewith, including all renewals, replacements, additions, extensions,  contemplated by the APA takes place.  expansions, improvements and betterments thereto and equippings thereof.  (o) "Elizabeth City Generators" means the four (4) 1,750 kW generators owned and operated by the City of Elizabeth City that are located at 410 Pritchard Street, Elizabeth City,  North Carolina.  (p) "Full Requirements Bulk Power Supply" means, with respect to the Member, all electric power and energy required by the Member at its Delivery Point(s)', exclusive of any purchases of power and energy by the Member from the Southeastern Power Administration ("SEPA"), ifa any, and, as applicable, exclusive oft the output of Customer Generation, Member Generation, Economic Development Generation, the Edenton Generators and the Elizabeth City Generators. Full Requirements Bulk Power Supply shall include all transmission service to deliver Full Requirements Bulk Power Supply to the Member's Delivery Point(s), power and energy purchases made by Power Agency pursuant to the Full Requirements Power Purchase Agreement, power and energy supplied by NCEMPA Generation, and power and energy derived by Power Agency from any resource used to replace power and energy purchases under the Full Requirements Power Purchase Agreement (i) following the exercise by Power Agency of an early termination option set forth in the Full Requirements Power Purchase Agreement, or (ii) in connection with a PURPA Qualifying Resource owned by (q) "Full Requirements Power Costs" for any period means all costs associated with ori incidental to Full Requirements Bulk Power Supply for such period. In addition to the costs associated with or incidental to Full Requirements Bulk Power Supply, Full Requirements Power Costs also shall include, without limitation (i) Power Agency's general and administrative overhead costs allocated to Power Agency'sactivities related to its provisions of Full Requirements Bulk Power Supply, (ii) working capital deemed necessary by Power Agency, (ii) costs and expenses relating to the acquisition, construction, maintenance and operation of an administrative building or office, including land therefor, together with any administrative equipment and facilities, which may be owned alone or together with any other joint agency or agencies, joint municipal assistance agencies, municipalitics, corporations, associations or Persons under such terms and provisions for sharing costs and otherwise as may be determined by Power Agency, (iv) costs associated with Power Agency management and other services provided to Members, including, but not limited to, costs associated with compliance with renewable energy requirements or mandatory electric reliability standards, (v)  Power Agency.  'Includmg: any load met by? NCEMPA Generationt thal Is interconnected with the Member's Electne System  4 May 11,2015 Page 82 of202    amounts necessary fort the payment of the principal of and premium, ifany, and interest on any bonds, notes (including notes issued in anticipation of the issuance of bonds), certificates, warrants or other evidences of indebtedness, including commercial paper, issued for Full Requirements Power Costs (collectively. "Full Requirements Power Debt"), which Full Requirements Power Debt shall be payable from all or any amounts received under the Full Requirements Power Sales Agreements, as determined by Power Agency, after giving effect to the provisions of Section 6(d) thereof, as payments from the Members of Full Requirements Power Costs, and (vi) all costs and expenses rclating to the issuancc, sccurity and payment of Full Requircments Power Debt, including without limitation costs and expenses associated with insurance contracts, agreements for lines of credit, letters of credit. commitments to purchase Full Requirements Power Dcbt, depositaries for safekeeping and agents for delivery  and payment.  (r) "Full Requirements Power Purchasc Agreement" has the meaning assigned in the (s) "Full Requirements Power Sales Agreement" means this Agreement and all other Agreements substantially identical to this Agreement entered into by Power Agency and the Members with respect to the purchase and sale of Full Requirements Bulk Power Supply, as  preambles to this Agreement.  the same may be supplemented or amended from time to time.  () "Guidelines Concerning Load-side Generation" means the Guidelines Concerning Load-side Generation approved and adopted by the Board of Directors of Power Agency, as supplemented and amended, including, but not limited to, as supplemented and amended on  November 16, 2012.  (u) "Hourly Demand" means, in each hour, the aggregate load of Power Agency's Members for which there is in effect a Full Requirements Power Sales Agreement, determined by summing the metered 60-minute demands of the Members (integrated metered kilowatt load, compensated where applicable, in accordance with the NITSA and NOA and Dominion NCP Transmission Agreement, to reflect losses from the meter location back to the Delivery Point), adjusted to include the output of PURPA Qualifying Resources in each clock hour in accordance with Section 4.4.2 of the Full Requirements Power Purchase Agreement, and (v) "Late Payment Interest Rate"means, for any month, the prime rate being charged by Bank of America, N.A., or its successor, or by any other major bank selected by Power Agency ini its sole discretion, on the first day ofs such month, plus one percentage point, divided by twelve, expressed in percentage points, to the nearest hundredth, but not in excess of the  adjusted further to include line losses over the DEP transmission system.  rate permitted by applicable North Carolina law.  (w) "Members" means those entities which enter into Full Requirements Power Sales (x) "Member Generation" means any generating unit (other than the Edenton Generators and Elizabeth City Generators) owned by al Member having a nameplate capacity of 95kW or more, that is used to serve load at the site of the load, except for any such generating  Agreements with Power Agency substantiallyidentical to this Agreement.  5 May 11,2015 Page 83 of202    unit owned by a Member that is installed at the Member's customer's location for the benefit  of the customer. Contract.  (y) "Member's Share" has the meaning assigned in the Debt Service Support (z) "Monthly Bill" means the written statement prepared monthly by Power Agency (aa) "Monthly Support Costs" has the meaning assigned in the Debt Service Support (bb) "NCEMPA Generation" means any generating unit owned by Power Agency having a nameplate capacity rating of 95 kW or more (but not more than 2,000 kW) that is connected directly to the electric distribution system ofal Member, such that the output of such  and provided toi the Member pursuant to Section 5 hercin.  Contract.  unit is thereby excluded from Power Agency's Hourly Demand,  (cc) "NITSA"has the meaning assigned in the preambles to this Agreement. (dd) "NOA"h has the meaning assigned in the preambles to this Agreement. (ee) "Outstanding Prior Bonds" means bonds issued by Power Agency pursuant to, (ff) "Person" means any individual, corporation, partnership, joint venture, association, joint stock company, trust, limited liability company, unincorporated organization,  and outstanding under, the Prior Bond Resolution.  governmental authority or any other form oflegal entity.  (gg) "Policy Guidelines for Leased Facilities Charges" means the Policy Guidelines For Leased Facilities Charges approved and adopted by the Board of Directors of Power Agency, as revised, supplemented and amended, including, but not limited to, as supplemented  and amended on April 23, 2004,  (hh) "Prior Bond Resolution" means Resolution R-2-81, adopted by Power Agency on (ii) "Prudent Utility Practice" means any oft the practices, methods, and acts engaged in or approved by a significant portion of the electric utility industry during the relevant time period, or any oft the practices, methods, and acts which, in the exercise ofreasonable judgment in light of the facts known at the time the decision was made, could have been expecled to accomplish the desired result at a reasonable cost consistent with good business practices, reliability, safety, and expedition. Prudent Utility Practices are not intended to be limited to the optimum practices, methods, or acts to the exclusion of all others, but rather to be acceptable practices, methods, or acts generally accepted in the electric utility industry. In evaluating whether any matter conforms to Prudent Utility Practice as used in this Agreement. the parties hereto shall take into account (i) the fact that Power Agency and each Member is a public body and a body corporate and politic organized under the laws of the State of North Carolina, with the statutory duties and responsibilities thereof, and (ii) the objectives to  April 1,1982, as amended and supplemented thereafter.  6 May 11,2015 Page 84 of202    integrate Full Requirements Bulk Power Supply with the other resources of the Members, including, but not limited to, Qualified Generation owned by Power Agency, its Members and its Members' customers, SEPA Purchases and other PURPA Qualifying Resources to achieve optimum utilization of the resources and achieve efficient and economical operation of each  system.  () "PURPA Qualifying Resource" means a resource derived from a generating facility that is a' "small power production facility" or "cogeneration facility" that, in each casc, meets the requirements of Sections 292.203(a) and 292.203(b) of Title 18 of the Code of Federal Regulations and that has satisfied the procedures for obtaining Qualifying Facility  status under Section 292.207 ofTitle 18 ofthe Code of Federal Regulations.  (kk) "Qualified Generation" means Member Generation, Customer Generation, and (I) "Renewable Energy Development and Service Agreemen!" means the Renewable Energy Development and Service Agreement between Power Agency and each ofi its members  NCEMPA Generation.  dated as ofMay 26, 2009, as the same may be supplemented and amended.  (mm)"Revenues" means all income, rents, rates, fees, charges, receipts, profits and other moneys or monetary benefits derived by the Member directly or indirectly from the ownership or operation ofi its Electric System and the sale, furnishing or supplying of capacity or output and power and energy therefrom, including, without limiting the generality of the foregoing, (i) all income, rents, rates, fees, charges receipts, profits or other moneys derived from the sale, furnishing or supplying of the electric power and energy and other services' facilities and commodities sold, furnished or supplied the facilities of the Electric System, (ii) the earnings on and income derived from the investment of such income, rents, rates, fees, charges, receipts, profits or other moneys to the extent that the use ofs such earnings and income is limited by or pursuant to law to the Electric System and (iii) the proceeds derived by the Member directly ori indirectly from the sale, lease or other disposition ofa a part of the Electric System, but the term "Revenues" shall not include retail customers' deposits or any other deposits subject to refund until such deposits have become the property of the Member and shall not include any refunds associated with electric service by a Member prior to the  Effective Date.  (nn) "SEPA Purchases" means the aggregate sum of capacity and energy that some or all ofPower Agency's Members receive as preference customers, through the U.S. Department of Energy Southeastern Power Administration ("SEPA"), pursuant to contracts entered into between the United States of America and such Members pursuant to the Flood Control Act of  1944 or similar or superseding Federal law.  (oo) "Telemetry and Metering System Services Agreement" means the Telemetry and Metering System Services Agreement between DEP (formerly Carolina Power & Light  Company) and Power Agency dated as of August 7. 1998.  (pp) "Total Annual Budget" means the budget adopted by Power Agency pursuant to  Section 5 ofthis Agreement.  7 May 11,2015 Page 85 of202    SECTION:2. Term of Agreement. This Agreement shall be effective as of the Effective Date. Power Agency shall notify the Member ofthe Effective Date as soon as practical  thereafter.  The term of this Agreement shall expire at midnight local time on December 31, 2043; provided, however, that this Agreement may be terminated by the Member effective at midnight local time on December 31, 2035, upon written notice to Power Agency (i) not later than. July3 31, 2027, or (ii) not later than March 31, 2031: provided. however. if the number of Members giving notice to terminate pursuant to clause (ii) of Scction 2 of such Members' Full Requirements Power Sales Agreements would cause Power Agency's 12-month average Monthly Coincident Billing Demands (as such term is defined in the Full Requirements Power Purchase Agreement) to be reduced by more than 700 megawatts, as determined by Power Agency based on Power Agency's actual Monthly Coincident Billing Demands during Calendar Year 2030, Power Agency shall give written notice, not later than July 31, 2031, of such fact to all Members from whom Power Agency has received such notice to terminate, together with Power Agency's best estimate of the costs Power Agency expects to incur under the Full Requirements Power Purchase Agreement as a result of a reduction in its 12-month average Monthly Coincident Billing Demands exceeding 700 megawatts, and any such Member who has given such notice to terminate thereafter may rescind such notice to terminate by written notice toF Power Agency not later than September 30, 2031. In the event Power Agency determines that the number of Members giving notice to terminate pursuant to clause (ii) of Section 2 of such Members' Full Requirements Power Sales Agreements would cause Power Agency's 12-month average Monthly Coincident Billing Demands to be reduced by more than 700 megawatts, Power Agency shall use its reasonable best efforts to engage in negotiations (in which the Member may participate) with DEP to permit all Members who have given such notice to terminate to terminate their Full Requirements Power Sales Agreements without any financial costs to Power Agency, Notwithstanding the foregoing, any costs incurred by Power Agency pursuant to the Full Requirements Power Purchase Agreement if the final number of Members giving notice to terminate pursuant to clause (ii) of this Section 2 causes Power Agency's 12- month average Monthly Coincident Billing Demands to be reduced by more than 700 megawatts shall be borne by such terminating Members on aj pro rata basis, as determined by Power Agency using Power Agency's actual Monthly Coincident Billing Demands during Calendar Year 2030. This Agreement may be terminated by Power Agency as provided in Section 7(b) of this  Agreement.  Notwithstanding the foregoing, the expiration or termination of this Agreement shall not affect any accrued liability or obligation hereunder. This Agreement shall not be subject to termination by either party under any circumstances, whether based upon the default of any other party under this Agreement or any other instrument or otherwise, except as specifically provided  in this Agrcement.  SECTION3. Saleand Purchase of Full Requirements Bulk Power Supply.  (a) Commencing with the first day of the first Contract Year. Power Agency shall provide or cause to be provided and sell, and the Member shall purchase from Power Agency, the Full Requirements Bulk Power Supply requirements of the Member. Power Agency will be responsible in accordance with the provisions of this Agreement for planning, negotiating,  8 May 11,2015 Page 86 of202    designing. financing, acquiring or constructing, contracting for, administering. operating, and maintaining all generation and transmission arrangements and facilities and power purchases neçessary to effect the delivery and sale of Full Requirements Bulk Power Supply to the Member during the term of this Agreement. In furtherance of Power Agency's obligations to sell and the Member's obligations to purchase hereunder, Full Requirements Bulk Power Supply shall initially be sold and purchased pursuant to the provisions oft this Agreement (i.e.,  on ai take and payl! basis to the extent delivered or provided).  (b) Full Requirements Bulk Power Supply shall be obtained or furnished and delivered or caused to be delivered by Power Agency in the manner it determines to be most cconomical. dependable, and otherwise feasible. Initially, Full Requirements Bulk Power Supply shall be obtained and fumished to all Members in accordance with the Full Requirements Power Purchase Agrecment and the NITSA and NOA. If Power Agency exercises one or more ofi its early termination options set forth in the Full Requirements Power Purchase Agreement, Power Agency may provide for Full Requirements Bulk Power Supply by any additional or altemative means it determines to be most economical, dependable, and otherwise feasible, including, but not limited to, one or more of the following methods: (I) purchase by Power Agency of power generated by one or more other power suppliers and transmission thereof over the facilities of one or more other power suppliers, either solely or in combination with transmission facilities owned by Power Agency or as to which Power Agency has the right of use, if any; (2) acquisition or construction by Power Agency of generation or transmission facilities or any project supplying a portion of Full Requirements Bulk Power Supply; (3) acquisition or construction by Power Agency of such additional generation facilities and transmission of the power and energy generated thereby over the facilities of one or more other power suppliers, either solely or in combination with transmission facilities owned by Power Agency or as to which Power Agency has the right of use, ifany; or (4) generation, transmission and delivery by one or more other power suppliers, pursuant to a contract arrangement therefor obtained or approved by, or assigned to, Power Agency for and on behalfofl Member or the Members as its agent for that purpose. In the event that any such method or any combination of such methods is such that the Member makes payment for any part of such power supply service directly to one or more other power suppliers, such payments shall nevertheless be accounted for as though the same were paid by Power Agency, and the Member shall be granted a credit with respect to Power Agency'srates and charges to the Member with respect to the same billing period, accordingly.  (c) From and after the Effective Date, neither Power Agency nor the Member shall enter into any new contract or permit any then or thereafter existing contract to be renewed or extended (regardless of the manner in which such renewal or extension may be effectuated, including failure of a party thereto timely to cancel and terminate the same upon any anniversary date when such is possible) or enter into any amendment to or modification to such ac contract, with any other bulk power supplier which shall preclude or impair the ability of Power Agency or the Member to exercise and perform its rights and obligations under this  Agreement.  (d) Power Agency, for the purpose ofc carrying out its rights and obligations under this Agreement. shall be, and the Member hereby designates and appoints Power Agency as, the  9 May 11,2015 Page 87 of202    Member's sole agent to the fullest legal extent that such agency may be established for such  purposes.  (e) From and after the effective date of any termination of this Agreement pursuant to Section 7(b) ofthis Agreement, the Member shall be solcly responsible for providing its Full Requirements Bulk Power Supply to the Member's Delivery Point(s); provided, however, that such Member shall be obligated to Power Agency under this Agreement for: any costs incurred by Power Agency pursuant to any agreements with a bulk powe er supplier associated with the delivery to the Member's Delivery Point(s) of Full Requirements Bulk Power Supply or any delivery facilities, and any other cost not included in the costs payable by the Member under any other agreement with Power Agency, including, but not limited to: wheeling charges, leased facilities charges; costs of administration, operation, maintenance, renewals, replacements, or capital additions required for the Member's Delivery Point(s); costs associated with delivery facilities, protection stations, metering, transmission extensions, capacitors, reactive charges, changes in DEP-owned equipment, or loss due to early retirement of delivery facilities and all such similar costs incurred by Power Agency with respect to the Member or otherwise. Following such at termination, the Member shall be entitled to purchase the balance of its Full Requirements Bulk Power Supply requirements from Power Agency only if Power Agency and the Member shall enter into a new power sales agreement, containing such additional or different terms and conditions, if any, as Power Agency may  reasonably require.  SECTION4. Rates and Charges: Surplus Moneys.  (a) Power Agency shall establish appropriate rates and charges for Full Requirements Bulk Power Supply for the Members sufficient at all times to pay all costs and expenses incurred by Power Agency and reserves deemed necessary therefor by Power Agency, including reserves for the payment of such costs and expenses in future periods (including future Contract Years) and taking into account withdrawals of such reserves established in previous periods, all with respect to Full Requirements Bulk Power Supply, and shall establish appropriate rates and charges for special obligations as set forth in the Monthly Bill as provided in Section 5 of this Agreement. Such rates and charges shall be sufficient at all times to permit the payment of all Monthly Support Costs and of all Full Requirements Power Costs ofl Power Agency and shall at all times be consistent with the provisions of the NITSA and NOA, the Dominion NCP Transmission Agreement, the Renewable Energy Development and Service Agreement and the policies and guidelines cstablished from time to time by Power Agency, including, but not limited to, Policy Guidelines for Leased Facilities Charges, Guidelines Conceming Load-side Generation, and policies regarding any compliance responsibilities associated with mandatory  electric reliability standards applicable to the Members.  Power Agency shall fumish to the Members the basis for changes in rates and charges for Full Requirements Bulk Power Supply made pursuant to the provisions of Section 6(a) of this (b) If, following the retirement or defeasance of all Outstanding Prior Bonds under and pursuant to the Prior Bond Resolution and the final payment of all Pre-Closing Costs (defined below), any moneys remain on deposit in any fund or account established by or pursuant to the  Agreement.  10 May 11,2015 Page 88 of202    Prior Bond Resolution or any other fund or account established by Power Agency. which moneys are no longer required for the purposes of such funds and accounts, for the retirement or defeasance of Outstanding Prior Bonds or for the payment of Pre-Closing Costs, such surplus moneys may be applied by Power Agency to any purpose permitted by this Agreement or by the Debt Service Support Contract, including, but not limited to, working capital or other reserves. "Pre-Closing Costs" means all charges, costs and expenses payable by Power Agency subsequent to the Effective Date associated with the ownership and operation of the Joint SECTION5. Total Annual Budget and Monthly Bills: Payments by the Member. (a) Not less than thirty (30) days prior to each Contract Year, Power Agency shall provide to the Member a proposed annual budget for the ensuing Contract Year with respect to amounts to be paid under this Agreement, and thereafter shall hold a public hearing on such proposed annual budget and shall provide to the Member a Total Annual Budget for the Contract Year. During each Contract Year, Power Agency shall review at least quarterly, and at such other times as Power Agency deems desirable, the Total Annual Budget for the Contract Year. In the event such review indicates that the Total Annual Budget does not or will not substantially correspond with actual receipts and expenditures, orif at any time during such Contract Year there are or are expected to be extraordinary receipts, credits, or costs substantially affecting the Monthly Support Costs or Full Requirements Power Costs, Power Agency shall adopt and provide to the Member an amended Total Annual Budget, which shall supersede, for thei remainder ofsuch Contract Year, the Total Annual Budget or amended Total Annual Budget theretofore provided as the basis for the determination of Monthly Support Costs and Full Requirements Power Costs, The Total Annual Budget under this Agreement shall include, as a component thereof, any budget required to be provided the Member under  Facilitics.  the Member's Debt Service Support Contract.  (b) On or before the fifth (5th) day of each month of each Contract Year (beginning with the first full month oft the Contract Year), or such other date not later than the tenth (10") day of such month as Power Agency shall establish from time to time, Power Agency shall prepare, date, and on such date provide to the Member a Monthly Bill separately showing (i) the amount of power and energy of Full Requirements Bulk Power Supply delivered to the Member in the preceding calendar month at the Delivery Point(s) and the total amount payable by the Member therefor at Power Agency's applicable Full Requirements Butk Power Supply rates and charges; (ii) the amount payable by the Member under the Monthly Bill pursuant to the Debt Service Support Contract for the next succeeding month for its Member's Share of Monthly Support Costs; (iii) the amount payable by the Member for special obligations, which shall be for leased facilities charges, delivery facilities costs, any back end costs or liabilities or any charges payable by the Member for services or facilities other than for the provisions of Full Requirements Bulk Power Supply for the preceding month, and (iv) any costs or charges payable by the Member associated with the Agreement for Transmission Use and Other  Electric Service.  (c) The amounts shown in the Monthly Bill to be paid to Power Agency by the Member shall be due and payable ten (10) days after the date of the Monthly Bill, and any amounts due and not paid by the Member within fifteen (15) days after the date of the Monthly  11 May 11,2015 Page 89 of202    Bill shall accrue a late payment charge computed at the Late Payment Interest Rate. Remittances received by mail will be accepted without assessment of a late payment charge, provided that the postmark of the United States Postal Service clearly indicates that the payment was mailed on or before such fifteenth (15th) day. Remittances due in a month transmitted by wire transfer will be accepted without assessment ofa late payment charge if  received on or before the twenty-fifth (25")dayo ofsuch month.  (d) All monies received by Power Agency as payment from the Member of any Monthly Bill (whether in full or partial payment thereof) shall be applied by Power Agencypro rata to the separate monthly charges shown on the Monthly Bill in the ratio that cach separate charge as set forth in Sections 5(b)(i) through 5(b)(iv) of this Agreement bears to the total Monthly Bill rendered, and the resulting amounts shall be credited to thc appropriate accounts on the books of Power Agency. The Member understands and agrees that a failure by the Member to pay in full its obligations under this Agreement and under its Debt Service Support Contract may result in an event of default under this Agreement and under its Debt  Service Support Contract.  (e) In cach Contract Year, the Member shall pay to Power Agency the Member's Share of Monthly Support Costs for such Contract Year. The Member shall be obligated to make such payments unconditionally and without offset, counterclaim or other reduction, whether or not all or any portion of Full Requirements Bulk Power Supply is delivered to the Member pursuant to Section 3 ofthis Agreement or this Agreement expires ori is terminated in whole or in part. Such payments shall be made and shall not be conditioned upon the performance or non-performance by Power Agency or any other Member under this or any other agreement or instrument. The remedies for any such non-performance by Power Agency shall be limited to those provided by Sections 7(d) and' 7(e) oft this Agreement.  (f) In the event of any dispute as to any portion of any Monthly Bill, the Member shall nevertheless pay the full amount of the disputed charges when due and shall give written notice of the dispute to Power Agency within sixty (60) days following the date on which such payment is due. Such notice shall identify the disputed bill, state the amount in dispute, and set forth a full statement of the grounds on which such dispute is based. No adjustment shall be considered or made for disputed charges unless notice is given as aforesaid. Power Agency shall give consideration to such dispute and shall advise the Member with regard to its position relative thereto within thirty (30) days following receipt of such written notice. Upon final determination (whether by agreement, arbitration, adjudication, or otherwise) of the correct amount, an appropriate adjustment shall be made on the Monthly Bill next submitted to the Member after such determination, together with interest computed at the Late Payment Interest  Rate.  SECTION 6. Rate Review and Payment Sources.  (a) Power Agency, at such intervals as it shall deem appropriate, but in any event not less frequently than once each Contract Year, shall review its rates and charges and, if necessary, shall revise such rates and charges sO that the revenues collected hereunder shall be at least sufficient to comply with the provisions of Section 4 of this Agreement. In making revisions to rates and charges, Power Agency shall comply with the provisions of Chapter  12 May 11,2015 Page 90 of202    159B, including. but not limited to, the provisions of $159B-10(b). if applicable, and $159B- 16.1(b). Power Agency shall cause a notice in writing to be given to the Member and the other Members which shall set out all the proposed revisions of the rates and the date upon which such revised rates shall become effective. The effective date shall not be less than forty (40) days after the date oft the notice except when required to assure compliance with thej provisions of Section 4 of this Agreement, and shall set forth the basis upon which the rates are proposed to be adjusted and established. Monthly changes in amounts billed pursuant to automatic adjustment clauses included in the rates and charges shall not require, notice, but changes in  such clauses shall be subject to the foregoing notice provisions.  (b) The obligations of the Member to make payments under Section 5 of this Agrecment for its Full Requirements Bulk Power Supply shall be an operating expense ofi its  Electric System.  (c) The Member shall not bc required to make any payments to Power Agency under this Agreement except from the Revenues ofi its Electric System. The Member covenants and agrees that it will fix, charge, and collect rents, rates, fees, and charges for electric power and cnergy and other services, facilities, and commodities sold, furnished, or supplied through the facilities of its Electric System at least sufficient to provide Revenues adequate to meet its obligations under this Agreement, any additional contract relating to supplying Full Requirements Bulk Power Supply by and betwecn Power Agency and the Member and its Debt Service Support Contract, and toj pay any and all other amounts payable from or constituting a charge and lien upon such Revenues, including, but not limited to, amounts sufficient to pay the principal of and interest on all general obligation bonds (ifa also payable from Revenues) and revenue bonds heretofore orl hereafter issued by the Member to finance its Electric System. Notwithstanding the foregoing, nothing set forth in this Agreement shall be construed to limit, constrain or affect in any way the legal rights and authority of the Member to design, set and implement rates, fees and charges for electric power and cnergy and other services to its retail and wholesale customers through the operation of the Member's duly authorized rate setting process so Iong as the Member's rates, fees and charges for electric power and energy and other services fully meet and comply with the Member's obligations set forth in this Section  6(c).  (d) The Member shall take no action the effect of which would be to prevent, hinder, ord delay Power Agency from the timely fulfiliment ofi its obligations under this Agreement, the Full Requirements Power Purchase Agreement, the NITSA and NOA, the Agreement for Transmission Use and Other Electric Service, the Bond Resolution, and the Bonds or other securities or evidences ofi indebtedness issued to provide the amounts due and payable between Power Agency and the Member relating to delivery facilities, or any other agrecment entered  into between Power Agency and any Member.  SECTION7. Obligations in the Event ofDefault.  (a) Upon failure of the Member to make any payment in full when due under this Agreement or to perform any obligation herein, Power Agency shall make demand upon the Member for payment or performance, and if said failure is not cured within fifteen (15) days from the date of such demand, it shall constitute a default under this Agreement at the  13 May 11,2015 Page 91 of202    expiration of such period, and notice of such default shall forthwith be given to the Member. Notice ofs such demand, and the default ifit occurs. shall be provided to the other Members by  Power Agency.  (b) If the Member shall fail to pay any amounts due to Power Agency under this Agreement, or to perform any other obligation hereunder which failure constitutes a default under this Agreement, Power Agency may terminate this Agreement. In cither such event, Power Agency shall forthwith notify such Member of such termination. Notice of such termination shall be given to the other Members of Power Agency. Except for such termination, the obligations of the Member under this Agreement shall continue in full force and effect. For purposes of applying the other provisions of this section, such termination shall  be considered to be a default under this Agreement.  (c) Any waiver at any time by either party to this Agreement ofi its rights with respect to any default of the other party hereto, or with respect to any other matter arising in connection with such Agreement, shall not be considered a waiver with respect to any  subsequent default, right, or matter.  (d) In the event of any default by Power Agency under any covenant, agreement, or obligation of this Agreement, the Member may, upon fifteen (15) days' prior written notice, bring any suit, action, or proceeding in law or in equity, including mandamus andi injunction, as may be necessary or appropriate to enforce any covenant, agreement, or obligation of this  Agreement against Power Agency.  (e) No remedy conferred upon or reserved to the parties hereto is intended to be exclusive ofa any other remedy or remedies available hereunder or now or hereafter existing at law, in equity, or by statute or otherwise, but each and every such remedy shall be cumulative and shall bei in addition to every other such remedy. The pursuit by either party of any specific remedy shall not be deemed to be an election of that remedy to the exclusion of any other or others, whether provided hereunder or by law, equity, or statute. Any delay by either party in the exercise of any remedy with respect to any matter arising in connection with this Agreement shall not constitute a waiver by such party of any right to later exercise such remedywith respect to the same or any other matter arising in connection with this Agreement. SECTION8. Deliveries; Delivery Facility Costs: Load Forecasts: System Reliability. (a) Full Requirements Bulk Power Supply shall be delivered to the high voltage side (b) In addition to the rates and charges for Full Requirements Bulk Power Supply, the Member, to the extent applicable. shall be responsible to Power Agency for all costs of delivery facilities, Power Agency's payments to DEP for Protection Station costs, leased facilities charges, net loss in salvage (as defined in the NITSA and NOA) of delivery facilities, capacitor costs and charges for reactive power, all pursuant to the NITSA and NOA, all such similar costs incurred by Power Agency pursuant to the Dominion NCP Transmission Agrememt.ifappisbis, and all other charges incurred by Power Agency at the request or on behalf oft the Member in accordance with Power Agency's established policies and guidelines.  ofthe Member's Delivery Point(s).  14 May 11,2015 Page 92 of202    The Member shall fulfill such cost responsibilityby: (i) payment to Power Agency of any costs to Power Agency relating to delivery of Full Requirements Bulk Power Supply to the Member's Delivery Point(s) and not included in the rates and charges of Power Agency for delivery of Full Requirements Bulk Power Supply, including, but not limited to, leased facilities charges; (ii) payment of any and all costs of ownership, operation, maintenance, renewals. replacements, and additions to delivery facilities owned by Power Agency but required to deliver Full Requirements Bulk Power Supply to the Member pursuant to a Delivery Facility Usc Agreement between Power Agency and the Member; (iii) payment of any and all costs of operation and maintenance, exclusive of renewals, replacements, and additions of delivery facilities owned by the Member and operated by Power Agency pursuant toa Delivery Facility Operating and Maintenance Agreement; and (iv) payment by any combination of the foregoing. Leased facilities charges for Members connected to the DEP and Dominion NÇP transmission systems will be calculated in accordance with Power Agency's Policy Guidelines for Leased Facilities Charges, as established and amended from  time to time by Power Agency.  (c) Delivery Point data sheets shall be completed for each Delivery Point. No revisions or modifications (other than necessary maintenance) of the delivery facilitics for Members shall be undertaken for the purpose oft modifying the characteristics of delivery from transmission facilities of DEP or Dominion NCP, as applicable, and/or of Power Agency set out on the Delivery Point data sheets unless prior agreement is obtained from Power Agency and DEP or Dominion NCP, as applicable, and revised Delivery Point Data Sheet(s) are first executed. Power Agency and each Member shall agree on the amount of firm capacity required at each such Delivery Point, taking into account the firm load expected to be served at such Delivery Point(s). A reasonable allowance will bei included if growth is anticipated. A Member shall not place loads on Delivery Point(s) in excess of the firm capacity amount(s) 5o agreed to and recorded on the Delivery Point Data Sheet(s) without Power Agency and the Member first negotiating a new Delivery Point Data Sheet. Pursuant to the NITSA and NOA, DEP has agreed with Power Agency that it shall not unreasonably withhold its agreement for an increase in the firm capacity amount. The Agreement for Transmission Use and Other Electric Service also includes provisions for modifications to existing Delivery Points. Delivery Points will be established and/or modified in accordance with the terms and conditions of the NITSA and NOA or the Dominion NCP Transmission Agreement and the Procedure for Establishing New Delivery Points adopted by Power Agency in accordance with the requirements of NERC Reliability Standard FAC-002-0, as each may be amended from time to time.  (d) Should a Member request more capacity at a Delivery Point than is reasonably necessary to serve the continuous load at that point for the purpose ofswitching load between Delivery Points, such capability will be provided by DEP pursuant to the NITSA and NOA. If additional transmission or other facilities are required, and payment by Power Agency of a leased facilities charge to cover the investment in any required additional transmission or other facilities is required, the Member shall agree to reimburse Power Agency for payment of such charge. In the altemative, Power Agency or a Member may provide such capability through its own facilities if Power Agency gives written notice to DEP sufficient to enable DEP to accommodate such an arrangement. Parallel operation, transfer of loads, emergency switching and other operations at or in connection with Delivery Points will be undertaken in accordance  with Section 5.0 ofthe NOA.  15 May 11,2015 Page 93 of202    (e) Prior to March 31 ofe each Contract Year, each Member shall assist Power Agency with development of projected capacity requirements at each Delivery Point for the next ten (IO) calendar years in order for Power Agency to fulfill in a timely manner its responsibilities tol DEP and to Dominion NCP, and its responsibilities to the Member hereunder. The projected capacity requirement shall be for the load reasonably expected to exist in the area served by each such Delivery Point. The proposed location, delivery voltage, and estimated capacity requirements of any new delivery point desired by the Member or Power Agency for the next The terms and conditions of the NITSA and NOA shall govem the size of loads connected to Delivery Points on, or extensions from, the 115kV or 230kV transmission system of DEP and the conditions upon which a Delivery Point may be connected to a DEP transmission  ten (10) calendar years shall also be delineated.  line.  (f) Subject to the terms and conditions of the NITSA and NOA, transmission line extensions shall be made to new Delivery Points for Members whose conductors connect with those of DEP (either directly or through Power Agency's facilitics) from a transmission line  which has adequate capacity to serve the additional load involved.  (g) In accordance with Section 3.5 of the Dominion NCP Transmission Agreement, Future Delivery Points on the Dominion NCP transmission system will be established pursuant to Prudent Utility Practices as defined therein. Future Delivery Points shall be established at 230kV or 115kV at the option of Dominion NCP, exercised consistent with Prudent Utility Practices, except in the case ofs small loads where Dominion NCP may agree to provide service  at lower voltage levels.  (h) The Member shall operate and maintain Delivery Points in a manner consistent with the terms and conditions oft the NOA. The Member shall avoid and refrain from any acts or transactions, or the use of any equipment, appliance, or device, which would (i) have a significant adverse effect upon the reliability or operating characteristics of the DEP or Dominion NCP systems, or the interconnected facilities of Power Agency or of its other Members, including, but not limited to, such adverse effects caused by the interconnection of, or the transfer of loads between, Delivery Points not made in accordance with the terms and conditions of the NOA, or (ii) interconnect the DEP or Dominion NCP systems through the systems of Power Agency or the Member with other power suppliers without agreement between Power Agency and DEP or Dominion NCP on reasonable measures or conditions, if any, for parallel operation. Each Member shall maintain a reasonable electrical balance  between the phases at each Delivery Point.  (i) Itise expressly understood and agreed that Power Agency does not hercby contract () The Member shall install, maintain, and operate such protective equipment and switching. voltage control, load shedding, and other facilities as shall be required in order to meet the requirements of DEP and Dominion NCP, as applicable, to assure continuity and adequacy of service and the stability oft the interconnected facilities of DEP or Dominion NCP and Power Agency and the other Members and to provide adequate protection for DEP's or  tof fumish Member electric power forj pumping water for extinguishing fires.  16 May 11,2015 Page 94 of202    Dominion NCP's facilities, and its services to other customers, against trouble originating on the clectric system of Power Agency or the Member. In addition, the Member recognizes and agrees to comply and to cooperate with Power Agencyi in complying, as applicable, (i) with the terms and conditions of the NITSA and NOA and the applicable NERC Reliability Standards, including, but not limited to, those related to system protection, load reduction, load shedding and load management and (ii) with any similar provisions applicable to Dominion NCP. (k) The Member shall provide promptly to Power Agency any and all information requested by Power Agency to permit Power Agency toj provide to DEP the information which DEP may request pursuant to the terms and conditions of the NITSA and NOA to carry out DEP's scheduling and dispatch function, including the telemetering of Delivery Point data and  other network planning and operation activities. SECTIONS 9. Member Planning and Operations.  (a) Power Supply Planning. The Member will keep Power Agency advised on matters relating to the Member's power supply planning, including, but not limited to, load  forecasts, proposed transmission additions, and new Delivery Points.  (b) Diligence. The Member will exercise diligence in the operation of its Electric System with the view of securing efficiency in keeping with Prudent Utility Practice, will construct its facilities in accordance with specifications at least equal to those prescribed by the National Electric Safety Code of the United States Bureau of Standards, and will maintain its lines at all times in a safe operating condition. Each Member will operate said lines in conformity with Section 8(h) of this Agreement. The. Member will use electric service equally  from the three phases as nearly as possible.  (c) Capacitors. Members whose conductors connect with those of DEP (either directly or through Power Agency's facilities) shall install capacitors and operate switched capacitors in accordance with the terms and conditions of the NITSA and NOA. In the altemative, Power Agency may install such capacitors, or cause such capacitors to be installed, ton maintain the required power factor, and such Member will reimburse Power Agency for the costs and expenses it incurs in connection therewith. Power Agency may (i) require each Member whose conductors connect with those of Dominion NCP (either directly or through Power Agency's facilities) to install on its distribution system sufficient capacitors or other facilities to maintain at the time of Dominion NCP's monthly peak a power factor of 92% or higher, or any future power factor established by Dominion NCP, at each of that Member's Delivery Points, or (ii) in the altemative, install facilities to maintain such power factor, and such Member will reimburse Power Agency for the costs and expenses it incurs in connection therewith. Any such costs or expenses incurred by Power Agency pursuant to arrangements with Dominion NCP shall be reimbursed by the Member which caused such costs or expenses  tol be incurred.  (d) Access. Power Agency and the Member each will give the other the right to enter the premises of the other, and the Member will give DEP or Dominion NÇP the right to enter the Member's premises, at all reasonable times for the purpose of repairing or removing  17 May 11,2015 Page 95 of202    facilities, reading meters, or performing work incidental to delivery and receipt of Full  Requirements Bulk Power Supply.  (e) Compliance. The Member will be subject to and will comply with all applicable terms and conditions set forth in those tariffs, rate schedules and contracts which affcct Power SECTION10. Disposition of Electric Systems. The Member covenants and agrees that its shall not sell, mortgage, lease or otherwise dispose of or encumber its Electric System or any part thereof except as permitted by any ofthe following provisions oft this Section I0:  Agency and the Member.  (a) The Member may, in the ordinary course of the business of operating and maintaining its Electric System, scrap, trade-in, sell or otherwise dispose of any property or equipment ift the Member determines that (i) such property or cquipment is surplus, obsolete or otherwise not required for the operation and maintenance ofi its Electric System, and (it) the original cost of all property and equipment disposed ofp pursuant to this subparagraph (a) in any fiscal year of the Member is less than the greater of $25,000 or two percent (2%) of the gross plant investment of the Electric System as reported on the books for the Electric System as of the end ofthe most recent fiscal year oft the Member for which such figure is available.  (b) The Member may sell, lease, mortgage or otherwise dispose of or encumber any property and equipment (i) if and to the extent permitted by N.C.G.S. Section 160A-20, as the same may be amended from time to time, or (ii) ift the Member determines, with the written concurrence of Power Agency (which concurrence shall not be unreasonably withheld), that, taking into account past and current operating results of its Electric System and any replacements or intended replacements for such property and equipment to be disposed of, the proposed action will not have a material adverse effect on the Revenues or the operation of its Electric System, or materially increase the operating and maintenance expenses ofits Electric  System.  (c) The Member may sell or otherwise dispose ofi its Electric System to one or more other Members, or merge or consolidate its Electric System with the Electric System or Systems of one or more other Members, provided that the purchasing or surviving Member(s), as the case may be, shall have assumed all of the transferor Member's duties and obligations hereunder and under the transferor Member's Debt Service Support Contract,  (d) The Member may merge or consolidate with, or be merged or consolidated into, one or more units of local govemment which shall have assumed all of the Member's duties and obligations hereunder. in which event such Member shall be relieved from all such duties and obligations, but only if(i) this Agreement. shall have been assigned to such unit(s) oflocal govemment, which shall have assumed all of the transferor Member's duties and obligations hereunder, and (ii) the Local Government Commission of North Carolina shall have determined that after such merger or consolidation the survivor unit(s) oflocal govemment will  have the ability to meet the obligations of such Member hereunder.  (e) The Member may sell or otherwise dispose of its Electric System to any other Person but only ifthe Member (i) has assigned and transferred this Agreement and all interests  18 May 11,2015 Page 96 of202    herein to the transferec Person who has assumed all of the transferor Member's duties and obligations hereunder, and (ii) has terminated its Debt Service Support Contract pursuant to the provisions of Section 13 of the Debt Service Support Contract; provided, however, that prior to any sale or other disposition pursuant to this subsection (e), Power Agency shall have detenmined that such sale or other disposition will not increase the cost of power and energy under the Full Requirements Power Sales Agrecment of any other Member: and provided further, however, that if the transferee Person is DEP, or a subsidiary or Affiliate of DEP, this Agreement shall bei terminated and not assigned and transferred and DEP shall have agreed to (a) exclude the transferor Member's load from the calculation of Power Agency's Hourly Demand under the Full Requirements Power Purchase Agreement, and (b) delete the transferor  Member's Delivery Points from the NITSA and NOA.  (f) In the event of a sale or other disposition permitted by subsection (c) of this Section 10, or a merger or consolidation permitted by subsection (c) and (d) oft this Section 10, the Member shall provide to Power Agency a counsel's opinion, satisfactory in form and substance to counsel to Power Agency, that (i)i in the event of a sale or other disposition, the transferee has assumed and become liable for the duties and obligations of the transferor Member under this Agreement and the transferor Member's Debt Scrvice Support Contract, or (ii) in the event of a merger or consolidation, that following such merger or consolidation the Electric System or unit of local govemment, as the case may be, surviving such merger or consolidation shall remain or shall have become subject to this Agreement and the transferor Member's Debt Service Support Contract and liable for the duties and obligations of the Member hereunder and thereunder to the same extent that such Electric System or Member had been sO subject prior to such merger or consolidation. In the event of a sale or other disposition permitted by subsection (e) of this Section 10 (other than a sale or disposition to DEP or a subsidiary or Affiliate of DEP), the Member shall provide to Power Agency a counsel's opinion, satisfactory in form and substance to counsel to Power Agency, that the transferee has assumed and become liable for the duties and obligations of the transferor  Member under this Agreement.  (g) Nothing contained in the foregoing subsections (a) through (f) of this Section IO shall be deemed to authorize a Member to mortgage or encumber all or substantially all ofthe  properties ofits Electric System.  SECTIONII. Miscellancous General Provisions.  (a) Character and Continuityofs Service. Power Agency shall use its reasonable best efforts to enforce the terms and conditions of the Full Requirements Power Purchase Agreement, the NITSA and NOA and the Dominion NCP Transmission Agreement, and the terms and conditions of any other similar agreement(s) with other parties for Full Requirements Power Agency may temporarily interrupt or reduce deliveries of electric energy to the Member if Power Agency determines that such interruption or reduction is necessary in case of emergencies, to meet any. regulatory compliance or reliability directives or in order to install equipment in or make repairs to or replacements, investigations, and inspections of or to perform other maintenance work on its generation or transmission facilities and related apparatuses. After  Bulk Power Supply.  19. May 11,2015 Page 97 of202    informing the Member regarding any such planned interruption or reduction, giving the reason therefor, and stating the probable duration thereof. Power Agency will, to the best of its ability and if sufficient time is available, schedule such interruption or reduction at a time which will  cause the least interference with the operations oft the Members.  Power Agency shall not be required to provide, and shall not be liable for failure to provide, service under this Agrcement when such failure or the cessation or curtailment of or interference with the service is caused by Force Majeure or, with respect to the services to be provided for Full Requirements Bulk Power Supply, is caused by the inability of Power Agency to obtain any required governmental approvals to enable Power Agency to acquire or construct  any facilities.  (b) Metering. Electric capacity and energy delivered by Power Agency to Members' Delivery Points connected to the DEP transmission system will be measured by meters installed at such Members' Delivery Points. The installation, operation, maintenance, repair and replacement of all metering equipment located at Delivery Points connected to the DEP transmission system will be performed by DEP pursuant to the NITSA and NOA. Electric capacity and energy delivered by Power Agency to Members' Delivery Points connected to the Dominion NCP transmission system will be measured by meters installed at such Members' Delivery Points, and such measurements will be transmitted to the point of interconnection between the DEP transmission system and the Dominion NCP transmission system pursuant to the Telemetry and Metering System Services Agreement. The installation, operation, maintenance, repair and replacement of all metering equipment located at Delivery Points connected to the Dominion NCP transmission system will be performed pursuant to the  Dominion NCP Transmission Agreement.  (c) Power Deliveries. Power and energy furished to the Member under this Agreement shall be in the form of three phase current, alternating at a frequency of  approximately 60 Hertz.  (d) Effect_ of PURPA. Power Agency shall endeavor to provide the Member with capacity and energy, or transmission services, as required by the provisions of Section 210 of the Public Utility Regulatory Policies Act of 1978 (16 USC 824a-3) and its implementing regulations ("PURPA Requirements") in connection with the service ofloads by the Members pursuant to the PURPA Requirements. In connection with the purchase by a Member of capacity and energy from a PURPA Qualifying Resource that (i) has a nameplate capacity below 500 kW, Power Agency shall provide the Member a billing credit, on a monthly basis, equal to the Power Agency'savoided cost rate, as the same may be amended from time to time, and (ii) has a nameplate capacity at or above 500 kW, Power Agency shall provide the Member a billing credit. on a monthly basis, equal to the rate that such PURPA Qualifying Resource would receive pursuant to the terms and conditions of DEP's applicable North Carolina filed rate tariff (the "Applicable Rate") applied to the energy and capacity, if applicable, from such PURPA Qualifying Resource. The capacity and energy generated by such PURPA Qualifying Resources shall be added to the Member's Delivery Point metered loads for purposes ofo determining the monthly billing demand and energy for the Member. For a PURPA Qualifying Resource having a nameplate capacity at or above 500 kw, the Applicable Rate shall be either: (a) the energy-only rate under DEP's North Carolina filed rate  20 May 11,2015 Page 98 of202    tariff that the PURPA Qualifying Resource would be eligible to receive from DEP for facilities not directly interconnected with DEP, or (b) the energy and capacity, if applicable, rates that such facility would be eligible to receive from DEP, based on DEP's PURPA avoided cost rates, as determined by DEP in its sole discretion in accordance with Section 4.4.2 oft the Full  Requirements Power Purchase. Agreement.  (e) LiabilityofParties Neither Power Agency nor the Member shall be responsible for the transmission, control, use or application of electric power provided under this Agreement on the other side oft the Point ofConnection (hereinafter defined) therefor and shall not, in any event, be liable for damage or injury to any Person or property whatsoever arising, accruing, or resulting from, in any manner, the receiving, transmission, control, usc, application, or distribution by Power Agency or the Member ofs said electric power. Where Power Agency or the Member has facilities and equipment located on the premises of the other party, the party owning the premises shall permit no one but the other party's authorized representatives to have access to or handle those facilities and equipment. Each party shall indemnify, hold and save harmless the other party for any loss or damage to that other party's premises caused by or arising out of the negligence of the party owning the facilities and equipment, or its representatives, while on the premises of the other party. Each party shall indemnify, hold and save harmless the other party from and against any and all legal and other expenses, claims, costs, losses, suits or judgments for damages, injuries to or death of Persons, or damage to or destruction of property, arising in any manner directly or indirectly by reason ofa acts of negligence of either party's authorized representative while on the premises of  the other party under the right of access provided in this Section II(e).  Power Agency and the Member shall indemnify, hold and save each other harmless from any and all loss or damage sustained, and from any and all liability to any Person or property incurred by the other (the indemnified party), by reason of any act or performance, or failure to act or perform, on the part of the other (the indemnifying party) or its officers, agents, or employees, in constructing, maintaining or operating the indemnifying party's apparatus, appliances or other property, or in the transmission, control, or application, redistribution, delivery, or sale of said power and energy on the indemnifying party's side of said Point of Connection. Whenever any claim is made against either party, whether the indemnified party or the indemnifying party, the party against whom the claim is made shall give notice to the other party within ai reasonable time after the party against whom the claim is made becomes aware of any facts which could reasonably cause it to conclude that the claim is covered by this indemnification. Except as otherwise specifically provided in this Section II(e), such indemnification shall hold harmless the indemnified party, its officer, agents or employees, from and against any and all liability and any and all losses, damages, injuries, costs and expenses, including expenses incurred by the indemnified party, its agents, servants or employees, in connection with defending any claim or action, and including reasonable attomeys" fees incurred ors suffered by the indemnified party, its officer, agents or employees, by reason of the assertion of any such claim against the one indemnified, its officer, agents or employees. The indemnification provided for in this Section II(e) shall not cover the following expenses: (1) the expense ofi investigating any claim prior to the time that notice is given to the other party that said claim is covered by this indemnification; (2) compensation for time of employees of the indemnified party spent in defending any action; and (3) attorneys' fees incurred by an  21 May 11,2015 Page 99 of202    indemnified party after an indemnifying party has assumed the defense of an action as provided in this Section 1I(e). At any time, the indemnifying party may, at its option, assume on behalfof the indemnified party, its officer, agents and employees, after written notification by the indemnified party of the existence of such a claim, the defense of any action at law or in equity which may be brought against the indemnified party, its officers. agents or employees. The indemnifying party, regardless ofwhether it assumes the defense of any such action, will pay on behalf ofthe indemnified party, its officer, agents or employees, the amount ofany judgment that may be entered against the indemnified party, its officer, agents or employees, in any such  action.  If, pursuant to the provisions of the Full Requirements Power Purchase Agreement, Power Agency is liable to DEP for any loss or damage sustained or any liability to any Person or property incurred by DEP by reason of any act or performance, or failure to act or perform, by the Member, its officers, agents or employees, then the Member shall reimburse Power Agency  for any costs or expenses incurred in connection therewith.  In the event that a Member sustains any loss or damage or incurs any liability to any Person or property by reason of any act or performance, or failure to act or perform, by DEP, its officers, agents or employees, then Power Agency shall indemnify and hold harmless such Member from and against such loss, damage or liability; provided, however, that Power Agency shall not be required to indemnify and hold harmless such Member from and against such loss, damage or liability unless Power Agency shall be entitled to reçover from DEP the amount of  anyindemnifitcation sought by the Member pursuant to this paragraph.  The term "Point of Connection" as used in this Section 11(e) shall mean any point at which the conductors owned by a Member connect with the conductors owned by any other entity, including Power Agency, for the purpose of delivering electric power to the Member in  accordance with the provisions oft this Agreement.  (f) NoA Adverse Distinction. Power Agency agrecs that there shall be no pattern of adverse distinction and no pattern ofundue discrimination in carrying out its obligations under  this Agreement relating to the Member as compared to the other Members.  (g) Other Terms and Conditions. Service hereunder shall bei in accordance with such other terms and conditions as are established as part of Power Agency's service rules and regulations, which shall not bei inconsistent with the provisions oft this Agreement.  (h) Notices and Computation ofTime. Any notice or demand given by the Member to Power Agency under this Agrcement shall be deemed properly given ifmailed postage prepaid and addressed, or clectronically mailed, to the chief executive officer of Power Agency at its principal office or electronic mail address designated in writing filed with the Members by Power Agency. Any notice, demand, budget, or statement given or rendered by Power Agency to the Members under this Agreement shall be deemed properly given or rendered if mailed postage prepaid and addressed, or electronically mailed, to the Person and at the address designated in writing filed with Power Agency by the Member. The designations of the name and address to which any such notice or demand is directed may be changed at any time and  from time to time by either party giving notice as above provided.  22 May 11,2015 Page 100of202    In computing any period of time prescribed or allowed under this Agreement, the day of the act or event after which the designated period oft time begins to run is not to be included. The last day oft the period sO computed is to be included, unless it is a Saturday, a Sunday, or a legal holiday in North Carolina, in which event the period runs until the end of the next day which is  not a Saturday, a Sunday, or al legal holidayi in North Carolina.  SECTION 12. Future Members. It is expressly understood that nothing herein shall preclude other future Members from contracting with Power Agency for planning, procuring,  and providing such other future Members' bulk power supply.  SECTION13. Records: Accounts; Reports: Audits. Power Agency shall keep accurate records and accounts for any projects owned or controlled by Power Agency and for Full Requirements Bulk Power Supply, separate and distinct from its other records and accounts. Such records and accounts shall contain information supporting the allocation of Power Agency's indirect costs associated with any projects owned or controlled by Power Agency and with Full Requirements Bulk Power Supply. Such records and accounts shall be audited annually by a firm ofindependent certified public accountants, experienced in electric utility accounting and of national reputation, to be employed by Power Agency. Such records and accounts and such annual audit, including all written comments and recommendations of such accountants, shall be made available for inspection at any reasonable time by the Member at the principal  office ofl Power Agency.  The Member shall keep accurate records and accounts for its Electric System, separate and distinct from its other records and accounts. Such records and accounts shall be audited annually by a firm of certified public accountants or by an accountant approved by the Local Govemment Commission of North Carolina as qualified to audit Local Government accounts who has no personal interest, direct ori indirect, in the fiscal affairs of the municipal government ora anyofits officers, which audit may be part ofthe annual audit ofthe accounts oft the Member. Such records and accounts shall be made available for inspection by Power Agency at any reasonable time, and a copy of such annual audit, including all written comments and recommendations of such accountants, shall be furnished to Power Agency not later than one  hundred eighty (180) days after the close ofthe Member's fiscal year.  Power Agency shall, following the close of each fiscal year, submit an annual report of its activities for the preceding year to the Members, to the North Carolina Utilities Commission, and to the Local Government Commission ofl North Carolina. Each such report shall set forth a complete operating and financial statement covering the operations ofPower Agency.  SECTION 14. Modification and Uniformity of Contracts. This Agreement shall not be subject to termination by either party hereto under any circumstances whether based upon the default of the other party under this Agreemerit, or any other agreement, or otherwise, except as specifically provided in this Agreement. Ifany other Full Requirements Power Sales Agreement is amended or replaced, so that it contains terms and conditions different from those contained in this Agreement, Power Agency shall notify the Member and, at the option of the Member and upon timely request, Power Agency shall amend this Agreement to include similar terms and  conditions.  23 May 11,2015 Page 101 of202    SECTION 15. Assignment of Apreement. Except as provided in Scction 10 of this SECTION 16. Severability. If any section, paragraph, clause, or provision of this Agreement shall be finally adjudicated by a court of competent jurisdiction to be invalid, the remainder of this Agreement shall be unaffected by such adjudication and all of the remaining provisions of this Agrecment shall remain in full force and effect as though such section, paragraph, clause or provision or any part thereof sO adjudicated to be invalid had not been included herein. In the event of any such invalidity, the parties hereto shall promptly negotiate in good faith valid new provisions to restore the. Agreement to its original intent and effect.  Agreement, this Agreement shall not be transferred or assigned.  Notwithstanding the invalidity or unenforccability of any or all other provisions of this Agreement, the provisions of this Agreement in respect of the Member's obligation to pay its Member's Share ofMonthly Support Costs shall remain in full force and effect,  SECTION 17. Applicable Law; Construction. This Agrecment is made under and shall be governed by the law oft the State ofNorth Carolina without regard to principles of conflicts of laws. Headings herein are for convenience only and shall not influence the construction of this  Agreement.  SECTION 18. Survivorship of Obligations. The termination of this Agreement shall not discharge any party hereto from any obligation it owes to the other party under this Agreement by reason of any transaction, loss, cost, damage, expense, or liability which shall occur or arise (or the circumstances, events, or basis of which shall occur or arise) prior to such termination. It is the intent of the parties hereby that any such obligation owed (whether the same shall be known or unknown at the termination ofthis Agreement or whether the circumstances, events, or basis of the same shall bel known or unknown at the termination oft this Agreement) shall survive  the termination oft this Agreement.  SECTION 19. No Delay. No disagreement or dispute of anyl kind between the parties to this Agreement or between any party and any other entity, concerning any matter, including, without limitation, the amount of any payment due from said party or the correctness of any billing made to the party, shall permit the said party or either of them, to delay or withhold any payment or the performance by any party of any other obligation pursuant to this Agreement. Each party shall promptly and diligently undertake to resolve such disagreement and dispute  without undue delay.  SECTION 20. Further Documentation. From time to time after the execution of this Agreement, the parties hereto shall within their legal authority execute other documents as may  be necessary, helpful, or appropriate to carry out the terms of this Agreement.  SECTION 21. Incorporation of Exhibits. All Exhibits attached to this Agreement shall  be incorporated into and be aj part oft this Agreement.  SECTION 22. Continuançe and Enforcement of Agreement.  24 May 11,2015 Page 102 of202    (a) Except as provided in Section 7(b) of this Agreement. Power Agency shall continue this Agreement in full force and effect and shall enforce this Agreement in  accordance with its terms to the extent permitted by law.  (b) The failure of a party to enforce at any time any of the provisions of this Agreement or to require at any time performance by the other party of any of the provisions of this Agreement shall in no way be construed to be a waiver ofs such provisions. nor in any way to affect the validity oft this Agrecment or any part thercof, or the right ofs such party thereafter SECTION 23. Relationship to Other Instruments. Iti is recognized by the parties hereto that Power Agency must comply with the requirements of the Bond Resolution, and it is therefore agreed that this Agreement is made subject to the terms and provisions of the Bond  to enforce each and every such provision.  Resolution.  SECTION:24. Counterparts: Electronic Signatures. This Agreement may be executed in any number of counterparts and by different partics hereto on separate counterparts, cach of which counterparts, taken together, shall constitute but one and the same Full Requirements Power Sales Agrecment. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement and, when printed from electronic files, ifintroduced as evidence in any, judicial, arbitral, mediation or administrative proceeding, will be admissible as between the parties to the same extent and under the same conditions as other original business records created and maintained in documentary form. For purposes of this Agreement, "electronic signature" means a manually-signed original signature that is then transmitted by electronic means, and "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a "pdf" (portable document format) or other replicating image attached to an e-  mail message.  SECTION: 25. Entire Agreement. This Agreement shall constitute the entire understanding among the parties hereto, superseding any and all previous understandings, oral or written, pertaining to the subject matter contained herein. No party hereto has relied, or will rely, upon any oral or written representation or oral or written information made or given to such party  by any representative oftl the other party or anyone on its behalf.  SECTION 26. Preaudit. Execution of this Agreement by the finance officer of the Member shall constitute a certification of such finance officer that, to the extent this Agreement requires the Member to satisfy a financial obligation during the Member's fiscal year in which the Effective Date occurs, this Agreement has been preaudited in the manner required by the  N.C. Local Govemment Budget and Fiscal Control Act.  [Balance of Page Intentionally Left Blank; Signature Page Follows.]  25 May 11,2015 Page 103of202    IN WITNESS WHEREOF, the parties hereto have executed this Agreement all by  authority of their respective goveming bodies duly given.  Executed this  dayof  2015.  CITY OF WASHINGTON  By:  Mayor  Attest:  For purposes of Section 26 only:  City Clerk  Finance Officer  (SEAL)  Executed this  day of  2015.  NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  By:  Chief Executive Officer  Attest:  Assistant Secretary  (SEAL)  [Signature Page ofl Full Requirements Power Sales Agreement]  26 May 11,2015 Page 104 of202    Exhibit A  Network Integration Transmission Service Agreement  and  Network Operating Agreement  between  Duke Energy Progress, Inc.  and  North Carolina Eastern Municipal Power Agency  A-L May 11,2015 Page 105of202    Duke Energy Pragress. Inc FERC FPA Electric Tariff Open Access Transmission Tariff Service Agreement Na: 268 NITSA: and NOA with NCEMPA Effective. July 1,2014 Option Code' A  NETWORK INTEGRATION TRANSMISSION SERVICE AGREEMENT  AND BETWEEN AND  NETWORK OPERATING AGREEMENT DUKE ENERGY PROGRESS, INC.  NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  May 11,2015 Page 106 of202    NCEMPANITSA Page tof20  SERVICE AGREEMENT FOR  NETWORK INTEGRATION IRANSMISSION SERVICE 1.0 This Service Agreement, dated as ofApril 30, 2008. is entered into, by and between Duke Energy Progress, Inc., formerly known as Carolina Power & Light Company, (d/b/a Progress Energy Carolinas, Inc.), with its principal offices located at 410 S. Wilmington Street, Raleigh, North Carolina 27601, (Transmission Provider" or" "DEP"), and North Carolina Eastern Municipal Power Agency, with its principal offices located al 1427 Meadow' Wood Blvd, Raleigh, NC: 27604 (Transmission Customer" or "NCEMPA"). 2.0 The Transmission Customer has been determined by the Transmission Provider to have submilted a Completed Application for Network Integration Transmission Service under fhe Open Access Transmission Tariff of Duke Energy Progress, 3.0 The' Transmission Customer has met the creditworthiness standards of Section 11.2 of the Tariff. In the event that Transmission Customer does not take service for any reason, the Transmission Provider will provide Transmission Customer 4.0 Service under this Service Agreement. shall commence on the later of (1); July1, 2008, or (2) the date on which construction of any Direci Assignment Facilities and/or Network Upgrades are completed, or (3) such other date as I is permitied 5.0 The Transmission Provider agrees to provide and the Transmission Customer agrees to take and pay for Nelwork Integration Transmission Service In eccordance with the provisions of Part III ofthe Tarlif and this Service 5.1 The Transmission Customer is responsible for replacing Reall Power Losses assoclated with all transmission service in accordance with NCEMPAI has initially arranged, through its contracis with Duke Energy Progress, Inc. (DEP"), fori the supply of Real PowerLosses associated with ils transmission service in accordance with Section 28.5 of the Tariff,  Inc. (the "Tarifr).  with a statement identifying the costs Incurred.  to become effeclive by! the Commission.  Agreement.  Section 2B.5 oft the Tariff.  May 11,2015 Page 107 of202    NCEMPAR NITSA Page 20f20  6.0 Any notice or request made to or by either Party regarding this Service Agreemen! shall be made to the representative of the olher Party as indicated below.  Transmission Provider: Sammy Roberls Duke Energy Progress, Inc. 3401 Hillsborough Street Raleigh, NC 27807 Phone; (919) 546-587B Fax: (e10) 546-4048 Transmission Customer: Roy. Jones, COO ElectriCHies of North Carolina, Inc. 1427 Meadow Wood Blvd. Raleigh, NC 27604 uoneeeledrelles.onp  Director, Power System Operations Carolinas  7.0 The' Tariff, Specifications for Network Inlegration Transmission Service and the Network Operating Agreement, all of which may be amended from time: to time, 8.0 Service under this Service Agreement will be subject to some combination of the  are incorporated herein and made a part hereof. agreed-upon charges detailed below: 8.1 Transmission Charge:  In each month, Transmission Customer's charge for transmission service shall be determined in accordance with Attachment H of the Terift. For purposes of applying the provisions of Attachment H, the Transmission Customer's "Network Load" shall be determined as follows; Network Load = TCCP-SEPAJ/(1.0-TLF)) + 50MW "TCCP" for any month is the aggregate of the 60-minute integrated metered demands recorded at (or, ifthe melering location is remote from the Delivery Polnt, compensated to) the Transmission Customer's Delivery Points during the hour oft the month in which the greatest load was imposed on the Transmission Providers Transmission System. "SEPA" is the sum of the preference customer Southeastern Power Administration ("SEPA") capacity allocations of Transmission Customers "TUP is the approved Transmission Loss Factor (expressed as a decimat amount) for the Transmission Provider's Transmission System.  where:  municipal participants.  May 11,2015 Page 108 of202    NCEMPA NITSA Page 3 of20  82 Ancillary Services Charges:  1  Scheduling. System Control and Dispatch Service The charges for Scheduling, System Control and Dispatch Service shall be per Schedule 1 of the Tariff. The Transmission Gustomer's load for purposes of computation of the Scheduling. System Contro! and Dispatch Service, shall include tho Customer's coincident peak load reduced by the Cuslomer's allocation of capacity from the Southeastern Power Administration ("SEPA"). plus the associated DEP transmission Reactive Supply and Vollage Control from Generation Sources The charges for Reactive Supply and Vollage Control from Generation Sources Service shall be per Schedule 2 of the Tariff. The Transmission Customer's load used for the purposes of calculating the charges for Reactive Supply and Voltage Control from Generation Sources Service shall include the Customer's coincident peak load reduced by the Customer's allocation of capacity from the Southeastem Power Administration ("SEPA"), plus the associaled DEP transmission system losses minus the Transmission Customer's Retained Capaclily (as identified in Section 3.0(1) of the Specifications for Network Integration Regulation and Frequency Response Service The charges for Regulation and Frequency Response Service shall be per Schedule 3 of the Tarift. The Transmission Customer has initially made aitemative comparable arrangements to satisfy its Regulation and Frequency Response Service obligation through its @ 1981 Power Coordination Agreement with DEP (the "1981 PCA), and () Supplemental Load Agreements with DEP dated December 23, 2002 and February 25, 2005, The charges for Energy Imbalance Service shalll be per Schedule 4 ofthe Tariff. The Transmission Customer has initiaily made altemative comparable arrangements to satisfy its Energy imbalance Service obligation through ils 0 1981 Power Coordination Agreement with DEP (the "1981 PCA). and (i) Supplemental Load Agreements wilh DEP dated December: 23,  system losses. Service  2  Transmission Service).  3  Energy Imbalance Service  2002 and February 25. 2005.  May 11,2015 Page 109 of202    NGEMPANITSA Page 4 oi20  5  Operating Reserve Spinning Reserve Service  The charges for Operating Reserve Spinning Reserve Sorvice shall be per Schedule 5 of the Tariff. The Transmission Customer has initially made allemative comparabie arrangements to satisfy its Operating Reserve Spinning Reserve Service obligation through is 0 1981 Power Coordination Agreement with DEP (he "1981 PCA"), and (n Supplemental Load Agreemenis with DEP dated December 23, 2002 and February 25, 2005. Operaling Reserve Supplemental Reserve Service The charges for Operating Reserve Supplemental Reserve Service shall be per Schedule 6 of the Tariff. The Transmission Customer has inilially made allemative comparable arrangements to satisfy Rs Operating Reserve Supplemental Reserve Service obligation through ils @) 1981 Power Coordination Agreement with DEP (the "1981 PCA), and @) Supplemental Load Agreements wilh DEP dated December 23, 2002 and February 25, 2005.  9.0 Nothing contained herein shall be construed as affecting In any way the Transmission Provider's right to unilaterally make application to the Federal Energy Regulatory Commission, or olher regulatory agency having. jurisdiction, for any change in the Tariff or this Service Agreement under Section 205 ofthe Federal Power Acl, or other applicable stalute, and any rules and regulations promulgated thereunder; or the Transmission Cuslomer's rights under the Federal Power Act and rules and regulations promuigated thereunder. 10.0 The Transmission Customerwill be responsible for Delivery Facililies Charges. Distribution Substation Service charges, Redispatch cost, Network Upgrade, and/or Direct Assignment Faciflies cost under this agreement as follows: Delivery Facilities Chares calculated as set forth in Attachment B-1 to the Specifications for Network Integration Transmission Service.  May 11,2015 Page 110of202    NCEMPANITSA Page! 5 of20  INWITNESS WHEREOF, the Parties have caused this Service Agreoment to be  exccutod by their respective authorized officials.  Transmission Provider:  Is/ K. R. Wilkerson  04/28/08 Date  By: Name:  K.R.V Wilkerson  Tile: Direclor, Power System Operations - Carolinas Progress Energy Carolinas, Inc.  Transmission Customer:  Is! Kenneth M. Raber  04/25/08 Dale  By; Name:  Kenneth M. Raber Title: Sr. VP ElectriCities Services INCEMPA ElectriCities of North Carolina, Inc.  May 11,2015 Page 111 of202    NCEMPANITSA Page 6 of20  SPECIFICATIONS FOR  NETWORK INTEGRATION TRANSMISSION SERVICE  1.0 Term of Transaction: Start Date:  July 1, 2008  Termination Date: This Service Agreement shall rollover automalically at the end  of each calendar year unless terminalion notice is provided by either party to the other parly no later than April 1 oft the year that it wishes to terminale or change this agreemen!. In the event the nolice of1 termination Is provided, ihis Agreement will terminate at the end of the calendar year in which nolice  is provided.  2.0 Description of capacily and energy to be transmitted by Transmission Provider including the electric Control Area in which the transaction originates. The' Transmission Customer has capacity and energy pursuant to 1) agreements with Duke Energy Progress, Inc. with capacity and energy made available in the DEP Eastem control area, 2) an agreemen! with Southeaster Power Administration (SEPA) with capacily and energy originating from SEPA's Kerr hydroelectric project ini the Dominion' Virginla Power control area, 3) agreements with the Town of Edenton and the City of Elizabeth Cily with capacily and energy originating from munopalty-owned generation physically located in the (1) Transmission Customer Generation Owned or Leased:  Dominion Virginia Power control area.  3.0 Nelwork Resources  Retained Capacily (as defined In the 1981 PCA) associated wilh NCEMPA's ownership interests In Brunswick Units 1 and 2. Harris Unit1. Roxboro Unit 4, and Mayo Unit 1 (collectively referred to as the "Initial Projeci Resources"). These resources are jointly owned with and  aperated by DEP. Unit Brunswick 1 18.33% Brunswick: 2 18.33% Hanris Roxbaro 4 Mayo Total  Ownership % 16.17% 12.94% 16.17%  Capacity (MV 171.935 170.836 145.530 90.321 117.556 696.178  May 11,2015 Page 112of202    NCEMPANITSA Page7of20  (2) Transmission Customer Generation Purchased:  (a) The purchase of approximately 29 MW of capacily and associaled energy from the Kerr hydroclectric project located In the Dominion Virginia Power control area, operated by the U.S. Army Corps of Engineers, and markeled by the Southeastern Power Administration ("SEPA"). Allhough considered a Network Resource for purposes of this Service Agreement, SEPA reimburses the Transmission Provider for transmission service under a separate Service Agreement. Consequently, SEPA allocations will be subtracted from the Transmission Customer's Network Load for purposes of delermining charges pursuant to paragraph 8.0 of this Service Agreement. (b) The purchase of capacity and energy from DEP pursuant to Arlicle 7 of the 1981 PCA to replace capacity and energy from Initial Project Resources when any portion thereof is not available or is subject to a dispatch related reduction ("Backstand" or Replacement Energy"). Backstand and Replacement Energy is supplied by DEP's system of generating and purchased resources and is delivered to the DEP-East Control Area. The term of the 1981 PCA exdends to the later of 0 January 1, 2032, or (i) upon the date on which the last Initial Project (c) The purchase by NCEMPA of approximately 8 MW of capacity and associated energy pursuant to an agreement daled March 29, 1888 between NCEMPA and the Town of Edenton and an agreement dated March 24, 1988, between NCEMPA and the Cly of Elizabeth Cily (colleclively, the "Diesel New Resources). These resources are physically located in the Dominion Virginia Power control area. (d) The purchase of capacily and energy from DEP pursuant to the Agreements between NCEMPA and DEP applicable to Supplemental Load daled December 23. 2002 and February 25, 2005 (the "Supplementel Load Agreements). which obligate DEP to provide capacity and energy to meet all remaining load of NCEMPA not met by olher resources. Supplemental Capacity and Energy under the Supplemental Load Agreements Is supplied by DEP's system of generating and purchased resources and Is delivered to the DEP-East Control Area. The Supplemental Load Agreements obligate DEP to supply such capacily and energy through December 31, 2017. (e) Effective January 1, 2018: The purchase of capacity and energy from DEP pursuant to an Agreement between NCEMPA and DEP applicable to Supplemental Load dated October 31, 2011 (the "Power Supply Agreement"), which obligates DEP to provide capacily and energy to meet all remaining load of NCEMPA not met by other resources. Supplemental Capacity and Energy under this Agreement is supplied by DEP's syslem of generating and purchased resources and is delivered lo the DEP-East Control Area. This Power Supply Agreement obligates DEP lo supply such capacily and energy through  Resource Is retired.  December 31, 2031.  May 11,2015 Page 113 of202    NCEMPANITSA Page Bof20  Total Nelwork Resources = (1)+ (2) = Transmission Customer's Tolal Network Load  4.0 Network Load  (1) Transmission Customer Nelwork Load:  Sec Attachment A-1 for a list of the Transmission Customer's Delivery Points and the 10-year forecast for each. Detailed information about each of the Transmission Customer's Delivery Points shall be set forth in Delivery Point Data Sheets, execuled by the Parties, substantially in the form set forth in Attachment. A-2. Iniliation of a new Delivery Point, or changes tot the configuration of or investment in existing Delivery Points, shall require execution of an appropriately modified Delivery Point Data  Sheet.  (2) Total Network Load at time of most recent annual peak load:  Season (Date - Hour Ending) Summer: 2007 08212007-HE15) Winter 2007 (02/06/2007-HE10  Total Network Load KNI 1,626,015 1,283,024  5.0 Power Factor Requirements  The power factor requirements appliçable to Transmission Customer's Delivery Points shall be as set forth in the Transmission Provider's Tariff. 6.D Designation of parly(ies) subject to reciprocal service obligation: 7.0 Name(s) of any Intervening Systems providing transmission service: 8.0 Parly Responsible forl Providing Real Power Losses:  None. None.  Transmission Customer has initially arranged, through its contracis with Duke Energy Progress, Inc. (DEP, fort the supply of Real Power Losses assoclaled with its transmission service in accordance with Section 28.5 oft the Tariff.  May 11,2015 Page 114 of202    NCEMPA NITSA Page 9 of20  ATTACHMENT A-1  TO THE SPECIFICATIONS FOR SERVICE UNDER THE NETWORK INTEGRATION TRANSMISSION SERVICE. AGREEMENT (NITSA) NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  BETWEEN  AND DUKE ENERGY PROGRESS, INC.  NCEMPA DELIVERY POINTS AND FORECASTED DELIVERY POINT DEMANDS  May 11,2015 Page 1150f202    NCEMPA NUT Page 10of2  North Carolina Eastern Municipal Power Agency  2008 Forecast Annual DP NCP Demand Kilowatts at Power. Agency Defivery Level  Including SEPA Allocation (2008-2018) 2012  2008  2009  2010  2011  2013  2014  2015  2016  2017  2018 48,965 29,60 31,058 13.461 13,486 3404 3,414 1,616 103,546 1,623 108,360 7,726 37,777 39,135 39,512 34,723 47,807 8.269 6,369 2,335 48,353 2.347 48,936 9,054 9.153 2.359 9,337 40,779 16,449 1,408 35,33 1,49  Apex 2 Apex: 3 Apex 4 Ayden Banson Claylon Famvile 1 Farmville 2 Fremont Greenville 1 Greenvilla 4 Hookerton Kinston La Grange Lmurinburg Louisburg Lumberton: 2 Lumberton 3 New Bem 1 New Bem: 2 New Bem 3 New Bem 4 Pikaville Red Springs Rocky Mount 4 Selma 2 Selma 3 Smithfield 1 Smichlield 2 Southport  35,663 36.973 38,170 39.359 40,588 41,876 43.233 44,690 46.230 47,783 21,563 22,356 23,080 23.799 24,541 25,320 26,141 32.218 27,022 33,328 27,953 34448 28.892 35,30 23,481 23,836 24,354 24,860 25.378 25,918 26.469 27,050 27,661 24,122 24,375 25.139 25.804 26,492 27,205 27,937 28.583 29.469 30,266 13,221 13,246 13,273 13,299 13,327 13,354 13,381 13,408 13.435 269,827 274,268 279,959 235,780 292,178 298,652 305,343 312.384 319,575 3,393 63,723 85.100 86,866 88.673 90,658 92,666 94,743 95.927 99,158 326.699 101,369 333.716 101,953 103,340 104,637 105,376 105,877 106,372 106,759 107.095 107,497 1.609 107.940 7.067 7,176 7.255 7,319 7,386 7.447 7,508 7.577 34,746 34,878 35,290 35.631 35,967 35,203 36,412 36,665 37,058 37,414 7.651 12,786 12,927 13,095 13,237 13,384 13,537 13,700 13,866 36.004 36.231 36,616 36,982 37.353 37,707 38,048 38,390 38.760 14,041 14,217 14392 33,057 33.265 33.618 33.955 34,295 34,620 34,933 35,247 31,185 31,420 31,798 32,179 32.551 32,892 33,217 33,557 35,586 33,922 35,931 34,309 36.277 36,888 37,165 37,611 38,063 38,504 38,905 39,292 39,694 40.126 7,573 7,663 7,755 7,845 7,927 43,950 44,281 44,811 45.350 45,876 46,355 46.814 2,249 2,261 2,273 8,570 8,657 8.741 1,243 1,267  25,710 26,655 27,518 28,375 29,261 30,190 31.168  8,677 3.312 1,520 7.035  8.706 8.716 8.732 8,751  8.774 8,802 8,950 9,100 28,285 9,253 28.90 9,403  3.322 3,332 1.557  3,342 3,352 3,362  3.372 1.596  3,382 1,603  1.570  1,579  1,585 1,590  7,516 2,240 8,500 1,220 4,929  8,006 2.297 2,309 47.293 2,322 8,984  8.088 8,176 40.583 41,073  2.285 8,825 8,905  Rocky Mount 1 160.049 140,537 140,614 140,641 140,664 140,685 140,704 140.724 140,743 140,762 9,244  19,766 19,777 19.781 19,784 19,787 19,790 19.792 19,795 13,326 13,648 13,916 14.204 14,494 14,804 15.114 15,443 15,780 19,798 16,125 19,800 34,614 29.897 30,404 30.910 31,459 31,980 32,567 33.201 33,908 1.437 12.735 13.051 13,214 13,402 13,543 13,728 13.930 14.056 14,249 14,366  1.293 1,320 1,348 1,376 1,406  9,889 9,961 10.033 10.111 10,185 10,269 10.359 10,460 34,599 10,558 10,66  Waka Forest: 2 37,302 19:335 20,119 20,947 21.680 22,388 23,264 24,188 25,150 25,632 264 14.5  May 11,2015 Page 116 of202    NCEMPA NITSA Page 11 of20  Wak Forest 3 Washington Wilson 1 Wilson 2 Wilson: 3 Wilson 4 Wilson! 5 Wilsont 6 Wilson 7 Wiison 8 Wison9 Wiison 10 Wison 11 Wison 12 DEP Total Belhavan1 Edenton1 Hamiltoni Hertford1 Hobgood 1 Robersonville 1 6,431 Scotland Neck1 7,333 Tarboro Tarboro2 Tarboro 3 Tarboro 4 Tarboro 5 VEPCO Tolal  19.335 20,119 20,947 21,680 22,388 23,264 24,188 25,150 25.632 26,494  74,397 75,902 77.333 78.630 79,913 81,218 82,505 83.797 85,121 15,751 15,675 15,857 16,057 16,278 16,481 16,696 16,925 17,187 17,448 17.734 40,192 39,999 40,465 40,973 41,538 42,056 42,605 43,189 43,856 11,864 11,807 11,945 12.095 12,261 12,414 12,576 12,749 12,946 44,524 13,143 45,252 13,358 20,519 20,420 20,658 20,918 21,206 21,470 21,751 22,049 22,390 27.689 27556 27,877 28,227 28,616 28,973 29,351 29.754 30.213 22.73* 23,102 15.311 15,238 15:415 15,609 15.824 16,021 16,231 16.453 16.707 30,674 16,962 31.175 47,980 47,749 48,305 48,912 49.586 50,204 50,860 51,557 52.354 66,567 66,247 67.018 67.860 68,795 69,653 70,563 71,530 72.635 53,15: 73,741 4,944 4.920 4.977 5.040 5.109 5.173 5,241 5,312 5.395 5,477 74,947 1.456,070 1,471,569 1,494,452 1,516,878 1.540,053 1,562.969 1,586,764 8,611,778 1,636,424 1,664,370 1,690,098 5.566 25,641 25.938 26.245 26,553 26,848 27,135 27,431 27,737 28,097 28,469 5.595 5,617  86.451 87.771  17,239 54,020  5,388 1,060 5,582 1,066  5,409 5431 5,454 5.478 5,503 5,528 5,551 5,573 1.066 1,072 1,077 1,083 1,089 1,094 5.615 5,652 5,688 5,725 5.760 5.795 5,831 1.088 1.099 1,103 1,107 1,110 1,113 1,115 1.118  Elizabeth City1 70,380 71,734 72.953 74,106 75,291 76,380 77,452 78,619 79.912 81,262 28,854 82,628  1,061  1.100 5.868 1.10G 1.111 5,906 5,945 1.124  6,450 6,561 6,660 6,750  6,831  6.898 6,973 7.063 1.121  7,338 7,338 7,338 7,338 7,338 7.338 7,338 7338 7,157 7,338 7.247 13,030 13,110 13,277 13.405 13,524 13,622 13,728 13,836 13,960 14,075 14,200 7,338 13,429 13,511 13,684 13.816 1,959 14,040 14,148 14.260 14,388 18,188 18.299 18532 18,712 18,878 19,015 19,162 19,314 19,486 14,507 14.635 10,r0 10,936 11,075 11,183 11,282 11,364 11,451 11,542 11.645 19.648 19.822 8.055 BM104 8.207 8.287 8360 B421 8.486 8.553 186,452 188,594 191,719 193379 195,597 197,602 199.620 201,763 204,176 8.629 206.626 8.701 209.147 8.778  11,742 11.846  NCEMPA Total 1,642,522 1.650.163 1.685,571 1710257 1.735.650 1.760,572 1.786,384 1.813,541 1.842.600 1.870,736 1.899.245  May 11,2015 Page 1170 of202    NCEMPANITSA Page 12 of20  ATTACHMENT A-2  TO THE SPECIFICATIONS FOR SERVICE UNDER THE NETWORK INTEGRATION TRANSMISSION SERVICE AGREEMENT (NITSA) NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  BETWEEN  AND DUKE ENERGY PROGRESS, INC.  FORM OF DELMERY POINT DATA SHEETS  May 11,2015 Page 118 of202    NCEMPANITSA Page 13af20  DELMERY POINTI DATA SHEET  1. NCEMPA Participant 2. Location Elloclive Date Delivery Point Name and Location Delivery Point Vollage Point of Conneclion A. Name B. Number Physicall Location Firm Capacity of: Voltage Metered Vollage G. Localion of Meter 7. Special Facillies or Conditions  ACCEPTED BYI NCEMPA AGCEPTED BYI DEP  Name: Tile: Date: Name: Title: Date.  May 11,2015 Page 119 of202    NCEMPA NITSA Page 14 of20  ATTACHMENTI B-1  TO THE SPECIFICATIONS FOR SERVICE UNDER THE NETWORK INTEGRATION TRANSMISSION SERVICE. AGREEMENT (NITSA) NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  BETWEEN  ANDI DUKE ENERGY PROGRESS, INC.  DELIVERY FACILITIES CHARGES  May 11,2015 Page 120 of202    NCEMPAI NITSA Page 150t20  DELIVERY FACILITIES CHARGES  Transmission Customer will compensate Transmission Provider for Transmission Customer's share of the cost of Delivery Facilities (facilities beyond the Delivery Points that are used to deliver capacity and energy from the Transmission System to the systems ofTransmission Customer's municipal participants at each Delivery Point). The charges for Delivery Facilities in each month shall be calculated in accordance with the formulas set forth below, based upon the operating voltage (transmission voltage or distribution voltage) of specific Delivery Facllities at a Delivery Point.  Delivery Faciities Charge for Transmission Vollage Dellvery Facidies Delivery Facililles Charge for Distribution Voltage DeliveryFatillies  (CACREF. CACRAFY x (CACRg.CACRw x OCp x RF OGAF x RF  MFCR,V MFCRPV  CACRE CACRAF  Terms used in the foregoing formulas shall have the following meanings:  CACREF Customer-Assigned Cost Responsibility- - Existing Facilities"): the portion (in $) of the Original Cost of Delivery Facilities in service as of. July 1, 2008 and located at' Transmission Customer's Delivery Points for which Transmission Customer shall bear cost responsibility for purposes of calculating CACRAF CusiomerAseigned Cost Responsibility - Additional Facilities"): the portion (in $) of the Original Cost of Dellvery Facllities placed in service on and after. July 1, 2008 and located at Transmission Customer's Delivery Points for which Transmission Customer shall bear cost responsibility for purposes of calculating Dellvery Facllities Charges. In any year, CACRAF shal be determined as the product of the Original Cost of Additional Facilities (Delivery Facilities placed In service on and after. July 1, 2008) times the RF for that year. OCEF ("Original Cost of Existing Facllities"): for any Delivery Point, the asset costs of Delivery Facilities placed in service before July 1, 2008, as set forth in the Dellvery Facilities Investment Data Sheet for such Delivery! Point thati is in effect as of. July 1, 2008. These values, shall not change during thei term of the NITSA except (as set forth below) as necessary to reflect the Transmission  Delivery Facilities Charges.  May 11,2015 Page 121 of202    NCEMPA NITSA Page 16 of20  Provider's remaining book investment in existing Delivery Facilities that later may OCAF ("Original Cost of Additional Facilities"): for any Delivery Paint, the asset costs of new Delivery Facilities or modifications to existing Delivery Facilities that are placed in service on and after July 1, 2008, as properly recorded by Transmission Provider in FERC Accounts 3601 through 369 (or their successor accounts) and reflected on a new or modified Delivery Facilities OCgra and OCAFS shall be reduced from time tot time by an appropriate share of the Transmission Provider's remaining book investment In existing or new Delivery Facilities that were reflected in the determination of OCEF or OCAF (as applicable) RF Responsibility Factor"): For Delivery Points where the Transmission Customeri is the sole user of the Delivery Facilities, RF shall equal 1.0. For Delivery Points where the Transmission Customer is not the sole user of the  be retired from service.  Investment Data Sheet for that Delivery Point  but that later are retired from service.  Delivery Facilities, RF shall be calculated as follows:  RF -  (Transmission Customer melered demand at hour af peak: annual demand onl Delivery Facility) (Totale demand on! Delivery Facitya at hour ofp peaka annual demand on Delivery Facitly) The Transmission Provider shall update the values used for RF each calendar MFCRV ("Monthly Fixed Charge Rate - Transmission Voltage"): Arate, expressed as a decimal value, representing one-twelfth of the annual costo of ownership of Delivery Facilities operated at transmission voltage (115 kV and MFCRoV ("Monthly Fixed Charge Rate - Distribution Voltage"): Arate, expréssed as a decimal value, representing one-twelfth of the annual cost of ownership of Delivery Facilities operated at distribution voltage (below 115 KV). The values used for MFCRIV and MFCRoV may be changed by the Transmission Provider only pursuant to at filing made under Section 205 of the Federal Power Act, and by the Transmission Customer only pursuant to at fling made under  divided by  year based on the most recent available load data.  higher). The current MFCRIV value is 1.10%.  The current MFCRoV value is 1.18%.  Section 206 of the Federal Power Act.  May 11,2015 Page 122 of202    NCEMPAI NITSA Page 17of20  Effective July 1, 2014, Transmission Customer shall pay the following monthly Delivery Facilities Charge for Transmission Voltage Delivery Facilitics = $13,113.49/month, Delivery Facilitios Charge for Distribution Voltage Delivery Facilities -5116,514.62month  Delivery Facilities charges:  May 11,2015 Page 123of202    NCEMPANITSA Page 18 of20  ATTACHMENT B-2  TO THE SPECIFICATIONS FOR SERVICE UNDER THE NETWORK INTEGRATION TRANSMISSION SERVICE AGREEMENT (NITSA) NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  BETWEEN  AND DUKE ENERGY PROGRESS, INC.  ORIGINAL COST OF EXISTING DELIVERY FACILITIES AND INITIAL CUSTOMERASSIGNED COST RESPONSIBILITY  FOR EXISTING DELMERY FACILITIES  May 11,2015 Page 124 of202    NCEMPA! NITSA Page 190 0t20  Cost Respansibility for Existing Power Agency Municipal Participant Distribulion  Delivery Facilities  (s) Delivery Point Apex #2 end #3 $1,531,703 Apex #4 Apex#5 Bensont #1 Clayton #1 Fammvillet #1 Farmville: #2 Fremon! #1 Hookertant #1 Kinston #1 LaGrangei #1 Laurinburg #1 Louishurg #1 Lumbartont #2 Lumberton: #3 Lumberton:  New Bemi 1 Now! Bemn #2 New! Bem #3 New! Bemi #4 New Bern Lewis Farm Rd. Pikeville1 Red Springs #1 517,037 Belma #2 Selma #3 Smilhfield"1 Smithfiel2 Southpor1 Wakel Forest #2 1,429,433 Wake Forest*3 Wilson t through 11 399,986 (nvestment in melering. telemelenng, and releled equipment (combined: syaiem load signal)  (b) OCp 1,247,074 1,611,560 1,450,836 (1,450,836) 0 562,283 889,473 52,117 625884 770,049 1,004,227 39,671 22,560 11,869 52,988 1,002,374 2,641 621,744 671,869 0 553,433 0 1,088,355  (c) OGAE 0 12,38B 14,067 149,105 2,435,934 14,586 0  (d) CACREF $1,531,103 401,063 560,148 0 D 217,739 144,102 52,117 317,067 548,129 515,842 39,671 22,560 11,869 52,988 458,188 2,641 166,780 441,431 507494 0 553,433 0 532,692 1,429,433 399,886 3,821 $4,908,297  (e) CACRAF o 12.389 14,067 167,808 694097 D 14,586 0 a 0 0 0 0 0 0 10,740 o 0 0 o 12,803 0 0 0 15,664 0 B,650 0 o 15,219 0 0 $985,823  () CACRIOTAL $1,531.703 12389 14,067 568,671 1,254.245 a 14,586 217,739 144,102 52,117 317,067 548,129 515,842 39,671 22,560 10,740 11,869 52,988 456,188 2,641 12,803 166,780 441,431 507494 15,664 553,433 8,650 532692 1,420,433 15,219 399,988 3,a21 $9,874,120  10,740  12,803 (44,673) 15,664 6,650 15,219 0  3,821  Total Distribution $16,162,387 $1,183,548  May 11,2015 Page 125of202    NCEMPAT NITSA Page 20 af20  Cost Responsibility for Existing Power Agency Municipal Participant Transmission  Delivery Facilities (c) OCAF (394,981)  (a)  (b) Transmission Voltage Dellvery Facitities OCEF $79,383  (d) CACREF $78,383 742,482 310,574 157,056 296,721  (e) CACRAF (394,981)  ( CACRTOTAL $79,383 347,501 310,574 157,056 296,721 $1,192,135  Ayden #1 Greenville #1,* #2 742,482 and #3 Racky Mount #1 310,574 Washingtan #1 157,956 Wilson: 2301 *V 296,721 POD Total Transmission  $1,587,116  (394,984) $1,587,116  (394,981)  May 11,2015 Page 126 of202    NCEMPAI NOA Page 10 of10  Network Operating Agreement Dake Energy Progress, Inc.  Between And  North Carolina Bastern Municipal Power Agency  Duke Energy Progress, Inc., formerly known as Carolina Power & Light Company (d/b/a Progress Energy Carolinas, Inc.) (Transmission Provider), and North Carolina Easlem Municipall Power Agency (Transmission Customer) agree that the provisions ofthis Nelwork Operating Agreement (NOA) and the Service. Agreement govern the Transmission Provider's provision of Network Integration Service tot the Transmission Customer" in accordance with DEP's Open-Access Transmission Tariff (Tarif). as R be amended from time to lime. Unless specified herein, capitalized terms shall refer may to The Network Operaling Commillee consisling ofa representalive and an altemate from each Nelwork Cuslomer and the Transmission Provider. shall: 0 coordinate operating criteria and other technical considerations required fori implementalion of Network Iniegration Transmission Service; () ensure that current operating practices and procedures are consistent wilh the Nelwork Operating Agreement: (I) plan, schedule, and implement operalionalchanges lo maintain consistency with the Network Operating Agreement; and (Nv) recommend, schedule, and implement Network Operating Agreement changes. Each party's authorized official will inform the other party's authorized official in writing of the representative and allernate tot the Network Committee as soon as practical, so thatt the agreement can be implemented. Operating  tems defined int the Tarifl.  1.0 Control Area Requirements  The Transmission Customer shall: Q operate as a Control Area under applicable guidelines oft the North American Electric Rellability Corporation ("NERC") and the SERC Reliabilily Corporation ("SERC); or () satisfy its Control Area requirements, including all Ancillary Services, by contracting with the Transmission Provider; or (I) satisfy Hs Control Area requirements, including all Ancilary Services, by contracting with another entity that can satisfy those requirements in a manner that is consistent with the Tariff and Good Utilly Practice and satisfies NERC and SERC standards. The Transmission Customer shall plan, construct, operate and maintain Its facilities and. system in accordance wilh Good Utilily Practice, which shall include, but not be limited to, all applicable guidelines ofl NERC and SERC, as they may be modified from time to time, and any generally accepted practices in the region that are consistently adhered to by  the" Transmission Provider.  May 11,2015 Page 127 of202    NCEMPAI NOA Page2of10  2.0 Redispatch Procedures  (a) Ifthe Transmission Provider determines that redispatching resources (including reductions in off-system purchases and sales) to relieve an existing or polential transmission constraint is the most elfective way to ensure the reliable operation of the Transmission System, the Transmission Provider will redispatch the Transmission Provider's resources, and request the' Transmission Customer to redispalch its resources, on al least-cost basis, without regard to the ownership of such resources. The Transmission Provider will maintain a redispatch protocol and will apprise the Transmission Cusiomer of is redispatch practices and procedures, as they may be modified from time to lime. (b) The Transmission Customer will submit verifiable cost dala fori ils resources, which estimale the cost to the Transmission Customer of changing the generation output ofi its Network Resources, toi the Transmission Provider. This cost data will be used, along with similar dala fort the Transmission Provider's resources, as the basis for least- cost dispatch. The Transmission Provider's bulk power operations personnelwill keep this data confidential, and will not disclose it to the Transmission Provider's marketing personnel. Ifthe Transmission Customer experiences changes to its costs, the Transmission Customer wil: submit those changes to the Transmission Provider's Energy Control Center. The Transmission Provider will implement least-cost redispatch consistent with ils existing contractual obligations and its current practices and procedures fori its own resources per Sections 33.2 and 42.2 of the Tariff. The Transmission Customer shall respond within ten minutes to requests for redispatch fromi the Transmission Provider's Energy Control (c) The Transmission Customer may audit, at its own expense, parlicular redispatch evenls (such as the cause or necessity of the redispatch) during normal business hours following reasonable nolice to the Transmission Provider. Either the Transmission Cuslomer ori the Transmission Provider may request an audit of the olher Party's cost dala. Any audit of cost data will be performed by an independent agent at the requesling Party's cost. Such Independent agent will be a nationally recognized accounting firm and will be required to keep all cost dala (d) Once redispatch has been Implemented, the Transmission Providerv will book in a separale account the redispatch costs incurred by the Transmission Provider and the Transmission Customer based on the submitted cost data. The Transmission Provider and the Transmission Customer will each bear a proportional share of the total redispatch costs pursuant to Sections 33 and 42 and Atlachment J of the' Tariff. The redispatch charge or credit, as appropriate, willl be reflected on the  Center.  confidential.  Transmission Customer's monthly bill.  3.0 Metering  May 11,2015 Page 128 of202    NCEMPAI NOA Page 3 of1 10  (a) Unless otherwise agreed and except as provided in Section 3(b). the Transmission Provider will be responsible fort the installation, operation, maintenance, repair and replacement of all metering equipment necossary to provide Network Integration Service or Network Contract All melering equipment shall conform to Good Utilily Practice and, ifilis electrically located in the Transmission Provider's Control Area, the standards and practices of the Transmission Provider's Control Area. Prior to installation of any metering equipment by the Transmission Customer or its agents, the Transmission Provider and the Transmission Customer shall review the metering equipment to ensure conformance Metering equipment necessary to provide Nelwork Integration Transmission Service that is in place at each Delivery Point BS of the dale of this Agreement is included within the Delivery Facilities provided by Transmission Provider pursuant to Section 10 and Altachmenis B-1 and (b) Unless otherwise agreed, electric capacity and energy received by the Transmission Provider from the Transmission Customer will be measured by melers Installed and maintained by the Transmission Customer at the Transmission Customer's Network Resources if such Network Resources are electrically located within the Transmission Provider's Control, Area. When measurement is made at any location other than al Point of Receipt, suitable adjustment for losses belween the point of measurement and the Point of Receipt will be agreed upon in writing belween the Parties hereto and willl be applied to all measurements so made. Melered receipts used in billing and accounting hereunder will in (G) lectric capacily and energy delivered fo the Transmission Customer's points of delivery by the Transmission Provider will be measured by meters Installed at the points of delivery. When measurement lis made at any location other than al Point of Delivery, suitable adjustment for losses between the point of measurement and the Point of Delivery will be agreed upon in wriling between the Pariles herelo and will be applied to all measurements so made. Metered receipts used in bilings and accounting hereunder will in all cases include adjustments for such (d) Meters at the Transmission Customer's Network Resources and Network Loads will be tested at least biennially. In addition, the Transmission Customer will, upon request oft the Transmission Provider, test any of ls meters at Rs Network Resources or Nelwork Loads used for delermining the receipt or delivery of capacity and energy by the' Transmission Provider. Representatives of the Transmission Providerwil be afforded an opportunily to witness such lests. In the event the test shows the meter to be Inaccurate, the Transmission Customer will make any necessary adjustments, repairs or replacements thereon.  Demand Sorvice.  with such standards or practices.  B-2 of the NITSA.  all cases include adjustment for such losses.  losses.  May 11,2015 Page 129 of202    NCEMPANOA Page4of10  (e) In the event any meter used to measure capacity and energy fails to register ori is found lo bei inaccurale, appropriate billing adjustments, based on the best information available, will be agreed upon by the Parties hereto. Any meter lested and found to be nol more lhan two percent above or below normal will be considered to be correct and accurate insofar as correction of billing is concerned. I, as a resull of any tesl, a meter is found to register in excess oft two percent elther above or below normal, then the reading of such meter previously taken will be corrected according to the percentage of inaccuracy so found, but no correction will extend beyond ninety days prior to the day on which (0 The Transmission Provider willl have the righl to install suitable metering equipmen! at any Point(s) of Receipt or Delivery, as herein provided for the purpose of checking the melers installed by the Transmission (g) The Transmission Customer will read the meters awned by it, except as may be mutually agreed, and will fumish to the Transmission Provider all meter readings and other Information required for operations and for blling purposes. Such information will remain available to the  inaccuracy is discovered by such tesl.  Customer.  Transmission Provider for 3 years.  4.0 Control Area and Data Equipment  (a) Unless otherwise agreed, the Transmission Provider will be responsible for the installation, modification, operation, maintenance, repair and replacement of all data acquisition equipment, protection equipment, and any other associated equipment and soflware, which may bei required by elther Party for the Transmission Customer to operate in accordance with Such equipment shall conform to Good Utility Practice and, ifthe Transmission Cuslomer Is electrically located within the Transmission Provider's Control Area, the standards and praclices ofi the Transmission Provider's Control Area. Prior to inslallation of any such equipment by Transmission Customer or lts agents, the Transmission Provider and the Transmission Customer shall review the equipment and software required by this Section to ensure conformance with such standards or praclices. (b) The selection of real timet telemetry and data to be received by the Transmission Provider's Energy Control Center and the Transmission Customer shall be at the reasonable discretion oft the' Transmission Provider's Control Area, as deemed necessary for reliability, security, economics, and/or monitoring of system operations. This telemetry includes, but is not limited to, loads, line flows, voltages, generator output, and breaker stalus at any ofthe Transmission Customer's transmission facilities. Toi the extent telemetry is required that Is not available, the Transmisslon Customer shall, at ils own expense, Install any metering equipment data acquisilion equipment, or other equipment and software  Hs choice under Section 1.0 of this NOA.  May 11,2015 Page 130 of202    NCEMPA NOA Page 50f10  necessary for the tolemetry to be received by the Transmission Provider's The' Transmission Customer has load located outside the Transmission Provider's Control Area. The Transmission Customer currently provides and shall continue to provide real time telemetry and data for this load lo the Transmission Provider's Energy Control Cenler that is necessary for the provision of Network Integration Transmission Service. (c) Each Parly shall be responsible fori implementing any computer modifications or changes required toi its own computor system(s) as  Energy Control Center.  necessary to implemen! this Section.  5.0 Operating Requirements  (a) The Transmission Customer shall operate ifs generating resources Inside the Transmission Provider's Control Area in a manner consistent with that of the Transmission Provider, including following voktage schedules, free governor response, meeting power factor requirements at the point of interconnection with the Transmission Provider's system, and other such criteria required by NERC and SERC, and consistently adhered to by the (b) When load is being served by the Transmission Customer within the DEP control area, the Transmission Cuslomer shall maintain a power factor of 100% to 90% lagging at each point of delivery delermined on the basis of the 60-minute metered or computed reactive demand (KVar) for each hour of the month and the corresponding 80-minute metered or computed In addition, the Transmission Customer shall maintain a power factor of 100% to 95% lagging at each point of delivery, determined on the basis of the 60-minute melered or computed kilowatt demand at thet time of DEP's monthly transmission system peak and the corresponding 60-minute To the extent the Transmission Customer owns or operates reactive devices which would cause reactive power lo flow onlo the DEP system, DEP and the Customer will develop procedures goveming the Customer's Ini the event that the Transmission Customer does not satisfy the power factor requirements outlined above, or the Parties cannol agree on the procedures governing the oustomer's delivery of reactive power, or the Parties cannot agree on the efforis to be undertaken by the Transmission Customer to satisfy the power factor requlrements within an agreed upon perlod oft time, DEP reserves the right to make a unilateral filing with FERC under Bection 205 of the Federal Power Act secking authorization toe either Q assess appropriate charges to the Transmission Customer for reactive power supplied to the Transmission Customer by DEP up to the level of minimum power faclor requirement, or () install power factor  Transmission Provider.  kilowatt demand for that hour.  reaclive demand (kVar) for that hour.  delivery of reactive power to the DEP syslem.  May 11,2015 Page 131 of202    NCEMPA NOA Page 6of10  correclion equipment sulticient to bring the Transmission Customer's power factor into compliance with the power factor requirements, and to assess the Transmission Customer the reasonable cost of such (c) Insofar as practicable, the Transmission Provider and the Transmission Customer shal! protect, operate, and maintain their respective systems so as to avoid or minimize the likelihood of disturbances which might cause impairment of service on the system(s) of the other. The Parlies shall implement load shedding programs to maintain the reliability and integrily ofthe Transmission System, consistent with the standards of NERC and SERC, as provided in Sections 33.6 and 42.6 oft the Tariff. Load shedding shall Include: (1) automatic load shedding by under frequency relay or (2) manual load shedding. The Transmission Provider will implement load shedding to maintain the relative sizes of load served, unless otherwise required by circumstances beyond the control ofthe Transmission Provider or the Transmission Customer. Aulomatic load shedding devices will operate withoul notice. When manual load shedding Is necessary, the Transmission Provider shall notify the' Transmission Customer's dispalchers or schedulers of the required aclion and the Transmission Cusiomer. shall comply within ten minules. (d) The Transmission Customer shall, at its own expense, provide, operate, and mainlain in service high-speed, digital under frequency load shedding equipment. For load served In or fromi the DEP Zone, the Transmission Customer will inslall under frequency relays lo disconnect automatically ils Network Load In a manner consistent with that followed The installation of under frequency relays to accomplish any load shedding in addition to that already installed shall be completed ona a schedule agreed lo by the Network Operating Committee. The Network Operating Committee may review the amount of load that would be disconnected automatically, and make such adjustments and changes as (e) In the event the Transmission Provider modifies the load shedding system, the Transmission Cuslomer: shall, at its expense, make changes toi ils equipment and the sellings of such equipment, as required. The Transmission Customer shall test and inspect the load shedding equipment within ninely (90) days oft taking Network Inlegration Transmission Service or Network Contraci Demand Transmisslon Service undert the Tarlff and thereafter in accordance with Good Ulility Practice, and provide a wrilten report to the Transmission Provider. The Transmission Provider may request a test of the load shedding equipment () The Transmission Customer shail ensure that alll Network Resources meet the Transmission Provider's requirements for parallel operation of  equipment.  by the Transmission Provider.  necessary.  with reasonable notice. non-utility generation.  May 11,2015 Page 132of202    NCEMPAI NOA Page7of10  The Transmission Customer. shall not permil any generating unit greater than 51 MW to be operated in parallel either continuously or momentarily with the Transmission Provider's system without the written approval of the Transmission Provider's Network Operating Committee For the Transmission Customer owned generation greater than 5 MW operated in paraliel with the Transmission Provider's system withoul prior wrilten approval, the' Transmission Provider may take any and all appropriate aclion necessary to prevent the parallel operation of such generation. These actions may include, but are not limited to, ensuring reliability and safely of the Transmission Provider's system by whatever (g) Paralle! Operation or Transfers of Load Belween Points of Connection  ropresentative.  means necessary. (1) Planning  The Transmission Customer shall not permil any Point of Delivery to be operated in paralle! with another Point of Delivery, or transfer load belween Poinis of Delivery, unless the Transmisslon Provider has first approved the arrangement. The Transmission Provider shall gran! such approval unless the reliability of its system and Hs ability to measure energy at any Polnt of Delivery would be adversely affected by such operation in paralle! or load transfer. Any and all switching shall be done with the prior consent of the Transmission Provider Energy Control Center System Operator. The' Transmission Customer willl be permitled to parallel Points of Delivery or to transfer loads for purposes of emergencles, maintenance, construction, orrestoration of service with the prior consent ofthe Transmission Provider Energy Control Center  4 Operations  System Operator.  6.0 Operational Information  The Transmission Customer: shall provide data needed for the safe and rellable operation of the Transmission Cuslomer's and the Transmission Provider's Control Area and to Implement the provisions oft the Tariff, The Transmission Provider will treat this information as confidential and will not divulge IL to ils (e) The Transmission Customer served from the DEP Zone shall provide by September 1", of each year the Customer's Nelwork Resource availability forecast (e.g., all planned resource outages, including off-line and on-line dales) for the following year. Such forecast shall be madel in accordance with Good Ullity Practice. The Transmission Customer shall Inform the Transmission Provider, in at timely manner, of any changes tot the Transmission Customer's Network Resource availability forecast. Ini the event that the Transmission Provider determines that such forecast cannot be accommodated due to ai transmission constraint on its  marketing personnel.  May 11,2015 Page 133of202    NCEMPA NOA Page Bof10  Transmission System, and such constraint mayi jeopardize the security of its Transmission System or adversely affect the economic operation of eilher the Transmission Provider or the Transmission Cuslomer, the provisions of Sections 33.2 and 42.2 of the Tariff will be implemented. (b) The' Transmission Customer served fromi the DEP Zone shall provido at least 14 calendar days advance notice of the Transmission Cuslomers best forecast of any planned transmission ori Nelwork Resource outage(s) and other operating information that the Transmission Provider deems appropriate. In the event that such planned outages cannot be accommodated due to at transmission constraint on the Transmission Provider's Transmisslon System, the provisions of Sections 33.2and42.2 (c) The Transmission Provider and the Transmission Customer shall nolify and coordinate with as much advance nolice as reasonably possible with the other Party prior to the beginning of any work by the other Party (or contractors or agents performing on their behaif), which may directly or indirectly have adverse effects on the reliability and security of the olher (d) The Transmission Customer is responsible for replacing Real Power Losses associated wilh alli transmission service In accordance with Sections. 28.5 and 36,11 of the Tariff. The Transmission Customer must identify the party responsible for supplying Real Powerl Losses before the  ofthe Tariff will be implemented.  Parly's system.  transaction takes place.  7.0 Network Planning  Inc order for the Transmission Provider to plan, on an ongoing basis, to meet the Transmission Customer's requirements for Nelwork Integration Service, the Transmission Customer served from the DEP Zone shall provide, by January?" of each year, updated Information (current year and 15-year projections) for Network Loads and Network Resources, as well as any other information reasonably necessary to plan for Network Integration Service. This type of Information is consistent with the Transmission Provider's information requirements for planning to serve Its Native Load Customers. The data will be provided in a format consistent with that used by the' Transmission Provider. Power and energy delivered under the Service Agreement and this NOA shall be delivered as three-phase altemaling current at a nominal frequency of sindy (60) Hertz, and al the nominal vollages at the delivery and receipt points. 9.0 Transfer of Power and Energy' Through Other Systems Since the Transmission Provider's Transmission System is, and will be, directly and indirectly connected with olher electric. systems, R is recognized that, because ofi the physical and electrical characteristics of the facllities involved, power delivered under the Service Agreement and this NOA may fiow through such olher systems. The Parties agree to advise olher electric systems as  8.0 Character of Service  May 11,2015 Page 134 of202    NCEMPA NOA Page 9of10  deemed appropriate of such scheduled translers and to allempt to maintain good relalionships with affected third parties. Ifthe Transmission Provider is charged by another electrical. system for loop flow charges, then the Transmission Provider may seck recovery of these charges from the Transmission Customer based on his cost responsibility pursuant to S 205 of the FederalPower. AcL. If any Notice or request made to or by either Parly regarding this NOA shall be made to the representalive of the olher Party as indicated ini the Network Service The Tariff and the Service Agreement, as may be amended from time to lime, The term of this NOA shall be concurrent with the term of the Service Agreemen!  10.0 Notice  Agreement. 11.0 Incorporation 12.0 Term  are incorporated herein and made a part hereof.  between lhe Parties.  May 11,2015 Page 1350 of202    NCEMPA NOA Page 10 of10  IN WITNESS WHEREOF. the Parties have caused this NOA to be executed by  their respective authorized officials. Transmission Provider: By: Is/K. R. Wikerson  04/28/08 Date  Name: Title:  K.R. Walkerson  Director, Power Syslem Operalions Carolinas Progress Energy Carolinas, Inc.  Transmission Customer. By: Is/ Kenneth M. Raber  04/25/08 Date  Name: Title:  Kenneth M, Raber  Sr. VP ElectriCities Services /NCEMPA ElectriCities of North Carolina, Inc.  May 11,2015 Page 136 of202    WASHINGION-  POWER SALES AGREEMENTS  TERMINATION AGREEMENT  May Page 11,2015 137 of202    City of Washington Execution Copy  POWER SALES AGREEMENTS TERMINATION AGREEMENT  THIS POWER SALES AGREEMENTS TERMINATION AGREEMENT, dated as of the 24!h day of April, 2015, is by and between North Carolina Eastern Municipal Power Agency, a joint agency of the State of North Carolina (including successors and permitted assigns, "Power Agency"), and the municipality of the State of North Carolina (the "Member")  which has executed this Agreement (the "Agreement").  WHEREAS, Power Agency is duly organized as a public body and a body corporate and politic under the laws of the State of North Carolina (G.S. Chapter 159B) and, among other  things, is authorized to sell for resale electric power and energy; and  WHEREAS, Power Agency owns the following undivided ownership interests in the following electric, generating facilities: (i) 16.17% in Harris Unit No. 1,(ii) 18.33%i in Brunswick Unit No.1, (ii) 18.33% in Brunswick Unit No, 2, (iv) 16.17% in Mayo Unit No. 1, and (v) 12.94% in Roxboro Unit No. 4 and 3.77% in the common facilities that support Roxboro Unit No. 4 and the three (3) other coal-fired generation facilities located at the site of Roxboro Unit  No. 4 (collectively, the "Joint Facilities"); and  WHEREAS, the Member is a city or town created under the laws of the State ofNorth Carolina owning a system or facilities for the generation, transmission or distribution of electric power and energy for public and private use, and is authorized by said laws to contract to buy from Power Agency some or all of the power and energy required for its present or future  requirements; and  WHEREAS, the Member has entered into an Initial Project Power Sales Agreement dated as of. July 30, 1981, as amended by an Amendment Agreement dated as of October3 31, 1984 (the "Project Power Sales Agreement"), with Power Agency pursuant to which Power Agency sells and the Member purchases the Member's Participant's Share (as defined in the Project Power Sales Agreement) of Project Output (as defined in the Project Power Sales  Agreement) from the. Joint Facilities; and  WHEREAS, the Member has entered into a Supplemental Power Sales Agreement dated July 31, 1981, as amended by an Amendment Agreement dated as of October 31, 1984 (the "Supplemental Power Sales Agreement" and, together with the Project Power Sales Agreement, the "Power Sales Agreements"), with Power Agency pursuant to which Power Agency sells and the Member purchases its All Requirements Bulk Power Supply (as defined ini the Supplemental Power Sales Agreement), which consists ofl Project Output (as defined in the Project Power Sales Agreement) and Supplemental Bulk Power Supply (as defined in the Supplemental Power Sales  Agreement); and  WHEREAS, Power Agency has entered into an Asset Purchase. Agreement (as the same may be supplemented and amended, the "APA") with Duke Energy Progress, Inc. (including successors and permitted assigns, "DEP"), dated as of September 5, 2014, pursuant to which Power Agency has agreed to sell and transfer to DEP, and DEP has agreed to purchase and pay  for, among other assets, the. Joint Facilities; and  May 11,2015 Page 138 of202    WHEREAS, upon the closing of the transaction contemplated by the APA (the "Closing"), including the sale and transfer of the Joint Facilities to DEP, Power Agency will no longer receive Project Output (as defined in the Project Power Sales Agreement); and  WHEREAS, Power Agency has entered into a Full Requirements Power Purchase Agreement (as the same may be supplemented and amended, the "Full Requirements Power Purchase Agreement") with DEP, dated as of September 5, 2014, pursuant to which Power Agency, effective upon the Closing, will purchase from DEP and DEP will selli to Power Agency firm capacity and energy in the amounts required by Power Agency to reliably serve the current  and future electrical loads ofits Members; and  WHEREAS, Power Agency and the Member have entered into a Full Requirements Power Sales Agreement pursuant to which, effective upon the Closing, Power Agency shall sell and deliver, and the Member shall purchase and receive, the Member's full requirements bulk  power supply; and  WHEREAS, pursuant to Section 2.4.1(b)(xiti) of the APA, Power Agency is required to deliver to DEP, at the Closing, a termination agreement executed byl Power Agency and each of its members, including thel Member, terminating thel Power Sales Agreements; and  WHEREAS, effective upon the Closing, Power Agency and the Member desire to  terminate the provisions of the Power Sales Agreements.  NOW,THEREFORE, the parties mutually agree as follows:  SECTION: 1. Termination of Power SalesAgreements. Effective as of, and conditional upon the occurrence of the Closing, the Power Sales Agreements shall terminate and, except to the extent specifically set forth in Section 2 ofthel Project Power Sales Agreement and Sections 2 and 19 of the Supplemental Power Sales Agreement with respect to accrued liabilities and obligations, shall be of no further force and effect, and neither party shall have any rights, obligations or liabilities in connection therewith, except to the extent set forth in the aforementioned Section 2 of the Project Power Sales Agreement and Sections 2 and 19 ofthe  Supplemental Power Sales Agreement.  SECTION2. Miscellaneous Provisions.  (i)  Successors and Assigns. This Agreement shall be binding upon and inure  to the benefit ofthej parties hereto and their respective successors and assigns.  (ii) Severability. If any section, paragraph, clause, or provision of this  Agreement shall be finally adjudicated by a court of competent jurisdiction to be invalid, the remainder of this Agreement shall be unaffected by such adjudication and all of the remaining provisions of this Agreement shall remain in full force and effect as though such section, paragraph, clause or provision or any part thereof 50 adjudicated to be invalid had not been included herein. In the event of any such invalidity, the parties hereto shall promptly negotiate in good faith valid new provisions to restore the Agreement to its original intent and effect.  2 May 11,2015 Page 139 of202    (ii) Applicable Law; Construction. This Agreement is made under and shall  be governed by the law oft the State ofNorth Carolina without regard toj principles ofo conflicts of laws. Headings herein are for convenience only and shall not influence the construction of this  Agreement.  (iv) Entire Agreement. This Agreement shall constitute the entire  understanding among the parties hereto, superseding any and all previous understandings, oral or written, pertaining to the subject matter contained herein. No party hereto has relied, or will rely, upon any oral or written representation or oral or written information made or given to such party any number of counterparts and by different parties hereto on separate counterparts, each of which counterparts, taken together, shall constitute but one and the same Power Sales Agreements Termination Agreement. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement and, when printed from electronic files, if introduced as evidence in any. judicial, arbitral, mediation or administrative proceeding, will be admissible as between the parties to the same extent and under the same conditions as other original business records created and maintained in documentary form. For purposes of this Agreement, "electronic signature" means a manually-signed original signature that is then transmitted by electronic means, and' "transmitted by electronic means" means sent in the form ofai facsimile or via thei internet as a' "pdf" (portable document format) or other replicating image attached to an e-  byany representative of the other party or anyone on its behalf.  (v) Counterparts: Electronic Signatures. This Agreement may be executed in  mail message.  [Balance ofPage Intentionally Left Blank; Signature Page Follows.]  3 May 11,2015 Page 140of202    IN WITNESS WHEREOF, the parties hereto have executed this Agreement all by  authority oft their respective governing bodies duly given.  Executed this  day of  2015.  CITY OF WASHINGTON  By:  Mayor  Attest:  City Clerk  (SEAL)  Executed this  day of  2015.  NORTH CAROLINA EASTERN MUNICIPAL POWER AGENCY  By:  Chief Executive Officer  Attest:  Assistant Secretary  (SEAL)  [Signature Page ofPower Sales Agreements Termination Agreement]  4 May 11,2015 Page 141 of202    Ball Field Lighting Cost  5/6/2015  Hourly Cost Cost 3hours Fixtures  Complex  F1 15.37 46.11 60 fixtures on: 5j poles, 1500 watt bulbs F2 4.10 12.30 161 fixtures on 4j poles, 1500 watt bulbs  F3 3.07 F4 3.07 F5 3.07 F6 3.07  9.21 12 fixtures on 4j poles, 1500 watt bulbs 9.21 12 fixtures on 4 poles, 1500 watt bulbs 9.21 12 fixtures on 4 poles, 1500 watt bulbs 9.21 12 fixtures on 4 poles, 1500 watt bulbs  3rd Street  F1 14.25 42.75 18 fixtures on 8j poles, 1000 watt bulbs F2 12.66 37.98 161 fixtures on 8j poles, 1000 watt bulbs Front 16.75 50.25 161 fixtures on 61 poles, 1000 watt bulbs Back 14.65 43.95 14 fixtures on 61 poles, 1000 watt bulbs  JCT  Kugler  14.54 43.62 341 fixtures on 8j poles, 1500 watt bulb  Current charge is $25/field/night  May 11,2015 Page 142of202  Recreation Field Light Costs.xlsx    Mayor MacHodges City Manager Brian M. Alligood  Washington City Council Richard Brooks Doug Mercer Larry Beeman William Pitt Bobby Roberson  0  Citys  Washington NORTH CAROLINA  MEMORANDUM  TO: FROM: DATE: RE:  Washington City Council May: 11, 2015  Gloria J. Moore, Library Director Sgm Test Proctoring Fee Recommendation  Eighty-three public libraries were surveyed on test proctoring fees. Forty-nine libraries out of the 83 responded. Seven out oft the 49 libraries charged for test proctoring. Only one oft the The remaining 42 libraries did not charge for one or all of thet following reasons: 1. The demand for proctoring was fairly small with few requests 3. Proctoring was seen as another public service the library provides.  seven was a municipal library --Farmville Public Library.  2. Staff was limited and time did not permit.  Test proctoring can include incidental fees such as printing copies, faxing pages, dropping off the finished test package to be mailed which includes an hourt to 1% hours at most. Brown has few requests for test proctoring. In the course of eight years, we have had 5 requests. This is due to the fact that Beaufort County Community College offers test proctoring as at free service. The revenue stream would be minimal. It is my recommendation that Brown Library charge a  Therefore, few students require our services.  $25 processing fee. This would cover staff salary and mileage.  Al list of libraries that were surveyed follows.  102 East Second Street, Washington, North Carolina 27889  (252)975-9300 wwwaasPgigpnegor May1 11,2015 Page 143of202    Libraries Lee County Public! Library Appalachian Regional Davie County Public Library Sandhill Regional Library System Granville County Library Public Library of Johnston Co. & Smithfield Neuse Regional Library System Edgecombe County Library Davidson County Library Rutherford County Library Charlotte Mecklenburg Library Onslow CountyLibrary Braswell Memorial Library Gastonia Public Library Alexander County McDowell County Pettigrew Catawba Gastonia Publicl Library Stanly County Library MUNICIPAL LIBRARIES Roanoke Rapids Chapel Hill Southern Pines HighPoint Mooresvile Nasnville Public Jacobs S Mauney Farmilier Public HickoryPublic Ahoskie Public Casweli County! Library Nantahala Regional Harnett County Randolph County Mitcheil County Library East Albemarle Regional Fontana Regional Wayne County H.I Leslie Perry Sandhill Regional Library Cabarrus County Caldwell County Public Durham County! Library Orange County Library Duplin County Pettigrew Regional Haywood County  Proctoring Fees No charge $20.00 No charge No charge No charge No charge region. No charge No charge No charge but have considered charging $30 $30 proctoring fee pers exam. $20.00 No charge No charge No charge No charge Do not proctor No charge but limits on availability No charge No charge No charge No charge No charge No cherge No charge $5.00 No charge No charge No charge No charge No charge Nos charge No charge Noc charge Noc charge No charge Noc charge No charge No charge No charge Noc charge Noc charge Noc charge Noc charge No charge  $20 per test ifthe student lives inside county. $30 per test ift thes student lives outside our  Charge is $20 (approximately an hours salary for the refcrence librarian).  May 11,2015 Page 144 of202    -  Office of  Citys  Parks & Recreation  Washindton NORTH CAROLINA  Memo: DATE: TO: FROM: RE:  May 11, 2015 Mayor and City Council Kristi Roberson, Parks & Recreation Moore Aquatic & Fitness Center  The Moore Aquatic and Fitness Center was built to assist in drown proofing the community and offering individuals and families an affordable place to swim year round. In addition to the generous donation by Mr. John McConnell for the Susiegray McConnell Sport Complex, he City Council requested staff to generate a new schedule that would reduce the facility's hours from 75.5 hours to 40 hours per week. These hours have not been presented to the Recreation Advisory Committee for consideration, however this item will be placed on the agenda for our May 18, 2015meeting. Staff considered the hours of operation that were most utilized by our  graciously gave money to assist with the construction of the pool.  patrons, thus the following hours of operation are being proposed:  Monday - Friday Saturday Sunday programs.  6:00 AM- - 10 AM and 4 PM-7 PM  11A AM- - 4F PM Closed  *These hours will be hard to accommodate summer swim lessons with other yearlong The proposed reduction in hours will save the City an estimated $30,000 in staff costs. We do expect we will lose 25% of our memberships. Staff does not anticipate significant cost savings in any other line items. The pool will require the same amount of chemicals and gas to heat the pool even during nonoperational hours. The utility costs will remain constant as well, iti is important to maintain facility temperatures and humidity levels to reduce building and equipment maintenance. During the 2013-2014 budget year, the Aquatic Center was able to reopen during Carl Ralph, Alton E. Meads Recreation Center, Inc, has provided a proposal to assist the City with the operation of the Moore Aquatic and Fitness Center. This proposal will save the City an Currently the Aquatic and Fitness Center is the only year round indoor aquatic facility that anyone under the age of 18 is allowed to join. Iti is also the home of the ECA Swim Team and  the hours of 1 PM-31 PM with no additional expenses.  estimated $50,000 per year and not require the facility to reduce hours.  the' Washington High School Swim Team.  May 11,2015 Page 1450f202    Agenda Date: May y11,2015  C  Citys  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject: Applicant Presentation: none Staff Presentation: RECOMMENDATION:  Mayor Hodges & Members of the City Council  Kristi Roberson, Manager May 11, 2105 none  Cart Vendors on Stewart Parkway & Havens Gardens  IfCity Council isi interested in allowing cart vendors on Stewart Parkway and Havens Gardens, I am requesting guidance and direction concerning how they would like the concept implemented. In addition, Ir recommend they amend Section 22-5ofthe City Code to allow peddling on1 the  waterfront.  BACKGROUND AND FINDINGS:  In 2002 a vending contract was created for two locations on Stewart Parkway and one location on Havens Gardens for food vendors. The City sent out RFP's and a contract was entered into with The Recreation Department has received another request for vending on Stewart Parkway.  Jimbo Jumbo's.  Currently section 22-5ofthe City Code prohibits peddling on the waterfront.  PREVIOUS LEGISLATIVE ACTION  In 2002 a contract was entered into with Jimbo Jumbo's.  FISCAL IMPACT Impact  Currently Budgeted (Account  Requires additional appropriation x No Fiscal  SUPPORTING DOCUMENTS  City Manager Review: b1 Concur  Recommend Denial Page 146of202  No Recommendation  5145 DateMay 11,2015    Agenda Date: 05-11-15  0o  Citys  Washindton NORTH CAR'OLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council Allen Lewis, Public Works Director  05-04-13 Adjustments.  Adopt a Policy Revision for Making Water & Sewer Billing  Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Brian Alligood, City Manager  Imove that Council adopt the revised policy for Water & Sewer Billing Adjustment dated May  2015.  BACKGROUND AND FINDINGS:  In addition to the other utility adjustment changes being presented for your review and approval today, staff felt that it was appropriate to change our water and sewer adjustment policy as well. The attached revised policy removes the possibility ofa water adjustment altogether. Staffi feels like this is appropriate as every drop of water that goes through a meter is treated the same whether it is consumed or leaks on the ground. The policy still allows for sewer adjustments for water that does  noti return to our sewer system as described in the attached policy.  PREVIOUS LEGISLATIVE ACTION 06-13-11, water and sewer adjustment policy adopted.  FISCALIMPACT  Currently Budgeted (Account SUPPORTING DOCUMENTS  ) Requires additional appropriation X No Fiscal Impact  See attached revised Water and Sewer Adjustments Policy  City Manager Review:  M Concur 15h5 Date  Recommend Denial May 11,2015 Page 147of202  Nol Recommendation  Date    POLICY FOR  WATER AND SEWER BILLING ADJUSTMENTS  EFFECTIVE MAY 20112015 WATER & SEWER ADJUSTMENTS  To make an adjustment, the City of Washington will need the following information from the  customer:  When the leak was discovered; Who made the repairs, where and when; and  Ac copy oft the plumber's bill, or receipts for materials purchased if you made the repairs. The amount of the bill adjustment depends in part on whether the water from the leak returned to The City ofWashington will issue al billing adjustment to any customer having a water leak repaired esuimerwlerweepynww-4ok The customer will bei required to pay for his monthly average sewer consumption and will not bel billed any additional charge, ifthe water did not go into the Sewer System. Ifac customer has al high water usage due to leaks or malfunctions of equipment and the water did go back into the sewer system, then the customer will not receive an adjustment. Faulty commodes or constant running water in commodes are good examples  the sanitary sewer system or leaked elsewhere on your property.  based on the following formula:  eFtheelalamountevertheaverage:  21. 3-2.  oft this high water usage.  The City will only allow one adjustment during any 365 dayp period.  Ift the City notifies a customer of a water leak at their premise and the customer does not correct the  problem within 30 days ofnotification, the City will not issue any adjustment(s). The following procedure will be followed before an adjustment is given:  The customer has to provide the Customer Service Representative with proofthat the water leaked on the ground or premises before an adjustment can be considered. Ac check-read service order will be generated by a Customer Service Representative to verify thei reading oft the meter and toi investigate signs ofal leak. The water and sewer department Approximately sixty (60) days from the date ofrepair, the customer's account will be Upon review of customer's usage history, a Waterander-sewer adjustment will be granted  will be notified, ifa any assistance isi needed.  printed and given tol Public Works Department for review.  based on an average: monthly usage.  The adjustment will appear on the customer's utility account.  Approved by City Council m-4,0HMay11,205.  May 11,2015 Page 148 of202    POLICY FOR EFFECTIVE MAY 2015 WATER & SEWER ADJUSTMENTS  WATER AND SEWER BILLING ADJUSTMENTS  To make an adjustment, the City of Washington will need the following information from the  customer:  When the leak was discovered; Who made the repairs, where and when; and  A'copy of the plumber's bill, or receipts for materials purchased ifyous made the repairs. The amount oft the bill adjustment depends inj part on whether the water from the leak returned to The City of Washington will issue a billing adjustment to any customer having a water leak repaired 1. The customer will be required toj pay for his monthly average sewer consumption and will not bel billed any additional charge, ifthe water did not go into the Sewer System. 2. Ifa customer has al high water usage due tol leaks or malfunctions ofe equipment and the water did go back into the sewer system, then the customer will not receive an adjustment. Faulty commodes or constant running water in commodes are good examples oft this high  the sanitary sewer system or leaked elsewhere on your property.  based on the following formula:  water usage.  The City will only allow one adjustment during any 365 day period.  Ift the City notifies a customer of a water leak at their premise and the customer does not correct the  problem within 30 days ofnotification, the City will noti issue any adjustment(s). The following procedure will be followed before an adjustment is given:  The customer has to provide the Customer Service Representative with proofthat the water leaked on the ground or premises before an adjustment can be considered. Ac check-read service order will be generated by a Customer Service Representative to verify the reading of the meter and to investigate signs ofal leak. The water and sewer department Approximately sixty (60) days from the date of repair, the customer's account will be Upon review of customer's usage. history, a sewer adjustment will be granted based on an  will be notified, if any assistance is needed.  printed and given tol Public Works Department for review.  average monthly usage.  The adjustment will appear on1 the customer's utility account.  Approved by City Council May 11,2015.  May 11,2015 Page 149 of202    Agenda Date: May 11, 2015  -  Citys  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council John Rodman, Community & Cultural Services Design for Downtown Streetscape Designs John Rodman, Community and Cultural Services  May 4, 2015  Authorize City Manager to issue a Notice to Proceed with Land  Applicant Presentation: Chris Furlough, WHDA  Staff Presentation: RECOMMENDATION:  Imove that the City Council authorize the Manager to issue a Notice to Proceed with Land Design to provide a Master Plan for Downtown Streetscape Designs not to exceed $29,600  and adopt the resolution exempting the City from G.S. 143-64.31.  BACKGROUND AND FINDINGS:  The City of Washington requested that Land Design submit a proposal to provide a Streetscape Master Plan to renew streetscape components in Downtown associated with the potential upgrade of utilities int the area. By awarding the project to Land Design the City saw this as an opportunity to tie previous improvements to the successful waterfront enhancement projects, to help bolster the long term success of Downtown merchants, and to build on the overall brand. The City will utilize the $25,000 provided in the 2014-2015  budget and WHDA will provide the difference of $4,600.  PREVIOUS LEGISLATIVE ACTION Streetscape Improvement Committee  Recommended for approval by the Washington Harbor District Alliance and the  FISCAL IMPACT appropriation  X Currently Budgeted (Account  Requires additional  No Fiscal Impact  SUPPORTING DOCUMENTS Notice to Proceed, Scope ofWork  Resolution  City Manager Review:  s/5/5 No RecommehaasA5  Date Concur bu Recommend Denial  Page 1500f202    Mayor Mac Hodges City Manager Brian M. Alligood  Washington City Council Richard Brooks Doug Mercer Larry Beeman William Pitt Bobby Roberson  CC  Citys  Washington  NORTH CAR'OLINA  NOTICE TO PROCEED WITH PROJECT  May 12, 2015  Mr. Scott Laqueux, Partner LandDesign 223 North Graham Street Charlotte, NC 28202 Project: Dear Mr. Laqueux;  Downtown Streetscape Master Plan  You are hereby notified to commence work on the above referenced project in accordance with the Scope of Services dated April 14, 2015. The project cost shall not The date of commencement for project work shall begin no later than fourteen days days from the date oft this letter. You are scheduled to complete the work within ten (14) la am looking forward to a successful project. If you have any questions or comments,  exceed $29,600.  weeks from the date of commencement. please don't hesitate to give me a call.  (10)  Sincerely,  John Rodman, Director Community and Cultural Services City ofWashington  Signature of Authorized Official Brian Alligood, City Manager  ACCEPTANCE OF NOTICE Acknowledged by: Signature Date  102 East. Second. Street, Washington, North Carolina 27889  A916A2 wwwwasnngtonnegow    RESOLUTION EXEMPTING CITY OF WASHINGTON UNDERGROUND VTILTYSTREETSCAPE DESIGN PROJECT  FROM G.S. 143-64.31  WHEREAS, G.S. 143-64.31 requires the initial solicitation and evaluation of firms to perform architectural, engineering, surveying, and alternative construction delivery services (collectively "design services") to be based on qualifications and without regard  tof fee;  WHEREAS, the City proposes to enter into one or more contracts for design WHEREAS, G.S. 143-64.32 authorizes units of local government to exempt contracts for design services from the qualifications-based selection requirements of  services for work on downtown underground utilities and streetscape; and  G.S. 143-64.31 if the estimated fee is less than $50,000; and  WHEREAS, the estimated fee for design services for the above-described project NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WASHINGTON Section 1. The above-descrbed project is hereby made exempt from the  is less than $50,000. RESOLVES:  provisions of G.S. 143-64.31.  Section 2. This resolution shall be effective upon adoption.  Jay MacDonald Hodges, Mayor  ATTEST:  Cynthia S. Bennett, City Clerk  May 11,2015 Page 152 of202    .  SCOPE OF FRVICS-DOWNTOWN WASHINGTON STREETSCAPE MASTER PLAN The general scope of services herein includes ideation, design and planning services to produce a Streetscape Master Plan for improvements along Main Street between North/South Bridge Street and North/South Bonner. Streets andj for North/South Market. Street from the waterfront to. SR32. The overall improvements will address pedestrian and bicycle circulation, public gathering areas along the streetscape, bulbouts and pedestrian crosswalks, location and orientation of gateway identification markers at each primary Downtown entry points, hardscape improvements, planting, irrigation and pedestrian light locations, parking zones, street furnishings, and other elements. The plan link to the  overall strategy for utility improvements int the area. Task1. Project nitiation and Analysis Task 1.1: Pre-Work Effort  The LandDesign Team shall conduct an initial data needs inventory to identify the types and formats of data required for the project. Our initial data needs inventory will serve as a starting  in the data point  collection and analysis component of the effort.  As part oft the data collection effortandj priortot thet formal project Kick-Offi Meeting, LandDesign will work with the City to identify key project stakeholders to facilitate the data collection process as well as better understand the strengths, weaknesses, opportunities and constraints of the project area. Stakeholder  meetings will be held the day of the project kick-off meeting (described below). Task 1.2: Project Kick-Off Meeting and Stakeholder Interviews  The Project Kick-OffMeeting will: serve as thei firsti formal organizational meeting between thel LandDesign Teama and the Citya and any established: steering committeei fort the project. This meeting willl help facilitate the plan process and provide a sounding board for project goals, recommendations and actions. In this meeting the following items will be reviewed: pedestrian circulation and crossings, design standards, parking locations and orientation, sidewalks and plazas, planting scheme, property owneri impacts, planed Following the Kick-Off Meeting, LandDesign will conduct up to 4 interviews with key stakeholders (or stakeholder groups) who can speak tot the issues identified and share plans and information that will have The Team will also prepare ai full photo documentation of the project areai for use in the planning effort. LandDesign will review plans, studies, and regulations that will help inform the Master Planning process. The document review effort willi include, but not be limited to, thei following documents:  utilities upgrades, storm water management and other items.  an impact on the direction ofi the project effort.  Task1 1.3: Document Review  Comprehensive Land Use Plan for Washington Zoning Ordinance Park and Recreation Master Plan NCDOT Roadway Standards  223 North Graham Street Charlotte. NC 28202 V:704333.0325 F:704375.4138 www.landDesign.com:  Washinglon DC Charlotte NC DallasTX OrlandoFL San Francisco CA  Ma441328156 Page1536f202    City of Washington Historical Information  The Waterfront Plan  The recently completed. signage and wayfinding plan for Downtown  Plans and concepts developed around parcels locals the intersection of W Main Street and W  Stewart Parkway/Gladden, Street  Task: 1.4: Opportunities and Constraints dentification  LandDesign will prepare an opportunities and constraints map, supported by existing condition photos, that identifies opportunities and constraints in the study area. The focus of this task will be on: napproprate/Aproptate uses, sub-areas needing special treatment, parking, lighting, plantings, gateway opportunities, street furniture, programming, public art, and special events (including street fairs). The timing of streetscape improvements will also be considered within the context of utilities upgrade and the potential for impact to downtown merchants. The team will also look closely at opportunities for renewal of parcels around the intersection of W Main Street and W Stewart  Parkway/Gladden Street.  Task2. Streetscape Concepts Development and Public Open House  Task 2.1: Streetscape Concepts concepts will include:  Based on the results of Task 1, LandDesign will prepare initial concepts for the project area. Initial  Preliminary streetscape layout plan;  Initial sketches and photos of streetscape concepts/platemaking features;  Initial ideas on hardscape, softscape, parking configuration, curb alignment, and other features; Thoughts on how the overall streetscape concept(s) supports the broader brand and image of  and, the City. Task2.2: Public Open House  LandDesign Team members will travel to Washington to hold a meeting with the City and then an afternoon/evening: public open house. This open house will allow stakeholders and the public-at-large  tor review the alternatives generated and provide comment.  Task2.3: NCDOT Coordination assumptions to gauge NCDOTsupport. Task3. Streetscape Master Plan Preparation  LandDesign will meet with key NCDOT staff to review the Draft Streetscape Concepts and design  3.1: Master Plan Preparation and Order of Magnitude Cost Estimate Streetscape Master Plan. The Master Plan willi include:  Based on1 the results of Task: 2 and feedback from the City, LandDesign will prepare the City of Washington  2231 North Graham Street Charlotte, NC28202 V:704333.0325 F:704375.4138 wwwlandDesgn.com  Washington DC Charlotte! NC DallasTX OrlandoFL San Francisco CA  Ma481428156 Page1 1540f202    Streetscape layout plan; features (up to 4);  Master grading plan/relocation of storm drainage inlets and pipe at a master planning Illustrative details/sketches of special features reflecting the streetscape  level; concept/Placemaking  Hardscape, plant palette, lighting, street furnishings, signage, parking configuration, curb Incorporate current signage and wayfinding developed for the City (by others); Suggested strategy fori implementation in coordination with utilities upgrade; and, Suggestions on funding strategies for elements of the Master Plan.  alignment, and other features at a master planning level;  Based on the above, LandDesign will also prepare a planning level order-of-magnitude cost estimate LandDesign will submit the draft Master Plan the City for comments and feedback. Comments received The City will make any needed final presentations to Council needed forj final adoption of the Downtown  Master Plan elements.  for  will be incorporated into the revised final Master Plan.  Streetscape Master Plan.  Task 4. Optional Streetscape Master Plan Adoption Presentation  LandDesign can participate in one public hearing leading to adoption of the Streetscape Master Plan. A  summary overview of the Plan willl be provided andi thet team will be available to  to respond questions and  concerns that may arise during the meeting. PROJECT DELIVERABLES  H.  Project deliverables associated with the project effort include the following:  Three (3) hard and one (1) soft copy of the Draft Streetscape Master Plana as well as any Three (3) hard and one (1): soft copy oft the Final Streetscape Master Plan as well as any supporting One (1) flash drive containing all other project elements collected as part of the planning process  presentation materials. presentation materials.  supporting  (e.g., meeting minutes, reports, photos).  The City shall be responsible for printing of handouts, securing space for the public stakeholder meetings, andadvertising: gand coordinationofatendes fors stakeholderand; open  house and publicmeetings.  223 North Graham Street Charlotte, NC 28202 V:704333.0325 :704375.4138 wwwlandDesign.com  Washington DC Charlottel NC DallasTX OrlandoFL Sani Francisco CA    II. FEE ESTIMATE. AND TIMING  LandDesign will invoice the Client to complete the work identified in this Scope of Services as outlined  below:  Task 1: Project Initiation and Analysis Task 3. Streetscape Master Plan Preparation Direct Expenses (Travel, Printing, Phone)  $ 7,300 $12,500 $ 8,100 $1,700 $29,600 $3,500  Task. 2: Streetscape Concepts Development and Public Open House  Total Services  3*4-OplomaistestsPeawrRamA6eptionPirasamtistion  Fees do not include any venue costs for the public meeting. Any other Additional Services requested by Following the receipt of a Notice to Proceed from the Client, LandDesign will commence all project work. We estimate all work and reviews willl be completed over an 81 to 10 week period. Ai final projectschedule At the completion of the project, LandDesign will also prepare a scope of services for consideration byt the  the Client, shall be billed on at time and materials basis.  shall be prepared as part of Task: 1.2, Project Kick-Off.  City to provide full design services for master planned streetscape elements.  223 North Graham Street Chariotte.NC28202 V:704333.0325 F:704.375.4138 www.andDesgn.com  Washinglon DC CharlotteNC DallasTX OrlandoFL San Francisco CA  May, 11, 2015 age156    Project Area  NGOneMag, NC Center for Geogrepistrmdint  NCCTBOERS May 11,2015 Page 157of202    Qualifications  May 12015 Page 158of202  LandDesign.    Resumes Qualifications  Dale Stewart LandDesign  Beth Poovey LandDesign  PE,PRESIDENT, PARTMERICHARLOTTEI NC  RLA, ASLA, PROJECT MANAGER ICHARLOTTE  Practicing as a CMwi/Environmental Engineer since 1972, Mr. Stewart possesses a comprehensive understanding not only of the opportunities and challenges of  Ms. Poovey has an array of experience in master plan devel- opment, greenway and park design, streetscape design, site planning, land- scape design, site analysis, graphic design. and public of  today's engineering projects, but of the role those projects play in the development of thel larger region. Mr Stewart's expertise has made him a valuable member ofar number of committees. task forces and advisory boards. Hei IS also active ina a number of land Larkin, Statesville, NC- Senior Engineer-in-Charge Ballantyne, Mecklenburg County, NC - Senior Morrocroft, Charlotte, NC Senior Engineer-in- Baxter & Close Family Property Master Plan, Fort Mill, SC- Senior Engineer-in-Charge The Sanctuary (LEED), Charlotte, NC - Partner-in- Montrose, Chester, SC Partner-in-Charge Downtown Statesville & NC-115 Streetscape/ Land Use Master Plan, Statesville. NC-S Senior Water & Sewer Authority of Cabarrus County (WSACC) FY'12-13 Water & Wastewater Master Plan, Cabarrus County, NC- Partner-in-Charge Registered Professional Engineer, NC 6988,SC 8571, AL 18096, MD 17932, VA 18540, GA 17251, Master of Science, Civil Engineering, North Carolina  involvement process. Her focus and passion has evolved into planning and space and historic and cultural design resource public open Downtown Statesville & NC-115 Streetscape Land Use Master Plan, Statesville, NC Hickory Inspiring Spaces Initiative, Hickory, NC Black Mountain Town Square & Corridor Study, GroWNC: Western North Carolina Livable Communities Initiative, Wester NC Apex Streetscape & Corridor Design Guidelines, Freedom Drive Business Corridor Streetscape Master Plan, Charlotte, NC Little Sugar Creek Greenway Master Plan, Mecklenburg County, NC Carolina Thread' Trail Vision Plan, North and South Carolina, Asst Project Mgr. Subsequent projects: Belmont Rail Trail CTTS Seven Oaks CTTN Mooresville Corridor Greenway Plan CTT Shelby Corridor Plan CTTI Kings Mountain Corridor Plan CTT South Fork Greenway Corridor Plan Registered Landscape Architect, NC1354, MS598  protection.  preservation efforts.  Engineer-in-Charge Charge  Ashevilie, NC  Apex, NC  Charge  Engineer-in-Charge  PA 040313-R, TN 101239 State University, 1972  May 11,2015 Page 159 of202    Qualifications Resumes  Aaron Shier LandDesign  Frank McMahon SENIOR SOCAIE,PEICARLOTENC LandDesign  ASSOCIATE, LANDSCAPE DESICMERICHARLOTENC  Aaron's passion for landscape architecture stems from the desire to create unique places where people immerse themselves in the natural environment. Playing ani integral rolei int the Urban Section oft the and analysis, construction  Mr. McMahani is responsible for project design, managing staff, and managing multiple projects of various sizes from the due diligence phase through construction administration. Projects have included  LSCG has been a highlight of his career and honed his planning, site planning, greenway and park design skills. He also is experienced in feasibility study, cost estimate preparation document production and permitting processes. Downtown Statesville & NC-115 Streetscape/ Land Use Master Plan, Statesville, NC City of Hickory Inspiring Spaces Plan, Hickory, NC Double Oaks Neighborhood Redevelopment, Little Sugar Creek Greenway, Mecklenburg County, Carolina Thread Cleveland County, Cleveland, NC City of Greenwood Linear Park, Greenwood, MS Queen Charlotte Monument Relocation Douglas International Airport, Charlotte NC Carolina Thread' Trail Vision Plan, North and South Carolina, Asst. Project Mgr. Subsequent projects: Belmont Rail Trail CTTS Seven Oaks Greenway CTT Mooresville Corridor Plan CTT: Shelby Corridor Plan CTTI Kings Mountain Corridor Plan CTT South Fork Greenway Corridor Plan Bachelor of Landscape Architecture, Michigan  capital improvement projects such as watershed analysis, stormwater mitigation, roadway realignment and reconstruction, and overall layout and design with aspects including stormwater multi-phase erosion and sediment control, management, roadway design, wastewater collection distribution, and traffic control. City of Charlotte Unspecified. Storm Drainage Improvement Projects, Charlotte, NC City of Charlotte Various Stormwater Improvement Projects, Charlotte, NC Brightwalk, Charlotte, NC Little Sugar Creek NC New Dixie River Road"  grading, system, water  Charlotte NC NÇ  Greenway, Mecklenburg County, Thoroughfare, Charlotte, NC  Licensed Professional Engineer, NC 037773 Bachelor of Science, Civil Engineering, Clemson  University  State University  May 11,2015 Page 160 of202    Project Experience  Page 161 of202  LandDesign.    Project Experience  LATT &  THREAD  Statesville Downtown Streetscape improvements LOCATION Statesville, NC CLIENT City of Statesville, NC REFERENCE Michael H.. Johnson The. Johnson Group, Inc. 132 Court Street Statesville, NC 28677 704.881.0098 AWARDS CERTIFICATIONS NCAPA Marvin Collins Outstanding Planning Award  Historic Downtown Statesville is the long-time cultural, business, historic, and centrally-located heart of Iredell County. LandDesign established the urban de- sign guidelines, strategies and recommendations under the Downtown Statesville &I NC-115 Streetscape/Land Use Master Plan project. This initiative paved the way for the design and bid documents for the streetscape improvements project To enhance the historic corridor as a destination for retail, dining and people watching, the design focused on creating a rich pedestrian-focused environment with widened sidewalks, reconfigured parking, outdoor dining areas, public art, and streetscape amenities. These streetscape features treat the space between the building and curb as a linear park that re- establishes downtown Statesville as ac destination. The success of this project led to the receipt of the NCAPA Marvin  along Center and Broad Street.  Collins Outstanding Planning Award.  May 11,2015 Page 162of202    Project Experience  AFTER  C  -  BFORE  Easi Boulevard Muiti-Modal LOCATION Charlotte, NC CLIENT Charlotte Housing Authority/ Crosland REFERENCE Eric Bilsky, PE Project Manager City of Charlotte 600 East Fourth Street, 14th Floor Charlotte, NC 28202 704.336.5906  For this project, the LandDesign team conducted a transportation analysis for the segment of East Boulevard from South Boulevard tol Dilworth Road' West for ai four- lane to two-lane conversion. The concept modeled two travel lanes with bike lanes and on-street parking on both sides of the street and aj planted landscape median, all within the current curb-to-curb dimension. The study suggested two roundabouts inl lieu of the existing signalized intersections at Euclid Avenue and Dilworth Road West. Facilities are part of the future development program, and additional trails and open space areas (+57 acres) are provided for the entire community, linking the AK key corridor int the urban context of Charlotte, this section of East Boulevard serves a wide range of uses, that the older two-lane road did not accommodate well. This change presented a challenge to convince the community of the advantages of a multi-modal solution. LandDesign was able, through the public involvement process, to build consensus with the aid of multiple visualization techniques of alternate parking and pedestrian crossing concepts.. As series of three public meetings were conducted by LandDesign in partnership with the City of Charlotte. LandDesign led the meetings, presenting plans and alternative scenarios including visual renderings to depict scenario options and the benefits of each. Based oni these meetings and the public involvement, LandDesign worked with the City to present thef final preferred scenario.  town center, district park, and residential areas.  May 11,2015 Page 163 of202    Project Experience  Little Sugar Creek Greenway Little Sugar Creek extends over 15 miles and traverses 17 neighborhoods from  LOCATION Charlotte, NC CLIENT SIZE  downtown Charlotte tot the South Carolina line. Until recently, the creek has been mainly overlooked--a stormwater channel largely out of sight and out of mind. In LandDesigns goal was to strike al balance between environment and community. The design not only restores water quality and natural habitats, buti it also provides at transportation corridor andr natural amenity that links neighborhoods, schools, During the planning process, environmentally. sensitive areas were identified with the goals ofi improving water quality and protecting natural areas. Ina an attempt to bring the creek closer toi its natural state, the master plan includes unçovering the creeki in several urban areas where ith had been built over, Wildlands Engineering completed extensive hydraulic modeling that was required for floodplain permitting. Wildlands Engineering successfully coordinated 401/404 permitting with! NCI Division of Water Quality (DWQ) andi the US Army Corps of Engineers and collaborated with LandDesign on sediment and erosion control permitting Services included trail ands stream alignment; public involvement; facilitation of greenway easements; road crossings; construction documents and specification set; permitting and agency approvals; project cost estimate; bidding; and construction administration. Low-impact development techniques were utilized, including stormwater detention, rain gardens, and stream restoration. LDI, Charlotte IE Beth Poovey, Senior Project Manager; Aaron Shier, Project  undertaking the master planning of thel Little  Creek Greenway,  Sugar  Mecklenburg County Park & Recreation 1.25 Miles of Construction Documents TEAMINGI FIRMSI INVOLVEMENT LDI, Prime Consultant AWARDS a CERTIFICATIONS 2012 NCASLA Award of Excellence REFERENCE Jayl Higginbotham Mecklenburg County Asset & Facility Management gov 704.432.0622  employment and retail nodes, andy places ofi interest.  sphggmbolham@mec.enburgeounyne. through NC Division ofl Land Quality.  SERVICES RENDERED  KEYI INDMIDUAISEROLE Manager  May 11,2015 Page 164 of202    Project Experience  Hickory Inspiring Spaces  Hickory has made significant investment ini its public spaces over the years with parks, greenways, Union Square, the SALT Block, landscaped intersections on Hwy 70 and in downtown. The plan for Inspiring Spaces will seek to make strategic investments in Hickory through a capital improvements plan over the next 10 years in order to attract additional private investment. As communities compete with one another to attract suchi investment, the presence of quality parks and greenways, attractive streetscapes, vibrant plazas and other public spaces becomes an important marketing tool. With the Inspiring Spaces initiative, Hickory is positioning itself to be a community of choice in the region. The Inspiring Spaces Plan willi identify opportunities for bolstering economic development through improvements to key cultural, institutional, and natural destinations and the linkages between them. Itisac city-wide planning process that will provide a framework for prioritizing awelcoming and vibrant city, as well as at thriving properties place to work, live and play. The plan will identify priority construction projects, their associated costs and ani implementation schedule for improving the appearance and functionality of LandDesign led data collection and analysis, public engagement activities, project marketing activities, plan development and adoption, recommendations, cost estimate preparation and implementation formulation. LDI, Charlotte Meg Nealon, Partner-in-Charge; Beth Poovey, Project  Initiative LOCATION Hickory, NC CLIENT City of Hickory SIZE Town-wide Master Plan PROJECT SCHEDULE/STATUS August 2012- Present PROJECTI DEADLINES On-time, On-Budget TEAMING FIRMSI INVOLVEMENT LDI, Prime Consultant REFERENCE Andrea L. Surratt Assistant City Manager 76 North Center Street Hickory, NC 28601 asurait@hickonyne.gow 828.323.7412  improvements to the public infrastructure and streets, parks and public areas throughout the city.  to promote Hickory as  SERVICES RENDERED  KEYI INDIVIDUALSAROLE Manager  May 11,2015 Page 1650 of202    Project Experience  Wilma Dykeman Riverway River Arts District Transportation Improvement Project (RADTIP) LOÇATION Asheville, NC CLIENT City of Asheville SIZE 2 Mile  This project implements the 2004) Wilma Dykeman RiverWay Master Plan, the City of Asheville's signature greenway project and includes environmental documentation, analysis ofp project alternatives, functional and preliminary roadway and greenway designs, and the development of a project implementation strategy for roadway and greenway improvements in the River Arts District of Asheville. Thel River Arts District houses working artist studios in large industrial warehouses and former Cotton Mill buildings along the French Broad River. This area will continue to grow as new and reused mixed-use buildings offer more living and work space for artists andi individuals interested in living and working byt the river. The design team balanced complex NEPA, North Carolina State Historic Preservation Office, NCDOT, and other state and federal agency submittal and review requirements with other design factors such as aesthetics and character, economic development, environmental sustainability, recreational opportunities, Fori the' Wilma Dykeman Riverway project, LandDesigni is leading ane extensive community involvement process fori this planning effort and has coordinated and facilitated over forty (40) well-received public meetings, presentations and stakeholder interviews for this project ini range of sizes and locations, including artist studios and unique trolley study area tour with the local citizen advisory LandDesign isl leading public involvement process andi is providing greenway and streetscape design, storm water design, and public art coordination. LDI, Charlotte Beth Poovey, Greenway and Streetscape Design  TOTALI ESTIMATED CONSTRUCTION COST $12.7 Million [Multiple Contracts] TOTAL ESTIMATED! LDID DESIGN CONTRACT COST $125,000 [Other Contracts Pendingl PROJECTS SCHEDULE/STATUS Phase 1, May 2010- September 2012, Complete Phase 2, On-time, On-budget FIRMSI INVOLVEMENT LDI, Sub Consultant to CDM: Smith REFERENCE Dan Baechtold, AICP 828.259.5943 bachod@ashevlencgor Rajit Ramkumar CDM Smith 5400 Glenwood. Avenue, Suite 300 Raleigh, NC 27612 919.325.3606 RamhumafRecdmemihcon  and resource preservation.  committee. SERVICES RENDERED KEYI INDIVDUALISAROLE  May 11,2015 Page 166 of202    Project Experience  Greenwood Linear Park & Extension LOCATION Greenwood, MS CLIENT City of Greenwood MARKET Environmental, Open Space, & Recreation Planning  Richi in history and Mississippi Delta culture, many say Greenwood is the birthplace of blues music. Amid a declining economic climate, the City of Greenwood decided tol leverage their history and culture to improve the community's economic development. LandDesign was selected to study an abandoned section of railroad bed stretching two miles through the city. The primary focus of the project was to plan and implement an aiternative transportation route along the railroad right-of-way, bridging social and economic boundaries by creating community gathering spaces, recreationai areas, and bicyole/pedestrian connections to residential neighborhoods, Ar multi-phased project, the LandDesign team led a strategic community engagement effort; meeting with local stakeholder groups and Mississippi Department of Transportation officials. The LandDesign team developed amaster plan and phasing plan that willl bei implemented in two phases. Key toi the success oft the project is incorporating sustainable and budget conscious design solutions which utilize readily available material resources that speak tot thel local vernacular, as well as, implementation strategies that engage community participation to assist in telling the unique story of Greenwood-ulimate)y reviving the landscape andl legend of the area.  schools, and the downtown retail district.  May 11,2015 Page 167 of202    Project Experience  -  Carolina Thread Trail Belmont Rail Trail LOCATION Belmont / Gaston County, NC CLIENT City of Belmont, Connect Gaston, Carolina Thread Trail SIZE 1.6 Mile TEAMINGI FIRMS INVOIVEMENT LDI, Prime Consultant REFERENCE Adrian T.N Miller Assistant City Manager for Community Services City of Belmont POB 431 Belmont, NC 28012 704.901.2067 miler@oltyolpelimontorg  LandDesign was contracted to prepare a feasibility analysis for incorporatinga multi-use trail within a 1.6 mile inactive railroad corridor running from downtown Belmont north to Belmont Abbey College. The corridor analysis includes the identification oft the preferred alignment, coordination with property owners, NCDOT, NCRail, anticipated parking and trail head locations, road and highway crossings, permit requirements, adjacent parcel identification, identify environmental considerations, costs for construction and maintenance, etc. as well as design guidelines for thet trail and opportunity areas. Since the completion of thei feasibility study, LandDesign will move forward with complete construction and The key design challenge for this project was to address the NCDOT requirement that the rails remaini intact. The Design Team designed ai trail cross-section that located the greenway trail on top of the tracks, while keeping the rails and ties in  engineered documents.  tact and generally undisturbed. KEYI IMDMVIDUALSAROLE  LDI, Charlotte Beth Poovey, Senior Project Manager  May 11,2015 Page 168 of202    Agenda Date: May 11, 2015  00  Citys  Washindton NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject:  Mayor Hodges & Members of the City Council John Rodman, Community & Cultural Services  May 4, 2015  Authorize staff to draft and enter into an agreement for the Washington Waterfront Underground Railroad Museum John Rodman, Community and Cultural Services  Applicant Presentation: Rebecca Clark, Leesa Jones  Staff Presentation: RECOMMENDATION:  Imove that the City Council authorize staff to draft and enter into an agreement for the Washington Waterfront Underground Railroad Museum for the use of the Caboose and  surrounding property as a museum as presented.  BACKGROUND AND FINDINGS:  The City of Washington has recently received recognition as a National Park Service Underground Railroad Network to Freedom". This designation is an important one for Washington and signifies the importance of the role African American people have had in the development and history of the City. The Underground Railroad Museum is requesting to lease the existing caboose and surrounding grounds to promote tours and re- enactments throughout the year. Through partnerships the Caboose will be restored and  maintained.  PREVIOUS LEGISLATIVE ACTION  Recommended for approval by the Parks and Recreation Advisory Committee = April 2015 Endorsed by the' Washington Historic Preservation Commission - May 2015  FISCAL IMPACT appropriation  Currently Budgeted (Account  Requires additional  No Fiscal Impact  SUPPORTING DOCUMENTS Presentation Site Plan  City Manager Review: 5//15 Date Concur bwwk Recommend Denial  No RecommendaigPuzms  Page 169of202    Washington Waterfront  Underground Railroad Museum  Contacts:  Rebecca Clark mershonbll@aolcom Leesa Jones cesawisdom@aokcom  May 11,2015 Page 170of202    Washington recently received recognition as a National Park Service "Underground Railroad Network To Freedom" site. This is an important designation both for Washington and North Carolina as a whole. We feel this designation warrants a museum to show the importance of Washington, NC and the role African American people have had in the development and prosperity of our beautiful town. We are in a position to tell a unique story about or town. We will educate and promote prosperity through tourism with We are requesting that the city allows us to operate the Washington Waterfront Underground Railroad Museum" in the city owned Caboose and to use the grounds around the caboose to promote tours and re-enactments throughout the year. Through partnerships with Washington Harbor District Alliance and the Washington Noon Rotary, the Caboose will be restored to its original colors. The interior of the caboose will house a pictorial history of The museum will be free and open to the public on a weekly schedule to be determined. Leesa Jones will act as Museum Curator. Docent volunteers will be on site when the museum is open. Historic tours, occasional re-enactments and traveling exhibits will also be showcased at the museum. The museum will The value of a museum in Washington is not only educational but will be a positive economic builder through tourism. Our museum will be one of only a few in the Eastern United States. It is anticipated that many thousands of people will be visiting Washington just to view the museum and restored caboose. The museum would attract media coverage from around the state of The museum will be self-funded through donations, community and corporate sponsors and tour ticket sales. We would operate under the Washington Harbor District Alliance banner. We would ask the City of Washington to partner with us by allowing us to lease the caboose at no fee for a minimum of  the placement of the museum in downtown Washington.  Washington's Underground Railroad.  be open for school, civic and church group tours.  North Carolina and beyond.  one year and to reconnect the utilities to the caboose.  May 11,2015 Page 171 of202    The Caboose  Through extensive research it has been determined that the Caboose is a Seaboard Coast Line, M-5 Caboose, #0797. The color of the caboose should be orange with black lettering. Below is a photo of the correct coloring/ettering for the caboose. The Washington Noon Rotary and Washington Harbor District Alliance will contract with a qualified painter and pay for the exterior restoration of the caboose. Below is a cost estimate of restoration  Material: 1 gal Rust Inhibitive Primer  1t to 2 cans Bondo 6to 8 gals SW Industrial Enamel 2to 3 gals of paint thinner  Cost $600.00  Labor:  1- Scrape loose paint and rust. 2- Pressure wash exterior. 3- Bondo holes.  4- Spot prime with rust inhibitive primer. 5-2 coat with industrial enamel  Cost $1450.00 Cost $250.00 Cost $2300.00  Lettering Total  SEABOARD COAST LIME  0613 SCL  May 11,2015 Page 172of202    Washington Harbor District Alliance will assist the committee in connecting the Caboose to the current walkway and ramp located at the back of the Peterson Building. A wooden platform will be placed on the back right side of the caboose. See llustration attached. This will meet current ADA standards as required by the city and state. The interior of the caboose will be painted a neutral color and shelving will be put in place for exhibits. These are the only  alterations to the caboose at this time.  : 7AAE  * AN ZouING  b"ard  6AB00S6  onwvL  PIMEASNAL AMBES 730 a FiNnL Psaw-Ace 71 PECKING SH RT-RINeS 73D,AME TvoN  May 11,2015 Page 173of202    Museum Budget Repaint Exterior Refurbish Interior Platform Exhibit Insurance (Year) Misc. Docents Total Budget  $2300.00 Donation $500.00 Partial Donation $500.00 Donation $1500.00 $300.00 $100.00 Volunteers $2800.00  Electricity ($50 Month) $600.00  Museum Committee  Leesa Jones, eesalwsdom@aol.com, 252-833-0995 Rebecca Clark, mershonbil@a0.com, 843-810-4300  Milton Jones Bill Clark  Trent Tetterton, Advisor Beth Byrd, Advisor Chris Furlough, Advisor Rich Moran, Advisor Supporters and Advocates  Washington Harbor District Alliance Washington Park and Recreation Washington Noon Rotary Washington Area Historic Foundation  May 11,2015 Page 174 of202    25  cQ  CERTIFICATE OF ACCEPTANCE  Presentedto  WashingtorvNorthCarolina  Waterfront  The National Park Service has evaluated this SITE as makinga significant contribution to the understanding of the Underground Railroad. in Ametican history and it meets the tequirements for inclusion in the National Undergrouad Railroad Network to Freedom  NATOWAL SERVICE PnM  Dinie Mih Dianel Miller, National Program Meniger Networktol Froedom, National Park Service October 14,2014  NATIONAL  UNDERGROUND RALROAD NETWORK TO FREEDOM  May 11,2015 Page 175 of202    Washington was a very important part of the Underground Railroad Grapevine  Communication System.'  This is one of the 'block houses' that were located on Fort Washington during the Civil War. Fort Washington was built by African Americans in the area that now encompasses the old PS Jones and Washington Colored School sites, Beebe Park, and the Pecan Grove area of Washington extending to Tenth and Market Streets. Local stories say the Union soldiers fell in love with the pecans that grew in Washington and started planting the trees near the fort with African American expertise of the soil and how to cultivate the trees and the trees flourished in that area. The name, The Pecan Grove' designated this  area.  Did you know these flowers helped enslaved people to escape on the  Underground Railroad?  The Black Eyed Susan (Justice Plant) was used by Clergy, Midwives and Teachers to signal to escaping slaves that it was safe to board ships on the  Washington Waterfront to travel North to freedom.  May 11,2015 Page 176 of202    SCHEMATICA CABOOSE PROPERTY: CIYOE-WASHINATON 05 20 SCALBIT'ZZOSO  LONSTALPIANINEZDESATICKREE  SENIOR CENTER  CVK CENTER  Relocate trash bins, concéal trush 4 HVAC behind 42"tall fence  EEF  Concrete wialk withy prick acents Aesging  Bench  AKTS COUNCIE  porch, masonya 6 concrete tey Faling -exterded north Low evergreen shruos E flowers  Extend porch to provide Lintimate stage Optional walk  Riogic  Low brickwal with Concvete cap to match walls on South Side. of Main Street Lowishrobs a Flowers Ornamgital, lghtat end of wall  BARKS EREd.  MAINSL  May 11,2015 Page 177 of202    Agenda Date: May 11, 2015  -  Citys  Washindton NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject: Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Mayor Hodges & Members of the City Council Matt Rauschenbach, Administrative Services Director Adopt Purchasing Policy and Procedures  May 11,2015 N/A  Imove that City Council repeal the Manual of Purchasing Procedures and adopt the proposed  Purchasing Policy and Procedures. BACKGROUND AND FINDINGS:  The City's Manual ofPurchasing Procedures adopted February 12, 1990 was last revised September 8, 1997. The City of Tarboro recently adopted a policy with input from the Local Government Commission and this proposal reflects that base document modified where needed for the City of  Washington.  PREVIOUS LEGISLATIVE ACTION  FISCALIMPACT Currently Budgeted (Account x No Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS Purchasing Policy and Procedures  City Manager Review: hut Concur Maepgmgend Denial  No Recommendation  515l5 Date Page 178of202    CityofWashington, North Carolina PURCHASING POLICY AND PROCEDURES  I.  Introduction  Ac considerable portion oft the expenditures ofe every government is for purchases of goods and services. A local government's power to make purchases and contracts, like other powers, is derived from the Legislature and is subject to such limitations and restrictions as it may impose. While this policy makes reference to certain statutory provisions relating to purchasing, its primary purpose is not to summarize but to supplement those provisions. It is intended that The City of Washington purchasing and Purchasing statutes and rules may change from time to time and this policy shall be updated periodically  contracting procedures willl be consistent with Statel law and this policy.  to: reflect these changes. I. Authorization for Expenditures  Funds must be properly appropriated or budgeted to meet contractual obligations. The Finance Director must determine whether a sufficient balance remains in the budget to pay the sums obligated by the transaction. General Statutes Section 159-28(a) requires that aj pre-audit certificate signed by thel Finance Officer to appear on the contract, agreement or purchase order before it becomes an obligation of the According to G.S. 159-28(e), "if an officer or employee of a local government or public authority incurs an obligation or pays out or causes to bej paid out any funds in violation oft this section (funds which have not been appropriated), he and the sureties on his official bond are liable for any sums sO committed or disbursed. Ifthe finance officer or any properly designated deputy finance officer gives a: false certificate to any contract, agreement, purchase order, check, draft, or other document, he and the sureties on his Any purchase of supplies, materials, equipment or services without proper authorization is prohibited. Unauthorized purchases may not be honored by the City and the individual involved may be held  City.  official bond are. liable for any sums illegally committed or disbursed thereby."  personally liable for such purchases.  II. General Procedures  1. Requisitions for products or services shall be entered into the requisition form approved by the Finance Department, by a person designated by the department head. Sales tax should not be 2. All purchases which would result in line item budget overruns shall be approved by the Finance  encumbered as an expense on the requisition.  Officer prior to purchase.  Washington Purchasing Policy - May11,2015  Page1  May 11,2015 Page 179of202    CityofWashington, North Carolina  3. Thel Purchasing Agent will review requisitions. Aj purchase order will then be generated and presented to the Finance Officer for final review. The purchase order is then forwarded to the department for 4. Departments must allow ample time for processing for those purchases that require the competitive bidding process. The amount of time needed to complete the process is outlined in the section 5. All purchase orders issued which involve multiple departments should have the approval of all 6. All purchases, except those made from special or recurring bills (e.g. annual dues, subscription renewals, contract billing, utility bills, insurance premiums, postage permits and expenses, medical examinations, professional services for accounting or legal, inter-local fees, appropriations and 7. It is the desire of the City to purchase from vendors located within Beaufort County whenever possible. This can be accomplished by ensuring that local vendors who have goods or services available, which are needed by the City, arei included in the competitive purchasing process. The City has a responsibility to its residents to ensure the maximum value for each dollar spent. The City cannot and will not make purchasing decisions solely based on vendor residence. Rather, the City will endeavor to encourage. local vendors and suppliers to compete for all City business.  placing the order.  "Purchasing Procedures."  participating department heads or appointed employees prior to issuance.  assessments, etc.), shall be made with aj purchase order.  IV. Purchasing Procedures  This section outlines the City's purchasing procedure. The purchasing process is designed to provide a proper system of internal control over purchasing, to ensure that the proper authorizations are obtained before items are purchased, and to ensure that statutory requirements for purchasing are followed. All purchase contracts must be compliant with North Carolina's E-Verify law (G.S. 160A-20.1). The Cityi is prohibited from entering into contracts with contractors and subcontractors who have not complied with the requirement of Article 2 of Chapter 64. All vendors must submit an affidavit to ensure compliance  prior to the City enacting business with the vendor.  1. Cash Purchases under $50  Cash purchases should be avoided, but in the event that it is not feasible to be billed for very small purchases, the employee may, with department head approval, buy the item and be reimbursed out of petty cash. The employee must submit an invoice or receipt for reimbursement. If petty cash is not available, an invoice or receipt must accompany a completed Check Request Form and must be sent to the Finance Department with an explanation or purpose for the expenditure for reimbursement. Reimbursement will be made  ini thei next regularly scheduled check: run.  2. Purchases less than $500  Purchases may be made with the approval of the department head without a purchase order. Employees must obtain the original invoice or other type receipt, stamp the invoice with the approval stamp, get the department head's written approval and submit for payment to the Finance Department. These purchases should be made with reputable vendors who are  Washington Purchasing Policy- -May 11,2015 May 11,2015  Page 2  Page 180 of202    CityofWashington, North Carolina  willing tol bill the City. Dividing purchases in order to evadel having to enter ai requisition and  obtain an assigned purchase order is prohibited.  3. Purchases $500-$4,999  Ar requisition must be submitted and approved prior to thej purchase of any item or group of items exceeding $500. After the requisition has been checked for accuracy and reviewed by the Finance Department, the requisition will be converted to aj purchase order. For items in this price range, the responsibility lies with the department head to establish need for goods or services and determine best quality at lowest cost. Notify the Purchasing Agent of items and quantities that are common to other departments to allow for group purchasing whenever  possible.  4. Purchases $5,000-S29,999  Three (3) quotations must be received by either email, fax, hand delivered or by mail and sent to the Finance Department once the requisition is submitted. The requisition will not be approved until the quotes are received. Quotations should be for like items, equal quantities, and at a delivered price. Assistance from the Finance Department in securing these quotes will be available upon request. Ifthree quotations are: not available, or ift thel low quotation is not desirable, a written explanation in the "Note" field will avoid delays in processing the requisition. In cases where the item or service is available from a single source, you must indicate in the note section that it is "sole source". If you need to re-order an item within 12 months of receiving the verbal quote, you do not have to get new quotes as long as the supplier will honor the earlier prices. This information, showing date of last verbal quote and purchase order number, must accompany the requisition. After the requisition has been checked for accuracy and verified by the Finance Department, the requisition will be  converted to aj purchase order.  5. Purchases $30,000-$89,9991 (Informal Bid)  a. Informal bid procedures must bei followed on contracts for the following:  Purchases or lease-purchases of apparatus, supplies, materials, or equipment expected tor require expenditure equal to or greater than! $30,000, but less than $90,000; ii. Construction or repair work when expenditures of $30,000 to $500,000 are involved b. Detailed specifications including description, brand/model number, quantity, unit, delivery date required, and any known vendors should be forwarded to the Finance Department. The Finance Department will obtain quotes from at least three vendors, if possible. However, contracts in the informal range may be awarded even if only one bid is received. Departments should allow ample time (seven to ten working days) for quotes to be obtained. Since informal bids do not have to be publicly opened, fax or email quotes are acceptable. The Finance Department shall keep a record of all bids submitted, which record shall not be subject to public inspection until the contract has been awarded. The Contractor shall submit the E-Verify Affidavit with their bid. Bids that do not include this Affidavit will be considered nonresponsive. After quotes have been reviewed by the Finance Department, a  (G.S. 143-131).  Washington Purchasing Policy -N May 11,2015 May 11,2015  Page3  Page 181 of202    CityofWashington, North Carolina  recommendation based on determination oft the lowest responsive responsible bidder, will be made to the department head or designated employee. If the low bid is not desirable, the department head and/or Finance Department shall provide a written explanation. A requisition will be entered into the financial system by the department head or designated  employee which after approval, will be converted to aj purchase order.  6. Purchases $90,000 and above (Formal Bid)  a. With respect to the purchase or lease-purchase of apparatus, supplies, material, or equipment expected to require expenditure equal to or greater than $90,000 and construction or repair work requiring the estimated expenditure of $500,000 or more, the City shall comply with the provisions ofG.S. 143-129 and other applicable statutes, as well as thei following procedures: i. Detailed specifications including description, brand/model, quantity, unit, delivery date required, and any known vendors should be forwarded to the Finance ii. As provided in G.S. 143-129(b), the City shall notify prospective vendors of the opportunity to submit bids by advertising in a newspaper having general circulation in the City area, or by electronic means, or both (except that a decision to advertise by electronic means only must be approved by the Council, either for particular contracts or all contracts). The advertisement shall contain the information required in G.S. 143-129(b). In addition, the Finance Department shall mail to prospective vendors the Invitation to Bid along with the Instructions to Bidders that has been prepared by the Finance Department with the assistance of the department head or designated employee. Thej published notice must appear, and the electronic or mailed notice must be sent, at least fourteen (14) days prior to thel bid opening. iii. An opening date and time shall be set in the bid conditions and all bids shall remain in the Finance Department office sealed until that time. All bids received will be stamped or marked by the Finance Department as to the date and time of receipt. After thel bids have been opened, they willl be examined and compared by thel Finance Department and department head, with respect to compliance with the specifications, quality and suitability of thej products, time of delivery and other specific conditions that were included in the bid. The Contractor shall submit the E-Verify Affidavit with their bid. Bids that do not include this Affidavit will be considered nonresponsive. A recommendation for the bid award based on determination of the lowest responsive responsible bidder will be made to the City Manager. Ifthe low bid is not desirable, the department head and/or Finance Department shall provide a iv. After bids have been opened, they will become a matter of public record and maintained in purchasing. After approval of the award by the City Council a requisition will be submitted to the Finance Department by a designated employee  Department before the bid package is prepared.  written explanation.  and aj purchase order will be issued.  Washington Purchasing Policy - May 11, 2015 May 11,2015  Page 4  Page 182 of202    CityofWashington, North Carolina  b. - Exceptions to the formal bid process are set forth in G.S. 143-129(e) and other provisions of the law. Special procurement procedures applicable to some of these exceptions are set forth Although the waiver of competitive bidding is permitted, the use of competitive bidding is required whenever practical. All reasons for a waiver of the competitive bidding process  in Section V oft this policy.  must be documented.  7. Special Requirements of City Council  a. In addition to the specific requirements of the General Statutes, the City Council requires that all purchase orders for $20,000 or more, be approved by the Council prior to1 the order being  submitted to the vendor.  V. Special Procurement Procedures 1. Blanket Purchase Orders  The Purchasing Agent will issue blanket purchase orders to selected vendors for the procurement of certain items when the amount of paperwork involved makes it impractical to use the regular purchase order procedure. A blanket purchase made using a blanket purchase order number should not exceed $500 at any time, with the exception of chemicals used at the Each department head is to provide a list of authorized personnel who are permitted to execute a purchase order under a Blanket Purchase Order. The authorized City employee must sign the vendor's delivery ticket or receipt and the purchase order number must be indicated. The account number to be charged for the expenditure must be indicated. Department heads must approve the ticket or receipt and forward it to the Purchasing Department for payment. The issued purchase order will instruct the vendor that unauthorized purchases will not be allowed. It is the responsibility of the individual authorized to purchase under a Blanket Purchase Order to ensure that adequate funds are available for purchases. Any purchase exceeding the funds available under a Blanket Purchase Order will be classified as ani unauthorized purchase unless a written purchase order Blanket Purchase Orders should never be used for equipment purchases such as mowers, weed trimmers, blowers, appliances, etc. These items need more specific documentation than al blanket purchase order allow, including serial number, model number and date of purchase. Blanket Purchase Orders are only valid for the current fiscal year for which they are entered.  City's treatment plant or fuel for the City's fuel farms.  increase: request has been submitted in writing.  2. Emergency. Purchases  Washington Purchasing Poliy-May11,2015  Page! 5  May 11,2015 Page 183 of202    CityofWashington, North Carolina  Supplies or services which qualify for emergency purchase are those for which immediate procurement is essential to prevent delays in work that may affect the life, health or safety of the City employees or citizens. In cases of emergencies, the City Manager or his/her The City shall exercise good judgment and use established vendors when making emergency purchases. Thel best possible price should be obtained and only essential, emergency-related items purchased. A failure to anticipate needs does not constitute an emergency. Needs should be anticipated in advance and emergency purchases avoided whenever possible. Emergency orders may be costs as vendor supplies and/or resources may not be adequate on short notice, often necessitating higher prices for services or goods rendered. The use of emergency purchase procedures should be carefully considered and limited whenever During working hours, contact the Purchasing Agent and give all pertinent information to obtain a purchase order. The information needed will include vendor name, items(s) to be purchased with quantities, expenditure account to which the item(s) will be charged and the reason for the emergency purchase. After verifying available funds, aj purchase order will be After working hours, the spirit and intent of all purchasing procedures should be followed until such time as normal processing and administration can occur. The invoice received should be coded with the account(s) to be charged and signed. A brief explanation of the nature oft the emergency should be attached. The Purchasing Agent must be notified oft the  designee may purchase directly from any vendor.  possible.  issued for the expenditure.  purchase and the circumstances the morning oft the next business day.  3. State ofNorth Carolina Purchase Contract  The Finance Department may use the State of North Carolina Department of Administration Purchase and Contract Division and/or established Cooperative Purchasing Agreements whenever possible for procurement of capital and non-capital items. These systems expedite the purchase of goods, offers pricing compatible with quotes received from formal and informal bids and satisfies North Carolina General Statutes. Examples of goods on State Contract are law enforcement vehicles, office furniture, copiers, janitorial supplies, copier paper, light bulbs, etc. Contact the Finance Department with questions regarding goods on State Contract or cooperative purchasing agreements. The State ofNorth Carolina Interactive Purchasing System canl be: found on the web at www.psstatene.us/p/Detautaspk  4. Credit Cards  The City maintains a credit card for such instances as online purchasing, hotel reservations, or other similar purchases. The Finance Department manages the card which shall be provided on an as-needed basis to those authorized to use it by their department head. Department Heads are issued individual cards for similar usage. It is the card user's responsibility to provide an original detailed receipt for each transaction on the bank  Washington Purchasing Policy N May11,2015  Page 6  May 11,2015 Page 184 of202    CityofWashington, North Carolina  statement. Telephone orders that do not generate receipts shall be evidenced by a catalog page and supplemented by any documentation that becomes available once the transaction is complete. Internet purchases should be evidenced by a printout of the order confirmation page. Authorized employees must give all debit card documentation to the department head for their approval. The approval must include the purchase order number when applicable, the general ledger account number and be signed and forwarded to the Finance Department. Authorization to complete a purchase transaction of $500 or more using the debit card shall not absolve the user of the obligation to obtain a purchase order before completing the Undocumented transactions (transactions, turned in to be paid without a receipt) are not allowed and will be considered personal transactions if the employee does not have an explanation that includes a description of the items(s) purchased, date of purchase, vendor's name and reason for the lack of documentation. The Finance Department may request additional information or may disallow the transaction and the employee will be personally  purchase.  responsible for thet transaction amount. a. Need for and' Type of Service Contracts  5. Service Contracts  i. Itis thej purpose oft this policy to create and maintain an efficient and uniform process int the administration ofs service contracts. A department shall select service providers according to the procedures set out in this policy. The need for such contracts is based upon the requirement of the department and as approved by the department ii. Service contracts are contracts that call for a contractor's time and effort rather than for a concrete end product. There are two types of service contracts:  head.  a. Professional - those which involve professional, technical and skilled services such as architectural, engineering, legal, design, financial, audit, consultant training, appraisal, survey, planning, environmental and other services of a similar skilled or professional b. All other - those which consist of leases for rental equipment, maintenance agreements, janitorial, demolition, towing, and similar  nature. activities.  b. Procedure for Negotiating, Awarding, and Executing Service Contracts  Service contraçts will be issued after proposals are solicited from two (2) or more service providers. A request for proposal (RFP) is a competitive procurement process that allows the City to consider factors other than price such as qualification, experience, innovation, creativity, value-added service and project approach. In procuring architectural, engineering, or surveying services, the City shall comply  with Article 3D of Chapter 143 (G.S. 143-64.31 et seq.).  Washington Purchasing Policy- -I May 11,2015 May 11,2015  Page 7  Page 1850 of202    CityofWashington, North Carolina  ii. In evaluating proposals, the criteria for selecting a qualified firm should be clearly defined in the proposal. The proposal must state the factors relevant to the selection ofa company and then weigh those factors according to their importance. ii. After evaluation, the department head shall prepare a recommendation to the City Manager indicating thei reason(s): for selecting the successful provider, and a list ofall the firms to which the request for proposals was mailed and those submitting  proposals.  6. City-wide contracts have been issued for the following and departments are required to use these vendors unless prior approval from the Finance Department has been given. Designated vendors  were determined through competitive bidding by thel Finance Department.  a. Information Technology - The City contracts with vendors for Information Technology maintenance service. All major maintenance issues will be reviewed by the City IT staff who will communicate with the IT service company. b. Telecommunication All land-line and cellular telephones,changes, repairs, voice mail, etc. are acquired through the Financel Department with no exceptions.  VI. Construction and Repair Work  1. Informal Construction Contracts (less than 500000-05.143297  Construction contracts within this range will be the responsibility of the department head, contracted engineer (if applicable) and other City officials as deemed necessary. These officials are responsible for specification development. The Purchasing Department will work with the specific department head to compile the necessary bid documents for release to potential bidders. All North Carolina General Statutes bidding requirements will bei followed. After thel bid process has been completed, the requesting department head will recommend to the City Council the lowest responsible bidder deemed in the best interest of the City. Upon approval by the City Council, the department head will initiate a requisition and forward all signed contract information to purchasing so that a purchase order can be generated to encumber the expenditure account. When an award is not given to the lowest bidder, a full and complete statement of the  reasons shall be filed along with the other papers relating tot the transaction.  a. Bids may be written, faxed or emailed. b. Public bid opening is not required. Bid bonds are: not required.  d. Payment and performance bonds arei not required.  2. Formal Construction Contracts ($500,000 and above- G.S. Ch. 143 Article 8)  Construction contracts within this range will be the responsibility of the department head, contracted engineer (if applicable) and other City Officials as deemed necessary. These officials  Washington Purchasing Policy-M May11,2015  Page 8  May 11,2015 Page 186 of202    CityofWashington, North Carolina  are: responsible for specification development. The Purchasing Department will work with the specific department head to compile the necessary bid documents for release toj potential bidders. Alll North Carolina General Statutes bidding requirements willl bei followed. After thel bid process has been completed, the requesting department head will recommend to the City Council the lowest responsible bidder deemed in the best interest of the City. Upon approval by the City Council, the department head will initiate a requisition and forward all signed contract information to purchasing sO that aj purchase order can be generated to encumber the expenditure account. When an award is not given to the lowest bidder, a full and complete statement oft the  reasons shall be filed along with the other papers relating to thet transaction.  a. Must advertise at least fourteen (14) days before bid opening.  b. Atl least three competitive bids. Bids must be sealed. d. Public bid opening is required.  Bid1 bonds arei required by North Carolina General Statutes. Payment andj performance bonds are required by Statutes.  3. Contract Change Orders  A change order is an amendment to the original contract and is handled through the same process as contracts. Any change that alters the original contract requires either a change order or an  addendum toi the contract. 4. Force. Account Work (G.S. 143-135)  The State Statutes authorize the City to waive the competitive bidding requirements for construction or repair work that is undertaken by the City's workforce when either (i) the cost of the project including all direct and indirect costs of labor, services, materials, supplies and equipment, does not exceed $125,000, or (ii) thet total cost of labor on thej project does not exceed  $50,000.  VII. Payments  Most vendors offer a discount iftheir invoices are paid promptly. To take advantage oft this discount and to maintain good vendor relations, it is important that all invoices, packing slips, and receiving reports be forwarded to the Finance Department without delay. These documents should reach the Some purchase orders may list several items. It is possible the vendor may complete timely delivery on some items, which are referred to as "partial deliveries". Upon receipt of a partial delivery, photocopy the purchase order; attach the original signed delivery receipt and forward to the  Financel Department within 1 to 31 business days after their receipt.  Purchasing Agent indicating which lines oft thej purchase order are tol bej paid.  Washington Purchasing Policy-1 May 11,2015 May 11,2015  Page 9  Page 187 of202    CityofWashington, North Carolina  VII. After the Order  The procurement function is not accomplished by simply placing an order with a supplier. Satisfactory delivery must also bei made. To insure delivery will bei made when required, follow-upi is necessary. Follow-up or expediting delivery of an order is part oft the purchasing process and can be The Purchasing Agent will, on a regular basis, review outstanding purchase orders to determine if vendors are delinquent in shipping the items requested. The Purchasing Agent will first check with the department initiating thej purchase order and then contact these vendors concerning the delinquent delivery. The Purchasing Agent will contact vendors concerning invoice discrepancies and will get approval from thel Finance Director and affected department! head to correct any invoice amounts.  more efficiently handled by the purchasing party.  IX. Surplus Property  1. Departments should dispose ofs surplus property through thel Finance Department, as described in N.C.G.S. 160A. Article 12. A surplus property declaration request should accompany the surplus 2. Surplus property will be offered to City departments before being sold by auction, electronic 3. Property, either individually or a similar group ofi items, with an estimated current value greater than $30,000 must only be declared surplus by the City Council and disposed ofi in accordance 4. The City Council has authorized the City Manager to declare property as surplus if such property has an estimated current value less than $30,000. The City Manager may dispose of surplus personal property by any means which is judged to be reasonably calculated to yield the highest 5. The City Manager shall maintain records of allj property sold or exchanged, which shall includea general description oft the property sold, to whom it was sold, or with whom exchanged, and the  property to the Finance Department. auction, or delivery to the State surplus facility.  with thej provisions of Article 12 ofG.S. Chapter 160A.  attainable sales price.  amount of money or other consideration received for each sale or exchange.  X. Minority Owned Business Enterprise (MBE) Participation  The City follows N.C.G.S. 143-128.2 regarding Minority Owned Business Enterprise Participation in  the awarding of building construction contracts.  XI. Contract Authority of Manager  1. Thel Manager shall execute all contracts on behalf of the City, except that (i) the Council may by resolution authorize other officials to execute specific documents and (i) the Manager may, in writing, delegate to other employees the authority to execute specific documents or classes of  documents.  Washington Purchasing Policy - May 11,2015 May 11,2015  Page 10  Page 188 of202    CityofWashington, North Carolina  2. The Manager may enter into contracts that commit the City to purchase goods and services (i) when the City Council has previously authorized the acquisition of such goods and services, or (ii) if the City Council has not previously authorized the acquisition of such goods or services, 3. In emergencies, the Manager may enter into contractual agreements for any amount. Contractual agreements entered into during an emergency must bel brought before the Council during aj public meeting for review and approval at the earliest possible date. For the purposes ofthis subsection, an "emergency" is defined as "a sudden or unexpected occurrence or occurrences, which jeopardize the safety of the City's citizens, such as but not limited to a fire or an electrical  when the amount is less than $5,000.  outage."  XII. Contracts  1. Except as otherwise provided in Section II of this policy, all contracts need to contain the pre-audit certificate signed by the Finance Director and must include the account number to which the 2. Contracts requiring approval of the Council should be forwarded to the City Manager at least ten 3. Contracts need tol be encumbered by a purchase order when signed. After the contract has been pre- audited, a copy willl be forwarded to the Finance Department to enter a requisition in the system and THIS POLICY SPECIFICALLY REPEALS AND REPLACES PRIOR CITY POLICIES AND  payment will be charged.  days before the meeting to bei included ont the agenda.  ap pre-numbered purchase order will be generated.  ADMINISTRATIVE MEMORANDA RELATIVE TOPURCHASING.  Approved:  Jay MacDonald Hodges, Mayor  Date  Washington Purchasing Policy - May 11,2015 May 11,2015  Page 11  Page 189 of202    City ofWashington, North Carolina PURCHASING FLOW CHART How much is thel Purchase?  Below $500.00 Compare Costs Is Budget. Available Make Purchase  $500.00 and Above  $500 to $4,999 Compare Costs Process Requisition Using Lowest Cost Most Suitable Vendor  $5000 to $29,999 Departments Obtain Bids through Informal Quotes Process Requisition Using Lowest Cost Most Suitable Vendor Issue PO Make Purchase  $30,000.00 to $89,999.99 Informal Bid Process Obtain Multiple Quotes Notify Dept ofR Results Process Requisition to Winning Bidder Issue PO Make Purchase  $90,000.00 and Above Formal Bid Process Issuel RFP Public Advertisement Formal Bid Opening Notify Dept of Results Council Approval Process Requisition to Winning Bidder Issue PO Make Purchase Page 12  Issue. PO Make. Purchase  Note: Informal and formal construction contracts do not  follow this flow chart (see VI)  Washington Purchasing Policy- -May11,2015 May 11,2015  Page 190 of202    Agenda Date: May 11, 2015  o  Citys  Washington NORTH CAR'OLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject: Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Mayor Hodges & Members of the City Council Brian Alligood, City Manager May 11, 2015 Amend City Code Adjustment of Bill Ordinances N/A  Imove that City Council amend Sections 10-50, 38-50, and 39-51 of the City Code to change the period ofadjustment for utility bill under or overcharges from twelve to thirty six months.  BACKGROUND AND FINDINGS:  City Code limits the period of adjustment ofwater, sewer, and electric billing under or overcharges to twelve months. Staff recommends extending the adjustment period to thirty six months. This modification will enable staff to resolve the majority ofbilling adjustments in an expedient manner for our customers and avoid their need toj petition Council fori individual ordinance exceptions.  PREVIOUS LEGISLATIVE ACTION  FISCALIMPACT Currently Budgeted (Account X No Fiscal Impact  Requires additional appropriation  SUPPORTING DOCUMENTS Relevant Sections ofCity Code City Manager Review: but Concur  Recommend Denial  No Recommendation  515/15 Date  May 11,2015 Page 191 of202    Washington, NC Code of Ordinances  Page 1 of1  ErEemesc  Sec. 10-50.- Adjustment of bill.  (a) Ifthe city determines that itl has overcharged or undercharged: a customer on account of its error,  the city shall refund or recover the difference, subject to the following:  (1) The adjustment period shall be limited tot the lesser oft the açtual period during whicht the (2) The amount of adjustment shall be determined by the electric utility Director based upon (3) Any overcharge may be either refunded or credited to the customer and any (b) Ifthe city determines that it has undercharged a customer on account of any unlawful or materially misleading act of such customer, the undercharge shall be determined and collected as set outi in subsection (a) oft this section, except the adjustment period shall bet the actual period during which the error occurred (up to thirty-six (36) months) ort twelve (12) months, ift the adjustment period cannot be determined. The citys shall, in addition to collecting such undercharge, have the right to take such other action against such customeras is permitted by  error occurred or twelve (12)n months; (36) such evidence as deemed appropriate; and, undercharge shall be billed to the customer.  law.  (Code1972, ,$25-14; Code 1993, S 6-38; Ord. No. 8923,52,11-13-1989)  May 11,2015 Page 192 of202  about:blank  4/22/2015    Washington, NC Code ofOrdinances  Page 1of1  Sec. 38-50.- Adjustment of water bills.  (a)lft the city determines that ith has overcharged or undercharged a customer on account ofi its error, the citys shall (1) The adjustment period shall be limited tot thel lesser oft the actual period during whicht the error occurred or (2) The amount ofa adjustment shall be determined byt thel Director based upon such evidence as he deems (3) Any overcharge mayl be either refunded or credited tot the customer and any undercharge shall be billed to the (b) Ifthe city determines thati ith has undercharged a customer on account of any unlawful or materially misleading act ofs such customer, the undercharge: shalll be determined: and collected as set outi int this section, except the adjustment period shall be thes greater oft the actual period during which the error occurred (upi tot thirty-six (36) months) or twelve (12) months, if the adjustment period cannot be determined. The citys shall, in additioni to collecting such undercharge, havei the right tot take such other actiona against such customer asi is permitted by! law.  refund or recover the difference subject to thef following:  twelve (12) months; <36) appropriate; and customer.  (Ord. No. 11-6,51,5-2-2011)  May 11,2015 Page 193 of202  about:blank  4/22/2015    Washington, NC Code of Ordinances  Page 1of1  Sec. 39-51.-A Adjustment of sewer bills.  (a) Ifthe city determines that it has overcharged or undercharged a customer on account ofi its error,  the citys shall refund or recover the difference, subject to thet following:  (1) The adjustment period shall bel limited to the lesser ofthe actual period duringwhich the (2) The amount of adjustment shall be determined by the POTW Director based upon such (3) Any overcharge may be either refunded or credited to the customer and any (b) Ifthe city determines thati it has undercharged a customer on account of any unlawful or materially misleading act ofs such customer, the undercharge shall be determined and collected as set out ini this section, except the adjustment period shall bet the greater of the actual period during which the error occurred (up to thirty-six (36) months) or twelve (12) months, ift the adjustment period cannot be determined). The city shall, in addition to collecting such undercharge, have the right to take such other action against such customer as is permitted by  error occurred ort twelve (12) months; (36) evidence as he deems appropriate; ànd undercharge shall be! billed to the customer.  law.  (Ord. No. 13-6,51,10.28-2013)  May 11,2015 Page 194 of202  about:blank  4/22/2015    ORDINANCETO AMEND CHAPTER 10, ELECTRIC UTILITY, ARTICLE. - II,  RATES AND CHARGES, SECTION 10-50. ADJUSTMENT OFI BILL  BEI IT ORDAINED by the City Council ofthe City of Washington, North Carolina: Section 1. That Chapter 10, Electric Utility, Article II, Rates and Charges, Section 10-50, Adjustment ofBill, bei replaced in its entirety with the following Section 10-50,  Adjustment ofl Electric Bills.  Sec. 10-50. Adjustment of] Electric Bills.  (a) Ifthe city determines that it has overcharged or undercharged a customer on account ofits error, the city shall refund or recover the difference, (1) The adjustment period shall be limited to thel lesser ofthe actual period during which the error occurred or thirty-six (36) months; (2) The amount of adjustment shall be determined by the electric utility Director based upon such evidence as deemed appropriate;  subject to the following:  and  (3) Any overcharge may be either refunded or credited to the customer and any undercharge shall bel billed to the customer.  (b) Ifthe city determines that it has undercharged a customer on account of any unlawful or materiallyr misleading act ofsuch customer, the undercharge shall be determined and collected as set out in subsection (a) ofthis section, except the adjustment period shall be twelve (12) months if the adjustment period cannot be determined. The city shall, in addition to collecting such undercharge, have the: right to take such other action  against such customer as is permitted by law.  Section 2. This Ordinance shall become effective upon its adoption. Section 3. All Ordinances or parts in conflict herein are: repealed.  Adopted this  day of  2015.  Jay MacDonald Hodges, Mayor  ATTEST:  Cynthia Bennett, City Clerk  May 11,2015 Page 1950 of202    ORDINANCE TO AMEND CHAPTER 38, WATER, ARTICLE II, OPERATION  OF SYSTEM, DIVISION 3, FEES, SECTION 38-50. ADJUSTMENT OF WATER BILLS  BEI IT ORDAINED by the City Council ofthe City of Washington, North Carolina: Section 1. That Chapter 38, Water, Article II, Operation of System, Division 3, Fees, Section 38-50, Adjustment ofWater Bills, be replaced in its entirety with the following  Section 38-50, Adjustment ofWater Bills. Sec. 38-50. Adjustment of Water Bills.  (a) Ifthe city determines that it has overcharged or undercharged a customer on account ofits error, the city shall refund or recover the difference, (1) The adjustment period shall be limited to the lesser ofthe actual period during which the error occurred or thirty-six (36) months; (2) The amount of adjustment shall be determined by the Director based upon such evidence as deemed appropriate; and (3) Any overcharge may be either refunded or credited to the customer and any undercharge shall bel billed to the customer.  subject to the following:  (b) Ifthe city determines that it has undercharged a customer on account of any unlawful or materially misleading act ofsuch customer, the undercharge shall be determined and collected as set out in subsection (a) ofthis section, except the adjustment period shall bet twelve (12) months if the adjustment period cannot be determined. The city shall, in addition to collecting such undercharge, have the right to take such other action  against such customer as is permitted by law.  Section 2. This Ordinance shall become effective upon its adoption. Section 3. All Ordinances or parts in conflict herein are: repealed.  Adopted this  dayof  2015.  Jay MacDonald Hodges, Mayor  ATTEST:  Cynthia Bennett, City Clerk  May 11,2015 Page 196 of202    ORDINANCE TO AMEND CHAPTER39, WASTEWATERSUO, ARTICLE II, GENERAL SEWER USE REQUIREMENIS, DIVISION2 2, FEES, SECTION  39-51.  ADJUSTMENT OF SEWER BILLS  BE IT ORDAINED by the City Council ofthe CityofWashington, North Carolina: Section 1. That Chapter 39, Wastewater/SUO, Article II, General Sewer Use Requirements, Division 2, Fees, Section 39-51, Adjustment of Sewer Bills, be replaced in its entirety with the following Section 39-51, Adjustment ofSewer Bills.  Sec. 39-51. Adjustment of Sewer Bills.  (a) Ifthe city determines that it has overcharged or undercharged a customer on account ofi its error, the city shall refund or recover the difference, (1) The adjustment period shall be limited to the lesser ofthe actual period during which the error occurred or thirty-six (36) months; (2) The amount of adjustment shall be determined by the POTW Director based upon such evidence as deemed appropriate; and (3) Any overcharge may be either refunded or credited to the customer and any undercharge shall be billed to the customer.  subject to the following:  (b) Ifthe city determines that it has undercharged a customer on account of any unlawful or materially misleading act ofsuch customer, the undercharge shall be determined and collected as set out in subsection (a) ofthis section, except the adjustment period shall bei twelve (12) months if the adjustment period cannot be determined. The city shall, in addition to collecting such undercharge, have thei right to take such other action  against such customer as is permitted by law.  Section 2. This Ordinance shall become effective upon its adoption. Section 3. All Ordinances or parts in conflict herein are repealed.  Adopted this  day of_  2015.  Jay MacDonald Hodges, Mayor  ATTEST:  Cynthia Bennett, City Clerk  May 11,2015 Page 1970 of202    Agenda Date: May 11,2015  0o  Cityy  Washington NORTH CAROLINA  REQUEST FOR CITY COUNCIL ACTION  To: From: Date: Subject: Applicant Presentation: N/A Staff Presentation: RECOMMENDATION:  Mayor Hodges & Members of the City Council Brian Alligood, City Manager May 11, 2015  Approve Transportation Asset Management Proposal  Brian Alligood, City Manager  Imove that the City Council approve the attached Transportation Asset Management Plan proposal  from Martin-McGill in the amount ofs $67,500.00. BACKGROUND AND FINDINGS:  As discussed at previous meetings, the City's surface transportation assets need to bei reviewed and a plan developed to address current and upcoming needs. The attached proposal from Martin-McGill will produce an objective and prioritized plan for making needed improvements based on the current assessment of the assets. The financial services part of the proposal will develop a 10-year Capital Improvement Plan (CIP) and a financing model to fund the needed work. Funding for this project  will come from the General Fund fund balance. PREVIOUSLEGISLATIVE ACTION  N/A  FISCAL] IMPACT  Currently Budgeted (Account X Requires additional appropriation No Fiscal Impact  SUPPORTINGI DOCUMENTS  Transportation Asset Management Plan proposal  City Manager Review:  KwConcur  Recommend Denial  Nol Recommendation 51515Date  May 11,2015 Page 198 of202    martinmcgil omoemenicoranng  May 5, 2015 Brian Alligood Cityl Manager City ofWashington 102 East Second Street POI Box 1988 Washington, NC27889 SUBJECT: Dear Mr. Aligood:  Proposal for Transportation: Asset Management Plan for Washington  Martin-McGill is pleased to submit this proposal for services for the above referenced project. This proposal To produce an objective and prioritized plan for making needed surface transportation asset improvements that will be used to identify and prioritize capital project needs that can be planned for through the City's To evaluate alternatives fort funded identified capital projects and devise an asset management process that The outcome of this project will result in several tangible deliverables for the City. First, our proposed project team will utilize the City's recent street pavement and stormwater infrastructure assessments as a basis for compiling a comprehensive assessment of the condition of each asset and use this information to forecast needed capital improvements. As the current stormwater data only covers approximately half oft the City's streets, valuations will be conducted oft the remaining streets to create a complete data set. The condition ratings, provided by the City, will be used to develop a 10 year CIP and Funding Model. Information obtained and derived from this study will be  addresses two principal objectives:  capitali improvement planning process.  addresses this growing transportation deficiency over thel long term.  summarized in af final report. Proposed Scope of Services Each taski is summarized asi follows: Project Oversight:  Our firm's approach to the project is a series of specific tasks designed to address the proposed project objectives.  Establish al Project Oversight Group. milestones andi final project schedule. Finalize a detailed plan of work fort the project. the streets which aret the subject oft this study).  Develop concise project objectives as the basis for the project work plan, as well as defined project Confirm the scope of assets to be evaluated (streets, parking lots, storm drains, and culverts as they falli in Review the City's current transportation asset condition assessment and stormwater infrastructure assessment information and determine whether further condition assessment tasks would be performed and whether the City ort the consultant would be responsible for such new assessment tasks.  Collect all relevant information required for the project.  Management Consulting' . Markcting' Myl FBiSe Services . Research . Planning' - Finance Martin-McGill, Inc. - 38 Orange Street' . Ashpage ggbF26ina 28801 . 828.255.0313" Fax 828.253.5612    City of Washington April 16,2015 Page2  Inventory Transportation Assets owned by the City  Streets: Washington.  Obtain the latest version of the asset database that contains street segments from the City of Identify new street segments noti in current database. (performed by City Staff) Identify street segments that should be removed from database. (performed by City Staff) Determine any supporting coordinates or descriptors that are needed to support new segments in the Work with City personnel to obtain information on these assets that will bei included in the scope. Incorporate the City's existing stormwater infrastructure assessment and provide additional stormwater Determine any supporting coordinates or descriptors that are needed to support new assets in the  database. (performed by Cily Staff)  Additional assets - parking lots, stormwater infrastructure and culverts:  assessments ins streets not already surveyed. database. (performed by City Staff)  Establish Evaluation Parameters  Itisa assumed, fort the purposes of this project, that the evaluation parameters thatt the City utilized to conduct the most recent condition assessment will remain unchanged. As an element of project management and oversight, the Project Team will review these methodologies with the City staff to insure that circumstances  has not changed that would demand modifications to these methodologies.  Assess Condition of Assets  The most recent street conditions assessment conducted by the City will be utilized for this project. This work will be reviewed by the Project Team to insure complete understanding of the methodologies and ratings and determine edits or updates that might be necessary for the purposes oft this project. Assess the present condition of other transportation assets that arei included in the scope of this project. It isa assumed that the City will perform these assessments or use other resources from previous studies. Incorporate the existing stormwater infrastructure analysis and the additional analysis to be performed as a  as element oft this projecti intot the street assessment. Review the datai to define natural breaks in scoring.  Rank & Prioritize Needs  Meet with the City to discuss high level concerns and other factors affecting the projected useful life of Develop a report that summarizes the project approach, condition assessment results, general findings and  certain assets. Define scoring thresholds. conclusions.  Meet with the Cityt to discuss key findings. Develop Capital Improvement Plan (CIP)  Obtain historical repair /replacement financial information. Establish maintenance, repair and replacement unit cost assumptions.  Review existing program plans, capital project plans, cost estimates, studies and any other documents that present information and data pertaining to proposed or pending capital projects or unmet capital needs. Review existing planning documents such as Transportation Plans, City Center Plans and Comprehensive  Pedestrian Plans and streetscape plans to:  Management Consulting' . Marketing' a Real Estate Services' - Research' . Planning' . Finance Martin-McGill, Inc. . 38 Orange Street . AsheMRy Nbr0Jaolina 28801' . 828.255.0313" Fax 828.253.5612  Page 200 of202    City of Washington April6 6, 2015 Page 3  Identify the projects outlinedi in such reports thats should bei included int the CIP. Review and validate thel list with the City to verify project validity. Determine timing fore each project with support from the City.  Develop or review conceptual budgetary coste estimates for each project included int the CIP, except forp project cost estimates that are provided by other consultants, studies, or sources.  Develop the CIP presentation format. projects that are scheduled beyond ten years.  Use condition assessment rating to determine needed projects over a 10-year timeline and identify those Distinguish between projects that are routine or re-occurring capital outlay from those that are non- Prepare conceptual budgetary cost estimates for projects related to existing assets included within the 10  routine. year planning period. Prepare draft CIP. Review and Finalize CIP  Determine maintenance, repair and replacement schedule.  Review the draft CIP with the City Manager and Project Oversight Group. Present thet final draft CIP toi the Project Oversight Group fort final review.  Make refinements to the draft CIP. Make refinements toi thet final draft. Publish the final CIP. Develop Program Financing Model  Address methods of financing each project contained in the 10 year CIP, including the use of existing revenue sources and anticipated income from other revenues, including debt, fees and assessments and  other innovative streams. Prepare Asset Management Plan  Develop final project report that summarizes thei following information: Project objectives and methodologies Condition assessment results CIP projections and related future improvements Program financial summary Summary of key findings and conclusions  Assumptions:  City will provide copies of all needed reports and any supporting cost estimates that have already been City will provide requisite condition rating assessment for all transportation assets to be included in the City will take any necessary photography and graphics as supporting information required to support the City will provide the previous utilized rating assessment methodology and spreadsheets, which will become City will provide any GIS coordinates or elevations needed for assets including locations of needed  generated. project scope.  conditions assessments performed by the City.  thel basis fort this project. replacements, as applicable.  Assessment does noti include capacity or design evaluations.  Management Consulting : Marketing' . Reall Estate Services . Research . Planning' : Finance Martin-McGill, Inc. - 38 Orange Street" . AsheMlay"a,2GAsin: 28801 . 828.255.0313 . Fax 828.253.5612  Page 201 of202    City of Washington April 6,2 2015 Page 4  Assessment will not involve physically locating with field measurements the locations of deficiencies in the Martin-McGill or McGill Associates will not be responsible fori incorporating any datai into' Washington's GIS. Assumes that the total project duration will not exceed 180 days from the City's notification to proceed. Assumes no power point or other public presentations oft the findings and conclusions oft the project.  streets system.  Assumes 3-4 meetings on-site with the City.  Proposed Project Fee:  Martin-McGill proposes to provide services for the scope outlined for at total fee-not-to-exceed Sixty-seven Thousand, We are excited about the opportunity to serve you and the City ofWashington fort thisi important project. We are prepared to begin work immediately upon receipt ofy your notice to proceed. We would be pleased to meet with you  Five Hundred Dollars ($67,500). Our fee would be assessed monthly based on progress.  tod discuss the proposed scope of work, at your convenience.  Sincerely, Martin-McGill, Inc.  Jessica Martin-Lane President  Management Consulting N Marketing'  Reall Estate Services . Rescarch I Planning . Finance Martin-McGill, Inc.' - 38 Orange Street" - AshMaye,Np201 15arolina 28801 - 828.255.0313 . Fax 828.253.5612  Page 2020 of2 202