An agenda meeting of the Fayette County Board of Commissioners was held at 10 a.m. on Tuesday, April 15, 2025, at the Fayette County Courthouse first floor commissioners conference room, 61 East Main Street, First Floor, Uniontown PA. In attendance- Commissioner Chairman Scott Dunn Commissioner Dave Lohr Commissioner Vince Vicites Chief Clerk Amy Liston County Solicitor Jack Purcell Commissioner Dunn welcomed everyone to the meeting at 10:03 a.m. He asked all to stand for a silent prayer, which was followed by the recitation of the pledge of allegiance. He said prior to public comment there was going to be two amendments to the agenda. A motion was made by Commissioner Dunn and seconded by Commissioner Lohr to amend the agenda to consider placing on the agenda approval of entering into a contract with the U.S. Department of Justice to house federal prisoners at the Fayette County Jail at a rate of $96 per day, subject to approval of the Fayette County Prison Board. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously A motion was made by Commissioner Dunn and seconded by Commissioner Lohr to amend the agenda to consider placing on the agenda approval of a lease agreement with AMJ Real Estate Holdings of 1165 National Pike, Uniontown PA 15401 for a location at 1176 National Pike, Hopwood PA 15445 for Magisterial District Judge Office 14-2-01, effective October 1, 2025. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Public Comment on Agenda Items- None Proclamations Commissioner Dunn announced they would be reading the following proclamations on Thursday. Cerebral Palsy Awareness Day and Honoring Miss Chloe Rimbey- March 25, 2025 Denim Day Proclamation- April 30, 2025 Student Poll Worker Appreciation Day Mental Health Awareness Month- May 2025 Motorcycle Safety Awareness Month- May 2025 Small Business Week in Fayette County- May 4-10, 2025 Economic Development Week in Fayette County- May 11-17, 2025 Fayette County Redevelopment Authority Andrew French presented the agenda items. A motion was made by Commissioner Dunn and seconded by Commissioner Vicites to consider placing on the agenda: Approval of a Cooperation Agreement between the County, the Redevelopment Authority, and the Scouting America Laurel Highlands Council related to the administration of funding received through the Commonwealth of Pennsylvania Redevelopment Assistance Capital Program (RACP). Approval of an amended Cooperation Agreement between the County and the Redevelopment Authority related to the administration of funding received through the Commonwealth of Pennsylvania Redevelopment Assistance Capital Program (RACP). Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Adult Probation Office Ashlee Rosner presented and explained the agenda item. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda approval of an amendment to a contract between 2 Fayette County Adult Probation Office and BI Incorporated to include the cost of the electronic monitoring to be charged to the offender as follows at no cost to the county: LOC8XT Standard Service - A total of $3.45 daily (Paid for by the offender) LOC8XT Enhanced Monitoring - A total of $3.95 daily (Paid for by the offender) This enhanced service would include offenders contacting a monitoring center to request schedule changes, which would allow officers to focus more on other their other daily job duties. The contract extends through December 7, 2025. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Behavioral Health Administration Dave Rider presented the agenda item. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda approval of the following contracts and modifications. Contract Value Period HealthChoices Professional Service Agreement 2025 East End United Community Center $48,472.00 01/01/25-12/31/25 Fayette County Community Action Agency, Inc. $86,663.90 01/01/25-12/31/25 Fayette E.M.S. Special Services Co. $49,898.00 01/01/25-12/31/25 Modification Agreement #1 2024-2025 Authentic Perspectives Psychological & $3,200.00 07/01/24-06/30/25 Consulting Services, LLC Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Building and Grounds Chief Clerk Liston read the agenda item. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda advertising for bids to strip and wax floors in the courthouse. 3 Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Children and Youth Services A representative from CYS presented the agenda items. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda: Ratification of a FY2023-24 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation and The Bair Foundation of Pennsylvania, 2550 Kingston Road, Suite 202, York, PA 17402 for foster family placement services on an as needed basis. The rates per day are as follows: Initial Clothing - $250.00 Rate/day BA - Supported Enhancement FC/KC $ 89.06 BB - Medically Needy Level 1 $ 74.97 BI - Medically Needy Level 2 $ 74.97 BC - Medically Needy Level 3 $ 80.12 BK - Medically Needy Level 4 $ 89.36 BD - Lower Lever FC/KC, Ages 0-12 $ 77.47 BL - Lower Lever FC/KC, Ages 13-21 $ 82.75 BE - Supported FC/KC Young Parent Non-Dependent Infant $ 103.34 BS - Treatment Foster Care, Ages 0-12 $ 175.00 BT - Treatment Foster Care, Ages 13-21 $ 175.00 Mileage reimbursement per the IRS rate. Approval of a FY2024-25 Purchase of Service Agreement Addendum between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation, and LifeSpan Family Services of PA, 203 Lane Avenue, Punsxutawney, PA 15767, for ICPC Services to include Home Study, Adoptive Home Study, and Support of Licensed ICPC Home. The rates are as follows: Completed Home Study and Approval ofHome $2 2,500.00 Completed Adoptive ICPC Home Study $ 3,000.00 Conversion of Foster Home Approval to Adoptive Home Study $ 500.00 Completed Adoptive Home Study $ 500.00 Work Associated with Home LFS unable to approve Monthly Support of Licensed ICPC home $ 10.00/day 4 Approval of a FY2024-25 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation and Cayuga Home for Children, Inc. dba Cayuga Centers, 101 Hamilton Avenue, Auburn, NY 13021 for trauma therapy services on an as needed basis. The rates are as follows: Program: Community Aftercare and Stabilization Services Rate: $15 per 15-minute unit of service = $60 per. hour of service Services billed will be direct services units spent face to face with a client, telehealth therapeutic sessions or virtual clinical case consultation supports call. Approval of a FY2024-25 Purchase of Service Agreement Addendum between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation and Corporate Security and Investigations (CSI), 3645 Brodhead Road, Monaca, PA 15061 for Family Finding and Engagement Services. The services include record reviews, background search, engagement interviews with all identified individuals, development of genogram and family finding reports, mailing of fostering connections letters, and collaboration with child welfare. Any work beyond twenty (20) service hours per referral will not be conducted without prior approval by a member of agency management, i.e., Administrator, Deputy Administrator, Program Specialist Supervisor. The rate for this service is $113.30 per hour. Approval of a FY2024-25 Purchase of Service Agreements between the County of Fayette, through Fayette County Children & Youth Services and Fayette County Juvenile Probation and The Bair Foundation of Pennsylvania, 2550 Kingston Road, Suite 202, York, PA 17402 for foster family placement services on an as needed basis. The rates per day are as follows: Initial Clothing - $250.00 Rate/day BA = Supported Enhancement FC/KC $ 91.56 BB - Medically Needy Level 1 $ 74.97 BI - Medically Needy Level 2 $ 74.97 BC - Medically Needy Level 3 $ 80.12 BK - Medically Needy Level 4 $ 89.36 BD - Lower Lever FC/KC, Ages 0-12 $ 79.67 BL - Lower Lever FC/KC, Ages 13-21 $ 85.08 BE - Supported FC/KC Young Parent Non-Dependent Infant $ 106.19 BS - Treatment Foster Care, Ages 0-12 $ 175.00 BT - Treatment Foster Care, Ages 13-21 $ 175.00 Mileage reimbursement per the IRS rate. Approval of a FY2025-26 Purchase of HIPAA Business Associate Agreement Addendum supplements and is made part of the agreement between the County of Fayette, through Fayette County Children & Youth Services and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for child accounting and profile system 5 application service provider agreement relating to privacy and security services. There is no change to the cost of this service. Approval of a FY2025-26 Addendum for Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for a business agreement for Consulting and Ad Hoc IT Services and Support. The rates are as follows: Research Analyst $ 54.50/hr Junior Programmer $ 65.40/hr Junior Programmer Analyst $ 73.00/hr Programmer Analyst $ 76.20/hr Senior Programmer Analyst $ 78.70/hr Developer $ 92.50/hr Senior Developer $1 111.20/hr Project Director $ 125.00/hr Approval of a FY2025-26 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA. 20124. CWIS 2.0 Upgrades. Upgrades include the following services: reports, research findings, project design specifications, anticipated training requirements, infrastructure status and estimated target dates, schedules and critical checkpoints and deliverables. The total cost of CWIS 2.0 Upgrades is $350,000.00 and is shared by all CAPS counties. The cost has been proportionally allocated across counties based on the number of users in each county compared to the total number of CAPS users. The cost of the CWIS 2.0 Upgrades for Fayette County is a fixed price of $ 6,351.15. Approval of a FY2025-26 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124, for child accounting and profile system application service agreement relating to support services. The cost for this service is $11,152.19 per quarter. Approval of a FY2025-26 Purchase of Service Agreement between the County of Fayette, through Fayette County Children & Youth Services, and Avanco International, Inc., 12685 Wiltonshire Drive, Clifton, VA 20124 for AFCARS Upgrade and Maintenance. The rate is as follows: The cost ofthe. AFCARS Upgrade and Maintenance is shared by fifty-eight CAPS counties. The cost has been proportionally allocated across counties based on the number of users in each county compared to the total number of CAPS users. The total cost oft the AFCARS Upgrade and Maintenance is $290,000.00. The cost of the AFCARS Upgrade and Maintenance for Fayette County is a fixed price of$5,133.97. 6 Approval to purchase 1 Privacy Film Roll 60"x25' Frosted White S-18275 at a cost of $233.00, 24 Economy Folding Chairs-Black H-2234BL at a cost of $25.00 each, 4 Plastic Stackable Chairs-Black H-5678BL at a cost of $70.00 each, 1 Classic Café Table 42" Diameter-Black H-6268BL at a cost of $260.00, 5 Economy Folding Tables 60x30" White H-2749FOL-W at a cost of $105.00 each, 4 Pneumatic Adjustable Height Desks 48x24" Gray H-10242GR at a cost of $355.00 each, and 1 Downtown Reception Desk 72x30" Gray H-9752 at a cost of $825.00 for a total cost of $4,133.00. This purchase is through Uline and will be 100% funded through the Fayette County Plans of Safe care grant. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Human Resources Barb Unice presented the agenda items. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda: CENTRAL DEPARMENT Ratification of the hiring of Alma Lucas, Part Time Clerk, Non-unon.i2.00mou, effective March 24, 2025. Ratification of the hiring of Kathy West, Part Time Clerk, Non-union,120hnow, effective March 24, 2025. Ratification of the hiring of Rita Wolinski, Part Time Clerk, Non-unon.i2.00mou: effective April 7, 2025. Ratification of the hiring of Karla Sabec, Part Time Clerk, Non-unon.iz0Omou, effective April 7, 2025. CYS Approval of the separation of employment of Tyrissa Betters, Case Aide I, effective March 24, 2025. Approval of the retirement of Valerie Brewer, Caseworker II, effective March 28, 2025. Ratification of the voluntary demotion of Lorena Watson to Caseworker II, SEIU-CYS, $26.77/hour ($52,201.50 annually) effective April 1, 2025. 7 Ratification of the hiring of Dalton Yourich, Caseworker I, SEIU-CYS, $24.04/hour ($46,878.00 annually) effective April 7, 2025. EMA Approval of the separation of employment of Marcus Fenton, Dispatcher Trainee, effective March 21, 2024. Ratification of the promotion of William Lowden to Part Time Dispatcher I, SEIU, PG 10, Step SR, $21.31/hour, effective March 24, 2025. Approval of the promotion of Andrew Kelly to Planner/Trainer Officer, SEIU-EMA, PG 17, Step A, $28.20/hour ($58,656.00 annually) effective April 21, 2025. FACT Approval of the resignation of Katharine Fletcher, Transportation Information Specialist, effective April 11, 2025. Ratification of the separation of employment of Tammy Weaver, Fact Driver, effective April 7, 2025. Approval of the promotion of Ken Lowery to Full-Time Non-CDL Driver, PG 12, Step A, SEIU, $19.39/hour, ($37,810.50 annually) effective April 21, 2025. FCBHA Ratification of the hiring of Ashley Wellington, MH Program Specialist 1, Non-Union, PG 39, Step MM, $29.62/hour ($57,759.00 annually) effective April 7, 2025. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Office of Human and Community Services/FACT Rudy Dutko presented the agenda items. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda: Approval of the 2025-26 Fayette County Office of Human and Community Services Assurance of Compliance to be used with their 2025-26 Human Services Development Fund and Homeless Assistance Program Provider Contracts. 8 Approval of Kelly Bradigan, FACT Operations Manager, to be designated as an alternate FACT employee (alternate to and in the absence of Rudy Dutko, Director) as authorized to access the Federal Transit Administration's (FTA) Electronic Award Management System to execute the annual Certifications and Assurances issued by the FTA, to execute all FTA awards on behalf of Director Dutko, thus, binding the ApplicanuRecpients compliance with FTA's requirements. Approval of the Bed Bug Policy for the Fayette County Office of Human and Community Services, Fayette Area Coordinated Transportation as presented. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Office of Tax Services Rebecca Cieszynski presented the agenda items. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda: Approval of the attached resolution granting the authority of the Tax Services Director, Rebecca Cieszynski, to authorize, make, acknowledge and sign deeds of any real estate belonging to the county which they are authorized to sell by resolution of the board. TAX CLAIM Approval of the following Repository Bids opened on April 1, 2025 subject to all conditions being met. Total bid amount is $2,554.12. Parcel Twp/City/Boro Bidder Amount 25-58-0044 North Union Deon Grier $1,964.12 02-07-0200 Brownsville Deon Grier $590.00 Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Planning, Zoning and Community Development Art Cappella presented the agenda items. 9 A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda ZA 24-01, Amendment to the Zoning Ordinance for the inclusion of Utility-Scale Solar Facilities. This Ordinance would provide regulation for Utility-Scale Solar Facilities and serves to amend the Fayette County Zoning Ordinance. The proposed amendment addresses definitions, solar facility application and procedures, general design and installation standards, decommissioning. coordination of local emergency services, among other requirements. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously A motion was made by Commissioner Vicites and seconded by Commissioner Dunn to consider placing on the agenda approval to bid the purchase of two (2) bridges for the Sheepskin Trail in Uniontown section of the trail from U.S. Bridge. Bridge #1 South Bridge 64' Length and 11' deck width in the amount of $46,500.00. Bridge #2 Middle Bridge 80' Length and 12' deck width in the amount of $56,718.00. The Sheepskin Fund was established (Fund 44) and stated funds were dedicated to the Sheepskin Trail project and this specific procurement is coming from that source. (This is not general fund money.) Commissioner Dunn yes Commissioner Lohr no Commissioner Vicites yes Motion passed 2-1 Prior to a vote, a discussion was held about the process. Joe Ambrose said every bridge is handled this way, and it must be approved by the commissioners. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda approval of a Project Modification Request grant proposal with Grant ID 44220 to the Pennsylvania Commission on Crime and Delinquency for the Fayette County Public Defender's Office which is a supplemental grant in the amount of $101,777.00 and extends their current Indigent Defense Grant Program until December 31, 2026. There is no match requirement. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously 10 A motion was made by Commissioner Vicites and seconded by Commissioner Dunn to consider placing on the agenda approval of a grant proposal to the Commonwealth of Pennsylvania's Greenways Trails and Recreation Program for acquisition services & land purchase of the Sheepskin Trail from South Union Township to Fairchance Borough, Fayette County. Total project cost is $237,500.00. Grant amount requested is $201,875.00 and match amount is $35,625.00. (LSA grant to be utilized to meet match obligation.) Commissioner Dunn yes Commissioner Lohr no Commissioner Vicites yes Motion passed 2-1 A motion was made by Commissioner Vicites and seconded by Commissioner Dunn to consider placing on the agenda approval of a grant proposal to the Commonwealth of Pennsylvania's Greenways Trails and Recreation Program for design of a trail around Fayette County's German-Masontown Park. The grant request is $169,133.18 with a required match of $29,847.03. Total project cost for this development project is $198,980.21. (The reason for initiating this project is that it is a result of the Master Site Plan completed for GM-park and the people from this area of the county ranked building a trail as a high priority.) Commissioner Dunn yes Commissioner Lohr no Commissioner Vicites yes Motion passed 2-1 A motion was made by Commissioner Vicites and seconded by Commissioner Dunn to Consider placing on the agenda ratification of change order #1 for construction of the detached 1-mile section of the Sheepskin Trail southern extension in Springhill Township, Fayette County. The amount is $33,942.98. DCNR has approved this change order, which was funded by a previous change order. Commissioner Dunn yes Commissioner Lohr no Commissioner Vicites yes Motion passed 2-1 Public Defender Sue Harper presented the agenda item. 11 A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda adoption of the 2025 Federal Poverty Guidelines at 100 percent, as listed. Yearly Monthly 1. $15,650 $1,304 2. $21,250 $1,763 3. $26,650 $2,221 4. $32,150 $2,679 5. $37,650 $3,138 6. $43,150 $3,596 7. $48,650 $4,054 8. $54,150 $4,513 For family units over 8 people, add the below amounts shown for each additional person. $5,500 $458 Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Commissioners Chief Clerk Liston read the agenda items. A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to consider placing on the agenda: Approval of the March 20, 2025 commissioners meeting minutes. Approval of a resolution authorizing submission of grant application to the Pennsylvania Municipal Assistance Program, as attached. Approval to approve the purchase of natural gas delivery services from Enspire Energy, 350 West 22nd Street, Suite 101, Norfolk, VA 23517, at a rate of $5.10 per Dth for the period of June 1, 2025 to April 30, 2028, as attached, per solicitor approval. Approval of the purchase of electric power services from WGL Energy Services, 436 7th Avenue, Suite 225, Pittsburgh, PA 15219, at a rate of 9.041 cents per KWh hour effective with the May 2025 meter reading date for 36 months ending in May, 2028, as attached, per solicitor approval. Approval of entering into an agreement with Chrislynn Energy to provide look back services for potential over payments of PA state sales tax effective immediately with 12 final contract approval of the solicitor of Fayette County. There is no fee for this service. Ratification of entering into a professional service agreement with Paul Pato effective April 14, 2025 at a rate of $22.49 per hour, as attached. Approval of a utility pole easement on county owned property (parcel 15-14-0092-04) for Chestnut Valley Biogas, LLC of Canonsburg, PA and First Energy Pennsylvania Electric Company, as proposed and attached, and authorize the Chief Clerk and/or Commissioners to execute the same. Ratification of the following transfers that occurred in the 2025 budget from March 24, 2025 to April 9, 2025. Department Cost Center Debit Credit Building and Grounds Contingency 01417952910 $85,000.00 Utility cost old jail 01417453612 $85,000.00 Human Resources Contingency 01417952910 $1,560.00 Software Training 0141555231915 $1,560.00 Parks Contingency 01417952910 $365.00 Telephone 01455053200 $365.00 Sheriff Contingency 01417952910 $1,000.00 Liability Insurance 01417952400250 $1,000.00 Uniforms 0141970552735 $2,000.00 Equipment 0141970552300 $2,000.00 Total Debits $89,925.00 Total Credits $89.925.00 Approval to enter into a contract with the U.S. Department of Justice to house federal prisoners at the Fayette County Jail at a rate of $96 per day, subject to approval of the Fayette County Prison Board, as attached. Approval to enter into a lease agreement with AMJ Real Estate Holdings of 1165 National Pike, Uniontown PA 15401 for a location at 1176 National Pike, Hopwood PA 15445 for Magisterial District Judge Office 14-2-01, effective October 1, 2025, as attached. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously Public Announcements- None 13 Public Comments Bill Talkington said via Zoom that he appreciated the support for the Sheepskin Trail items. Adjournment A motion was made by Commissioner Lohr and seconded by Commissioner Vicites to adjourn the meeting. Commissioner Dunn yes Commissioner Lohr yes Commissioner Vicites yes Motion passed unanimously 14 BOARD OF COUNTY COMMISSIONERS COUNTY OF FAYETTE COMMONWEALTH OF PENNSYVLANIA RESOLUTION of 2025 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE COUNTY OF FAYETTE, COMMONWEALTH OF PENNSYLVANIA, AUTHORIZING THE TAX SERVICES DIRECTOR TO EXECUTE, ON BEHALF OF THE COUNTY AND THE BOARD OF COMMISSIONERS, CERTAIN TAX SALE DEEDS FROM1 THE COUNTY ISSUED BY ACTION OF THE TAX CLAIM BUREAU. WHEREAS, pursuant to the Real Estate Tax Sale Law, 72 P.S. SS 5860.208, 5860.608, 5860.615, 5860.627, 5860.642, and 5860.702 the Tax Claim Bureau and its director are tasked and charged with preparing and executing, in the name of the Tax Claim Bureau, as trustee grantor, various deeds to purchasers resulting from various tax sales; WHEREAS, to expedite and create an efficient process for the execution of such deeds on behalf of the County, the Board desires to authorize and delegate limited authority to the Tax Services Director, as Director of the Tax Claim Bureau, to sign such deeds; and WHEREAS, pursuant to Section 509(a) of the County Code, 16 Pa.C.S.A. S 12509, related to Ordinances and Resolutions, the commissioners may adopt resolutions and ordinances prescribing the manner in which powers of the County shall be carried out and generally regulate the affairs of the County. NOW, THEREFORE, BE IT RESOLVED AND ORDAINED by the Board of Commissioners of the County of Fayette, Commonwealth of Pennsylvania, and it is hereby resolved and ordained as follows: Section 1. The Board of Commissioners hereby grants, assigns, and delegates to the Tax Services Director, as Director of the Tax Claim Bureau, the authority to execute and sign deeds, on behalf of the County and its Tax Claim Bureau, conveying and granting property and/or property interests from the Tax Claim Bureau, as trustee grantor for property owners of record, to purchasers as a result of any upset, judicial (free and clear), and repository sales, as provided pursuant to the Real Estate Tax Sale Law, including, without limitation, 72 P.S. SS 5860.208, 5860.608, 5860.615, 5860.627, 5860.642, and 5860.702. Section 2. The Board of Commissioners hereby acknowledges that the current Tax Services Director, and Director of the Tax Claim Bureau, is Rebecca L. Cieszynski and that she shall have and is expressly authorized to exercise such signatory authority on behalf of the County: (i) upon approval of such sales and corresponding conveyances by the Board of Commissioners; (ii) only during the term of her office; (ii) in such official capacity as Tax Services Director; (iv) lawfully and in accordance with the County Code and the Real Estate Tax Sale Law; (v) as may be required in the performance of her office; and (vi) in accordance with any subsequent limitations or restrictions imposed by the Board of Commissioners thereon. Section 3. This Resolution may be amended, modified, superseded, and/or rescinded by subsequent action of the Board of Commissioners at any time. ADOPTED by the Board of Commissioners this day of 2025. BOARD OF COMMISSIONERS OF THE COUNTY OF FAYETTE, COMMONWEALTH OF PENNSYLVANIA BY: Scott Dunn, Chairman Vincent A. Vicites, Vice Chairman Dave Lohr, Secretary ATTEST: Amy Liston, Chief Clerk I, Amy Liston, duly qualified Chief Clerk of the County of Fayette, Commonwealth of Pennsylvania, hereby certify that the foregoing is a true and correct copy of a Resolution duly adopted by a majority vote of the Board of Commissioners of the County of Fayette at a regular meeting held and said Resolution has been recorded in the minutes of the County of Fayette and remains in effect as of1 this date. Certified: Amy Liston Chief Clerk, Fayette County ATTACHMENT A RESOLUTION RESOLUTION AUTHORIZING AN APPLICATION TO THE PENNSYLVANIA MUNICIPAL ASSISTANCE PROGRAM RESOLUTION NO. COUNTY OF FAYETTE, PENNSYLVANIA WHEREAS, the County of Fayette, Pennsylvania, will be undertaking a project to carry out its comprehensive initiative called Planning for a Strategic Vision; and WHEREAS, the Pennsylvania Department ofCommunity and Economic Development makes available grants-in-aid to such projects through the Municipal Assistance Program; NOW THEREFORE BE IT RESOLVED that the Fayette County Commissioners ofThe County of] Fayette, Pennsylvania, hereby authorize submission of an application to the Municipal Assistance Program; and BE ITI FURTHER RESOLVED that the Fayette County Commissioners ofthe County of Fayette, Pennsylvania, hereby commit municipal resources in the amount of $33,327 as match for said project. Adopted by the Fayette County Commissioners of Fayette County, Pennsylvania, this day of 2025. ATTEST: COUNTY OF FAYETTE, PENNSYLVANIA Amy Liston, Chief Clerk Scott Dunn, Commissioner Chairman ENSPIRE energy C EXHIBIT A: CONFIRMATION OF NATURAL GAS SALE DATE: March 25, 2025 This Confirmation confirms the terms sel by the Parties' Primary Agreement executed March 25, 2025 The provisions within the confirmation letter shall! be conclusively deemed accurate and complete to the extent iti is not objected 10, verbally andi iny writing. within forty-eight (48) hours ofr receipt. Seller: Enspire Energy. LLC Buyer: County of Fayette Address: 350 W. 22nd Street, Suite 101 Address: 61 East Main St Norfolk, VA 23517 Uniontown, PA 15401 Contact: Mary Hensley Contact: Robb Rhodes Title: Director of Marketing Title: County Controller Phone: 757-963-9123 Phone: 724-430-1200 Fax: 757-963-9133 Fax: Email: hans@erpinisgycon Email: Contracted Price: $5.10 per Dth Delivery Period: June 1, 2025 April 30, 2028 (35m) Gas Service: Firm, 100% swing Delivery Point: Citygate af Columbia Gas of Pennsylvania Contracted Volume: Monthly volumes willl be divided by the number of days in that month to determine daily volumes. January: 1.044 May: 233 September: 197 February: 957 June: 194 October: 266 March: 409 July: 155 November: 334 April: 354 August: 178 December: 877 Special Provisions: 1. Seller will perform all fumctions necessary to nominate and deliver gas to the Buyer's delivery point. Buyer will bei in Seller's aggregation pool for nomination and balancing purposes behind the utility. 2. Seller will deliver 100% of Buyer's natural gas requirements for Buyer's facility. Pricingi includes 100% swing, which means all natural gas required will be priced at the above contracted NYMEX plus basis price. Should the Buyer hedge the! NYMEX price, the 100% swing will only apply to the basis portion oft the deal, and the commodity price used for the swingy volumes outside oft the volumes hedged will bei the NYMEX settlement price for that month. However, should the Buyer have shutdown that exceeds more than 14 consecutive days, ori ifthe Buyer shuts/ closes this location, ,or chooses to not use Seller's natural gas for economic reasons, then these circumstances are outside ofthe 100% swing, and the liquidation costs per the Primary Agreement will apply. 3. Should the utility call: a curtailment or restriction, Seller will notify Buyer as soon as reasonably possible. During periods ofes restriction, Seller may require Buyer toj provide daily usage information should it be unavailablef fromt the utility. Itis the Buyers responsibiliy to notify Seller of any changes in requirements during periods ofr restriction so that Seller can deliver additional volumes above the daily contracted volume. Should Buyer not notify Seller ofa change in requirement duringa restriction, then Seller's liability for penalties will be limited to under delivery of Tthe contracted daily volumes. 4. Any LDC charges, surcharges, siate and Jocal taxes, or Gross Receipts taxes are noli included in the Contract Price and willl be passed through to Buyer on a penny-for-penny basis as incurred. Signed and Accepted By: County of Seller: Enspire Energy, LLC Buyer: Fayette By: By: Name: Mary Hensley Name: Robb Rhodes Title: Director of Marketing Title: County Controiler Date: 3/25/2025 Date: Please sign and fax to (757) 963-9133. ENSPIRE energy a ENSPIRE ENERGY, LLC PRIMARY AGREEMENT FOR THE PURCHASE & SALE OF NATURAL GAS This "Primary Agreement" for the Purchase and Sale of Natural "Gas" is entered into between Enspire Energy, LLC ("Enspire", "Seller"), and the Purchaser ("Buyer"),jointly referred to as "Parties", ? entered into March 25, 2025. SELLER BUYER Legal Business Name Enspire Energy, LLC County ofFayette Contact Mary Hensley Robb Rhodes Title Director of Marketing County Controller Address 350 W 22"d St, Suite 101. 61 East Main St. Norfolk, VA 23517 Uniontown, PA 15401 Telephone / Fax 757-963-9123/ 757-963-9133 Phone: 724-430-1200 Fax: 1) Primary Agreement and Confirmation(s): The Primary Agreement terms apply to all natural "Gas" sales, as specified by the Confimation(s)". The Confirmation is the controlling document when a conflict arises between the Primary Agreement and the Confirmation. Concurrently, the Primary Agreement and all Confirmations form a: solitary, integrated "Agreement" between the Parties. Each Confirmation shall constitute: a transaction's specific terms and is only binding after both Buyer and Seller sign it. 2) Contract Quantities & Contract Price: Seller will deliver, and Buyer will take delivery of, at a constant flow rate, the Gas "Contract Quantities" at the "Delivery Point" specified in the Confirmation. Variations in daily Contract Quantities delivered and received are allowed when such variations are agreed to by both Parties, and by the transporting entities without penalty, and so long as monthly Contract Quantities are maintained. Buyer will use the Gas only at the listed "Service Locations", and will not resell the Gas or use it at other locations without Seller's written consent. Buyer will pay Seller the Confirmation "Contract Price" terms. 3) Service Implementation: "Firm" means Buyer or Seller may not interrupt service without liability unless such interuption is due to Force Majeure. If Seller is required by Buyer's "Utility" to curtail or alter Gas deliveries to Buyer under Confirmation, completely or in part, Seller will direct Buyer to curtail/alter its Gas usage by the same amount. Buyer will pay or reimburse Seller for any penalties assessed due to Buyers failure to curtail/alter its usage as directed, unless the curtailment ssuance or similar Utility order was due to Seller's direct fault. 4) Scheduling and Imbalance: Buyer will notify Seller oft the average daily volumes that Buyer wants scheduled for a month. Thes notice must bes submitted to seller at least two business days before the delivering transporter'ss scheduling deadline. Without such notice, the scheduled volume will be equal to the stated Confirmation Contract Quantity for delivery month divided by the total month' 's days. Seller will transport, nominate, schedule and monitor the Service Locations' Gas usage. Seller will balance Gas dcliveries to Buyer's Delivery Point with the Serviçe Locations' actual Gas usage. Seller will indemnify and defend Buyer from Udlity fees, charges and penalties ("Balancing Charges") associated with nominating and balancing the Service Locations' Gas usage. However, Buyer will pay or reimburse Seller for all Balancing Charges assessed, or allocated to Buyer by Seller, because ofBuyers failure to timely notify Seller of any changes in Buyers monthly usage from the total monthly Contract Quantity or in Buyers daily usage from the daily quantity nominated by Seller. Transportation imbalances, scheduling penalties and related charges resulting from failure to çommunicate timely any changes to confirmed volumes will be the Party'st responsibility whose failure caused the imbalance. 5) Taxes: All appliçable, past, present andi future, federal, state and local taxes ("Taxes")t that arei incurred prior to the Delivery Point shall be paid by Seller and all1 Taxes incurred at and post the Delivery Point shall be paid by Buyer. The Contract Price excludes all Taxes payable by Buyer. Buyer will reimburse Seller for any Taxes that Seller is required to collect and pay on Buyers behalf. Buyer will provide Seller Tax Exemption document(s). Parties will indemnify, defend and hold the other Party harmless from its own Tax liability. 6) Seller Warranties: Seller warrants it has good title to Gas, the right to sell Gas and Gas is released from royalties, liens, encumbrances, and all applicable Taxes imposed upon production of Gas prior to title transfer. Other expressed ori implied warranties are disclaimed. ) Invoicing, Payment and Financial Assurance: Seller will invoice Buyer for Gas delivered under the Confirmation(s) and any other amounts incurred by Buyer under the Agreement. Invoices not paid in full, per Seller's instructions, within 10 days of the Seller's invoice date will be charged an "Interest Rate" ofi 1% per month. If Seller cannot verify volumes delivered when issuingt the invoice, the Buyer accepts the Seller's good faith nominated volumes. Seller will adjust Buyers account following actual volumes receipt. Buyer shall be liable for all costs, including legal fees, associated with outstanding balance(s) collections. Seller's acceptance of the Primary Agreement and Confirmations is çonditioned on Buyers maintaining its creditworthiness during the Agreement term. If Seller determines in its good faith judgment that Buyer's credit has been materially impaired, seller may require additional "Financial Assurance" for the payment of sums due under this Agreement. Including collateral deposits, prepayments, letters of credit or other guaranty of payment or performance acceptable to Seller. 8) Force Majeure: Neither Party will be liable to the other Party for failure to perform its obligations when the failure is due to causes not within the Party's control and not caused by the Party's own negligence ("Force Majeure"), but only for as long as and to the extent that performance is prevented or materially affected by Force Majeure. The Party claiming a Force Majeure event will notify the other Party in writing as soon as possible and will use due diligence to remove the cause of the Force Majeure and resume performance under the Agreement. Force Majeure cannot be caused by an increase or decrease in Taxes, the economic hardships ofa a Party, or the full or partial closure of aj party" facilities. Force Majeure will not excuse Buyer from paying for Gas it purchases o7 receives. 9) Bilateral Responsibility: Gas title, possession and risk of loss will pass from Seller to Buyer at the Delivery Point. Prior to Delivery Point Seller has exclusive Gas control and responsibility for any damage, injury, charges, transportation fees, costs or losses. At and past the Delivery Point Buyer has exclusive Gas controi and responsibility for any damage, injury, charges, transportation fees, costs or losses. 10) Bilateral Indemnification: Seller will defend and indemnify Buyer against all losses, costs and expenses, inçluding court cost and reasonable attomey's fees, arising out of claims regarding personal injury or property damage from the Gas or other charges that attach before title passes to Buyer. Buyer will defend and indemnify Seller against ail losses, costs and expenses, including court cost and reasonable attorey's fees, arising out of claims regarding personal injury or property damage from the Gas or other charges that attach after title passes to Buyer. Neither Party will be liable to the other under the agreement for consequential, indirect or punitive damages nor specific performance, except as expressly provided in this Agreement. 11) Laws: The Agrecment iss subject (0 all tarifis, laws, orders, authorizations, approvals, rules, Taxes and regulations ("Laws"). The Agreement is contingent upon the continuation of all Laws. The entire Agreement shall become terminated if any modified orr new Laws make this transaction uneconomic for Seller. Confirmation defines Buyer's utility and rate schedule for each Specific Location. 12) Damages: (a) Other than Force Majeure, if Buyer fails to nominale or take the Contract Quantities on any day, under any Confirmations requiring Gas, Gas delivery, the Buyer shall pay the Seller (i) the difference between the Contract Price and the sales price actually received by the Seller in reselling the and (ii) any Imbalance Charges or incremental interruptible Gas transport charges arising from the unexcused failure to receive Gas. (b) Other than Force Majeure, ifs Seller fails to deliver the Contract Quantity on any day, under any Confirmation requiring Gas delivery, the Seller shall pay the Buyer (i) the difference between the amount the Buyer would have paid for the non-delivered Gas and the amount (if applicable) that the Buyer actually paid for a replacement quantity of Gas and (ii) any imbalance Charges or incremental interruptible Gas transport charges arising from the unexcused failure to deliver Gas. If Buyer is unable to replace non-delivered Gas, Seller sha!l pay Buyer that amount that Buyer reasonably demonstrates to Seller that Buyer paid to third parties for Buyer's failure to honor the Gas Contract Quantity to the third parties, when such failure is the direct result of Seller's Gas mon-delivery. (c) Both parties shall exercise reasonable efforts to minimize Damages. Payment for Damages shall constitute each Party's sole remedyi in the event oft the other Party's unexcused failure to either purchase or deliver Gas under the Confirmation(s). (d) In no event shall either Parly be liable to the other under this Agreement or any Confirmation formed hereunder for any incidental, indirect, special, punitive or consequential damages. 13) Events of Default: "Event ofDefault" means: (a) the failure ofe either Party (or its guarantor) to make any payment required by the applicable due date and is not remedied with in 41 business days ofreceipt ofwritten demand for cure: (b) the failure of Buyer to provide satisfactory Financial Assurance of Seller's Demand; (c) either Party (or its guarantor) is or becomes Bankrupt; (d) the failure of either Party to perform any other Agreement obligation and is not remedied within 7 business days of reccipt of written demand for cure (Except for Damages as specified in Section 12, which deficiency is cured by payment ofthe amounto due, if any, under Section 12). 14) Remedies: From the beginning and throughout an Event of Default, the non defaulting Party may: (a) withhold any payments or suspend any deliveries due hereunder; (b) upon written notice at least day in advance, accelerate any or all amounts owing between thel Parties undert the Agreement and terminate and liquidate any and all Confirmations; (c) determine a settlement amount for each Confirmation by calculating the gains, losses and costs (including reasonable attomey's fees and the costs of obtaining, maintaining and liquidating commercially reasonable hedges) incurred as a result of the liquidation, and (d) calculate a net settlement amount by aggregating into an amount all settlement amounts and all other amounts owing between the Parties under the Agreement. Any net settlement amount due from the defaulting Party to1 the non-defaulting Party will bep paid within 3 days of recciptof written notice: from the non-defaulting Party. To the extent that a settlement amount would be due to the defaulting Party, the settlement amount shall be deemed zero. Interest on any unpaid portion of the net settlement amount will accrue daily at thel Interest Rate. The gain or loss ofeach liquidated Confirmation may be calculated by any commercially reasonable method chosen by the non-defaulting party. including by determining the difference between the Contract Price and the Market Price of the Contract Quantities remaining to be delivered during the Delivery Period. "Market Price" means the price of similar Gas quantities at the Delivery Point. 15) Notices: All Agreement notices or other communications will be made in writing and may be delivered by hand, prepaid first class mail, prepaid overnight courier service or by fax, to the Party's address listed above. Parties agree to receipt with (a) the sender's fax confirmation receipt, (b) receipt notice by overnight courier, (c) receiptr notiçe by professional hand deliverer, (d) 4 business days after prepaid first class mailing. 16) Assignment: There shall be no assignment, transfer or subcontracting oft this Agreement, nor of any interest in this Agreement, nor delegation of duties, except upon written consent of both Seller and Buyer, which shall not be unreasonably withheld, provided that, Seller may assign this Agreement to a purchaser of substantially all of its assets without prior written consent. This Agreement shall inure to the benefit of, and be binding upon, the heirs, executors, administrators, and: successors oft the respective parties. 17) Bilateral Termination: Either Party can terminate the Primary Agreement with 30 day prior written notice; PROVIDED, that the Primary Agreement will remain in direct effect for all Confirmation(s) entered into prior to the effective termination date until Parties have fulfilled ALL of the Confirmation(s) obligations. 18) Governing Law: The Agreement is govemed by the laws oft the State of New York, without regard to principles that require law application of another state, Parties waive their right(s) to aj jury trial regarding any litigation arising from the Agreement. 19) Entire Agreement: The Primary Agreement and all Confirmations (or the Agreement) establishes the entire Agreement. Confirmations are "forward contracts" and the Parties are' "forward contract merchants", the: same terms are used in the U.S. Bankruptcy Code. Any changes to the Primary Agreement must be documented in writing and executed by both Parties. Failure by either Party I0 enforce any term or condition oft this Agreement shall not constitute a waiver of any other or subsequent enforcement hereof. 20) Miscellaneous: Each Party, with respect to itself, hereby represents and warrants to the other Party: (a) it is duly organized, validly existing and in good standing under the Laws; (b) the execution and delivery of this Agreement are within its powers, duly authorized and do not violate any oft the terms ofi its goveming documentslcontracts (c) this Agreement constitutes a legal, valid and binding obligation of such Party enforçeable againsti it in accordance toi its terms; and (d) there is NO BANKRUPTCY, INSOLVENCY, REORGANIZATION, RECEIVERSHIP or other similar proceeding pending or being contemplated by it or threatened against it. By the Signature, the Primary Agreement is made as ofthe Date above: SELLER: Enspire Energy, LLC BUYER: County of Fayette Signature By: By: Fax to: Print Name: Print Name: Invalid without both Mary Hensley Buyer/Seller. Authorized Title: Title: Signatures Director of Marketing Date: / m/d/y Date: / / m/dly EXHIBIT DS - CONFIRMATION FIRM ELECTRIC POWER THIS FIRM ELECTRIC POWER CONFIRMATION is effective 3/25/2025 by and between' WGL Energy Services, Inc. ("Seller") and County of Fayette ("Buyer") for the sale and delivery of Buyer's full requirements for Electric Power for all accounts listed on Attachment A andi is subject to the terms and conditions of the Base Agreement executed by both parties. Buyer agrees that Seller's delivery obligations hereunder are subject to, and depend upon, verification by Buyer's Utility that the accounts herein meet the requisite utility load profile and rate classification. Buyer agrees to use its best efforts to inform Seller of any changes that will have a material effect on the load oft the accounts served under this Confirmation. TYPE will OF purchase, SERVICE: and Seller will sell, Electric Power to the Delivery Point for Buyer's account which shall include all necessary (a) electric Buyer energy and congestion services obtained from wholesale suppliers active in the energy market administered by PJM, (b) generation capacity obtained from generators that participate in Reliability Pricing Model auctions conducted by PJM, (c) Network Integrated Transmission Service (NITS) including enhancements, expansion and reallocation provided by transmission providers subject to the PJM Open Access Transmission Tariff (OATT), (d) ancillary services provided by PJM for reliability including, but not limited to, reactive services and reserves, (e) auction revenue rights credits administered by PJM ("PJM Costs" are defined as (b) through (e) and () energy deliveries that comply with applicable state Renewable Portfolio Standards (RPS) and local utility tariff requirements ("Utility Costs"). Seller is obligated to deliver, and Buyeri is obligated to purchase, said Electric Power under all circumstances except Force Majeure. BUYER'S UTILITY: West Penn Power : The Price does not include applicable Gross Receipts Taxes and Buyer shall be billed for applicable Gross Receipts Taxes as a separate line itém on Seller's invoice to Buyer. BILLING: Utility Billing TAX: Buyer must provide to Seller a tax exempt certificate or other documented evidence of Buyer's tax exempt status for accounts covered under this Confirmation prior to the effective account enrollment date. If Buyer fails to provide Seller such documentation, Seller shall be obligated to bill Buyer for the appliçable sales tax. TARIFFS AND REGULATIONS: is executed, of Seller's costs to Electric Power hereunder increase from the costs that underlie the If, after this Confirmation any supply OATT, or market rule, a PJM Fixed Price because (1) FERC issues an order or PJM revises its an operating protocol, (2) Emergency Operations Event occurs, (3) a change in Federal, State or Local law is enacted, or (4) the applicable Public Service Commission issues an order, or Buyer's utility revises its tariff, an operating protocol or market rule, then Seller shall pass through such cost increases with an appropriate allocation to Buyer by separate monthly charge. Seller shall provide Buyer with a written explanation describing the charge in reasonable detail, upon request. If, at the time this Confirmation is executed, any month(s) of the ter of this Confirmation extends beyond the last published Capacity Base Residual Auction, the Capacity cost estimates underlying the Price hereunder will be utilized based on the last Base Residual Auction resuits, as may be adjusted or corrected by PJM and as approved by FERC. To the extent actual Capacity costs differ from the Capacity cost estimates underlying the Price, Seller shall pass through such cost increases or decreases as appropriate. To the extent Capacity and/or Transmission are included int the Price, Selier reserves the right to adjust the Price to reflect reçovery of Capacity and Transmission costs attributable to (1) Buyer's participation in PJM Demand Response or local utility Net Metering programs during the term of this Confirmation, or (2) increased Capacity and Transmission costs caused by the effect of any distributed generation and/or peak shaving devices which were in use ata any time during the twelve (12) months prior to this Confirmation. This condition does not apply to any emergency generation used solely in the event ofa a power outage. Unless HOLDOVER Buyer PROCESS: and Seller agree to execute a new confirmation, this Confirmation shall remain in effect on a month-to-month basis at an applicable Monthly Fixed Price for each subsequent monthly meter read period after the end of the initial Term of this Confirmation. Each Monthly Fixed Price shall be established the 25th day of the calendar month preceding the applicable calendar month of delivery. Either party cancel such holdover confirmation either by executing a new confirmation, or by providing written notice of cancellation. Upon the may provision of such notice by either Party, Seller shall terminate the confirmation in accordance with utility drop rules and procedures. BUYERI NAME: County of Fayette Term/Price Fixed Price Capacity and Transmission Included TERM: From thel May 2025 meter read date tot the May 2028 meter read date. (36 months) PRICE: For deliveries hereunder, Buyer shall pay Seller al Price equal to $0.09041/KWh ($90,4100/MWh). If, at any time, accounts served under this Fixed Rate Confirmation were converted from ane executed LMP Rate Confirmation, this Fixed Rate 64575.241257.0001 WGL Energy Services Electric Power Purchase and Sales Agreement, Exhibit DS Firm Electric Power Supply Page 1 Confirmation. supersedes such LMP Rate Confirmation for the term specified above. All prices quoted are subject to change prior to written confirmation by Seller. All prices are quoted at the Delivery Point, including line losses to the Buyer's facilities, in $ per Kilowatt (KW) or Kilowatt-hour (kWh) unless otherwise noted. The undersigned represents, warrants and agrees to provide documentation, upon Seller's request, that the undersigned has the contractual authority, either as representing Buyer as a principal, or as Buyer's authorized agent, to bind Buyer for the supply service being purchased hereunder. This Confirmation is agreed to on the date first written above by: Buyer's Signature: Title: Print Name: Tax Exempt: Yes No Date: Partial Seller: WGL Energy Services, Inc. Date: By: Michael McGinn, Vice-President Business Development Heidi Bioni Manager. 64575.241257.000 WGL Energy Services Electric Power Purchase and Sales, Agreement, Exhibit DS Firm Electric Power Supply Page 2 64575.241257.000: County of Fayette Attachment "A":Account Infarmation (8 account(s)) Exhibit DS Account Data Business Development Manager: Heidi Bioni Phone: 412-918-1620 Email: Meiaaientewgenagy,om Account* Address LDC Rate Class/Load Proflle Customer RDL UNIONTOWN PA 15401 WPP WP- GS20F/GSCS FAYETTE COUNTY 080620 OE 0 0010007576563 (N) 25AMCCIELANDIOWN: 404SF PITTSBURGH! ST CONNELLSVILLE PA 15425 WPP WP-GP30SF/GSCS FAYETTE COUNTYS 911 0808203901007501786 (N) 15401 WP-GP30SF/GSCS FAYETTE COUNTY911 08062030 00 010006919459 (NO PITTSBURGH RDI UNIONTOWNI PA WPP WPP Fayette Co Hazmat Team 08053685789007322935 (N) 832 Airport Rd Lemont Furnace PA 15456 WP-GP30SD/GSCS (N) 72NG GALLITAN AVE UNIT 5 UNIONTOWNI PA 15401 WPP WP-GS20F/GSCS TAYLOR PLACE 0897014883007856451 0806203 010007226574 (N) 73281 NATIONALF PIKE UNIONTOWNI PA 15407 WPP WP-GS20F/GSCS FAYETTE COUNTY 08082839010097054758 (N) 97E Main St Rear UNIONTOWN PA 15401 WPP WP-RS10F/RSNH FAYETTE COUNTY 08082X3010007576551 (N) 2541 MCCIELLANDTOWNI UNIONTOWNI PA 15401 WPP WP-GP30SF/GSCL FAYETTE COUNTY 64575,241: 257. 0001 WGLI Energy Services Electric Power Purchase and Sales Agreement, Exhibit DS FimE Electic! Power Supply Page 3 NATURAL GAS, ELECTRIC POWER AND RENEWABLE ENERGY PRODUCTS PURCHASE AND SALES BASE AGREEMENT Between WGL Energy Services, Inc. and County of Fayette THIS BASE. AGREEMENT FOR THE PURCHASE AND SALE OF NATURAL GAS, ELECTRIC POWER, AND RENEWABLE ENERGY PRODUCTS dated 3/25/2025 by and between WGL Energy Services, Inc. ("Seller") and County of Fayette ("Buyer"). Buyer may purchase, and Seller may sell Natural Gas, Electric Power and Renewable Energy Products in accordance with the terms and conditions of this Base Agreement and executed Confirmations (together "Agreement"'). int the event ofa a confict of any provision(s) of this Base Agreement and any provision(s) of an executed Confiration, the provision(s) of the executed Confirmation will prevail. This I. EFFECTIVENESS Base Agreement shall supersede any prior base agreement executed by the Parties; provided that any confirmation that is in effect at the time of the execution of this Base Agreement shall continue to be subject to the terms and conditions of the applicable prior base until the term of such confirmation expires. The terms and conditions oft this Base Agreement as well as the definitions seti forth in Annex agreement A (as Seller may propose to update from time to time with notice to Buyer) hereto shall apply to any Confirmation agreed to by Buyer and Seller pursuant to Section VI below, and this Base Agreement shall remain ine effect, notwithstanding any intervening periods of time during which no Confirmation is in effect, unless canceled by either Party upon thirty (30) days' notice to the other; provided that any Confirmation that is in effect at the time of such notice of termination shall remain in effect until the term of that Confirmation expires. A legally binding Agreement shall be comprised oft this Base Agreement and an executed Confirmation for the purchase and sale of Natural Gas, Electric Power and/or Renewable Energy Products as the case may be, each a separate commodity. A purchase and sale of Renewable Energy Credits (RECs) is not a purchase and sale of the Electric Power itself. A purchase and sale of Carbon Offsets is not a purchase and sale of the Natural Gas itself. Each of the foregoing commodities may be purchased separately and independently of each other, orj jointly in the case of Electric Power bundled with RECS andi in the case of Natural Gas bundled with Carbon Offsets, I. DELIVERY ANDTITLE TRANSFER OF ENERGY PRODUCTS and hereunder is the of interconnection between the A Delivery Point. The Delivery Point for all Natural Gas purchased sold point transporting interstate pipeline and the Local Gas Distribution Company (LDC) in whose territory Buyer is located. The Delivery Point for all Electric Power purchased and sold hereunder shall be the point of interconnection! between the applicable transmission service provider's transmission system and the Local Electric Distribution Company (EDC) in whose territory Buyer is located. Seller will schedule Natural Gas or Electric Power to the Delivery Point for Buyer's account. The Delivery Pointf for each REC shall be the Seller's account in an applicable electronic REC tracking system where the REC is retired on behalf of the Buyer. The Delivery Point for each Carbon Offset shall be from the Seller's account in an applicable Carbon Offset Tracking Registry where the Carbon Offset is retired on behalf oft the Buyer. B. Title Transfer. Title to all Natural Gas and Electric Power will pass from Seller to Buyer at the Delivery Point. Seller warrants that it shall have good and marketable title to the Natural Gas and Electric Power to be delivered under this Agreement. Seller further warrants that it shall have good and marketable title to all "Renewable Energy Products" that it shall sell to Buyer hereunder, that all RECS contained in such products shall be registered with, transferred from and retired ont the tracking system of a regional transmission organization and shall be and the and that Carbon Offsets contained in such products shall transferred by contract-path auditing through recognized tracking system, be registered with, transferred from and retired on a legally binding Carbon Offset Tracking Registry. C. Delivery to Buyer's Facilities. Delivery of Natural Gas and Electric Power to Buyer's facilities shall be by separate delivery service agreement between Buyer and Buyer's LDC/EDC and shall be subject to the applicable tariffs of Buyer's LDC/EDC. Buyer will be responsible for paying all LDC/EDC charges associated with the delivery of Natural Gas and Electric Power from the Delivery Point to Buyer's facilities; Seller is not a party to Buyer's delivery service agreements with Buyer's LDC/EDC. The parties hereby agree that Electric Power and Natural Gas delivered by Seller to and received by Buyer at the Delivery Point is a good that is existing, identifiable, andi moveable at the time of identification to the contract for sale, and for which title has transferred to Buyer pursuant to Section II.B of this Base D. Agreement. Notice Obligations. Seller agrees to notify Buyer of circumstances that may affect the delivery of Natural Gas and Electric Power by Seller, and Buyer agrees to notify Seller if Buyer's non-weather-related usage of Natural Gas or Electric Power changes due to the installation of on-site peak shaving, back-up or on-site Electric Power generation, demand response program or other energy-saving measure not in effect at the time oft the execution of this Agreement or at the time of the execution of a Confirmation. Buyer also agrees to notify Seller of Buyer's enrollment or participation in an EDC 'Net Metering' program(s). Each notice and other communication. required hereunder or otherwise required pursuant to any legal proceeding to which Seller and Buyer are parties-in-interest: will be in writing and will the email either: (a) delivered in (b) sent by certified mail, return receipt be sent to each of parties listed below by (1) or (2) of person; notice will be deemed to have been requested; or (c) delivered by a recognized delivery service with acknowledgement receipt. Such forth below. given on the date of its delivery, if emailed or delivered to each of the parties thereto at the respective addresses set E. Balancing. Balancing of Natural Gas deliveries at the Delivery Point shall be in accordance with applicable tariffs of Buyer's LDC. Ifa an imbalance penalty is assessed by Buyer's LDC, the Party causing the penalty will be responsible for paying the penalty. Settlement of Electric Power deliveries to the Delivery Point shall be in accordance with applicable tariffs of Buyer's EDC and PJM Open Access Tariff. Il. AGENCY Seller to act as Buyer's in accordance with this provision. Buyer authorizes Seller to obtain information about Buyer's Buyer LDC/EDC appoints account (e.g.. account numbers, agent billing history, payment history, historical usage, projected usage, meter readings and characteristics of service), to make nominations, to schedule, to balance, to make settlement, to obtain Buyer's credit and payment information, and to perform all duties necessary to deliver Natural Gas, Electric Power or Renewable Energy Products, as the case may be, to Buyer. 64575 U2.6 Natural Gas, Electric Power And! Renewable Energy Products Purchase And! Sales Base Agreement Page M. BILLING, PAYMENT, CREDIT ANDTAX shall bill for made underi this Agreement. shall A Billing. Buyer's LDC/EDC, acting as Seller's billing agent, Buyer monthly purchases Buyer the bill in accordance with the LDC/EDC payment terms. If during the effectiveness ofi this Agreement, Buyer's Utility adopts purchase of pay receivables discount rates applicable to one or more of Buyer's accounts covered by this Agreement that in Seller's sole discretion would increase Seller's costs, Seller shall have the right to notify and bill Buyer directly for deliveries to such accounts at no additional cost or change inj payment temms to Buyer. For accounts billed directly by Seller, payment shall be due to Seller within twenty (20) days after receipt oft the invoice, unless otherwise agreed in writing. late to the tariff of the LDC/EDC B. Late Payment Charges. For bills sent by the LDC/EDC as Seller's agent, the payment practice pursuant shall apply. For accounts billed directly by Seller, bills not timely paid shalll bear interest ata a rate of 1% per month from the due date. C. Credit. Upon the request of the Seller, Buyer shall provide Seller with financial statements prepared in accordance with generally accepted accounting principles or such other applicable principles then in effect. Buyer represents and warrants (1) that all suchi information supplied shall be true, accurate and complete in every material respect, (2) that it has not filed, planned to file orl have had filed againsti it, at law ori in equity before any court, including bankruptcy proceedings, that are likely to affect the legality, validity or any enforceability proceedings against it of this Agreement, (3) thati it is and shall remain financially able to continue its business, and (4) that its shall notify Seller promptly if it becomes aware ofa any situation that may alter its financial abilities in relation to item (3). Upon the request of Seller, Buyer shall provide financial assurance to Seller (in the form of cash collateral, Letter of Credit, or Parent Company Guarantee, or such other form as reasonably required by Seller), if Seller reasonably determines that Buyer's financial circumstances warrant the provision of such assurances. Such financial circumstances shall include, but not be limited to, Buyer being sixty (60) days or more delinquent in making payments under an executed Confirmation and a material deterioration in Buyer's creditworthiness. Financial assurance to be posted shall be delivered or transferred on or before the close of the fifth (5th) Business Day following its written demand. A failure by Buyer to comply with thet terms oft this Section IV.C shall be deemed a material breach oft this Base Agreement. D. Taxes. Seller will be responsible for all taxes assessed prior to the Delivery Point. Buyer willl be responsible for all taxes assessed at the Delivery Point and thereafler, including any gross receipt taxes or sales taxes levied on the sale of Natural Gas, Electric Power or Renewable Energy Products. Applicable taxes will be collected on all Natural Gas, Electric Power, and Renewable Energy Product sales made under an Agreement unless Buyer provides Seller with a validi tax exemption certificate or other evidence of exemption. If Buyer fails to provide Seller with such documentation, Seller shall be obligated to bill Buyer for the applicable sales tax. V.TARIFFS ANDI REGULATIONS hereunder state and local (2) all state and federal rules and An Agreement executed is subject to (1) all applicable federal, laws, applicable regulations, (3) state regulatory commission-approvedi tariffs of Buyer's LDC/EDC, (4) Federal Energy Regulatory Commission-approved tariffs oft transporting interstate pipelines, and (5) FERC-approved Open Access Tariffs (OATs) of transmission service providers, as such tariffs may be amended or superseded from time to time. Further, this Agreement is contingent upon the continuation of all necessary regulatory approvals and authorizations. If a change in any law, regulation or utility tariff becomes effective and such change imposes additional costs to Seller, then Seller shall have the right to pass through such cost increase to Buyer by a separate monthly charge unless Buyer and Seller agree to a price adjustment as allowed by a Confirmation. Upon request, Seller shall provide Buyer with a written explanation describing the cost increase or loss in reasonable detail. VI. CONFIRMATION to Seller PROCESS shall offer to with Natural Gas, Electric Power andlor Renewable Energy Products by transmitting to From time time, Confirmations. supply Buyer Buyer may indicate acceptance of the terms and conditions of an offer by signing a Buyer proposed, unexecuted Seller unless and until Seller the Confirmation and returning it to Seller. The Confirmation will not become binding on countersigns Confirmation and returns itt to Buyer, provided that upon receipt of an executed Confirmation from Buyer, Seller shall use all reasonable efforts to lock Buyer's contract price for Buyer, provide Buyer or Buyer's consultant, if applicable, confirmation of such price lock iny writing, ifre requested, Seller shall countersign said Confirmation, and return it to Buyer. Notwithstanding the foregoing, Seller may indicate acceptance ofa a Buyer's price lock via e-mail from Seller to Buyer, and such documentation shall be considered acceptançe of such pricing and terms as outined in such email. VI. A Force MISCELLANEOUS Majeure. Except for payments that are due, a force majeure event shall, upon notice from the Party claiming force majeure to the other Party, excuse the Party claiming force majeure from performance during the event. In the event oft force majeure, the Party claiming force majeure shall notify the other Party ofa a force majeure event within ten (10) days of the occurrence of the event and shall use due diligence to restore its ability to meet its obligations undert this Agreement. Force majeure means those events not reasonably foreseeable on the effective date hereof and not within the reasonable control of the Party caiming force majeure including but not be limited to acts of God; changes in governmental regulations; force majeure events of Buyer's LDC/EDC, transporting pipelines, or transmission service providers, any required or lawful action of Buyer's LDC/EDC, transporting pipelines, or transmission service providers that curtail ori interrupt Natural Power of facilities or other service providers Seller uses to provide Electric Power to Buyer Gas or Electric delivery, outages generating by third-party transporters, fire, explosion, civil hereunder, the breakdown of equipment, malfunctioning equipment, non-performance disturbance, strikes, sabotage, pandemics, action or restraint by court order or public or governmental authority, or other government appropriation or curtailment of Natural Gas or Electric Power usage. 64575 U2.6 Natural Gas, Electric Power And Renewablel Energy Products Purchase And Sales Base Agreement Page 2 B. Default and Remedy. Any failure by a Party to perform any material obligation hereunder, including Seller's obligation to deliver and Buyer's obligation to purchase and payf for deliveries, shall constitute a default. The non-defaulting Party may terminate this Agreement by providing the defaulting Party ten (10) days prior written notice of the default and an opportunity to cure the default. Termination of this Agreement for a default that is not cured shall be without waiver of the non-defaulting Party's right to claim direct damages. If Seller terminates this Agreement for non-payment, Buyer shall be liable for all reasonable costs, including legal fees, associated with the collection of outstanding balances. If Buyer terminates the Agreement prior to expiration of an underlying, executed Confirmation, or is otherwise in default for a failure to either purchase or pay for deliveries, Seller may seek to collect damages based on current market conditions associated with the Buyer's supply, including! but not limited to the costs of terminating supply contracts put in place by Seller as a result of entry into one or more executed Confirmations between Seller and Buyer under this Base Agreement. In assessing damages for such default, Seller shall not be required to enter into a replacement transaction if market conditions will not allow the full mitigation of economic harm to Seller. For an unexcused failure to deliver by Seller or an unexcused failure to take delivery by Buyer, the affected, non-defaulting Party, acting in a commercially reasonable manner, shall be limited to the sole and exclusive remedy of direct, actual damages. NEITHER PARTY SHALL BEI LIABLE FOR ANY SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOTI LIMITED TOANYI LIABILITY FOR LOST PROFITS OR INTERRUPTION OF BUSINESS. C. Authority. The undersigned, who executes this Agreement and any Confirmation on behalf ofe each Party, represents and warrants that such undersigned has the contractual authority, either as representing that Party as a principal, or as that Party's authorized agent, to bind such Party for whom the Natural Gas, Electric Power and/or Renewable Energy Products is being purchased. D. Integration of Agreement. This Agreement constitutes the entire agreement between Seller and Buyer. No statement, promise or inducement made by either Party which is not contained in or derived from this Agreement shall be valid or binding. Each Party acknowledges that Natural Gas, Electric Power, and/or Renewable Energy Products will be purchased independently from one another, or jointly in the case of Electric Power bundled with RECS and int the case of Natural Gas bundied with Carbon Offsets, and each purchase will have its own associated Confirmation. In no way does a purchase or sale of one of the aforesaid commodities between Buyer and Seller mean that Buyer is required to buy or that Selleri is required to sell any other of the aforesaid commodities. E. Severability. If any part, term or provision of this Agreement is specifically held to be illegal or in conflict with any applicable law or regulation, the validity oft the remaining portions or provisions shall not be affected, and the rights and obligations of Seller and Buyer shall be construed and enforced as if the Agreement did not contain the particular part, term, or provision sol held to bei illegal ori in confict. F. Assignment. Seller may transfer, assign or sell this Agreement: (a) in connection with any financing; (b) to any of its affiliates; (c) to anyone succeeding in interest to all or substantially all of Seller's assets or business; or (d) to another supplier licensed to conduct business in the State where Buyer's facilities serviced by Seller pursuant to this Agreement are located. Buyer may not assign, transfer, or subcontract this Agreement, nor any interest in this Agreement, nor delegate duties hereunder, except upon written consent of the Seller, which shall not be unreasonably withheld. Buyer may however assign this Agreement to an affiliate that has the same orb better credit rating at the time of assignment without such consent. This Agreement shall inure to the benefit of, and be binding upon, the heirs, executors, administrators, and successors of the respective parties. If during the effectiveness of this Agreement, Buyer sells a premise or property to which Natural Gas or Electric Power is being delivered hereunder, Buyer may assign this Agreement to the purchaser if the purchaser has the same or better credit rating as Buyer at the time of assignment; otherwise, Buyer shall be subject to liability to Seller for damages under Section VII B hereunder. Unless G. Waiver. No waiver of any breach of this Agreement shall be held to be a waiver of any other or subsequent breach. expressly provided otherwise int this Agreement, all remedies afforded int this Agreement shall be taken and construed as cumulative in addition to every other remedy provided herein or by law. laws H. Govering Law. Buyer and Seller agree that, ini the event of a dispute, this Agreement shall be govemed by the of the jurisdiction where Buyer's facilities, being served by Seller, are located. If Buyer has facilities being served by Selleri in two or more of the jurisdictions noted above, the laws oft the, jurisdiction where Buyer's facility with the highest annual usage of the contracted commodity (Natural Gas or Electric Power) is located shall govem. of WGL Inc., an affiliate of Gas I. WGL Energy Services Qualifications. WGL Energy Services is a subsidiary Holdings, Washington Light Company, and an indirect subsidiary of Alta Gas, Ltd. WGL Energy Services is a retail seller of Natural Gas, Electric Power and Renewable Energy Products and is licensed in the jurisdictions set forth in Annex B. J. Emergencies. Ini the event Buyer experiences an electric-related or natural gas-related emergency such as a power outage or gas leak, Buyer should immediately call its EDCALDC. K. Confidentiality. Each Party may designate and provide confidential pricing and customer information to the other in connection with this Agreement. Each Party agrees not to disclose such designated information to any third party during the effectiveness of the Agreement, except that each Party may disclose such information to its employees or authorized representatives that have a need tol know, unless the disclosing Party first obtains the express written consent of the non-disclosing Party. Each Party shall take reasonable precautions to safeguard the confidential information of the other Party. BUYER CONTACT INFORMATION Buyer's Full Legal Name: County ofF Fayette Buyer's Representative: RobbF Rhodes Title: County Controller Address: 61 East Main Street Uniontown PA 15401 Telephone: 724-430-1200 Fax: Email Address: mhodes@layettepaorg WGL Energy Services CONTACT INFORMATION WGL Energy Services Representative: Heidi Bioni Title: Account Manager WGL Energy Services Address: 436 7th Avenue Suite 225 Pittsburgh PA 15219 Phone: 412-918-1620 Fax: 703-287-9403 The above-listed contacts may be changed by giving notice of a change to the other party in writing. Failure to provide notice in the manner set forth above will be prima facie evidence ofa a failure to provide adequate notice. This Base Agreement is agreed to on the date first written above by: 64575 U2.6 Natural Gas, Electric Power And Renewable Energy Products Purchase And Sales Base Agreement Page 3 Buyer: County ofl Fayette Buyer's Title: Signature: Tax Yes_ No_ Date: Print Name: Exempt Partial Seller: WGL Energy Services, Inc. Date: By: Michael McGinn, Vice-President 64575 U2.6 Natural Gas, Electric Power And Renewablel Energy Products Purchase And Sales Base Agreement Page4 ANNEX A DEFINITIONS "Agreemen!" shall mean the Base Agreement and any subsequent Confirmation (either "an Agreement" or "the Agreement"). "Business Day(s)" shall mean Monday through Friday, excluding Federal Banking Holidays for transactions in the U.S. "Buyer's Utility" shall mean Buyer's EDC or LDC. Confirmation" shall mean an exhibit for the purchase and sale of Natural Gas, Electric Power, Renewable Energy Credits, Carbon Offsets or Renewable Energy Products. "Electric Distribution Company" or "EDC" shall mean Buyers electric distribution utility. "Electric Power" shall mean electric power delivered to Buyer and includes all services necessary to deliver electric power to the Delivery Point on behalf of Buyer. "Letter of Credit" means one or more irrevocable, non-transferable standby letters of credit issued by a U.S. commercial. bank or ai foreign bank with al U.S. branch with such bank having a rating of at least A- from S&P and A3 from Moody's. Costs of a Letter of Credit shalli be borne by the applicant for such Letter of Credit. If Seller is provided with al Letter of Credit and Seller receives notice from the issuer that the Letter of Credit will not be renewed and twenty (20) days prior to the expiry of such Letter of Credit a replacement Letter of Credit has not been provided, then such Letter of Credit shall be valued at zero and Seller shall be entitled to demand further financial assurance. "Local Distribution Company" or' "LDC" shall mean Buyer's gas distribution utility. "Natural Gas" shall mean natural gas delivered to Buyer andi includes all Seller services necessary to deliver natural gas to the Delivery Point on behalf of Buyer, including the delivery of Certified Natural Gas. "Carbon Offset Tracking Registry" shall mean a voluntary, auditable, industry tracking registry that is responsible for registering, transferring, trading and retiring Carbon Offsets, such as Verified Carbon Standard/Verra, Climate Action Reserve, CSA Group GHG CleanProjects Registry and other such organizations as they become organized and accepted. "Carbon Offsets" shall mean tradeable certificates that meet the requirements of an indusiy-recognized certifying body that represent the emissions and give the holder of the certificates the right to claim the reduction of a specific quantity of greenhouse gas (GHG) environmental attributes generated by GHG emission reduction projects. Body" shall mean an industy-recognized organization that tracks, monitors and certifies the reduction of a specific quantity of "Certifying greenhouses gas (GHG) emissions. "Certified Natural Gas" shall mean Natural Gas that has been produced by companies whose operations meet the environmental, social and governance (ESG) standards, including those regarding methane emission reductions, established and independently verified by an industry-recognized organization, such as TrustWelmM Project Canary Certification and other such organizations as they become organized and accepted. "Credit Support Provider" means a guarantor whose long-term senior unsecured debt rating has been assigned a rating of BBB- or better from S&P or Baa3 or better from Moody's or BBB- or better by Fitch ("Rating Agency"). If any Rating Agency, or any combination thereof, or all, assigns a long-term senior unsecured debt rating, then the lower of the long-term senior unsecured debt rating shall prevail. "Dual Billing" shall mean the Buyer being billed for Natural Gas and/or Electric Power directly by Seller and the Buyer being billed for utility distribution charges by Buyer's LDC or Buyer's EDC. "Equitable Origins" shall mean a third party certifying body for the purpose ofe evaluating and verifying Certified Natural Gas. "FERC" shall mean the Federal Energy Regulation Commission. "Gold Standard Foundation" shall mean an independent certification program for greenhouse gas emissions (GHG) reductions (carbon offsets) sold in the voluntary market. Certifiçation means that carbon offsets supplied to customers meet the program's high environmental standards for locations, and verification programs reviewed by the organization. The actual and consumer protection project types, percentages or metrict tons of GHG emissions reductions by type may vary by a small percentage. "Green-ee Climate" shall mean an independent certification program for greenhouse gas emissions (GHG) reductions (carbon offsets) sold in the voluntary market. The Green-e Climate logo identifies carbon offsets that meet the program's high environmental and consumer protection standards. The Green-e Carbon Offset Content Label represents the mix ofp project types, locations, and verification programs that are to be used to supply customers with carbon offsets. The actual percentages or metrict tons of GHG emissions reductions by type may In the case of a significant variance, a seller of Certified Carbon Offsets is obligated to provide a buyer with vary by a small historical percentage. disclosure. For more information see the Green-e8 Climate Code of Conduct available at www.green-e.org. more accurate "Green-ee Energy Certified Renewable Energy Certificates" shall mean a certificate issued by an industy-recognized certifying body that represents a Renewable Energy Credit. "Parent Company Guaranty" means guaranty in a form acceptable to Seller, acting reasonably, executed by the Credit Support Provider of Buyer. Transmission Organization" shall mean an organization that coordinates the movement of Electric Power in a specific gengraphic "Regional territory to promote economic efficiency, reliability, and non-discriminatory practices while reducing govemment oversight. Renewable Energy Credits," - Renewable Energy Certificates" or' "RECS" shall mean credits evidenced by certificates that represent the environmental attributes associated with the electric generation of certified renewable energy facilities fueled by wind, solar or other renewable energy sources that meet the requirements of an industy-recognized certifying body; the attributes include but are not limited to the reduction of SOx, NOx, and Carbon Dioxide emissions. One REC represents one megawatt-hour of electric generation from a certified renewable generation facility. All Electric Power sold under the Agreement complies with Renewable Portfolio Standard requirements of 64575 U2.6 Natural Gas, Electric Power And Renewable Energy Products Purchase And Sales Base Agreement Page 5 applicable law. "Rocky Mountain Institute (RMP)" shall mean at third party certifying body for the purpose of evaluating and verifying Certified Natural Gas. "TrustWellM Project Canary Certification" shall mean a third party certifying body for the purpose of evaluating and verifying Certified Natural Gas. "Ultility Biling" shall mean the Buyer's Utility billing services. WindPower from WGL Energy" shall mean a Renewable Energy product that is comprised of Renewable Energy Credits or RECS andi is represented by Renewable Energy Certificates issued by ani industry-recognized certifier. 64575 U2.6 Natural Gas, Electric Power And Renewable Energy Products Purchase And Sales Base Agreement Page6 ANNEX B WGL Energy Services Licenses Delaware Public Service Commission to sell Natural Gas and Electric Power in the State of Delaware (DE License No. 6042), D.C. Public Service Commission to sell Natural Gas (License No. GA03-3) and Electric Power (License No. EA-00-6) in the District of Columbia Maryland Public Service Commission to sell Natural Gas (MDI License No. IR 324) and Electric Power (MD License No. IR 227) in the State of Maryland Ohio Public Utilities Commission to sell Electric Power (Certificate Number 19-1351E(1) Pennsylvania Public Utility Commission to sell Natural Gas (PA License No. A-2010-2176410) and Electric Power (PA License No. A-110158) int the Commonwealth of Pennsylvania Virginia State Corporation Commission to sell Natural Gas (VA License No.G-8) and Electric Power (VA License No. E-6) in the Commonwealth of Virginia New Jersey Public Service Commission to sell Natural Gas (License No. GSL-0231) and Electric Power (License No. ESL-0267) in the State of New. Jersey 64575 U2.6 Natural Gas, Electric Power And Renewable! Energy Products Purchase And Sales Base, Agreement Page 7 Professional Service Agreement THIS AGREEMENT made and entered into on this day of April 2025, by and between: COUNTY OF FAYETTE, a fourth-class County, having its principal offices in Uniontown, Pennsylvania, through its Board of Commissioners, hereafter referred to as "County", AND PAUL E. PATO formally the Uniform Construction Code (UCC) Administrator for the County of Fayette and certified Building Code Official (BCO), hereafter referred to as "Contractor", WHEREAS, the County administers Planning and Zoning for 31 of the 42 municipalities by means of the Fayette County Zoning Ordinance as well as Subdivision and Land Development Ordinance. WHEREAS, the Planning/Zoning Technician (ZONING OFFICER) is on unexpected leave of absence. WHEREAS, the County deems it necessary to retain services from Contractor to aid in the enforcement of Planning and Zoning during the Zoning Officer's absence. THE PARTIES, listed above do hereby agree to the following: 1. This agreement shall be effective until the Zoning Officer returns or is replaced with at full-time employee. 2. This agreement may be cancelled by either party with a thirty (30) day written notification. 3. The "County" shall insure, defend, indemnify, reimburse and hold "Contractor" harmless against damage, loss or expense resulting from any negligent act, omission or performance by the "County", - its agents, employees, consultants or independent contractors in the performance of any services provided pursuant to this Agreement. 4. The "Contactor" shall insure, defend, indemnify, reimburse and hold the "County" harmless against damage, loss or expense resulting from any negligent act, omission or performance by the "Contractor", its agents, employees, consultants or independent contractors in the performance of any services provided pursuant to this Agreement. 5. "Contractor" shall submit bi-weekly invoices for hours worked for the corresponding time period to the "County" for services provided during that time period. 6. "Contractor" will work between 2-3 days per week and shall not work more than 30 hours per week for the duration of this agreement. pg. 1 7. "Contractor" shall be paid $22.49 per hour. Contractor is solely responsible for remitting proper federal, state, and local taxes. 8. "Contractor" shall be compensated for only days/hours worked with no vacation, sick, holiday, or personal pay time. In addition, "Contractor" agrees that no other benefits normally associated with county employment, i.e., health care, retirement, FICA contribution shall be part of this agreement. Workdays are Monday thru Friday. The "County" shall issue a Form 1099 at the end of the calendar year to said "Contractor" in accordance with the IRS regulations. 9. "Contractor" auto insurance policy shall carry limits of liability of 510000.300.000.50.00 or a combined single limit of $300,000 and "Contractor" shall abide by all policies and procedures regarding vehicle use and operation as required by the "County." 10. This AGREEMENT shall bind the parties hereto, their successors, legal representatives or assigns. 11. "Contractor" recognizes and agrees that the job duties include, but are not limited to: a. investigate alleged zoning violations both in the field and in the office. b. Site visit properties in question and speak with property owners on zoning violation and compliance. C. File non-çompliers at the local MDJ and represent the County at the hearing. d. Communicate with the public answering questions about Zoning, Subdivision, Land Development e. Assist in offiçe with the issuance of zoning permits f. Post properties for upcoming hearings. g. Other job duties listed in the job description for Planning/Zoning Technician I and Planning/Zoning Technician III 12. This agreement shall commence on April 14, 2025. pg. 2 IN WITNESS WHEREOF, the parties hereto have duly executed this AGREEMENT as of the day, month, and year first written above. ATTEST: COUNTY OF FAYETTE Chief Clerk Date Scott Dunn, Chairman Vincent A. Vicites Dave Lohr CONTRACTOR Date Paul E. Pato pg. 3 West Penn Power WestPenn EASEMENT Power FORM NO. X-2809.3 (REV. 05-24) AF FsEnagy Company WORK REQUEST NO. 63478830 The undersigned, FAYETTE COUNTY, 61 East Main Street, Uniontown, PA 15401, of the Township of German, County of Fayette and Commonwealth of Pennsylvania, (the "Grantor"), is the record owner of certain lands located at Footedale Road (S.R. 3023) of German Township, County of Fayette, and Commonwealth of Pennsylvania, pursuant to the hereinafter identified deed and bounded andlor described as follows (the Land"): Address: Footedale Road (S.R. 3023) AND Lot No. in Plan OR Acreage: 0.3800 AND Tax Parcel No. 15-14-0092-04 AND Deed Book Vol. 3527, Page 819 OR Document Instrument Identifier No. 202200010402 Grantor, for valuable consideration, the receipt of which is hereby acknowledged, and intending to be legally bound, hereby grants and conveys to FIRSTENERGY PENNSYLVANIA ELECTRIC COMPANY, a Pennsylvania corporation, d.b.a. WEST PENN POWER COMPANY (the "Grantee"), a permanent easement and uninterrupted right, from time to time, to construct, reconstruct, operate, inspect, renew, replace, improve, maintain, redesign, alter, relocate, extend and remove overhead, underground and ground level facilities described below. (the "Facilities") as may be deemed necessary or convenient by Grantee for Page 1 of3 electric, CATV and communication purposes for the use and benefit of the Land and/or adjacent lands on, over, under and across the subject land as depicted on Drawing Number 2-1632-10-1 attached hereto. The Facilities may include, without limitation, poles (with or without crossarms), guy wires, guy stubs, anchors, street lights and standards, switching compartments, conductors, wires, cables, fibers, and other related equipment and apparatus from time. to time deemed necessary or convenient by Grantee to accomplish the above purpose. Grantor further grants and conveys to Grantee the right, from time to time, to trim, cut and/or remove such trees, tree branches, shrubs, roots, vegetation, structures and/or other objects or obstructions, which are within twenty-five (25) feet of any of the Facilities or, which, in the sole judgment of the Grantee, interfere with the installation of, or in the safe, proper or convenient use, maintenance, operation of, or access to the Facilities, including, without limitation, the removal of such trees, and/or tree branches which overhang or endanger any of the Facilities. Further, Grantee shall have the right to make such excavations to accomplish the above purposes and to enter upon the Land without notice for all the purposes hereof. Grantor covenants not to construct, place, maintain or use structures of any kind, or plant shrubs or trees within twenty-five (25) feet of either side of the center line of the Facilities, as installed; raise or lower the ground elevation of the Land above or beneath the Facilities; grow beneath overhead Facilities any vegetation or trees, except farm crops or other compatible species identified by Grantee; or obstruct access to, remove structural support from, divert or impound water to or on, or otherwise interfere with the Facilities. The rights and obligations hereunder shall be binding upon and inure to the benefit of the Grantor and Grantee and their heirs, executors, administrators, successors, assigns, licensees and lessees, as the case may be. The Grantor makes no representations or warranties of title regarding any interest herein or hereby conveyed. IN WITNESS WHEREOF, Grantor has duly executed this Easement this day of 2025. WITNESS: GRANTOR: Fayette County Page 2 of3 COMMONWEALTH OF PENNSYLVANIA jss. COUNTY OF FAYETTE On this day of 2025, before me, a notary public, in and for said County and State, the undersigned officer, personally appeared who acknowledged self to be the of the FAYETTE COUNTY, and that he as such being authorized to do so, executed the foregoing instrument for the purposes therein contained by signing the name of the FAYETTE COUNTY, by self as such officer. In Witness Whereof, I have hereunto set my hand and Official Seal. Page 3 of3 N/F FAYETTE COUNTY D.B. 3527, PG. 819 PARCEL NO. 15-14-0092-04 N/F WEST PENN POWER CO. * D.B. 442 PG. 416 N/F ROBERT L. JUROSCO JR. * 1 PARCEL NO. 15-14--0039 D.B. 3015, PG. 2333 PARCEL NO. 15-14-0011 - * PROPOSED POLE ROAD EXISTING POLE LAMBERT EPUOTEDRU T0S N/F FAYETTE COUNTY D.B. 3527, PG. 819 PARCEL NO, 15-14-0092-04 N/F PAUL R. MACAR AND SUSAN M. MACAR EXISTING POLE D.B. 2742, PG. 209 1 PARCEL NO. 15-14-0093 - N/F SAINT THOMAS ROMAN CATHOUC CHURCH D.B. 297, PG. 304 PARCEL NO. 15-14-0042 EXISTING POLE L43 PROPOSED POLE N/F MENALLEN RESOURCES LLC D UNE D.B. 3097, PG. 1891 50' WDE POWER, PARCEL NO. 15-14-0090 RIGHT OF WAY, POLE/VZ51 / & LPOLE/V252 L42 N/F MENALLEN RESOURCES LLC D.B. 3097, PG. 1891 PARCEL NO. 15-14-0092-03 @ OF POWER UNE BEARING DISTANCE ( L42 N77 00' 27"W 120.89' L43 N36' 57' 17"W 337.01" OD L44 N44" 15' 14'E 45.91 - Ap REVISED 3/6/2025 D.M. LEGEND: REVISED 3/5/2025 D.M. 50' WADE POWER LINE RIGHT OF WAY BEARING DATUM BASED ON 0 100 200 * LANDFILL COORDINATE GRID SYSTEM CONTROL POINT NUMBERS 21 AND 22. SCALE IN FEET CHESTNUT VALLEY BIOGAS, LLC NOTE: FAYETTE COUNTY PENNSM.VANA RIGHT OF WAY FOR ELECTRICAL POWER LINE 1. THE INTENT IS FOR THE CENTERUNE OF THE RIGHT OF WAY THROUGH THE PROPERTY OF TO BE ONE AND THE SAME AS THE CENTERUNE OF THE POWER UINE AS IT IS ENSTALLED. FAYETTE COUNTY (PARCEL NO. 15-14-0092-04) SITUATE IN THE TOWNSHIP OF GERMAN LAA Ban DEED BOOK VOLUME: 3527 PAGE: 819 - BANKSON ENGINEERS, INC. AS NOTED DM. NS TAX MAP PARCEL ID:15-14-0092-04 CONSULTNG CHESICK, PA ENCEERS 15024 MAR2024 KAH. 2-1632-10-1 DEED OF EASEMENT THIS DEED OF EASEMENT, made this day of 2025, by and between FAYETTE COUNTY, 61 East Main Street, Uniontown, PA 15401, whether a natural person, corporation, or other entity, and whether one or more, ofthe Township ofGerman, County of Fayette and Commonwealth of Pennsylvania, (the "Grantor"), is the record owner of certain lands located in German Township, County of Fayette and Commonwealth of Pennsylvania, pursuant to the hereinafter identified deed and bounded and/or described as follows (the "Land"): Address: Footedale Road (S.R. 3023) Tax Map Parcel Number 15-14-0092-04 Deed Book Volume 3527, Page 819 AND CHESTNUT VALLEY BIOGAS LLC, a Delaware LLC with its principal place of business located at 6000 Town Center Boulevard, Suite 145 West, Canonsburg, PA 15317, AND FIRSTENERGY PENNSYLVANIA ELECTRIC COMPANY, a Pennsylvania corporation, d.b.a. WEST PENN POWER COMPANY, a Pennsylvania corporation, hereinafter referred to as the "Grantees". WITNESSETH, the parties intending to be legally bound, and that the Grantor, for and in consideration of the sum of Seven) Hundred Ninety Five and 00/100 Dollars ($795.00), the receipt of which is hereby acknowledged, by these presents does grant and convey to the said Grantee, its successors and assigns, a 50 foot wide permanent right of way or easement for the construction, reconstruction, installation, operation, inspection, renewal, repair, maintenance, replacement and removal of overhead, underground and ground level facilities described below (the "Facilities") as may be deemed necessary or convenient by Grantees for electric, CATV and communication purposes for the use and benefit oft the Land and/or adjacent lands on, over, under and across the subject Land as depicted on Drawing Number 2-1632-10-1 attached hereto. The Facilities may include, without limitation, poles (with or without crossarms), guy wires, guy stubs, anchors, street lights and standards, switching compartments, conductors, wires, cables, fibers, and other related above-ground equipment and apparatus from time to time deemed necéssary or convenient by Grantee to accomplish the above purpose. Grantor further grants and conveys to Grantee the right, from time to time, to trim, cut and/or remove such trees, tree branches, shrubs, roots, vegetation, structures and/or other objects or obstructions, which are within twenty-five (25) feet of any of the Facilities or, which, in the reasonable judgment of the Grantee, interfere with the installation of, or in the safe, proper or convenient use, maintenance, operation of, or access to the Facilities, including, without limitation, the removal of such trees, and/or tree branches which overhang or endanger any of the Facilities. Further, Grantee shall have the right to make such excavations to accomplish the above purposes and to enter upon the Land with reasonable notice for all purposes hereof. As a condition oft this conveyance and part of the consideration for this easement, Grantee shall regrade the land (to the same general grade as existed prior to such construction), reseed any disturbed areas, and rebuild any fences, structures, driveways, or other improvements, which were disturbed during construction. Grantor covenants not to construct, place, maintain or use structures of any kind, or plant shrubs or trees that upon mature growth are reasonably expected to interfere with the installation of, or the safe, proper or convenient use, maintenance, operation of, or access to the Facilities, within twenty-five (25) feet of either side ofthe center line ofthe Facilities, as installed; raise or lower the ground elevation of the Land above or beneath the Facilities; grow beneath overhead Facilities any vegetation or trees, except farm crops or other compatible species identified by Grantee; or obstruct access to, remove structural support from, divert or impound water to or on, or otherwise interfere with the Facilities. The rights and obligations hereunder shall be binding upon and inure to the benefit of the Grantor and Grantee and their heirs, executors, administrators, successors, assigns, licensees and lessees, as the case may be. The Grantor makes no representations or warranties of title regarding any interest herein or hereby conveyed. To have and to hold all and singular the rights and privileges aforesaid, to the only proper use and behoof of the Grantee, its successors and assigns forever. Signed, sealed and delivered FAYETTE COUNTY in the presence of By: By: Title: Title: COMMONWEALTH OF PENNSYLVANIA I . [SS: COUNTY OF FAYETTE 1 On this day of 2025, before me, a notary public, in and for said County and State, the undersigned officer, personally appeared who acknowledged selfto be the of the FAYETTE COUNTY, and that he as such being authorized to do sO, executed the foregoing instrument for the purposes therein contained by signing the name ofthe FAYETTE COUNTY, by self as such officer. IN WITNESS WHEREOF, I hereunto set my hand and official seal. Notary Public Type ofNolary Act Identification) Method o Acknowledgment () 0 Personal Knowledge o Signature Witnessing (3) D Acceptable ID (DD Type and Issue/Expiration Dates) a Credible Witness, (Name ofCredible Witness) N/F FAYETTE COUNTY D.B. 3527, PG. 819 PARCEL NO. 15-14-0092-04 N/F WEST PENN POWER CO. * D.B. 442 PG. 416 N/F ROBERT L. JUROSCO JR. PARCEL NO. 15-14-0039 D.B. 3015, PG. 2333 PARCEL NO. 15-14-0011 * - PROPOSED POLE ROAD EXISTING POLE LAMBERT ERS FDOTEUAE T508 N/F FAYETTE COUNTY - D.B. 3527, PG. 819 PARCEL NO. 15-14-0092-04 N/F PAUL R. MACAR AND SUSAN M. MACAR EXISTING POLE D.B. 2742, PG. 209 - PARCEL NO. 15-14-0093 : N/F SAINT THOMAS ROMAN CATHOUC CHURCH D.B. 297, PG. 304 PARCEL NO. 15-14-0042 EXISTING POLE L43 PROPOSED POLE N/F MENALLEN RESOURCES LLC u D.B. 3097, PG. 1891 50' WDE POWER, GNE PARCEL NO. 15-14--0090 RIGHT OF WAY, . POLE/VZ51 / LPOLE/V252 L42 N/F MENALLEN RESOURCES uc D.B. 3097, PG. 1891 PARCEL NO. 15-14-0092-03 OF POWER UNE BEARING DISTANCE G L42 N77" 00 27'W . 120.89' L43 N36" 57 17'w 337.01 940 L44 N44" 15' 14'E 45.91 8 - REVSED 3/6/2025 D.M. LEGEND: - REVISED 3/5/2025 D.M. / 50' WDE POWER LINE RIGHT OF WAY / 100 200 * BEARING DATUM BASED ON LANDFILL COORDINATE GRID SYSTEM CONTROL POINT NUMBERS 21 AND 22. SCALE IN FEET CHESTNUT VALLEY BIOGAS, LLC NOTE: FAYETTE COUNTY PENNSMVANIA RIGHT OF WAY FOR ELECTRICAL POWER LINE 1. THE INTENT IS FOR THE CENTERLINE OF THE RIGHT OF WAY THROUGH THE PROPERTY OF TO BE ONE AND THE SAME AS THE CENTERLNE OF THE POWER UNE AS IT IS INSTALLED. FAYETTE COUNTY (PARCEL NO. 15-14-0092-04) SITUATE IN THE TOWNSHIP OF GERMAN DEED BOOK VOLUME: 3527 PAGE: 819 E BANKSON ENGINEERS, INC. AS NOTED D.M. 3a 3 CONSULTINO ENGINEERS 4 TAX MAP PARCEL ID:15-14-0092-04 CKESACK, PA 15024 MAR 2024 KAH 2-1632-10-1