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200622 Regular Council Meeting AgendaThe Corporation of the Town of Tillsonburg COUNCIL MEETING AGENDA Monday, June 22, 2020 5:00 PM Electronic Meeting 1.Call to Order 2.Closed Session Proposed Resolution #1 Moved By: ________________ Seconded By: ________________ THAT Council move into Closed Session to consider a proposed or pending acquisition or disposition of land by the municipality or local board. (lands within Plan 41M-205) 2.1 Adoption of Agenda 2.2 Disclosures of Pecuniary Interest and the General Nature Thereof 2.3 Adoption of Closed Session Council Minutes 2.4 Reports 2.4.1 239 (2) (c) a proposed or pending acquisition or disposition of land by the municipality or local board; (lands within Plan 41M-205) 2.5 Back to Open Session 3.Adoption of Agenda Proposed Resolution #2 Moved By: ________________ Seconded By: ________________ THAT the Agenda as prepared for the Council meeting of Monday, June 22, 2020, be adopted. 4.Moment of Silence 5.Disclosures of Pecuniary Interest and the General Nature Thereof 6.Adoption of Council Minutes of Previous Meeting Proposed Resolution #3 Moved By: ________________ Seconded By: ________________ THAT the Minutes of the Council meeting of June 11, 2020, and the Minutes of the Special Council meeting of June 15, 2020, be approved. 7.Presentations 8.Public Meetings 9.Planning Applications 9.1 CP 2020-78 Application for Consent and Minor Variance B19-104-7; A19-19-7 (Leliveld) Proposed Resolution #4 Moved By: ________________ Seconded By: ________________ THAT advise Oxford County Land Division Committee that it supports Minor Variance Application A19-19-7 submitted by Peter & Ruth Leliveld for lands described as Lot 9, Plan 500, in the Town of Tillsonburg, as it relates to: Relief from Section 7.2, Table 7.2 – R2 Zone Provisions, to reduce the minimum lot depth from 30 m (98.4 ft) to 22.8 m (74.8 ft) for the lots to be severed and retained; 1. Relief from Section 7.2, Table 7.2 – R2 Zone Provisions, to reduce the minimum required rear yard depth from 7.5 m (24.6 ft) to 5.01 m (16.4 ft) for the lot to be retained; 2. AND FURTHER, that Council advise the Oxford County Land Division Committee that it is in favour of the proposal to sever the subject property, subject to the conditions contained in Report CP 2020-78. 10.Delegations 10.1 South Central Ontario Region Economic Development Corporation - Southwest Community Transit Presented by: Kimberly Earls, Executive Director, SCOR EDC Page 2 of 327 Proposed Resolution #5 Moved By: ________________ Seconded By: ________________ THAT Council receives the delegation from South Central Ontario Region Economic Development Corporation, as information. 10.2 Tillsonburg BIA - BIA's Downtown Tables and Chairs 2020 Presented by: Mark Renaud, Executive Director, Tillsonburg BIA Proposed Resolution #6 Moved By: ________________ Seconded By: ________________ THAT Council receives the delegation from the Tillsonburg BIA, as information. 11.Deputation(s) on Committee Reports 12.COVID-19 13.Information Items 13.1 Oxford County Council Resolution June 10, 2020 (County Council) 13.2 Oxford County Council Resolution June 10, 2020 (Joint Service Delivery Review) 13.3 Oxford County Staff Report PW 2020-21 Transitioning the Blue Box Program to Full EPR 13.4 Oxford County Staff Report PW 2020-22 Single-Use Plastic Shopping Bags 13.5 Oxford County Staff Report PW 2020-23 Connecting Southwest Ontario – IntercommunityTransportation Update 13.6 Oxford County Staff Report PW 2020-24 Highway Traffic Act Amendment – School Bus Cameras, Ontario Regulatory Registry Proposal No. 20-MTO028 Proposed Resolution #7 Moved By: ________________ Seconded By: ________________ THAT Council receives Oxford County Council Resolution dated June 10, 2020 (County Council), Oxford County Council Resolution dated June 10, 2020 (Joint Service Delivery Review) and Oxford County Staff Reports PW 2020-21, PW 2020- 22, PW 2020-23, and PW 2020-24, as information. 14.Staff Reports Page 3 of 327 14.1 Chief Administrative Officer 14.1.1 CAO 20-05 Re-opening of Municipal Facilities Proposed Resolution #8 Moved By: ________________ Seconded By: ________________ THAT Council receives Report CAO 20-05, Re-opening of Municipal Facilities, as information. 14.2 Clerk's Office 14.3 Development and Communication Services 14.3.1 DCS 20-11 Surplus Land Declaration - Clear Valley Drive Proposed Resolution #9 Moved By: ________________ Seconded By: ________________ THAT Council receive Report DCS 20-11 Surplus Land Declaration – Clear Valley Drive; AND THAT the property, described as part of Block D, Plan M53, be declared surplus to the needs of the Town of Tillsonburg in accordance with By-Law 3549 Sale of Real Property Policy including suitable notification to the public. 14.3.2 DCS 20-12 Surplus Land Declaration - Gibson Drive Laneway Proposed Resolution #10 Moved By: ________________ Seconded By: ________________ THAT Council receive Report DCS 20-12 Surplus Land Declaration – Gibson Drive Laneway; AND THAT the laneway property, described as part of Block A, Plan M-68, be declared surplus to the needs of the Town of Tillsonburg in accordance with By-Law 3549 Sale of Real Property Policy including suitable notification to the public. 14.3.3 DCS 20-13 Collaboration Agreement between the Town of Tillsonburg and Ontario Proposed Resolution #11 Moved By: ________________ Page 4 of 327 Seconded By: ________________ THAT Council receive Report DCS 20-13 Collaboration Agreement between Town of Tillsonburg and Ontario; AND THAT a By-Law be brought forward authorizing the Mayor and Clerk to enter into an agreement with the Province of Ontario. 14.3.4 DCS 20-14 Lease of 1,101 Highway 3 Lands for Agricultural Purposes Proposed Resolution #12 Moved By: ________________ Seconded By: ________________ THAT Council receive Report DCS 20-14 Lease of 1,101 Highway 3 Lands for Agricultural Purposes; AND THAT the Mayor and Clerk be authorized to enter into a lease agreement with John Vieraitis for the lands described as Parts of Lots 3-4, Concession 5 NTR Middleton, and more particularly described as the agricultural portion of part of Part 1 and Part 2, Plan 37R-283 comprising approximately 90 acres of farmable land for a seven month term expiring on December 31, 2020 subject to the terms and conditions contained within the lease agreement; AND THAT a By-Law be brought forward in this regard. 14.4 Finance 14.4.1 FIN 20-22 2019 Financial Statement Reconciliation Proposed Resolution #13 Moved By: ________________ Seconded By: ________________ THAT Council receive Report FIN 19-22 2019 Financial Statement Reconciliation as information. 14.4.2 FIN 20-23 2019 Surplus Allocation Proposed Resolution #14 Moved By: ________________ Seconded By: ________________ THAT Council receives Report FIN 20-23 2019 Surplus Allocation as information. AND THAT Council approves the 2019 Operating Surplus of $90,310 be contributed to the Tax Rate Stabilization Reserve. Page 5 of 327 14.4.3 FIN 20-24 2019 Summary of Reserves and Trusts Proposed Resolution #15 Moved By: ________________ Seconded By: ________________ THAT Council receives Report FIN 20-24 2019 Summary of Reserves & Trusts as information. 14.5 Fire and Emergency Services 14.5.1 FRS 20-08 Fire Communications Agreement - Fort Erie 3 Proposed Resolution #16 Moved By: ________________ Seconded By: ________________ THAT Council receives Report FRS 20-08 Fire Communications Agreement – Fort Erie for information; AND THAT the capital costs of $26,813.00 incurred be debt financed with a term not to exceed five (5) years; AND FURTHER THAT Council authorizes the Mayor and Clerk to enter into an agreement with the Corporation of the Town of Fort Erie for the provision of Fire Dispatch and Communications services upon receipt of the signed agreement from the aforementioned. 14.6 Operations 14.6.1 OPS 20-25 Southwest Community Transit Association Memorandum of Understanding Proposed Resolution #17 Moved By: ________________ Seconded By: ________________ THAT Council receive Report OPS 20-25 Southwest Community Transit Association Memorandum of Understanding; AND THAT Council authorize the Mayor and Town Clerk to execute the Memorandum of Understanding for the establishment of the Southwest Community Transit Association; AND FURTHER THAT Council authorize the Director of Operations and the Transit Coordinator to participate in the Southwest Community Transit Association; AND FURTHER THAT the South Central Economic Development Page 6 of 327 Corporation be advised of the Town of Tillsonburg’s support of the Southwest Community Transit Association. 14.7 Recreation, Culture & Park Services 15.New Business 16.Consideration of Committee Minutes 16.1 Committee Minutes Proposed Resolution #18 Moved By: ________________ Seconded By: ________________ THAT Council receives the COVID-19 Task Force minutes dated June 3, 2020, and the Economic Development Advisory Committee minutes dated June 9, 2020, as information. 17.Motions/Notice of Motions Proposed Resolution #19 Moved By: Councillor Esseltine Seconded By: ________________ THAT staff be asked to bring back a revised purchasing policy/staff report that addresses the following: The inclusion of the staff purchasing card procedure or a new staff purchasing card policy; • The reduction of the number of purchasing cards issued to staff;• The reduction of the current spending limit for small order purchases;• The procedure outlining approvals of expenditures by staff and monthly purchasing card statements, such as who the CAO is responsible for, who the Director of Finance is responsible for etc. • 18.Resolutions/Resolutions Resulting from Closed Session 19.By-Laws 19.1 A By-Law to authorize an Agreement with the Province of Ontario for the purpose of receiving funds from the Southwestern Ontario Development Fund program (“SWODF”) Proposed Resolution #20 Moved By: ________________ Page 7 of 327 Seconded By: ________________ THAT a By-Law to authorize an Agreement with the Province of Ontario for the purpose of receiving funds from the Southwestern Ontario Development Fund program (“SWODF”), be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. 20.Confirm Proceedings By-law Proposed Resolution #21 Moved By: ________________ Seconded By: ________________ THAT By-Law 2020-060, to Confirm the Proceedings of the Council Meeting held on June 22, 2020, be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. 21.Items of Public Interest 22.Adjournment Proposed Resolution #22 Moved By: ________________ Seconded By: ________________ THAT the Council Meeting of Monday, June 22, 2020 be adjourned at ______ p.m. Page 8 of 327 1 MINUTES Thursday, June 11, 2020 6:00 PM Electronic Meeting ATTENDANCE: Mayor Molnar Deputy Mayor Beres Councillor Esseltine Councillor Gilvesy Councillor Luciani Councillor Parker Councillor Rosehart Staff: Kyle Pratt, Chief Administrative Officer Michelle Smibert, Town Clerk Kevin De Leebeeck, Director of Operations Dave Rushton, Director of Finance Rick Cox, Director of Recreation, Culture and Parks Brad Lemaich, Fire Chief Amelia Jaggard, Deputy Clerk _____________________________________________________________________ 1. Call to Order The meeting was called to order at 6:01 p.m. 2. Closed Session 3. Adoption of Agenda Resolution # 2020-257 Moved By: Councillor Rosehart Seconded By: Councillor Gilvesy THAT the Agenda as prepared for the Council meeting of Thursday, June 11, 2020, be adopted. Page 9 of 327 2 Carried 4. Moment of Silence 5. Disclosures of Pecuniary Interest and the General Nature Thereof No disclosures of pecuniary interest were declared. 6. Adoption of Council Minutes of Previous Meeting Resolution # 2020-258 Moved By: Councillor Rosehart Seconded By: Councillor Gilvesy THAT the Minutes of the Council meeting of May 25, 2020, be approved. Carried 7. Presentations 7.1 2019 Draft Financial Statements Dianne Latta, Millard, Rouse and Rosebrugh LLP, participated in the meeting to provide an overview of the 2019 Draft Financial Statements. Opportunity was provided for comments and questions from Council. Resolution # 2020-259 Moved By: Councillor Gilvesy Seconded By: Councillor Rosehart THAT Council approves the 2019 Draft Financial Statements as presented; AND THAT the 2019 Management Letter be received. Carried 8. Public Meetings 9. Planning Applications 10. Delegations 11. Deputation(s) on Committee Reports 12. COVID-19 Page 10 of 327 3 Town staff are continuing to review and update workplace risk assessments to determine when and how to reopen municipal offices. 13. Information Items 13.1 Ministry of Municipal Affairs and Housing - Broadband Infrastructure Resolution # 2020-260 Moved By: Councillor Gilvesy Seconded By: Councillor Rosehart THAT Council receives the correspondence from the Ministry of Municipal Affairs and Housing dated June 4, 2020, as information. Carried 14. Staff Reports 14.1 Chief Administrative Officer 14.1.1 Oxford County Service Delivery Review Staff noted that the remaining modernization funding could be used to fund recommendations resulting from the service review. Resolution # 2020-261 Moved By: Councillor Parker Seconded By: Councillor Esseltine THAT Council receives the Service Delivery Report; AND direct Staff to continue discussions with our area municipal partners and proceed with implementation of recommendations relevant to the Town of Tillsonburg subject to any further necessary Council approvals. Carried 14.2 Clerk's Office 14.2.1 CLK 20-22 June 23, 2020 - Public Meeting to Consider Planning Applications Resolution # 2020-262 Moved By: Councillor Parker Seconded By: Councillor Esseltine Page 11 of 327 4 THAT Tuesday, June 23, 2020, be confirmed as a Public Meeting to deal with applications under the Planning Act. Carried 14.2.2 CLK 20-23 Temporary Patios on Municipal Property Resolution # 2020-263 Moved By: Councillor Esseltine Seconded By: Councillor Parker THAT Council temporarily supports the inclusion of municipal property for the use of outdoor patios through the Encroachment By-law process; AND THAT all fees and charges are temporarily waived for restaurants choosing to use municipal property in 2020. Carried 14.3 Development and Communication Services 14.4 Finance 14.4.1 FIN 20-21 Revised Final 2020 Tax Rates Resolution # 2020-264 Moved By: Councillor Esseltine Seconded By: Councillor Parker THAT Council receives Report FIN 20-21 2020 Budgetary Estimates and Tax Rates; AND THAT By-Law to provide for the adoption of budgetary estimates, tax rates, installment due dates and to further provide for penalty and interest on default of payment thereof for 2020 be brought forward for Council consideration; AND WHEREAS the Council of the Corporation of the Town of Tillsonburg deems it necessary and expedient to repeal By-Law 2020-053 Budgetary Estimates and Tax Rates. Carried 14.5 Fire and Emergency Services Page 12 of 327 5 14.6 Operations 14.6.1 OPS 20-24 Town Owned Hangar Business Case Resolution # 2020-265 Moved By: Councillor Luciani Seconded By: Deputy Mayor Beres THAT Council receive Report OPS 20-24 Town Owned Hangar Business Case; AND THAT Council refer to the information to the Airport Advisory Committee for review and comment. Carried 14.7 Recreation, Culture & Park Services 14.7.1 RCP 20-28 OPP and Memorial Park Parking Lot Expansion Update Staff noted the OPP visitor parking lot project will improve vehicular access. There will be no additional parking stalls created. Resolution # 2020-266 Moved By: Councillor Luciani Seconded By: Deputy Mayor Beres THAT Council receive Report RCP 20-28 OPP and Memorial Park Parking Lot Expansion Update; AND THAT Council approves issuing a change order under the Asphalt and Concrete Maintenance Contract to remove the island in the OPP visitor parking lot; AND THAT Council approves issuing a tender for the reduced scope of project work to expand parking at Memorial Park. Carried 14.7.2 RCP 20-29 COVID-19 Impact on RCP Programs and Services Summer 2020 Staff noted that the LLWP pool cannot be filled until the installation of the new waterslide is completed. Page 13 of 327 6 Council spoke to the greater community benefit of opening up summer services while understanding the financial implications. Resolution # 2020-267 Moved By: Deputy Mayor Beres Seconded By: Councillor Luciani THAT Council receives Report RCP 20-27 COVID-19 Impact on Programs and Services - Summer 2020; AND THAT Council direct staff to expedite the opening of the outdoor pool and waterpark. Carried 15. New Business 16. Consideration of Committee Minutes 16.1 Business Improvement Area Board Minutes Resolution # 2020-268 Moved By: Deputy Mayor Beres Seconded By: Councillor Luciani THAT Council receives the Business Improvement Area Board meeting minutes dated February 20 and March 26, 2020, as information. Carried 16.2 Long Point Region Conservation Authority Board Minutes Resolution # 2020-269 Moved By: Councillor Rosehart Seconded By: Councillor Gilvesy THAT Council receives the Long Point Region Conservation Authority Board Minutes dated May 6, 2020, as information. Carried 16.3 Long Point Region Source Protection Authority Page 14 of 327 7 Resolution # 2020-270 Moved By: Councillor Rosehart Seconded By: Councillor Gilvesy THAT Council receives the Long Point Region Source Protection Authority Minutes dated January 8, 2020, as information. Carried 16.4 Police Services Board Minutes Resolution # 2020-271 Moved By: Councillor Gilvesy Seconded By: Councillor Rosehart THAT Council receives the Police Services Board Minutes dated January 15, 2020, as information. Carried 17. Motions/Notice of Motions 17.1 Notice of Motion Resolution # 2020-272 Moved By: Councillor Esseltine Seconded By: Councillor Rosehart THAT Council reconsider resolution number 2020-254 (Purchasing By- Law). Carried Resolution # 2020-273 THAT By-Law 2020-254, to establish policies and procedures for the procurement of goods and services, payments of accounts and the disposal of surplus goods for the Corporation of the Town of Tillsonburg and to repeal By-Law 3967, be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. Councillor Gilvesy asked for a recorded vote on the motion with the members voting as follows: Page 15 of 327 8 Councillor Gilvesy - Opposed Councillor Luciani - Opposed Mayor Molnar - In favour Councillor Parker - Opposed Councillor Rosehart - Opposed Deputy Mayor Beres - In favour Councillor Esseltine - Opposed Carried. Councillor Esseltine gave notice that the following resolution will be brought forward at the Council meeting on Monday, June 22, 2020: Resolution # 2020-274 Moved By: Councillor Esseltine THAT staff be asked to bring back a revised purchasing policy/staff report that addresses the following:  The inclusion of the staff purchasing card procedure or a new staff purchasing card policy;  The reduction of the number of purchasing cards issued to staff;  The reduction of the current spending limit for small order purchases;  The procedure outlining approvals of expenditures by staff and monthly purchasing card statements, such as who the CAO is responsible for, who the Director of Finance is responsible for etc. 18. Resolutions/Resolutions Resulting from Closed Session 19. By-Laws 19.1 By-Law 2020-056, to Authorize an Agreement with the Province of Ontario for the purpose of receiving funds from the Dedicated Gas Tax Funds for Public Transportation Program 19.2 By-Law 2020-057, to appoint a Fire Chief for the Town of Tillsonburg 19.3 By-Law 2020-058, to provide for the Adoption of Budgetary Estimates, Tax Rates and to Further Provide for Penalty and Interest in Default of Payment thereof for 2020 and to repeal By-Law 2020-053 Page 16 of 327 9 Resolution # 2020-275 Moved By: Councillor Gilvesy Seconded By: Councillor Rosehart THAT By-Law 2020-056, to Authorize an Agreement with the Province of Ontario for the purpose of receiving funds from the Dedicated Gas Tax Funds for Public Transportation Program; and By-Law 2020-057, to appoint a Fire Chief for the Town of Tillsonburg; and By-Law 2020-058, to provide for the Adoption of Budgetary Estimates, Tax Rates and to Further Provide for Penalty and Interest in Default of Payment thereof for 2020 and to repeal By-Law 2020-053, be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. Carried 20. Confirm Proceedings By-law Resolution # 2020-276 Moved By: Councillor Parker Seconded By: Councillor Esseltine THAT By-Law 2020-055, to Confirm the Proceedings of the Council Meeting held on June 11, 2020, be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. Carried 21. Items of Public Interest When Southwestern Public Health declares an extreme heat event, the Town of Tillsonburg is prepared to open a public cooling centre at the Tillsonburg Community Centre located at 45 Hardy Ave, Tillsonburg. On April 14, 2020, Council gave taxpayers the option to delay paying their May 21 interim tax installment, without interest or penalty, to July 31, 2020. A Page 17 of 327 10 Payment Deferral Application must be submitted and approved in order to delay payment without interest or penalty. Council and staff welcomed Fire Chief Brad Lemaich to the Town of Tillsonburg. 22. Adjournment Resolution # 2020-277 Moved By: Councillor Parker Seconded By: Councillor Esseltine THAT the Council Meeting of Thursday, June 11, 2020 be adjourned at 9:10 p.m. Carried Page 18 of 327 1 MINUTES Monday, June 15, 2020 4:00 PM Tillsonburg Community Centre 45 Hardy Ave, Tillsonburg, ON N4G 3W9 ATTENDANCE: Mayor Molnar Deputy Mayor Beres Councillor Esseltine Councillor Gilvesy Councillor Luciani Councillor Parker Councillor Rosehart Staff: Kyle Pratt, Chief Administrative Officer Michelle Smibert, Town Clerk Regrets: _____________________________________________________________________ 1. Call to Order The meeting was called to order at 4:00 p.m. Adoption of Agenda Resolution # 2020-278 Moved By: Councillor Parker Seconded By: Councillor Esseltine THAT the agenda as printed be adopted. Carried 2. Closed Session Resolution # 2020-279 Moved By: Councillor Parker Seconded By: Councillor Esseltine THAT Council move into Closed Session to consider personal matters about identifiable individuals, including Town employees. Page 19 of 327 2 Carried 2.1 Adoption of Agenda 2.2 Disclosures of Pecuniary Interest and the General Nature Thereof 2.3 Adoption of Closed Session Council Minutes 2.4 Reports 2.4.1 239 (2) (b) personal matters about identifiable individuals, including municipal or local board employees; 3. Disclosures of Pecuniary Interest and the General Nature Thereof No disclosures of pecuniary interest were declared. 4. Confirm Proceedings By-law Resolution # 2020-280 Moved By: Councillor Luciani Seconded By: Deputy Mayor Beres THAT By-Law 2020-059, to Confirm the Proceedings of the Council Meeting held on June 15, 2020, be read for a first, second, third and final reading and that the Mayor and the Clerk be and are hereby authorized to sign the same, and place the corporate seal thereunto. Carried 5. Adjournment Resolution # 2020-281 Moved By: Councillor Gilvesy Seconded By: Councillor Rosehart THAT the Council Meeting of Monday, June 15, 2020 be adjourned at 6:44 p.m. Carried Page 20 of 327 Page 1 of 10 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 To: Mayor and Members of Tillsonburg Town Council From: Eric Gilbert, Senior Planner, Community Planning Application for Consent and Minor Variance B19-104-7; A19-19-7 – Peter & Ruth Leliveld REPORT HIGHLIGHTS  The application for consent proposes to create a new residential infill lot for a proposed single detached dwelling in northeast Tillsonburg.  Relief is also required from Section 7.2, Table 7.2 – Zone Provisions, to reduce the minimum lot depth for the lots to be severed and retained, and to reduce the minimum required rear yard depth for the existing dwelling on the lot to be retained.  Planning staff are recommending approval of the application as it is consistent with the Provincial Policy Statement, maintains the intent and purpose of the Official Plan, and the proposed variances satisfy the requirements of Section 45(1) of the Planning Act. DISCUSSION Background OWNERS: Peter & Ruth Leliveld 565 Broadway Tillsonburg ON, N4G 3S8 LOCATION: The subject lands are described as Lot 9, Plan 500 in the Town of Tillsonburg. The subject lands are a ‘through lot’ (as per the definitions contained in the Town’s Zoning By-law) located on the north side of Charles Street, south side of Nelson Street, east of Tillson Avenue, and are municipally known as 9 Nelson Street. Page 21 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 2 of 10 COUNTY OF OXFORD OFFICIAL PLAN: TILLSONBURG ZONING BY-LAW NO. 3295: Existing Zoning: Low Density Residential Type 2 Zone (R2) EXISTING USE OF SUBJECT PROPERTY: Lot to be Severed – vacant Residential Lot to be Retained – Residential (single detached dwelling) SERVICES: Lot to be Severed: municipal sanitary sewer & water (on Charles Street) Lot to be Retained: municipal water (Nelson Street) and municipal sanitary sewer (Charles Street) ACCESS: Lots to be Severed & Retained: paved, municipal street (Nelson Street & Charles Street) PROPOSAL: Area Frontage Depth Severed Lot 460 m2 (4,951.4 ft2) 20.12 m (66 ft) 22.86 m (75 ft) Retained Lot 460 m2 (4,951.4 ft2) 20.12 m (66 ft) 22.89 m (75.1 ft) The purpose of the Application for Consent is to create a residential infill lot that will front on the north side of Charles Street, east of Tillson Avenue. It is proposed that the lot to be severed will be approximately 460 m2 (4,951 ft2) in size, with approximately 20.12 m (66 ft) of frontage on Charles Street, while the lot to be retained will be approximately 460 m2 (4,951 ft2) in size, with approximately 20.12 m (66 ft) of frontage on Nelson Street. The lot to be severed is currently vacant, and the lot to be retained contains an existing single detached dwelling. An application for minor variance has also be requested from Section 7.2 of the Town of Tillsonburg Zoning By-Law (R2 Zone Provisions) to permit a reduced rear yard depth for the Schedule “T-1” Town of Tillsonburg Land Use Plan Residential Schedule “T-2” Town of Tillsonburg Residential Density Plan Low Density Residential Page 22 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 3 of 10 existing single detached dwelling on the retained lands of 5.01 m (16.4 ft), in lieu of the required 7.5 m (24.6 ft), and a reduced lot depth for the severed lot of 22.8 m (74.8 ft) and reduced lot depth of 22.86 m (75 ft) for the lot to be retained. Surrounding land uses to the north, west and east consist of predominantly single detached dwellings and semi-detached dwellings. Service commercial uses and the Trans Canada Trail are present to the south. Plate 1, Existing Zoning & Location Map, shows the location of the subject lands and the existing zoning in the immediate vicinity. Plate 2, 2015 Aerial Map, provides an aerial view of the subject lands and surrounding area. Plate 3, Applicants’ Sketch, provides the dimensions of the lands to be severed, retained and the location of the existing single detached dwelling. Application Review PROVINCIAL POLICY STATEMENT: Section 1.1.3.1 of the PPS directs that settlement areas will be the focus of growth, and their vitality and regeneration shall be promoted. Section 1.1.3.3 of the PPS directs that planning authorities shall identify appropriate locations and promote opportunities for intensification and redevelopment where this can be accommodated taking into account existing building stock or areas, including brownfield sites, and the availability of suitable existing or planned infrastructure and public service facilities required to accommodate projected needs. Further, Section 1.4.3 of the PPS directs that planning authorities shall provide for an appropriate mix of housing types and densities to meet projected requirements of current and future residents of the regional market area by:  Establishing and implementing minimum targets for the provision of housing which is affordable to low and moderate income households;  Permitting and facilitating all forms of residential intensification and redevelopment and all forms of housing required to meet the social, health and well-being requirements of current and future residents, including special needs requirements;  Directing the development of new housing towards locations where appropriate levels of infrastructure and public service facilities are or will be available t o support current and projected needs;  Promoting densities for new housing which efficiently uses land, resources, infrastructure and public service facilities, and support the use of active transportation and transit areas where it exists or is to be developed; and  Establishing development standards for residential intensification, redevelopment and new residential development which minimize the cost of housing and facilitate compact form while maintaining appropriate levels of public health and safety. Page 23 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 4 of 10 OFFICIAL PLAN: The subject lands are located within the ‘Low Density Residential’ designation according to the Town of Tillsonburg Residential Density Plan, as contained in the County Official Plan. Low density residential districts are those lands that are primarily developed or planned for a variety of low-rise, low density housing forms including both executive and smaller single-detached dwellings, semi-detached, duplex and converted dwellings, street-fronting townhouses and other, similar development. Within these areas, it is intended that there will be a mixing and integration of different forms of housing to achieve a low overall density of use. The policies of Section 8.2.4.1 (Infill Housing) also apply to this proposal. Infill housing is defined as the placement of new residential development into established built-up areas on vacant or underutilized sites. In order to efficiently utilize the land supply designated residential and municipal servicing infrastructure, infill housing will be supported in Low Density Residential Districts. The introduction of new residential housing into an established streetscape pattern will only be permitted if the proposal is deemed to be consistent with the characteristics of existing development on both sides of the same street. In order that the street oriented infill projects are sensitive to the continuity of the existing residential streetscape, the County Land Division Committee and Town Council will ensure that:  the proposal is consistent with the street frontage, setbacks, lot area and spacing of existing development within a two block area on the same street; and,  for proposals involving more than two dwelling units, the exterior design in terms of height, bulk, scale and layout of the proposed building is consistent with present land uses in the area. In addition to the specific infill policies identified, the following policies will apply to all infill proposals:  the location of vehicular access points, the effect of traffic generated by the proposal on the public road system, pedestrian and vehicular safety and surrounding properties is assessed and found to be acceptable;  existing municipal services and community facilities will be adequate to accommodate the proposed infill project;  stormwater run-off from the proposal will be adequately controlled and will not negatively affect adjacent properties;  the extent to which the proposed development provides for the retention of any desirable vegetation or natural features that contribute to the visual character of the surrounding area;  the effect of proposed development on environmental resources or the effects of environmental constraints on the proposed development will be addressed and mitigated in accordance with Section 3.2;  compliance of the proposed development with the provisions of the Zoning By-Law of the Town and other municipal by-laws; and,  consideration of the potential effect of the development on natural and heritage resources and their settings. Page 24 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 5 of 10 TOWN OF TILLSONBURG ZONING BY-LAW: The subject lands are zoned ‘Low Density Residential Type 2 Zone (R2)’ according to the Town’s Zoning By-law. The R2 zone permits a limited range of low density residential uses, including single-detached dwellings and semi-detached dwellings. The provisions of the R2 Zone require a minimum lot area of 450 m2 (3,390.7 ft2), minimum lot frontage of 10.5 m (34.4 ft), minimum lot depth of 30 m (98.4 ft), minimum front yard depth of 7.5 m (24.6 ft) for an existing lot and 6 m (19.7 ft) for a lot created after the passing of the Zoning By- Law, and a minimum rear yard depth of 7.5 m (24.6 ft). The minimum lot depth provisions of the By-Law are intended to ensure lots are sufficiently large enough to provide an adequately sized building envelope that maintains adequate setbacks to provide access to the rear yard and sufficient area to conduct normal property maintenance. These provisions are also intended to ensure adequate area is provided for parking, landscaping, drainage and private amenity space. The minimum rear yard depth provisions of the By-Law are intended to ensure adequate private amenity space for the occupants of the dwelling, and to ensure sufficient area remains to accommodate any required drainage swales or easements and maintain privacy for adjacent residential properties. AGENCY COMMENTS: The application was circulated to various agencies considered to have an interest in the proposal. The Town of Tillsonburg Engineering Department provided the following comments:  The lot to be retained appears to be connected to municipal sanitary services on Charles Street; the connection will need to be relocated (at the applicants’ cost) to ensure it does not cross the lot to be severed.  Preliminary lot grading plan will be required to demonstrate how appropriate lot grading/ drainage designs can be achieved with the new proposed lot line. The Town of Tillsonburg Building Department provided the following comments:  Subject to servicing - applicant required to verify existing location and provide services for the lots to be severed and retained.  Subject to an approved site plan / lot grading plan (grades must be provided a minimum of 5 m past property lines to verify design)  Provide updated building location survey to verify setbacks between existing dwelling on the lot to be retained and the new proposed lot line.  Any clearance letters will be subject to the applicable fee of $55.00.  Cash in lieu of parkland is required in the amount of $1000.00 If approved, please include the following conditions:  The owner provides confirmation of the location of any existing overhead or underground services installed to the retained and severed lots.  The owner shall agree, in writing, to satisfy all requirements, financial and otherwise, of the Town of Tillsonburg regarding the installation of services and drainage facilities. Page 25 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 6 of 10  The owner shall submit a recent as-built survey to confirm lot sizes and building setbacks to the satisfaction of the Town of Tillsonburg.  If required, due to servicing upgrades, a severance agreement shall be entered into between the applicants and the Town of Tillsonburg and shall be registered on the lands, to the satisfaction of the Town. The fee for said severance agreement is $1025.00. The Oxford County Public Works Department provided the following comments:  There is no sanitary sewer present on Nelson Street. The Town & County will review a proposed servicing strategy (possibly install service/extend main through alley ROW to service the lot to be retained or consider private servicing agreement).  As a condition of severance, both the existing house (on lot to be retained) and future house (on lot to be severed) shall be connected to the municipal water and sanitary sewer systems. The applicants will be responsible for all associated costs.  All financial requirements to the Oxford County Public Works Department must be complied with regarding the provision of water and wastewater service connections for both the lot to be severed and the lot to be retained. The Town of Tillsonburg Development Commissioner provided the following comment: I have no comments other than to note that the applicant was previously interested in acquiring the Town owned right of way to the west of this property to enable the development of a duplex. While this appears possible from an Engineering perspective as long as an easement is maintained, any transfer of property would have to follow the Town’s surplus lands policy, which requires public notices and entering into a legal agreement. Should the applicant/property owner change their plans, the Town would consider moving forward with that process. Town of Tillsonburg Fire & Rescue Services, Tillsonburg District Chamber of Commerce, Bell Canada & Canada Post indicated that they have no objections or concerns with the application. PUBLIC CONSULTATION: Notice of the consent was provided to the public and surrounding property owners in accordance with the requirements of the Planning Act on March 9, 2020. At the time of writing this report, no comments or concerns have been received from the public. Planning Analysis The subject application proposes to create a new residential infill lot for a single detached dwelling, while retaining a lot with an existing single detached dwelling in the northeast area of Tillsonburg. In regard to the PPS, the proposal is consistent with the intensification, redevelopment and housing policies as the application provides for an opportunity for redevelopment and is considered to be an efficient use of land and municipal infrastructure. Further, since the proposal facilitates redevelopment of the severed and retained lands, staff are of the opinion that the subject application promotes intensification and supports a mix of housing types and lot sizes in Page 26 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 7 of 10 an area that is characterized by a variety of housing forms, including single and semi-detached dwellings. Both the lots to be severed and retained are considered to be appropriate in accordance with the infill policies of the Official Plan. The subject lands are located within a broader area that is characterized by low density development consisting of single detached and semi-detached dwellings on a variety of lot sizes, both in existing residential areas to the north and east and new residential development to the west. The proposed lots are not out of character with the residential development in the immediate area with respect to lot area, depth and frontage on Herford Street, Charles Street, Nelson Street and Sandy Court. Lots on the north side of Nelson Street and north side of Charles Street adjacent to the municipal alley exhibit similar setbacks, lot areas, lot depth, lot frontage, and configuration. T he lot to be severed and lot to be retained will be of sufficient size to provide adequate space for setbacks, parking and vehicular ingress and egress. As such, it is the opinion of staff that the application conforms to the policies of the Official Plan respecting infill development. Based on the severance sketch provided by the applicants, it would appear that the relevant provisions of the ‘R2’ zone will be maintained with the exception of the lot depth for both the severed and retained lots, and the required rear yard depth for the lot to be retained. As previously indicated, the applicant has requested relief from the Zoning By-law to reduce the minimum lot depth for a single detached dwelling from 30 m (98.4 ft) to 22.8 m (74.8 ft), and to reduce the required rear yard depth for the existing dwelling on the retained lands from 7.5 m (24.6 ft) to 5.01 m (16.4 ft). Staff are satisfied that the applicants’ request for relief can be considered minor, desirable and appropriate as adequate space will be maintained to accommodate required parking, area for drainage purposes and building maintenance, and sufficient access to the rear yard will be maintained. Adequate amenity area will remain for the occupants of the dwellings and the proposed rear yard is similar to other rear yards for new residential dwellings that have been approved recently in Town. Further, the request can be considered desirable for the area as the single detached dwellings are in keeping with the development in the immediate area and are supported by the policies of the Official Plan. Through the agency circulation of the application, it has come to light that sanitary sewers are not present on Nelson Street. With respect to the comments received Oxford County Public Works Department respecting possible servicing requirements, planning staff support the inclusion of a private easement over the severed lot in favour of the retained lot to ensure that if the sanitary service for the retained lands must be relocated and cannot be accommodated within the adjacent municipal alley to the west, that appropriate easements will be executed between the lot to be severed and lot to be retained. The size and location of the required easement would be determined once the proposed servicing for the lot to be severed and lot to be retained has been designed and approved. Appropriate conditions of approval have been included to ensure that any required servicing extensions or relocation of existing services are completed to the satisfaction of the Town and County, and to ensure that appropriate lot grading is implemented for both the lot to be retained and the lot to be severed. In light of the foregoing, it is the opinion of this Office that the proposed consent application and minor variance are consistent with the policies of the PPS and are in keeping with the County Official Plan. As such, Planning staff are satisfied that the application can be given favourable consideration, subject to the appropriate conditions. Page 27 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 8 of 10 RECOMMENDATIONS That the Council of the Town of Tillsonburg advise Oxford County Land Division Committee that it supports Minor Variance Application A19-19-7 submitted by Peter & Ruth Leliveld for lands described as Lot 9, Plan 500, in the Town of Tillsonburg, as it relates to: 1. Relief from Section 7.2, Table 7.2 – R2 Zone Provisions, to reduce the minimum lot depth from 30 m (98.4 ft) to 22.8 m (74.8 ft) for the lots to be severed and retained; 2. Relief from Section 7.2, Table 7.2 – R2 Zone Provisions, to reduce the minimum required rear yard depth from 7.5 m (24.6 ft) to 5.01 m (16.4 ft) for the lot to be retained; As the proposed variances are; (i) deemed to be minor variances from the provisions of the Town of Tillsonburg Zoning By-law No. 3295; (ii) desirable for the appropriate development or use of the land; (iii) in keeping with the general intent and purpose of the Town of Tillsonburg Zoning By-law No. 3295; and (iv) in keeping with the general intent and purpose of the Official Plan of the County of Oxford. AND FURTHER, it is recommended that Tillsonburg Council advise the Oxford County Land Division Committee that it is in favour of the proposal to sever the subject property, subject to the following conditions: 1. If required, the owners shall enter into a severance agreement with the Town of Tillsonburg. 2. The owners provide confirmation of the location of any existing overhead or underground services installed to the retained and severed lots. Services cannot traverse the adjoining lots and any conflicts must be re-directed or an easement created. Any proposed easements shall be reviewed by the Town of Tillsonburg. 3. The owners shall agree, in writing, to satisfy all requirements, financial and otherwise, of the Town of Tillsonburg, regarding the installation of services and drainage facilities, to the satisfaction of the Town of Tillsonburg. 4. The owners shall submit an updated survey to confirm lot sizes and building setbacks to the satisfaction of the Town of Tillsonburg. 5. The owners shall provide payment for cash-in-lieu of parkland to the Town of Tillsonburg for the lot to be severed, to the satisfaction of the Town of Tillsonburg. 6. The owners shall provide a preliminary lot grading plan, to the satisfaction of the Town of Tillsonburg Engineering Services Department. Page 28 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 9 of 10 7. The owners agree to satisfy all the financial requirements of the County of Oxford, regarding the installation of sanitary and water services for each lot, to the satisfaction of the County of Oxford Public Works Department. 8. If easements are required, a draft copy of the reference plan and Easement Agreement for servicing and access shall be provided to the Town of Tillsonburg and the Secretary-Treasurer of the Land Division Committee, prior to the issuance of the certificate. All cost sharing requirements and maintenance responsibilities shall be clearly indicated in the Agreement and the said Agreement shall be registered on title. 9. The Clerk of the Town of Tillsonburg advise the Secretary-Treasurer of the Land Division Committee that all requirements of the Town of Tillsonburg have been complied with. SIGNATURES Authored by: "Original Signed By" Eric Gilbert, MCIP RPP, Senior Planner Approved for submission: "Original Signed By" Gordon K. Hough, RPP, Director Page 29 of 327 Report No: CP 2020-78 COMMUNITY PLANNING Council Meeting: June 22, 2020 Page 10 of 10 Report Approval Details Document Title: B19-104-7_A19-19-7_rpt_Town.docx Attachments: - Report Attachments.pdf - b19-104-7_A19-19-7_appl-20191220.pdf Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Kyle Pratt - Jun 18, 2020 - 5:10 AM Page 30 of 327 January 27, 2020 This map is a user generated static output from an Internet mapping site and is for reference only. Data layers that appear on this map may or may not be accurate, current, or otherwise reliable. This is not a plan of survey Legend 510 Notes NAD_1983_UTM_Zone_17N 26 Meters Zoning Floodlines Regulation Limit 100 Year Flood Line 30 Metre Setback Conservation Authority Regulation Limit Regulatory Flood And Fill Lines Land Use Zoning (Displays 1:16000 to 1:500)Lot to be Retained Lot to be Severed Plate 1: Existing Zoning & Location Map B19-104-7; A19-19-7 - Peter & Ruth Leliveld - 9 Nelson Street, Tillsonburg Page 31 of 327 January 27, 2020 This map is a user generated static output from an Internet mapping site and is for reference only. Data layers that appear on this map may or may not be accurate, current, or otherwise reliable. This is not a plan of survey Legend 510 Notes NAD_1983_UTM_Zone_17N 26 Meters Zoning Floodlines Regulation Limit 100 Year Flood Line 30 Metre Setback Conservation Authority Regulation Limit Regulatory Flood And Fill Lines Land Use Zoning (Displays 1:16000 to 1:500) Lot to be Retained Lot to be Severed Plate 2: 2015 Aerial Map B19-104-7; A19-19-7 - Peter & Ruth Leliveld - 9 Nelson Street, Tillsonburg Nelson Street Charles Street Herford Street Wellington Street Tillson Avenue Sandy Court Trans Canada Trail Page 32 of 327 Plate 3: Applicants' Sketch B19-104-7; A19-19-7 - Peter & Ruth Leliveld - 9 Nelson Street, TillsonburgPage 33 of 327 Page 34 of 327 Page 35 of 327 Page 36 of 327 Page 37 of 327 Page 38 of 327 Council Delegation Request Members of the public or citizen group may submit a Delegation Request to speak at a regular meeting of Council. Please complete the following information if you wish to make a presentation during a regular meeting of Council. Meetings are held in the Council Chamber, Corporate Office, 200 Broadway, Second Floor, Tillsonburg.  Delegations take place near the beginning of the meeting and are allowed 15 minutes for their presentation; ten (10) minutes is meant for the presentation and the remaining five (5) minutes is to allow for comments and questions from Council.  Please note the following: Information provided on this form will be publicly available; Council meetings are publicly broadcasted and recorded. Page 39 of 327 First Name * Kimberly Last Name * Earls Street Address * 4 Elm Street Town/City * Tillsonburg Postal Code * N4G 0B4 Phone Number * 519-842-6333 E-mail * kimberly.earls@scorregion.com Website www.scorregion.com Do you or any members of your party require accessibility accommodations? *  Yes  No Council Meeting Date * June 22, 2020 Subject of Delegation * Southwest Community Transit Name(s) of Delegates and Position(s) * Kimberly Earls Executive Director SCOR EDC Name of Group or Person(s) being represented (if applicable) SCOR EDC I acknowledge Delegations are limited to fifteen (15) minutes each. *  I accept Page 40 of 327 Brief Summary of Issue or Purpose of Delegation * Support of the Memorandum of Understanding for the formation of the Southwest Community Transit  Association. Will there be a Power Point presentation? *  Yes  No     Please attach a copy of your presentation. File Name SCOR SCT Presentation-June-22-2020-Tillsonburg.pdf  618.8 KB Have you been in contact with a Staff member regarding the Delegation topic? *  Yes  No If yes, please list the Staff member(s) you have been working with. * Kevin De Leebeeck, P.Eng. Director of Operations I acknowledge that all presentation material must be submitted to the Clerk's Office by 4:30 p.m. the Wednesday before the Council meeting date.  I accept Page 41 of 327 Thank You Personal information on this form is collected under the legal authority of the Municipal Act, as amended.  The information is collected and mainted for the purpose of creating records that are available to the general public, pursuant to Section 27 of the Municipal Freedom of Information and Protection of Privacy Act.  Questions about this collection should be directed to the Municipal Clerk, Town of Tillsonburg, 200 Broadway Street, 2nd Floor, Tillsonburg, Ontario, N4G 5A7, Telephone 519-688-3009 Ext. 4040. Page 42 of 327 SOUTHWEST COMMUNITY TRANSIT Page 43 of 327 Background ●Rural Ontario Institute, former SWEA, SCOR EDC identify and advocate for community transportation ●Communities across the Province started to develop in town services and express need for community transportation ●SCOR EDC –advocacy with Province ●MTO hosts rounds of transportation stakeholder meetings ●2015/2016 Ontario Healthy Communities Coalition (OHCC), and Rural Ontario Institute (ROI), receive funding support from MTO to facilitate the Ontario Community Transportation Network (OCTN). ●2016/2017 MTO first round of funding in support of CT ●2018/2019 MTO pilot project funding for CT Page 44 of 327 OCTN/ ROI/ SCOR EDC ●Ontario Community Transportation Network (OCTN), Rural Ontario Institute and SCOR EDC continue to collaborate and connect regarding community transportation ●2018-2019 SCOR EDC facilitates and coordinates rural transportation to support economic development and foster stronger infrastructure for workforce, business and residents ●October 2019 SCOR EDC engages Dillon Consulting to facilitate next phase of inter- community connections ●Communities that receive CT Funding from Province – such as Town of Tillsonburg become more connected and information sharing becomes consistent ●Town of Tillsonburg Staff (Alex Piggott) take a leadership role within the operations group Page 45 of 327 Project Specific Coordination •Communities become more connected by sharing information and reaching out to each other. •Coordinated efforts are undertaken by several municipalities across the region connecting services •Continued coordination of overall needs by SCOR EDC •Seek ways to leverage investments & create sustainable services •SWO meeting hosted by SCOR EDC in 2017 – furthers conversation and connection of communities •SWO meetings in May 2018, Novemeber 2018 •May 2019 and October 2019 •Development of wider model for assocation and draft MOU February 2020 •May 7, 2020 Page 46 of 327 Initial Inter-Community Transit Network Map Development Page 47 of 327 Further Coordination Efforts •Further goals of the coordination: •use of similar technology for services and potentially joint procurement process. •Coordinate marketing and promotions to leverage economies of scale in obtaining marketing resources. •Common messaging, rather than competing with each other for ridership. •Common website for riders to obtain information on the systems (fares, stop locations, policies). •Joint procurement of transit advertising to generate an additional revenue source (on bus advertising, transit shelters and transit benches). •Similar fare structures and transfer policies between systems to allow riders to continue to travel. •Similar policies for accessibility to ensure a seamless service throughout Southern Ontario •Explore the use of Google Transit for trip planning throughout the service area. Page 48 of 327 Technical Coordination Efforts •conversations about common issues and common goals. •The group consisted of technical partners and those in more senior roles. Communities represented around the table : •RideNorfolk-Norfolk County-current operating •T:GO-Town of Tillsonburg •Municipality of Strathroy Caradoc •GOST-Guelph Owen Sound Transportation •County of Middlesex •County of Perth and City of Stratford •Lambton Shores •County of Brant •Most groups have project specific committees with the local Municipalities they are operating in. •The technical representatives of this group talk weekly to continue to develop the system and share ideas. Page 49 of 327 Success in Coordination •Utilizing each membes strength and skill sets to benefit the wider group. •Leverage expertise and resources •Development of common systems and rider experience •An example of this is Town of Tillsonburg and Ride Norfolk Marketing Page 50 of 327 Coordination Efforts Support Seamless System for riders •Working with all of the Community Transit Project coordinators in Southern Ontario, the current objectives are to ensure:a seamless system from the perspective of the rider getting on the bus, where possible: Similar style of vehicle Similar decals on vehicle Similar uniformed drivers Similar fare structure and revenue management Similar advertising and promotions marketing Routes and schedules align where possible, Similar fare structures and transfer policies between systems to allow riders to continue to travel Development of bus stop signs. Page 51 of 327 Further Coordination Efforts •The group created a draft logo for consideration of the wider group Page 52 of 327 Potential of Community Transit Network Page 53 of 327 The Model •While Municipalities continue to be able to function within the terms of their own agreements with the Province. •Municipalities retain independent brand but also become part of a larger more powerful network brand •Three levels of operation within the model: •Executive •Technical •Stakeholder Page 54 of 327 Model of Working Together Page 55 of 327 The Future of the Community Transportation •Funding for Inter- Community Transit projects end March 2023. •Projects are required to submit a sustainability plan to the Province prior to March 2023. •Connecting the Southwest, MTO Draft Transportation Plan for Southern Ontario has suggested more opportunities for public transit. •As a coordinated group, we believe can rely on one another for expertise, increased purchasing power where applicable, and support in policy development and consistent operations •Powerful Advocacy for sustainable community transportation that works for our municipalities, communities and residents. Page 56 of 327 Questions? Kim Earls Kimberly.Earls@scorregion.com Page 57 of 327 Page 58 of 327 Page 59 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 1 of 6 To: Warden and Members of County Council From: Director of Public Works Transitioning the Municipal Blue Box Program to Full Extended Producer Responsibility RECOMMENDATIONS 1. That Oxford County Council adopt the recommended transition of Oxford’s municipal Blue Box program to Full Extended Producer Responsibility in 2025 for the service areas in the Towns of Ingersoll and Tillsonburg and Townships of Blandford-Blenheim, East Zorra-Tavistock, Norwich and Zorra; 2. And further, that as service partners, the City of Woodstock and Township of South-West Oxford Councils endorse their stated preference to transition the municipal Blue Box program to Full Extended Producer Responsibility in 2024 for their respective service areas; 3. And further, that Oxford County Council authorize staff, in collaboration with the City of Woodstock and the Township of South-West Oxford, to explore the potential viability of providing contract management services for curbside collection services, on behalf of the Producers, to facilitate service delivery continuity after Blue Box program transition; 4. And further, that Oxford County Council authorize staff, in collaboration with the City of Woodstock and the Township of South-West Oxford, to consider ongoing provision of transfer station services for curbside recycling materials, on behalf of the Producers, after Blue Box program transition; 5. And further, that Report No. PW 2020-21 be forwarded to Area Municipalities, the Association of Municipalities of Ontario and the Ontario Ministry of Environment, Conservation and Parks. REPORT HIGHLIGHTS  The purpose of this report is to seek Council authorization of staff’s recommendation to transition Oxford’s municipal Blue Box program to Full Extended Producer Responsibility (EPR) on May 4, 2025, in accordance with the provincial direction to transition the Ontario municipal Blue Box program over a phased three year period (2023 – 2025). This preferred transition date aligns with the expiration dates of the current County curbside collection and recycling processing contracts. Page 60 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 2 of 6  Municipal service partners can opt to bid on future recycling services (i.e. contract management, collection, haulage to processors) on behalf of the Producer, and decide whether/how their existing assets may be part of their service bids. Accordingly, staff are recommending that the benefits of maintaining ongoing contract management involvement be further explored for the purpose of curbside service delivery continuity and integration after transition in 2025.  Blue Box program transition details are not yet fully known and uncertainty remains around the effectiveness of the new program in achieving higher waste diversion rates and overall cost savings. Implementation Points Staff will continue to participate in ongoing stakeholder consultations with the Ministry of Environment, Conservation and Parks (MECP) regarding the new full EPR framework for the Blue Box program. The Minister of Environment, Conservation and Parks has directed Stewardship Ontario (SO) to develop the transition plan. The transition plan is to be submitted by SO to the Resource Productivity and Recovery Authority (RPRA) by August 31, 2020. Upon County notifications of City of Woodstock and Township of South-West Oxford (SWOX) Council endorsements of a preferred transition date of 2024 for their respective recycling service areas (as per preferences of their staff), the County will formally submit this information to MECP (and copy to the Association of Municipalities of Ontario (AMO)) along with the County’s transition date preference. The submission would also include any potential interest by either the County, the City of Woodstock and/or SWOX to provide ongoing recycling services on behalf of the Producer after program transition. Under the Waste Diversion Transition Act, 2016, the RPRA is the regulator mandated by the province to enforce the province’s circular economy laws. The RPRA anticipates reviewing, consulting on and approving the transition plan by December 31, 2020. In parallel, through input from the RPRA, the province is anticipated to release its draft regulation for comment later in 2020. Staff will be reporting back to County Council throughout this process as more information becomes available. Financial Impact There are no financial impacts associated with the recommendations contained in this report. The long-term financial impact of transitioning the Blue Box program to full EPR is not known at this time. However, EPR may ultimately eliminate the financial burden on municipalities associated with program delivery and variable end-markets. The Treasurer has reviewed this report and agrees with the financial impact information. Page 61 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 3 of 6 Risks/Implications There are no risks or implications associated with the adoption of this report. Strategic Plan (2015-2018) County Council adopted the County of Oxford Strategic Plan (2015-2018) at its regular meeting held May 27, 2015. The initiative contained within this report supports the Values and Strategic Directions as set out in the Strategic Plan as it pertains to the following Strategic Directions: 1. i. A County that Works Together – Strengthen, diversify and broaden the economic/prosperity base through: - Strategies to retain and support existing businesses and grow our green economy 3. i. A County that Thinks Ahead and Wisely Shapes the Future – Influence federal and provincial policy with implications for the County by: - Advocating for fairness for rural and small urban communities - Advocating for federal and provincial initiatives that are appropriate to our county 3. iii. A County that Thinks Ahead and Wisely Shapes the Future - Demonstrated commitment to sustainability by: - Ensuring that all significant decisions are informed by assessing all options with regard to the community, economic and environmental implications including: o Potential impacts to the vulnerable population in our community o Responsible environmental leadership and stewardship o Supporting the community implementation of the Community Sustainability Plan DISCUSSION Background The Province of Ontario’s planned transition of the Blue Box program to full EPR was presented to County Council in Report No. PW 2019-44. This program is intended to make stewards (producers of products and packaging) fully responsible for the funding and operation of residential recycling in the province under the Resource Recovery and Circular Economy Act, 2016 and accountable for the entire product management lifecycle from “cradle to grave”. This approach is believed to further promote waste diversion by increasing producer accountability for the full life of their products and creating an expanded recycling economy across the province along with a more consistent standard list of materials that can be recycled and utilized by end markets. This program is also intended to migrate the costs associated with recycling waste from being a municipal responsibility to a more consistent responsibility from a broader provincial perspective. The transition of individual municipal Blue Box programs to full producer responsibility is planned to be phased in over three years (2023 to 2025) with a rolling total of up to one-third of provincial municipal programs transitioning annually. Page 62 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 4 of 6 In this regard, County Council received correspondence (Attachment 1) from AMO at the January 8, 2020 Council meeting and referred to staff for a report. The AMO correspondence requested County Council to pass a resolution namely pertaining to Oxford’s preferred date of Blue Box program transition and potential level of interest to provide ongoing services (e.g. contract management, collection, haulage to end processors, recycling transfer station services etc.) on behalf of the Producers after the transition date. Comments Municipal Working Group Discussions Oxford County and the City of Woodstock participate as part of a Municipal Working Group established by the Province and have been involved in on-going discussions to provide the Province with feedback on what should be included in the new Regulation that will define how the new Producer-run Blue Box program will work. The input from municipalities is key to ensuring that the transitioned Blue Box program is affordable for Producers, workable for the waste processing sector, and effective and accessible for residents. The Municipal W orking Group sessions with MECP are still on-going and provide opportunities for stakeholders to educate the Ministry on existing program systems, the potential impacts of program changes based on their overall industry knowledge, and expertise. While the Province is inclined to maintain current service levels throughout the province, consideration around alternative collection services is being discussed. Additionally, discussions to date indicate that the new program will require Producers to provide blue box services to the residential sector only and that any related services performed for BIAs, schools and possibly multi-residential properties will be done at the cost of municipalities. The level of uncertainty around the transitioning program will continue until the Province releases its draft regulation later in 2020. Municipal Blue Box Program Transition Timing Staff are recommending a preferred transition date of May 4, 2025 for Oxford’s municipal Blue Box program for the currently serviced areas of the Towns of Ingersoll and Tillsonburg and the Townships of Blandford-Blenheim, East Zorra-Tavistock, Norwich and Zorra. This transition date aligns with the expiration of the County’s current contracts for curbside collection of garbage/recycling and recycling processing by third party service providers. An earlier transition date would result in financial loss by the County with contractual requirements for payment of early termination fees. Staff has had informal discussions with the Township of South-West Oxford (SWOX) and City of Woodstock staff regarding transition preferences of Blue Box program services they are currently performing under contract to Oxford County. At present, both the City of Woodstock and SWOX expressed a desire to transition in 2024. Accordingly, staff are recommending that City of Page 63 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 5 of 6 Woodstock and SWOX Councils endorse a preferred transition date of 2024 for these respective recycling service areas. The above proposed transition dates will be used by the Province to determine an ideal transition timeline for all municipalities across Ontario and determine whether certain years between 2023 and 2025 are over or under subscribed. Should the desired annual transition of municipal Blue Box programs be too imbalanced, the Province may need to retain a third-party expert to develop a methodology to further manage the ultimate transition timing of municipal Blue Box programs. Transitioning of Municipal Blue Box Program Assets Municipalities across Ontario have made significant investments in facilities and equipment to collect, sort, transfer and process blue box materials. As Producers develop an efficient province-wide collection system, some municipal infrastructure may no longer be needed. In order to manage transitioning of municipal assets, municipalities (if interested) will be afforded the ability to bid fairly on future recycling services (i.e. contract management, collection, haulage to processors, recycling transfer station) on behalf of the producer and decide whether/how their existing assets may be part of their service bids. The County does not own any capital assets related to curbside collection of garbage and recycling and/or recycling processing that would be stranded as a result of the blue box transition to full EPR. The County currently operates a recyclables transfer station at the Oxford County Waste Management Facility and oversees the haulage of recyclables from this location to an out- of-County end processor. Staff are recommending that the benefits of maintaining ongoing contract management involvement and/or recycling transfer station services be further explored for the purpose of curbside service delivery continuity and integration after the proposed transition in 2025. In contrast, SWOX and the City of Woodstock own and operate fleet which is currently used for curbside recycling collection under service contract to Oxford County which must be considered through the proposed transition. In addition, as part of their service contract with Oxford County, the City of Woodstock operates a recycling transfer station and oversees the haulage of blue box recyclables from this location to an out-of-County end processor. Both SWOX and the City of Woodstock have indicated potential interest in providing ongoing recycling services (such as recycling collection, transfer station, and contract management) within their respective service areas, on behalf of the Producer, after their preferred transition in 2024. Ongoing collaboration between Oxford County, SWOX and the City of Woodstock regarding the above noted municipal assets and potential future interests in post-transition recycling service provision would be of benefit to best integrate ongoing curbside service delivery continuity to all County-wide residents. Page 64 of 327 Report No: PW 2020-21 PUBLIC WORKS Council Date: June 10, 2020 Page 6 of 6 Conclusions Staff have confirmed preferences to transition the current Blue Box program service areas in the City of Woodstock and the Township of South-W est Oxford to Full Producer Responsibility in 2024 while the remaining service areas in Oxford County transition in 2025. This is to best align existing curbside collection and/or processing contract expiration dates and remaining service life of municipal fleet vehicles currently utilized for recycling collection. Post-transition municipal recycling service provision, on behalf of the Producer, should be further considered and integrated to the greatest degree possible to explore potential benefits and ensure ongoing curbside service delivery continuity. SIGNATURES Report Author: Original signed by: Andrea Hughes Coordinator of Waste Management Departmental Approval: Original signed by: David Simpson, P.Eng., PMP Director of Public Works Approved for submission: Original signed by: Larry J. McCabe, B.A., A.M.C.T. Interim Chief Administrative Officer ATTACHMENTS Attachment 1: AMOs request letter January 8, 2020 “Call for Action to Pass a Resolution about Transition of the Blue Box to Full Producer Responsibility” Page 65 of 327 1 Angie Ferrell To:Peter Crockett Subject:RE: Call for Action to Pass a Resolution about Transition of the Blue Box to Full Producer Responsibility From: AMO President <amopresident@amo.on.ca>  Date: December 18, 2019 at 6:38:52 PM EST  Subject: Call for Action to Pass a Resolution about Transition of the Blue Box to Full Producer Responsibility  Dear Mayor/Head of Council:  RE: Call for Action to Pass a Resolution about Transition of the Blue Box to Full Producer Responsibility  I would ask your Council to pass a resolution outlining your municipal government’s preferred date to transition your Blue Box program to full producer responsibility if provided the opportunity to self-determine (between January 1, 2023 and December 31, 2025). While the Province has not yet determined what mechanism will be used to choose when municipalities will transition, AMO believes your Councils are in the best position to decide when the best time to transition your Blue Box program is based on your specific circumstances (e.g. assets, contracts, integrated waste management system).  AMO is asking that a Council resolution be passed by June 30, 2020, be directed to AMO and the Ontario Ministry of Environment Conservation and Parks, that specifies:  1. Your Council’s preferred date to transition based on exiting service provision (between January 1, 2023, and December 31, 2025); 2. Rationale for transition date; 3. Whether your municipal government is interested in potentially continuing to provide services (e.g. contract management, collection, haulage processing services etc.) or not; and, 4.Key contacts if there are any follow-up questions. NOTE: Your Council’s stated preference may not be the final determination of your transition date, nor are you obligated in any way by the date that is specified. Please read the rationale for self-determination (Attachment 1), and the example resolution (Attachment 2) for more details.  Thank you for your attention and assistance in this matter. If you have any questions or require further information, please contact Dave Gordon, Senior Advisor, at 416 389 4160 or dgordon@amo.on.ca or Amber Crawford, Policy Advisor, at 416 971 9856 extension 353 or acrawford@amo.on.ca.   Sincerely,  Jamie McGarvey  AMO President  Report No. PW 2020-21 Attachment No. 1 Page 66 of 327 2 Mayor of Parry Sound  Attachment 1: Background on Transition to Full Producer Responsibility  Attachment 2: Example Resolution on Transition to Full Producer Responsibility  Page 67 of 327 200 University Ave., Suite 801 Toronto ON M5H 3C6 Canada | Tel: 416.971.9856 | Fax: 416.971.6191 | Toll-Free in Ontario: 1.877.426.6527 | amo@amo.on.ca December 18, 2019 Attachment 1: Background on Transition to Full Producer Responsibility Municipal governments have been advocating for over a decade for producers to have full fiscal and operational responsibility for end of life management of their packaging, printed paper and paper products. Producers are best positioned to reduce waste, increase the resources that are recovered and reincorporated into the economy and enable a consistent province-wide system that makes recycling easier and more accessible. In August 2019, Minister Yurek announced that municipal Blue Box programs will be transitioned to full producer responsibility over a three-year period based on the recommendations from the Special Advisor’s report titled, “Renewing the Blue Box: Final report on the blue box mediation process.” Municipal governments played a key role in helping to develop the recommendations within this report. These recommendations broadly reflected the positions advocated by AMO and there was also a great deal of alignment with producers on how the Blue Box should be transitioned. The municipal transition is proposed to occur between 2023 and the end of 2025, as shown in the table below: Date Description Sept. 2019 → Dec. 2020 Blue Box wind-up plan developed for Stewardship Ontario Development of a Regulation under the Resource Recovery and Circular Economy Act, 2016 Jan. 2021 → Dec. 2022 Producers prepare to assume control and operation of system and work with municipal governments and service providers Jan. 1, 2023 → Dec. 31, 2025 Transition of individual municipal Blue Box programs to full producer responsibility. Occurs in phases over three years with a rolling total of up to one-third of the Provincial program transitioning annually The Minister wants to ensure that the transitioned Blue Box system is affordable for producers, workable for the waste processing sector, and effective and accessible for residents. AMO and municipal representatives are involved in the consultation process to develop a new regulation for the Blue Box. The Province’s intent is to finalize a Regulation by the end of 2020. Page 68 of 327 200 University Ave., Suite 801 Toronto ON M5H 3C6 Canada | Tel: 416.971.9856 | Fax: 416.971.6191 | Toll-Free in Ontario: 1.877.426.6527 | amo@amo.on.ca 2 AMO staff held in-person workshops on the Blue Box transition across the Province through October and November 2019 to discuss this topic with municipal waste management staff. Over 165 staff and elected officials attended the sessions in Vaughan, London, Smiths Falls, North Bay and Dryden. The workshops provided an opportunity to engage directly with our sector to build understanding about this transition process and the level of engagement from attendees was excellent. We also began the discussion about what municipal governments should take into consideration about how to prepare for this change and what factors might be considered as to when a Council might want to transition. HOW YOUR RESOLUTION WILL HELP INFORM THE DISCUSSION: The resolutions will be used to map out an ideal transition timeline, and determine whether there are years that are over or under subscribed, as it has been dictated that a rolling total of up to one-third of Blue Box programs can transition each year. This information will also allow AMO and the Province to better understand whether there are conflicts. If there are too many conflicts, the Province may still need to retain a third-party expert to develop a methodology as to how municipal Blue Box programs will transition. However, rather than deferring to the Province to retain an expert immediately, we think this information would provide a good basis for a more informed decision to be made. Page 69 of 327 Attachment 2: Sample Resolution Your Council’s stated preference may not be the final determination of your transition date, nor are you obligated in any way by the date that is specified. The resolution will be used to map out an ideal transition timeline, and determine whether there are years that are over or under subscribed, as it has been dictated that a rolling total of up to one-third of Blue Box programs can transition each year. This information will also allow AMO and the Province to better understand whether there are conflicts. If there are too many conflicts, the Province may still need to retain a third-party expert to develop a methodology as to how municipal Blue Box programs will transition. Resolution on Transition to Full Producer Responsibility WHEREAS the amount of single-use plastics leaking into our lakes, rivers, waterways is a growing area of public concern; WHEREAS reducing the waste we generate and reincorporating valuable resources from our waste stream into new goods can reduce GHGs significantly; WHEREAS the transition to full producer responsibility for packaging, paper and paper products is a critical to reducing waste, improving recycling and driving better economic and environmental outcomes; WHEREAS the move to a circular economy is a global movement, and that the transition of Blue Box programs would go a long way toward this outcome; WHEREAS the Municipality of X is supportive of a timely, seamless and successful transition of Blue Box programs to full financial and operational responsibility by producers of packaging, paper and paper products; AND WHEREAS the Association of Municipalities of Ontario has requested municipal governments with Blue Box programs to provide an indication of the best date to transition our Blue Box program to full producer responsibility; THEREFORE BE IT RESOLVED: THAT the Municipality of X would like to transition their Blue Box program to full producer responsibility [month] [date], [year] (between January 1, 2023 and December 31, 2025). AND THAT this decision is based on the following rationale: 1.Insert rationale based on analysis of contracts, assets, integrated waste management system or other considerations (e.g., our collection contract for Blue Box material expires December 31, 2024 and our processing contract for Blue Box material also expires December 31, 2024.) AND THAT the Municipality of X would be interested in providing collection services to Producers should we be able to arrive at mutually agreeable commercial terms. Page 70 of 327 AND FURTHER THAT any questions regarding this resolution can be directed to Jane Doe, City Manager at xxx-xxx-xxxx or jane.doe@municipalityx.ca AND FURTHER THAT the resolution be forwarded to the Association of Municipalities of Ontario and the Ontario Ministry of the Environment, Conservation and Parks. Page 71 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 1 of 7 To: Warden and Members of County Council From: Director of Public Works Single-Use Plastic Shopping Bags RECOMMENDATIONS 1. That Oxford County Council receive Report No. PW 2020-22 titled “Single-Use Plastic Shopping Bags” as information; 2. And further, that Report No. PW 2020-22 be circulated to Area Municipalities for information. REPORT HIGHLIGHTS  The purpose of this report is to provide Oxford County Council with an overview of the issues, complexities and opportunities associated with potential bans of single-use plastic shopping bags within the County and across the province.  Many proactive education and outreach promotional measures with businesses and the public can be implemented locally to reduce the reliance on single-use plastic shopping bags and/or maximize the reuse and recycling of single-use plastic bags currently used by retail customers.  Staff are supportive of a harmonized Provincial and/or Federal ban on single-use plastic shopping bags which can be universally implemented in a manner which is fair and balanced for all impacted businesses and one which serves the overall end goal of reducing plastic waste and litter. Implementation Points Through partnerships within the local business sector, staff will seek to encourage and promote best management practices around the reuse, recycling and reduction of single-use plastic shopping bags. In parallel, staff will further engage with the Retail Council of Canada to support their consultative efforts with government agencies to develop an appropriate framework for near term reduction and eventual long term elimination of the distribution and supply of single-use plastics in a manner which is universal across the province and/or federal level. Page 72 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 2 of 7 Until which time a ban on single-use plastic shopping bags can be implemented, staff will pursue further community opportunities to recycle single-use plastic bags and access convenient collection depots for the same. Financial Impact No financial impacts will result from adopting the recommendations contained in this report. The Treasurer has reviewed this report and agrees with the financial impact information. Risks/Implications There are no risks/implications associated with this report. Strategic Plan (2015-2018) County Council adopted the County of Oxford Strategic Plan (2015-2018) at its regular meeting held May 27, 2015. The initiative contained within this report supports the Values and Strategic Directions as set out in the Strategic Plan as it pertains to the following Strategic Directions: 3. i. A County that Thinks Ahead and Wisely Shapes the Future – Influence federal and provincial policy with implications for the County by: - Advocating for federal and provincial initiatives that are appropriate to our county 3. iii. A County that Thinks Ahead and Wisely Shapes the Future - Demonstrated commitment to sustainability by: - Ensuring that all significant decisions are informed by assessing all options with regard to the community, economic and environmental implications including: o Responsible environmental leadership and stewardship DISCUSSION Background On March 18, 2019, Bill 82, Single-Use Plastics Ban Act, 2019, received its first reading in the Legislative Assembly of Ontario. The Bill amends the Resource Recovery and Circular Economy Act, 2016 to include a plan that identifies measurable targets and sets out timelines for the immediate reduction and eventual elimination of the distribution and supply of single-use plastics in Ontario by 2025 and requires the immediate elimination of certain single-use plastics such as plastic straws, plastic drink stirrers, plastic bags, plastic-lined coffee cups, plastic water bottles, plastic food containers (rigid polystyrene) as well as foam polystyrene plastics (styrofoam) products such as clamshell food containers, trays, insulated beverage cups, etc. The immediate elimination of the “certain” single-use plastics materials noted is proposed to Page 73 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 3 of 7 come into effect within one year following the date the Single-Use Plastics Ban Act, 2019, receives Royal Assent. On June 10, 2019 the federal government outlined the proposed steps to ban harmful single- use plastics and hold companies responsible for plastic waste. According to the federal government, every year Canadians throw away over three million tonnes of plastic waste which consists of up to 15 billion plastic bags along with other single-use or short-lived products and packaging. The federal government proposed to have this ban in place as early as 2021 and work with the provinces and territories to introduce standards and targets for companies that manufacture plastic products to be responsible for the plastic waste. On October 23, 2019, Council received a presentation from Jurgen van Dijken regarding a request to ban single-use plastic shopping bags in Oxford County by January 1, 2020. From this meeting Council referred to staff for a report on this issue. At the December 12, 2019 Council Meeting for the City of Woodstock, City Council received Report F1 - Ban of Single-Use Plastic Handled Shopping Bags. City Council direction to staff included the City’s continued support of the single-use plastic shopping bag ban but deferred the decision regarding implementation of the ban until the Federal and/or Provincial governments have announced their decisions and plans for a ban. Additional direction included supporting a harmonized ban of single-use plastic shopping bags across the province and that City staff participate in consultations with the government on finding solutions to single-use plastic shopping bags. This report was reviewed and endorsed by the Zero Waste Committee during the January 15, 2020 committee meeting. Existing Bans on Plastic Bags At a provincial level, Prince Edward Island implemented a province wide ban on single-use plastics through the Plastic Ban Reduction Act which came into effect on July 1, 2019. The Provinces of Newfoundland and Labrador and Nova Scotia plan to follow PEI’s lead through similar Acts which are proposed to come into effect in July and October of this year. In British Columbia, several municipalities either examined a proposed plastic bag ban and/or implemented a plastic bag ban between 2018 and 2019. Of those, the City of Victoria lost its battle in the B.C. Court of Appeal over its ban of single-use plastics as the primary aim for enacting the ban was the environment and; therefore, approval by the Minister of Environment was deemed to be required. This Court of Appeal decision has affected all other municipal plastic bag bans in the Province of British Columbia. In Ontario, a few municipalities have considered implementing bans on single-use plastic bags through the use of municipal by-laws (i.e. Town of Fort Frances and Town of Mono) with by- laws potentially planned to come into force in January, 2021. While some municipalities have targeted every type of plastic bag, the majority of the proposed bans center around the single-use plastic shopping bag intended to be used by a customer for the purpose of transporting items purchased or received by the customer from a business. With Page 74 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 4 of 7 each ban are exceptions, most of which centre around allowing for the use of plastic bags for hygienic purposes like the packaging of loose bulk items such as fruit and vegetables, nuts, grains, frozen foods, meat, poultry or fish, and prescription drugs, among other things. Authority to Impose a Ban on Plastic Bags Under Section 11 (2) 5 of the Municipal Act, 2001, S.O. 2001, c. 25 lower-tier and upper-tier municipalities may pass by-laws on matters pertaining to the economic, social and environmental well-being of the municipality, including climate change. However, to date, no Ontario municipalities have by-law enforcement in place to ban single-use shopping bags as the case law in Ontario appears seemingly undecided. Further, the practicality of local by-law enforcement in this regard is of concern and may likely be subject to court challenge. This is likely the reason why many municipalities across Ontario and Canada (i.e. City of Toronto, Region of Waterloo, Victoria to name a few) have considered similar plastic bag bans in the past but have not carried forward. It is important to note that a locally employed ban could only target the commercial retail sector (where shopping bags are offered and distributed by the local retailer to the customer) in a best case scenario. Municipalities would not be able to impose such a ban at the producer or corporate level (i.e. at the source where plastic bags are manufactured) as they lack the authority or right to block a product, like plastic bags, from production and distribution which would financially impact manufacturers. Such proposed bans on corporate businesses around plastic bag manufacturing and distribution could only be directed by provincial or federal governments which have the appropriate authority. Viable Alternatives Many alternatives have been considered to replace or reduce the use of conventional single-use plastic shopping bags (high density polyethylene), including reusable plastic bags, cloth bags, plastic totes and paper bags. Each alternative has its advantages and disadvantages as described in Table 1 below. Page 75 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 5 of 7 Table 1: Advantages and Disadvantages of Alternatives to Single-Use Plastic Bags Reusable Plastic Bag (LDPE)* Reusable Cloth Bag Reusable Plastic Tote (LDPE)* Paper Bag Cardboard Box Pros Can be washed and reused Can be washed and reused Durable and reusable Can be recycled and re- manufactured into alternative products Reusable and can be recycled Cons Oil refining by- product Higher environmental life-cycle energy required to manufacture Landfilled at end of service life Common waste litter item Higher life- cycle energy required to manufacture Cannot be recycled Higher life- cycle energy required to manufacture Low durability Higher life-cycle energy required to manufacture Storage limitations in retail environment Ergonomic issues with top- loading Storage limitations in retail environment * LDPE = Low Density Polyethylene Comments Education and Promotion of Plastic Bag Alternative Considerations Staff are supportive of education and outreach promotional measures with businesses and the public which centers on proactive measures to reducing reliance on / distribution of single-use plastic shopping bags and/or maximize the reuse and recycling of single-use plastic bags that are taken away by customers. Several business already have various initiatives in place which include, but are not limited, to:  Application of customer fee per plastic shopping bag ($0.05 or higher);  Incentive and Reward Programs (i.e. points system) for customer use of plastic bag alternatives;  In-store single-use plastic bag recycling collection receptors (i.e. Loblaws, Walmart);  Staff training: avoiding practice of double bagging (some items should never be bagged and/or come in ready to carry packaging) and increase number of items to fill out bag properly; and  Options for customers to purchase reusable plastic bags, totes or cardboard boxes. Page 76 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 6 of 7 As per the above, staff can encourage and promote similar best management practices around the reuse, recycling and reduction of plastic bags through partnerships within the business sector. Harmonized Ban on Single Use Plastics with Goal of Reducing Waste In discussions with the Retail Council of Canada and Loblaw’s, both entities indicated that they are in full support of banning the use of single-use plastic shopping bags; however, they would prefer to see a nation-wide and/or province by province ban(s) employed instead of individual bans exercised on an ad-hoc basis across the Country. By taking a more harmonized and universal approach, businesses would not be potentially exposed to differing local municipal by-laws and varying restrictions across the Country which might effectively introduce certain business disadvantages and an imbalanced competitive playing field financially. Some retailers have imposed voluntary plastic shopping bag bans (i.e. Sobeys) as well as incentive programs to use reusable shopping bags/totes (i.e. Loblaws). As more retailers reduce their utilization of plastic shopping bags then the associated manufacturing demand for their production should also lessen. Unfortunately, during the COVID-19 outbreak, many of these programs have been suspended as part of customer and employee safety implementation measures. Municipal Blue Box Program Transition The Province of Ontario has initiated the transition of municipal curbside Blue Box recycling Programs to Full Producer Responsibility as detailed in Report No. PW 2019-44 as well as Report No. PW 2020-21, the latter of which is being presented to Council for their endorsement at the June 10, 2020 meeting. Producers will be responsible for managing their own products and packaging material over the full life of the product through this process. However, it is anticipated that single-use plastic shopping bags will not be part of the designated recycling materials list that will be standardized for residential curbside collection by Producers after the transition of the program in approximately 2025. This is consistent with the County’s new curbside garbage/recycling collection and recycling processing contracts where plastic bags and plastic film have been removed from curbside recycling collection. Most municipalities across Ontario have been challenged with limited recycled plastic bag end markets as well as technological constraints during the separation of plastics from other recycling materials during mechanical processing. As plastic bags may ultimately be no longer collected in curbside recycling programs following the transition, it is anticipated that Producers manufacturing demand of plastic bags will also lessen. However, it is also possible that for the shopping bags that remain in use, more may end up going to landfill as customers may experience greater difficulty finding alternative non- curbside receptors where they can recycle their bags. Further, the ability for customer plastic bag recycling will be dependent upon the availability of end markets which can effectively remanufacture these materials into other alternative products (i.e. outdoor furniture, composite lumber, garden supplies, office supplies, etc.) . Page 77 of 327 Report No: PW 2020-22 PUBLIC WORKS Council Date: June 10, 2020 Page 7 of 7 Conclusions Staff recommend that the County further engage with the Retail Council of Canada to support their consultative efforts with government agencies to develop strategies which will address the elimination of single-use plastic shopping bags across the province, as well as identify a viable substitute for plastic shopping bags. In parallel, educational promotion of best management practices around the reuse, recycling and reduction of single-use plastic shopping bags within the business sector is warranted. Until which time a ban on single-use plastic shopping bags can be implemented (i.e. at both the producer and retailer levels), the onus is on municipalities to manage this waste material. Given recent changes in recycling markets, the municipal Blue Box Program is no longer a reliable source to recycle this material (and plastic bags will not likely be collected following the Blue Box Program transition to Full Producer Responsibility). Therefore, alternative opportunities to recycle single-use plastic bags should be explored in combination with access to convenient collection depots. SIGNATURES Report Author: Original signed by: Pamela Antonio, M.P.A. Supervisor of Waste Management Departmental Approval: Original signed by: David Simpson, P.Eng., PMP Director of Public Works Approved for submission: Original signed by: Larry J. McCabe, B.A., A.M.C.T. Interim Chief Administrative Officer Page 78 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 1 of 6 To: Warden and Members of County Council From: Director of Public Works Connecting Southwest Ontario – Intercommunity Transportation Update RECOMMENDATIONS 1. That Oxford County Council receive Report No. PW 2020-23 entitled “Connecting Southwest Ontario – Intercommunity Transportation Update”; 2. And further, that County Council authorize the Chief Administrative Officer and Director of Public Works to execute the Memorandum of Understanding for the establishment of the Southwest Transit Association, and participation in the same, to coordinate the integrated delivery of inter-community bus transportation services in southwest Ontario; 3. And further, that the South Central Ontario Region Economic Development Corporation and Western Ontario Wardens’ Caucus be advised of Oxford County’s support of the Southwest Transit Association; 4. And further, that Report No. PW 2020-23 be circulated to Area Municipalities for information. REPORT HIGHLIGHTS  The purpose of this report is to update County Council on the status of Intercommunity Transportation across Southwest Ontario and the establishment of the Southwest Transit Association to be comprised of various inter-regional municipalities, including Oxford County and the Town of Tillsonburg, and facilitated by not-for-profit organizations such as the South Central Ontario Region Economic Development Corporation.  The Southwest Community Transit Association mandate proposes to coordinate the integrated delivery of inter-community bus transportation services in southwest Ontario, share information, innovation and develop best practices, identify economies of scale through shared purchasing and operating agreements, and act as a common voice to support long-term sustainable transit funding beyond the term of the current provincial Community Transportation Grant program which ends in March, 2023. Page 79 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 2 of 6 Implementation Points Staff will continue to collaborate and promote the coordination and integration of regional intercommunity bus transit connectivity amongst many of the municipalities in Southwestern Ontario who are participating in the Community Transportation Grant Program (CTGP). Financial Impact In 2018, through adoption of Report No. CAO 2018-18, Council endorsed $175,000 in the 2019- 2020 budgets to support High Speed Rail Environmental Assessment peer review activities and Southwestern Ontario transportation advocacy efforts. Subsequently, the Province abandoned the High Speed Rail Environmental Assessment and committed to seeking practical options for improvements to passenger and freight rail by utilizing existing rail corridors in Southwestern Ontario as well as opportunities for inter-community bus transportation solutions that better support the immediate needs of Southwestern Ontario. In response, as part of the 2020 budget, Council endorsed reallocation of the $175,000 to enable strategic participation in any opportunities that might leverage provincial and adjacent municipal Community Transportation with all participation agreements being subject to Council approval – as per 2020-04 Budget New Initiative. As well, infrastructure provisions (i.e. paved bus pullovers) for Intercommunity Transportation were envisioned and approved as part of the 2020 Business Plan and Budget. Other County support to the Intercommunity Transportation priority involves ongoing in-kind contributions, such as staff time and intercommunity bus stop sign installations on transit routes along the County road network. Future County contributions to Intercommunity Transportation will be subject to the annual Budget and Business Plans approval process. The Treasurer has reviewed this report and agrees with the financial impact information. Risks/Implications There are no risks associated with adoption of the recommendations contained in this report. Strategic Plan (2015-2018) County Council adopted the County of Oxford Strategic Plan (2015-2018) at its regular meeting held May 27, 2015. The initiative contained within this report supports the Values and Strategic Directions as set out in the Strategic Plan as it pertains to the following Strategic Directions: 1. ii. A County that Works Together – Enhance the quality of life for all of our citizens by: - Adapting programs, services and facilities to reflect evolving community needs - Working with community partners and organizations to maintain / strengthen public safety Page 80 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 3 of 6 2. i. A County that is Well Connected – Improve travel options beyond the personal vehicle by: - Exploring the feasibility of innovative inter-municipal transportation strategies (E.g., - car/ride share) - Creating, enhancing and promoting the use of an integrated trail and bike path system - Promoting active transportation 2. ii. A County that is Well Connected – Advocate for appropriate federal and provincial support, programming and financial initiatives to strengthen the movement of people and goods to, from and through the County 2. iii. A County that is Well Connected – Strengthen community access and Internet connectivity 3. i. A County that Thinks Ahead and Wisely Shapes the Future – Influence federal and provincial policy with implications for the County by: - Advocating for fairness for rural and small urban communities - Advocating for federal and provincial initiatives that are appropriate to our county DISCUSSION Background A number of municipalities, including Oxford County, and organizations, such as the Western Ontario Wardens’ Caucus (WOWC) and South Central Ontario Region Economic Development Corporation (SCOR EDC), have been advocating to the province for the development of sustainable multi-modal transportation in Southwestern Ontario. These collective efforts led to the province’s release of a draft “Connecting the Southwest” transportation plan for consultation in January, 2020 as per Report CAO 2020-02 which affords the ability to further connect communities across Southwestern Ontario to each other as well as to other larger urban centers and international borders. When finalized, it is hoped that the plan will serve to build an evolving framework for strategic multi-modal transportation investment in Southwestern Ontario for years to come. As well, the above noted advocacy also helped to spur the development of the province’s multi- year CTGP in 2018 which is intended to support local transit and intercommunity bus service in areas that are currently unserved or underserved by public transit. Many municipalities across Southwestern Ontario were awarded CTGP funding in 2019 as shown in Attachment 1, including the Town of Tillsonburg and several neighbouring municipalities to Oxford County, including but not limited to Middlesex County, Perth County, Stratford, Simcoe County and Norfolk County. The inter-community transportation funding program, which forms part of the draft “Connecting the Southwest” transportation plan (2020), closely aligns with the People and Goods Movement strategy goals of the County’s “SouthwestLynx” plan and 2019 Transportation Master Plan to:  Provide and support multimodal choices for commuters including sustainable modes of travel such as public transit, passenger rail, walking and cycling; and Page 81 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 4 of 6  Advocate and promote the foundational development of an integrated passenger rail and intercommunity bus transportation system (“SouthwestLynx”). The development of a public transportation system that addresses small urban-rural mobility and connectivity within Oxford County and across the Southwestern Ontario region is vital to our economic vitality and community wellbeing. The CTGP has served to enhance the ability of participating municipalities to plan, implement and operate community transportation services within their communities. Of equal importance, it also affords a critical first step towards re-establishing several intercommunity connections across Southwestern Ontario from a regional perspective, many of which have experienced significant decline in private sector intercommunity service over the last decade. These connections are vital to quality of life and help to remove barriers that make it difficult for some Ontarians to reach jobs and participate in the community and access healthcare and specialized medical services, education and training, social services and programs, urban transit and intercity rail, air and bus services. Comments Integration of Inter-Community Transit Service and Connectivity Following the provincial announcement of CTGP municipal recipients in 2019, Oxford County has been collaborating with many of the participating municipalities in Southwestern Ontario to encourage the integration of local community transit services to broader cross-jurisdictional intercommunity routes and other transportation systems to bring about a multi-County network of regional transportation connections and services in unserved or underserved areas. During this time, both the Town of Tillsonburg and SCOR EDC have demonstrated great leadership to further collaborate and advance the coordination and integration of regional intercommunity bus transit connectivity amongst many of the municipalities in Southwestern Ontario who are participating in the CTGP. During the initial phase of the CTGP, municipal inter-community transit systems will be required to provide a basic level of service to the general public involving a fixed-route and fixed- schedule service for up to five days per week, with two return trips daily where feasible or a minimum of one return trip per day. This service level is intended to connect local populations to other municipalities or regions and to major destinations, such as hospitals, employment centres, or transportation hubs; while ensuring that inter-community routes do not duplicate or saturate any existing or proposed service routes provided by private carriers or other municipality-run networks. The ongoing integration of intercommunity service connectivity will serve to build and/or enhance local, regional or intercommunity transportation ridership demand, particularly where it has been historically challenging or not feasible to provide conventional transit service due to low population size or density. Page 82 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 5 of 6 Southwest Ontario Transit Association A large majority of municipalities in Southwestern Ontario who are participating in the current CTGP expressed a desire to establish a voluntary unincorporated (non-crown) association known as the Southwest Community Transit (SCT) Association. The SCT Association mandate proposes to coordinate the integrated delivery of inter- community bus transportation services in southwest Ontario, share information, innovation and develop best practices, identify economies of scale through shared purchasing and operating agreements, and act as a common voice to support long-term sustainable transit funding beyond the term of the current provincial CTGP which ends in March, 2023. The SCT Association is meant to function as a non-binding advisory board, for the purpose of setting direction, providing information and recommending strategies and actions that will address the above noted mandate. Municipal members of the SCT Association would continue to have full approval authority over inter-community public transit services they operate in accordance with their existing CTGP funding agreements with the province. Oxford County is currently envisioned to become a member of the SCT Association given its contributions to intercommunity transportation (i.e. infrastructure, ridership promotion, ongoing advocacy) and ongoing in-kind contributions, such as staff time and intercommunity bus stop sign installations on routes along the County road network. Accordingly, staff are recommending Oxford County’s membership to the SCT Association in accordance with the Memorandum of Understanding shown in Attachment 2. Currently, ten other municipalities across southwest Ontario are also considering similar membership to the SCT Association and it is recognized that other municipalities may also choose to join the SCT Association over time as the transportation network expands. Governance is proposed to be carried out by municipal members of the SCT Association through representatives that will form both an Executive Committee and a Technical Committee. The guiding principles and responsibilities of both Committees are detailed in the Memorandum of Understanding. Oxford County is currently proposed to be afforded staff representation on the Executive Committee. As well, any stakeholders with an interest to advance the mandate of the SCT Association will be able to participate in Committee meetings as appropriate. Page 83 of 327 Report No: PW 2020-23 PUBLIC WORKS Council Date: June 10, 2020 Page 6 of 6 Conclusions The inter-community transportation funding program, which forms part of the draft provincial “Connecting the Southwest” transportation plan, closely aligns with the People and Goods Movement strategy goals of the County’s “SouthwestLynx” plan and 2019 Transportation Master Plan. Recognizing the critical role mobility plays in achieving Oxford’s vision of economic, community and environmental sustainability, Oxford County supports ongoing and expanded inter- community bus transportation initiatives, like those of the SCT Association, to encourage community connectivity (access to employment, social services and shopping, recreation and entertainment activities, etc.) and to provide feeder service connections to the larger urban centre bus transit hubs / rail corridors across Southwestern Ontario. SIGNATURES Report Author: Original signed by: Frank Gross, C. Tech Manager of Transportation and Waste Management Services Departmental Approval: Original signed by: David Simpson, P.Eng., PMP Director of Public Works Approved for submission: Original signed by: Larry J. McCabe, B.A., A.M.C.T. Interim Chief Administrative Officer ATTACHMENTS Attachment 1 – Intercommunity Transportation Grant Funding Municipal Recipients Attachment 2 – Memorandum of Understanding - Southwest Community Transit Association Page 84 of 327 ! ! Lake Erie Lake Huron Georgian Bay Lake Ontario Lake St. Clair Lake Simcoe Sturgeon Lake Lake Scugog Balsam Lake Current Proposed 5 15 Toronto - Brantford/Woodstock/Ingersoll Current Proposed 7 30 Toronto - London Current Proposed 2 15 Toronto - Kitchener/Stratford/St Marys Current Proposed 1 4 Toronto - Sarnia Current Proposed 4 8 Toronto - Windsor Current Proposed Two-ways Daily TrainsTwo-ways Daily Trains K ! ! ! ! !! ! !! ! ! !! ! ! ! ! ! ! ! !! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ! ( ( ( ( ( ( ( ((( ( ( ( ( ( (( ( ( ( (( (( ( ( ( ( ( ( ( ( ( (( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( ( Tillsonburg Scone Angus Milton Arthur Fergus Barrie Guelph Oshawa Simcoe London Sarnia Buffalo Detroit Toronto Meaford Wingham Wyoming Orillia Welland Grimsby Windsor Chatham Penetang Alliston ListowelGoderich Hamilton Brampton Cambridge St. Marys Stratford itchener Fort Erie Strathroy Woodstock Ingersoll Brantford Owen Sound Port Elgin Kincardine Burlington Leamington St. Thomas Collingwood Thamesville Orangeville Mississauga Port Stanley Mount Forest Niagara Falls Port Colborne St. Catharines Michigan New York Pennsylvania C Small Urban/Rural SWO Inter-Community Bus Connections anada-USA Border Oxford County Boundary ³0 20 40 6010 Kilometers Existing Rail Corridors7 29 12 38 17 23 19 5 31 20 13 11 14 34 28 22 36 33 ID MUNICIPALITY TOTAL FUNDING 5 Caledon $500,000 7 Chatham-Kent $500,000 11 Georgina $489,000 12 Grey County $1,850,000 13 Lambton Shores $2,000,000 14 Leamington $265,505 17 Middlesex $1,500,000 19 Norfolk County $765,000 20 Northumberland $497,000 22 Pelham $500,000 23 Perth County $1,449,345 28 Selwyn $1,488,400 29 Simcoe County $445,450 31 Southgate $500,000 33 Stratford $1,449,345 34 Strathroy-Caradoc $1,450,000 36 Tillsonburg $1,457,732 38 Wellington County $499,550 Report No. PW 2020-23 Attachment No. 1 Page 85 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 1 Memorandum of Understanding for the establishment of the Southwest Community Transit Association 1.0 INTRODUCTION 1.1 Preamble A group of municipalities and not-for-profit organizations in Southwest Ontario (Members) have come together to form the Southwest Community Transit (SCT) Association, which is mandated to coordinate the integrated delivery of inter-community public transportation services in southwest Ontario, share information and develop best practices, identify economies of scale through shared purchasing and operating agreements, and act as a common voice to support long-term sustainable transit funding. The purpose of this Memorandum of Understanding (MOU) is to describe what the municipalities agree to undertake and how they will go about delivering this mandate. This Memorandum of Understanding further sets out arrangements and understandings concluded in good faith between all participating Members. 1.2 Definitions and Acronyms “Annual Report” means the report prepared by the Executive Committee to all participating Members. “Association” means the voluntary unincorporated group of Members that have formed under guidance of a Memorandum of Understand to achieve a common mandate. “Chair” means a person has been appointed to preside over and direct meetings of the Executive Committee and Technical Committee. “Executive Committee” means a committee of senior level representative with decision making authority from each respective Member that guides the actions taken by the Association. “Member” means a participating individual municipality or organization that has signed the MOU and is in good standing. “MOU” means this Memorandum of Understanding, entered into between all participating municipalities. “Technical Committee” means a committee of individuals generally responsible for the day-to-day operation and delivery of the inter-community public transportation service for each Member that help assess and implement strategic directions and actions directed by the Executive Committee. “SCT” means the Southwest Community Transit Association. Report No. PW 2020-23 Attachment No. 2 Page 86 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 2 “Stakeholder” means persons or representatives of organizations or municipalities that have expressed a vested interest in advancing the “Mandate” of the Association, but are not Members of the Association. 1.3 Membership The municipalities and organizations (the Members) that have formed to operate and/or support SCT are:  Brant, County of (unconfirmed);  Grey County (unconfirmed);  Lambton Shores, Municipality of (unconfirmed);  Middlesex County (unconfirmed);  Norfolk County (unconfirmed);  Owen Sound, The City of (unconfirmed);  Oxford, County of (unconfirmed);  Perth County (unconfirmed);  Stratford, the City of (unconfirmed)  Strathroy-Caradoc, Municipality of (unconfirmed); and  Tillsonburg, Town of (unconfirmed). Membership to the Association and the ability to vote on directions set by an Executive Committee will be limited to: 1. Municipalities that operate or fund the operation of an inter-community public transportation service within Southwestern Ontario. 2. Municipalities that provide ongoing funding or in-kind support that is considered integral to the planning and delivery of an inter-community public transportation service operated by another municipality within their jurisdiction. This could include pre-purchased fares, infrastructure provisions or in-kind contributions. 3. Organizations that provide ongoing funding or in-kind services that are integral to the operation of an inter-community public transportation service. 4. The South Central Ontario Region Economic Development Corporation, which does not operate or fund an inter-community public transportation service, but will leverage its network and provide resources to operate the Association. The scope and nature of the public transportation service delivered by each Municipal Member is decided by each Member and varies substantially. It is recognized that other municipalities and organizations may choose to join the SCT Association and may be added to the current Membership based on the above noted criteria. New Membership into the Association would be decided by an Executive Committee by vote. Page 87 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 3 1.4 Effective Date and Duration This MOU and any amendments are in effect on the date they are signed by the Members and remain in effect until a replacement MOU is signed by all Members or until all Members agree to dissolve the Association. 1.5 Amendments and Termination The Members agree to review the terms of the MOU every three (3) years, or at any other time upon agreement by vote of Members on the Executive Committee. This MOU will automatically extend for up to three (3) additional one year terms. At any point an existing Member can agree to leave the Association by providing at least three (3) months termination notice in writing to the Chair of the Executive Committee. Amendments to the MOU will be in writing, dated and signed by the Members, including those which have the authority to bind their respective municipal organizations and all be directed to execute such amendments by their respective municipal Councils or an organization’s Board. Once signed, amendments will be attached to, and form part of this MOU. As of three (3) years after the signed date of the agreement, an individual Member may terminate their participation in this MOU by giving written notice at least three (3) months prior to this date. A decision to terminate the Association could only be made by the Executive Committee by vote. The decision to terminate the Association would be in writing, dated and signed by Members in the Executive Committee. 2.0 MANDATE Each Member has agreed to establish an Association to be known as Southwest Community Transit (SCT). SCT is a voluntary unincorporated Association comprised of Members that will function as a non- binding advisory board to fulfil the following mandate:  Provide a seamless and integrated customer experience for passengers using each of the Member inter-community public transportation services;  Promote inter-community connections between the Member public transportation services;  Identify and share best practices, operating and ridership data and Key Performance Indicators (KPIs) to be used in the planning and delivery of inter-community public transportation services;  Identify potential operating efficiencies and capital savings that may arise from Members pooling their resources or purchasing as a single entity;  Present a unified voice to the Province of Ontario and other key stakeholders with regards to matters that deal with the long-term sustainability of inter-community public transportation service in Southwestern Ontario. Page 88 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 4 The Association will function as a non-binding advisory board, for the purpose of setting direction, providing information and recommending strategies and actions that will address the above noted Mandate. Members will continue to have full approval authority over inter-community public transit services they fund and operate. 3.0 MEMBER RESPONSIBILITIES In order to participate in the Association, each Member is responsible for the following:  Operate and maintain a safe, reliable and accessible inter-community public transportation service within their jurisdiction or support the planning and delivery of inter-community public transportation services through either ongoing funding, pre-purchased fares, infrastructure provisions or in-kind contributions that are considered integral to the operation of the service;  Designate a senior level representative with decision making authority to participate in the Association Executive Committee;  Designate an individual responsible for day-to-day operation/management of the Member’s inter-community public transportation service to participate in the Association Technical Committee (Members that operate an inter-community public transportation service only);  Actively participate in Association activities, including Committee Meetings, working groups that may be established from time to time, community outreach and engagement, and liaison with senior levels of government and other stakeholders;  Share relevant data and information necessary for the successful operation of the Association and any of the initiatives that it undertakes (subject to privacy legislation);  Implement and follow the directions, actions, standard terms, policies and procedures that may be established by the Association1. 4.0 ASSOCIATION GOVERNANCE Members of the Association will identify a representative that sits on both an Executive Committee and a Technical Committee. 1 Decisions made by Association will have status for actions that advance the “Mandate” of the Association for inter-community public transit and that do not require additional funding commitment from an individual Member municipality(s) or Member Organization(s). Decisions that that impact transit services entirely within the jurisdiction of one municipality or that require additional funding from Members would continue to require approval at individual Municipal Member councils and Organizational Boards. Page 89 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 5 4.1 Executive Committee The Association will be governed by an Executive Committee made up of a single senior level representative selected by each Member that has signing authority from each respective Member. 4.1.1 Guiding Principles The Executive Committee will be guided by the following set of principles:  Customer-focused;  Integrated/seamless service throughout the area served by the Members;  Respect existing local decision-making authority, collective agreements, service plans and fiscal circumstances;  Fiscal responsibility;  Openness to unconventional and leading edge approaches to customer service, management, and service delivery; and  Long-term sustainable operation of inter-community public transportation services within and between each Member community. 4.1.2 Responsibilities The Executive Committee is responsible for:  Deciding and prioritizing what directions, activities and actions the Association wishes to undertake;  Establishing and maintaining standard operating terms, policies and procedures as required;  Establishing and maintaining the SCT brand, including logo, brand value statement, and brand and logo usage guidelines;  Overseeing the SCT Technical Committee and any other committees or working groups that may be established from time to time;  Overseeing the coordination of SCT marketing and communication activities;  Overseeing government relations and advocacy to senior levels of government as it relates to inter-community public transportation;  Acting as a unified voice for public transportation for the Members;  Coordinating the preparation of any necessary agreements required between two or more Members for the implementation of any initiatives that the Association or a group of its members may wish to undertake;  Reviewing requests to add new municipal or organization members into the Association from time to time, that meet the requirements of Membership by amending the MOU;  Amending the MOU from time to time to improve the operations of the Association or to better fulfil the Mandate; and  Preparing a report for Association Members each calendar year (see Section 8.0). Page 90 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 6 4.1.3 Meetings The Executive Committee will meet as required, but at a minimum of four times per calendar year. Meetings can be in person or virtual as appropriate, however, a full in person meeting should be held at least once per calendar year. 4.1.4 Chair and Vice Chair A member from the South Central Ontario Region Economic Development Corporation (SCOR EDC) will serve as Chair of the Executive Committee. The Chair will be selected by the Executive Committee by vote from a list of candidates identified by the SCOR EDC Board. The Chair is a non-voting Member of the Executive Committee that brings a broader and strategic perspective to setting the agenda. The Chair will also act as a neutral third-party that is not tied to the interests of one individual Member municipality. SCOR EDC represents the broader regional interest and has a long history of bringing together a number of municipalities to increase the profile of inter- community transportation in southwest Ontario. The Chair will have the following responsibilities:  Set the agenda and chair meetings of the Executive Committee;  Ensure all actions taken by the Executive Committee feed into the broader SCT Mandate;  Provide dispute resolution that may occur between Members;  Lead the periodic review of the MOU; and  Prepare an Annual Report of the activities and outcomes of the Association. A Vice Chair of the Executive Committee will be selected by vote from among the SCOR EDC Board or a voting Member of the Executive Committee. The role of the Vice Chair will be to support the Chair and act on the Chair’s behalf when the Chair is not available. The Vice Chair will not have voting rights when he/she is acting in the capacity of the Chair. The Chair and the Vice Chair shall be selected by the Executive Committee annually, with no individual servicing more than three consecutive terms. 4.1.5 Decision Making and Voting Rights Decisions of the Executive Committee are to be reached through unanimous consensus of the Members by vote. Decisions made by the Executive Committee will have status in the Association for actions that advance the “Mandate” of the Association for inter-community transit and that do not require an additional funding commitment from an individual Member. Decisions that impact transit services entirely within the jurisdiction of one municipality or that require additional funding from Members may require approval at individual Municipal Member councils and Organizational Boards. Notwithstanding the above, decisions by the Executive Committee are non-binding and Member Councils will continue to have the decision-making authority to accept or reject the advice of the SCT Executive Committee. Page 91 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 7 Members of the Executive Committee will each receive one (1) vote for decisions passed by the Executive Committee. Members may, from time to time, send more than one representative to an Executive Committee meeting, recognizing that only one (1) representative from each Member will have voting rights. If more than one representative from a Member participates on the Executive Committee, only will of the representatives from that Member will receive voting rights. 4.2 Technical Committee The Executive Committee will be supported by a Technical Committee. Each Member will appoint one person to the Technical Committee. This person will be the individual generally responsible for the day- to-day operation and delivery of the inter-community public transportation service for each Member. The Technical Committee representative can also be the Member representative on the Executive Committee. This will be at the discretion of each Member. 4.2.1 Responsibilities The Technical Committee is responsible for:  Implementing the directions, activities, actions, operating terms, policies and procedures established by the Executive Committee;  Coordinating the day-to-day activities of SCT;  Addressing various topics and issues as they arise; and  Identifying a Chair and Vice Chair of the Technical Committee to lead discussions and report back to the Executive Committee at each of the quarterly meetings or as required. 4.2.2 Meetings The Technical Committee will meet as required, but at a minimum of four times per calendar year. Meetings can be in person or virtual as appropriate, however, a full in person meeting should be held at least twice per calendar year. 4.2.3 Chair and Vice Chair A Chair and Vice Chair of the Technical Committee will be selected from among the Committee’s members annually. Meeting notes will be taken by the host of the meeting (the Member initiating the virtual meeting arrangements or hosting the physical meeting). 4.2.4 Decision Making and Voting If at all possible, decisions of the Technical Committee are to be reached through consensus of the Members. If this cannot be obtained, then a vote of Members will occur, with a simple majority being required for a decision. Meeting quorum will be a simple majority of the Members. 4.3 Stakeholder Group The Executive Committee or Technical Committee are able to invite Stakeholders to participate in meetings held by either the Executive Committee or the Technical Committee from time-to-time that Page 92 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 8 have expressed a vested interest in advancing the “Mandate” of the Association, but are not Members of the Association. Stakeholders can include:  Municipalities that are serviced by a Member inter-community transit system, but do not operate or contribute funding or significant in-kind services to inter-community public transportation;  Private businesses, not-for-profit organizations or associations who have employees, customers or clients that would benefit from improvements to inter-community public transportation provided by a Member(s) of the Association; and/or  Industry associations that represent the broader public interest and can leverage its networks to promote the “Mandate” of the Association (e.g. representing the public transportation industry or rural municipal needs). Stakeholders that participate in meetings held by the Executive or the Technical Committee will be expected to:  Provide input to the Technical Committee when developing or implementing directions, activities, actions, operating terms, policies and procedures established by the Executive Committee;  Provide feedback and participate in Executive Committee discussion when requested; and/or  Contribute to the advancement of the “Mandate” of the Association. Members of the Stakeholder Group will not have voting rights on the Association. Annual Membership fees do not apply to Stakeholders. 5.0 OPERATIONS OF THE ASSOCIATION The Operation of the Association will be led by the South Central Ontario Region Economic Development Corporation (SCOR EDC). SCOR EDC will be responsible to:  Provide administrative functions to the Executive Committee regarding the on-going operation of the Association. This includes but is not limited to: o organizing and providing a suitable meeting space or arranging on-line alternatives; o taking and distributing minutes during Executive Committee meetings; o addressing amendments to the MOU; o addressing requests from Members to leave the Association or new municipalities or organizations to join the Association;  Identifying candidate from the Board that will be selected by vote to Chair the Executive Committee; Page 93 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 9  Prepare an Annual Report of the activities and outcomes of the Association;  Write grants or other funding applications as directed by the Executive Committee that would benefit inter-community public transportation of Members of the Association;  Provide dispute resolution that may occur between Members; and  Lead the periodic review of the MOU. The Chair of the Executive Committee will, from time to time, be able call on other Members of the Executive Committee to assist in carrying out the above noted responsibilities using in-kind resources from each Member municipality. 6.0 MEMBER FEES Each Member of the Association will agree to pay annual fees, which will used to fund the Operations of the Association as noted in Section 5.0. Members that are also members in good standing of SCOR EDC will have their annual fees for SCT covered by their SCOR EDC membership. All other Members that are not members in good standing of SCOR EDC will pay annual fees of $2,000. Membership fee will be reviewed from time to time by the Executive Committee. Annual fees are due on the 1st of January each year, and will be in place for one full year. For members of SCOR EDC, Members must be in good standing of SCOR EDC for the duration of the MOU. A pro- rated Members fee will be determined upon the ratification of this MOU, or for Members that join during other times of the year. Annual fees for subsequent years will be due to SCOR EDC 14 days prior to the annual Membership coming due. Fees not paid in full within the agreed to timeline may result in suspension or termination from the Association, as determined by the Executive Committee by vote. 7.0 ASSOCIATION RESPONSIBILITIES The Members will work, through the Association, to address the following responsibilities:  Brand: Maintain the SCT name, brand and logo, including a brand value statement, and brand and logo usage guidelines. The logo for SCT is identified in Schedule A of this document. Apply the brand and logo in all relevant contexts according to the usage guidelines – this includes on fleet, bus stops, web-based and other electronic materials, and printed materials.  Marketing and Communications: Support Member transit services by developing communications, marketing and promotional activities that promote inter-community transit services and generate awareness to potential customers. Page 94 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 10  Website: Develop and maintain an SCT website which provides links to all Member inter- community transit services and direct information on the Association mandate and activities relevant to the public or other stakeholders.  Bus Stop Identification: Utilize a bus stop identification design template as identified in Schedule B of this document for all fixed-route inter-community public transportation services. The template allows for Members to add their own personalized local information, but in a consistent format the respects the SCT brand.  Fare Structure and Policy: Adopt policies that support passenger convenience for transfers between Member systems. In doing so, the Member public transportation service that takes the initial fare will keep the revenue. Work towards a similar fare structure and policy for topics such as age categories and other concessionary fares. Work towards identifying a fare media strategy, including the potential for a smart card and/or mobile payment approach that is compatible with neighbouring transportation systems that have connecting services, and with as many Member systems as possible.  Planning and Scheduling: Identify and validate inter-community travel patterns. Work towards schedules that accommodate seamless transfers between connecting Member systems. Develop consistent approach for implementing the General Transit Feed Specification (GTFS) data to allow customers to readily plan trips between two or more systems;  Accessibility: Develop common practices and policies for accessible bus stops, training, access, and other accessibility topics;  Technology: Work together to utilize technology that is either used by all Members or can integrate with Member systems, with the objective of planning a seamless customer experience across systems, and identifying opportunities to minimize one-time capital and/or ongoing operating costs through collective purchasing. Consider and prioritize technology approaches for trip planning, mobile payment, real-time passenger information, on-demand transit planning and operations software, and communications.  Fleet: Work together to identify opportunities to standardize fleet where it improves the customer experience (e.g. ability to accommodate mobility devices) and/or reduces capital costs for Member municipalities that purchase vehicles or specify vehicles as part of an operating contract;  Standard Operating Terms/Policies and Procedures: Identify opportunities to develop Standard Operating Terms/Policies and Procedures for SCT that benefits the customer experience, safety practices, and/or the efficiency and effectiveness of service delivery.  Service Standards: Work together to identify to develop a common service standards document to guide service delivery and measure performance through a series of Key Performance Indicators.  Advocacy: Work together to present common issues and concerns to senior levels of government and other key stakeholders in order to sustainably facilitate the success, coordination, and extension of Southwestern Ontario Community Transportation Grant Program projects into the future (i.e. Ontario Gas Tax funding, continued grant funding, etc.). Support and contribute to the efforts of the Ontario Public Transportation Association (OPTA). Page 95 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 11  First Mile-Last Mile Integration: Develop strategies and supporting policies / programs to facilitate local ‘first-mile/last-mile’ opportunities to enhance inter-community connectivity and feeder services to Member inter-community transit services and passenger rail corridors, while improving local mobility. 8.0 ANNUAL REPORTING An Annual Report will be prepared by the Chair of the Executive Committee, with input from the Technical Committee. The Annual Report shall include: 1. Current status of Membership. 2. Goals and Key Performance Indicators established by the Executive Committee at the beginning of each fiscal year. 3. Report on accomplishments, actions achieved and next steps. Annual Reports will be presented to the Executive Committee by the Chair, which will be provided to each Member to distribute and/or present to their respective Councils or Boards for information. 9.0 SIGNATORIES This Agreement may be executed by the parties hereto in separate counterparts, each of which so executed shall be deemed to be an original. Such counterparts together shall constitute one and the same instrument and, notwithstanding the date of execution, shall be deemed to bear the effective date set out at the top of page one (1) of this Agreement. Each of the parties who signs the signature page of this Agreement does hereby warrant that it has read, reviewed, fully understands, and is agreeable to be bound by the content of each page of this Agreement and that this Agreement is enforceable in application to the endorsing party. Delivery of an executed copy of a signature page to this Agreement scanned in pdf. form and provided by e-mail or provided by facsimile transmission shall be deemed to be effective delivery of an original executed copy of this Agreement, and each party hereto undertakes to provide each other party with a copy of the Agreement bearing original signatures forthwith upon demand. Page 96 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 12 IN WITNESS WHEREOF this Memorandum of Understanding has been executed by the County of Oxford hereto on the date(s) set out below and the County of Oxford agrees that this Memorandum of Understanding shall be effective on the date set out at the top of page one (1) of this Memorandum of Understanding. County of Oxford Date: _________________, 2020 Per: Larry McCabe, Interim Chief Administrative Officer Per: David Simpson, Director of Public Works *We have authority to bind the Corporation Page 97 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 13 SCHEDULE A: SCT LOGO Members will agree to use the brand “SCT” to represent the Association and the following logo and colour pallet. Page 98 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association (Draft) - Version 1.7 – May 25, 2020 Page 14 10.0 SCHEDULE B: SCT BUS STOP DESIGN Municipal Members will agree to use the following bus stop design at inter-community stops that connect one or more Member transit service. A decision for a Member to deviate from this sign can be approved by the Executive Committee. Page 99 of 327 Report No: PW 2020-24 PUBLIC WORKS Council Date: June 10, 2020 Page 1 of 4 To: Warden and Members of County Council From: Director of Public Works Highway Traffic Act Amendment – School Bus Cameras, Ontario Regulatory Registry Proposal No. 20-MTO028 RECOMMENDATIONS 1. That Oxford County Council endorse the submission dated May 26, 2020 as attached to Report No. PW 2020-24 entitled “Highway Traffic Act Amendment – School Bus Cameras, Ontario Regulatory Registry Proposal No. 20-MTO028” to develop regulatory framework for evidentiary requirements for school bus cameras; 2. And further, that Report No. PW 2020-24 be circulated to Area Municipalities for information. REPORT HIGHLIGHTS  The Ontario Ministry of Transportation (MTO) is proposing amendments to the Highway Traffic Act (HTA) to develop regulatory framework that will establish evidentiary rules that would clarify what evidence could be used to prove that a driver improperly passed a stopped school bus without the need to have a witness present. Of note, the allowance of school bus camera evidence for school bus stop arm offenses is under consideration.  The proposed HTA amendments were posted on the Ontario Regulatory Registry on May 12, 2020 for public comment by May 26, 2020. County Staff support the proposed HTA amendments and submitted comments to the MTO on May 26, 2020. Implementation Points Following Council authorization, a copy of the Council resolution will be forwarded to the Ministry of Transportation (MTO) to accompany the County of Oxford submission. The development of this new regulatory framework will be a complicated endeavor, similar to the implementation of red light cameras and automated speed enforcement, and will require ongoing input and collaboration between municipalities, school boards, bus companies, law enforcement, municipal courts and provincial agencies. Page 100 of 327 Report No: PW 2020-24 PUBLIC WORKS Council Date: June 10, 2020 Page 2 of 4 Financial Impact The recommendations within this report will have no financial impact. The Treasurer has reviewed this report and agrees with the financial impact information. Risks/Implications There are no risks or implications associated with this report. Strategic Plan (2015-2018) County Council adopted the County of Oxford Strategic Plan (2015-2018) at its regular meeting held May 27, 2015. The initiative contained within this report supports the Values and Strategic Directions as set out in the Strategic Plan as it pertains to the following Strategic Directions: 2. ii. A County that is Well Connected – Advocate for appropriate federal and provincial support, programming and financial initiatives to strengthen the movement of people and goods to, from and through the County 3. i. A County that Thinks Ahead and Wisely Shapes the Future – Influence federal and provincial policy with implications for the County by: - Advocating for federal and provincial initiatives that are appropriate to our county DISCUSSION Background Although not currently employed, municipalities and school boards currently have the ability to use school bus cameras to enforce improper passing of a stopped school bus. The Highway Traffic Act (HTA) does not prohibit adding video equipment to school buses that record drivers who illegally pass stopped school buses; however, if the charge is disputed in court, any photo evidence would need to be introduced by a witness. The Ministry of Transportation (MTO) is proposing amendments to the HTA to develop a regulatory framework that would allow for evidence from a school bus camera to be introduced in court without the need for a witness. The current framework is considered too onerous on school bus drivers, who would often be the witness to the offence. With the proposed amendments to the HTA, municipalities can choose to use photo/video camera systems without creating any additional burden on school bus drivers or the need for a witness to appear in court. The proposed HTA amendments were posted on the Ontario Regulatory Registry (Proposal No. 20-MTO028) on May 12, 2020 for public comment by May 26, 2020. The MTO was also seeking feedback on whether signage should be required for school bus cameras in order to ensure transparency to the public and further deter school bus passing incidents. Page 101 of 327 Report No: PW 2020-24 PUBLIC WORKS Council Date: June 10, 2020 Page 3 of 4 Comments County Staff support the MTO’s proposed HTA amendments to establish a regulatory framework for evidentiary requirements for school bus cameras. Staff also support mandatory signage requirements on school busses equipped with cameras for promotion and education and to serve as an additional deterrent of school bus passing incidents. The County of Oxford submission (Attachment 1) was issued to the MTO on May 26, 2020 in response to the proposed HTA amendments (Proposal No. 20-MTO028). Staff will monitor the outcomes of the proposed HTA amendments and will consider the implementation of school bus cameras in collaboration with municipal partners and stakeholder agencies as part of a County-wide road safety strategy identified in the implementation program of the 2019 Oxford County Transportation Master Plan. Page 102 of 327 Report No: PW 2020-24 PUBLIC WORKS Council Date: June 10, 2020 Page 4 of 4 Conclusions Regulatory framework to support the use of school bus cameras will enhance the viability of this program as an effective enforcement tool by reducing the administrative burden on school bus drivers and municipalities. Effective use of automated enforcement options can support traditional enforcement activities and prioritize road safety for all road users. SIGNATURES Report Author: Original signed by: Frank Gross, C. Tech Manager of Transportation and Waste Management Services Departmental Approval: Original signed by: David Simpson. P. Eng., PMP Director of Public Works Approved for submission: Original signed by Larry J. McCabe, B.A., A.M.C.T. Interim Chief Administrative Officer ATTACHMENT Attachment 1: Oxford County Comment Submission to Proposal No. 20-MTO028 Page 103 of 327 Page 1 of 2 May 26, 2020 Ministry of Transportation Road Safety Policy Office Safety Policy and Education Branch 87 Sir William Hearst Avenue Building “A”, Room 212 Toronto, ON M3M 0B4 RE: Ontario Regulatory Registry Proposal No. 20-MTO028 Highway Traffic Act Amendments County of Oxford Submission Please accept the County of Oxford submission in response to the above noted proposal that was posted on the Regulatory Registry on May 12, 2020. We understand the Ministry of Transportation (MTO) is proposing to make amendments to the Highway Traffic Act (HTA) to develop regulatory framework for evidentiary requirements associated with school bus cameras. The County of Oxford supports the proposed amendments to the HTA that would enhance the viability of school bus cameras as an enforcement option for drivers that improperly pass a stopped school bus. School buses utilizing camera equipment should be identified with appropriate signage for promotion and education and to further deter school bus passing incidents. The 2019 Oxford County Transportation Master Plan Implementation Program includes an action to develop a road safety strategy in collaboration with municipal partners and stakeholder agencies that prioritizes safety for all road users. The use of school bus cameras to enforce improper passing of stopped school buses supports this strategy and will be considered for County-wide implementation. Regulatory framework that reduces the administrative burden associated with processing charges provides further incentive for implementation of a school bus camera program. The County of Oxford submission in response to the proposed HTA amendment will be presented to County Council on June 10, 2020 for endorsement. A copy of the Council resolution will be forwarded to the MTO to accompany this submission. PUBLIC WORKS 21 Reeve Street, PO Box 1614 Woodstock, ON N4S 7Y3 519.539.9800 I 1.800.755.0394 oxfordcounty.ca Report No. PW 2020-24 Attachment No. 1 Page 104 of 327 Page 2 of 2 Thank you for the opportunity to comment and provide feedback on this proposal Sincerely, David Simpson, P.Eng., PMP Director of Public Works CC: Frank Gross, C.Tech Manager of Transportation and Waste Management Services Original signed by: Page 105 of 327 Page 1 of 5 Subject: Re-opening of Municipal Facilities Report Number: CAO 20-05 Author: Kyle Pratt, Chief Administrative Officer Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receives Report CAO 20-05, Re-opening of Municipal Facilities, as information. OBJECTIVE The objective of this report is to provide Council with an update and recommendations on the safe re-opening of municipal facilities. BACKGROUND On March 15, 2020, the Town announced the temporary closures of the following facilities:  Tillsonburg Community Centre (effective March 16)  Annandale National Historic Site (effective March 13)  Senior Centre (effective March 13)  Oxford County Library- Tillsonburg Branch (effective March 13)  Station Arts Centre Effective March 16, 2020, the Town announced that the following facilities will be open by appointment only with screening protocols in place, including the:  Customer Service Centre  Corporate Office  Public Works Building  Cemetery Office At this time, many staff were redeployed to provide an enhanced cleaning regime at all facilities remaining open or used by staff and the availability of cleaning kits and supplies were implemented. On March 17, 2020 the Ontario Government declared a provincial state of emergency under the Emergency Management and Civil Protection Act due to the rapidly spreading COVID-19 virus. In doing so, Ontario was using every power possible to continue to protect the health and safety of all individuals and families. This declaration is currently in effect until June 30, 2020. Subsequently, the Senior Leadership Team met and developed business continuity plans that included many employees working from home where feasible and appropriate. Page 106 of 327 CAO 20-05 Page 2 of 5 The province entered into Phase 1 of its re-opening strategy on May 19, 2020. The news came as Ontario prepared to increase virus testing as well as several days of declining new cases in the province. Phase 1 of the re-opening strategy allowed residents the access to boat launches, off-leash dog parks and picnic areas, multi-use sports fields for non-team sports and allowed for limited non-spectator sporting events such as: water sports on lakes and outdoor bodies of water, track and field and tennis. Libraries could begin offering curbside pickup and delivery options. The province has since announced a regional approach into entering Phase 2 of its re-opening strategy beginning on June 12, 2020. As the pandemic continues to change and evolve, the Senior Leadership Team has been consistently reviewing best practices to be able to safely re-open municipal facilities. A checklist and risk assessment was developed and provided to members of the Senior Leadership Team to complete for their assigned facility. The risk assessments looked at various areas for consideration including:  Facility access  Designated Routes (Employee Traffic)  Cross-infection Points  Specific Areas in the Building (including: washrooms, elevators, stairwells, offices/cubicles, lunch rooms/kitchenettes and meeting rooms)  Signage and communications  Cleaning Schedule  Safety and Hygiene Practices  PPE and Other Supplies  Overall Readiness Assessment  Employee Return to Work Schedule DISCUSSION The following recommendations are being made on the safe re-opening of Town facilities including: Tillsonburg Airport Terminal Building The airport terminal is proposed to re-open on June 29th. The public washrooms will remain open following the Stamp Event at the airport on June 19th. There will be one washroom designated for the public and one for staff. Staff will maintain the cleaning of these washrooms. The café is also anticipating reopening the week of June 29th and have ordered additional picnic tables for outdoor seating. Maximum capacities have been established for the various areas inside of the terminal. There will be a 20 person maximum allowed in the building at one time. The indoor section of the restaurant will remain closed until provincial restrictions allow for such re-opening. Café tables will be positioned to allow for physical distancing. . The flight school can re-open now as tenants use the basement of the terminal. Cemetery Office The cemetery office has remained open to the public throughout the pandemic by appointment only and this can remain status quo. The permitted occupancy for the cemetery office will allow for only one family, up to a maximum of two family members, at a time. Page 107 of 327 CAO 20-05 Page 3 of 5 Two entrances have been established which includes one for staff and one for the public. Visitors will be required to sign in and out of the facilities and to use the available hand sanitizer. The point of sale pin pad will be sanitized after every use. Fire Hall The Fire Hall remains closed to the general public. Everyone entering the building other than suppression personnel for emergency incidents are required to complete screening and sign in. Communications staff and responders are using separate entrances to avoid cross contamination. All apparatus have contact points that are cleaned after each use. Fire communications staff are rotating between two consoles and must disinfect their stations after use. A temporary divider has been placed between the two consoles to allow for separation between employees when doubling staffing occurs. A sign out procedure is in place for personal protective equipment. Every fire communicator screens the callers and the officers screen individuals when they arrive on location. Staff are continuing to check the Ministry of Health portal to confirm if there are any active cases documented at an address that responders are attending to. Annandale National Historic Site Annandale National Historic Site has been closed to the public since the pandemic began. The proposed date for re-opening the gallery and office area of the building is June 29, 2020. The historic house will need to remain closed for the time being. Current government approved disinfectants required to clean high touch areas like the wooden banisters and touch points within the historic house are not recommended by the Canadian Conservation Institute for use on historic surfaces. Use of approved disinfecting methods will cause damage to these surfaces, therefore the required cleaning prior to and after each visitor touring the house in order to keep the public safe cannot be done at this time. Tours of the gallery will be booked in advance on the hour, and the maximum number of clients permitted in the building at any one time will be seven, as there will be three staff on site as well. There will be a restriction on the number of volunteers allowed in the facility at any one time. Unutilized areas will be locked off to prevent access to those areas from the public. Customer Service Centre While many staff have continued to work from this facility, returning staff will be introduced back into the office the week of June 22nd with an anticipated re-opening date of June 29th to the public. A schedule has been determined for consistent days in which staff will rotate through the office. Hallways have been mapped out to flow in one direction. There will be signage affixed to the floor and walls to indicate the traffic flow pattern, as well as to indicate waiting points for the public in the front lobby. Plexiglas has been installed at all six front counter locations to create a barrier between the staff and the public. Staff will continue to work from home where practical to maximize the distancing between employees. Corporate Office During the pandemic, the access to the public at the Corporate Office has been restricted by locking the door. Staff are recommending that this practice remains the same moving forward. The public would still be able to access the corporate office but by appointment only. The staff member meeting the visitor would be responsible for meeting their visitor at the door and going through the screening process. Deliveries can still be made by couriers knocking on the door Page 108 of 327 CAO 20-05 Page 4 of 5 for a staff member to answer. There is a designated waiting area in the hallway for any visitors who are waiting to come into the office. Most customer service related functions can be performed at the Customer Service Centre or completed virtually/online. Civil ceremonies are now being booked in the Council Chamber. There will be spots identified for guests prior to the ceremony and screening of each guest will be conducted. Staff are continuing to investigate ways to host many of these events virtually where possible. Staff are reviewing a suitable location to be able to host in-person Council meetings in the future to ensure the safety of Council, staff and members of the public. Staff will be provided with a separate key to be able to access the office by coming in through the outside mall entrance adjacent to the TD Bank in order to minimize the exposure of staff to the general public. There will be directional markers laid out around the offices and cubicles to ensure one -way traffic and appropriate physical distancing. The washrooms will be limited to one user at a time with a n occupied or vacant sign posted on the door and all meetings rooms have been assigned a maximum occupancy limit. Staff will be working on a rotating schedule (office and work from home) that has been established to ensure there are adequate bodies in the office at one time and to also ensure there is adequate in-person coverage among the different departments every week day. Public Works The public works building has remained open throughout the pandemic. A parts drop off area has been established at the front door and all parts received are disinfected before use. The roads and fleet staff have been separated and the roads employees have been placed on staggered shifts to reduce the number of employees in the building at a time . A manual procedure is to be developed to have better control of access into the yard from the front gate from unauthorized personnel. Tillsonburg Community Centre There will be designated alternate entrance and exit points in the buildin g. There will be screening control and access control stations at each entrance. Contractors working in the building that cannot maintain physical distancing will be required to wear personal protective equipment. Meeting rooms and unutilized rooms will remain locked when not in use. Deliveries will be received at screening stations. Wider hallways will be divided into 2 way lane traffic and smaller hallways will be equipped with floor adhesives or signage to direct alternating traffic. There will be staff only washrooms in the rotary wing and facilities workshop area. All Town Facilities All staff will be required to complete an electronic self-assessment tool (MESH) prior to entry to any workplace. Staff must receive a notification that they are cleared to report to work before entering any Town facility. Any visitors to any Town facility for less than 15 minutes will be required to review and self -assess using a series of questions located at the entrance prior to entering the building. Visitors with a scheduled appointment/meeting must complete and sign off on the COVID-19 assessment tool provided to them. If they answer yes to any of the questions in the assessment, they will not be permitted access to a Town location, nor will an employee be permitted to meet with the visitor. Page 109 of 327 CAO 20-05 Page 5 of 5 Hand sanitizer and signage will be located at all of the main entrances of the facilities. Plexiglas barriers will be installed at staff to customer interaction areas where possible. An enhanced cleaning regime will take place at all facilities during operational hours. Cleaning kits will be provided in many areas and staff will be required to sanitize each common touchpoint and their own working area after every use. This could include, but is not limited to: door handles, photocopiers, phones, writing utensils, gas pumps, point of sale equipment (pin pads), light switches, tables, chairs, etc. W ashrooms in all facilities will be cleaned at least twice a day as per the recommendations from the Ontario Medical Officer of H ealth. Staff will be supplied with the appropriate personal protective equipment to perform their duties. Staff will not be required to wear a face covering as long as they can maintain physical distancing. If they cannot maintain physical distancing, then a face covering will be required (including in vehicles). Appropriate signage reminding the staff and public of the COVID -19 prevention guidelines will be posted throughout various areas of the facilities. Floor markers will be placed to allow for one-direction flow of traffic and to maintain physical distancing. Signs will be placed in various areas outlining the capacity of that room or area and that capacity shall not be exceeded. The JHSC safety representative monthly inspections and quarterly meetings will continue as per the legislated guidelines. Communication to the public on what services are available and any surrounding restrictions, hours, availability, etc. will be advertised through the regular Town’s advertising channels. The Human Resources Department is developing a post-trip inspection process that can be implemented into MESH that will require employees to sanitize their vehicle after their shift or their use. San itation kits will be placed in the vehicles. A policy has also been developed and circulated to staff, “HR-51, COVID-19 Prevention and Control Policy”. This policy is attached. CONSULTATION The Senior Leadership Team have developed risk assessments and re-opening plans by reviewing and planning among one another, with the JHSC, and in review and discussions with staff. The Senior Leadership Team continues to follow advice and guidelines from the Southwest Public Health Unit. FINANCIAL IMPACT/FUNDING SOURCE There will be costs associated with purchasing the appropriate personal protective equipment, signage, barriers, markers, cleaning supplies, etc. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☒ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability ATTACHMENTS Appendix A – HR 51, COVID-19 Prevention and Control Policy Page 110 of 327 HR-51 – COVID-19 Prevention and Control Page 1 of 4 ADMINISTRATION Policy #: HR-51 COVID-19 Prevention and Control Approval Date: June 3, 2020 Approval Authority: SLT Effective Date: June 3, 2020 Next Scheduled Review Year: 2021 Department: Human Resources Last reviewed: Revision Date/s: Schedules: 1.0 PURPOSE To ensure that all employees are made aware of the protocols put in place to prevent and control any potential exposure to COVID-19. 2.0 SCOPE This policy applies to all Town of Tillsonburg employees. 3.0 ROLES AND RESPONSIBILITIES 3.1 Senior Leadership Team/Managers • Ensure safety procedures and standards are established and maintained • Ensure the communication, distribution and availability of this policy to all employees • Conduct hazard assessments of all facilities using the COVID-19 Return to Work Facility Checklist and Risk Assessment (Schedule A). • Ensure resources are available to provide the necessary training and safety equipment 3.2 • Ensure employees understand their tasks and potential hazards • Ensure that the proper equipment, materials and personal protective devices, which are prescribed or may be required to perform jobs safely, are provided, maintained and used according to legislation, procedures and/or manufacturer’s guidelines 3.3 Worker • Responsible for reporting any unsafe conditions or acts Page 111 of 327 HR-51 – COVID-19 Prevention and Control Page 2 of 4 • Responsible for understanding the tasks assigned to them and potential hazards • Responsible for completing the COVID-19 Assessment Tool in MESH prior to attending any workplace. • Responsible for advising supervisor/manager of symptom development on shift. 4.0 TRAINING All Town of Tillsonburg employees shall be trained on policy. Employees will continue to be provided with regular communication regarding the virus. 5.0 PROCEDURE 5.1 Recognizing and Assessing Risk • Management is responsible for recognizing and assessing the workplace, as well as each specific situation/task, for potential risk regarding COVID- 19. • Upon completion of the risk assessment, management will put in place controls to eliminate or reduce the risk, where appropriate. 5.2 Controls 5.2.1 Screening • All employees and visitors will be required to complete a series of screening questions prior to entering a Town facility or workplace. The screening questions will follow those provided by the provincial government found at https://covid-19.ontario.ca/self-assessment/. • Employees answering yes to any of the questions in the assessment must notify their supervisor immediately so that proper procedures can be taken to ensure the safety of all employees. Dependent on the situation, and where possible, accommodations may be put in place so that employer may continue working, such as, but not limited to: • Working from home • Working alone in a single room • Working behind a barrier • Minimizing or avoiding unprotecting interactions with the general public • Providing additional PPE • Visitors attending to a Town facility for less than 15 minutes will be required to review and self-assess using a series of questions located at the entrance prior to entering the building. • Visitors with a scheduled appointment/meeting must complete and sign off on the COVID-19 assessment tool provided to them. If they answer Page 112 of 327 HR-51 – COVID-19 Prevention and Control Page 3 of 4 yes to any of the questions in the assessment, they will not be permitted access to a Town location, nor will an employee be permitted to meet with the visitor. 5.2.2 Self-Monitoring/Reporting • Employees shall self-monitor for symptoms of COVID-19 as found in the provincial assessment. If an employee begins to present with a symptom, they will notify their supervisor/manager immediately. • Employees exhibiting symptoms should go home immediately and contact Southwestern Public Health for further information. • The employee is required to communicate any information or instruction they receive to their supervisor/manager. 5.2.3 Physical Distancing • All employees shall maintain 2 metres (6 feet) between themselves and others, where feasible. • Alternate forms of communication (phone, e-mail, tele/video- conference) should be used wherever practicable. • At no time will more than one person be allowed in an office or cubicle unless physical distancing can be maintained, unless all parties are equipped with proper PPE (masks, gloves, etc). • Where narrow hallways exist, employees will be required to follow directional arrows. In the absence of arrows, employee will be required stop and ensure there is no traffic coming in the other direction prior to proceeding down the hallway. • In-person meetings are discouraged, but when required must be kept to a maximum of five people. • No more than two employees will be permitted in a vehicle at one time. o *Exception to maximum employees permitted in vehicles for Fire Services - PPE will be required. • In cases where two employees are in a vehicle together, both employees will be required to wear masks. • Alternate work arrangements will be implemented where possible, including, but not limited to: o Work from home o Staggered shift start/end times o Staggered break and lunch times o Alternate break/lunch locations Page 113 of 327 HR-51 – COVID-19 Prevention and Control Page 4 of 4 5.2.4 Personal Protective Equipment (PPE) • Employees who are required to work within 2 metres of another individual will be required to use the appropriate PPE required in the circumstance. • As a minimum, PPE required shall include: o Respiratory protection (surgical mask) o Eye Protection (safety glasses, face shield) o Gloves (hand hygiene shall continue to be practiced) • Employees not requiring PPE may choose to bring and wear their own PPE. 5.2.5 Cleaning and Disinfecting • Employees will be provided with sanitization wipes in order to clean and disinfect high touch points within their own work setting o Phone, keyboard, mouse, desk, door knob, counter space, debit terminal, printer/copier, etc • Employees are discouraged from sharing workstations, equipment, tools, pens, etc where possible, and if required to share, proper disinfection shall take place between users. • Hand hygiene such as hand sanitizer, soap, paper towels/hand dryers will be available at all locations. • Signage indicating proper handwashing practices will be posted at each location. • Additional housekeeping measures will be taken above and beyond our regular schedule 6.0 RESOURCES Schedule A: COVID-19 Return to Work Facility Checklist and Risk Assessment Southwestern Public Health Province of Ontario COVID-19 Online Self-Assessment Tool Public Health Hand Hygiene Video Proper Cough Etiquette Public Health Physical Distancing Guidelines Page 114 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment Date: Facility: Facility Address: Facility Area (m2) Max. Number of Staff: ☐ Attach Facility Layout / Sketch Item Yes No N/A Risks Notes / Comments / Actions FACILITY ACCESS Is access restricted to authorized staff, including employees, contractors, vendors and visitors? ☐ ☐ ☐ a. Unauthorized access b. Contamination of the facility c. Exposure to external COVID-19 sources d. Cross-infection e. Spread of COVID-19 DESIGNATED ROUTES (EMPLOYEE TRAFFIC) Have designated routes been established and demarcated to control employee traffic, including entry and exit points? ☐ ☐ ☐ a. Cross-infection b. Spread of COVID-19 c. Inability to maintain social distancing CROSS-INFECTION POINTS Have all cross-infection points been identified and appropriate controls established? ☐ ☐ ☐ a. Cross-infection b. Spread of COVID-19 SPECIFIC AREAS IN THE BUILDING Have controls been established for all areas in the building, including but not ☐ ☐ ☐ a. Cross-infection b. Spread of COVID-19 c. Inability to maintain social distancing Page 115 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment Item Yes No N/A Risks Notes / Comments / Actions limited to: a. Washrooms b. Elevators c. Stairwells d. Offices and cubicles e. Cafeterias and kitchenettes f. Meeting rooms SIGNAGE AND COMMUNICATIONS Have all required signs been posted? e.g.: a. General COVID-19 Information b. Notices for employees, contractors, vendors and visitors c. Employee traffic routes d. PPE requirements e. Other communications (TVs, boards, etc.) ☐ ☐ ☐ a. Lack of knowledge or awareness CLEANING SCHEDULE Has a regular and frequent cleaning schedule been established for the building? ☐ ☐ ☐ a. Cross-infection b. Spread of COVID-19 SAFETY AND HYGIENE PRACTICES Are good safety and hygiene practices ☐ ☐ ☐ a. Cross-infection b. Spread of COVID-19 Page 116 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment Item Yes No N/A Risks Notes / Comments / Actions followed and maintained i.e.: a. Washrooms & hand washing facilities b. Hand sanitizers & hand sanitizing wipes c. Social distancing d. Use of face masks e. Employee screening centres PPE AND OTHER SUPPLIES Have PPE items (e.g. facemasks) and other essential supplies (e.g. sanitizers) been verified, confirmed and made available? ☐ ☐ ☐ a. Lack of PPE and other essential supplies OVERALL READINESS ASSESSMENT Is the building ready for returning employees? a. IT and other technology resources accessible b. All required tools and equipment are available c. Workstations have been set up to their previous conditions ☐ ☐ ☐ a. Lack of tools, equipment or technology OTHER CONSIDERATIONS ☐ ☐ ☐ Page 117 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment Item Yes No N/A Risks Notes / Comments / Actions OTHER CONSIDERATIONS ☐ ☐ ☐ OTHER CONSIDERATIONS ☐ ☐ ☐ EMPLOYEES RETURN TO WORK Are all of your employees able and willing to return to work? Are there options for employees to work from home? If not, where will employees be located to ensure physical distancing? When will employees return to work? ☐ ☐ ☐ a. Employees with pre- existing health conditions, or those that have been exposed or infected with COVID-19 b. Page 118 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment Item Yes No N/A Risks Notes / Comments / Actions Sign Type Surface/ Number required Wait here/stop here floor decal  Carpet / ______  Tile / ______  Concrete / ______ One-way arrow floor decal  Carpet / ______  Tile / ______  Concrete / ______ Stop & Alternate Narrow Hallway wall sign  Drywall / ______  Concrete block / ______ Washroom Occupied door sign  Metal / ______  Wood / ______ Activity/Facility: Week 1 Week 2 Week 3 Week 4 Week 5 Week 6 Week 7 Week 8 Week 9 Week 10 Week 11 Week 12 Reinstate FT Staff Reinstate PT Staff Staff Training Phase 1 Phase 2 Phase 3 Other: Prep Time Active Operational Phase 1 physical distancing and gatherings under 25 Phase 2 physical distancing and gatherings under 100 Phase 3 no restrictions Page 119 of 327 COVID-19 Return-To-Work Facility Checklist and Risk Assessment *Please use as many of the above tables as needed for all of your department’s facilities, programs, operations, etc.* Assessors Name Position Signature Director: CAO: Page 120 of 327 Page 1 of 6 Subject: Surplus Land Declaration – Clear Valley Drive Report Number: DCS 20-11 Author: Cephas Panschow Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report DCS 20-11 Surplus Land Declaration – Clear Valley Drive; AND THAT the property, described as part of Block D, Plan M53, be declared surplus to the needs of the Town of Tillsonburg in accordance with By-Law 3549 Sale of Real Property Policy including suitable notification to the public. BACKGROUND The Town of Tillsonburg has been approached by a number of people who are interested in purchasing a portion of a Town owned property on Clear Valley Drive. The property is desirable for residential development as there are limited single lots available for purchase in the Town as well as the size of the lot and that it backs onto a ravine. Town staff have investigated the potential to sever and sell a portion of the property and have determined that the property is indeed suitable for sale. The purpose of this report is to seek Council approval to move forward with declaring this property as surplus to the Town’s needs. DISCUSSION The Clear Valley Drive lands are part of the ravine lands north of Baldwin Street in the Town of Tillsonburg and were acquired by the Town of Tillsonburg from Forest Glenn (Dixie) Limited corporation of Toronto on May 9, 1977 as part of the development of the lands in this area. It is thought that the lands were obtained to serve as the Town's emergency access point to the west side of Stoney Creek in the event of a major flood event or emergency and also to serve as an access point should erosion controls for Stoney Creek ever be required in the future. Page 121 of 327 DCS 20-11 Page 2 of 6 Subject Property – 41 Clear Valley Drive The proposed lot (see below conceptual map) would have 20 metres (66 feet) of frontage and be approximately 95 metres (314 feet) deep and approximately 1 acre in size. The property is gently sloping and the rear portion of the lot is surrounded by the neighbouring ravine and woodlot. The value of a 1 acre property in Tillsonburg that backs onto a ravine is unknown at this time, but staff would obtain an opinion of value prior to proceeding. Page 122 of 327 DCS 20-11 Page 3 of 6 Subject Property – Proposed Lot Size and Configuration CONSULTATION/COMMUNICATION The property has been circulated to Town Departments and Tillsonburg Hydro Inc and the below table summarizes their comments plus additional considerations. Department Comment Additional Considerations Building & Bylaw No comments Operations (Engineering) This parcel of land is not serviced by water, sanitary or storm and will require services to be constructed to the property line from Clear Valley Drive. There are no existing sewers Property is proposed to be sold “as-is”, which means that any prospective buyer would be required to pay for the installation of municipal services. Page 123 of 327 DCS 20-11 Page 4 of 6 that enter the ravine through this block of land. In the event of an emergency or the need to access lands to the west side of Stoney Creek, we are able to enter off Baldwin Street. Having the buyer pay for those services reduces the impact to the Town but will also result in a lower sale price. Planning The property is designated Open Space in the Official Plan and is zoned OS1 (Passive Open Space) in the Town Zoning By-Law. Prior to residential development occurring on this parcel an Official Plan Amendment and Zoning By-Law amendment will be required. Any prospective purchaser should also contact the LPRCA to determine if they require a permit to develop the property. The property should be redesignated and rezoned prior to any transaction proceeding with the costs offset by the future land sale revenue. Fire & Rescue Services No comments Tillsonburg Hydro Inc No comments The buyer will be required to obtain electrical servicing at their own cost. Duncan, Linton LLP A title search has been conducted and there does not appear to be any restrictions on the lands. A reference plan will be required to sever off and sell a portion of the lands and the Town should ensure it maintains access to the remaining portion. A reference plan will be prepared at the Town’s cost and offset by the future land sale revenue. Per Engineering’s comments, an access is not required. Page 124 of 327 DCS 20-11 Page 5 of 6 Notice of the potential surplus property will be provided in accordance with Bylaw 3549 – Sale of Real Property Policy, and specifically, by:  Posting a notice on the property;  Posting a notice on the Town’s website ; and,  Publishing a notice in the Tillsonburg News. FINANCIAL IMPACT/FUNDING SOURCE Staff believe that the property will attract significant market interest and result in a significant amount of revenue for the Town. Any potential revenue from the sale of the property will be offset by relatively minor costs to redesignate/rezone the property as well as survey and legal costs to enable the transaction. Selling this property will generate revenue for the Town and strengthen the balance sheet. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☐ Demonstrate strong leadership in Town initiatives ☐ Streamline communication and effectively collaborate within local government ☐ Demonstrate accountability 2. Economic Sustainability ☒ Support new and existing businesses and provide a variety of employment opportunities ☐ Provide diverse retail services in the downtown core ☐ Provide appropriate education and training opportunities in line with Tillsonburg’s economy 3. Demographic Balance ☒ Make Tillsonburg an attractive place to live for youth and young professionals ☐ Provide opportunities for families to thrive ☐ Support the aging population and an active senior citizenship 4. Culture and Community ☐ Promote Tillsonburg as a unique and welcoming community ☐ Provide a variety of leisure and cultural opportunities to suit all interests ☐ Improve mobility and promote environmentally sustainable living Page 125 of 327 DCS 20-11 Page 6 of 6 Report Approval Details Document Title: DCS 20-11 Surplus Land Declaration - Clear Valley Drive.docx Attachments: Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 2:09 PM Kyle Pratt - Jun 18, 2020 - 4:59 AM Michelle Smibert - Jun 18, 2020 - 5:33 AM Page 126 of 327 Page 1 of 8 Subject: Surplus Land Declaration – Gibson Drive Laneway Report Number: DCS 20-12 Author: Cephas Panschow Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report DCS 20-12 Surplus Land Declaration – Gibson Drive Laneway; AND THAT the laneway property, described as part of Block A, Plan M-68, be declared surplus to the needs of the Town of Tillsonburg in accordance with By-Law 3549 Sale of Real Property Policy including suitable notification to the public. BACKGROUND Operations report OPS 18-30 Gibson Pedestrian Bridge Replacement Strategies detailed the various options with respect to replacing the bridge and recommended that Council refer the recommended strategy to the 2019 capital budget deliberations. This motion was defeated. On January 29, 2019, Council approved the removal of the Gibson Pedestrian Bridge in the 2019 budget. Subsequent to this, the sidewalk contained within the access laneway from Gibson Drive was also removed. During this process, the Town was approached by the adjacent landowners who expressed interest in acquiring these lands. Town staff have reviewed that request and are now bringing forward this request to Council. The purpose of this report is to seek Council approval to move forward with declaring this property as surplus to the Town’s needs in order to enable the sale of the property to the adjacent landowners. Page 127 of 327 DCS 20-12 Page 2 of 8 Subject Property – Laneway between 6 Gibson Drive and 8 Gibson Drive DISCUSSION According to land registry records, the Gibson Drive laneway lands were acquired by the Town of Tillsonburg on September 9, 1978, likely as part of the subdivision development at that time. The laneway served as access to the Town owned ravine lands to the east as well as the Gibson Pedestrian Bridge, which previously crossed Stoney Creek and enabled access to the east side of the ravine land s and Glenridge Road. With the removal of the Gibson Pedestrian Bridge and the sidewalk previously contained within this laneway, there is no reason to maintain ownership of the property as long as access to sanitary manholes 317 and 318 can be maintained (see comments from Engineering in Consultation section below). These manholes are not accessible from the east side of Stoney Creek (see Map of Sanitary Manholes). Page 128 of 327 DCS 20-12 Page 3 of 8 In cases where there is a parcel of land that cannot be developed on its own (e.g. unopened road allowances) due to specific site characteristics where the parcel does not meet planning/zoning standards, it makes sense and is common municipal practice to split the property equally and sell each portion to the adjoining prop erty owners on either side of the property. If one property owner is not interested, the other property owner could potentially buy the entire parcel of land. Map of Sanitary Manholes It is straightforward to register an easement across these lands. The Recreation, Culture & Parks Department has also indicated their preference to maintain access through this corridor for future active transportation and recreational trail development links so this potential re-use of the lands could be included in the easement as well. With two potential requirements to maintain access across this property as well as the fact that one request is to maintain access for future recreational trails, there certainly is a rationale for the Town to keep possession of the lands. Town Council may consider keeping the lands to support both access requirement or consider only maintaining one access requirement (for the sanitary manholes) and losing potential future trail opportunities. Page 129 of 327 DCS 20-12 Page 4 of 8 CONSULTATION/COMMUNICATION The property has been circulated to Town Departments and Tillsonburg Hydro Inc and the below table summarizes their comments plus additional considerations. Department Comment Additional Considerations Building & Bylaw No comments Clerks In terms of some background, there are parcels of land that can’t be developed on its own as it doesn’t meet zoning requirements, etc and in many cases, it is unopened road allowances that are subject to requests for disposal/sale so for in those cases, it makes sense to sell the land to adjoining land owners. The land doesn’t normally go to one landowner but rather split so that each of the adjoining property owners can purchase the property to add lands to their property. Operations (Engineering) An easement over the walkway lands should be obtained in order to access sanitary manholes 317 and 318 located on the west side of Stoney Creek rather than traversing through three fully developed backyards. These manholes are not accessible from the east side of Stoney Creek via Valley View road allowance. An access easement across these lands will be maintained. Planning No zoning/ planning concerns. The walkway is zoned R1 and when merged with adjacent properties there shouldn’t be any zoning issues. Page 130 of 327 DCS 20-12 Page 5 of 8 Recreation, Culture & Parks The Town should retain at least an easement if not ownership through this corridor for future active transportation and recreational trail development links. Tillsonburg Hydro Inc From an electrical infrastructure perspective, THI does not have any concerns. There are secondary services feeding both 6 & 8 from a transformer across the street (underground services), however, this type of infrastructure does not require easements. Duncan, Linton LLP A title search has been conducted. The purpose (of these lands) was to provide access to the larger portion of Block A conservation lands. The Town may be removing access (by the Town and the public) if it were to sell off the walkway. The Town will require a new reference plan to split off the walkway if it intends to sell it. A reference plan will be prepared at the adjacent landowner’s cost. Notice of the potential surplus property will be provided in accordance with Bylaw 3549 – Sale of Real Property Policy, and specifically, by:  Posting a notice on the property;  Posting a notice on the Town’s website ; and,  Publishing a notice in the Tillsonburg News. The notice provided will be that the Town is planning to sell the property to the adjacent landowners and will provide a deadline for any concerns to be brought forward. Page 131 of 327 DCS 20-12 Page 6 of 8 FINANCIAL IMPACT/FUNDING SOURCE The value of the property will be established through an Opinion of Value obtained from a local real estate broker. The purchasers will be responsible for the value of the land as well as all legal and survey costs related to the transaction. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☐ Demonstrate strong leadership in Town initiatives ☐ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability 2. Economic Sustainability ☐ Support new and existing businesses and provide a variety of employment opportunities ☐ Provide diverse retail services in the downtown core ☐ Provide appropriate education and training opportunities in line with Tillsonburg’s economy 3. Demographic Balance ☐ Make Tillsonburg an attractive place to live for youth and young professionals ☐ Provide opportunities for families to thrive ☐ Support the aging population and an active senior citizenship 4. Culture and Community ☐ Promote Tillsonburg as a unique and welcoming community ☐ Provide a variety of leisure and cultural opportunities to suit all interests ☐ Improve mobility and promote environmentally sustainable living Page 132 of 327 DCS 20-12 Page 7 of 8 Appendix A – Plan M-68 Page 133 of 327 DCS 20-12 Page 8 of 8 Report Approval Details Document Title: DCS 20-12 Surplus Land Declaration - Gibson Drive Laneway.docx Attachments: Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 5:03 PM Michelle Smibert - Jun 18, 2020 - 12:19 PM Page 134 of 327 Page 1 of 3 Subject: Collaboration Agreement between Town of Tillsonburg and Ontario Report Number: DCS 20-13 Author: Cephas Panschow Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report DCS 20-13 Collaboration Agreement between Town of Tillsonburg and Ontario; AND THAT a by-law be brought forward authorizing the Mayor and Clerk to enter into an agreement with the Province of Ontario. BACKGROUND The Town of Tillsonburg submitted an application on January 20, 2020 to Ontario in order to support long-term economic benefits to the Province through investment and job creation in the development of the Van Norman Innovation Park. The Town was notified that its application was successful on April 16, 2020 and the Province has now provided an agreement for approval. The purpose of this staff report is to obtain Council approval to enter into an agreement with the Province of Ontario. DISCUSSION In 2017, Town Council authorized an application to Ontario for funding to help attract investment to the community. However, the application did not meet the program funding criteria. With a revised program, the Town’s application did meet the criteria and the Town has been notified that its application was successful. This project will serve as the anchor for the future employment lands along Highway 3 and will support the Town's objectives of further expanding its employment lands. The creation of additional employment lands along the secondary, but important, Highway 3 corridor, which stretches from Fort Erie to Windsor, will also support increased opportunities in the Southwestern Ontario marketplace. CONSULTATION The application was developed in consultation with the Ministry of Economic Development, Job Creation and Trade and accompanied by a letter of intent from an Advanced Manufacturing company with plans to expand their operations into Tillsonburg. Page 135 of 327 DCS 20-13 Page 2 of 3 FINANCIAL IMPACT/FUNDING SOURCE The funding provided will enable the Town to overcome its challenges in providing “shovel-ready” lands necessary to secure investment and jobs. The total project investment, including ineligible costs, are forecast to top $4 M once complete (over 50% of the Town’s average annual capital budget). This support will enable that the Town to proceed while providing assurances to investors. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☐ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability 2. Economic Sustainability ☒ Support new and existing businesses and provide a variety of employment opportunities ☐ Provide diverse retail services in the downtown core ☐ Provide appropriate education and training opportunities in line with Tillsonburg’s economy 3. Demographic Balance ☐ Make Tillsonburg an attractive place to live for youth and young professionals ☐ Provide opportunities for families to thrive ☐ Support the aging population and an active senior citizenship 4. Culture and Community ☒ Promote Tillsonburg as a unique and welcoming community ☐ Provide a variety of leisure and cultural opportunities to suit all interests ☐ Improve mobility and promote environmentally sustainable living ATTACHMENTS Appendix A – Collaboration Agreement Page 136 of 327 DCS 20-13 Page 3 of 3 Report Approval Details Document Title: DCS 20-13 Collaboration Agreement between the Town of Tillsonburg and Ontario.docx Attachments: - Collaboration_Agreement-Town_of_Tillsonburg_and_Ontario.docx Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 4:32 PM Kyle Pratt - Jun 18, 2020 - 5:19 AM Michelle Smibert - Jun 18, 2020 - 5:34 AM Page 137 of 327 1 CONFIDENTIAL – FOR INFORMATION PURPOSES ONLY Indicative SWODF Conditional Grant Agreement This Indicative SWODF Conditional Grant Agreement is for information purposes only and creates no obliga- tions on the part of Ontario. The provisions set out herein are typical of those in a SWODF Conditional Grant Agreement; however, these provisions are generic and are not intended to be complete. Depending on each individual transaction, the results of financial, legal and technical due diligence and the conditions of the approval, the terms that may be presented in an agreement may be altered, in some cases in material re- spects, from what has been set out in this Indicative Conditional Grant Agreement. CONDITIONAL GRANT AGREEMENT THIS AGREEMENT is effective , 202 (the “Effective Date”). [NTD: “The Project Start Date (as defined below, used as the start date for Eligible Project Expenditures, Project In- vestment Commitment and Jobs) will be April 16, 2020 as long as the Recipient agrees to the terms of the Conditional Grant Agreement by June 29, 2020, otherwise the Project Start Date will be the date the Recipient agrees to the terms.] BETWEEN: HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO as represented by the Minister of Economic Development, Job Creation and Trade (hereinafter referred to as “Ontario”) -AND- THE CORPORATION OF THE TOWN OF TILLSONBURG (hereinafter referred to as the “Recipient”) RECITALS: 1. The Recipient intends to implement the Project, as defined below. The Project will lead to long term economic benefits to the Province of Ontario through investment, job creation and/or job retention related to the Project. 2. Pursuant to the Attracting Investment and Creating Jobs Act, 2012 (Ontario), Ontario is continuing the Southwestern Ontario Development Fund program (“SWODF”) to assist region- al/municipal/sectoral organizations in Ontario to support business investment and economic development in key sectors in Ontario. 3. Ontario has agreed to provide a Grant to the Recipient on the terms more particularly described in this Agreement in order to assist the Recipient with the financing of the Project and the delivery of economic benefits to the community. Page 138 of 327 2 NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual prom- ises and covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is expressly acknowledged by the parties, Ontario and the Recipient agree as follows: ARTICLE 1 - INTERPRETATION 1.1 Definitions. The following terms shall have the meanings ascribed to them below unless there is something in the context inconsistent therewith: “Actual Investment” means the dollar amount of the actual and verifiable expenditures made by the Recipient on account of the Project Investment Commitment as at the date such calculation is to be made. “Agreement” means this agreement, including all of the Schedules hereto, and all amendments made hereto in accordance with the provisions hereof. “Amount Incurred” has the meaning set out in section 5.2(a)(i). “Annual Cap” means the maximum financial obligation payable by Ontario in each Fis- cal Year set out in section 5.1. “Applicable Laws” means any law, statute, by-law, ordinance, decree, requirement, di- rective, order, judgment, license, permit, code or regulation having the force of law, and any applicable determination, interpretation, ruling, order or decree, of any governmental authority or arbitrator, which is legally binding at such time. “Arm’s Length” has the meaning attributed thereto for the purposes of the Income Tax Act (Canada) and “Non-Arm’s Length” shall have the opposite meaning. “Business Plan” means the business plan prepared by the Recipient and approved by Ontario on January 21, 2020 and supporting material submitted to Ontario in support of a request for the Grant. “Carry Forward Amount” has the meaning set out in section 5.2(c). “CPA Canada” means the Chartered Professional Accountants of Canada and any suc- cessor institute. “Deemed Abandonment” means the failure to complete the Project on or before the Project Completion Date in the opinion of Ontario, acting reasonably. “Disbursement” means any payment of funds by Ontario to the Recipient on account of the Grant and includes the Performance Payment. “Effective Date” means the date first set out herein. “Eligible Project Expenditures” means the dollar amount of the actual and verifiable expenditures made by the Recipient on account of the Eligible Project Expenditures Categories incurred and paid from the Project Start Date up to and including the Project Completion Date, or such other date as required under the Agreement. Page 139 of 327 3 “Eligible Project Expenditures Categories” means the categories of eligible expendi- tures related to the Project set out in Schedule “B”. “Eligible Project Expenditures Table” means the Eligible Project Expenditures table substantially in the form contained in Schedule “C”. “Event of Default” means the occurrence of any one or more of the events listed in section 10.1. “Final Certificate and Report” means a final certificate substantially in the form of Schedule “F”, including all required attachments. “Financial Statements” means the annual financial statements consisting of a state- ment of income, balance sheet, and statement of cash flow for a Fiscal Year, together with the notes thereto, all prepared in accordance with GAAP. “Fiscal Year” means any of Fiscal Year 1, Fiscal Year 2 or Fiscal Year 3 (and “Fiscal Years” means more than one of them), where: “Fiscal Year 1” means the period from the Project Start Date to and including De- cember 31, 2020; “Fiscal Year 2” means the period from January 1, 2021 to and including December 31, 2021; and “Fiscal Year 3” means the period from January 1, 2022 to and including December 31, 2022. “Force Majeure” has the meaning set out in section 11.13. “GAAP” means Canadian generally accepted accounting principles as adopted by CPA Canada applicable as at the date on which such calculation is made or required to be made in accordance with generally accepted accounting principles and includes Interna- tional Financial Reporting Standards to the extent the same is adopted by CPA Canada and is in effect on the relevant date. “Government Assistance” has the meaning set out in section 2.4(a). “Grant” means a conditional grant in the total amount of up to $1,205,000, as such amount may be reduced in accordance with section 5.2. “Hazardous Substance” means any pollutant, contaminant or substance that when re- leased to the natural environment is likely to cause, at some immediate or future time, material harm or degradation to the natural environment or a material risk to human health and without restricting the generality of the foregoing, Hazardous Substance in- cludes any pollutant, contaminant, waste, hazardous waste or dangerous good as defined by Applicable Laws for the protection of the natural environment or human health. “HST” means tax imposed under Part IX of the Excise Tax Act (Canada) and any similar Page 140 of 327 4 value-added or multi-staged tax imposed by any jurisdiction. “Indemnified Parties” means Her Majesty the Queen in right of Ontario, Her Ministers, agents, appointees and employees. “Independent Auditor’s Report” means the independent auditor’s report substantially in the form of Schedule “F-1”. “Intellectual Property” means any intellectual, industrial or other proprietary right of any type in any form protected or protectable under the laws of Canada, any foreign country, or any political subdivision of any country, including, without limitation, any intel- lectual, industrial or proprietary rights protected or protectable by legislation, by common law or at equity. ‘‘Investment Target Clawback” has the meaning set out in section 4.1. “IP Rights” has the meaning set out in section 7.1(o)(i). “Material Adverse Effect” means a material adverse effect on the business, assets, op- erations or financial condition of the Recipient. “Ontario Support” means the actual amount of monies advanced by Ontario to the Re- cipient on account of the Grant. “Performance Payment” means the final Disbursement, if any, calculated in accord- ance with section 5.3. “Person” includes an individual, partnership, whether general, limited or undeclared, corporation, limited liability company, unlimited liability company, joint stock company, trust, unincorporated association, joint venture, governmental authority or other entity of whatever nature. “Post-Project Fiscal Year” means any of Post-Project Fiscal Year 4, Post-Project Fis- cal Year 5, or Post-Project Fiscal Year 6, where: “Post-Project Fiscal Year 4” means the period from January 1, 2023 to and includ- ing December 31, 2023; “Post-Project Fiscal Year 5” means the period from January 1, 2024 to and includ- ing December 31, 2024; and “Post-Project Fiscal Year 6” means the period from January 1, 2025 to and includ- ing December 31, 2025. “Project” has the meaning set out in summary in Schedule “A” and in greater detail in Schedule “A-1”. “Project Completion Date” means December 31, 2022. “Project Financing” means the financing for the Project as more particularly set out in Schedule “A-1”. Page 141 of 327 5 “Project Investment Commitment” means the minimum expenditures of $2,410,000 on account of Eligible Project Expenditures. “Project Investment Commitment Budget” means the Project investment commitment budget set out in Schedule “B-1”. “Project Start Date” means April 16, 2020. “Project Status Report” means the report substantially in the form of Schedule “C”. “Project Site” means the project site located at 3001 Highway 3, Tillsonburg, ON N4G 5A7 and legally described as Part of Lots 1 and 2, Concession 5 North of Talbot Road, Geographic Township of Middleton, Town of Tillsonburg, County of Oxford, and more particularly described as Parts 1, 4, 5, 6, 7, 8, 9, 10, 11, 12 and 13, Plan 41R-8326 and Parcel Identification Numbers 000380020, 000380157, 000380023, 000380024, 000380022. “Provincial Stacking Exceptions” has the meaning set out in section 2.4(a). “Related Parties” includes any member, director, officer or employee of the Recipient or any individual related by blood, adoption or marriage to any such person or any other Person not dealing at Arm’s Length with any such person. “Request for Disbursement” means the senior officer’s certificate substantially in the form of Schedule “E”. “Term” means the term of the Agreement which shall commence on the Effective Date and shall expire on July 31, 2023, unless terminated earlier in accordance with the pro- visions of the Agreement. 1.2 Currency. Any reference to currency is to Canadian currency and any amount advanced, paid or calculated is to be advanced, paid or calculated in Canadian currency. 1.3 Auditors. Other than audits conducted under section 6.8, all references to auditors in the Agreement are to independent third party external licensed public accountants. 1.4 Conflict. In the event of a conflict between any provision in the Schedules to the Agree- ment and the body of the Agreement, the provisions of the body of the Agreement shall prevail. 1.5 Schedules. All references to Schedules refer to Schedules of the Agreement which are part of and form an integral part of the Agreement. The schedules of the Agreement are: Schedule “A” Table of Summary Project Information Schedule “A-1” Project Description, Milestones, Deliverables, Timelines and Pro- ject Related Definitions Schedule “B” Eligible Project Expenditures Categories Schedule “B-1” Project Investment Commitment Budget Schedule “C” Project Status Report Schedule “D” Annual Certificate Schedule “E” Request for Disbursement Page 142 of 327 6 Schedule “F” Final Certificate and Report Schedule “F-1” Independent Auditor’s Report Schedule “G” Post-Project Annual Report 1.6 Reference to Statute or Regulation. Any reference to a statute is to such statute and to the regulations made pursuant to such statute as such statute and regulations may at any time be amended or modified and in effect and to any statute or regulations that may be passed that have the effect of supplanting or superseding such statute or regulations, unless provided otherwise within the Agreement. 1.7 Singular/Plural and Gender Terms. Each definition in the Agreement using a singular capitalized term or other word or phrase within the Agreement shall also apply to the plu- ral form and such term, word or phrase and vice versa. All references to the masculine gender shall include reference to the feminine or neuter gender and vice versa in each case as the context may permit or require. 1.8 Sections and Other Headings. The section and other headings contained in the Agree- ment are for reference purposes only and shall not affect the meaning or interpretation of the Agreement. 1.9 Recitals. The recitals to the Agreement do not form part of the Agreement. ARTICLE 2 –THE PROJECT 2.1 Completion of Project. The Recipient shall complete the Project on or before the Project Completion Date in accordance with the Project description, milestones and delivera- bles, timelines and Project Investment Commitment Budget, all as more particularly set out in Schedules “A-1” and “B-1”. 2.2 Project Investment. The Recipient agrees to invest in the Project a minimum amount equal to the Project Investment Commitment from the Project Start Date up to and in- cluding the Project Completion Date. 2.3 Project Financing. The Recipient agrees that financing for completion of the Project has been confirmed as described in Schedule “A-1”. Any overruns or Project Financing defi- ciencies are to be the responsibility of the Recipient. In the event that the expected Project Financing becomes unavailable, the Recipient shall provide the funding from in- ternal or other resources acceptable to Ontario. 2.4 Stacking. (a) Stacking with other provincial programs is not permitted except that the Recipient may receive supports provided through SWODF’s complementary services (“Provincial Stacking Exceptions”). The total amount of provincial and federal assistance for Eligi- ble Project Expenditures, including those received from the Provincial Stacking Exceptions (collectively, “Government Assistance”) cannot exceed 75% of the Eligible Project Expenditures. (b) If Ontario determines that the Recipient has received Government Assistance that exceeds 75% of Eligible Project Expenditures, then the Recipient shall pay to Ontario, within 20 days of being notified by Ontario, an amount equal to the excess. For clarity, in no event shall the Recipient be required to pay to Ontario any amount under this section Page 143 of 327 7 2.4(b) greater than the Ontario Support together with the costs of collection pursuant to section 10.6 and interest pursuant to section 10.7. ARTICLE 3 – CONDITIONAL GRANT 3.1 Grant. Subject to and in accordance with the terms and conditions of the Agreement, and in reliance on the representations and warranties in Article 7, Ontario agrees to pro- vide the Grant to the Recipient to assist the Recipient to finance Eligible Project Expenditures. 3.2 Use of Funds. All Grant funds shall be used by the Recipient solely for the payment of Eligible Project Expenditures. 3.3 Interest Bearing Account. If Ontario provides Grant funds before the Recipient’s imme- diate need for the Grant funds, the Recipient shall place the Grant funds in an interest bearing account in the name of the Recipient at a Canadian financial institution. ARTICLE 4 - MANDATORY REPAYMENT OF GRANT 4.1 Investment Target Clawback. If the Project Investment Commitment is not achieved on or before the Project Completion Date, the Recipient shall repay a cash amount to On- tario in accordance with the following formula: 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝑆𝑎𝑟𝑔𝑒𝑟 𝐶𝑖𝑎𝑟𝑎𝑎𝑎𝑖=𝑂𝑖𝑟𝑎𝑟𝑖𝑖 𝑆𝑟𝑖𝑖𝑖𝑟𝑟−(𝐴𝑎𝑟𝑟𝑎𝑖 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝑂𝑟𝑖𝑖𝑒𝑎𝑟 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝐶𝑖𝑖𝑖𝑖𝑟𝑖𝑒𝑖𝑟∗$𝐺𝑟𝑎𝑖𝑟) ^^when calculating the Investment Target Clawback at the Project Completion Date, the Ontario Support shall be deemed to include any earned but unpaid portion of the Performance Payment The Investment Target Clawback shall be calculated as at the earlier of (i) an Event of Default; and (ii) the Project Completion Date. The Recipient shall repay the Investment Target Clawback, if any, within 20 days of notification in writing from Ontario. Notwith- standing any other provision of the Agreement, if the Recipient does not deliver to Ontario the Independent Auditor’s Report and the Final Certificate and Report within the required time, then the Investment Target Clawback amount shall be deemed to be an amount equal to the Ontario Support, which amount shall be immediately due and paya- ble. For greater certainty, should an Investment Target Clawback calculation result in a negative amount, such amount shall be deemed to be zero. 4.2 Maximum Clawback. Notwithstanding anything contained in the Agreement, the Invest- ment Target Clawback cannot be negative or greater than the Ontario Support. Upon notice to the Recipient, interest shall accrue on the calculated amount in accordance with section 10.6. ARTICLE 5 - TERMS AND CONDITIONS OF DISBURSEMENTS 5.1 Annual Cap. Subject to the provisions of the Agreement, the Grant is to be paid in annu- al instalments which shall not exceed the Annual Cap for each Fiscal Year. The Annual Cap for each Fiscal Year is the maximum amount specified below: Page 144 of 327 8 (a) Fiscal Year 1 - $241,000; (b) Fiscal Year 2 - $723,000; and (c) Fiscal Year 3 - $241,000 (being the Performance Payment). 5.2 Disbursement Calculation. (a) Disbursement Amount. For Fiscal Year 1, Ontario will disburse the Fiscal Year 1 Annual Cap in accordance with section 5.4; for all remaining Fiscal Years, in each Fiscal Year, Ontario will disburse the lesser of: (i) the aggregate of (i) 50% Eligible Project Expenditures incurred and paid in that Fiscal Year (the “Amount Incurred”) and (ii) any Carry Forward Amount; and (ii) the Annual Cap for that Fiscal Year. (b) Reduction of Grant. (i) For Fiscal Years 1 and 2. Where the sum of the Amount Incurred in re- spect of Fiscal Year 1 and Fiscal Year 2 is less than the sum of the Annual Cap for Fiscal Year 1 and Fiscal Year 2, Ontario may reduce the aggregate amount of the Grant without liability, penalty or cost by the dif- ference between (i) the sum of the Annual Cap for Fiscal Year 1 and Fiscal Year 2 and (ii) the sum of the Amount Incurred in respect of Fiscal Year 1 and Fiscal Year 2. (ii) All remaining Fiscal Years. Where the Disbursement in a Fiscal Year, other than Fiscal Year 1 and Fiscal Year 2, is less than the Annual Cap for that Fiscal Year, Ontario may reduce the aggregate amount of the Grant without liability, penalty or cost by the difference between the An- nual Cap and the Disbursement. (c) Determination of Carry Forward Amount. The “Carry Forward Amount” means the amount by which the Amount Incurred in a Fiscal Year exceeds the Annual Cap for that Fiscal Year. Each time a Carry Forward Amount is applied in a Dis- bursement calculation, the Carry Forward Amount available in the next Fiscal Year shall be reduced by the amount of the Carry Forward Amount already dis- bursed; any unused portion of any Carry Forward Amount shall continue to be included in the Disbursement calculation in succeeding Fiscal Years until all Car- ry Forward Amounts are fully exhausted. For the avoidance of doubt, in no event shall the Recipient be entitled to receive any funds in excess of the maximum amount of the Grant under the Agreement. 5.3 Performance Payment Disbursement. Subject to the provisions of the Agreement, Ontar- io will disburse the Performance Payment within 90 days of: (a) the Recipient meeting to Ontario’s satisfaction the conditions of disbursement in- cluding, in accordance with section 5.6, providing Ontario with a Request for Disbursement and the necessary evidence that the Recipient has incurred and paid Eligible Project Expenditures since the date of the immediately preceding Disbursement; and Page 145 of 327 9 (b) receipt and acceptance by Ontario of an Independent Auditor’s Report and a Fi- nal Certificate and Report as required pursuant to sections 6.6 and 6.7. Provided however that the Performance Payment shall be reduced by the amount of the Investment Target Clawback, if any. If the Performance Payment is less than the In- vestment Target Clawback, the Recipient shall pay to Ontario the difference between the Investment Target Clawback and the Performance Payment. 5.4 Conditions of First Disbursement. Subject to the terms and conditions of the Agreement, Ontario will disburse to the Recipient the Annual Cap for Fiscal Year 1 upon the Recipi- ent’s completion, by no later than, September 30, 2020, of the following conditions precedent completed to the satisfaction of Ontario: (a) Insurance. The Recipient shall provide Ontario with a valid certificate of insur- ance evidencing the insurance coverage that the Recipient: (i) is required to maintain pursuant to section 8.8. and (ii) has maintained from the Project Start Date to the Effective Date, at its own expense, with insurers having a secure A.M. Best rating of B + or greater, or the equivalent, all the necessary and appropriate insurance that a prudent Person carrying out a project similar to the Project would maintain, including commercial general liability insurance on an occur- rence basis for third party bodily injury, personal injury and property damage, to an inclusive limit of not less than two million dollars ($2,000,000) per occurrence. (b) Council Approval of Financing. Receipt of evidence by Ontario that the Recipi- ent’s council has authorized the Project and that Project Financing in the amounts identified in Schedule “A-1”, other than the Grant, will be available as and when needed for the completion of the Project. (c) Receipt of evidence by Ontario that the Recipient’s council has authorized the Recipient’s execution of the Agreement by municipal by-law. (d) Receipt of evidence by Ontario that the Recipient has calculated an updated debt and finance obligation limit based on Ontario Regulation 403/02 under the Munic- ipal Act, 2001. 5.5 Condition of Second Disbursement. In addition to the requirements set out in section 5.6, on or before the second Disbursement, the Recipient shall provide Ontario with a Request for Disbursement certifying, amongst other things that Eligible Project Expendi- tures in the amount of at least $482,000 have been incurred and paid in respect of the Fiscal Year 1 Annual Cap. 5.6 Conditions of Subsequent Disbursements. On or before each subsequent Disbursement to the first Disbursement, upon the following conditions being met or complied with to the satisfaction of Ontario, and subject to the terms and conditions of the Agreement, Ontar- io will disburse such Disbursements to the Recipient: (a) Request for Disbursement. Within 90 days following the end of each Fiscal Year, starting with Fiscal Year 2, the Recipient shall provide Ontario with a Request for Disbursement. Ontario will have no obligation to pay the Disbursement and re- Page 146 of 327 10 serves the right to cancel the Grant in its sole discretion if the Recipient has not requested the Disbursement within the required 90 day period. (b) Accounting Evidence. The Recipient shall provide satisfactory evidence to Ontar- io that the Recipient has incurred and paid sufficient Eligible Project Expenditures to have earned the requested Disbursement, which evidence shall include the following: (i) a Project Status Report; (ii) if the Recipient submits a Request for Disbursement in respect of Eligible Project Expenditures incurred and paid to Non-Arm’s Length suppliers, the Recipient shall provide the Project Status Report described in para- graph (i) above together with a certificate of the external auditor of the Recipient confirming that the transaction was on terms that are fair and reasonable to the Recipient and that are no less favourable to the Recipi- ent than those that could be obtained in a comparable transaction from an Arm’s Length supplier. Provided however, that an auditor’s certificate shall not be required for Eligible Project Expenditures which have been incurred and paid by the Recipient and submitted to Non-Arm’s Length suppliers where invoices can be produced supporting the transaction at no increased cost; and (iii) at Ontario’s option, invoices from suppliers and proof of payment may al- so be required. (c) Inspection. Ontario has had the opportunity to physically inspect the Project Site. (d) Attainment of Milestones, Deliverables and Timelines. The Recipient has satis- factorily performed and attained, in the opinion of Ontario, acting reasonably, the milestones, deliverables and timelines set out in Schedule “A-1” as of the date of the Request for Disbursement. 5.7 Conditions to the Grant. (a) Any Disbursement to be made by Ontario pursuant to the Agreement is subject to there being an appropriation by the Legislative Assembly for the Fiscal Year in which the Disbursement is to be made. If Ontario does not receive the necessary appropriation, Ontario shall not be obligated to make any such payment. As a consequence, Ontario may terminate the Agreement immediately upon giving no- tice to the Recipient and may demand repayment of any portion of the Grant that has not been used or committed by the Recipient to defray Eligible Project Ex- penditures. (b) The total Grant received by the Recipient cannot exceed 50% of total Eligible Project Expenditures, up to the maximum amount of the Grant. (c) If under any agreement between the Recipient and Her Majesty the Queen in right of Ontario, any fees, levies or taxes or other amounts are owed to Her Maj- esty the Queen in right of Ontario or her agencies, including the Minister of Finance, the Recipient hereby authorizes Ontario to pay any or all of these amounts on behalf of the Recipient out of the amount of the Grant. Ontario will notify the Recipient prior to implementing any set-off of funds. Page 147 of 327 11 (d) Without restricting the applicability of other remedies or provisions of the Agree- ment, Ontario shall be entitled, in its sole and unfettered discretion, to refuse to make any Disbursements or any further Disbursements, if: (i) an Event of Default has occurred and is continuing; (ii) an event which would otherwise be an Event of Default but for the giving of notice and the passage of time to remedy the Event of Default has oc- curred and is continuing; (iii) the occurrence of an Event of Default reasonably appears to be imminent, in Ontario’s opinion; or (iv) the Disbursement will result in the occurrence of an Event of Default. 5.8 Right to Collect Interest. Where the Amount Incurred in respect of Fiscal Year 1 and Fiscal Year 2, collectively, is less than the Annual Cap for Fiscal Year 1, Ontario may demand from the Recipient the interest earned in accordance with section 3.3 on the amount by which the Amount Incurred in Fiscal Year 1 and Fiscal Year 2, collectively, is less than the Fiscal Year 1 Annual Cap. ARTICLE 6 - REPORTING AND MONITORING 6.1 Annual Certificate. Within 90 days after the end of each Fiscal Year, the Recipient shall provide Ontario with an annual certificate substantially in the form of Schedule “D” signed by a senior officer of the Recipient. 6.2 Annual Project Status Report. Within 90 days after the end of each Fiscal Year, the Re- cipient shall provide Ontario with a Project Status Report. Ontario, at its sole discretion, reserves the right to demand more frequent Project Status Reports. 6.3 Intentionally Deleted 6.4 Post-Project Reporting. The Recipient shall: (a) within 120 days after the end of each Post-Project Fiscal Year, provide Ontario with a post-Project annual report substantially in the form of Schedule “G” signed by a senior officer of the Recipient; and (b) during the Term and up to three years after the Project Completion Date, make best efforts to participate and respond to any SWODF surveys in relation to the Project or the Grant provided by Ontario. 6.5 Other Reports. The Recipient shall promptly furnish to Ontario such other reports and information as Ontario may reasonably require. 6.6 Independent Auditor’s Report. (a) Within 120 days of the Project Completion Date or as required by section 10.3, the Recipient shall provide Ontario an Independent Auditor’s Report certifying the total Eligible Project Expenditures that have been incurred and paid by the Recip- ient from the Project Start Date up to and including the Project Completion Date. Page 148 of 327 12 6.7 Final Certificate and Report. Within 120 days of the Project Completion Date or as re- quired by section 10.3, the Recipient shall provide Ontario with a Final Certificate and Report signed by a senior officer of the Recipient together with such other information as may be requested by Ontario. 6.8 Review and Audit. (a) The Recipient shall permit persons designated by Ontario to visit and inspect the Project Site at Ontario’s expense, to examine and copy the Recipient’s books and financial records, and to discuss its affairs, finances and accounts all at such reasonable times as may be requested by Ontario. (b) Ontario’s right of inspection includes the right to perform a full or partial audit at any time, including at the Project Completion Date, for purposes including con- firming: (i) that Eligible Project Expenditures have been incurred and paid by the Re- cipient from the Project Start Date up to and including the Project Completion Date; and (ii) the Eligible Project Expenditures Table of the Recipient with respect to to- tal Project expenditures. (c) Without limiting the generality of the foregoing, the Recipient shall at Ontario’s request meet with Ontario or its duly authorized agent at least annually to review the progress of the Project and to review the Recipient’s compliance with the terms and conditions of the Agreement. As may be requested by Ontario, invoic- es from suppliers and proof of payment may also be required. (d) For greater certainty, Ontario’s rights under this Article are in addition to any rights provided to the Auditor General of Ontario pursuant to section 9.2 of the Auditor General Act (Ontario). ARTICLE 7 -REPRESENTATIONS AND WARRANTIES 7.1 Representations and Warranties. The Recipient represents and warrants to and in fa- vour of Ontario that: (a) The Recipient has furnished to Ontario copies of its most recent Financial State- ments and such Financial Statements are correct and complete and fairly present the financial position of the Recipient as of the date indicated therein and the re- sults of its operation and the changes in its financial position for the years then ended in accordance with GAAP. Since the date of its last Financial Statement s, there has been no material change in the financial condition of the Recipient oth- er than changes in the ordinary course of business. (b) Recipient has taken all necessary actions to authorize the execution of the Agreement including passing a municipal by-law authorizing the Recipient to en- ter into the Agreement with Ontario. (c) The Recipient has established and shall maintain administrative practices and governance procedures to provide for the prudent and effective management of the Grant. Page 149 of 327 13 (d) The Project Financing, Project budget and estimates of expenditures are accu- rately set out in Schedules “A-1” and “B-1”. (e) With respect to the information and documentation, including forecasts, submit- ted to Ontario in support of the Business Plan, that: (i) the forecasts were based upon the judgment of directors and officers of the Recipient, who considered the most likely set of future conditions in their opinion at that time and their impact upon the Recipient; (ii) the information used in preparing the Business Plan substantially reflects the plans of the Recipient; (iii) the assumptions relied upon in preparing the forecasts are appropriate and reasonable in the opinion of directors and officers of the Recipient; (iv) adequate support documentation outlining methods and procedures used in preparing the forecasts is available from the Recipient; (v) all statements and documentation provided to Ontario in support of the Business Plan are true and correct; and (vi) the Recipient confirms the Recipient’s consent for Ontario to release the Recipient’s taxpayer information to the Ministry of Finance for the purpose of verifying compliance with all statutes administered by the Ministry of Finance and for the purposes of administering the SWODF. The Recipient recognizes that Ontario has relied upon the truth, authenticity and accuracy of the information and documentation contained in the Business Plan in authorizing the Grant. (f) The proceeds of the Grant will be used by the Recipient exclusively for Eligible Project Expenditures and for no other purpose. (g) There are no charges or criminal convictions under the Criminal Code (Canada) outstanding against the Recipient. (h) There are no actions, suits or proceedings pending or, to the knowledge of the Recipient, threatened, which would reasonably be expected to have a Material Adverse Effect on the Project or the ability of the Recipient to perform its obliga- tions under the Agreement. (i) There is no fact which the Recipient has not disclosed in writing to Ontario which adversely affects or, so far as the Recipient can now reasonably foresee, will ad- versely affect the Project or the ability of the Recipient to perform its obligations under the Agreement in each case, in any material respect. (j) The Recipient is not in default in any material respect in connection with Canadi- an federal, provincial, municipal or local taxes, assessments or other imposts or penalties due and unpaid in respect of its income, business or property or for the payment of any tax instalment due in respect of its current taxation year. The Re- cipient has fulfilled all material requirements under the Income Tax Act (Canada), the Canada Pension Plan (Canada) and the Employment Insurance Act (Cana- Page 150 of 327 14 da) for withholding of amounts from employees and has remitted all amounts withheld to the appropriate authorities within the prescribed times. (k) In connection with the Project Site, the Recipient does not have any knowledge of having caused or permitted the release of any Hazardous Substance on the Project Site except in compliance with Applicable Laws. All Hazardous Sub- stances have, to the knowledge of the Recipient, been used, disposed of, treated and stored by the Recipient in compliance with Applicable Laws. (l) The Recipient has not received any notice of any construction liens currently out- standing in respect of the Project Site. (m) The Recipient is in compliance with all Applicable Laws. (n) With respect to the Intellectual Property required for the Recipient to carry out its obligations under the Agreement: (i) The Recipient has all necessary rights to the Intellectual Property (includ- ing any necessary technology transfer and know how) (“IP Rights”) required to carry out and complete the Project; (ii) The Recipient has not received any notice, claim or threat of any claim that it is infringing the IP Rights of third parties in respect of the Project; and (iii) The Recipient has not and will not dispose of, license or otherwise en- cumber the IP Rights referred to in subparagraph (i) in such a way that the Recipient knowingly compromises such IP Rights required to carry out and complete the Project. (o) The business of the Recipient and all its properties and assets are covered by such policies of insurance, issued by licensed insurers, as are appropriate to such business, property and assets, in such amounts and against such risks as set out in section 8.8. (p) No Event of Default has occurred and is continuing, nor has any event occurred which with the giving of notice, the passage of time, or both, will result in an Event of Default. (q) The Recipient is in actual possession of the Project Site and has good and mar- ketable title or leasehold interest to its properties and assets necessary to carry out the Project. ARTICLE 8 –AFFIRMATIVE COVENANTS 8.1 Project Completion. The Recipient shall complete the Project in accordance with the terms of the Agreement. The Recipient shall immediately notify Ontario of any increase in the total cost of the Project. 8.2 Use of Proceeds. The Recipient will use the Grant solely for Eligible Project Expendi- tures. Page 151 of 327 15 8.3 Rights of Inspection and Inquiry. The Recipient shall keep and maintain all records, in- voices and other documents relating to the Project and the Grant in a manner consistent with GAAP, and keep them available for review by Ontario and its agents or authorized representatives, including the Auditor General of Ontario, during the Term and for a pe- riod of seven years thereafter. 8.4 Compliance with Agreements. The Recipient will perform and satisfy all covenants and obligations to be performed by it under the Agreement, and under any other agreement or undertaking now or hereafter made between it and Her Majesty the Queen in right of Ontario. 8.5 Existence. The Recipient will preserve and maintain its existence, rights, powers, licenc- es, privileges, and goodwill, and exercise any rights of renewal or extensions of any leases, licences, or any other rights which are necessary or material to the conduct of its business. 8.6 Compliance with Laws. The Recipient shall comply with all Applicable Laws which could affect the Project Site, the Project, and the Recipient’s obligations under the Agreement. 8.7 Taxes. The Recipient shall file all material tax returns and pay or cause to be paid as they become due all taxes, assessments, and governmental charges lawfully levied and imposed upon its property or upon its business, including the Project Site, unless the same are being diligently contested in good faith and by appropriate proceedings or as to which a bona fide dispute may exist. 8.8 Insurance. The Recipient shall put in effect and maintain for the period during the Term, at its own expense, with insurers having a secure A.M. Best rating of B + or greater, or the equivalent, all the necessary and appropriate insurance that a prudent Person carry- ing out a project similar to the Project would maintain, including commercial general liability insurance on an occurrence basis for third party bodily injury, personal injury and property damage, to an inclusive limit of not less than two million dollars ($2,000,000) per occurrence. The policy shall include the following: (a) the Indemnified Parties as additional insureds with respect to liability aris- ing in the course of performance of the Recipient’s obligations under, or otherwise in connection with, the Agreement; (b) a cross-liability clause; (c) contractual liability coverage; and (d) 30 day written notice of cancellation, termination or material change. The Recipient shall provide Ontario with a copy of the certificate that confirms the re- quired insurance coverage and, within 90 days of the renewal, any renewal replacement certificates as may be necessary. Upon the request of Ontario, the Recipient shall make available to Ontario a copy of each insurance policy. 8.9 Indemnity. The Recipient shall indemnify and hold harmless the Indemnified Parties from and against any and all liability, loss, costs, damages and expenses (including without limitation, legal, expert and consultant fees and disbursements), causes of action, ac- tions, claims, demands, lawsuits or other proceedings, by whomever made, sustained, incurred, brought or prosecuted, in any way arising out of or in connection with the Pro- Page 152 of 327 16 ject or otherwise in connection with the Agreement, unless solely caused by the negli- gence or wilful misconduct of the Indemnified Parties. 8.10 Litigation. The Recipient shall promptly provide notice to Ontario, including reasonable particulars as to be determined by Ontario, of: (a) any criminal charges filed against the Recipient and (b) each action, suit or proceeding which claims damages in excess of $500,000 against the Recipient pending, or to the knowledge of the Recipient, threat- ened before any court or before any tribunal, governmental department, commission or agency. 8.11 Project Expenditures. The Recipient shall promptly notify Ontario of any cost overrun or change orders that may have a Material Adverse Effect on the Project as compared with the Project Investment Commitment Budget, as set forth in Schedule “B-1”, attached hereto. Ontario will not be obliged to fund any such overrun of costs and may require proof of payment prior to any further Disbursements. 8.12 Environmental. In connection with the Project Site, the Recipient shall not knowingly cause or permit the release of any Hazardous Substance on the Project Site, except in compliance with Applicable Laws. All Hazardous Substances shall be used, disposed of, treated and stored by the Recipient in compliance with Applicable Laws. 8.13 Notice to Ontario. The Recipient shall provide prompt notice of: (a) any Material Adverse Effect; (b) any abandonment of the Project by the Recipient; or (c) any representation or warranty made by the Recipient in the Agreement or any certificate delivered to Ontario pursuant hereto that has become or is likely to be- come untrue in any respect. 8.14 Procurement. The Recipient shall ensure that all contracts and subcontracts, including consultant contracts, for work and services and for the purchase of goods related to the Project are obtained pursuant to a process that ensures best value for money. 8.15 Reports. The Recipient shall ensure that all reports, certificates and other documents required to be delivered to Ontario pursuant to the Agreement are completed to the sat- isfaction of Ontario. Ontario may, from time to time, require the Recipient to complete reports, certificates and other documents on an electronic system, including Transfer Payment Ontario. ARTICLE 9 – NEGATIVE COVENANTS 9.1 The Recipient covenants and agrees that, during the Term, it shall not, without the prior written approval of Ontario: (a) Disposition of Assets. sell, assign, transfer, lease, license, convey or otherwise dispose of any of the Project assets or all or substantially all of the assets com- prising the Project Site, except such dispositions as would be consistent with the disposition of surplus assets in the normal course of business and sales of real property contemplated by the Business Plan. Page 153 of 327 17 (b) Transactions with Affiliates. sell property or services to, or purchase property or services from, or otherwise engage in any other transactions with, any Related Parties, except for transactions in the ordinary course of business at prices and on terms and conditions not less favourable to the Recipient than could be ob- tained on an Arm’s Length basis from unrelated third parties. ARTICLE 10 - DEFAULT AND ENFORCEMENT 10.1 Events of Default. Each of the following is an Event of Default: (a) failure by the Recipient to perform or comply with any covenant or other term of the Agreement required to be performed or complied with by the Recipient, in- cluding, but not limited to, the failure to perform or comply with the reporting requirements set out in Article 6; (b) failure by the Recipient to repay any amount of the Grant when it becomes due, including failure to pay the Investment Target Clawback required pursuant to Ar- ticle 4; (c) failure by the Recipient to make a Request for Disbursement in accordance with section 5.6; (d) abandonment or Deemed Abandonment of the Project by the Recipient; (e) if any representation or warranty made by the Recipient in the Agreement or any certificate delivered to Ontario pursuant hereto shall be or become materially un- true in any respect; (f) default of any material obligations of the Recipient under the Agreement includ- ing a default of a term or condition, but for the giving of notice and/or the passage of time to remedy; (g) default of a term or condition in any other agreement between Her Majesty the Queen in right of Ontario and the Recipient but for the giving of notice and/or the passage of time to remedy; (h) final judgment or decree for the payment of money due is obtained or entered against the Recipient, except in respect of a judgment which (i) was the subject of a bona fide dispute, (ii) is not material to the financial condition, business or operations of the Recipient (and without restricting the generality of the forego- ing, a judgment of $50,000 or more shall be deemed to be material), and (iii) is paid in full within 30 days after judgment; (i) any part of the Project Financing that has become unavailable is not replaced by the Recipient within 90 days on similar terms and conditions; or (j) occurrence of a Material Adverse Effect in the opinion of Ontario, acting reason- ably. 10.2 Ontario May Waive. Ontario may, at any time, waive any Event of Default which may have occurred provided that no such waiver shall extend to, or be taken in any manner whatsoever to affect, any subsequent Event of Default or the right to remedies resulting Page 154 of 327 18 therefrom, and that no such waiver shall be, or shall be deemed to constitute, a waiver of such Event of Default unless such waiver is explicit and in writing from Ontario. 10.3 Remedies. In addition to any other rights which Ontario may have under the Agreement, if any Event of Default shall occur and be continuing, Ontario shall have the following rights and remedies provided that it has first given written notice of the Event of Default to the Recipient and the Recipient has failed for whatever reason, subject to Force Majeure, to remedy the Event of Default within 20 days of the receipt of such notice, or such longer period of time as Ontario may consent to in writing: (a) Ontario may, immediately, without further notice to the Recipient, without liability, penalty or costs to Ontario, terminate the Agreement; (b) Ontario shall be relieved of all obligations to make any Disbursements or any fur- ther Disbursements to the Recipient; (c) Ontario shall be entitled to retain the Performance Payment and any unpaid Car- ry Forward Amount; (d) An amount equal to the amount of the Investment Target Clawback shall become immediately due and payable to Ontario; such sum shall be calculated as of the date of the specified Event of Default based upon the Actual Investment as of the date of calculation as verified by an Independent Auditor’s Report and/or a Final Certificate and Report, such Independent Auditor’s Report and Final Certificate and Report being due within 60 days of the specified Event of Default; and (e) Ontario may avail itself of any of its legal remedies that are available to Ontario at law or in equity and in its sole discretion, exercise any right or recourse and/or proceed by any action, suit, remedy, or proceeding against the Recipient author- ized or permitted by law for the recovery of any and all amounts payable to Ontario pursuant to the Agreement, and no such remedy for the enforcement of the rights of Ontario shall be exclusive of, or dependent on, any other remedy, but any one or more of such remedies may from time to time be exercised inde- pendently or in combination, provided however, that subject to section 8.9, in no event shall the Recipient be required to pay to Ontario any amount in excess of the Ontario Support together with the costs of collection pursuant to section 10.5 and interest pursuant to section 10.6. Notwithstanding the foregoing, Ontario shall not be required to provide any notice or a remedy period under this section 10.3 for any Event of Default arising under section 10.1 (b), (d), (f) or (g). 10.4 Additional Remedies Upon Certain Events of Default. In addition to the remedies con- tained in section 10.3, section 10.5 and section 10.6, upon the occurrence of an event specified in section 10.1(b), (d), (f) or (g) an amount equal to the remaining Ontario Sup- port which has not already been repaid pursuant to section 10.3 herein shall become immediately due and payable to Ontario. 10.5 Costs of Collection. All reasonable costs and expenses of collection, including legal fees and professional fees associated therewith, of Ontario and its agents of all amounts ow- ing hereunder shall be for the account of the Recipient and shall be immediately due and payable to Ontario. Page 155 of 327 19 10.6 Interest after Default. Interest at the then current rate charged by the Province of Ontario on accounts receivable shall apply, from the date of any default notice to the Recipient, to any and all amounts in the event that Ontario exercises any of its remedies pursuant to section 10.3 or 10.4 until payment in full. For greater certainty, during the course of any and all proceedings to collect such amounts such interest rate shall apply to and be exigible as additional damages in any award of damages made by a court of competent jurisdiction pursuant to any such action, all without the necessity of any further act or agreement or notification to the Recipient. ARTICLE 11 - GENERAL 11.1 No Conflict of Interest. The Recipient will carry out the Project and use the Grant funds without an actual, potential, or perceived conflict of interest. A conflict of interest includes any circumstances where: (a) the Recipient or (b) any Person who has the capacity to influence the Recipient’s decisions, has outside commitments, relationships, or financial interests that could, or could be seen to, interfere with the Recipient’s objective, unbi- ased, and impartial judgment relating to the Project, the use of the proceeds of the Grant, or both. Nothing in this section shall prevent the Recipient if it so chooses from re- imbursing its volunteers for their reasonable out of pocket expenses incurred in connection with the Project. The Recipient will disclose to Ontario, without delay, any situation that a reasonable Person would interpret as an actual, potential, or perceived conflict of interest and comply with any terms and conditions that Ontario may prescribe as a result of the disclosure. 11.2 Entire Agreement. The Agreement contains the entire agreement between the Recipient and Ontario and supersedes all prior agreements, obligations, statements, representa- tions, understandings, warranties, communications and negotiations, whether oral or written, with respect to the subject matter of the Agreement. 11.3 Amendments. The Agreement may be amended, altered or modified only by written documents signed by both Ontario and the Recipient. 11.4 Survival. Section 1.1 (Definitions), section 2.4 (Stacking), Article 4 (Mandatory Repay- ment of Grant), sections 5.1, 5.2 and 5.3 (as it relates to the Performance Payment Disbursement), section 5.8 (Right to Collect Interest), Article 6 (Reporting and Monitor- ing), Article 7 (Representations and Warranties), section 8.3 (Rights of Inspection and Inquiry), section 8.9 (Indemnity), section 8.15 (Reports), Article 10 (Default and En- forcement), section 11.2 (Entire Agreement), section 11.4 (Survival), section 11.6 (Materiality and Merger), section 11.11 (Non-Agent), section 11.12 (Governing Law), section 11.15 (Severability), section 11.16 (No Control of Records), section 11.17 (Dis- closure of the Agreement to the Public and Third Parties), and section 11.20 (Rights and Remedies Cumulative) and all applicable cross-referenced provisions and Schedules shall survive any expiry, termination or cancellation of the Agreement. Without limiting the foregoing, all representations and warranties of the Recipient contained herein or in any certificate or other writing delivered in connection herewith will survive the transac- tions contemplated hereby and are material and have been or will be relied upon by Ontario notwithstanding any investigation made by or on behalf of Ontario. For the pur- pose of the foregoing, all statements contained in any certificate or other writing delivered by or on behalf of the Recipient pursuant hereto or in connection with the transactions contemplated hereby shall be deemed to be representations and warranties of the Recipient contained herein. Page 156 of 327 20 11.5 Waiver. No provision of the Agreement shall be deemed to be waived, and no breach excused, unless such waiver or consent excusing the breach is explicit and in writing. A waiver of any provision of the Agreement, or of any breach of any provision of the Agreement, is not to be deemed or construed to be a waiver of any other provision of the Agreement, or of any other breach, whether of the same or of any other provision, nor shall any delay or omission on the part of any party to the Agreement to exercise or avail itself of any right it has or may have under the Agreement, operate as a waiver of any such breach or right, nor will any waiver or failure to enforce any of the provisions of the Agreement in any way affect the validity of the Agreement or any part of it. 11.6 Materiality and Merger. All representations, warranties and covenants of the Recipient made in the Agreement, the Business Plan or in any other document, certificate, ex- penditure statement, or writing delivered by or on behalf of the Recipient pursuant to the provisions of the Agreement, or otherwise with respect to the Project or the Agreement and the transactions contemplated in the Agreement, are material, are deemed to have been relied upon by Ontario and survive the execution of the Agreement. 11.7 Time. Time is of the essence of the Agreement. 11.8 Assignment. The Agreement and all documents delivered pursuant to it enure to the benefit of Ontario and the Recipient, their respective assigns and successors at law. The Agreement may not be assigned by the Recipient without the prior written consent of Ontario. 11.9 Further Assurances. The Recipient agrees at any time and from time to time after the execution and delivery of the Agreement to perform and deliver such further acts and things as Ontario may reasonably request in order to fully effect the purpose of the Agreement and the transactions contemplated herein. 11.10 Notices. Any notice, request, demand, consent, approval, correspondence, report or other communication required pursuant to or permitted under the Agreement must be in writing and must be given by personal delivery, or transmitted by fax or e-mail, or be sent by postage prepaid mail, and addressed to the party to whom it is intended at its address as set out below or addressed as either party may later designate to the other in writing: To Ontario: Ministry of Economic Development, Job Creation and Trade Business Partnerships and Programs Division Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit Facsimile No.: (416) 212 – 8696 Email: NoticesFundingPrograms@ontario.ca To the Recipient: Town of Tillsonburg 10 Lisgar Ave Tillsonburg ON N4G 5A5 Attention: Development Commissioner and Clerk Department Page 157 of 327 21 Facsimile No.: (519) 842-9431 Email: cpanschow@tillsonburg.ca, clerks@tillsonburg.ca Any such notice shall be deemed to be received, if personally delivered or sent by fax or other electronic message on the day it is sent and if such notice is sent by postage pre- paid mail it shall be deemed to have been received on the date that is five days after the date of mailing. 11.11 Non-Agent. The Recipient and Ontario agree and declare that nothing in the Agreement shall be construed as creating a partnership, joint venture, or agency relationship be- tween the Recipient and Ontario. 11.12 Governing Law. The Agreement and the rights of the parties hereto shall be governed in all respects by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and each party irrevocably attorns to the exclusive jurisdiction of the courts of the Province of Ontario for any dispute, action or proceeding arising out of or in connection with the Agreement. Nothing in the Agreement affects the rights, protections and immunities of the Crown under the Crown Liability and Proceed- ings Act, 2019 (Ontario). 11.13 Force Majeure. In the Agreement, “Force Majeure” includes civil commotions, acts of God, weather, fires, floods, explosions, natural catastrophes, sabotages, accidents, fail- ures of power, riots, invasion, insurrection and any additional peril or occurrence which is, in the opinion of Ontario a Force Majeure. Upon the occurrence, if any, of an event which is a Force Majeure, the party whose performance is affected, whether Ontario or the Recipient, shall to the extent reasonably possible, minimize its adverse impact. Nei- ther Ontario nor the Recipient shall be in breach of the Agreement, if, upon the occurrence of a Force Majeure and after delay minimization, either Ontario or the Recip- ient delays performance of its obligations hereunder for such reasonable period of time so as to enable the harmed party to overcome the effects of the Force Majeure; provid- ed, however, neither Ontario nor the Recipient shall delay performance of any obligation of the Agreement such that, cumulatively, such delays will extend the Term for more than two years. 11.14 Counterparts. The Agreement may be signed in counterparts, and/or by facsimile or e- mail (PDF or other image format), each of which shall constitute an original and all of which, when taken together, shall constitute an original Agreement. 11.15 Severability. Any provision of the Agreement prohibited by law or otherwise ineffective will be ineffective only to the extent of such prohibition or ineffectiveness and will be severable without invalidating or otherwise affecting the remaining provisions of the Agreement. 11.16 No Control of Records. No provision of the Agreement will be construed so as to give Ontario any control whatsoever over the Recipient’s records. 11.17 Disclosure of the Agreement to the Public and Third Parties. (a) Freedom of Information and Protection of Privacy Act. The Recipient acknowledges that Ontario is bound by the Freedom of Infor- mation and Protection of Privacy Act (Ontario) and that Ontario may be required Page 158 of 327 22 to disclose information contained in the Agreement or the entire Agreement itself pursuant to the provisions of that act. (b) Public Disclosure. The Recipient: (i) irrevocably consents to Ontario making all or a portion of the Agreement including but not limited to the information contained in Schedule “A” available to the public in a form Ontario deems appropriate in Ontario’s sole discretion. However, such consent does not apply to the information solely contained in Schedules “A-1” and “B-1”, which in the Recipient’s view is commercially sensitive information; and (ii) acknowledges, without limiting its consent under section 11.17(b)(i) in any way, that the information set forth in Schedule “A” will be made available to the public by being posted to a government website approximately 90 days after the execution of the Agreement. (c) Attracting Investment and Creating Jobs Act, 2012. The Recipient acknowledges that in accordance with the requirements under the Attracting Investment and Creating Jobs Act, 2012 (Ontario) the Agreement must be made available for in- spection by the public, provided that commercially-sensitive information may be redacted. 11.18 Publications, Press Releases, Media Events, Communiqués. The Recipient shall: (a) not make any announcement with respect to the Grant, the Project, or the Agreement, except as may be required by law, without the prior written approval of Ontario; and (b) if requested by Ontario, participate in a public event announcing Ontario's fund- ing to the Recipient in connection with the Project at the Project Site, or other venue as may be agreed between the parties. 11.19 Economic Program. The Recipient acknowledges and agrees that the Grant provided under the Agreement is for the purpose of the administration of economic programs and/or the provision of direct or indirect support to members of the public in connection with economic policy, and as such section 16 of the Limitations Act, 2002 (Ontario) shall apply. 11.20 Rights and Remedies Cumulative. The rights and remedies of Ontario under the Agreement are cumulative and are in addition to, and not in substitution for, any of its rights and remedies provided by law or in equity. [remainder of this page intentionally left blank] Page 159 of 327 23 The parties hereby execute the Agreement in the Province of Ontario. HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO as repre- sented by the Minister of Economic Development, Job Creation and Trade __________________ Date of Signature Per:_____________________________ Name: Victor Severino Title: Assistant Deputy Minister THE CORPORATION OF THE TOWN OF TILLSONBURG __________________ Date of Signature __________________ Date of Signature Per:_____________________________ Name: Stephen Molnar Title: Mayor I have the authority to bind the Recipient. Per:_____________________________ Name: Michelle Smibert Title: Town Clerk I have the authority to bind the Recipient. Page 160 of 327 24 SCHEDULE “A” TABLE OF SUMMARY PROJECT INFORMATION  Grant Recipient THE CORPORATION OF THE TOWN OF TILLSONBURG   Project Location  Tillsonburg  Effective Date of Agreement  [insert Effective Date]  Project Start Date  April 16, 2020 as long as the Recipient agrees to the terms of the Conditional Grant Agreement by June 29, 2020, otherwise the Project Start Date will be the date the Recipi- ent agrees to the terms.  Project Completion Date December 31, 2022  Project Overview The Project involves servicing of the Innova- tion Park land including sewer, watermain and roadwork construction that will improve the value of the land in order to encourage businesses to purchase land in the Innova- tion Park.  Maximum Amount of Grant  $1,205,000  Project Investment Commitment  $2,410,000  Total Project Investment  $4,370,700 Page 161 of 327 25 SCHEDULE “A-1” PROJECT DESCRIPTION, MILESTONES, DELIVERABLES, TIMELINES AND PROJECT RELATED DEFINITIONS PROJECT DESCRIPTION The Recipient has purchased and acquired 37 acres of industrial zoned land southwest of the town centre directly on Provincial Highway 3 that it intends to create the Van Norman Innovation Park “Innovation Park”. The Project involves servicing of the Innovation Park land including sewer, watermain and roadwork construction that will improve the value of the land in order to encourage businesses to purchase land in the Innovation Park. The Innovation Park is intended to help the Recipient attract more businesses and secure new jobs. The Recipient’s Project’s objectives include the following:  promoting regional economic development  attracting and retaining investment  promoting innovation  fostering collaboration and cluster development Milestones, Deliverables and Timelines: Milestones and timelines Deliverable(s) at this milestone Fiscal Year 1: (Project Start Date to and in- cluding December 31, 2020)  Approvals required for project obtained (ECA, Tenders, etc).  Preliminary Earthworks completed.  Underground Works and Storm Water Management Pond completed. Fiscal Year 2: (January 1, 2021 to and includ- ing December 31, 2021)  Utility Servicing completed.  Road and lot servicing completed. Subdivision completed. Fiscal Year 3: (January 1, 2022 to and includ- ing December 31, 2022) Project Completion Date:( De- cember 31, 2022) Project complete. Page 162 of 327 26 Definitions “Project Financing” means Source Nature of Financing Amount Recipient Future Cash Flow from land sales or Debt Fi- nancing $1,010,000 Ontario SWODF Grant $1,205,000 Recipient Debt Financing $195,000 TOTAL, being the Project In- vestment Commitment $2,410,000 Page 163 of 327 27 SCHEDULE “B” ELIGIBLE PROJECT EXPENDITURES CATEGORIES  This schedule contains the list of Eligible Project Expenditures Categories for the Pro- ject.  In order to be eligible, the expenditure must be incurred and paid on or after the Project Start Date up to and including the Project Completion Date.  Deposits paid prior to the Project Start Date are not eligible.  Stacking with other provincial programs is not permitted except that the Recipient may receive supports provided through SWODF’s complementary services (“Provincial Stacking Exceptions”). The total amount of provincial and federal assistance for Eligi- ble Project Expenditures, including those received from the Provincial Stacking Exceptions (collectively, “Government Assistance”) cannot exceed 75% of the Eligible Project Expenditures.  If Ontario determines that the Recipient has received Government Assistance that ex- ceeds 75% of Eligible Project Expenditures, then the Recipient shall pay to Ontario, within 20 days of being notified by Ontario, an amount equal to the excess. For clarity, in no event shall the Recipient be required to pay to Ontario any amount under section 2.4(b) greater than the Ontario Support together with the costs of collection pursuant to section 10.6 and interest pursuant to section 10.7. ELIGIBLE PROJECT EXPENDITURES The following shall be used, where necessary, to clarify the categories and description of Eligi- ble Project Expenditures set out in the budget sections of Schedule “B-1”. They do not expand the universe of Eligible Project Expenditures. Eligible Project Expenditures are actual expenditures to be incurred on or after the Project Start Date up to and including the Project Completion Date that are directly attributable to and neces- sary for the completion of the Project and are not wholly or partially for another purpose, subject to the terms and conditions of the Agreement, and subject to review and approval by Ontario. Eligible Project Expenditures are one-time expenditures directly attributable to the development and implementation of the Project. Eligible Project Expenditures do not include ongoing expenditures associated with production or operations. Labour, materials, overhead, and other expenditures for the production of saleable items are not eligible. Eligible Project Expenditures are actual cash outlays, net of applicable HST, that must be doc- umented through invoices, receipts, or Recipient records acceptable to Ontario and are subject to verification by an independent auditor. Evidence of payment must be maintained for audit purposes. Acting reasonably, Ontario’s decisions as to the expenditure eligibility and valuation shall be final and determinative. Eligible Project Expenditures Categories: Business Attraction Expenditures Page 164 of 327 28  Business attraction expenditures (e.g. expenditures to support presentations to invest- ment prospects, or to engage prospects in communities shortlisted for a specific investment). Any business attraction expenditures spent outside of Ontario are subject to prior written approval by Ontario.  The creation and development of presentations, consultation and marketing materials. Project Facilities and Infrastructure required for the Project:  Construction/leasehold improvement expenditures that are directly attributable to the Project, are eligible, subject to Ontario’s approval.  Site servicing, power service upgrades, etc. required to execute the Project are eligible.  This would include work performed under contracts and subcontracts with third parties.  For clarity, in the case of projects that involve an expansion or relocation to a larger building, only the construction/ retrofit expenditures associated with the incremental/ ad- ditional productive space are eligible.  Municipal economic infrastructure directly related to the Project. Equipment and Machinery:  Equipment and machinery necessary for the successful completion of the Project.  E.g. new technology, new high-performance equipment and machinery, maintenance equipment associated with new technologies or systems.  If new equipment is acquired via capital lease (as a method of purchase financing) the non-interest portions of the capital lease are eligible. Interest expenditures are ineligible under any circumstances. Labour (one-time internal):  One-time labour expenditures must be directly attributable to the development and im- plementation of the Project, including expenditures to set up/commission new equipment, technology or systems for the Project.  Incremental specialized labour that is directly related to the Project (e.g. research and development) is eligible to a maximum of two years.  This would include direct salaries, wages, and benefits, paid by the Recipient, for em- ployees of the Recipient working on the Project and in proportion to the amount of time spent working directly on the Project. Note: Ongoing operational and production labour expenditures are ineligible. o Benefits means employees’ regular entitlements for payroll-related benefits (CPP, EI, employer health tax), medical and dental-related benefits, the actual cost of sick leave, vacation, statutory holidays and pension. Any other benefits must be approved by Ontario.  The Recipient is required to maintain timesheets or appropriate records for all employ- ees working directly on the Project to verify time spent on Project work, and to verify expenditures for audit purposes.  Bonuses that meet the following criteria are eligible: - Non-discretionary (e.g. part of a compensation package that provides that a money payment at a pre-determined rate, related to explicit employee performance targets); - Paid to employees of the Recipient up to the first-level managerial level or equiva- lent; and - Directly related to the Project. Page 165 of 327 29 Materials (one-time):  Expenditures of direct materials necessary for, and specifically identified and measured as having been used for, the completion of the Project, including: o Materials used for configuring and testing production processes and systems. o Materials used for training employees. o Materials used for prototypes. o Other materials directly related to the Project as approved by Ontario.  Materials used for the regular production of saleable items are not eligible. Specialized Expertise:  Specialized expertise required for the Project including third-party engineering services, software development, management, etc. Training and Talent:  Skills training, including employer provided training, related to the Project. For greater clarity, expenditures for staff wages to deliver the training (i.e. internal trainer), are eligi- ble, but wages for staff receiving the training are not.  Expenditures to provide the training (e.g. training materials) are eligible.  Training infrastructure (e.g. retrofits to a training room, equipment required for training, etc.) is eligible.  Subject to limits approved in writing by Ontario, the following may be eligible: o Third-party expenditures related to the training of owners and/or management to address specific business needs. o Expenditures to hire external expertise related to the development of a Human Resource (HR) strategy and/or succession planning (or hiring an internal HR pro- fessional for a period of up to one year if the function did not previously exist with the company). o Expenditures for the recruitment of talent to support company growth. Permits and Fees:  Expenditures incurred by the Recipient for permits, inspections, and other fees directly attributable to the Project (but not ongoing operations). Other eligible expenditures directly attributable to the Project that have been approved in writing by Ontario. Ineligible Project Expenditures: Only expenditures that are specified as eligible above or approved in writing by Ontario will be eligible for reimbursement. The following expenditures, among others, are ineligible: Ongoing Expenditures Associated with Production or Operations:  Labour, materials, overhead, and other expenditures for the production of saleable items. General Working Capital Requirements:  Capital requirements not directly attributable to the Project including: debt service, fed- eral or provincial taxes, surtaxes and special expenses, e.g. legal fees.  Working capital expenditures associated with the Recipient’s regular production or oper- ations, e.g. materials. Page 166 of 327 30 Land or Buildings:  Expenditures related to the purchase of land or buildings.  Expenditures associated with landscaping or parking lots. Labour (ongoing/operational):  Labour expenditures that are not directly related to the Project including ongoing produc- tion or operations. Project Case Preparation:  Expenditures associated with the preparation of the proposal (successful or not) such as success fees or third-party government relations consulting services. Vehicles and Off-Site Equipment:  Expenditures associated with the purchase/lease or operation of vehicles or off-site equipment. Remuneration to Shareholders:  Dividends or any type of shareholder payments. Expenditures Not Incurred in Ontario:  Except for purchases from suppliers located outside of Ontario. Mergers and Acquisitions. Travel and Meal Expenses:  Expenditures for any travel, hospitality, food and incidental expenses, including but not limited to expenses in respect of meals, snacks and beverages; gratuities; laundry, dry cleaning and valet services; dependent care; and personal telephone calls. Rebates, Credits and Refunds:  Any expenditures, including taxes, for which the Recipient has received, will receive, or is eligible to receive, a rebate, credit or refund. Distribution/shipping expenditures of marketing/sales materials, including acquisition of paid media space, printing, and airtime. HST. Page 167 of 327 31 SCHEDULE “B-1” PROJECT INVESTMENT COMMITMENT BUDGET Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Total (All Fis- cal Years) ELIGIBLE PROJECT EXPENDITURES Business Attraction Expendi- tures 0 0 0 0 0 Project Site and Infrastructure 482,000 1,446,000 482,000 0 2,410,000 Equipment & Machinery 0 0 0 0 0 Labour (one-time internal) 0 0 0 0 0 One-time Materials 0 0 0 0 0 Specialized Expertise 0 0 0 0 0 Training and Talent 0 0 0 0 0 Project-related Permits and Fees 0 0 0 0 0 Other Eligible Project Expenditures 0 0 0 0 0 TOTAL ELIGIBLE PROJECT EXPENDITURES 482,000 1,446,000 482,000 0 2,410,000 Note: For greater certainty, the sum of the Eligible Project Expenditures for all Fiscal Years is the same amount as the Project Investment Commitment. Page 168 of 327 32 SCHEDULE “C” PROJECT STATUS REPORT Milestone Status Table: Provide a Project status report with respect to the achievement of Milestones, Deliverables and Timelines for the Project as de- scribed in Schedule “A-1”. Under the column entitled “Actual Achieved”, please outline your progress relative to each Deliverable as at the given Milestone. Additional Comments: Milestone Deliverables (Please list the deliverables as they appear in Schedule “A-1”) Actual Achieved (Please report on progress relative to each Deliverable) Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Project End Page 169 of 327 33 Performance Measures Table: Provide a Project status report with respect to the achievement of the performance measures highlighted below. Performance Measure Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Number of private sector jobs impacted by the Project Number of economic development partners engaged in the Project. New private sector investment stimulated by the Project ($) Investment in economic assets ($) Number of innovations/new processes introduced Number of new companies added to business park Comments: Eligible Project Expenditures Table: Provide a budget status report detailing the Project Investment Commitment Budget (“PICB”) (for reference, see Schedule “B-1” for the Project Investment Commitment Budget) and actual Eligible Project Expenditures as applicable. For rows below with zero dollar values, insert “0” or “nil.” Explain any variances greater than 10% in any category of Eligible Project Expenditures below th e table, under ‘Comments’. PICB Actual Eligible Project Ex- penditures PICB Actual Eligible Project Expenditures PICB Actual Eligible Project Expenditures PICB Actual Eligible Project Ex- penditures PICB Actual Eligible Project Expenditures Variance Fiscal Year 1 Fiscal Year 1 Fiscal Year 2 Fiscal Year 2 Fiscal Year 3 Fiscal Year 3 Fiscal Year 4 Fiscal Year 4 Total Total All Years All Years $ % ELIGIBLE PROJECT EXPENDITURES Project Site and Infra- structure Page 170 of 327 34 Equipment & Machinery One-time internal labour One-time materials Specialized Expertise Training and Talent Project-related permits, fees Other Eligible Project Expenditures Total Eligible Project Expenditures Note: Recipient to retain all records and invoices in support of paid Eligible Project Expenditures, which are subject to audit by Ontario. Comments: Page 171 of 327 35 SCHEDULE “D” ANNUAL CERTIFICATE DATE:  FISCAL YEAR:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch, Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. I, [insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby cer- tify without personal liability as follows: 1. Attached hereto is a Project Status Report, comprised of a Milestone Status Table, Per- formance Measures Table, and Eligible Project Expenditures Table, which is true, complete and accurate. 2. As at the end of Fiscal Year , the Recipient is forecasting total Eligible Project Expendi- tures of $  by the Project Completion Date [NTD: not required for final Fiscal Year]. 3. On and as of the date hereof, no Event of Default, whether or not Ontario has been giv- en notice thereof, has occurred and is continuing. 4. I have reviewed the activities of the Recipient with a view of determining whether during Fiscal Year  the Recipient has observed each of the covenants and conditions in the Agreement. I confirm that to the best of my knowledge and belief the Recipient has ob- served each of the covenants and conditions. 5. On and as of the date hereof, all representations and warranties contained in Article 7 of the Agreement are true and correct. The undersigned has signed this certificate on this  day of , 202. Per: [insert name and title of senior officer] Page 172 of 327 36 SCHEDULE “E” REQUEST FOR DISBURSEMENT Date:  Fiscal Year:  To: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit From: The Corporation of the Town of Tillsonburg (the “Recipient”) Re: Agreement between Ontario and the Recipient effective  (the “Agreement”) ____________________________________________________________________________ Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. 1. I, [insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby certify without personal liability as follows: (a) On and as of the date hereof, all representations and warranties contained in Ar- ticle 7 of the Agreement are true and correct. (b) On and as of the date hereof, no Event of Default, whether or not Ontario has been given notice thereof, has occurred and is continuing. (c) On and as of the date hereof, the Recipient is in actual possession of the Project Site. (d) On and as of the date hereof, the Recipient has not incurred a cost overrun for the Project for which the Recipient has not obtained additional financing to pay for any such cost. (e) On and as of the date hereof, the Recipient is in compliance with Applicable Laws as required pursuant to the Agreement. (f) On and as of the date hereof, no Material Adverse Effect has occurred. (g) Attached hereto is a Project Status Report, which includes an Eligible Project Expenditures Table which is true and accurate and relates to Eligible Project Ex- penditures on account of the Project which have been incurred and paid by the Recipient during the period commencing  and ending . The Eligible Project Expenditures Table in Schedule “C” does not include any Eligible Project Ex- penditures incurred and paid to Non-Arm’s Length suppliers. [Note: In the event Page 173 of 327 37 that there are expenditures paid to Non-Arm’s Length suppliers include the certif- icate or invoices required by section 5.6(b)(ii) of the Agreement.] (h) [NTD: include the following for the second Disbursement] I certify that Eligi- ble Project Expenditures in the amount of $ have been incurred and paid with respect to the first Disbursement. 2. I certify that the Disbursement will be used in accordance with the Agreement. 3. I certify that the information provided herein is accurate and is being relied upon to dis- burse funds in respect of the Grant. 4. I certify that the attached Project Status Report is true and correct. 5. As reflected in the Disbursement Status Table set out below: (a) The Annual Cap for this Fiscal Year  is $. (b) The Support Earned (as defined in the table below) for this Fiscal Year  is $. (c) The Recipient has an unused Carry Forward Amount from previous Fiscal Years in the amount of $. (d) The Recipient hereby requests a Disbursement for this Fiscal Year  in the amount of $. (e) After the requested Disbursement, the Recipient will have an unused Carry Forward Amount in the amount of $. Disbursement Status Table: Maximum Grant Amount: Disbursement Period Annual Cap Amount ($) Eligible Project Expenditures ($) Support Earned = ()% x Eligible Pro- ject Expenditures Disbursement Amount Unused Carry Forward Amount Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 (Performance Payment) Total The undersigned has signed this certificate on this  day of  202. Per: [insert name and title of senior officer] Page 174 of 327 38 SCHEDULE “F” FINAL CERTIFICATE AND REPORT DATE:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillson- burg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. I, [Insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby cer- tify without personal liability as follows: 1. The Recipient has incurred and paid a minimum of $ in total Eligible Project Expenditures. 2. Attached hereto are the final Project Status Report, which is true and accurate, and the Inde- pendent Auditor’s Report. 3. If applicable, attached hereto are detailed calculations of the Investment Target Clawback in accordance with the formula set out in Article 4 of the Agreement. 4. On and as of the date hereof, all representations and warranties contained in Article 7 of the Agreement are true and correct. 5. The total Government Assistance that the Recipient has received or is entitled to receive is in the amount of $●. The undersigned has signed this certificate on this  day of , 202. Per: __________________ [insert name of senior officer] Page 175 of 327 39 SCHEDULE “F-1” INDEPENDENT AUDITOR’S REPORT TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. At the request of the Recipient, we have undertaken a reasonable assurance engagement of the accompanying Schedules (the “Schedules”) relating to the Project for the period [*] to [*]. The Schedules have been prepared by management of the Recipient based on the Conditions of Subsequent Disbursements (section 5.6) and Final Certificate and Report (section 6.7) provi- sions of the Agreement. The Schedules include:  The final Project Status Report (Schedule “C”)  Final Certificate and Report (Schedule “F”)  Each Request for Disbursement (Schedule “E”) submitted per section 5.6(a) of the Agreement Management’s responsibility for the Schedules Management of the Recipient is responsible for the preparation of the Schedules in accordance with the Conditions of Subsequent Disbursements and Final Certificate and Report provisions of the Agreement, and for such internal control as management of the Recipient determines is necessary to enable the preparation of the Schedules that is free from material misstatement, whether due to fraud or error. Independent practitioner’s responsibility Our responsibility is to express a reasonable assurance opinion on the Schedules, based on the evidence we have obtained. We conducted our reasonable assurance engagement in ac- cordance with Canadian Standard on Assurance Engagements (CSAE) 3000, Attestation Engagements Other than Audits or Reviews of Historical Financial Information. This standard requires that we plan and perform this engagement to obtain reasonable assurance about whether the Schedules are fairly stated, in all material respects. Reasonable assurance is a high level of assurance, but is not a guarantee that an engagement conducted in accordance with this standard will always detect a material instance of non- compliance with specified requirements when it exists. Instances of non-compliance can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the decisions of users of our report. A reasonable assur- ance compliance reporting engagement involves performing procedures to obtain evidence Page 176 of 327 40 about management’s statement of the Company’s compliance with specific requirements. The nature, timing and extent of procedures selected depends on our professional judgement, in- cluding an assessment of the risks of material misstatement of the Schedules, whether due to fraud or error, and requires obtaining evidence about the preparation of the Schedules in ac- cordance with the Agreement. We believe that the evidence we have obtained is sufficient and appropriate to provide for a ba- sis of our opinion. Independence and quality control We have complied with the relevant rules of professional conduct / code of ethics applicable to the practice of public accounting and related to assurance engagements, issued by various pro- fessional accounting bodies, which are founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. The firm applies Canadian Standard on Quality Control 1, Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance Engagements and, accord- ingly, maintains a comprehensive system of quality control, including documented policies and procedures regarding compliance with ethical requirements, professional standards and appli- cable legal and regulatory requirements. Opinion In our opinion, the Schedules of the Recipient for the period from  to , are prepared, in all material respects, in accordance with the Agreement. Cumulative Jobs of [*insert number] have been achieved for the period between  and . Total Eligible Project Expenditures of [*insert number] have been achieved for the period be- tween  and . Actual Final Year Payroll Achieved is [$***]. Purpose of statement and restriction on distribution and use This report is prepared to assist the Recipient to comply with the financial reporting provisions of the Agreement. As a result, the report may not be suitable for another pu rpose. Our report is intended solely for the Recipient and Ontario and should not be distributed to or used by parties other than the Recipient and Ontario. [Practitioner's signature] [Date] [Practitioner's address] Page 177 of 327 41 SCHEDULE “G” POST-PROJECT ANNUAL REPORT DATE:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. The Recipient has achieved the following results for the Post-Project Fiscal Year ended [insert date]: Performance Measure Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Number of private sector jobs impacted by the Project Number of economic development partners engaged in the Project. New private sector investment stimulated by the Project ($) Investment in economic assets ($) Number of innovations/new processes introduced For each of the Performance Measures listed above, provide a description of the outcomes to date. Per: ___________ [insert name and title of senior officer] Page 178 of 327 Page 1 of 4 Subject: Lease of 1,101 Highway 3 Lands for Agricultural Purposes Report Number: DCS 20-14 Author: Cephas Panschow Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report DCS 20-14 Lease of 1,101 Highway 3 Lands for Agricultural Purposes; AND THAT the Mayor and Clerk be authorized to enter into a lease agreement with John Vieraitis for the lands described as Parts of Lots 3-4, Concession 5 NTR Middleton, and more particularly described as the agricultural portion of part of Part 1 and Part 2, Plan 37R-283 comprising approximately 90 acres of farmable land for a seven month term expiring on December 31, 2020 subject to the terms and conditions contained within the lease agreement; AND THAT a By-Law be brought forward in this regard. BACKGROUND The Town of Tillsonburg is in the process of acquiring the 1,101 Highway 3 property for future industrial development. The property contains approximately 90 acres of farmable land and it is desirable to have these lands farmed in 2020 in order to generate revenue for the Town and help with the maintenance of the lands. The purpose of this report is to seek Council approval to enter into a seven month lease with John Vieraitis to enable these lands to be farmed in 2020. DISCUSSION The 1,101 Highway 3 property owner (Richard Redling) has agreed to amend the terms of the Agreement of Purchase and Sale in order to allow early access to the property and to enable the Town to lease the agricultural lands for the current year. The proper ty is scheduled to be transferred to the Town on June 26, 2020. The property owner’s approval is subject to the following conditions:  The lease agreement between the Buyer and tenant shall include an indemnity clause whereby the tenant shall completely indemnify and hold the Seller harmless for any and all claims of any kind whatsoever; Page 179 of 327 DCS 20-14 Page 2 of 4  Prior to taking possession of the lands the tenant shall provide the Seller proof of insurance naming the Seller as a co-insured;  While the Seller remains the owner then the building(s) on the property are not subject to any lease or rental; and,  The Seller shall have unimpeded access to the building(s) on the property until the closing date. The attached lease agreement provides the protection required by the property owner and the Lessee has provided an insurance certificate naming both the Town and the property owner as insured. CONSULTATION Typically, the Town would tender agricultural land farming opportunities in order to ensure the highest rental value is obtained by the Town. However, due to the fact that the 2020 planting season is nearly over, the Town needs to move quickly in order to ensure that the lands are able to be planted this year and that land rental revenue is secured. The proposed lease is with John Vieraitis, who is currently leasing other Town industrial lands. That lease arrangement is scheduled to expire at the end of this year and the Town will be tendering those lands along with these lands for agricultural purposes in future years. FINANCIAL IMPACT/FUNDING SOURCE The Town was anticipating leasing these lands at a rate of $200/acre, which would have resulted in revenue of approximately $18,000/year. However, the farmer agreed to pay the same rate as contained within his current lease, which is $225/acre. Hence, the total revenue anticipated is $20,250, which is $2,250 more than initially estimated. This may be adjusted slightly if the acreage is determined to be less than currently estimated. The lease of industrial lands for agricultural purposes results in taxable assessment, which means that the Town of Tillsonburg is responsible to pay County and Education taxes. These costs are paid for out of the lease revenue. The remaining lease revenue will be used to offset the carrying costs for the purchase of this property. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☐ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability 2. Economic Sustainability Page 180 of 327 DCS 20-14 Page 3 of 4 ☐ Support new and existing businesses and provide a variety of employment opportunities ☐ Provide diverse retail services in the downtown core ☐ Provide appropriate education and training opportunities in line with Tillsonburg’s economy 3. Demographic Balance ☐ Make Tillsonburg an attractive place to live for youth and young professionals ☐ Provide opportunities for families to thrive ☐ Support the aging population and an active senior citizenship 4. Culture and Community ☐ Promote Tillsonburg as a unique and welcoming community ☐ Provide a variety of leisure and cultural opportunities to suit all interests ☐ Improve mobility and promote environmentally sustainable living ATTACHMENTS Appendix A – Agricultural Lease Page 181 of 327 DCS 20-14 Page 4 of 4 Report Approval Details Document Title: DCS 20-14 Lease of 1,101 Highway 3 Lands for Agricultural Purposes.docx Attachments: - Lease-Agricultural.pdf Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 14, 2020 - 3:53 PM Kyle Pratt - Jun 18, 2020 - 6:01 AM Michelle Smibert - Jun 18, 2020 - 7:28 AM Page 182 of 327 Page 183 of 327 Page 184 of 327 Page 185 of 327 Page 186 of 327 Page 187 of 327 Page 188 of 327 Page 189 of 327 Page 190 of 327 Page 1 of 3 Subject: 2019 Financial Statement Reconciliation Report Number: FIN 20-22 Author: Sheena Pawliwec, CPA, CGA Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report FIN 19-22 2019 Financial Statement Reconciliation as information. BACKGROUND The surplus as indicated on the financial statements differs from that as presented by the municipality due to Public Sector Accounting Standards (PSAS) financial presentation requirements which require reclassifying certain items for presentation purposes only. FINANCIAL IMPACT/FUNDING SOURCE The 2019 financial statements show a surplus of $2,032,532 while the Town’s operating surplus is $90,310. These two figures reconcile as follows: Financial Statement Surplus $ 2,032,532 BIA net revenue (loss) 45,479 Amortization 2,733,420 Capital expenses (6,006,827) Debt proceeds 2,141,170 Debt principal payments (1,492,756) Equity acquired in Tillsonburg Hydro Inc. (327,397) Net contribution from reserve (527,584) Net proceeds on disposal of Tangible Capital Assets 1,492,273 Operating Surplus $ 90,310 A separate report, FIN 20-22, deals with the allocation of this surplus. Page 191 of 327 FIN 20-22 Page 2 of 3 COMMUNITY STRATEGIC PLAN (CSP) IMPACT 1. Excellence in Local Government ☐ Demonstrate strong leadership in Town initiatives ☐ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability Page 192 of 327 FIN 20-22 Page 3 of 3 Report Approval Details Document Title: FIN 20-22 2019 Financial Statement Reconciliation.docx Attachments: Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 2:17 PM Kyle Pratt - Jun 18, 2020 - 5:01 AM Michelle Smibert - Jun 18, 2020 - 5:33 AM Page 193 of 327 Page 1 of 3 Subject: 2019 Surplus Allocation Report Number: FIN 20-23 Author: Sheena Pawliwec, CPA, CGA Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receives Report FIN 20-23 2019 Surplus Allocation as information. AND THAT Council approves the 2019 Operating Surplus of $90,310 be contributed to the Tax Rate Stabilization Reserve. EXECUTIVE SUMMARY To allocate the 2019 surplus to specific reserve account(s). FINANCIAL IMPACT Staff is requesting that Council approve allocating the 2019 Operating Surplus entirely to the Tax Rate Stabilization Reserve. This recommendation is presented in response to anticipated 2020 losses resulting from the COVID-19 pandemic. This allocation follows the policy as outlined in the 2017 report FIN 17-16 Annual Surplus/Deficit Allocation Policy. For informational purposes, below is a summary of the specific reserves which yielded a 2019 year-end departmental surplus and, as identified within the Reserve Policy, would customarily have received a pro-rated surplus allocation. Reserve 2019 Departmental Year-End Surplus 2019 Pro-Rated Year-End Surplus Allocation Fleet & Equipment $ 1,271 $ 893 Engineering $ 84,409 $ 59,304 Fire - Suppression Labour $ 5,102 $ 3,585 Winter Maintenance $ 37,758 $ 26,528 TOTAL $ 128,540 $ 90,310 COMMUNITY STRATEGIC PLAN (CSP) IMPACT 1. Excellence in Local Government ☐ Demonstrate strong leadership in Town initiatives Page 194 of 327 FIN 20-23 Page 2 of 3 ☐ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability Page 195 of 327 FIN 20-23 Page 3 of 3 Report Approval Details Document Title: FIN 20-23 2019 Surplus Allocation.docx Attachments: Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 4:35 PM Kyle Pratt - Jun 18, 2020 - 5:22 AM Michelle Smibert - Jun 18, 2020 - 5:35 AM Page 196 of 327 Page 1 of 3 Subject: 2019 Summary of Reserves & Trusts Report Number: FIN 20-24 Author: Sheena Pawliwec, CPA, CGA Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receives Report FIN 20-24 2019 Summary of Reserves & Trusts as information. EXECUTIVE SUMMARY The Town of Tillsonburg maintains several reserves and trusts. This summary defines each reserve and trust accounts purpose, sources of revenues and expenditures, and information on balances. FINANCIAL IMPACT/FUNDING SOURCE To inform Council and the public of the details on monies which are outlined in the annual financial statements presented by the Town of Tillsonburg. BACKGROUND In 2009 several trusts were merged together to create a single reserve account, and in 2017 they were respectively separated. These accounts, presented within the attached Appendix A, summarizes in detail the various Town reserves and trusts. Some of these are Discretionary Reserves and operate according to the reserve policy established by council in 2017. Others are Obligatory Reserves and are restricted by rules set up through other levels of government. Trust Funds are monies which have been donated to the Trusts with accountability on the Town to hold and manage the funds including the designation of Trustees to manage the Trusts. The Town Clerk and Treasurer are part of each set of Trustees for each Fund. In 2019, Council appointed new Trustees for most Trusts. These funds support a variety of needs in the Town of Tillsonburg. The use of these funds can be for both Town capital and operating requirements in addition to supporting several community groups and individuals. Reserves are collected until they are needed to be used for the purpose for which they were collected; this is the reason why there is a minimum and maximum target. When Page 197 of 327 FIN 20-24 Page 2 of 3 the maximum is reached, no further funding is required. Alternatively, if the value drops below the minimum, new contributions are generally required. COMMUNITY STRATEGIC PLAN (CSP) IMPACT 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☒ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability ATTACHMENTS Appendix A – 2019 Summary of Reserves & Trusts Page 198 of 327 FIN 20-24 Page 3 of 3 Report Approval Details Document Title: FIN 20-24 2019 Summary of Reserves and Trusts.docx Attachments: - FIN 20-24 Appendix A - 2019 Summary of Reserves and Trusts.pdf Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 12, 2020 - 4:01 PM Kyle Pratt - Jun 18, 2020 - 5:12 AM Michelle Smibert - Jun 18, 2020 - 5:34 AM Page 199 of 327 TOWN OF TILLSONBURG 2019 Summary of Reserves & Trusts Contents AIRPORT RESERVE ............................................................................................................. 2 ASSET MANAGEMENT FUNDING RESERVE ...................................................................... 3 FACILITY INFRASTRUCTURE RESERVE ............................................................................ 4 CEMETERY RESERVE ......................................................................................................... 5 COUNCIL RESERVE ............................................................................................................. 6 DEVELOPMENT REMEDIATION RESERVE ......................................................................... 7 DOWNTOWN PARKING RESERVE ...................................................................................... 8 ECONOMIC DEVELOPMENT RESERVE .............................................................................. 9 ELECTION RESERVE ..........................................................................................................10 ENGINEERING RESERVE ...................................................................................................11 FIRE DEPARTMENT EQUIPMENT RESERVE .....................................................................12 FIRE DEPARTMENT LABOUR RESERVE ...........................................................................13 FLEET AND EQUIPMENT RESERVE ...................................................................................14 IT EQUIPMENT RESERVE ...................................................................................................15 LINEAR INFRASTRUCTURE RESERVE ..............................................................................16 PHYSICIAN RECRUITMENT RESERVE ..............................................................................17 POLICE RESERVE ...............................................................................................................18 POLICE SERVICES BOARD RESERVE ...............................................................................19 RECREATION CULTURE AND PARKS RESERVE POLICY ................................................20 TAX RATE STABILIZATION RESERVE ................................................................................21 TRANSIT RESERVE .............................................................................................................22 WASTE MANAGEMENT RESERVE .....................................................................................23 WINTER MAINTENANCE RESERVE....................................................................................24 OBLIGATORY RESERVES ......................................................................................................25 BUILDING PERMIT COST STABILZATION RESERVE ........................................................25 DEVELOPMENT CHARGE RESERVE 27 GAS TAX REBATE RESERVE ..............................................................................................27 TRUST FUNDS .........................................................................................................................28 Page 200 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS ANNANDALE HOUSE TRUST ..............................................................................................28 CEMETERY MAINTENANCE TRUST ...................................................................................29 CEMETERY PERPETUAL CARE TRUST .............................................................................30 CEMETERY PRE-PAID TRUST ............................................................................................31 COMMUNITY TRUST ...........................................................................................................32 LAKE LISGAR REVITALIZATION TRUST .............................................................................33 PARKLAND TRUST RESERVE ............................................................................................34 SCHOLARSHIP TRUST ........................................................................................................35 Page 201 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS AIRPORT RESERVE The Airport Reserve provides a contingency for unforeseen events that might put pressure on the tax rate, provides for expenditures associated with the rehabilitation or replacement of existing Airport infrastructure as well as a source of funding for external airport consulting services. Revenues The Airport Reserve shall generally receive revenues from annual operating budget allocations or any surplus generated from the Airport business, after allowing for operating and capital expenses, on an annual basis. This Reserve also consists of funds set aside from Airport projects not completed in the previous financial year. These funds will be used to complete those Airport projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Airport Reserve may be used to fund the rehabilitation or replacement of existing airport capital infrastructure, assist in meeting the funding requirements of matching airport funding programs developed by senior levels of government, or support airport consulting services for various types of studies, plans or strategic development of the Airport. Recommended Target Levels The recommended minimum target would be about to 50% of the annual Airport General Operating Budget, which for 2019 is equivalent to $69,700. The recommended maximum target would be about to 100% of the annual Airport General Operating Budget, which for 2019 is equivalent to $139,400. COMMENTS: The 2018 ending balance is $6,042.81. The 2019 ending balance is $6143.66 Page 202 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS ASSET MANAGEMENT FUNDING RESERVE The Asset Management Plan Funding Reserve is a long term source of financing to overcome the deficiency in replacement or purchases of capital assets. Revenues The Asset Management Plan Funding Reserve revenues are from the growth portion of the Current Market Assessment. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Asset Management Plan Funding Reserve expenditures will be used to assist with the financing of assets in the approved Capital Budget. Recommended Target Levels The recommended minimum target shall be $nil The recommended maximum target would be $454,100, 3% of the 2019 annual budget. COMMENTS: The 2018 ending balance is $413,996.50. The 2019 ending balance is $974,091.06 Page 203 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS FACILITY INFRASTRUCTURE RESERVE The Capital Infrastructure Reserve provides for expenditures associated with the rehabilitation, replacement or construction of buildings and other related facilities. Revenues The Capital Infrastructure Reserve revenues are from taxation. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures This Capital Infrastructure Reserve will be spent on costs related to design and implementation of the rehabilitation, replacement or construction of buildings and other related facilities. . Recommended Target Levels The recommended minimum target shall reviewed based on specific facility projects and needs The recommended maximum target would be the total costs of all foreseen projects. COMMENTS: The 2018 ending balance is $402,518.41 The 2019 ending balance is $555,934.68 Page 204 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS CEMETERY RESERVE The Cemetery Reserve provides a source of funds for Cemetery projects and equipment. Within the Cemetery Reserve is a separate Memorials component that will fund replacements and maintenance of memorial benches, special memorials and trees in the Cemetery. Revenues The Cemetery Reserve revenues are from year-end surpluses in the Cemetery operations and surpluses in cemetery-related capital projects and from donations. The Memorials Component will receive 10% of each memorial bench & tree fee, and a 25% perpetual care levy on special memorials (defined as any memorial not considered a burial markers). The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Cemetery Reserve is to be used for Cemetery planning and plan implementation, surveys, landscaping projects, and other special Cemetery projects. Funds in the Memorials component will be used to replace, repair or maintain memorial benches and trees, and special memorials in the Cemetery including the flagpoles, the memorials near the Cemetery Building, and the St. Mary’s Cemetery cross. Recommended Target Levels The recommended target minimum is $50,000 plus the cumulative total of contributions to the Memorials component. COMMENTS: The 2018 ending balance is $46,164.41 The 2019 ending balance is $66,896.78 Page 205 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS COUNCIL RESERVE The Council Reserve provides for funding special projects identified by Council that may arise from time to time. Revenues The Council Reserve revenues are derived from taxation. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Council Reserve is spent on special projects as determined by Council from time to time. Recommended Target Levels The recommended minimum target shall $0 COMMENTS: The 2018 ending balance is $3,498.54 The 2019 ending balance is $3,556.90 Page 206 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS DEVELOPMENT REMEDIATION RESERVE The Development Remediation Reserve provides a source of funding for the installation, repair or replacement of outstanding development related municipal infrastructure deficiencies Revenues The Development Remediation Reserve shall generally receive revenues, after the appropriate notice by the Town has been provided, from outstanding construction holdbacks for which the Contractor has not remedied, any outstanding or expired municipal infrastructure deposits provided at the time of building permit application that the Builder has not rectified, and any outstanding Subdivision or Site Plan Agreement securities as a result of Developer default. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Development Remediation Reserve may be used for the installation, repair or replacement of outstanding development related municipal infrastructure deficiencies. Recommended Target Levels The balance of the Development Remediation Reserve should not drop below $0 and should be monitored regularly to ensure outstanding municipal infrastructure deficiencies are appropriately rectified. COMMENTS: The 2018 ending balance is $170,070.55 The 2019 ending balance is $18,167.96 Page 207 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS DOWNTOWN PARKING RESERVE The Parking Reserve provides a source of funding to properly maintain the Downtown Municipal parking lots including capital investment in new or existing Downtown parking infrastructure. This Reserve can be used for operating or capital expense purposes, but can only be used for Municipal parking located in the Downtown. Revenues The Parking Reserve revenues are generated from surplus funds left over from the parking levy charged to Downtown property owners, payments in lieu of parking paid on development not spent in the current year, and any net proceeds from the sale of Town owned parking lot property. This reserve also consists of funds set aside from Downtown Municipal parking infrastructure capital projects not completed in a previous financial year. These funds will be used to complete those Downtown Municipal parking infrastructure capital projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Parking Reserve may be used for the rehabilitation or replacement of existing Downtown Municipal parking lots, the purchase and capital maintenance of any Downtown Municipal parking infrastructure and related components, including parking- related technology, the design and construction of new Downtown Municipal parking infrastructure and the purchase of associated land, including financing, the cost associated with parking-related studies, analysis, policy or strategy development, and any annual operating deficit if incurred by the Town. Recommended Target Levels The balance of the Downtown Parking Reserve should not drop below $0 and should be monitored regularly to ensure appropriate investment in Downtown Municipal parking infrastructure. COMMENTS: The 2018 ending balance is $270,768.13 The 2019 ending balance is $265,968.88 Page 208 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS ECONOMIC DEVELOPMENT RESERVE The purpose of this reserve is to fund strategic economic development initiatives including:  Industrial land acquisition and development  Commercial land acquisition and development (high priority projects only)  Preparation and implementation of Economic Development strategies and studies that support the growth and development of the Tillsonburg economy Revenues The Reserve revenues are typically generated by industrial and commercial land sales and special projects. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures This Reserve is used to fund land acquisition and development, studies that support growth and related costs. Recommended Target Levels The recommended minimum target shall be $500,000 The recommended maximum target would be $5,000,000 COMMENTS: The 2018 ending balance is $284,451.57 The 2019 ending balance is $337,311.43 Page 209 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS ELECTION RESERVE The Election Reserve provides funding for the municipal election held every 4 years. The purpose of the fund is to spread the costs over each of the four years. Revenues The Election Reserve revenues are from planned amounts budgeted through the Council operating budget. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Election Reserve is to be used for election purposes and all associated costs therein. Recommended Target Levels The recommended target minimum is 13,500. A preferred amount to support elections would be $54,000. COMMENTS: The 2018 ending balance is $16,288.32 The 2019 ending balance is $18,567.60 Page 210 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS ENGINEERING RESERVE The Engineering Reserve provides a source of funding for external engineering services to smooth budgetary impacts associated with Regulated obligations, to support consulting services for various engineering related studies, plans, assessments, policy or strategic development, analysis, inspections, or investigations as they arise, and to support the implementation of engineering related capital projects. Revenues The Engineering Reserve shall generally receive revenues from annual operating budget allocations or any surplus generated from the engineering business, after allowing for operating and capital expenses, on an annual basis. This Reserve also consists of funds set aside from engineering related projects not completed in the previous financial year. These funds will be used to complete those engineering related projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Engineering Reserve may be used for consulting services of various engineering related studies, plans, assessments, policy or strategic development, analysis, inspections, or investigations as they arise and the implementation of engineering related capital projects. Recommended Target Levels The recommended minimum target shall be sufficient to cover all Regulated engineering related obligations. For 2019, this is equivalent to $40,000. A preferred amount would be about 25% of the annual operating budget, which for 2019 is equivalent to $63,450. The recommended maximum target would be equivalent to 50% of the annual operating budget which is $126,900 for 2019 representing about three iterations of Regulated engineering obligations. COMMENTS: The 2018 ending balance is $47,867.95 The 2019 ending balance is $75,144.42 Page 211 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS FIRE DEPARTMENT EQUIPMENT RESERVE The Fire Department Equipment Reserve provides a fund for capital equipment purchases. Revenues The Fire Department Equipment Reserve revenues are from planned amounts budgeted through the fire department operating budget. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Fire Department Equipment Reserve is to be used for capital projects. Recommended Target Levels The recommended target minimum is $75,000. A preferred amount to support capital purchases would be $225,000. COMMENTS: The 2018 ending balance is $81,567.48 The 2019 ending balance is $153,252.98 Page 212 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS FIRE DEPARTMENT LABOUR RESERVE The Fire Department Labour Reserve provides a fund for part time suppression labour costs. Revenues The Fire Department Labour Reserve revenues are from surplus amounts, if any, of the fire department suppression labour budget. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Fire Department Labour Reserve is to be used for occasions where, suppression, training and public education labour costs exceed the budgeted amount in a year. Recommended Target Levels The recommended target minimum is $15,000. COMMENTS: The 2018 ending balance is $0 The 2019 ending balance is $0 Page 213 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS FLEET AND EQUIPMENT RESERVE The Fleet and Equipment Reserve shall provide a source of funding for the replacement of corporate vehicles and equipment. Where expansion is necessary and where Development Charge funding cannot be applied, this Reserve is to provide a source of funding for the purchase of such fleet/equipment. Each request for expansion funded from this Reserve must be made clear during the capital budget process and in the purchase award report to Council. Revenues The Fleet and Equipment Reserve revenues shall be generated through the application of an annual Capital Cost Recovery charge to user departments. Fleet units shall repay this Reserve over the useful life of the unit. Additionally any surplus generated from the fleet business, after allowing for operating and capital expenses as well as any revenue generated from the disposal of replaced fleet assets shall also be contributed to this Reserve. This reserve also consists of funds set aside from fleet capital projects not completed in a previous financial year. These funds will be used to complete those fleet capital projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Fleet and Equipment Reserve shall be used for the replacement of corporate vehicles and equipment. Recommended Target Levels The Reserve balance shall be adequate to sustain the replace of existing vehicles and equipment on a replacement scheduled based on the estimated service life of the vehicle and/or piece of equipment. The recommended minimum target shall be equivalent to the sustainable annual capital investment forecast identified in the Town Asset Management Plan as $830,000 for fleet and equipment. A preferred amount would be equivalent to 15% of the Fleet replacement value identified in the Town Asset Management Plan, which for 2019 would be equivalent to $1,567,500. The recommended maximum target would be about 20% of the Fleet replacement value identified in the Town Asset Management Plan. For 2019, this would be equivalent to $2,090,000. COMMENTS: The 2018 ending balance is $339,743.34 The 2019 ending balance is $390,400.71 Page 214 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS IT EQUIPMENT RESERVE The IT Equipment Reserve shall provide a source of funding for the replacement of corporate software, computer and communications equipment. Revenues The IT Equipment Reserve revenues shall be generated through the application of an annual Capital Cost Recovery charge to user departments. IT related charges shall repay this Reserve over the useful life of the units. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The IT Equipment Reserve shall be used for the replacement of corporate software, computing and tele-communications equipment. Recommended Target Levels The Reserve balance shall be adequate to sustain the replacement of existing equipment on a replacement schedule based on the estimated service life of the piece of equipment. The recommended minimum target shall be equivalent to the sustainable annual capital investment forecast identified in the Town Asset Management Plan as $75,000. A preferred amount would $225,000. COMMENTS: The 2018 ending balance is $150,126.05 The 2019 ending balance is $87,826.86 Page 215 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS LINEAR INFRASTRUCTURE RESERVE The Linear Infrastructure Reserve provides for expenditures associated with the rehabilitation or replacement of existing capital infrastructure such as roads sidewalks, streetlights and signalized intersections, bridges, culverts and retaining walls, storm sewers and stormwater management facilities and their respective related infrastructure. Revenues The Linear Infrastructure Reserve shall generally receive revenues from annual operating budget allocations, any surplus generated from existing linear infrastructure business after allowing for operating and capital expenses, any new linear infrastructure program funding from senior levels of government, not including Gas Tax Funding, and an equitable share of the Assessment Growth allocated towards the Towns Asset Management Plan. Additionally, an annual allocation of surplus shall be contributed to this Reserve, as outlined in the Surplus Allocation Policy. This reserve also consists of funds set aside from linear infrastructure capital projects not completed in a previous financial year. These funds will be used to complete those linear infrastructure capital projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Linear Infrastructure Reserve may be used to fund the rehabilitation or replacement of existing capital infrastructure or assist in meeting the funding requirements of matching linear infrastructure programs developed by senior levels of government. Recommended Target Levels The recommended minimum target shall be equivalent to 1% of the linear infrastructure replacement value identified in the Town Asset Management Plan, which for 2019 would be $2,076,000. The preferred amount would be equivalent to the sustainable annual capital investment forecast identified in the Town Asset Management Plan as $3,890,000 for linear infrastructure. The recommended maximum would be about 8% of the linear infrastructure replacement value identified in the Town Asset Management Plan. For 2019, this would be equivalent to $16,608,000 representing approximately the support for a 5-year capital plan. COMMENTS: The 2018 ending balance is $455,370.48 The 2019 ending balance is $309,863.44 Page 216 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS PHYSICIAN RECRUITMENT RESERVE The Physician Recruitment Reserve is to establish funding in partnership with Tillsonburg District Memorial Hospital for the attraction of Physicians. Revenues The Physician Recruitment Reserve revenues are supported through taxation and donations from individuals and corporation. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Physician Recruitment Reserve has two main areas of expenditures. The first is related to the attraction of Physicians and the marketing related cost and the second is for costs to secure Physicians. A Shared Physician Recruitment Incentive Support Model for new physicians has been agreed to with the Tillsonburg District Memorial Hospital. Recommended Target Levels The recommended minimum target shall $35,000 The recommended maximum target would be $100,000 COMMENTS: The 2018 ending balance is $36,563.01 The 2019 ending balance is $58,659.71 Page 217 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS POLICE RESERVE The Police Reserve purpose is to offset the annual cost of the Town’s police service contract. Revenues The Police Reserve shall generally receive revenues from any surplus generated from a decrease in the budgeted service contract or unbudgeted funds received under the Ministry of Community Safety and Correctional Services which include, but are not limited to, the Community Policing Partnerships, Safer Communities - 1,000 Officers Partnership and RIDE grant programs. The Reserve will also retain interest earned by the funds in the Reserve. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Police Reserve funds are to be used solely to offset the annual cost of the Town’s police service costs and must be made clear during the annual budget process. Recommended Target Levels N/A COMMENTS: The 2018 ending balance is $139,841.07. The 2019 ending balance is $78,681.78 Page 218 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS POLICE SERVICES BOARD RESERVE The Police Services Board Reserve a fund to support special projects taken on by the Board to support policing efforts in the Town of Tillsonburg. Revenues The Police Services Board Reserve revenues are from the annual year end surplus of the special project funds, as outlined in the Surplus Allocation Policy as well as any revenue made from donations, auctions and unclaimed funds that may be collected by the Board. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Police Services Board Reserve is to be used for augmentation of the annual special projects allocation. Recommended Target Levels The recommended target minimum is $1,000. The recommended target maximum is $20,000 COMMENTS: The 2018 ending balance is $10,476.20 The 2019 ending balance is $18,005.55 Page 219 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS RECREATION CULTURE AND PARKS RESERVE POLICY The Recreation, Culture and Parks Reserve generates funds for projects, equipment, planning exercises, grant-matching, and other strategic initiatives of the Recreation, Culture & Parks Department. Within the Reserve is a separate Memorials component that will fund replacements and maintenance of memorial benches and trees in Town Parks. Other separate components may be established from time to time to track reserves targeted for specific projects or facilities. Revenues The Recreation Culture and Parks Reserve revenues are from year-end surpluses in RCP capital projects or from capital projects not completed at year-end. Revenue may also be sourced from donations, bequests, fundraising revenue, advertising sales, special user levies or fees, fines, court awards, insurance claims. The Memorials Component will receive 10% of each memorial bench & tree fee The Reserve will also retain interest earned by the funds in the Reserve. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Recreation Culture and Parks Reserve is to be used for planning, plan implementation, grant matching, community events, equipment purchases, capital repairs and improvements, fee subsidies, youth leadership initiatives, public art, cultural initiatives or other expenditures as designated by the source of the revenue. Funds in the Memorials component will be used to replace, repair or maintain memorial benches and trees in Town Parks. Recommended Target Levels The recommended target minimum is $500,000 plus the cumulative total of Memorial contributions. COMMENTS: The 2018 ending balance is $324,382.67 The 2019 ending balance is $527,703.88 Page 220 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS TAX RATE STABILIZATION RESERVE The Tax Rate Stabilization Reserve provides a contingency for unforeseen events that might put pressure on the tax rate. It is also used as a source of working capital. Revenues The Tax Rate Stabilization Reserve revenues are from the annual year end surplus, as outlined in the Surplus Allocation Policy. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Tax Rate Stabilization Reserve is to be used for unforeseen expenditures of a one- time nature. Recommended Target Levels The recommended target minimum is 3% of the annual tax supported budget. For 2019, this would be $417,900 based on an operating budget of $13,929,400. A preferred amount to support working capital would be about 15% of the budget which is $2,270,550 representing about 2 month’s cash flow. COMMENTS: The 2018 ending balance is $887,571.08 The 2019 ending balance is $723,134.26 Page 221 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS TRANSIT RESERVE The Transit Reserve was established to support provide funding for a Community Transportation Program in cooperation with other community agencies. A Community Transportation Program meets the Community Strategic Plan’s action items of exploring alternative transportation options and implement and market a transportation program. Revenues The Transit Reserve revenues are from taxation. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures This Transit Reserve is to co-fund the requirements of community transit system. The annual limit is established through the budget process. Recommended Target Levels The recommended minimum target shall be $22,500. The recommended maximum target would be $75,000. COMMENTS: The 2018 ending balance is $0. The 2019 ending balance is $0 Page 222 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS WASTE MANAGEMENT RESERVE The Waste Management Reserve consists of funds set aside for the future rehabilitation or replacement of waste related assets and to provide financial assurance for the future decommissioning, clean-up or remediation of the Transfer Station facility. Revenues The Waste Management Reserve shall generally receive revenues from any surplus generated from the waste business, after allowing for operating and capital expenses, on an annual basis. This Reserve also consists of funds set aside from waste management projects not completed in the previous financial year. These funds will be used to complete those waste management projects in a future financial year. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Waste Management Reserve could be used for operating or capital expense purposes related to waste management. Recommended Target Levels The balance of the Waste Management Reserve shall be equivalent to the financial assurance to clean-up the maximum allowable amount of waste at the Transfer Station facility at any one time, which for 2019 is equivalent to $79,600, and increase annually at the rate of inflation. COMMENTS: The 2018 ending balance is $1,856.59 The 2019 ending balance is $1,887.56 Page 223 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS WINTER MAINTENANCE RESERVE The Winter Maintenance Reserve is to fund winter maintenance activities in the event of a shortfall in the Winter Maintenance Operating Budget. This Reserve is to assist in minimizing the financial implications resulting from extreme winter weather conditions. Revenues The Winter Maintenance Reserve revenues are from surplus funds from the annual Operating Budget for winter maintenance, if any. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures This Reserve provides additional funding for winter maintenance expenditures in the event of a deficiency in the Operating Budget amount for winter maintenance. Recommended Target Levels The recommended minimum target shall be equal to 10% of the 5-year average winter maintenance costs or a minimum of $50,000. The recommended maximum target would be about 25% of the 5-year average winter maintenance costs which for 2019 would be approximately 133,200. COMMENTS: The 2018 ending balance is $0. The 2019 ending balance is $0 Page 224 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS OBLIGATORY RESERVES BUILDING PERMIT COST STABILZATION RESERVE The Building Permit Cost Stabilization Reserve Fund was created to support Section 7(2) of the Ontario Building Code Act which states “The total amount of the fees authorized under clause (1) (c) must not exceed the anticipated reasonable costs of the principal authority to administer and enforce this Act in its area of jurisdiction” meaning fees collected are to be used to administer the Act; surpluses cannot be used to fund general Town expenditures, and deficits should be funded from a Reserve Fund. Revenues Revenues to the Cost Stabilization Reserve Fund are an annual budgeted allocation from Building Permit revenues, as well as additional revenues added from Building Permit surplus as it occurs. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures Expenditures from the CSRF are to stabilize the building permit revenue line in the Operating Budget and to fund Building department capital expenditures. Recommended Target Levels The minimum target amount should be $100,000 about 25% of the annual operating cost and the maximum should be $400,000. COMMENTS: The 2018 ending balance is $271,257.93 The 2019 ending balance is $498,303.6 Page 225 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS DEVELOPMENT CHARGE RESERVE The Development Charge (DC) Reserve Funds provide financing for growth related projects undertaken by the Town as detailed in the DC Background Study and By-Law. The DC legislation took effect in 1991. Revenues The Development Charge Reserve revenues are from charges imposed and collected prior to the issuance of a building permit on new development and redevelopment that will result in the demand for hard and soft services. Expenditures This Development Charge Reserve contributes to projects identified in the DC study and included in the rate. Recommended Target Levels The recommended target would be to have adequate funding to meet the growth of the Town. COMMENTS: The 2018 ending balance is $1,976,883 The 2019 ending balance is $2,397,787.82 Page 226 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS FEDERAL GAS TAX REBATE RESERVE The Gas Tax Rebate Reserve provides funding for investments in Environmentally Sustainable Municipal Infrastructure (ESMI) Projects and Capacity Building Projects as per the Agreement for the Transfer of Federal Gasoline Tax Revenues. Revenues The Town of Tillsonburg receives a semi-annual allocation of funds from the Association of Municipalities Ontario (AMO) on behalf of the Federal Government per the Agreement for the Transfer of Federal Gasoline Tax Revenues. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures Expenditures from the Gas Tax Rebate Reserve are to be used to support environmentally sustainable municipal infrastructure projects to help ensure cleaner air, cleaner water, and reduced greenhouse gas emissions. The Transfer of Federal Gasoline Tax Revenues Agreement sets out Eligible projects/categories as well as terms & conditions in further detail. Recommended Target Levels The balance of the Gas Tax Rebate Reserve should not drop below $0 and should be monitored regularly to make best use of the opportunity available to the Town of Tillsonburg. COMMENTS: The 2018 ending balance is $91,685.83. The 2019 ending balance is $581,310.41 In 2019, the Federal government added two one-time payments on top of the annual contributions of $487,351.46 and $9,076.66. Page 227 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS TRUST FUNDS THE ANNANDALE HOUSE TRUST The Annandale House Trust is established for purpose of generating funds for the restoration, refurbish, development, and promotion of the Annandale House and the Museum’s collection was established through By-Law 2259. The Trust was defined and Trustees appointed through By-Law 4322 on the 24th day of June, 2019. Revenues The Annandale House Trust revenues are from donations, bequests, fundraising activities and any revenue from the divestment of de-accessioned items in the Museum’s collection or the sale of items donated for the collection but which do not meet the criteria to be added to the collection. Interest earned on funds in the Trust will be retained within the Trust. Expenditures The Annandale House Trust is to be used for capital repairs and enhancements to the Annandale House, outbuilding and grounds that are consistent with maintaining and/or restoring the National Historic Site. Trust funds may also be used for acquisition of items for the Museum collection or for expenses related to the preservation, storage or display of the items in the collection. Grant matching is an eligible expense. Fundraising expenses and donor recognition are not eligible expenses. Recommended Target Levels The recommended target minimum is $400,000. COMMENTS: The 2019 ending balance is $133,103. Page 228 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS CEMETERY MAINTENANCE TRUST The Cemetery Maintenance Trust was established to receive, maintain, control and use donations for the general maintenance and upkeep of Tillsonburg Cemeteries. The Trust was defined and Trustees appointed through By-Law 4322 on the 24th day of June, 2019. Revenues The Cemetery Maintenance Trust revenues are from donations received. They shall be deposited into this trust account and may be invested in such securities as the trustees may invest in under the Trustee Act, and the earnings derived from the investment of such monies form part of the trust fund. Expenditures This Cemetery Maintenance Trust Trustees will determine the disbursement of the funds, to focus on the general maintenance and care of the grounds of the Tillsonburg Cemetery. Recommended Target Levels The recommended minimum target shall $10,000 The recommended maximum target would be $100,000 COMMENTS: The 2019 ending balance is $35,494 CONSOLIDATED ACCOUNTS: PURPOSE: Cemetery Maintenance $24,150 Cemetery maintenance TASC $1,748 Cemetery Trees $3,197 Plant trees in cemeteries Cemetery Capital $6,398 Fund capital purchases for cemeteries Page 229 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS CEMETERY PERPETUAL CARE TRUST The Perpetual Care Trust holds funds in trust as per of the Funeral, Burial and Cremation Services Act, 2002, Section 51 and Ontario Regulation 30/11, Division G, which requires a cemetery operator to have a trust account for the purpose of generating funds for the care and maintenance of the cemetery. The Trust was defined and Trustees appointed through By-Law 4322 on the 24th day of June, 2019. Revenues The Perpetual Care Trust revenues are from the contributions required by the Act and set by regulation that are collected from every sale of interment rights within the cemetery and in respect of markers installed in the cemetery. As per the Act, income from the investment and reinvestment of those contributions must be must only be used for the prescribed purposes and in accordance with the prescribed rules. If this income is retained by the Trust it may only be made available for distribution to the cemetery operator. Expenditures The capital accumulated within the Trust cannot be used for any purpose except as required or permitted by the Act or the regulations. Distributed interest earned from the investment and reinvestment of contributions from markers can be used to stabilize, maintain, secure and preserve markers in the cemetery. Interest earned from the investment and reinvestment of money paid into the trust for purposes other than for markers can be used to maintain, secure and preserve the cemetery, including its grounds, buildings, structures and markers, and for the equipment used to maintain, secure and preserve the cemetery. Regulation permits the operator to use income from the fund or account to pay a worker wages and benefits for engaging in, or supervising, the stabilization, maintenance, securing or preservation of markers, the cemetery or any of its grounds, buildings, structures or markers; or the equipment used to maintain, secure or preserve the cemetery. Recommended Target Levels N/A COMMENTS: The 2019 ending balance is $932,435. Page 230 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS CEMETERY PRE-PAID TRUST The Cemetery Pre-Paid Trust holds funds in trust for pre-paid cemetery services and has been established under Part VI of the Funeral, Burial and Cremation Services Act, 2002, Section 52 and Ontario Regulation 30/11, Section 77-81. Revenues The Cemetery Pre-Paid revenues were collected from Cemetery customers for pre-paid services up until 2014. They are no longer being collected as pre-paid services are not being offered by the Tillsonburg Cemetery. Interest earned from the Trust is retained within the Trust. Expenditures The funds in the Trust must be used for the purpose for which they were collected. When one of the clients who has pre-paid for cemetery services has need of those services, the funds held in trust plus the interest earned on those funds are used to pay for the services. If the fee for the services is less than the funds plus interest, any leftover must be returned to the estate of the client. If the fee is greater than the accumulated funds, the difference is waived by the Town. Recommended Target Levels The target level is $0. As the pre-paid services are performed, the balance in the Trust will decrease to zero. COMMENTS: There are Provincial regulations and annual reporting requirements associated with pre-paid trusts that must be complied with as long as there are funds in the Trust. The 2019 ending balance is $29,611 representing 66 prepayments. Page 231 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS COMMUNITY TRUST The Community Trust was established to receive, maintain, control and use donations for community designated purposes. The Trust was defined and Trustees appointed By-Law 4322 on the 24th day of June, 2019. Revenues The Community Trust revenues are from Donations and Bequeaths received and deposited into this trust account. Funds in the Community Trust may be invested in such securities as the trustees may invest in under the Trustee Act, and the earnings derived from the investment of such monies form part of the trust fund. Expenditures This Community Trust shall be disbursed by the Trustees. These funds will be disbursed to focus on community purposes such as heritage designations, disaster relief, fire safety, parades, festivals, theatre and so on. Recommended Target Levels The recommended minimum target shall be $50,000. COMMENTS: The 2019 ending balance is $73,333 CONSOLIDATED ACCOUNTS: PURPOSE: John Scott $1,893 Poor of Tillsonburg John McIntyre $2,857 Sick children John Law $34,290 Bands, concerts, & musical entertainment Emergency $2,497 Citizens affected by a fire or other disaster LACAC $8,034 Public awareness of heritage conservation Fire Safety House $1,205 Fire safety Rowing $36 Sponsorship of rowing athletes Youth Request $22,521 Special project grants and bursaries for youth Page 232 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS LAKE LISGAR REVITALIZATION TRUST The Lake Lisgar Revitalization Trust is to be used for generating funds for the care and maintenance of the water quality of Lake Lisgar and the shorelines in and around Lake Lisgar. Revenues The Lake Lisgar Revitalization Trust revenues are from donations, bequests, grants and fundraising activities. If the balance in the Trust is less than the targeted minimum, there may be contributions from the Town’s operating budget. Interest earned on the funds in the Trust will be retained in the Trust. Expenditures Eligible expenditures include projects upstream of the Lake like sediment ponds and erosion mitigation. Eligible expenses also include equipment, project expenses, scientific research, water quality monitoring, grant matching, and activities or projects that inform people about the importance of water quality and how they can assist with keeping Lake Lisgar clean. Recommended Target Levels The recommended target minimum is $50,000. COMMENTS: The 2019 ending balance is $28,487. CONSOLIDATED ACCOUNTS: PURPOSE: Lake Lisgar Trust $13,686 Care and maintenance Lake Lisgar and the shorelines. Restricted Fountain Trust $14,801 Maintain the Lake Lisgar fountain Page 233 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS PARKLAND TRUST RESERVE The Parkland Trust Reserve provides a source of funds for Parkland acquisition, projects and equipment. Within the Parkland Reserve is a separate Memorials component that will fund replacements and maintenance of memorial benches and trees in Town Parks. The Trust was defined and Trustees appointed through By-Law 4322 on the 24th day of June, 2019. Revenues The Parkland Trust Reserve revenues are from contributions from land developers and severances remitted under Section 51.1 (3) of the Planning Act R.S.O. (1990), from the sale of land previously designated for parkland purposes, and from donations. The Memorials Component will receive 10% of each memorial bench & tree fee. The Reserve will also retain interest earned by the funds in the Reserve. Expenditures The Parkland Reserve is to be used for Parks planning and plan implementation, surveys, landscaping projects, park amenities and other special Parks projects. Funds in the Memorials component will be used to replace, repair or maintain memorial benches and trees in Town Parks. Recommended Target Levels The recommended target minimum is $10,000. COMMENTS: The 2019 ending balance is $20,474 CONSOLIDATED ACCOUNTS: PURPOSE: Parkland Trust $18,833 Purchase parkland and equipment Arbour Day $1,641 Plant trees Page 234 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS SCHOLARSHIP TRUST The Scholarship Trust was established to receive, maintain, control and use donations for scholarship awards. The Trust was defined and Trustees appointed through By-Law 4322 on the 24th day of June, 2019. Revenues The Scholarship Trust revenues are from donations and bequeaths for the Town which are deposited to the trust account. The trust funds may be invested in such securities as the trustees determine under the Trustee Act and the earnings derived from the investment of such monies form part of the trust fund. Expenditures The Scholarship Trust funds shall be disbursed by the trustees on choosing a suitable recipient of a scholarship. The request for funds shall be provided from Tillsonburg High Schools and/or from neighboring Public or Private Schools to which Tillsonburg residents attend. Recommended Target Levels The recommended minimum target shall be $20,000. COMMENTS: The 2019 ending balance is $35,538 CONSOLIDATED ACCOUNTS: PURPOSE: Police Services Board Trust (PSB) $29,917 Police (Foundations) Studies M.L. Covey Trust $5,621 Modern Language Studies Page 235 of 327 2019 TOWN OF TILLSONBURG STATEMENT OF RESERVES AND TRUSTS J.L. SCOTT MCLEAN OUTDOOR RINK TRUST The J.L. Scott McLean Fund is to be used for capital expenses and ongoing facility improvements related to the construction of the outdoor refrigerated ice pad/basketball court facility behind the Tillsonburg Community Centre. The Trust was defined and Trustees appointed through By-Law 4126, Schedule A, on the 21st day of August, 2017. Revenues The J.L. Scott McLean Fund revenues are from donations received by the Town. Donations received herein shall be deposited into this trust account and may be invested in such securities as the trustees may invest in under the Trustee Act, and the earnings derived from the investment of such monies form part of the trust fund. Expenditures The J.L. Scott McLean Fund shall be disbursed by the trustees. Trustees are to determine the disbursement of the funds to focus on the construction of a new outdoor refrigerated ice pad/ basketball court facility in Memorial Park, the refrigeration of the facility and improvements to the facility. . COMMENTS: The 2019 ending balance is $84,515 Page 236 of 327 Page 1 of 3 Subject: Fire Communications Agreement – Fort Erie Report Number: FRS 20-08 Author: Brad Lemaich, Fire Chief / CEMC Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receives Report FRS 20-08 Fire Communications Agreement – Fort Erie for information; AND THAT the capital costs of $26,813.00 incurred be debt financed with a term not to exceed five (5) years; AND FURTHER THAT Council authorizes the Mayor and Clerk to enter into an agreement with the Corporation of the Town of Fort Erie for the provision of Fire Dispatch and Communications services upon receipt of the signed agreement from the aforementioned. BACKGROUND The Corporation of the Town of Fort Erie issued a Request for Proposal for fire dispatch communications services on January 21, 2020. The RFP closed on February 25, 2020 with no respondents submitting. Tillsonburg was not aware of the RFP being issued due to I.T. technical difficulties. After the closing date the Fort Erie Fire Chief contacted Tillsonburg to request a proposal for the provision of the desired services. Tillsonburg has proposed an agreement for a five (5) year term with an option to renew, for the provision of Fire Dispatch Communications Services. DISCUSSION Staff has had conversations with several service providers that offer services to source, install, test and maintain equipment required for Tillsonburg Fire Communications to be able to dispatch the Fort Erie Fire Department. Two quotes were received and one company replied with a decline due to the area being serviced. Staff has selected Five9 Solutions from Kitchener to manage the project. The cumulative additional call volume of the agreement being presented tonight will not require additional staffing. This agreement can be fulfilled with the current previously approved staffing levels. Page 237 of 327 FRS 20-08 Page 2 of 3 Staff has been working directly with the Finance department to ensure that we have a sustainable business model moving forward. This additional business, coupled with the recent Dufferin County fire services dispatch agreements, adds a further 82,782 people to the population base served from our Communications Centre. The Fort Erie Fire Chief’s report was presented, and was been adopted by the council of the Corporation of the Town of Fort Erie on June 8, 2020. The agreement is currently with Fort Erie to complete approval signatures. The term of this agreement extends into the implementation timeframe of Next Generation 911, and there is assigned cost recovery in this agreement. Fort Erie is aware that Next Generation 911 will have capital costs associated to each customer based on a cost recovery model. Fort Erie has agreed and committed to fund their projected share of $84,000.00 as required. Staff has committed to keeping all customers up to date with expected capital upgrade costs so we can all plan accordingly for the implementation of Next Generation 911 expected in March 2024. FINANCIAL IMPACT/FUNDING SOURCE Staff has been working to ensure that any new agreements and renewals reflect the actual costs incurred by the Corporation of the Town of Tillsonburg. All capital costs associated with this project will be recovered by the Town of Tillsonburg over the duration of the agreement, and actual operating costs will be positively impacted. This is a five (5) year agreement, and as such the total revenue generated (excluding tax) will be $464,590.68. All capital costs for this project will be paid by the Corporation of the Town of Fort Erie over the life of the agreement. As recommended, the costs will be debt financed with the annual revenue received paying the principal and interest with a debt term matching the agreement term of five (5) years. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☒ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability ATTACHMENTS Appendix A – Report to Fort Erie Council Appendix B – Corporation of the Town Of Fort Erie Fire Dispatch Agreement Page 238 of 327 FRS 20-08 Page 3 of 3 Report Approval Details Document Title: FRS 20-08 Fire Communications Agreement - Fort Erie 3.docx Attachments: - Fort Erie Council Report.pdf - Fort Erie Contract - unsigned.docx Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 15, 2020 - 11:21 AM Kyle Pratt - Jun 18, 2020 - 6:10 AM Michelle Smibert - Jun 18, 2020 - 7:45 AM Page 239 of 327 Page 240 of 327 Page 241 of 327 Page 242 of 327 Page 243 of 327 Page 244 of 327 Page 245 of 327 THIS AGREEMENT, dated this ______ day of _______, 2020 B E T W E E N THE CORPORATION OF THE TOWN OF TILLSONBURG (hereinafter "the Town of Tillsonburg") - and - THE CORPORATION OF THE TOWN OF FORT ERIE (hereinafter “the Town of Fort Erie”) Page 246 of 327 WHEREAS: 1. Pursuant to the provisions of the Municipal Act, S.O. 1991, c. 25, as amended, the parties have enacted By-laws to authorize an agreement between the parties; 2. The Fire Protection and Prevention Act, S.O. 1997, c. 4, as amended, authorizes a municipality to provide and/or receive fire protection services to or from other municipalities; 3. The Town of Tillsonburg operates fire protection services and holds fire protection assets including fire communications personnel and equipment suitable to meet municipal responsibilities required by the Fire Protection and Prevention Act, through a fire department situated within the Town of Tillsonburg; 4. The Town of Tillsonburg has agreed to provide such Fire Communications services to the Town of Fort Erie NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties agree as follows: Services Provided: 5. The Town of Tillsonburg shall supply fire communications services to the TOWN OF FORT ERIE the particulars of which are as described in Schedule "A" to this agreement. 6. The fire communications services provided by the Town of Tillsonburg shall comply with the Standard Operating Guidelines, which regulate the operation and maintenance of the Tillsonburg Fire & Rescue Services Fire Communications. Consideration: 7. The TOWN OF FORT ERIE shall pay fees to the Town of Tillsonburg as described in Schedule "B" to this agreement. Page 247 of 327 Page3of10 Term: 8. This agreement shall remain effective for a period of five (5) years from the date of signature. If not expressly renewed in writing or supplanted by a succeeding agreement, this Agreement shall be deemed to have been automatically renewed for a period of indefinite duration unless and until one of the parties provides written notice of termination as contemplated in paragraph nine below. 9. Notwithstanding the provisions of paragraph eight above, any of the parties may withdraw from this Agreement upon providing twelve months written notice to the other parties (hereinafter “the party or parties withdrawing”). Service Commencement Date: 10. The Town of Tillsonburg shall provide fire communications services in accordance with this agreement effective on January 1, 2021. Indemnity and Limitation of Liability: 11. The parties agree to indemnify and save each other harmless, along with their respective councillors, officers, employees and agents from any liability, action, claim, loss, damage, payment, cost, fine, fine surcharge, recovery or expense, including assessable legal fees arising out of the performance of their respective obligations under this Agreement, save and except in respect of any liability, action, claim, loss, damage, payment, cost, fine, fine surcharge, recovery or expense, including assessable legal fees, directly attributable to, arising from, or caused by the negligence or breach of contractual obligation hereunder by any party hereto. 12. Notwithstanding that set forth in paragraph eleven above, the parties agree that no party or parties shall be held responsible for damages caused by delay or failure to perform its or their undertakings under the terms of the agreement when the delay or failure is due to fires, strikes, floods, acts of God or the Queen’s enemies, lawful acts of public authorities, or delays or defaults caused by common carriers which cannot reasonably be foreseen or provided against. 13. Notwithstanding any other provision in this contract or any applicable Page 248 of 327 Page4of10 statutory provisions, none of the parties shall be liable to any other party for special or consequential damages or damages for loss of use arising directly or indirectly from any breach of this contract, fundamental or otherwise, or from any tortious acts or omissions of their respective employees or agents, save and except when such damages or losses are directly attributable to, arise from, or are caused by the breach of contractual obligation, fundamental or otherwise, or from any tortious acts, including negligence, by any party or parties hereto, including its or their respective employees or agents. Without limiting the generality of the foregoing, the parties specifically agree that the Town of Tillsonburg shall not be liable for any damages arising as a result of any injury or damage caused or sustained by personnel, apparatus, or equipment of the fire department of the TOWN OF FORT ERIE while engaged in the provision of fire protection services. Nothing in this provision shall be interpreted to affect or interfere with the right of any of the parties to take action to enforce the terms of this Agreement. 14. The parties hereto agree that no provision herein, or any part thereof, shall be interpreted or act so as to affect, restrict, prohibit, or interfere with the right of any party or parties hereto, either individually or in combination, to demand or otherwise take action or commence proceedings to enforce the terms of this Agreement. Amendment: 15. The parties may amend this agreement from time to time by further written memorandum. 16. Should any of the parties wish to amend the terms of this agreement, it shall provide a minimum of thirty days written notice to the other party of the proposed terms of amendment. Dispute Resolution: 17. In the event that a dispute arises or disputes arise between the parties which cannot be resolved, the parties shall submit the dispute or disputes to arbitration using the procedure set out in the Municipal Arbitrations Act, R.S.O. 1990, c. M - 48, as amended. 18. In the event that a dispute or disputes is submitted for arbitration, the decision or decisions of the arbitrator shall be final and binding upon the Page 249 of 327 Page5of10 parties to this agreement. 19. In the event that arbitration cannot be conducted using the procedure set out in the Municipal Arbitrations Act, the parties shall select a single arbitrator, and in the absence of agreement on an arbitrator, the arbitrator shall be nominated by a justice of the Superior Court of Justice of the Ontario Courts under the procedure set out in the Arbitration Act, S.O. 1991, c. 17, as amended. General Provisions: 20. This agreement is not assignable without the written consent of the parties. Any attempt to assign any of the rights, duties or obligations of this agreement without written consent is void. 21. This agreement shall not be in force, or bind any of the parties, until executed by all the parties named in it. 22. This agreement shall take effect upon its execution by the authorized representative or representatives of the Town of Tillsonburg and the TOWN OF FORT ERIE. 23. Any notice under this agreement shall be sufficiently given by personal delivery or by registered letter, postage prepaid and mailed in a Canadian post office, addressed, in the case of notice to the Town of Tillsonburg, to the municipal offices of the Corporation of the Town of Tillsonburg and, in the case of notice to any of the TOWN OF FORT ERIE, to the respective municipal office of the TOWN OF FORT ERIE, or to any other address as may be designated in writing by the parties, and the date of receipt of any notice by mailing shall be deemed conclusively to be ten days after the mailing. 24. No change or modification of this agreement (including the schedules to this agreement) shall be valid unless it be in writing and signed by each party. 25. The Town of Tillsonburg and the TOWN OF FORT ERIE agree that no representation, statement or agreement, other than those set out in this agreement, shall be binding upon the parties unless expressed in writing, signed by an authorized representative or by authorized repre sentatives of Page 250 of 327 Page6of10 each and purporting to be expressed in modification of this agreement. 26. The parties agree that each of them shall, upon reasonable written request of the other, do or cause to be done all further lawful acts, deeds and assurances whatever for the better performance of the terms and conditions of this agreement. 27. It is intended that all provisions of this agreement shall be fully binding and effective between the parties, but in the event that any particular provision or provisions or a part of one is found to be void, voidable or unenforceable for any reason whatever, then the particular provision or provisions or part of the provision shall be deemed severed from the remainder of this agreement and all other provisions shall remain in full force. 28. This agreement shall be governed by and construed in accordance with the laws of the Province of Ontario. 29. Subject to the restrictions on transfer and assignment, this agreement shall endure to the benefit of and be binding on the parties and their respective successors and assigns. Page 251 of 327 Page7of10 IN WITNESS WHEREOF the parties hereto have affixed their Corporate Seals attested by the hands of their proper officers and further this agreement shall be signed in counterpart with the parties named be low and a copy of each counterpart shall remain attached to and form part of this agreement. TOWN OF FORT ERIE Mayor Date CAO Date THE CORPORATION OF THE TOWN OF TILLSONBURG Stephen Molnar, MAYOR Date Kyle Pratt, CHIEF ADMINISTRATIVE OFFICER Date Page 252 of 327 Page8of10 SCHEDULE “A” The Town of Tillsonburg shall provide the following services and facilities: 1. A 24 hour, seven days a week, 365 days a year answering service, alert paging service and base radio communications dispatch service fully integrated with a Computer Aided Dispatch (CAD) system. 2. A base station manufactured and installed to industry standards complete with the TOWN OF FORT ERIE Fire Department Dispatch frequency. The Town of Tillsonburg shall operate and maintain these services and facilities from two primary public safety communications consoles located in a municipally owned building at 80 Concession Street, East, Tillsonburg. The building shall be equipped with an automatic transfer emergency generator. In the event of system maintenance and/or upgrades, all parties affected shall be granted prior notification when possible. 3. An emergency (third) backup base station manufactured and installed to industry standards complete with the TOWN OF FORT ERIE Fire Department Dispatch frequency. The Town of Tillsonburg shall operate and maintain these services and facilities from a public safety communications c onsole located in a municipally owned building at 10 Lisgar Ave, Tillsonburg. The building shall be equipped with an automatic transfer emergency generator. In the event of system maintenance and/or upgrades all parties affected shall be granted prior notification when possible. 4. Answering, alerting and radio communications dispatch equipment shall be staffed continuously by personnel trained to the core competencies outlined in Ontario Fire Service Communicators Standard and the National Fire Protection Association (NFPA) 1061 Standard for Professional Qualifications for Public Safety Telecommunicators. 5. Transmission of information shall be seamless from when the information is received from the Public Safety Answering Point (PSAP) until the time an emergency is terminated by the Incident Commander and shall be provided in accordance with the time targets specified within NFPA 1221. Seamless is defined to mean without interruption and continuously from the initial call until the satisfactory resolution of the incident. 6. All emergency incident information shall be logged on the CAD system by the communicator and all telecommunications shall be captured on a digital voice recorder. At the completion of the event a detailed incident report shall be collated and forwarded to the TOWN OF FORT ERIE Fire Department via Page 253 of 327 Page9of10 email or other means as arranged between the parties within four hours of termination of command. All audio transmissions shall be recorded from licensed dispatch channels and dedicated phone lines and shall be available to the TOWN OF FORT ERIE Fire Department upon request as arranged between the parties. Recordings shall be made on non -interruptible, non- erasable media. All records including digital voice recordings shall be maintained for a period of two years. 7. Upon the request of the Incident Commander for any additional resources or to relay emergent messaging to other persons, the fire communicator shall relay such requests in a prioritized fashion via telecommunications equipment and shall report confirmation of same to the Incident Commander. 8. Testing of paging system equipment shall be provided as arranged by the parties. 9. The TOWN OF FORT ERIE Fire Department shall provide the following without cost to the Town of Tillsonburg: a. All GIS mapping for its protection area / response zone boundaries. b. All radio transmitting and receiving equipment, licensing and maintenance of same external to the boundary of the Town of Tillsonburg. c. Routing of Emergency 911 telecommunications from the Public Safety Answering Point (PSAP) and the Central Ambulance Communications Center (CACC) as required to meet the approved fire protection services provided by the Municipality for its fire protection area / response zone boundaries inclusive of all required ANI/ALI, GIS mapping and all site location information so that it is seamlessly transmitted to the Secondary Public Safety Answering Point (SPSAP) serving the Tillsonburg Fire Communications Division. d. The Town of Tillsonburg assumes no responsibility with respect to quality of the data received in sections 9.a., 9.b. and 9.c. Page 254 of 327 Page10of10 SCHEDULE “B” FEES TO BE PAID BY TOWN OF FORT ERIE TO THE TOWN OF TILLSONBURG 1. The Fee Structure contained within this Agreement is predicated upon the contractual participation of the TOWN OF FORT ERIE for a period of not less than five (5) years starting January 1, 2021. 2. The TOWN OF FORT ERIE Fire Department shall pay to the Town of Tillsonburg an annual fee (not including HST) for each of the years as listed below:  2021 - $89,275.00  2022 - $91,060.50  2023 - $92,881.71  2024 - $94,739.34  2025 - $96,634.13 3. TOWN OF FORT ERIE shall tender payment to the Town of Tillsonburg in quarterly installments, to be invoiced by the Town of Tillsonburg four (4) times each year to the TOWN OF FORT ERIE. 4. The TOWN OF FORT ERIE agrees to pay for costs associated with implementing Next Generation 911 services for the TOWN OF FORT ERIE. These fees will be based on a cost recovery / per capita model and shall be capped at $84,000.00. The Town of Tillsonburg will work closely with all stakeholders to keep them apprised of anticipated costs and implementation dates. Page 255 of 327 Page 1 of 5 Subject: Southwest Community Transit Association Memorandum of Understanding Report Number: OPS 20-25 Author: Kevin DeLeebeeck, P.Eng., Director of Operations Meeting Type: Council Meeting Meeting Date: Monday, June 22, 2020 RECOMMENDATION THAT Council receive Report OPS 20-25 Southwest Community Transit Association Memorandum of Understanding; AND THAT Council authorize the Mayor and Town Clerk to execute the Memorandum of Understanding for the establishment of the Southwest Community Transit Association; AND FURTHER THAT Council authorize the Director of Operations and the Transit Coordinator to participate in the Southwest Community Transit Association; AND FURTHER THAT the South Central Economic Development Corporation be advised of the Town of Tillsonburg’s support of the Southwest Community Transit Association. BACKGROUND The Town of Tillsonburg will be providing an Inter-Community transit service as part of the Ministry of Transportation’s Community Transportation Grant Program. During the development phase of this project, Town staff collaborated with other Community Transportation Grant recipients to ensure a coordinated effort in providing Inter - Community transit services in Southern Ontario. DISCUSSION The Memorandum of Understanding (MOU) for the establishment of the Southwest Community Transit will formalize the working relationship between the Inter-Community transit services and provide a common working group. The mandate of the Southwest Community Transit Association is to:  coordinate integrated delivery of Inter-Community transportation services in Southwest Ontario,  share information and best practices Page 256 of 327 OPS 20-25 Page 2 of 5  collaborate on operational issues and create efficiencies through innovation  identify economies of scale through shared purchasing and operating agreements  act as a common voice and vehicle to support long-term sustainable transit within Southwestern Ontario. By joining the Southwest Community Transit Association, members will be working collaboratively using a system wide approach while individual communities such as Tillsonburg will continue to keep the T:GO brand and become part of a larger collective intercommunity system network. To date, the informal group of Community Transportation Grant recipients has worked on operational issues such as:  developing guidelines for bus stops in rural locations,  linking to each other’s systems at appropriate times and locations for continuation of travel across Southwestern Ontario,  creation of common language in the RFP process to third party service providers,  creation of maps and connection points, including using Google Transit Maps  Marketing (with common logos), communications and signage. However, there are other issues such as advocacy, governance, policy and overall general steering of inter-community transit that need a collaborative approach/support to ensure continued success. The informal group is proposing a three tier model under the Southwest Community Transit Association with an Executive Committee, Technical Committee and Stakeholders Group. Executive Committee The committee would consist of an elected official or senior staff member with the authority to make decisions on behalf of the Municipality. Each Municipality would appoint one person to this committee. This committee would provide direction, share information and recommend strategies and actions which support the above noted Association mandate, respecting municipal members will continue to have full approval authority over inter-community public transit services they fund and operate. SCOR EDC would appoint one person (either from their Board of Directors or within the ranks of their council members) to act as Chair of this committee. The role of the chair would be as a neutral third party who would act on behalf of the wider group and best interests of the entire system network. Technical Committee The technical committee would focus on system efficiencies, day to day operations, connections with neighbouring communities and overall smooth functioning of the system. Each participating Municipality would appoint one person to sit on this group. Page 257 of 327 OPS 20-25 Page 3 of 5 This group would provide reports and information on a consistent basis to the Executive Committee. Stakeholder Group This group would consist of organizations with a particular interest in community transportation. It might consist of service providers, consultants, transpor tation related organizations, community organizations and others. CONSULTATION The Executive Director of the South Central Economic Development Corporation has hosted regular consultations with staff from each participating Municipality in preparing this MOU. At the time of preparing this report, both the County of Grey and County of Oxford have supported this Memorandum of Understanding. FINANCIAL IMPACT/FUNDING SOURCE The Southwest Community Transit Association annual fee of $2,000 is covered by the Towns SCOR EDC membership. COMMUNITY STRATEGIC PLAN (CSP) LINKAGE 1. Excellence in Local Government ☒ Demonstrate strong leadership in Town initiatives ☒ Streamline communication and effectively collaborate within local government ☒ Demonstrate accountability 2. Economic Sustainability ☐ Support new and existing businesses and provide a variety of employment opportunities ☐ Provide diverse retail services in the downtown core ☐ Provide appropriate education and training opportunities in line with Tillsonburg’s economy 3. Demographic Balance ☒ Make Tillsonburg an attractive place to live for youth and young professionals ☒ Provide opportunities for families to thrive ☒ Support the aging population and an active senior citizenship 4. Culture and Community ☒ Promote Tillsonburg as a unique and welcoming community ☐ Provide a variety of leisure and cultural opportunities to suit all interests ☒ Improve mobility and promote environmentally sustainable living Page 258 of 327 OPS 20-25 Page 4 of 5 ATTACHMENTS Appendix A – Southwest Community Transit Association Memorandum of Understanding Page 259 of 327 OPS 20-25 Page 5 of 5 Report Approval Details Document Title: OPS 20-25 Southwest Community Transit Association Memorandum of Understanding.docx Attachments: - OPS 20-25 Appendix A - Southwest Community Transit Association Memorandum Of Understanding.docx Final Approval Date: Jun 18, 2020 This report and all of its attachments were approved and signed as outlined below: Dave Rushton - Jun 11, 2020 - 3:43 PM Kyle Pratt - Jun 18, 2020 - 4:38 AM Michelle Smibert - Jun 18, 2020 - 5:32 AM Page 260 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 1 Memorandum of Understanding for the establishment of the Southwest Community Transit Association 1.0 INTRODUCTION 1.1 Preamble A group of municipalities and not-for-profit organizations in Southwest Ontario (Members) have come together to form the Southwest Community Transit (SCT) Association, which is mandated to coordinate the integrated delivery of inter-community public transportation services in southwest Ontario, share information and develop best practices, identify economies of scale through shared purchasing and operating agreements, and act as a common voice to support long-term sustainable transit funding. The purpose of this Memorandum of Understanding (MOU) is to describe what the municipalities agree to undertake and how they will go about delivering this mandate. This Memorandum of Understanding further sets out arrangements and understandings concluded in good faith between all participating Members. 1.2 Definitions and Acronyms “Annual Report” means the report prepared by the Executive Committee to all participating Members. “Association” means the voluntary unincorporated group of Members that have formed under guidance of a Memorandum of Understand to achieve a common mandate. “Chair” means a person has been appointed to preside over and direct meetings of the Executive Committee and Technical Committee. “Executive Committee” means a committee of senior level representative with decision making authority from each respective Member that guides the actions taken by the Association. “Member” means a participating individual municipality or organization that has signed the MOU and is in good standing. “MOU” means this Memorandum of Understanding, entered into between all participating municipalities. “Technical Committee” means a committee of individuals generally responsible for the day-to-day operation and delivery of the inter-community public transportation service for each Member that help assess and implement strategic directions and actions directed by the Executive Committee. “SCT” means the Southwest Community Transit Association. Page 261 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 2 “Stakeholder” means persons or representatives of organizations or municipalities that have expressed a vested interest in advancing the “Mandate” of the Association, but are not Members of the Association. 1.3 Membership The municipalities and organizations (the Members) that have formed to operate and/or support SCT are:  Brant, County of (unconfirmed);  Grey County (confirmed);  Lambton Shores, Municipality of (unconfirmed);  Middlesex County (unconfirmed);  Norfolk County (unconfirmed);  Owen Sound, The City of (unconfirmed);  Oxford County (confirmed);  Perth County (unconfirmed);  Stratford, the City of (unconfirmed)  Strathroy-Caradoc, Municipality of (unconfirmed); and  Tillsonburg, Town of (unconfirmed). Membership to the Association and the ability to vote on directions set by an Executive Committee will be limited to: 1. Municipalities that operate or fund the operation of an inter-community public transportation service within Southwestern Ontario. 2. Municipalities that provide ongoing funding or in-kind support that is considered integral to the planning and delivery of an inter-community public transportation service operated by another municipality within their jurisdiction. This could include pre-purchased fares, infrastructure provisions or in-kind contributions. 3. Organizations that provide ongoing funding or in-kind services that are integral to the operation of an inter-community public transportation service. 4. The South Central Ontario Region Economic Development Corporation, which does not operate or fund an inter-community public transportation service, but will leverage its network and provide resources to operate the Association. The scope and nature of the public transportation service delivered by each Municipal Member is decided by each Member and varies substantially. It is recognized that other municipalities and organizations may choose to join the SCT Association and may be added to the current Membership based on the above noted criteria. New Membership into the Association would be decided by an Executive Committee by vote. Page 262 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 3 1.4 Effective Date and Duration This MOU and any amendments are in effect on the date they are signed by the Members and remain in effect until a replacement MOU is signed by all Members or until all Members agree to dissolve the Association. 1.5 Amendments and Termination The Members agree to review the terms of the MOU every three (3) years, or at any other time upon agreement by vote of Members on the Executive Committee. This MOU will automatically extend for up to three (3) additional one year terms. At any point an existing Member can agree to leave the Association by providing at least three (3) months termination notice in writing to the Chair of the Executive Committee. Amendments to the MOU will be in writing, dated and signed by the Members, including those which have the authority to bind their respective municipal organizations and all be directed to execute such amendments by their respective municipal Councils or an organization’s Board. Once signed, amendments will be attached to, and form part of this MOU. As of three (3) years after the signed date of the agreement, an individual Member may terminate their participation in this MOU by giving written notice at least three (3) months prior to this date. A decision to terminate the Association could only be made by the Executive Committee by vote. The decision to terminate the Association would be in writing, dated and signed by Members in the Executive Committee. 2.0 MANDATE Each Member has agreed to establish an Association to be known as Southwest Community Transit (SCT). SCT is a voluntary unincorporated Association comprised of Members that will function as a non- binding advisory board to fulfil the following mandate:  Provide a seamless and integrated customer experience for passengers using each of the Member inter-community public transportation services;  Promote inter-community connections between the Member public transportation services;  Identify and share best practices, operating and ridership data and Key Performance Indicators (KPIs) to be used in the planning and delivery of inter-community public transportation services;  Identify potential operating efficiencies and capital savings that may arise from Members pooling their resources or purchasing as a single entity;  Present a unified voice to the Province of Ontario and other key stakeholders with regards to matters that deal with the long-term sustainability of inter-community public transportation service in Southwestern Ontario. Page 263 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 4 The Association will function as a non-binding advisory board, for the purpose of setting direction, providing information and recommending strategies and actions that will address the above noted Mandate. Members will continue to have full approval authority over inter-community public transit services they fund and operate. 3.0 MEMBER RESPONSIBILITIES In order to participate in the Association, each Member is responsible for the following:  Operate and maintain a safe, reliable and accessible inter-community public transportation service within their jurisdiction or support the planning and delivery of inter-community public transportation services through either ongoing funding, pre-purchased fares, infrastructure provisions or in-kind contributions that are considered integral to the operation of the service;  Designate a senior level representative with decision making authority to participate in the Association Executive Committee;  Designate an individual responsible for day-to-day operation/management of the Member’s inter-community public transportation service to participate in the Association Technical Committee (Members that operate an inter-community public transportation service only);  Actively participate in Association activities, including Committee Meetings, working groups that may be established from time to time, community outreach and engagement, and liaison with senior levels of government and other stakeholders;  Share relevant data and information necessary for the successful operation of the Association and any of the initiatives that it undertakes (subject to privacy legislation);  Implement and follow the directions, actions, standard terms, policies and procedures that may be established by the Association1. 4.0 ASSOCIATION GOVERNANCE Members of the Association will identify a representative that sits on both an Executive Committee and a Technical Committee. 4.1 Executive Committee The Association will be governed by an Executive Committee made up of a single senior level representative selected by each Member that has signing authority from each respective Member. 1 Decisions made by Association will have status for actions that advance the “Mandate” of the Association for inter-community public transit and that do not require additional funding commitment from an individual Member municipality(s) or Member Organization(s). Decisions that that impact transit services entirely within the jurisdiction of one municipality or that require additional funding from Members would continue to require approval at individual Municipal Member councils and Organizational Boards. Page 264 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 5 4.1.1 Guiding Principles The Executive Committee will be guided by the following set of principles:  Customer-focused;  Integrated/seamless service throughout the area served by the Members;  Respect existing local decision-making authority, collective agreements, service plans and fiscal circumstances;  Fiscal responsibility;  Openness to unconventional and leading edge approaches to customer service, management, and service delivery; and  Long-term sustainable operation of inter-community public transportation services within and between each Member community. 4.1.2 Responsibilities The Executive Committee is responsible for:  Deciding and prioritizing what directions, activities and actions the Association wishes to undertake;  Establishing and maintaining standard operating terms, policies and procedures as required;  Establishing and maintaining the SCT brand, including logo, brand value statement, and brand and logo usage guidelines;  Overseeing the SCT Technical Committee and any other committees or working groups that may be established from time to time;  Overseeing the coordination of SCT marketing and communication activities;  Overseeing government relations and advocacy to senior levels of government as it relates to inter-community public transportation;  Acting as a unified voice for public transportation for the Members;  Coordinating the preparation of any necessary agreements required between two or more Members for the implementation of any initiatives that the Association or a group of its members may wish to undertake;  Reviewing requests to add new municipal or organization members into the Association from time to time, that meet the requirements of Membership by amending the MOU;  Amending the MOU from time to time to improve the operations of the Association or to better fulfil the Mandate; and  Preparing a report for Association Members each calendar year (see Section 8.0). 4.1.3 Meetings The Executive Committee will meet as required, but at a minimum of four times per calendar year. Meetings can be in person or virtual as appropriate, however, a full in person meeting should be held at least once per calendar year. Page 265 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 6 4.1.4 Chair and Vice Chair A member from the South Central Ontario Region Economic Development Corporation (SCOR EDC) will serve as Chair of the Executive Committee. The Chair will be selected by the Executive Committee by vote from a list of candidates identified by the SCOR EDC Board. The Chair is a non-voting Member of the Executive Committee that brings a broader and strategic perspective to setting the agenda. The Chair will also act as a neutral third-party that is not tied to the interests of one individual Member municipality. SCOR EDC represents the broader regional interest and has a long history of bringing together a number of municipalities to increase the profile of inter- community transportation in southwest Ontario. The Chair will have the following responsibilities:  Set the agenda and chair meetings of the Executive Committee;  Ensure all actions taken by the Executive Committee feed into the broader SCT Mandate;  Provide dispute resolution that may occur between Members;  Lead the periodic review of the MOU; and  Prepare an Annual Report of the activities and outcomes of the Association. A Vice Chair of the Executive Committee will be selected by vote from among the SCOR EDC Board or a voting Member of the Executive Committee. The role of the Vice Chair will be to support the Chair and act on the Chair’s behalf when the Chair is not available. The Vice Chair will not have voting rights when he/she is acting in the capacity of the Chair. The Chair and the Vice Chair shall be selected by the Executive Committee annually, with no individual servicing more than three consecutive terms. 4.1.5 Decision Making and Voting Rights Decisions of the Executive Committee are to be reached through unanimous consensus of the Members by vote. Decisions made by the Executive Committee will have status in the Association for actions that advance the “Mandate” of the Association for inter-community transit and that do not require an additional funding commitment from an individual Member. Decisions that impact transit services entirely within the jurisdiction of one municipality or that require additional funding from Members may require approval at individual Municipal Member councils and Organizational Boards. Notwithstanding the above, decisions by the Executive Committee are non-binding and Member Councils will continue to have the decision-making authority to accept or reject the advice of the SCT Executive Committee. Members of the Executive Committee will each receive one (1) vote for decisions passed by the Executive Committee. Members may, from time to time, send more than one representative to an Executive Committee meeting, recognizing that only one (1) representative from each Member will have voting rights. Page 266 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 7 If more than one representative from a Member participates on the Executive Committee, only will of the representatives from that Member will receive voting rights. 4.2 Technical Committee The Executive Committee will be supported by a Technical Committee. Each Member will appoint one person to the Technical Committee. This person will be the individual generally responsible for the day- to-day operation and delivery of the inter-community public transportation service for each Member. The Technical Committee representative can also be the Member representative on the Executive Committee. This will be at the discretion of each Member. 4.2.1 Responsibilities The Technical Committee is responsible for:  Implementing the directions, activities, actions, operating terms, policies and procedures established by the Executive Committee;  Coordinating the day-to-day activities of SCT;  Addressing various topics and issues as they arise; and  Identifying a Chair and Vice Chair of the Technical Committee to lead discussions and report back to the Executive Committee at each of the quarterly meetings or as required. 4.2.2 Meetings The Technical Committee will meet as required, but at a minimum of four times per calendar year. Meetings can be in person or virtual as appropriate, however, a full in person meeting should be held at least twice per calendar year. 4.2.3 Chair and Vice Chair A Chair and Vice Chair of the Technical Committee will be selected from among the Committee’s members annually. Meeting notes will be taken by the host of the meeting (the Member initiating the virtual meeting arrangements or hosting the physical meeting). 4.2.4 Decision Making and Voting If at all possible, decisions of the Technical Committee are to be reached through consensus of the Members. If this cannot be obtained, then a vote of Members will occur, with a simple majority being required for a decision. Meeting quorum will be a simple majority of the Members. 4.3 Stakeholder Group The Executive Committee or Technical Committee are able to invite Stakeholders to participate in meetings held by either the Executive Committee or the Technical Committee from time-to-time that have expressed a vested interest in advancing the “Mandate” of the Association, but are not Members of the Association. Stakeholders can include: Page 267 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 8  Municipalities that are serviced by a Member inter-community transit system, but do not operate or contribute funding or significant in-kind services to inter-community public transportation;  Private businesses, not-for-profit organizations or associations who have employees, customers or clients that would benefit from improvements to inter-community public transportation provided by a Member(s) of the Association; and/or  Industry associations that represent the broader public interest and can leverage its networks to promote the “Mandate” of the Association (e.g. representing the public transportation industry or rural municipal needs). Stakeholders that participate in meetings held by the Executive or the Technical Committee will be expected to:  Provide input to the Technical Committee when developing or implementing directions, activities, actions, operating terms, policies and procedures established by the Executive Committee;  Provide feedback and participate in Executive Committee discussion when requested; and/or  Contribute to the advancement of the “Mandate” of the Association. Members of the Stakeholder Group will not have voting rights on the Association. Annual Membership fees do not apply to Stakeholders. 5.0 OPERATIONS OF THE ASSOCIATION The Operation of the Association will be led by the South Central Ontario Region Economic Development Corporation (SCOR EDC). SCOR EDC will be responsible to:  Provide administrative functions to the Executive Committee regarding the on-going operation of the Association. This includes but is not limited to: o organizing and providing a suitable meeting space or arranging on-line alternatives; o taking and distributing minutes during Executive Committee meetings; o addressing amendments to the MOU; o addressing requests from Members to leave the Association or new municipalities or organizations to join the Association;  Identifying candidate from the Board that will be selected by vote to Chair the Executive Committee;  Prepare an Annual Report of the activities and outcomes of the Association;  Write grants or other funding applications as directed by the Executive Committee that would benefit inter-community public transportation of Members of the Association;  Provide dispute resolution that may occur between Members; and Page 268 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 9  Lead the periodic review of the MOU. The Chair of the Executive Committee will, from time to time, be able call on other Members of the Executive Committee to assist in carrying out the above noted responsibilities using in-kind resources from each Member municipality. 6.0 MEMBER FEES Each Member of the Association will agree to pay annual fees, which will used to fund the Operations of the Association as noted in Section 5.0. Members that are also members in good standing of SCOR EDC will have their annual fees for SCT covered by their SCOR EDC membership. All other Members that are not members in good standing of SCOR EDC will pay annual fees of $2,000. Membership fee will be reviewed from time to time by the Executive Committee. Annual fees are due on the 1st of January each year, and will be in place for one full year. For members of SCOR EDC, Members must be in good standing of SCOR EDC for the duration of the MOU. A pro- rated Members fee will be determined upon the ratification of this MOU, or for Members that join during other times of the year. Annual fees for subsequent years will be due to SCOR EDC 14 days prior to the annual Membership coming due. Fees not paid in full within the agreed to timeline may result in suspension or termination from the Association, as determined by the Executive Committee by vote. 7.0 ASSOCIATION RESPONSIBILITIES The Members will work, through the Association, to address the following responsibilities:  Brand: Maintain the SCT name, brand and logo, including a brand value statement, and brand and logo usage guidelines. The logo for SCT is identified in Schedule A of this document. Apply the brand and logo in all relevant contexts according to the usage guidelines – this includes on fleet, bus stops, web-based and other electronic materials, and printed materials.  Marketing and Communications: Support Member transit services by developing communications, marketing and promotional activities that promote inter-community transit services and generate awareness to potential customers.  Website: Develop and maintain an SCT website which provides links to all Member inter- community transit services and direct information on the Association mandate and activities relevant to the public or other stakeholders. Page 269 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 10  Bus Stop Identification: Utilize a bus stop identification design template as identified in Schedule B of this document for all fixed-route inter-community public transportation services. The template allows for Members to add their own personalized local information, but in a consistent format the respects the SCT brand.  Fare Structure and Policy: Adopt policies that support passenger convenience for transfers between Member systems. In doing so, the Member public transportation service that takes the initial fare will keep the revenue. Work towards a similar fare structure and policy for topics such as age categories and other concessionary fares. Work towards identifying a fare media strategy, including the potential for a smart card and/or mobile payment approach that is compatible with neighbouring transportation systems that have connecting services, and with as many Member systems as possible.  Planning and Scheduling: Identify and validate inter-community travel patterns. Work towards schedules that accommodate seamless transfers between connecting Member systems. Develop consistent approach for implementing the General Transit Feed Specification (GTFS) data to allow customers to readily plan trips between two or more systems;  Accessibility: Develop common practices and policies for accessible bus stops, training, access, and other accessibility topics;  Technology: Work together to utilize technology that is either used by all Members or can integrate with Member systems, with the objective of planning a seamless customer experience across systems, and identifying opportunities to minimize one-time capital and/or ongoing operating costs through collective purchasing. Consider and prioritize technology approaches for trip planning, mobile payment, real-time passenger information, on-demand transit planning and operations software, and communications.  Fleet: Work together to identify opportunities to standardize fleet where it improves the customer experience (e.g. ability to accommodate mobility devices) and/or reduces capital costs for Member municipalities that purchase vehicles or specify vehicles as part of an operating contract;  Standard Operating Terms/Policies and Procedures: Identify opportunities to develop Standard Operating Terms/Policies and Procedures for SCT that benefits the customer experience, safety practices, and/or the efficiency and effectiveness of service delivery.  Service Standards: Work together to identify to develop a common service standards document to guide service delivery and measure performance through a series of Key Performance Indicators.  Advocacy: Work together to present common issues and concerns to senior levels of government and other key stakeholders in order to sustainably facilitate the success, coordination, and extension of Southwestern Ontario Community Transportation Grant Program projects into the future (i.e. Ontario Gas Tax funding, continued grant funding, etc.). Support and contribute to the efforts of the Ontario Public Transportation Association (OPTA).  First Mile-Last Mile Integration: Develop strategies and supporting policies / programs to facilitate local ‘first-mile/last-mile’ opportunities to enhance inter-community connectivity and Page 270 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 11 feeder services to Member inter-community transit services and passenger rail corridors, while improving local mobility. 8.0 ANNUAL REPORTING An Annual Report will be prepared by the Chair of the Executive Committee, with input from the Technical Committee. The Annual Report shall include: 1. Current status of Membership. 2. Goals and Key Performance Indicators established by the Executive Committee at the beginning of each fiscal year. 3. Report on accomplishments, actions achieved and next steps. Annual Reports will be presented to the Executive Committee by the Chair, which will be provided to each Member to distribute and/or present to their respective Councils or Boards for information. 9.0 SIGNATORIES This Agreement may be executed by the parties hereto in separate counterparts, each of which so executed shall be deemed to be an original. Such counterparts together shall constitute one and the same instrument and, notwithstanding the date of execution, shall be deemed to bear the effective date set out at the top of page one (1) of this Agreement. Each of the parties who signs the signature page of this Agreement does hereby warrant that it has read, reviewed, fully understands, and is agreeable to be bound by the content of each page of this Agreement and that this Agreement is enforceable in application to the endorsing party. Delivery of an executed copy of a signature page to this Agreement scanned in pdf. form and provided by e-mail or provided by facsimile transmission shall be deemed to be effective delivery of an original executed copy of this Agreement, and each party hereto undertakes to provide each other party with a copy of the Agreement bearing original signatures forthwith upon demand. Page 271 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 12 IN WITNESS WHEREOF this Memorandum of Understanding has been executed by the Town of Tillsonburg hereto on the date(s) set out below and the Town of TIllsonburg agrees that this Memorandum of Understanding shall be effective on the date set out at the top of page one (1) of this Memorandum of Understanding. Town of Tillsonburg Date: June 22, 2020 Per: Stephen Molnar Mayor Per: Michelle Smibert Town Clerk *We have authority to bind the Corporation Page 272 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 13 SCHEDULE A: SCT LOGO Members will agree to use the brand “SCT” to represent the Association and the following logo and colour pallet. Page 273 of 327 Memorandum of Understanding – Establishment of the Southwest Community Transit Association Version 1.7 – May 25, 2020 Dillon Consulting Limited Page 14 10.0 SCHEDULE B: SCT BUS STOP DESIGN Municipal Members will agree to use the following bus stop design at inter-community stops that connect one or more Member transit service. A decision for a Member to deviate from this sign can be approved by the Executive Committee. Page 274 of 327 The Corporation of the Town of Tillsonburg COVID-19 Task Force Meeting June 3, 2020 9:00 a.m. Electronic Meeting MINUTES Present: Councillor Gilvesy, Councillor Rosehart, Abbie Boesterd, Larry Scanlan, Joe McGuire, Karen Devolin, Roxanne MacMillan, Merley Wheaton (joined at 9:32 a.m.) Staff: Michelle Smibert, Clerk; Colleen Pepper, Marketing & Communications Officer; Laura Pickersgill, Legislative Services Coordinator; Julie Dawley, Aquatics Supervisor; Rick Cox, Director of Recreation, Culture & Parks; Melanie Corbett, Recreation and Programs Coordinator; Cephas Panschow, Development Commissioner; Andrea Brown, Recreation and Program Services Manager Regrets: Emma Dew, Deputy Mayor Beres 1. Roll Call 2. Call to Order The meeting was called to order at 9:02 a.m. 3. Adoption of Agenda Resolution #1 Moved by: Karen Devolin Seconded by: Abbie Boesterd THAT the Agenda as prepared for the COVID-19 Task Force meeting of June 3, 2020, be adopted. Carried 4. Adoption of Previous Minutes Resolution #2 Moved by: Joe McGuire Seconded by: Larry Scanlan THAT the Minutes as prepared for the COVID-19 Task Force meeting of May 20, 2020, be adopted. Carried 5. Disclosures of Pecuniary Interest and the General Nature Thereof None Page 275 of 327 6. General Business & Reports 6.1 PPE- non-surgical masks and sanitizer Cephas Panschow provided a summary of information regarding the availability of non-surgical masks from a local supplier, named Kevin McCotter. Mr. McCotter is reaching out to municipalities to see if they are interested in procuring these masks to sell on consignment to local businesses. Mr. McCotter started this campaign in April and has had more than 80,000 masks donated to frontline workers. It was noted that area municipalities Chambers of Commerce are purchasing these masks and reselling them to their businesses at cost. There is 3000 masks available for the Town at a cost of $12 for a 10 pack. Larry Scanlan indicated that the Police Services Board would likely be interested in this initiative. It was discussed that the price of non-surgical masks has greatly increased since the pandemic began. The Committee recommended that staff work with the BIA on this initiative. Cephas Panschow left the meeting at 9:12 a.m. 6.2 Communications The Committee encouraged staff to share more information related to ensuring physical distancing is maintained, promotion of kindness and goodwill and that masks are now mandatory to be worn to enter the Tillsonburg Hospital. 6.3 Recreational activities for youth/children Julie Dawley provided an overview of the information included in the agenda for virtual recreational ideas and plans. It was noted that staff are continuing to attend webinars to see what other communities are doing to engage their population. It was suggested the recreation staff develop their own Town recreation Facebook page to start using rather than solely using Instagram to accommodate a greater demographic. The members agreed to the idea of staff sending out a survey to the public to gauge the public’s feelings on needs for recreation, child care, and if they would be comfortable coming back into a public facility or not. Staff noted that they are investigating every way possible to be able to operate a safe and fun summer day camp for children. There was concerned noted that many people will be returning to work and will require care for their children. Staff noted concerns with being able to keep children apart at the camps and that there would be a very limited number of children allowed per leader which may not be feasible. It was noted that additional summer students would need to be hired to operate a full camp program. Staff indicated that the Town had applied for the summer student grant and was unsuccessful in retrieving the funding, similarly to previous years before. Joe McGuire indicated that the Station Arts Centre will not be able to proceed with running a full camp program as per usual as there are not any Federal grants available at this time. Station Arts Centre staff are reviewing the possibility of having a reduced number of days with a camp. Page 276 of 327 It was discussed that the Ministry of Health has released a guidance document to be followed with regards to day camps. Staff indicated that there is concern with liability and that this would be unaffordable at our current rates. Recreation staff will continue investigating ways to develop virtual programming that allows participants to be physically active. Staff are awaiting changes from the Province to be able to offer in person swimming or exercise lessons even if it is a private group. Staff will circulate a survey and provide feedback to the Committee at a future meeting. The Stations Arts Centre has asked to be included on receiving the results of this survey. It was suggested that there be many sanitation stations available when the community centre re-opens. Members have requested that the Town recognize recent graduates on our social media platforms. Julie Dawley, Rick Cox, Melanie Corbett and Andrea Brown left the meeting at 9:49 a.m. 6.3 Testing Activity Update It was noted that the public can get tested by appointment at the Tillsonburg Testing Centre located at 17 Bear Street on weekdays. It was discussed that antibody testing is not yet available to the general public but that it is anticipated to be available in the future. 6.4 Self-care activities Abbie Boesterd will retrieve statistics regarding local mental health outreach from before the pandemic began compared to the current state. The government announced that there will be more free treatment available. CMHA Oxford is still offering support, live chats and virtual education. Members would like to see greater promotion of self-care ideas and information on available counselling services. 6.5 Pop-up patio discussion The Committee had a discussion on pop-up patios and passed the following resolution: Resolution #3 Moved by: Joe McGuire Seconded by: Karen Devolin Page 277 of 327 THAT the COVID-19 Task Force supports the concept of pop-up patios in all restaurants within the entire boundary of the Town of Tillsonburg where feasible. Carried 7. Round Table Joe McGuire left the meeting at 10:03 a.m. The Tillsonburg Library is open for curbside pickup. This process involves users to walk up to the main library door or have books delivered to them in their car in the parking lot. Some home deliveries are being made as well. Library staff is trying to resolve concerns for the public who rely on the library for computer access. Curbside pickup at smaller branches will become available in the coming weeks. Larry Scanlan noted that the two metre physical distancing rule does not apply to essential services with regards to penalties. This law only applies to those services recently allowed to re-open. Staff are investigating areas for cooling stations and increasing access to public washrooms. 8. Next Meeting June 17, 2020 at 9:00 a.m. 9. Adjournment Resolution #4 Moved by: Karen Devolin Seconded by: Abbie Boesterd THAT the June 3, 2020 COVID-19 Task Force meeting be adjourned at 10:11 a.m. Carried Page 278 of 327 The Corporation of the Town of Tillsonburg Economic Development Advisory Committee Meeting June 9, 2020 7:30 a.m. Electronic Meeting MINUTES Present: Jesse Goossens, Andrew Burns, Collette Takacs, Lisa Gilvesy, Randy Thornton, Jeff VanRybroeck, Councillor Deb Gilvesy, Cedric Tomico, Steve Spanjers, Mayor Molnar, Suzanne Renken Regrets: Lindsay Morgan-Jacko and Kirby Heckford Staff: Kyle Pratt, CAO; Cephas Panschow, Development Commissioner; Laura Pickersgill, Legislative Services Coordinator 1. Roll Call 2. Call to Order The meeting was called to order at 7:34 a.m. 3. Adoption of Agenda Resolution #1 Moved by: Cedric Tomico Seconded by: Collette Takacs THAT the Agenda as prepared for the Economic Development Advisory Committee meeting of June 9, 2020, be adopted. Carried 4. Adoption of Previous Minutes Resolution #2 Moved by: Lisa Gilvesy Seconded by: Andrew Burns THAT the Minutes as prepared for the Economic Development Advisory Committee meeting of April 14, 2020, be adopted. Carried 5. Disclosures of Pecuniary Interest and the General Nature Thereof Deb Gilvesy declared a pecuniary interest with item 6.3 due to a family member that would receive financial gain from this transaction. 6. General Business & Reports 6.1 Monthly Projects Update Page 279 of 327 Cephas Panschow provided an overview of the Monthly Project Update for June 2020. The development of a vacant space marketing program will be initiated coming out of the pandemic. It was noted that advice had been received that if an industrial property is not listed through a brokerage then it may not get included in many Requests for Information handled design/build companies. A survey for both commercial realtors and construction industry representatives has been developed with review by this committee’s legal/real estate members, and will be distributed to investigate this further with the goal of ensuring the Town’s industrial land information is getting included. The Van Norman Innovation Park Environmental Compliance Application was submitted in the spring with a requested response due by mid-June. The tenders are in progress for release. Staff had met with some potential investors for the property. Staff will be aware of any opportunities that this Committee can help move this initiative forward during meetings with parties involved later this week. 6.2 Mayor’s COVID Business Recovery Working Group- Update on Actions 6.2.1 COVID-19 Business Impact Survey 2.0 Results Summary An update was provided on the great effort this working group has achieved thus far. Members reviewed the results of the survey. It was noted that this group has had input into the financial programs being developed through Community Futures Oxford such as the Oxford Economic Stimulus Fund. It was estimated that five or six Tillsonburg companies have applied for the Oxford Economic Stimulus Funding program. The Chamber hosted a webinar that featured Premier Ford and Minister Fedeli regarding discussions on reducing red tape and backlogging of issues were noted at the municipal level. It was suggested that other areas of the Corporation could review backlog and ‘red tape’ areas at a local level to help move initiatives through faster and more efficiently. It was recommended that it is important for Town staff and Council members to acknowledge receipt of a message to an inquirer to let them know their question or concern has been noted and a response will be provided in due course. Laura will circulate the document from the province regarding the re-opening into phase 2. Oxford County CAO’s have met to discuss the Oxford County Joint Service Delivery Review done in April. A report will be brought to Council on June 11 that outlines efficiencies and recommendations. It was suggested that this material won’t change the budget for 2020 but may have budget implications for 2021. Laura will circulate this report to the group. It was noted that only 8.4% of businesses indicated on the survey a re-opening without some kind of change implemented. Members were reminded that these businesses may re-open but should remain diligent on whether they can survive or not in the long-term. Page 280 of 327 6.2.2 Webinar Series Update (Getting on the Road to Recovery) The webinar series have been well attended and well received. Deb Gilvesy left the meeting at 8:06 a.m. 6.3 Future Industrial Lands Update Resolution #3 Moved by: Andrew Burns Seconded by: Randy Thornton THAT the Economic Development Advisory Committee move into Closed Session to consider: -a proposed or pending acquisition or disposition of land by the Town; Carried Deb Gilvesy re-joined the meeting at 8:30 a.m. 6.4 Economic Development Strategy Update Staff proposed the question to the Committee if they felt it would be beneficial to have a shorter term solution as recovery from the pandemic included in the Economic Development Strategy Update or would it be better to focus on a long- term strategy. Members suggested that both short term recovery solutions and a long-term plan should be included in the update. It was suggested that the short term goals be focused on business retention and recovery. Laura will circulate the current Economic Development Strategy to the Committee. It was suggested that sub-committees be developed to lead various components of the public consultation, i.e. industrial land opportunities, downtown revitalization, etc. It was noted that the industrial focused group should include representation with an engineering background and that the downtown core group should include a representative from the BIA. Staff indicated that the consultation process involved with any level of this committee will be built into the consultation process of the strategy update. Staff will bring this item forward on the next agenda. There were no concerns noted with staff keeping more weight around pandemic recovery but also keeping in mind the long term goals while working through this process. 6.5 Tillsonburg Hydro Inc. 6.5.1 Hydro Subcommittee Update – Presentation to THI Board on May 26 Laura will provide this presentation to Committee members for information following the meeting. Hydro subcommittee members provided an overview of their presentation to the THI Board. It was noted that it was difficult to determine actual installation costs for all comparator municipalities in their data comparison but that the numbers for St. Thomas were factual. It was suggested that the Tillsonburg hydro figures may be represented much higher because Page 281 of 327 the data includes: amortization, appreciation and interest expenses while the other data may not include such and the model of the cost split between the utility and the developer. The Subcommittee has asked THI for a response and will provide an update back to this Committee once a response is received. The subcommittee has asked for a potential meeting with the Minister of Energy. The Subcommittee also noted concerns with reports of poor communications from THI. They have requested to review their customer service model for suggestions on improvement. Discussion was held regarding a report written by interim CAO, Ron Shaw, outlining that the economic evaluation model used by THI is not mandatory by the OEB but rather is preferred. It was noted that the report dictates that if THI were to move back to a 50/50 cost split then the cost would increase to the ratepayer to upkeep the cash flow. Members were encouraged to bring any suggestions they have forward to the committee for discussion to potentially be forwarded to Town Council for discussion on overall hydro costs in Tillsonburg. This topic will be discussed further at the next meeting. The Subcommittee will attempt to validate the St Thomas numbers obtained with more details. It was suggested that multiple developments and their associated costs need to be reviewed to get an average cost since every development is a bit different. Members noted concerns with what the actual cost savings are to the ratepayer by moving to the 90/10 model. The THI AGM is typically held at the end of June. Collette left the meeting at 8:50 a.m. 6.6 Town Hall Task Force A draft report to go to Council is currently being developed. 6.7 Community Strategic Plan There is a draft RFP available for Council’s consideration and the timing of when this report will go to Council is undetermined at this time. 7. Community Organization Updates 7.1 Downtown Business Improvement Association Cedric Tomico noted that there were a few applicants in May for the Commercial Rent Relief Program offered through the BIA. Some businesses have reached out regarding the use of funds for façade requests as the funding was initially used for the façade improvement program. Page 282 of 327 The planter program was launched on a smaller scale and information is to be provided to make the public aware that these planters were donated to the BIA. The Town has entered into a new Memorandum of Understanding for one year in 2020 that will include BIA assistance in the downtown core with, street cleaning, garbage removal, watering of plants and tree maintenance. The sign by-law was temporarily amended to allow businesses to post banners and advertising signs during the recovery phase of the pandemic. A report regarding pop-up patios is being discussed at the June 11th Council meeting. 7.2 Tillsonburg District Chamber of Commerce There will be a board meeting held on June 10th. A date has not been rescheduled for the Awards of Excellence at this time. The TDCC open golf tournament was scheduled for June but will have to be amended. Staff are in contact with the Bridges Golf Course to discuss alternative options. The TDCC has been an advocate regarding improvements to the CECRA program. Area chambers have been working together to reduce red tape to allow businesses to get extended patio liquor licenses this year. The Chamber is planning to apply for the $25,000 Oxford Economic Stimulus Fund. 7.3 Tillsonburg District Real Estate Board 7.3.1 April 2020 It was noted that the real estate industry is doing well despite the poor projections from the CMHC. 8. Round Table There has been a temporary ban put on commercial rent evictions. The Former TRW property (101 Spruce Street) has now been sold to a cannabis manufacturer. 9. Next Meeting Tuesday, July 14 at 7:30 a.m. 10. Adjournment Resolution #3 Moved by: Deb Gilvesy Seconded by: Randy Thornton Page 283 of 327 THAT the June 9, 2020 Economic Development Advisory Committee meeting be adjourned at 9:37 a.m. Carried Page 284 of 327 THE CORPORATION OF THE TOWN OF TILLSONBURG BY-LAW 2020-___ A BY-LAW to authorize an Agreement between Her Majesty the Queen in right of the Province of Ontario, as represented by the Minister of Economic Development, Job Creation and Trade and the Corporation of the Town of Tillsonburg, for the purpose of receiving funds from the Southwestern Ontario Development Fund program (“SWODF”). WHEREAS The Town of Tillsonburg is desirous of entering into an Agreement with Her Majesty the Queen in right of the Province of Ontario, as represented by the Minister of Economic Development, Job Creation and Trade, for the purpose of receiving funds from the Southwestern Ontario Development Fund program (“SWODF”). BE IT THEREFORE ENACTED by the Council of the Corporation of the Town of Tillsonburg as follows: 1. THAT the agreement attached hereto as Schedule "A" forms part of this By-Law; 2. THAT the Mayor and Clerk be hereby authorized to execute the attached agreement marked as Schedule "A" on behalf of the Corporation of the Town of Tillsonburg; 3. AND THAT this By-Law shall come into full force and take effect after the final passing hereof. READ A FIRST AND SECOND TIME THIS 22nd day of JUNE, 2020. READ A THIRD AND FINAL TIME AND PASSED THIS 22nd day of JUNE, 2020. ___________________________ MAYOR – Stephen Molnar ______________________________ TOWN CLERK – Michelle Smibert Page 285 of 327 1 CONFIDENTIAL – FOR INFORMATION PURPOSES ONLY Indicative SWODF Conditional Grant Agreement This Indicative SWODF Conditional Grant Agreement is for information purposes only and creates no obliga- tions on the part of Ontario. The provisions set out herein are typical of those in a SWODF Conditional Grant Agreement; however, these provisions are generic and are not intended to be complete. Depending on each individual transaction, the results of financial, legal and technical due diligence and the conditions of the approval, the terms that may be presented in an agreement may be altered, in some cases in material re- spects, from what has been set out in this Indicative Conditional Grant Agreement. CONDITIONAL GRANT AGREEMENT THIS AGREEMENT is effective , 202 (the “Effective Date”). [NTD: “The Project Start Date (as defined below, used as the start date for Eligible Project Expenditures, Project In- vestment Commitment and Jobs) will be April 16, 2020 as long as the Recipient agrees to the terms of the Conditional Grant Agreement by June 29, 2020, otherwise the Project Start Date will be the date the Recipient agrees to the terms.] BETWEEN: HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO as represented by the Minister of Economic Development, Job Creation and Trade (hereinafter referred to as “Ontario”) -AND- THE CORPORATION OF THE TOWN OF TILLSONBURG (hereinafter referred to as the “Recipient”) RECITALS: 1. The Recipient intends to implement the Project, as defined below. The Project will lead to long term economic benefits to the Province of Ontario through investment, job creation and/or job retention related to the Project. 2. Pursuant to the Attracting Investment and Creating Jobs Act, 2012 (Ontario), Ontario is continuing the Southwestern Ontario Development Fund program (“SWODF”) to assist region- al/municipal/sectoral organizations in Ontario to support business investment and economic development in key sectors in Ontario. 3. Ontario has agreed to provide a Grant to the Recipient on the terms more particularly described in this Agreement in order to assist the Recipient with the financing of the Project and the delivery of economic benefits to the community. Page 286 of 327 2 NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual prom- ises and covenants contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is expressly acknowledged by the parties, Ontario and the Recipient agree as follows: ARTICLE 1 - INTERPRETATION 1.1 Definitions. The following terms shall have the meanings ascribed to them below unless there is something in the context inconsistent therewith: “Actual Investment” means the dollar amount of the actual and verifiable expenditures made by the Recipient on account of the Project Investment Commitment as at the date such calculation is to be made. “Agreement” means this agreement, including all of the Schedules hereto, and all amendments made hereto in accordance with the provisions hereof. “Amount Incurred” has the meaning set out in section 5.2(a)(i). “Annual Cap” means the maximum financial obligation payable by Ontario in each Fis- cal Year set out in section 5.1. “Applicable Laws” means any law, statute, by-law, ordinance, decree, requirement, di- rective, order, judgment, license, permit, code or regulation having the force of law, and any applicable determination, interpretation, ruling, order or decree, of any governmental authority or arbitrator, which is legally binding at such time. “Arm’s Length” has the meaning attributed thereto for the purposes of the Income Tax Act (Canada) and “Non-Arm’s Length” shall have the opposite meaning. “Business Plan” means the business plan prepared by the Recipient and approved by Ontario on January 21, 2020 and supporting material submitted to Ontario in support of a request for the Grant. “Carry Forward Amount” has the meaning set out in section 5.2(c). “CPA Canada” means the Chartered Professional Accountants of Canada and any suc- cessor institute. “Deemed Abandonment” means the failure to complete the Project on or before the Project Completion Date in the opinion of Ontario, acting reasonably. “Disbursement” means any payment of funds by Ontario to the Recipient on account of the Grant and includes the Performance Payment. “Effective Date” means the date first set out herein. “Eligible Project Expenditures” means the dollar amount of the actual and verifiable expenditures made by the Recipient on account of the Eligible Project Expenditures Categories incurred and paid from the Project Start Date up to and including the Project Completion Date, or such other date as required under the Agreement. Page 287 of 327 3 “Eligible Project Expenditures Categories” means the categories of eligible expendi- tures related to the Project set out in Schedule “B”. “Eligible Project Expenditures Table” means the Eligible Project Expenditures table substantially in the form contained in Schedule “C”. “Event of Default” means the occurrence of any one or more of the events listed in section 10.1. “Final Certificate and Report” means a final certificate substantially in the form of Schedule “F”, including all required attachments. “Financial Statements” means the annual financial statements consisting of a state- ment of income, balance sheet, and statement of cash flow for a Fiscal Year, together with the notes thereto, all prepared in accordance with GAAP. “Fiscal Year” means any of Fiscal Year 1, Fiscal Year 2 or Fiscal Year 3 (and “Fiscal Years” means more than one of them), where: “Fiscal Year 1” means the period from the Project Start Date to and including De- cember 31, 2020; “Fiscal Year 2” means the period from January 1, 2021 to and including December 31, 2021; and “Fiscal Year 3” means the period from January 1, 2022 to and including December 31, 2022. “Force Majeure” has the meaning set out in section 11.13. “GAAP” means Canadian generally accepted accounting principles as adopted by CPA Canada applicable as at the date on which such calculation is made or required to be made in accordance with generally accepted accounting principles and includes Interna- tional Financial Reporting Standards to the extent the same is adopted by CPA Canada and is in effect on the relevant date. “Government Assistance” has the meaning set out in section 2.4(a). “Grant” means a conditional grant in the total amount of up to $1,205,000, as such amount may be reduced in accordance with section 5.2. “Hazardous Substance” means any pollutant, contaminant or substance that when re- leased to the natural environment is likely to cause, at some immediate or future time, material harm or degradation to the natural environment or a material risk to human health and without restricting the generality of the foregoing, Hazardous Substance in- cludes any pollutant, contaminant, waste, hazardous waste or dangerous good as defined by Applicable Laws for the protection of the natural environment or human health. “HST” means tax imposed under Part IX of the Excise Tax Act (Canada) and any similar Page 288 of 327 4 value-added or multi-staged tax imposed by any jurisdiction. “Indemnified Parties” means Her Majesty the Queen in right of Ontario, Her Ministers, agents, appointees and employees. “Independent Auditor’s Report” means the independent auditor’s report substantially in the form of Schedule “F-1”. “Intellectual Property” means any intellectual, industrial or other proprietary right of any type in any form protected or protectable under the laws of Canada, any foreign country, or any political subdivision of any country, including, without limitation, any intel- lectual, industrial or proprietary rights protected or protectable by legislation, by common law or at equity. ‘‘Investment Target Clawback” has the meaning set out in section 4.1. “IP Rights” has the meaning set out in section 7.1(o)(i). “Material Adverse Effect” means a material adverse effect on the business, assets, op- erations or financial condition of the Recipient. “Ontario Support” means the actual amount of monies advanced by Ontario to the Re- cipient on account of the Grant. “Performance Payment” means the final Disbursement, if any, calculated in accord- ance with section 5.3. “Person” includes an individual, partnership, whether general, limited or undeclared, corporation, limited liability company, unlimited liability company, joint stock company, trust, unincorporated association, joint venture, governmental authority or other entity of whatever nature. “Post-Project Fiscal Year” means any of Post-Project Fiscal Year 4, Post-Project Fis- cal Year 5, or Post-Project Fiscal Year 6, where: “Post-Project Fiscal Year 4” means the period from January 1, 2023 to and includ- ing December 31, 2023; “Post-Project Fiscal Year 5” means the period from January 1, 2024 to and includ- ing December 31, 2024; and “Post-Project Fiscal Year 6” means the period from January 1, 2025 to and includ- ing December 31, 2025. “Project” has the meaning set out in summary in Schedule “A” and in greater detail in Schedule “A-1”. “Project Completion Date” means December 31, 2022. “Project Financing” means the financing for the Project as more particularly set out in Schedule “A-1”. Page 289 of 327 5 “Project Investment Commitment” means the minimum expenditures of $2,410,000 on account of Eligible Project Expenditures. “Project Investment Commitment Budget” means the Project investment commitment budget set out in Schedule “B-1”. “Project Start Date” means April 16, 2020. “Project Status Report” means the report substantially in the form of Schedule “C”. “Project Site” means the project site located at 3001 Highway 3, Tillsonburg, ON N4G 5A7 and legally described as Part of Lots 1 and 2, Concession 5 North of Talbot Road, Geographic Township of Middleton, Town of Tillsonburg, County of Oxford, and more particularly described as Parts 1, 4, 5, 6, 7, 8, 9, 10, 11, 12 and 13, Plan 41R-8326 and Parcel Identification Numbers 000380020, 000380157, 000380023, 000380024, 000380022. “Provincial Stacking Exceptions” has the meaning set out in section 2.4(a). “Related Parties” includes any member, director, officer or employee of the Recipient or any individual related by blood, adoption or marriage to any such person or any other Person not dealing at Arm’s Length with any such person. “Request for Disbursement” means the senior officer’s certificate substantially in the form of Schedule “E”. “Term” means the term of the Agreement which shall commence on the Effective Date and shall expire on July 31, 2023, unless terminated earlier in accordance with the pro- visions of the Agreement. 1.2 Currency. Any reference to currency is to Canadian currency and any amount advanced, paid or calculated is to be advanced, paid or calculated in Canadian currency. 1.3 Auditors. Other than audits conducted under section 6.8, all references to auditors in the Agreement are to independent third party external licensed public accountants. 1.4 Conflict. In the event of a conflict between any provision in the Schedules to the Agree- ment and the body of the Agreement, the provisions of the body of the Agreement shall prevail. 1.5 Schedules. All references to Schedules refer to Schedules of the Agreement which are part of and form an integral part of the Agreement. The schedules of the Agreement are: Schedule “A” Table of Summary Project Information Schedule “A-1” Project Description, Milestones, Deliverables, Timelines and Pro- ject Related Definitions Schedule “B” Eligible Project Expenditures Categories Schedule “B-1” Project Investment Commitment Budget Schedule “C” Project Status Report Schedule “D” Annual Certificate Schedule “E” Request for Disbursement Page 290 of 327 6 Schedule “F” Final Certificate and Report Schedule “F-1” Independent Auditor’s Report Schedule “G” Post-Project Annual Report 1.6 Reference to Statute or Regulation. Any reference to a statute is to such statute and to the regulations made pursuant to such statute as such statute and regulations may at any time be amended or modified and in effect and to any statute or regulations that may be passed that have the effect of supplanting or superseding such statute or regulations, unless provided otherwise within the Agreement. 1.7 Singular/Plural and Gender Terms. Each definition in the Agreement using a singular capitalized term or other word or phrase within the Agreement shall also apply to the plu- ral form and such term, word or phrase and vice versa. All references to the masculine gender shall include reference to the feminine or neuter gender and vice versa in each case as the context may permit or require. 1.8 Sections and Other Headings. The section and other headings contained in the Agree- ment are for reference purposes only and shall not affect the meaning or interpretation of the Agreement. 1.9 Recitals. The recitals to the Agreement do not form part of the Agreement. ARTICLE 2 –THE PROJECT 2.1 Completion of Project. The Recipient shall complete the Project on or before the Project Completion Date in accordance with the Project description, milestones and delivera- bles, timelines and Project Investment Commitment Budget, all as more particularly set out in Schedules “A-1” and “B-1”. 2.2 Project Investment. The Recipient agrees to invest in the Project a minimum amount equal to the Project Investment Commitment from the Project Start Date up to and in- cluding the Project Completion Date. 2.3 Project Financing. The Recipient agrees that financing for completion of the Project has been confirmed as described in Schedule “A-1”. Any overruns or Project Financing defi- ciencies are to be the responsibility of the Recipient. In the event that the expected Project Financing becomes unavailable, the Recipient shall provide the funding from in- ternal or other resources acceptable to Ontario. 2.4 Stacking. (a) Stacking with other provincial programs is not permitted except that the Recipient may receive supports provided through SWODF’s complementary services (“Provincial Stacking Exceptions”). The total amount of provincial and federal assistance for Eligi- ble Project Expenditures, including those received from the Provincial Stacking Exceptions (collectively, “Government Assistance”) cannot exceed 75% of the Eligible Project Expenditures. (b) If Ontario determines that the Recipient has received Government Assistance that exceeds 75% of Eligible Project Expenditures, then the Recipient shall pay to Ontario, within 20 days of being notified by Ontario, an amount equal to the excess. For clarity, in no event shall the Recipient be required to pay to Ontario any amount under this section Page 291 of 327 7 2.4(b) greater than the Ontario Support together with the costs of collection pursuant to section 10.6 and interest pursuant to section 10.7. ARTICLE 3 – CONDITIONAL GRANT 3.1 Grant. Subject to and in accordance with the terms and conditions of the Agreement, and in reliance on the representations and warranties in Article 7, Ontario agrees to pro- vide the Grant to the Recipient to assist the Recipient to finance Eligible Project Expenditures. 3.2 Use of Funds. All Grant funds shall be used by the Recipient solely for the payment of Eligible Project Expenditures. 3.3 Interest Bearing Account. If Ontario provides Grant funds before the Recipient’s imme- diate need for the Grant funds, the Recipient shall place the Grant funds in an interest bearing account in the name of the Recipient at a Canadian financial institution. ARTICLE 4 - MANDATORY REPAYMENT OF GRANT 4.1 Investment Target Clawback. If the Project Investment Commitment is not achieved on or before the Project Completion Date, the Recipient shall repay a cash amount to On- tario in accordance with the following formula: 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝑆𝑎𝑟𝑔𝑒𝑟 𝐶𝑖𝑎𝑟𝑎𝑎𝑎𝑖=𝑂𝑖𝑟𝑎𝑟𝑖𝑖 𝑆𝑟𝑖𝑖𝑖𝑟𝑟−(𝐴𝑎𝑟𝑟𝑎𝑖 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝑂𝑟𝑖𝑖𝑒𝑎𝑟 𝐼𝑖𝑟𝑒𝑟𝑟𝑖𝑒𝑖𝑟 𝐶𝑖𝑖𝑖𝑖𝑟𝑖𝑒𝑖𝑟∗$𝐺𝑟𝑎𝑖𝑟) ^^when calculating the Investment Target Clawback at the Project Completion Date, the Ontario Support shall be deemed to include any earned but unpaid portion of the Performance Payment The Investment Target Clawback shall be calculated as at the earlier of (i) an Event of Default; and (ii) the Project Completion Date. The Recipient shall repay the Investment Target Clawback, if any, within 20 days of notification in writing from Ontario. Notwith- standing any other provision of the Agreement, if the Recipient does not deliver to Ontario the Independent Auditor’s Report and the Final Certificate and Report within the required time, then the Investment Target Clawback amount shall be deemed to be an amount equal to the Ontario Support, which amount shall be immediately due and paya- ble. For greater certainty, should an Investment Target Clawback calculation result in a negative amount, such amount shall be deemed to be zero. 4.2 Maximum Clawback. Notwithstanding anything contained in the Agreement, the Invest- ment Target Clawback cannot be negative or greater than the Ontario Support. Upon notice to the Recipient, interest shall accrue on the calculated amount in accordance with section 10.6. ARTICLE 5 - TERMS AND CONDITIONS OF DISBURSEMENTS 5.1 Annual Cap. Subject to the provisions of the Agreement, the Grant is to be paid in annu- al instalments which shall not exceed the Annual Cap for each Fiscal Year. The Annual Cap for each Fiscal Year is the maximum amount specified below: Page 292 of 327 8 (a) Fiscal Year 1 - $241,000; (b) Fiscal Year 2 - $723,000; and (c) Fiscal Year 3 - $241,000 (being the Performance Payment). 5.2 Disbursement Calculation. (a) Disbursement Amount. For Fiscal Year 1, Ontario will disburse the Fiscal Year 1 Annual Cap in accordance with section 5.4; for all remaining Fiscal Years, in each Fiscal Year, Ontario will disburse the lesser of: (i) the aggregate of (i) 50% Eligible Project Expenditures incurred and paid in that Fiscal Year (the “Amount Incurred”) and (ii) any Carry Forward Amount; and (ii) the Annual Cap for that Fiscal Year. (b) Reduction of Grant. (i) For Fiscal Years 1 and 2. Where the sum of the Amount Incurred in re- spect of Fiscal Year 1 and Fiscal Year 2 is less than the sum of the Annual Cap for Fiscal Year 1 and Fiscal Year 2, Ontario may reduce the aggregate amount of the Grant without liability, penalty or cost by the dif- ference between (i) the sum of the Annual Cap for Fiscal Year 1 and Fiscal Year 2 and (ii) the sum of the Amount Incurred in respect of Fiscal Year 1 and Fiscal Year 2. (ii) All remaining Fiscal Years. Where the Disbursement in a Fiscal Year, other than Fiscal Year 1 and Fiscal Year 2, is less than the Annual Cap for that Fiscal Year, Ontario may reduce the aggregate amount of the Grant without liability, penalty or cost by the difference between the An- nual Cap and the Disbursement. (c) Determination of Carry Forward Amount. The “Carry Forward Amount” means the amount by which the Amount Incurred in a Fiscal Year exceeds the Annual Cap for that Fiscal Year. Each time a Carry Forward Amount is applied in a Dis- bursement calculation, the Carry Forward Amount available in the next Fiscal Year shall be reduced by the amount of the Carry Forward Amount already dis- bursed; any unused portion of any Carry Forward Amount shall continue to be included in the Disbursement calculation in succeeding Fiscal Years until all Car- ry Forward Amounts are fully exhausted. For the avoidance of doubt, in no event shall the Recipient be entitled to receive any funds in excess of the maximum amount of the Grant under the Agreement. 5.3 Performance Payment Disbursement. Subject to the provisions of the Agreement, Ontar- io will disburse the Performance Payment within 90 days of: (a) the Recipient meeting to Ontario’s satisfaction the conditions of disbursement in- cluding, in accordance with section 5.6, providing Ontario with a Request for Disbursement and the necessary evidence that the Recipient has incurred and paid Eligible Project Expenditures since the date of the immediately preceding Disbursement; and Page 293 of 327 9 (b) receipt and acceptance by Ontario of an Independent Auditor’s Report and a Fi- nal Certificate and Report as required pursuant to sections 6.6 and 6.7. Provided however that the Performance Payment shall be reduced by the amount of the Investment Target Clawback, if any. If the Performance Payment is less than the In- vestment Target Clawback, the Recipient shall pay to Ontario the difference between the Investment Target Clawback and the Performance Payment. 5.4 Conditions of First Disbursement. Subject to the terms and conditions of the Agreement, Ontario will disburse to the Recipient the Annual Cap for Fiscal Year 1 upon the Recipi- ent’s completion, by no later than, September 30, 2020, of the following conditions precedent completed to the satisfaction of Ontario: (a) Insurance. The Recipient shall provide Ontario with a valid certificate of insur- ance evidencing the insurance coverage that the Recipient: (i) is required to maintain pursuant to section 8.8. and (ii) has maintained from the Project Start Date to the Effective Date, at its own expense, with insurers having a secure A.M. Best rating of B + or greater, or the equivalent, all the necessary and appropriate insurance that a prudent Person carrying out a project similar to the Project would maintain, including commercial general liability insurance on an occur- rence basis for third party bodily injury, personal injury and property damage, to an inclusive limit of not less than two million dollars ($2,000,000) per occurrence. (b) Council Approval of Financing. Receipt of evidence by Ontario that the Recipi- ent’s council has authorized the Project and that Project Financing in the amounts identified in Schedule “A-1”, other than the Grant, will be available as and when needed for the completion of the Project. (c) Receipt of evidence by Ontario that the Recipient’s council has authorized the Recipient’s execution of the Agreement by municipal by-law. (d) Receipt of evidence by Ontario that the Recipient has calculated an updated debt and finance obligation limit based on Ontario Regulation 403/02 under the Munic- ipal Act, 2001. 5.5 Condition of Second Disbursement. In addition to the requirements set out in section 5.6, on or before the second Disbursement, the Recipient shall provide Ontario with a Request for Disbursement certifying, amongst other things that Eligible Project Expendi- tures in the amount of at least $482,000 have been incurred and paid in respect of the Fiscal Year 1 Annual Cap. 5.6 Conditions of Subsequent Disbursements. On or before each subsequent Disbursement to the first Disbursement, upon the following conditions being met or complied with to the satisfaction of Ontario, and subject to the terms and conditions of the Agreement, Ontar- io will disburse such Disbursements to the Recipient: (a) Request for Disbursement. Within 90 days following the end of each Fiscal Year, starting with Fiscal Year 2, the Recipient shall provide Ontario with a Request for Disbursement. Ontario will have no obligation to pay the Disbursement and re- Page 294 of 327 10 serves the right to cancel the Grant in its sole discretion if the Recipient has not requested the Disbursement within the required 90 day period. (b) Accounting Evidence. The Recipient shall provide satisfactory evidence to Ontar- io that the Recipient has incurred and paid sufficient Eligible Project Expenditures to have earned the requested Disbursement, which evidence shall include the following: (i) a Project Status Report; (ii) if the Recipient submits a Request for Disbursement in respect of Eligible Project Expenditures incurred and paid to Non-Arm’s Length suppliers, the Recipient shall provide the Project Status Report described in para- graph (i) above together with a certificate of the external auditor of the Recipient confirming that the transaction was on terms that are fair and reasonable to the Recipient and that are no less favourable to the Recipi- ent than those that could be obtained in a comparable transaction from an Arm’s Length supplier. Provided however, that an auditor’s certificate shall not be required for Eligible Project Expenditures which have been incurred and paid by the Recipient and submitted to Non-Arm’s Length suppliers where invoices can be produced supporting the transaction at no increased cost; and (iii) at Ontario’s option, invoices from suppliers and proof of payment may al- so be required. (c) Inspection. Ontario has had the opportunity to physically inspect the Project Site. (d) Attainment of Milestones, Deliverables and Timelines. The Recipient has satis- factorily performed and attained, in the opinion of Ontario, acting reasonably, the milestones, deliverables and timelines set out in Schedule “A-1” as of the date of the Request for Disbursement. 5.7 Conditions to the Grant. (a) Any Disbursement to be made by Ontario pursuant to the Agreement is subject to there being an appropriation by the Legislative Assembly for the Fiscal Year in which the Disbursement is to be made. If Ontario does not receive the necessary appropriation, Ontario shall not be obligated to make any such payment. As a consequence, Ontario may terminate the Agreement immediately upon giving no- tice to the Recipient and may demand repayment of any portion of the Grant that has not been used or committed by the Recipient to defray Eligible Project Ex- penditures. (b) The total Grant received by the Recipient cannot exceed 50% of total Eligible Project Expenditures, up to the maximum amount of the Grant. (c) If under any agreement between the Recipient and Her Majesty the Queen in right of Ontario, any fees, levies or taxes or other amounts are owed to Her Maj- esty the Queen in right of Ontario or her agencies, including the Minister of Finance, the Recipient hereby authorizes Ontario to pay any or all of these amounts on behalf of the Recipient out of the amount of the Grant. Ontario will notify the Recipient prior to implementing any set-off of funds. Page 295 of 327 11 (d) Without restricting the applicability of other remedies or provisions of the Agree- ment, Ontario shall be entitled, in its sole and unfettered discretion, to refuse to make any Disbursements or any further Disbursements, if: (i) an Event of Default has occurred and is continuing; (ii) an event which would otherwise be an Event of Default but for the giving of notice and the passage of time to remedy the Event of Default has oc- curred and is continuing; (iii) the occurrence of an Event of Default reasonably appears to be imminent, in Ontario’s opinion; or (iv) the Disbursement will result in the occurrence of an Event of Default. 5.8 Right to Collect Interest. Where the Amount Incurred in respect of Fiscal Year 1 and Fiscal Year 2, collectively, is less than the Annual Cap for Fiscal Year 1, Ontario may demand from the Recipient the interest earned in accordance with section 3.3 on the amount by which the Amount Incurred in Fiscal Year 1 and Fiscal Year 2, collectively, is less than the Fiscal Year 1 Annual Cap. ARTICLE 6 - REPORTING AND MONITORING 6.1 Annual Certificate. Within 90 days after the end of each Fiscal Year, the Recipient shall provide Ontario with an annual certificate substantially in the form of Schedule “D” signed by a senior officer of the Recipient. 6.2 Annual Project Status Report. Within 90 days after the end of each Fiscal Year, the Re- cipient shall provide Ontario with a Project Status Report. Ontario, at its sole discretion, reserves the right to demand more frequent Project Status Reports. 6.3 Intentionally Deleted 6.4 Post-Project Reporting. The Recipient shall: (a) within 120 days after the end of each Post-Project Fiscal Year, provide Ontario with a post-Project annual report substantially in the form of Schedule “G” signed by a senior officer of the Recipient; and (b) during the Term and up to three years after the Project Completion Date, make best efforts to participate and respond to any SWODF surveys in relation to the Project or the Grant provided by Ontario. 6.5 Other Reports. The Recipient shall promptly furnish to Ontario such other reports and information as Ontario may reasonably require. 6.6 Independent Auditor’s Report. (a) Within 120 days of the Project Completion Date or as required by section 10.3, the Recipient shall provide Ontario an Independent Auditor’s Report certifying the total Eligible Project Expenditures that have been incurred and paid by the Recip- ient from the Project Start Date up to and including the Project Completion Date. Page 296 of 327 12 6.7 Final Certificate and Report. Within 120 days of the Project Completion Date or as re- quired by section 10.3, the Recipient shall provide Ontario with a Final Certificate and Report signed by a senior officer of the Recipient together with such other information as may be requested by Ontario. 6.8 Review and Audit. (a) The Recipient shall permit persons designated by Ontario to visit and inspect the Project Site at Ontario’s expense, to examine and copy the Recipient’s books and financial records, and to discuss its affairs, finances and accounts all at such reasonable times as may be requested by Ontario. (b) Ontario’s right of inspection includes the right to perform a full or partial audit at any time, including at the Project Completion Date, for purposes including con- firming: (i) that Eligible Project Expenditures have been incurred and paid by the Re- cipient from the Project Start Date up to and including the Project Completion Date; and (ii) the Eligible Project Expenditures Table of the Recipient with respect to to- tal Project expenditures. (c) Without limiting the generality of the foregoing, the Recipient shall at Ontario’s request meet with Ontario or its duly authorized agent at least annually to review the progress of the Project and to review the Recipient’s compliance with the terms and conditions of the Agreement. As may be requested by Ontario, invoic- es from suppliers and proof of payment may also be required. (d) For greater certainty, Ontario’s rights under this Article are in addition to any rights provided to the Auditor General of Ontario pursuant to section 9.2 of the Auditor General Act (Ontario). ARTICLE 7 -REPRESENTATIONS AND WARRANTIES 7.1 Representations and Warranties. The Recipient represents and warrants to and in fa- vour of Ontario that: (a) The Recipient has furnished to Ontario copies of its most recent Financial State- ments and such Financial Statements are correct and complete and fairly present the financial position of the Recipient as of the date indicated therein and the re- sults of its operation and the changes in its financial position for the years then ended in accordance with GAAP. Since the date of its last Financial Statement s, there has been no material change in the financial condition of the Recipient oth- er than changes in the ordinary course of business. (b) Recipient has taken all necessary actions to authorize the execution of the Agreement including passing a municipal by-law authorizing the Recipient to en- ter into the Agreement with Ontario. (c) The Recipient has established and shall maintain administrative practices and governance procedures to provide for the prudent and effective management of the Grant. Page 297 of 327 13 (d) The Project Financing, Project budget and estimates of expenditures are accu- rately set out in Schedules “A-1” and “B-1”. (e) With respect to the information and documentation, including forecasts, submit- ted to Ontario in support of the Business Plan, that: (i) the forecasts were based upon the judgment of directors and officers of the Recipient, who considered the most likely set of future conditions in their opinion at that time and their impact upon the Recipient; (ii) the information used in preparing the Business Plan substantially reflects the plans of the Recipient; (iii) the assumptions relied upon in preparing the forecasts are appropriate and reasonable in the opinion of directors and officers of the Recipient; (iv) adequate support documentation outlining methods and procedures used in preparing the forecasts is available from the Recipient; (v) all statements and documentation provided to Ontario in support of the Business Plan are true and correct; and (vi) the Recipient confirms the Recipient’s consent for Ontario to release the Recipient’s taxpayer information to the Ministry of Finance for the purpose of verifying compliance with all statutes administered by the Ministry of Finance and for the purposes of administering the SWODF. The Recipient recognizes that Ontario has relied upon the truth, authenticity and accuracy of the information and documentation contained in the Business Plan in authorizing the Grant. (f) The proceeds of the Grant will be used by the Recipient exclusively for Eligible Project Expenditures and for no other purpose. (g) There are no charges or criminal convictions under the Criminal Code (Canada) outstanding against the Recipient. (h) There are no actions, suits or proceedings pending or, to the knowledge of the Recipient, threatened, which would reasonably be expected to have a Material Adverse Effect on the Project or the ability of the Recipient to perform its obliga- tions under the Agreement. (i) There is no fact which the Recipient has not disclosed in writing to Ontario which adversely affects or, so far as the Recipient can now reasonably foresee, will ad- versely affect the Project or the ability of the Recipient to perform its obligations under the Agreement in each case, in any material respect. (j) The Recipient is not in default in any material respect in connection with Canadi- an federal, provincial, municipal or local taxes, assessments or other imposts or penalties due and unpaid in respect of its income, business or property or for the payment of any tax instalment due in respect of its current taxation year. The Re- cipient has fulfilled all material requirements under the Income Tax Act (Canada), the Canada Pension Plan (Canada) and the Employment Insurance Act (Cana- Page 298 of 327 14 da) for withholding of amounts from employees and has remitted all amounts withheld to the appropriate authorities within the prescribed times. (k) In connection with the Project Site, the Recipient does not have any knowledge of having caused or permitted the release of any Hazardous Substance on the Project Site except in compliance with Applicable Laws. All Hazardous Sub- stances have, to the knowledge of the Recipient, been used, disposed of, treated and stored by the Recipient in compliance with Applicable Laws. (l) The Recipient has not received any notice of any construction liens currently out- standing in respect of the Project Site. (m) The Recipient is in compliance with all Applicable Laws. (n) With respect to the Intellectual Property required for the Recipient to carry out its obligations under the Agreement: (i) The Recipient has all necessary rights to the Intellectual Property (includ- ing any necessary technology transfer and know how) (“IP Rights”) required to carry out and complete the Project; (ii) The Recipient has not received any notice, claim or threat of any claim that it is infringing the IP Rights of third parties in respect of the Project; and (iii) The Recipient has not and will not dispose of, license or otherwise en- cumber the IP Rights referred to in subparagraph (i) in such a way that the Recipient knowingly compromises such IP Rights required to carry out and complete the Project. (o) The business of the Recipient and all its properties and assets are covered by such policies of insurance, issued by licensed insurers, as are appropriate to such business, property and assets, in such amounts and against such risks as set out in section 8.8. (p) No Event of Default has occurred and is continuing, nor has any event occurred which with the giving of notice, the passage of time, or both, will result in an Event of Default. (q) The Recipient is in actual possession of the Project Site and has good and mar- ketable title or leasehold interest to its properties and assets necessary to carry out the Project. ARTICLE 8 –AFFIRMATIVE COVENANTS 8.1 Project Completion. The Recipient shall complete the Project in accordance with the terms of the Agreement. The Recipient shall immediately notify Ontario of any increase in the total cost of the Project. 8.2 Use of Proceeds. The Recipient will use the Grant solely for Eligible Project Expendi- tures. Page 299 of 327 15 8.3 Rights of Inspection and Inquiry. The Recipient shall keep and maintain all records, in- voices and other documents relating to the Project and the Grant in a manner consistent with GAAP, and keep them available for review by Ontario and its agents or authorized representatives, including the Auditor General of Ontario, during the Term and for a pe- riod of seven years thereafter. 8.4 Compliance with Agreements. The Recipient will perform and satisfy all covenants and obligations to be performed by it under the Agreement, and under any other agreement or undertaking now or hereafter made between it and Her Majesty the Queen in right of Ontario. 8.5 Existence. The Recipient will preserve and maintain its existence, rights, powers, licenc- es, privileges, and goodwill, and exercise any rights of renewal or extensions of any leases, licences, or any other rights which are necessary or material to the conduct of its business. 8.6 Compliance with Laws. The Recipient shall comply with all Applicable Laws which could affect the Project Site, the Project, and the Recipient’s obligations under the Agreement. 8.7 Taxes. The Recipient shall file all material tax returns and pay or cause to be paid as they become due all taxes, assessments, and governmental charges lawfully levied and imposed upon its property or upon its business, including the Project Site, unless the same are being diligently contested in good faith and by appropriate proceedings or as to which a bona fide dispute may exist. 8.8 Insurance. The Recipient shall put in effect and maintain for the period during the Term, at its own expense, with insurers having a secure A.M. Best rating of B + or greater, or the equivalent, all the necessary and appropriate insurance that a prudent Person carry- ing out a project similar to the Project would maintain, including commercial general liability insurance on an occurrence basis for third party bodily injury, personal injury and property damage, to an inclusive limit of not less than two million dollars ($2,000,000) per occurrence. The policy shall include the following: (a) the Indemnified Parties as additional insureds with respect to liability aris- ing in the course of performance of the Recipient’s obligations under, or otherwise in connection with, the Agreement; (b) a cross-liability clause; (c) contractual liability coverage; and (d) 30 day written notice of cancellation, termination or material change. The Recipient shall provide Ontario with a copy of the certificate that confirms the re- quired insurance coverage and, within 90 days of the renewal, any renewal replacement certificates as may be necessary. Upon the request of Ontario, the Recipient shall make available to Ontario a copy of each insurance policy. 8.9 Indemnity. The Recipient shall indemnify and hold harmless the Indemnified Parties from and against any and all liability, loss, costs, damages and expenses (including without limitation, legal, expert and consultant fees and disbursements), causes of action, ac- tions, claims, demands, lawsuits or other proceedings, by whomever made, sustained, incurred, brought or prosecuted, in any way arising out of or in connection with the Pro- Page 300 of 327 16 ject or otherwise in connection with the Agreement, unless solely caused by the negli- gence or wilful misconduct of the Indemnified Parties. 8.10 Litigation. The Recipient shall promptly provide notice to Ontario, including reasonable particulars as to be determined by Ontario, of: (a) any criminal charges filed against the Recipient and (b) each action, suit or proceeding which claims damages in excess of $500,000 against the Recipient pending, or to the knowledge of the Recipient, threat- ened before any court or before any tribunal, governmental department, commission or agency. 8.11 Project Expenditures. The Recipient shall promptly notify Ontario of any cost overrun or change orders that may have a Material Adverse Effect on the Project as compared with the Project Investment Commitment Budget, as set forth in Schedule “B-1”, attached hereto. Ontario will not be obliged to fund any such overrun of costs and may require proof of payment prior to any further Disbursements. 8.12 Environmental. In connection with the Project Site, the Recipient shall not knowingly cause or permit the release of any Hazardous Substance on the Project Site, except in compliance with Applicable Laws. All Hazardous Substances shall be used, disposed of, treated and stored by the Recipient in compliance with Applicable Laws. 8.13 Notice to Ontario. The Recipient shall provide prompt notice of: (a) any Material Adverse Effect; (b) any abandonment of the Project by the Recipient; or (c) any representation or warranty made by the Recipient in the Agreement or any certificate delivered to Ontario pursuant hereto that has become or is likely to be- come untrue in any respect. 8.14 Procurement. The Recipient shall ensure that all contracts and subcontracts, including consultant contracts, for work and services and for the purchase of goods related to the Project are obtained pursuant to a process that ensures best value for money. 8.15 Reports. The Recipient shall ensure that all reports, certificates and other documents required to be delivered to Ontario pursuant to the Agreement are completed to the sat- isfaction of Ontario. Ontario may, from time to time, require the Recipient to complete reports, certificates and other documents on an electronic system, including Transfer Payment Ontario. ARTICLE 9 – NEGATIVE COVENANTS 9.1 The Recipient covenants and agrees that, during the Term, it shall not, without the prior written approval of Ontario: (a) Disposition of Assets. sell, assign, transfer, lease, license, convey or otherwise dispose of any of the Project assets or all or substantially all of the assets com- prising the Project Site, except such dispositions as would be consistent with the disposition of surplus assets in the normal course of business and sales of real property contemplated by the Business Plan. Page 301 of 327 17 (b) Transactions with Affiliates. sell property or services to, or purchase property or services from, or otherwise engage in any other transactions with, any Related Parties, except for transactions in the ordinary course of business at prices and on terms and conditions not less favourable to the Recipient than could be ob- tained on an Arm’s Length basis from unrelated third parties. ARTICLE 10 - DEFAULT AND ENFORCEMENT 10.1 Events of Default. Each of the following is an Event of Default: (a) failure by the Recipient to perform or comply with any covenant or other term of the Agreement required to be performed or complied with by the Recipient, in- cluding, but not limited to, the failure to perform or comply with the reporting requirements set out in Article 6; (b) failure by the Recipient to repay any amount of the Grant when it becomes due, including failure to pay the Investment Target Clawback required pursuant to Ar- ticle 4; (c) failure by the Recipient to make a Request for Disbursement in accordance with section 5.6; (d) abandonment or Deemed Abandonment of the Project by the Recipient; (e) if any representation or warranty made by the Recipient in the Agreement or any certificate delivered to Ontario pursuant hereto shall be or become materially un- true in any respect; (f) default of any material obligations of the Recipient under the Agreement includ- ing a default of a term or condition, but for the giving of notice and/or the passage of time to remedy; (g) default of a term or condition in any other agreement between Her Majesty the Queen in right of Ontario and the Recipient but for the giving of notice and/or the passage of time to remedy; (h) final judgment or decree for the payment of money due is obtained or entered against the Recipient, except in respect of a judgment which (i) was the subject of a bona fide dispute, (ii) is not material to the financial condition, business or operations of the Recipient (and without restricting the generality of the forego- ing, a judgment of $50,000 or more shall be deemed to be material), and (iii) is paid in full within 30 days after judgment; (i) any part of the Project Financing that has become unavailable is not replaced by the Recipient within 90 days on similar terms and conditions; or (j) occurrence of a Material Adverse Effect in the opinion of Ontario, acting reason- ably. 10.2 Ontario May Waive. Ontario may, at any time, waive any Event of Default which may have occurred provided that no such waiver shall extend to, or be taken in any manner whatsoever to affect, any subsequent Event of Default or the right to remedies resulting Page 302 of 327 18 therefrom, and that no such waiver shall be, or shall be deemed to constitute, a waiver of such Event of Default unless such waiver is explicit and in writing from Ontario. 10.3 Remedies. In addition to any other rights which Ontario may have under the Agreement, if any Event of Default shall occur and be continuing, Ontario shall have the following rights and remedies provided that it has first given written notice of the Event of Default to the Recipient and the Recipient has failed for whatever reason, subject to Force Majeure, to remedy the Event of Default within 20 days of the receipt of such notice, or such longer period of time as Ontario may consent to in writing: (a) Ontario may, immediately, without further notice to the Recipient, without liability, penalty or costs to Ontario, terminate the Agreement; (b) Ontario shall be relieved of all obligations to make any Disbursements or any fur- ther Disbursements to the Recipient; (c) Ontario shall be entitled to retain the Performance Payment and any unpaid Car- ry Forward Amount; (d) An amount equal to the amount of the Investment Target Clawback shall become immediately due and payable to Ontario; such sum shall be calculated as of the date of the specified Event of Default based upon the Actual Investment as of the date of calculation as verified by an Independent Auditor’s Report and/or a Final Certificate and Report, such Independent Auditor’s Report and Final Certificate and Report being due within 60 days of the specified Event of Default; and (e) Ontario may avail itself of any of its legal remedies that are available to Ontario at law or in equity and in its sole discretion, exercise any right or recourse and/or proceed by any action, suit, remedy, or proceeding against the Recipient author- ized or permitted by law for the recovery of any and all amounts payable to Ontario pursuant to the Agreement, and no such remedy for the enforcement of the rights of Ontario shall be exclusive of, or dependent on, any other remedy, but any one or more of such remedies may from time to time be exercised inde- pendently or in combination, provided however, that subject to section 8.9, in no event shall the Recipient be required to pay to Ontario any amount in excess of the Ontario Support together with the costs of collection pursuant to section 10.5 and interest pursuant to section 10.6. Notwithstanding the foregoing, Ontario shall not be required to provide any notice or a remedy period under this section 10.3 for any Event of Default arising under section 10.1 (b), (d), (f) or (g). 10.4 Additional Remedies Upon Certain Events of Default. In addition to the remedies con- tained in section 10.3, section 10.5 and section 10.6, upon the occurrence of an event specified in section 10.1(b), (d), (f) or (g) an amount equal to the remaining Ontario Sup- port which has not already been repaid pursuant to section 10.3 herein shall become immediately due and payable to Ontario. 10.5 Costs of Collection. All reasonable costs and expenses of collection, including legal fees and professional fees associated therewith, of Ontario and its agents of all amounts ow- ing hereunder shall be for the account of the Recipient and shall be immediately due and payable to Ontario. Page 303 of 327 19 10.6 Interest after Default. Interest at the then current rate charged by the Province of Ontario on accounts receivable shall apply, from the date of any default notice to the Recipient, to any and all amounts in the event that Ontario exercises any of its remedies pursuant to section 10.3 or 10.4 until payment in full. For greater certainty, during the course of any and all proceedings to collect such amounts such interest rate shall apply to and be exigible as additional damages in any award of damages made by a court of competent jurisdiction pursuant to any such action, all without the necessity of any further act or agreement or notification to the Recipient. ARTICLE 11 - GENERAL 11.1 No Conflict of Interest. The Recipient will carry out the Project and use the Grant funds without an actual, potential, or perceived conflict of interest. A conflict of interest includes any circumstances where: (a) the Recipient or (b) any Person who has the capacity to influence the Recipient’s decisions, has outside commitments, relationships, or financial interests that could, or could be seen to, interfere with the Recipient’s objective, unbi- ased, and impartial judgment relating to the Project, the use of the proceeds of the Grant, or both. Nothing in this section shall prevent the Recipient if it so chooses from re- imbursing its volunteers for their reasonable out of pocket expenses incurred in connection with the Project. The Recipient will disclose to Ontario, without delay, any situation that a reasonable Person would interpret as an actual, potential, or perceived conflict of interest and comply with any terms and conditions that Ontario may prescribe as a result of the disclosure. 11.2 Entire Agreement. The Agreement contains the entire agreement between the Recipient and Ontario and supersedes all prior agreements, obligations, statements, representa- tions, understandings, warranties, communications and negotiations, whether oral or written, with respect to the subject matter of the Agreement. 11.3 Amendments. The Agreement may be amended, altered or modified only by written documents signed by both Ontario and the Recipient. 11.4 Survival. Section 1.1 (Definitions), section 2.4 (Stacking), Article 4 (Mandatory Repay- ment of Grant), sections 5.1, 5.2 and 5.3 (as it relates to the Performance Payment Disbursement), section 5.8 (Right to Collect Interest), Article 6 (Reporting and Monitor- ing), Article 7 (Representations and Warranties), section 8.3 (Rights of Inspection and Inquiry), section 8.9 (Indemnity), section 8.15 (Reports), Article 10 (Default and En- forcement), section 11.2 (Entire Agreement), section 11.4 (Survival), section 11.6 (Materiality and Merger), section 11.11 (Non-Agent), section 11.12 (Governing Law), section 11.15 (Severability), section 11.16 (No Control of Records), section 11.17 (Dis- closure of the Agreement to the Public and Third Parties), and section 11.20 (Rights and Remedies Cumulative) and all applicable cross-referenced provisions and Schedules shall survive any expiry, termination or cancellation of the Agreement. Without limiting the foregoing, all representations and warranties of the Recipient contained herein or in any certificate or other writing delivered in connection herewith will survive the transac- tions contemplated hereby and are material and have been or will be relied upon by Ontario notwithstanding any investigation made by or on behalf of Ontario. For the pur- pose of the foregoing, all statements contained in any certificate or other writing delivered by or on behalf of the Recipient pursuant hereto or in connection with the transactions contemplated hereby shall be deemed to be representations and warranties of the Recipient contained herein. Page 304 of 327 20 11.5 Waiver. No provision of the Agreement shall be deemed to be waived, and no breach excused, unless such waiver or consent excusing the breach is explicit and in writing. A waiver of any provision of the Agreement, or of any breach of any provision of the Agreement, is not to be deemed or construed to be a waiver of any other provision of the Agreement, or of any other breach, whether of the same or of any other provision, nor shall any delay or omission on the part of any party to the Agreement to exercise or avail itself of any right it has or may have under the Agreement, operate as a waiver of any such breach or right, nor will any waiver or failure to enforce any of the provisions of the Agreement in any way affect the validity of the Agreement or any part of it. 11.6 Materiality and Merger. All representations, warranties and covenants of the Recipient made in the Agreement, the Business Plan or in any other document, certificate, ex- penditure statement, or writing delivered by or on behalf of the Recipient pursuant to the provisions of the Agreement, or otherwise with respect to the Project or the Agreement and the transactions contemplated in the Agreement, are material, are deemed to have been relied upon by Ontario and survive the execution of the Agreement. 11.7 Time. Time is of the essence of the Agreement. 11.8 Assignment. The Agreement and all documents delivered pursuant to it enure to the benefit of Ontario and the Recipient, their respective assigns and successors at law. The Agreement may not be assigned by the Recipient without the prior written consent of Ontario. 11.9 Further Assurances. The Recipient agrees at any time and from time to time after the execution and delivery of the Agreement to perform and deliver such further acts and things as Ontario may reasonably request in order to fully effect the purpose of the Agreement and the transactions contemplated herein. 11.10 Notices. Any notice, request, demand, consent, approval, correspondence, report or other communication required pursuant to or permitted under the Agreement must be in writing and must be given by personal delivery, or transmitted by fax or e-mail, or be sent by postage prepaid mail, and addressed to the party to whom it is intended at its address as set out below or addressed as either party may later designate to the other in writing: To Ontario: Ministry of Economic Development, Job Creation and Trade Business Partnerships and Programs Division Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit Facsimile No.: (416) 212 – 8696 Email: NoticesFundingPrograms@ontario.ca To the Recipient: Town of Tillsonburg 10 Lisgar Ave Tillsonburg ON N4G 5A5 Attention: Development Commissioner and Clerk Department Page 305 of 327 21 Facsimile No.: (519) 842-9431 Email: cpanschow@tillsonburg.ca, clerks@tillsonburg.ca Any such notice shall be deemed to be received, if personally delivered or sent by fax or other electronic message on the day it is sent and if such notice is sent by postage pre- paid mail it shall be deemed to have been received on the date that is five days after the date of mailing. 11.11 Non-Agent. The Recipient and Ontario agree and declare that nothing in the Agreement shall be construed as creating a partnership, joint venture, or agency relationship be- tween the Recipient and Ontario. 11.12 Governing Law. The Agreement and the rights of the parties hereto shall be governed in all respects by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein and each party irrevocably attorns to the exclusive jurisdiction of the courts of the Province of Ontario for any dispute, action or proceeding arising out of or in connection with the Agreement. Nothing in the Agreement affects the rights, protections and immunities of the Crown under the Crown Liability and Proceed- ings Act, 2019 (Ontario). 11.13 Force Majeure. In the Agreement, “Force Majeure” includes civil commotions, acts of God, weather, fires, floods, explosions, natural catastrophes, sabotages, accidents, fail- ures of power, riots, invasion, insurrection and any additional peril or occurrence which is, in the opinion of Ontario a Force Majeure. Upon the occurrence, if any, of an event which is a Force Majeure, the party whose performance is affected, whether Ontario or the Recipient, shall to the extent reasonably possible, minimize its adverse impact. Nei- ther Ontario nor the Recipient shall be in breach of the Agreement, if, upon the occurrence of a Force Majeure and after delay minimization, either Ontario or the Recip- ient delays performance of its obligations hereunder for such reasonable period of time so as to enable the harmed party to overcome the effects of the Force Majeure; provid- ed, however, neither Ontario nor the Recipient shall delay performance of any obligation of the Agreement such that, cumulatively, such delays will extend the Term for more than two years. 11.14 Counterparts. The Agreement may be signed in counterparts, and/or by facsimile or e- mail (PDF or other image format), each of which shall constitute an original and all of which, when taken together, shall constitute an original Agreement. 11.15 Severability. Any provision of the Agreement prohibited by law or otherwise ineffective will be ineffective only to the extent of such prohibition or ineffectiveness and will be severable without invalidating or otherwise affecting the remaining provisions of the Agreement. 11.16 No Control of Records. No provision of the Agreement will be construed so as to give Ontario any control whatsoever over the Recipient’s records. 11.17 Disclosure of the Agreement to the Public and Third Parties. (a) Freedom of Information and Protection of Privacy Act. The Recipient acknowledges that Ontario is bound by the Freedom of Infor- mation and Protection of Privacy Act (Ontario) and that Ontario may be required Page 306 of 327 22 to disclose information contained in the Agreement or the entire Agreement itself pursuant to the provisions of that act. (b) Public Disclosure. The Recipient: (i) irrevocably consents to Ontario making all or a portion of the Agreement including but not limited to the information contained in Schedule “A” available to the public in a form Ontario deems appropriate in Ontario’s sole discretion. However, such consent does not apply to the information solely contained in Schedules “A-1” and “B-1”, which in the Recipient’s view is commercially sensitive information; and (ii) acknowledges, without limiting its consent under section 11.17(b)(i) in any way, that the information set forth in Schedule “A” will be made available to the public by being posted to a government website approximately 90 days after the execution of the Agreement. (c) Attracting Investment and Creating Jobs Act, 2012. The Recipient acknowledges that in accordance with the requirements under the Attracting Investment and Creating Jobs Act, 2012 (Ontario) the Agreement must be made available for in- spection by the public, provided that commercially-sensitive information may be redacted. 11.18 Publications, Press Releases, Media Events, Communiqués. The Recipient shall: (a) not make any announcement with respect to the Grant, the Project, or the Agreement, except as may be required by law, without the prior written approval of Ontario; and (b) if requested by Ontario, participate in a public event announcing Ontario's fund- ing to the Recipient in connection with the Project at the Project Site, or other venue as may be agreed between the parties. 11.19 Economic Program. The Recipient acknowledges and agrees that the Grant provided under the Agreement is for the purpose of the administration of economic programs and/or the provision of direct or indirect support to members of the public in connection with economic policy, and as such section 16 of the Limitations Act, 2002 (Ontario) shall apply. 11.20 Rights and Remedies Cumulative. The rights and remedies of Ontario under the Agreement are cumulative and are in addition to, and not in substitution for, any of its rights and remedies provided by law or in equity. [remainder of this page intentionally left blank] Page 307 of 327 23 The parties hereby execute the Agreement in the Province of Ontario. HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO as repre- sented by the Minister of Economic Development, Job Creation and Trade __________________ Date of Signature Per:_____________________________ Name: Victor Severino Title: Assistant Deputy Minister THE CORPORATION OF THE TOWN OF TILLSONBURG __________________ Date of Signature __________________ Date of Signature Per:_____________________________ Name: Stephen Molnar Title: Mayor I have the authority to bind the Recipient. Per:_____________________________ Name: Michelle Smibert Title: Town Clerk I have the authority to bind the Recipient. Page 308 of 327 24 SCHEDULE “A” TABLE OF SUMMARY PROJECT INFORMATION  Grant Recipient THE CORPORATION OF THE TOWN OF TILLSONBURG   Project Location  Tillsonburg  Effective Date of Agreement  [insert Effective Date]  Project Start Date  April 16, 2020 as long as the Recipient agrees to the terms of the Conditional Grant Agreement by June 29, 2020, otherwise the Project Start Date will be the date the Recipi- ent agrees to the terms.  Project Completion Date December 31, 2022  Project Overview The Project involves servicing of the Innova- tion Park land including sewer, watermain and roadwork construction that will improve the value of the land in order to encourage businesses to purchase land in the Innova- tion Park.  Maximum Amount of Grant  $1,205,000  Project Investment Commitment  $2,410,000  Total Project Investment  $4,370,700 Page 309 of 327 25 SCHEDULE “A-1” PROJECT DESCRIPTION, MILESTONES, DELIVERABLES, TIMELINES AND PROJECT RELATED DEFINITIONS PROJECT DESCRIPTION The Recipient has purchased and acquired 37 acres of industrial zoned land southwest of the town centre directly on Provincial Highway 3 that it intends to create the Van Norman Innovation Park “Innovation Park”. The Project involves servicing of the Innovation Park land including sewer, watermain and roadwork construction that will improve the value of the land in order to encourage businesses to purchase land in the Innovation Park. The Innovation Park is intended to help the Recipient attract more businesses and secure new jobs. The Recipient’s Project’s objectives include the following:  promoting regional economic development  attracting and retaining investment  promoting innovation  fostering collaboration and cluster development Milestones, Deliverables and Timelines: Milestones and timelines Deliverable(s) at this milestone Fiscal Year 1: (Project Start Date to and in- cluding December 31, 2020)  Approvals required for project obtained (ECA, Tenders, etc).  Preliminary Earthworks completed.  Underground Works and Storm Water Management Pond completed. Fiscal Year 2: (January 1, 2021 to and includ- ing December 31, 2021)  Utility Servicing completed.  Road and lot servicing completed. Subdivision completed. Fiscal Year 3: (January 1, 2022 to and includ- ing December 31, 2022) Project Completion Date:( De- cember 31, 2022) Project complete. Page 310 of 327 26 Definitions “Project Financing” means Source Nature of Financing Amount Recipient Future Cash Flow from land sales or Debt Fi- nancing $1,010,000 Ontario SWODF Grant $1,205,000 Recipient Debt Financing $195,000 TOTAL, being the Project In- vestment Commitment $2,410,000 Page 311 of 327 27 SCHEDULE “B” ELIGIBLE PROJECT EXPENDITURES CATEGORIES  This schedule contains the list of Eligible Project Expenditures Categories for the Pro- ject.  In order to be eligible, the expenditure must be incurred and paid on or after the Project Start Date up to and including the Project Completion Date.  Deposits paid prior to the Project Start Date are not eligible.  Stacking with other provincial programs is not permitted except that the Recipient may receive supports provided through SWODF’s complementary services (“Provincial Stacking Exceptions”). The total amount of provincial and federal assistance for Eligi- ble Project Expenditures, including those received from the Provincial Stacking Exceptions (collectively, “Government Assistance”) cannot exceed 75% of the Eligible Project Expenditures.  If Ontario determines that the Recipient has received Government Assistance that ex- ceeds 75% of Eligible Project Expenditures, then the Recipient shall pay to Ontario, within 20 days of being notified by Ontario, an amount equal to the excess. For clarity, in no event shall the Recipient be required to pay to Ontario any amount under section 2.4(b) greater than the Ontario Support together with the costs of collection pursuant to section 10.6 and interest pursuant to section 10.7. ELIGIBLE PROJECT EXPENDITURES The following shall be used, where necessary, to clarify the categories and description of Eligi- ble Project Expenditures set out in the budget sections of Schedule “B-1”. They do not expand the universe of Eligible Project Expenditures. Eligible Project Expenditures are actual expenditures to be incurred on or after the Project Start Date up to and including the Project Completion Date that are directly attributable to and neces- sary for the completion of the Project and are not wholly or partially for another purpose, subject to the terms and conditions of the Agreement, and subject to review and approval by Ontario. Eligible Project Expenditures are one-time expenditures directly attributable to the development and implementation of the Project. Eligible Project Expenditures do not include ongoing expenditures associated with production or operations. Labour, materials, overhead, and other expenditures for the production of saleable items are not eligible. Eligible Project Expenditures are actual cash outlays, net of applicable HST, that must be doc- umented through invoices, receipts, or Recipient records acceptable to Ontario and are subject to verification by an independent auditor. Evidence of payment must be maintained for audit purposes. Acting reasonably, Ontario’s decisions as to the expenditure eligibility and valuation shall be final and determinative. Eligible Project Expenditures Categories: Business Attraction Expenditures Page 312 of 327 28  Business attraction expenditures (e.g. expenditures to support presentations to invest- ment prospects, or to engage prospects in communities shortlisted for a specific investment). Any business attraction expenditures spent outside of Ontario are subject to prior written approval by Ontario.  The creation and development of presentations, consultation and marketing materials. Project Facilities and Infrastructure required for the Project:  Construction/leasehold improvement expenditures that are directly attributable to the Project, are eligible, subject to Ontario’s approval.  Site servicing, power service upgrades, etc. required to execute the Project are eligible.  This would include work performed under contracts and subcontracts with third parties.  For clarity, in the case of projects that involve an expansion or relocation to a larger building, only the construction/ retrofit expenditures associated with the incremental/ ad- ditional productive space are eligible.  Municipal economic infrastructure directly related to the Project. Equipment and Machinery:  Equipment and machinery necessary for the successful completion of the Project.  E.g. new technology, new high-performance equipment and machinery, maintenance equipment associated with new technologies or systems.  If new equipment is acquired via capital lease (as a method of purchase financing) the non-interest portions of the capital lease are eligible. Interest expenditures are ineligible under any circumstances. Labour (one-time internal):  One-time labour expenditures must be directly attributable to the development and im- plementation of the Project, including expenditures to set up/commission new equipment, technology or systems for the Project.  Incremental specialized labour that is directly related to the Project (e.g. research and development) is eligible to a maximum of two years.  This would include direct salaries, wages, and benefits, paid by the Recipient, for em- ployees of the Recipient working on the Project and in proportion to the amount of time spent working directly on the Project. Note: Ongoing operational and production labour expenditures are ineligible. o Benefits means employees’ regular entitlements for payroll-related benefits (CPP, EI, employer health tax), medical and dental-related benefits, the actual cost of sick leave, vacation, statutory holidays and pension. Any other benefits must be approved by Ontario.  The Recipient is required to maintain timesheets or appropriate records for all employ- ees working directly on the Project to verify time spent on Project work, and to verify expenditures for audit purposes.  Bonuses that meet the following criteria are eligible: - Non-discretionary (e.g. part of a compensation package that provides that a money payment at a pre-determined rate, related to explicit employee performance targets); - Paid to employees of the Recipient up to the first-level managerial level or equiva- lent; and - Directly related to the Project. Page 313 of 327 29 Materials (one-time):  Expenditures of direct materials necessary for, and specifically identified and measured as having been used for, the completion of the Project, including: o Materials used for configuring and testing production processes and systems. o Materials used for training employees. o Materials used for prototypes. o Other materials directly related to the Project as approved by Ontario.  Materials used for the regular production of saleable items are not eligible. Specialized Expertise:  Specialized expertise required for the Project including third-party engineering services, software development, management, etc. Training and Talent:  Skills training, including employer provided training, related to the Project. For greater clarity, expenditures for staff wages to deliver the training (i.e. internal trainer), are eligi- ble, but wages for staff receiving the training are not.  Expenditures to provide the training (e.g. training materials) are eligible.  Training infrastructure (e.g. retrofits to a training room, equipment required for training, etc.) is eligible.  Subject to limits approved in writing by Ontario, the following may be eligible: o Third-party expenditures related to the training of owners and/or management to address specific business needs. o Expenditures to hire external expertise related to the development of a Human Resource (HR) strategy and/or succession planning (or hiring an internal HR pro- fessional for a period of up to one year if the function did not previously exist with the company). o Expenditures for the recruitment of talent to support company growth. Permits and Fees:  Expenditures incurred by the Recipient for permits, inspections, and other fees directly attributable to the Project (but not ongoing operations). Other eligible expenditures directly attributable to the Project that have been approved in writing by Ontario. Ineligible Project Expenditures: Only expenditures that are specified as eligible above or approved in writing by Ontario will be eligible for reimbursement. The following expenditures, among others, are ineligible: Ongoing Expenditures Associated with Production or Operations:  Labour, materials, overhead, and other expenditures for the production of saleable items. General Working Capital Requirements:  Capital requirements not directly attributable to the Project including: debt service, fed- eral or provincial taxes, surtaxes and special expenses, e.g. legal fees.  Working capital expenditures associated with the Recipient’s regular production or oper- ations, e.g. materials. Page 314 of 327 30 Land or Buildings:  Expenditures related to the purchase of land or buildings.  Expenditures associated with landscaping or parking lots. Labour (ongoing/operational):  Labour expenditures that are not directly related to the Project including ongoing produc- tion or operations. Project Case Preparation:  Expenditures associated with the preparation of the proposal (successful or not) such as success fees or third-party government relations consulting services. Vehicles and Off-Site Equipment:  Expenditures associated with the purchase/lease or operation of vehicles or off-site equipment. Remuneration to Shareholders:  Dividends or any type of shareholder payments. Expenditures Not Incurred in Ontario:  Except for purchases from suppliers located outside of Ontario. Mergers and Acquisitions. Travel and Meal Expenses:  Expenditures for any travel, hospitality, food and incidental expenses, including but not limited to expenses in respect of meals, snacks and beverages; gratuities; laundry, dry cleaning and valet services; dependent care; and personal telephone calls. Rebates, Credits and Refunds:  Any expenditures, including taxes, for which the Recipient has received, will receive, or is eligible to receive, a rebate, credit or refund. Distribution/shipping expenditures of marketing/sales materials, including acquisition of paid media space, printing, and airtime. HST. Page 315 of 327 31 SCHEDULE “B-1” PROJECT INVESTMENT COMMITMENT BUDGET Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Total (All Fis- cal Years) ELIGIBLE PROJECT EXPENDITURES Business Attraction Expendi- tures 0 0 0 0 0 Project Site and Infrastructure 482,000 1,446,000 482,000 0 2,410,000 Equipment & Machinery 0 0 0 0 0 Labour (one-time internal) 0 0 0 0 0 One-time Materials 0 0 0 0 0 Specialized Expertise 0 0 0 0 0 Training and Talent 0 0 0 0 0 Project-related Permits and Fees 0 0 0 0 0 Other Eligible Project Expenditures 0 0 0 0 0 TOTAL ELIGIBLE PROJECT EXPENDITURES 482,000 1,446,000 482,000 0 2,410,000 Note: For greater certainty, the sum of the Eligible Project Expenditures for all Fiscal Years is the same amount as the Project Investment Commitment. Page 316 of 327 32 SCHEDULE “C” PROJECT STATUS REPORT Milestone Status Table: Provide a Project status report with respect to the achievement of Milestones, Deliverables and Timelines for the Project as de- scribed in Schedule “A-1”. Under the column entitled “Actual Achieved”, please outline your progress relative to each Deliverable as at the given Milestone. Additional Comments: Milestone Deliverables (Please list the deliverables as they appear in Schedule “A-1”) Actual Achieved (Please report on progress relative to each Deliverable) Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Project End Page 317 of 327 33 Performance Measures Table: Provide a Project status report with respect to the achievement of the performance measures highlighted below. Performance Measure Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Number of private sector jobs impacted by the Project Number of economic development partners engaged in the Project. New private sector investment stimulated by the Project ($) Investment in economic assets ($) Number of innovations/new processes introduced Number of new companies added to business park Comments: Eligible Project Expenditures Table: Provide a budget status report detailing the Project Investment Commitment Budget (“PICB”) (for reference, see Schedule “B-1” for the Project Investment Commitment Budget) and actual Eligible Project Expenditures as applicable. For rows below with zero dollar values, insert “0” or “nil.” Explain any variances greater than 10% in any category of Eligible Project Expenditures below th e table, under ‘Comments’. PICB Actual Eligible Project Ex- penditures PICB Actual Eligible Project Expenditures PICB Actual Eligible Project Expenditures PICB Actual Eligible Project Ex- penditures PICB Actual Eligible Project Expenditures Variance Fiscal Year 1 Fiscal Year 1 Fiscal Year 2 Fiscal Year 2 Fiscal Year 3 Fiscal Year 3 Fiscal Year 4 Fiscal Year 4 Total Total All Years All Years $ % ELIGIBLE PROJECT EXPENDITURES Project Site and Infra- structure Page 318 of 327 34 Equipment & Machinery One-time internal labour One-time materials Specialized Expertise Training and Talent Project-related permits, fees Other Eligible Project Expenditures Total Eligible Project Expenditures Note: Recipient to retain all records and invoices in support of paid Eligible Project Expenditures, which are subject to audit by Ontario. Comments: Page 319 of 327 35 SCHEDULE “D” ANNUAL CERTIFICATE DATE:  FISCAL YEAR:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch, Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. I, [insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby cer- tify without personal liability as follows: 1. Attached hereto is a Project Status Report, comprised of a Milestone Status Table, Per- formance Measures Table, and Eligible Project Expenditures Table, which is true, complete and accurate. 2. As at the end of Fiscal Year , the Recipient is forecasting total Eligible Project Expendi- tures of $  by the Project Completion Date [NTD: not required for final Fiscal Year]. 3. On and as of the date hereof, no Event of Default, whether or not Ontario has been giv- en notice thereof, has occurred and is continuing. 4. I have reviewed the activities of the Recipient with a view of determining whether during Fiscal Year  the Recipient has observed each of the covenants and conditions in the Agreement. I confirm that to the best of my knowledge and belief the Recipient has ob- served each of the covenants and conditions. 5. On and as of the date hereof, all representations and warranties contained in Article 7 of the Agreement are true and correct. The undersigned has signed this certificate on this  day of , 202. Per: [insert name and title of senior officer] Page 320 of 327 36 SCHEDULE “E” REQUEST FOR DISBURSEMENT Date:  Fiscal Year:  To: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit From: The Corporation of the Town of Tillsonburg (the “Recipient”) Re: Agreement between Ontario and the Recipient effective  (the “Agreement”) ____________________________________________________________________________ Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. 1. I, [insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby certify without personal liability as follows: (a) On and as of the date hereof, all representations and warranties contained in Ar- ticle 7 of the Agreement are true and correct. (b) On and as of the date hereof, no Event of Default, whether or not Ontario has been given notice thereof, has occurred and is continuing. (c) On and as of the date hereof, the Recipient is in actual possession of the Project Site. (d) On and as of the date hereof, the Recipient has not incurred a cost overrun for the Project for which the Recipient has not obtained additional financing to pay for any such cost. (e) On and as of the date hereof, the Recipient is in compliance with Applicable Laws as required pursuant to the Agreement. (f) On and as of the date hereof, no Material Adverse Effect has occurred. (g) Attached hereto is a Project Status Report, which includes an Eligible Project Expenditures Table which is true and accurate and relates to Eligible Project Ex- penditures on account of the Project which have been incurred and paid by the Recipient during the period commencing  and ending . The Eligible Project Expenditures Table in Schedule “C” does not include any Eligible Project Ex- penditures incurred and paid to Non-Arm’s Length suppliers. [Note: In the event Page 321 of 327 37 that there are expenditures paid to Non-Arm’s Length suppliers include the certif- icate or invoices required by section 5.6(b)(ii) of the Agreement.] (h) [NTD: include the following for the second Disbursement] I certify that Eligi- ble Project Expenditures in the amount of $ have been incurred and paid with respect to the first Disbursement. 2. I certify that the Disbursement will be used in accordance with the Agreement. 3. I certify that the information provided herein is accurate and is being relied upon to dis- burse funds in respect of the Grant. 4. I certify that the attached Project Status Report is true and correct. 5. As reflected in the Disbursement Status Table set out below: (a) The Annual Cap for this Fiscal Year  is $. (b) The Support Earned (as defined in the table below) for this Fiscal Year  is $. (c) The Recipient has an unused Carry Forward Amount from previous Fiscal Years in the amount of $. (d) The Recipient hereby requests a Disbursement for this Fiscal Year  in the amount of $. (e) After the requested Disbursement, the Recipient will have an unused Carry Forward Amount in the amount of $. Disbursement Status Table: Maximum Grant Amount: Disbursement Period Annual Cap Amount ($) Eligible Project Expenditures ($) Support Earned = ()% x Eligible Pro- ject Expenditures Disbursement Amount Unused Carry Forward Amount Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 (Performance Payment) Total The undersigned has signed this certificate on this  day of  202. Per: [insert name and title of senior officer] Page 322 of 327 38 SCHEDULE “F” FINAL CERTIFICATE AND REPORT DATE:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillson- burg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. I, [Insert name and title of senior officer] of the Recipient, on behalf of the Recipient, hereby cer- tify without personal liability as follows: 1. The Recipient has incurred and paid a minimum of $ in total Eligible Project Expenditures. 2. Attached hereto are the final Project Status Report, which is true and accurate, and the Inde- pendent Auditor’s Report. 3. If applicable, attached hereto are detailed calculations of the Investment Target Clawback in accordance with the formula set out in Article 4 of the Agreement. 4. On and as of the date hereof, all representations and warranties contained in Article 7 of the Agreement are true and correct. 5. The total Government Assistance that the Recipient has received or is entitled to receive is in the amount of $●. The undersigned has signed this certificate on this  day of , 202. Per: __________________ [insert name of senior officer] Page 323 of 327 39 SCHEDULE “F-1” INDEPENDENT AUDITOR’S REPORT TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. At the request of the Recipient, we have undertaken a reasonable assurance engagement of the accompanying Schedules (the “Schedules”) relating to the Project for the period [*] to [*]. The Schedules have been prepared by management of the Recipient based on the Conditions of Subsequent Disbursements (section 5.6) and Final Certificate and Report (section 6.7) provi- sions of the Agreement. The Schedules include:  The final Project Status Report (Schedule “C”)  Final Certificate and Report (Schedule “F”)  Each Request for Disbursement (Schedule “E”) submitted per section 5.6(a) of the Agreement Management’s responsibility for the Schedules Management of the Recipient is responsible for the preparation of the Schedules in accordance with the Conditions of Subsequent Disbursements and Final Certificate and Report provisions of the Agreement, and for such internal control as management of the Recipient determines is necessary to enable the preparation of the Schedules that is free from material misstatement, whether due to fraud or error. Independent practitioner’s responsibility Our responsibility is to express a reasonable assurance opinion on the Schedules, based on the evidence we have obtained. We conducted our reasonable assurance engagement in ac- cordance with Canadian Standard on Assurance Engagements (CSAE) 3000, Attestation Engagements Other than Audits or Reviews of Historical Financial Information. This standard requires that we plan and perform this engagement to obtain reasonable assurance about whether the Schedules are fairly stated, in all material respects. Reasonable assurance is a high level of assurance, but is not a guarantee that an engagement conducted in accordance with this standard will always detect a material instance of non- compliance with specified requirements when it exists. Instances of non-compliance can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the decisions of users of our report. A reasonable assur- ance compliance reporting engagement involves performing procedures to obtain evidence Page 324 of 327 40 about management’s statement of the Company’s compliance with specific requirements. The nature, timing and extent of procedures selected depends on our professional judgement, in- cluding an assessment of the risks of material misstatement of the Schedules, whether due to fraud or error, and requires obtaining evidence about the preparation of the Schedules in ac- cordance with the Agreement. We believe that the evidence we have obtained is sufficient and appropriate to provide for a ba- sis of our opinion. Independence and quality control We have complied with the relevant rules of professional conduct / code of ethics applicable to the practice of public accounting and related to assurance engagements, issued by various pro- fessional accounting bodies, which are founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour. The firm applies Canadian Standard on Quality Control 1, Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance Engagements and, accord- ingly, maintains a comprehensive system of quality control, including documented policies and procedures regarding compliance with ethical requirements, professional standards and appli- cable legal and regulatory requirements. Opinion In our opinion, the Schedules of the Recipient for the period from  to , are prepared, in all material respects, in accordance with the Agreement. Cumulative Jobs of [*insert number] have been achieved for the period between  and . Total Eligible Project Expenditures of [*insert number] have been achieved for the period be- tween  and . Actual Final Year Payroll Achieved is [$***]. Purpose of statement and restriction on distribution and use This report is prepared to assist the Recipient to comply with the financial reporting provisions of the Agreement. As a result, the report may not be suitable for another pu rpose. Our report is intended solely for the Recipient and Ontario and should not be distributed to or used by parties other than the Recipient and Ontario. [Practitioner's signature] [Date] [Practitioner's address] Page 325 of 327 41 SCHEDULE “G” POST-PROJECT ANNUAL REPORT DATE:  TO: Minister of Economic Development, Job Creation and Trade (“Ontario”) Southwestern Ontario Development Fund Funding Administration Branch Program Operations Unit 10 Dundas St. E., 8th Floor Toronto, ON M7A 0B2 Attention: Manager, Program Operations Unit RE: Agreement between Ontario and The Corporation of the Town of Tillsonburg (the “Recipient”) effective  (the “Agreement”) Except as otherwise defined herein, all capitalized terms shall have the meanings given to them in the Agreement. The Recipient has achieved the following results for the Post-Project Fiscal Year ended [insert date]: Performance Measure Fiscal Year 1 Fiscal Year 2 Fiscal Year 3 Fiscal Year 4 Number of private sector jobs impacted by the Project Number of economic development partners engaged in the Project. New private sector investment stimulated by the Project ($) Investment in economic assets ($) Number of innovations/new processes introduced For each of the Performance Measures listed above, provide a description of the outcomes to date. Per: ___________ [insert name and title of senior officer] Page 326 of 327 THE CORPORATION OF THE TOWN OF TILLSONBURG BY-LAW 2020-060 BEING A BY-LAW to confirm the proceedings of Council at its meeting held on the 22nd day of June, 2020. WHEREAS Section 5 (1) of the Municipal Act, 2001, as amended, provides that the powers of a municipal corporation shall be exercised by its council; AND WHEREAS Section 5 (3) of the Municipal Act, 2001, as amended, provides that municipal powers shall be exercised by by-law; AND WHEREAS it is deemed expedient that the proceedings of the Council of the Town of Tillsonburg at this meeting be confirmed and adopted by by-law; BE IT THEREFORE ENACTED by the Council of the Corporation of the Town of Tillsonburg as follows: 1. All actions of the Council of The Corporation of the Town of Tillsonburg at its meeting held on June 22, 2020, with respect to every report, motion, by-law, or other action passed and taken by the Council, including the exercise of natural person powers, are hereby adopted, ratified and confirmed as if all such proceedings were expressly embodied in this or a separate by-law. 2. The Mayor and Clerk are authorized and directed to do all the things necessary to give effect to the action of the Council of The Corporation of the Town of Tillsonburg referred to in the preceding section. 3. The Mayor and the Clerk are authorized and directed to execute all documents necessary in that behalf and to affix thereto the seal of The Corporation of the Town of Tillsonburg. 4. This by-law shall come into full force and effect on the day of passing. READ A FIRST AND SECOND TIME THIS 22nd DAY OF JUNE, 2020. READ A THIRD AND FINAL TIME AND PASSED THIS 22nd DAY OF JUNE, 2020. ________________________________ MAYOR – Stephen Molnar _______________________________ TOWN CLERK – Michelle Smibert Page 327 of 327