COUNCIL PACKET

REGULAR CITY COUNCIL MEETING AGENDA SEPTEMBER 23, 2019 - 7:30 P.M. CITY HALL COUNCIL CHAMBERS 15 LOOCKERMAN PLAZA DOVER, DELAWARE OPEN FORUM - 15 MINUTES PRIOR TO OFFICIAL MEETING (7:15 P.M.) THE “OPEN FORUM” SEGMENT IS PROVIDED TO EXTEND THE OPPORTUNITY TO THE GENERAL PUBLIC TO SHARE THEIR QUESTIONS, THOUGHTS, COMMENTS, CONCERNS, AND COMPLAINTS. DISCUSSION OF ANY ITEM APPEARING ON THE AGENDA AS A PUBLIC HEARING IS PROHIBITED DURING THE OPEN FORUM AS AN OPPORTUNITY WILL BE PROVIDED DURING CONSIDERATION OF THAT ITEM. CITIZEN COMMENTS ARE LIMITED TO THREE (3) MINUTES. COUNCIL IS PROHIBITED FROM TAKING ACTION SINCE THEY ARE NOT IN OFFICIAL SESSION; HOWEVER, THEY MAY SCHEDULE SUCH ITEMS AS REGULAR AGENDA ITEMS AND ACT UPON THEM IN THE FUTURE. INVOCATION BY BISHOP THOMAS L. HOLSEY PLEDGE OF ALLEGIANCE LED BY COUNCIL PRESIDENT HARE ADOPTION OF AGENDA * CONSENT AGENDA THOSE ITEMS ON THE COUNCIL AGENDA WHICH ARE CONSIDERED ROUTINE AND NON- CONTROVERSIAL SHALL BE MARKED WITH AN ASTERISK (*) AND WILL BE ACTED UPON BY A SINGLE ROLL CALL VOTE OF THE COUNCIL. THERE WILL BE NO SEPARATE DISCUSSION OF THESE ITEMS UNLESS A MEMBER OF COUNCIL SO REQUESTS, IN WHICH EVENT THE MATTER SHALL BE REMOVED FROM THE CONSENT AGENDA AND CONSIDERED A SEPARATE ITEM. * 1. ADOPTION OF MINUTES A. SPECIAL COUNCIL MEETING OF SEPTEMBER 9, 2019 B. REGULAR COUNCIL MEETING OF SEPTEMBER 9, 2019 2. PRESENTATIONS - RECOGNITION OF SERVICE - BICYCLE AND PEDESTRIAN SUBCOMMITTEE A. GERRY PENNINGTON (OCTOBER 2016 - AUGUST 2019) B. FRAN RIDDLE (OCTOBER 2016 - SEPTEMBER 2019) C. JAMES A. HUTCHISON III (APRIL 2013 - SEPTEMBER 2018) D. ANDREW SIEGEL (OCTOBER 2015 - AUGUST 2019)

COUNCIL AGENDA - SEPTEMBER 23, 2019 PAGE 2 3. PROCLAMATIONS A. COMMUNITY PLANNING MONTH B. CYBERSECURITY AWARENESS MONTH C. FIRE PREVENTION WEEK D. HALLOWEEN TRICK-OR-TREAT E. RECOVERY MONTH 4. ANNEXATION/REZONING OF PROPERTY LOCATED AT 2920 NORTH DUPONT HIGHWAY, OWNED BY NEWWIND PROPERTIES 2920 LLC (POSTPONED DURING THE COUNCIL MEETING OF JULY 22, 2019) A. PUBLIC HEARING - ZONING CLASSIFICATION PROPERTY LOCATED AT 2920 NORTH DUPONT HIGHWAY, CONSISTING OF 0.57 +/- ACRES, OWNED BY NEWWIND PROPERTIES 2920 LLC. THIS PROPERTY IS CURRENTLY ZONED BG (GENERAL BUSINESS)(KENT COUNTY ZONING CLASSIFICATION) AND THE PROPOSED ZONING IS C-4 (HIGHWAY COMMERCIAL)(CITY OF DOVER ZONING CLASSIFICATION) (TAX PARCEL: ED-00-057.02-01-08.00-000; PLANNING REFERENCE: AX-19-01; COUNCIL DISTRICT: 3) B. ADOPTION OF ANNEXATION RESOLUTION NO. 2019-03 C. FINAL READING/ADOPTION OF REZONING ORDINANCE #2019-01 THE FIRST READING OF THE PROPOSED ORDINANCE WAS ACCOMPLISHED DURING THE COUNCIL MEETING OF JANUARY 14, 2019. THE ORDINANCE IS AVAILABLE AT THE ENTRANCE OF THE C OUNCIL C HAMBERS, ON THE C ITY ' S WEBSITE AT WWW.CITYOFDOVER.COM UNDER "GOVERNMENT," OR BY CONTACTING THE CITY CLERK'S OFFICE AT 736-7008 OR CITYCLERK@DOVER.DE.US. (1) AN ORDINANCE AMENDING THE ZONING ORDINANCE AND ZONING MAP OF THE CITY OF DOVER BY CHANGING THE ZONING DESIGNATION OF PROPERTY LOCATED AT 2920 NORTH DUPONT HIGHWAY * 5. COUNCIL COMMITTEE OF THE WHOLE REPORT - SEPTEMBER 10, 2019 A. PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE (1) PRESENTATION - DEMENTIA FRIENDLY DELAWARE (LINDY SCOTT) B. LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE (1) PROPOSED ORDINANCES (A) PUBLIC HEARING - #2019-16 AMENDING CHAPTER 102 - TAXATION OF THE DOVER CODE BY INSERTING A NEW ARTICLE VII - LODGING TAX (COMMITTEE RECOMMENDATION: TO ADVANCE PROPOSED ORDINANCE #2019-16 WITHOUT ANY RECOMMENDATION FROM THE COMMITTEE AND FOR A PUBLIC HEARING TO BE SCHEDULED FOR THE NEXT COUNCIL MEETING ON SEPTEMBER 23, 2019)(SEE ITEM #7-A) (B) #2019-17 - AMENDING APPENDIX C - DOWNTOWN REDEVELOPMENT AND APPENDIX D - DOWNTOWN DOVER BUSINESS IMPROVEMENT DISTRICT (COMMITTEE RECOMMENDATION: ADOPTION OF PROPOSED ORDINANCE #2019-17)(SEE ITEM #8-A)

COUNCIL AGENDA - SEPTEMBER 23, 2019 PAGE 3 * 5. COUNCIL COMMITTEE OF THE WHOLE REPORT - SEPTEMBER 10, 2019 (CONTINUED) B. LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE (CONTINUED) (2) EVALUATION OF REQUESTS FOR PROPOSALS - COLLECTION AGENCY SERVICES (COMMITTEE RECOMMENDATION: APPROVAL OF IC SYSTEM OF ST. PAUL, MN FOR COLLECTION SERVICES, AND AUTHORIZATION FOR THE CITY MANAGER TO NEGOTIATE AND SIGN A FINAL AGREEMENT WITH IC SYSTEM OF ST. PAUL, MN FOR COLLECTION SERVICES. FEES ARE BASED ON A PERCENTAGE OF REVENUE COLLECTED.) (3) EVALUATION OF BIDS - FY 19 STREET AND ALLEY PROGRAM (COMMITTEE RECOMMENDATION: AWARD A UNIT PRICE CONTRACT, BASED UPON BID #19-0024PW FOR THE FY 19 STREET & ALLEY PROGRAM TO GRASSBUSTERS LANDSCAPING, INC. BASED ON THE PREVAILING WAGE UNIT PRICES FOR EACH WORK ITEM SUBMITTED. THE ESTIMATED VALUE OF THE CONTRACT IS $483,294. WORK WILL BE PERFORMED IN STRICT ACCORDANCE TO THE BID SPECIFICATIONS.) (4) FISCAL YEAR 2019/20 EDWARD BYRNE JUSTICE ASSISTANCE GRANT PROGRAM - IN-CAR CAMERA/COMPUTER SYSTEMS AND INTERVIEW ROOM SYSTEM UPGRADE (COMMITTEE RECOMMENDATION: APPROVAL OF THE GRANT PROJECT, AS REQUESTED) * 6. APPOINTMENT RECOMMENDED BY MAYOR CHRISTIANSEN - ETHICS COMMISSION - FIVE-YEAR TERM - NANCY H. WAGNER (TO FILL THE EXPIRED TERM OF NANCY J. SHEVOCK - TERM TO EXPIRE JULY 31, 2024) 7. PUBLIC HEARING/FINAL READING - PROPOSED ORDINANCE THE FIRST READING OF THE PROPOSED ORDINANCE WAS ACCOMPLISHED DURING THE COUNCIL MEETING OF JULY 22, 2019. A PUBLIC HEARING WAS HELD BEFORE THE COUNCIL COMMITTEE OF THE WHOLE/LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE ON SEPTEMBER 10, 2019. THE ORDINANCE IS AVAILABLE AT THE ENTRANCE OF THE COUNCIL CHAMBERS AND ON THE CITY'S WEBSITE AT WWW.CITYOFDOVER.COM UNDER "GOVERNMENT." A. ORDINANCE #2019-16 AMENDING CHAPTER 102 - TAXATION OF THE DOVER CODE BY INSERTING A NEW ARTICLE VII - LODGING TAX 8. FIRST READING - PROPOSED ORDINANCE #2019-17 THE FIRST READING IS OFFERED ON THE PROPOSED ORDINANCE. FINAL ACTION BY COUNCIL WILL TAKE PLACE DURING THE SECOND READING ON OCTOBER 14, 2019. THE ORDINANCE IS AVAILABLE AT THE ENTRANCE OF THE COUNCIL CHAMBERS, ON THE CITY'S WEBSITE AT WWW.CITYOFDOVER.COM UNDER "GOVERNMENT," OR BY CONTACTING THE CITY CLERK'S OFFICE AT 736-7008 OR CITYCLERK@DOVER.DE.US. A. AMENDING APPENDIX C - DOWNTOWN REDEVELOPMENT AND APPENDIX D - DOWNTOWN DOVER BUSINESS IMPROVEMENT DISTRICT (LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE)

COUNCIL AGENDA - SEPTEMBER 23, 2019 PAGE 4 9. CITY MANAGER’S ANNOUNCEMENTS 10. COUNCIL MEMBERS’ ANNOUNCEMENTS 11. ADJOURNMENT /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\COUNCIL-AGENDAS\2019\09-23-2019 COUNCIL AGENDA.WPD EXECUTIVE SESSION PURSUANT TO: 29 DEL. C. §10004(B)(2) - PRELIMINARY DISCUSSIONS ON SITE ACQUISITIONS FOR ANY PUBLICLY FUNDED CAPITAL IMPROVEMENTS, OR SALES OR LEASES OF REAL PROPERTY; 29 DEL. C. §10004(B)(4) - STRATEGY SESSIONS, INCLUDING THOSE INVOLVING LEGAL ADVICE OR OPINION FROM AN ATTORNEY-AT-LAW, WITH RESPECT TO COLLECTIVE BARGAINING OR PENDING OR POTENTIAL LITIGATION, BUT ONLY WHEN AN OPEN MEETING WOULD HAVE AN ADVERSE EFFECT ON THE BARGAINING OR LITIGATION POSITION OF THE PUBLIC BODY; 29 DEL. C. §10004(B)(6) - DISCUSSION OF THE CONTENT OF DOCUMENTS, EXCLUDED FROM THE DEFINITION OF "PUBLIC RECORD" IN §10002 OF THIS TITLE WHERE SUCH DISCUSSION MAY DISCLOSE THE CONTENTS OF SUCH DOCUMENTS; 29 DEL. C. §10004(B)(9) - PERSONNEL MATTERS IN WHICH THE NAMES, COMPETENCY AND ABILITIES OF INDIVIDUAL EMPLOYEES ARE DISCUSSED, UNLESS THE EMPLOYEE REQUESTS THAT SUCH A MEETING BE OPEN THE AGENDA ITEMS AS LISTED MAY NOT BE CONSIDERED IN SEQUENCE. PURSUANT TO 29 DEL. C. §10004(E)(2), THIS AGENDA IS SUBJECT TO CHANGE TO INCLUDE THE ADDITION OR THE DELETION OF ITEMS, INCLUDING EXECUTIVE SESSIONS, WHICH ARISE AT THE TIME OF THE MEETING.

SPECIAL COUNCIL MEETING A Special Council Meeting was held on September 9, 2019 at 6:00 p.m. with Council President Hare presiding. Members present were Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Slavin, Mr. Cole, Mr. Polce, and Mr. Taylor. Mr. Lindell was absent. Mayor Christiansen was also present. Council staff members present were Mr. Rodriguez, Mrs. Mitchell, Mr. Hugg, and Ms. Devine. Other staff members present were Mr. Harline. ADOPTION OF AGENDA Mr. Neil moved for approval of the agenda, seconded by Mr. Taylor and unanimously carried. Mr. Neil moved to recess into Executive Session pursuant to 29 Del. C. §10004 (b)(2) - Preliminary discussions on site acquisitions for any publicly funded capital improvements, or sales or leases of real property. The motion was seconded by Mr. Taylor and unanimously carried. The Special Council Meeting recessed into Executive Session at 6:00 p.m. The Executive Session adjourned at 6:30 p.m. ACTION RESULTING FROM THE EXECUTIVE SESSION Potential Land Acquisition During the executive session Mrs. Donna Mitchell, City Manager, provided an update on the negotiations for the acquisition of the Duncan Center. Mr. Slavin moved to terminate further consideration of the purchase and or lease of the Duncan Center and to withdraw authorization for the City Manager to engage in any negotiations on behalf of the City. The motion was seconded by Mr. Sudler and unanimously carried. Mr. Slavin moved for adjournment, seconded by Mr. Cole and unanimously carried. The Special Council Meeting adjourned at 6:31 p.m. DENISE L. DEVINE ASSISTANT CITY CLERK All ordinances, resolutions, motions, and orders adopted by City Council during their Special Meeting of September 9, 2019 are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2019\09-09-2019 SPECIAL COUNCIL MEETING-ES ACTION (PUBLIC) - Potential Land Acquisition.wpd

REGULAR COUNCIL MEETING The Regular Council Meeting was held on September 9, 2019 at 7:30 p.m. with Council President Hare presiding. Council members present were Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Slavin, Mr. Cole, Mr. Polce, Mr. Taylor, and Mr. Lindell. Staff members present were Major Stump, Ms. Peddicord, Mrs. Mitchell, Mr. Hugg, Fire Chief Rhodes, City Solicitor Rodriguez, and Ms. Devine. Mayor Christiansen was also present (departed at 7:32 p.m.). OPEN FORUM The Open Forum was held at 7:15 p.m., prior to commencement of the Official Council Meeting. Council President Hare declared the Open Forum in session and reminded those present that Council was not in official session and could not take formal action. Mr. Waldo Melendez, 723 Marta Drive, Dover, expressed concern with excessive speeding on Marta Drive in Clearview Meadow. He noted that he spoke with their homeowners’ association about the issue; however, they were told that nothing could be done. Mr. Melendez advised that his SUV was hit and totaled in front of his house, along with the light pole, electric pole, and his neighbor’s cable box. He requested assistance in slowing the careless drivers down. The invocation was given by Bishop Thomas L. Holsey, followed by the Pledge of Allegiance. ADOPTION OF AGENDA Mr. Neil moved for adoption of the agenda, seconded by Mr. Sudler and unanimously carried. Mr. Sudler moved for adoption of the consent agenda, seconded by Mr. Neil and carried by a unanimous roll call vote. ADOPTION OF MINUTES - SPECIAL COUNCIL MEETING OF AUGUST 12, 2019 The Minutes of the Special Council Meeting of August 12, 2019 were unanimously approved by motion of Mr. Sudler, seconded by Mr. Neil and bore the written approval of Mayor Christiansen. ADOPTION OF MINUTES - REGULAR COUNCIL MEETING OF AUGUST 12, 2019 The Minutes of the Regular Council Meeting of August 12, 2019 were unanimously approved by motion of Mr. Sudler, seconded by Mr. Neil and bore the written approval of Mayor Christiansen. PUBLIC HEARING/FINAL READING - PROPOSED ORDINANCE #2019-15 A public hearing was duly advertised for this time and place to consider approval of proposed zoning text amendments to Appendix B - Zoning, Article 3 - District Regulations, Section 20A - Industrial Park Manufacturing Zone - Technology Center (IPM2); Article 4 - Zoning Bulk and Parking Regulations, Section 4.16 - M, IPM zones; and Article 12 - Definitions.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 2 Mr. Sudler moved that the Final Reading of Proposed Ordinance #2019-15 be acknowledged by title only, seconded by Mr. Lindell and unanimously carried. (The First Reading of the ordinance was accomplished during the Council Meeting of June 24, 2019.) Mr. Dave Hugg, Director of Planning and Community Development, advised that the ordinance elaborates on the uses that are permissible in the Industrial Park Manufacturing zone—Technology Center (IPM2), which is the Garrison Park zoning district. The amendments expand the kinds of uses that are permissible to include things like warehousing, transshipment, distribution, and logistics support; all of which were identified in the economic assessment that was done for Kent County last year as business uses that are well suited for Kent County and, therefore, potentially could be located in the Garrison Oak facility. It also includes changes in the title to reflect the broader intent, and includes additional definitions, such as warehousing and logistics. Council President Hare declared the hearing open. There being no one present wishing to speak during the public hearing, Council President Hare declared the hearing closed. Mr. Neil moved for adoption of the ordinance, as recommended by the Planning Commission. The motion was seconded by Mr. Lindell and, by a unanimous roll call vote, Council adopted Ordinance #2019-15, as follows: BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, IN COUNCIL MET: That Appendix B - Zoning, Article 3 - District Regulations, Section 20A - Industrial Park Manufacturing Zone - Technology Center (IPM2) of the Dover Code, be amended to read as follows: Section 20A. - Industrial park manufacturing zone - Business and Technology Center (IPM2). 20A.1 Uses permitted. No building or premises shall be used and no building or part of a building shall be erected, which is arranged, intended or designed to be used, in whole or in part, for any purpose, except the following, and in accordance with performance standards procedure as set forth in article 5, section 8, and subject to site development plan approval as set forth in article 10, section 2: 20A.11 Manufacturing, assembling, converting, altering, finishing, cleaning, cooking, baking or any other type of manufacturing, industrial, or technological processing of any goods, materials, products, instruments, appliances, biotechnology, and devices, provided that the fuel used shall be oil, gas or electricity; together with incidental clinics, cafeterias and recreational facilities for the exclusive use of employees of the concern engaged in such undertaking. 20A.12 Research, design, testing and development laboratories.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 3 20A.13 Offices and corporate support operations for business and professional services, data management, financial services, insurance, and health care industries. 20A.14 Agricultural or farm uses as defined and permitted in article 3, section 1.11. 20A.15 Production of electricity provided that the power source used shall be gas, oil, solar or wind. 20A.16 Warehousing, transshipment and distribution, and logistics support. 20A.2 Uses prohibited. The following uses are specifically prohibited: 20A.21 Residences, except those existing at the time of adoption of this amendment. 20A.22 Manufacturing uses involving primary production of the following products from raw materials: Asphalt, cement, charcoal, and fuel briquettes; chemicals: aniline dyes, ammonia, carbide, caustic soda, cellulose, chlorine, and carbon black and bone black, creosote, hydrogen and oxygen, industrial alcohol, nitrates (manufactured and natural) of an explosive nature, potash, and synthetic resins, pyroxylin, rayon yarn, and hydrochloric, nitric, phosphoric, picric, and sulphuric acids; coal, coke, and tar products, including gas manufacturing; explosives, fertilizers, glue, and size (animal); linoleum and oil cloth; matches; paint, varnishes, and turpentine; rubber (natural or synthetic); and soaps, including fat rendering. 20A.23 Storage, except that which is incidental to the primary use on the lot. 20A.24 The following processes: nitrating of cotton or other materials; magnesium foundry; reduction, refining, smelting, and alloying of metal or metal ores; refining secondary aluminum; refining petroleum products, such as gasoline, kerosene, naphtha, and lubricating oil; distillation of wood or bones; and reduction and processing of wood pulp and fiber, including papermill operations. 20A.25 Operations involving stock yards, slaughter houses, and slag piles. 20A.26 Storage of explosives, and bulk or wholesale storage of gasoline above the ground. 20A.27 Dumps. 20A.28 Quarries, stone crushers, screening plants, and storage of quarry screenings, accessory to such uses.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 4 20A.29 Junkyards, automobile dismantling plants or storage of used parts of automobiles or other machines or vehicles or of dismantled or junked automobiles. 20A. 3 Site development plan approval. Site development plan approval, in accordance with article 10, section 2 hereof, shall be required for either conventional individual lot development or planned industrial park development of land zoned IPM prior to the issuance of building permits for the erection or enlargement of all structures and prior to the issuance of certificates of occupancy for any change of use. 20A. 4 Performance standards. All uses are subject to performance standards as set forth in article 5, section 8. (Ord. of 8-23-1999; Ord. No. 2009-18, 10-12-2009) BE IT FURTHER ORDAINED: That Appendix B - Zoning, Article 4 - Zoning Bulk and Parking Regulations, Section 4.16 - M, IPM zones of the Dover Code, be amended to read as follows: Section 4.16. - M, IPM zones. Bulk and parking regulations for industrial zones in M and IPM zones are as follows: IPM2 IPM3 IPM IPM (Planned (Business and (Aviation and For All Permitted Uses M (Conventional Industrial Technology Aeronautics Planned) Park) Center) Center) 2½ acres average; Lot area ½ acre 2½ acres 10 acres 1 acre 60,000 sq. ft. minimum Lot width (ft.) 100 200 150 100 100 Lot depth (ft.) 150 300 250 100 100 Front yard (ft.) 40 60 60 60 40 Side yard (ft.) 20 40 40 40 20 Rear yard (ft.) 20 40 40 40 20 Side or rear yard which adjoins a residential zone (ft.) 50 100 100 100 50 Off-street parking space: Per 800 sq. ft. of floor area 1 1 1 1 1 Per employee, per largest working shift (if greater than 1 1 1½ 1 1 the requirement under the floor area calculation)

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 5 Maximum permitted: Building height Stories 2 Not limit 2 Not limit Not limit Equal to Equal to Feet 35 distance to 35 distance to 75* nearest lot line nearest lot line Floor area ratio 0.5 0.5 0.5 0.5 0.5 Lot coverage 85% 75% 65% 65% 85% * Building height shall comply with all applicable Federal Aviation Administration, Department of Defense, and Unified Facilities Criteria height restrictions and obstruction marking and lighting standards. (Ord. of 3-24-1986; Ord. of 7-12-1993, § 1; Ord. of 8-23-1999; Ord. No. 2009-18, 10-12-2009; Ord. No. 2018-06 , 8-27-2018) BE IT FURTHER ORDAINED: That Appendix B - Zoning, Article 12 - Definitions of the Dover Code be amended by inserting the following definitions in their correct alphabetical order: Logistics: The process of planning, implementing and controlling the procurement, management and inventory control of materials, semi-finished goods, and finished products to meet business requirements. Warehouse: A building where goods or wares are held in storage for sale or distribution later. Warehousing: The act of storing goods and materials that will be sold or distributed later; the keeping of business inventories for future use, but not where sales are made primarily to retail customers. Warehousing excludes places designed and operated where individual units are rented out for the purpose of storing personal belongings, as in self-storage or mini-storage facilities. ADOPTED: SEPTEMBER 9, 2019 COUNCIL COMMITTEE OF THE WHOLE REPORT - AUGUST 13, 2019 The Council Committee of the Whole met on August 13, 2019 at 6:00 p.m., with Council President Hare presiding. Members of Council present were Mr. Anderson (departed at 7:22 p.m. and returned at 7:24 p.m.), Mr. Sudler (arrived at 6:07 p.m.), Mr. Neil, Mr. Polce (departed at 7:15 p.m. and returned at 7:17 p.m.), Mr. Taylor (arrived at 6:01 p.m.), and Mr. Lindell. Mr. Slavin and Mr. Cole were absent. Mayor Christiansen was also present. Civilian members present for their Committee meetings were Mr. Caldwell and Col. Dix, Retired, (Parks, Recreation, and Community Enhancement), and Mrs. Doyle (Utility). Mrs. Haass (Utility) was absent.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 6 PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE The Parks, Recreation, and Community Enhancement Committee met with Chairman Anderson presiding. Review of Active Recreation Area Plan (and Request for Partial Cash-in-lieu) for White Oak Property: Apartments and Townhouses (Planning Reference: S-19-15) Mrs. Dawn Melson-Williams, Principal Planner, reviewed the active recreation area plan for proposed apartments and townhouses on three (3) parcels of land located on White Oak Road. Staff recommended approval of the active recreation area plan with the comments and conditions provided, and acceptance of the $3,490.87 cash-in-lieu of recreation area construction donation, as the amount complies with the requirements of the Zoning Ordinance. Responding to Col. Dix, Mrs. Melson-Williams estimated that Dover Park was located within a half-mile of the subject property. Mr. Neil stated that he was going to suggest a sidewalk, however, he indicated that he thought a half-mile of sidewalk was too much to ask for. He suggested that the City ensure that the park is indicated so residents know it is available for them. In response to Mr. Neil, Mrs. Melson- Williams noted that there are some existing sidewalk networks in the area and, with this project, the property owner will be required to construct a sidewalk along their property frontage as well. Responding to Mr. Caldwell, Mrs. Melson-Williams explained that the Code requires active recreation areas to be properly managed and maintained and that a caretaker be identified. She stated that since this is a proposed apartment complex, there will probably be an overall property manager that takes care of the other grass areas as well as the active recreation area. Mayor Christiansen asked if it would be possible for the City to escrow the $3,490.87 toward possible playground equipment, explaining that townhouses and apartments connotate young families who may have little children and the developments of Bicentennial Village and Village of Westover had recently requested the installation of playground equipment. He stated that he hoped children would not be crossing White Oak Road to go to Dover Park and suggested setting the funds aside for consideration of the installation of a tot lot like those in Bicentennial Village, Village of Westover, and other neighborhoods. In response, Mr. Anderson noted that it is private property and the owner is requesting consideration for partial cash-in-lieu of recreation area donation and asked whether the committee could deny the request or how they would proceed with Mayor Christiansen’s suggestion. Responding, Mrs. Melson-Williams advised that the Code specifically states that the cash-in-lieu of recreation area donation shall be deposited in a separate account to be used for

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 7 parks, playgrounds or recreational purposes. She stated her belief that the land where equipment was installed in Bicentennial Village and Village of Westover was ultimately City-owned park land. Mrs. Melson-Williams noted that she did not think there was any example where the City had constructed equipment on private property. She advised that if the committee has strong feelings about the need for an age appropriate amenity, they could make a recommendation as part of their review of the active recreation area plan. Mrs. Melson-Williams stated that the open field was put forward by the applicant as the best option for any age group of potential residents. Responding to Mr. Anderson, Mrs. Melson-Williams stated that the proposed development is 32 units consisting of 24 apartments and eight (8) townhouse units. Col. Dix asked how wide the property between the proposed active recreation area and the development was. He stated that he thought that area would be large enough for a toddler park and suggested that it might be declared a City park. In response, Mrs. Melson-Williams advised that part of the difficulty with this site is that it is significantly impacted by the flood plain and wetland areas. She stated that the gap between the end of the cul-de-sac on the east and the proposed active recreation area is impacted by wetlands, and development is prohibited in those areas. Responding to Mr. Lindell, Mr. Anderson confirmed that the cash-in-lieu of recreation area construction donation would go into the Parkland Reserve. Mr. Lindell noted that this scenario is different from the Village of Westover, where the Homeowners’ Association (HOA) had land and set aside funding for the park. He suggested that once the proposed neighborhood is completed and the community is established, they may eventually decide they want a playground and Council could consider using the funds from the Parkland Reserve at that time. Responding, Mr. Anderson noted that they could not bind a future Council, it would be up to them. Col. Dix noted that the playground at Bicentennial Village is in a flood plain, not a park, and asked why the City could not do the same thing in this instance. In response, Mr. Anderson explained that the subject property is privately owned and they did not request a playground. Mr. Hare stated that staff had provided a recommendation for acceptance of a cash-in-lieu of recreation area donation for consideration, and he thought members were a little off target, explaining that if they wanted to pursue alternatives, they should reschedule the matter. He reminded members that this was a request from the property owner and they might rent all 32 units to senior citizens. Mr. Hare concurred with Mr. Lindell regarding accepting the cash-in-lieu of recreation area donation and keeping the money in the Parkland Reserve. Mr. Sudler stated that he concurred with Mr. Hare and Mr. Lindell.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 8 Mr. Neil moved to recommend approval of the active recreation area plan with the comments and conditions provided, and acceptance of the $3,490.87 cash-in-lieu of recreation area construction donation, as the amount complies with the requirements of the Zoning Ordinance, as recommended by staff. The motion was seconded by Mr. Sudler and unanimously carried. By consent agenda, Mr. Sudler moved for approval of the Committee’s recommendation, seconded by Mr. Neil and carried by a unanimous roll call vote. Community Development Block Grant (CDBG) Program Semi-Annual Update (March 2019 - August 2019) Mrs. Tracey Harvey, Planner/Community Development Block Grant (CDBG) Administrator, reviewed the CDBG Semi-Annual Report, March 2019 - August 2019. Dover Park Master Plan Mr. Matt Harline, Assistant City Manager, reviewed staff’s recommendations for Dover Park. Staff recommended that the City proceed with the “Final Concept” with a Splash Pad and small (1,440 square foot) building and, if funds and space can be found, a Can-Do Playground. Mr. Sudler thanked staff for the excellent job they had done in correcting the defective conditions in Dover Park and bringing it up to a higher standard than it had been maintained in the past. He requested, on behalf of the Fourth District, consideration of the following three items for Dover Park: 1) the possibility of the 3,600 square foot new recreational facility, which is his highest priority, 2) a skateboard park, and 3) a dog park. Mr. Sudler noted that he was planning to attend a skateboard event in Salisbury on Sunday, August 18, 2019 at 1:00 p.m. that was advertised on WBOC to see how their skate park is constructed and the things that they are doing. Responding to Mr. Taylor, Mr. Harline advised that staff was working to develop a routine maintenance program for each of the parks. Mr. Taylor noted that, based on his experience, the most successful parks are clean, very well maintained, and event oriented. He asked if the City or any other organizations had any activities scheduled for Dover Park. In response, Mr. Harline explained that Mr. Kirby Hudson, Director of Parks and Recreation, would be better able to answer programming questions and was unable to attend the meeting. He noted that staff was planning to increase programming at Dover Park, and those plans would depend on the amenities selected by Council. In response to Mr. Taylor, Mr. Harline stated that ten (10) park benches were part of the Master Plan. Mr. Taylor stated that he fully supported the three (3) items Mr. Sudler requested for consideration for Dover Park.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 9 Mr. Neil congratulated staff on the work that had already been accomplished with the tennis courts, basketball court, etc. He asked when the City planned to make the public aware of the amenities currently available and begin to program events. Mr. Neil stated that he thought it was members’ responsibility to make the public aware of events. Responding, Mr. Harline advised that Mr. Hudson had proposed scheduling a ribbon cutting for a grand reopening of Dover Park. Col. Dix stated that he spent over an hour at the Dover Park on August 11, 2019, around 3:30 p.m. and counted approximately 105 people in the park. He noted that 70 people were at the basketball courts and the other people were out walking in the park. Col. Dix expressed concern with the potential for foot injury if a splash pad is placed near a playground or porta-potties. In response to Col. Dix, Mr. Harline stated that there would be some type of bathroom facility, noting that there are water and sewer available on the property. He advised that the National Parks and Recreation Association has volumes of suggestions regarding how to install different amenities near each other. Responding to Col. Dix, Mr. Harline stated that a Can-Do Playground is for children with physical disabilities. Mayor Christiansen commended members for fulfilling the promise to replace the building at Dover Park. He noted that he appreciated the input from the Interdenominational Ministerial Alliance (IMA) and other organizations that had joined with the City to ensure the City has a well-designed building, and will be able to project the cost of that building, how it will be funded, and the extra tax dollars that will be needed for maintenance. Mayor Christiansen noted that he had suggested that the City should have a skate park in 1987. He indicated that he agreed that the City should also have a dog park. Mrs. Donna Mitchell, City Manager, reminded members that the Master Plan was done with a lot of public input and, although it does not include a 3,600 square foot building, it does include a 1,440 square foot building. She stated that she believed that Dover Park needs a building, explaining that the Master Plan Study revealed that the City needs to reactivate the park and have activities in it for the public to feel safe and like its part of the community. Mrs. Mitchell advised that her concern is that the amenities provided in the Master Plan have specific square footage requirements and if you add a skate park, a dog park, and a 3,600 square foot building, the Master Plan will need to be re-engineered to exclude other amenities because there is not enough space in the park for everything. She explained that staff had discussed a skate park and a dog park and, due to the space limitations at Dover Park, they recommended placing those amenities at Schutte Park. Mrs. Mitchell stated that she would like to have a conversation to find out if members would prefer those amenities to be in Dover Park or Schutte Park. She noted that the Committee could defer a decision on this matter to allow staff to come back with another recommendation after getting members’ input. Mr. Sudler agreed that there are space limitations at Dover Park. He stated that he thought that Council members and the constituents needed to go out to Dover Park

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 10 to participate in a grassroots initiative to revitalize it. Mr. Sudler expressed his opinion that having new amenities at Dover Park would help attract more people and that the City needed to spread out new amenities among all the parks. Reverend Rita Mishoe Paige, 355 Rita Wilma Road, stated that members of the IMA had a fruitful meeting with City staff and everyone agreed that the Master Plan that had been designed was a good plan, incorporating part of what the IMA had proposed as well. She advised that, after their meeting, she had given it more thought and discussed it with the IMA President and they proposed that they have two (2) locations on the east side of Dover, an outside park facility, as well as an indoor park facility. Reverend Paige reminded members that Col. Dix had previously suggested that the IMA begin a conversation with the Capital School District and she was waiting to hear back from the Superintendent. She explained that she thought the City could move forward with the outdoor facility now and install the splash pads, noting that they would be placed where the IMA was proposing the building to be constructed because of the plumbing facilities. Reverend Paige stated that she thought it would be good to have the outdoor park be a sports park and then consider Towne Point Elementary School for what the IMA is proposing for programming based on the surveys they received. Responding to Mr. Anderson, Reverend Paige confirmed that she would not have any objection to the 1,440 square foot building with restrooms at Dover Park, and would like to focus on the larger facility at Towne Point. Mr. Lindell stated that he was not opposed to any of the three options; however, he expressed concern with the limited amount of available space. He noted that they would have to give up some amenities in the Master Plan in order to add amenities. Mr. Lindell indicated that he thought that park security and maintenance also needed to be addressed. In response, Mrs. Mitchell advised that while there was no formal maintenance plan, staff was frequently at Dover Park because they had been doing a lot of work there. She stated that Mr. Hudson was working on a maintenance plan for all City parks now that there are two (2) crews between the Grounds Division and Parks and Recreation Department. Mr. Lindell stated that he was in favor of including a Can-Do Park, noting that he and his family frequented the one in Milford. Responding to Mr. Taylor, Mrs. Mitchell stated that Williams Park was not part of the Dover Park Master Plan. Mr. Taylor noted that Capital School District had a Can-Do Park at Kent County Community School (KCCS) which he thought would be a great model. He asked if anyone had been there to see it. In response, Mrs. Mitchell explained that members had received a presentation regarding a Can-Do Park from the rotary prior to Mr. Taylor being elected to Council. She stated that the rotary had helped fund Can-Do Parks in Bear as well as Milford, and Mr. Hudson would be able to provide him with additional information.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 11 Mr. Hare stated that he had talked to different people and they were in favor of a skate park and a Can-Do Park. He noted that, with the limited space available at Dover Park, he thought Schutte Park would be the ideal location for these amenities. Mr. Hare stated that this would allow for the splash pad to be placed at Dover Park. Mr. Anderson noted that a Can-Do Park could be used all year, while a splash pad is only valuable four (4) months of the year. Responding to Mayor Christiansen, Mrs. Mitchell confirmed that the Master Plan for Schutte Park did include a skate park. Mayor Christiansen stated that he agreed with Mr. Hare that having the Can-Do Park and the skate park at Schutte Park would free up additional land at Dover Park. Mr. Sudler expressed his concern that if the IMA is not successful in obtaining the Towne Point Elementary facility, it could affect the future of the facility needed on the east side of Dover. He suggested that the IMA continue their due diligence and meet with the Capital School District Superintendent, however, he cautioned that the City had been very progressive in the initiative at Dover Park over the last couple of years and he did not want the idea of an adequate facility to get lost. Mr. Neil stated that Can-Do Parks are designed for all children and so that children with disabilities can participate. He noted that he thought a dog park is neighborhood based and people may not travel long distances to take their dog to a dog park. Mr. Neil suggested moving forward and approving the concept as designed with the idea that they are going to take a look at where the amenities would best fit, including where a skate park could be placed without having to move any of the other amenities planned for Dover Park. He indicated that they needed to look at the difference between the neighborhoods as well as who will travel where and to use which amenities. Mr. Neil moved to recommended that the City proceed with the “Final Concept” with a Splash Pad and small (1,440 square foot) building and, if funds and space can be found, a Can-Do Playground, as recommended by staff, and to have staff come back with recommendations on the other amenities. The motion was seconded by Mr. Lindell. Col. Dix suggested that the park on Dover Street would be a great location for a dog park. He noted that trees could be cut down if the City needs space at Dover Park. Mr. Hare noted that the park on Dover Street was utilized, noting that the softball field there was used regularly from April through October, and the park and basketball court are used every day. He stated that he thought that putting a dog park there would really upset people who use the land for soccer six (6) months of the year.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 12 Mr. Sudler asked for clarification on the motion. He stated that his understanding was that they would be voting whether to accept staff’s recommendation with the instructions for staff to take members’ considerations in mind and then schedule something for members and the constituents to go to the park and try to sort out the best plan of action. Mr. Sudler stated that he wanted to have absolute clarity because this is so important for the center. Responding, Mr. Anderson stated that the idea is to accept the staff recommendation with the alternative that Mrs. Mitchell recommended to add the 1,440 square foot building and a splash pad, and to also consider other recommendations by staff in the future. Mr. Neil stated that he thought members wanted to move forward on the entire process. He indicated that the discussion was about where the amenities, such as a dog park, skate park, and Can-Do Park should be located and staff should come back with recommendations regarding those specific areas. Mr. Sudler stated that by moving forward with that recommendation, they would be committing to utilize the only space they can construct a building on for a splash pad. He reminded members that they only have 3,600 square feet to construct a building and cannot construct a building anywhere else on this property because it is restricted. Mr. Sudler explained that this would guarantee the construction of the splash pad and that the recreational facility is only going to be 1,440 square feet. He stated that he did not like that, so he would be voting against it. Mr. Sudler stated that he thought that they needed to figure out whether they wanted a splash pad or an adequate facility before they move forward with construction, explaining that there is no guarantee that Towne Point Elementary School is going to be obtained and available for usage unless the City is in negotiation to buy it. He indicated that in considering the finances for this project, they need to consider the long term, noting that it would be a waste of money to have to tear out the splash pad later if they figure out it does not work. Mr. Hare stated that he agreed with Mr. Sudler that they needed to know what’s happening with Towne Point Elementary before they can make any definite decisions. He noted that he thought they could move forward with some things, like the skate park at Schutte Park, but that they should wait in regard to the building. Mr. Neil moved to call the question. The motion failed for lack of a second. Col. Dix noted that he had visited all three (3) county dog parks and they are not that large. Mr. Lindell stated that he understood Mr. Sudler’s hesitation, however, he thought that this Council, unlike previous Councils, would ensure some type of structure is built to help the youth on the east side of the City. He stated that he thought that they needed to make sure they have all of the pieces in the best places and that this was the first step in doing that.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 13 Mr. Anderson asked if the makers of the motion would be open to a friendly amendment to resolve this issue by saying a structure and figuring out the scope of it later. Mr. Neil noted that a 1,440 square foot building, including classrooms, was recommended. He stated that Reverend Paige said that if that was possible, then it would work because there are already classrooms available at Towne Point. Mr. Neil explained that he is not as concerned about the future for that since there are places in that area where programs for kids and other things can be expanding, whether it is at Towne Point or somewhere else. He stated that he thought they should move forward with this. Mr. Neil noted that the last discussion regarding the larger building was that it was going to be financed by someone other than the City. Mr. Sudler indicated that he was concerned whether the IMA would be able to obtain a building. He stated that he would be in favor of recommending a building without including the square footage, noting that they need to know where all of the amenities will be placed. Mr. Sudler stated that he thought a splash pad may be better at Schutte Park. Mr. Sudler moved to amend the motion to recommended that the City proceed with the “Final Concept” with a Splash Pad and small (1,440 square foot) building and, if funds and space can be found, a Can-Do Playground, as recommended by staff, and to have staff come back with recommendations on the other amenities by striking the square footage of the structure. The motion was seconded by Mr. Taylor and carried by a roll call vote of eight (8) yes (Anderson, Sudler, Polce, Taylor, Lindell, Hare, Caldwell, and Dix), one (1) no (Neil), and two (2) absent (Slavin and Cole). The motion, as restated by Mr. Anderson, to recommend acceptance of Mrs. Mitchell’s alternative staff recommendation as amended not to include a square footage designation, and that staff is to research the other options which were brought by the Committee was unanimously carried. By consent agenda, Mr. Sudler moved for approval of the Committee’s recommendation, seconded by Mr. Neil and carried by a unanimous roll call vote. Presentation - Skate Park Advocates (Deferred from July 9, 2019) Mr. James West III, 401 East Market Street, Lewes, informed members that he was the current President of Skate Epworth located in Rehoboth Beach. He advised that Skate Epworth is a nonprofit organization under the Epworth United Methodist Church that started in 2008. Mr. West explained that through different events, from 2008 until 2014, they raised money for the construction of a concrete skate park built by 5th Pocket Skateparks on land donated by Epworth United Methodist Church. He noted that the skate park was accomplished without state funding, and he had witnessed diversity and the community coming together.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 14 Mr. Anderson noted that 14 individuals raised their hands when he asked who came with the skate park. Mr. West stated that a skate park would benefit everyone, noting that he had seen children as young as two (2) to men as old as 70, and they provide skateboarding lessons and community events, such as skate days. Mr. West advised that Skate Epworth has its own board but that Epworth United Methodist Church has oversight. He noted that this was the fifth anniversary of the skate park and they would be holding the Fourth Annual Rehoboth Am Skate Jam skate contest on Saturday, August 17, 2019. Mr. West stated that he thought Schutte Park would be the best option for the location of a skate park in Dover because there is potential for expansion there. Mr. Anderson asked Mr. West to provide his contact information to staff so they can have a more in depth conversation to ensure the skate park is properly utilized. Mr. Sudler thanked Mr. West and those present in support of the skate park for their diligence and persistence in presenting their ideas to Council. Mayor Christiansen suggested that Mr. West and the other skate park advocates’ input on the master plan that includes the skate park would be appreciated. In response to Col. Dix, Mr. West stated that the bowl is a term used for swimming pools. He explained that when they were considering what to construct at Epworth, they knew that most people like to skate vert, so they discussed building a half pipe, which is a U-shaped ramp, or a bowl, which anyone can skate. Mr. West advised that they constructed a bowl, which anyone can skate, and created a street course around it for those that like to skate street obstacles. He stated that the depth of their bowl ranges from approximately three-and-a-half feet to eight (8) feet. Col. Dix noted that this may create a problem with the water table at Schutte Park. Mr. Anderson advised that those are details that should be worked out by staff. Mr. Eugene Stone, 108 Old Mill Road, Dover, thanked members for their consideration of a skate park. He informed members that he was part of the skate park committee a few years ago, however, they were unsuccessful. Mr. Stone stated that he used to own a bicycle/skateboard shop off of Governors Avenue, so he knew there was a need for a skate park. He noted that he had been skateboarding since the late 1980s and lived on an Air Force Base in Japan that had one of the first skateboard parks in the Far East, so he knew it was a good thing for a community and bringing generations of people together. Mr. Sudler moved for adjournment of the Parks, Recreation, and Community Enhancement Committee meeting. The motion was seconded by Mr. Neil and unanimously carried. Meeting adjourned at 7:22 p.m.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 15 UTILITY COMMITTEE The Utility Committee met with Council President Hare presiding in the absence of Chairman Cole. Annual Review and Approval of Governing Policy For Energy Commodity Risk Management Mrs. Donna Mitchell, City Manager, reviewed the proposed amendments to the Governing Policy For Energy Commodity Risk Management. She noted that the amendments include the addition of alternate members to the Executive Risk Management Committee, and that the policy will be reviewed annually by the Executive Risk Management Committee but only come before the Utility Committee if there are any recommended changes. Staff recommended approval of the proposed amendments. Mr. Neil moved to recommend approval of the proposed amendments to the Governing Policy For Energy Commodity Risk Management, as recommended by staff. The motion was seconded by Mr. Lindell and unanimously carried. By consent agenda, Mr. Sudler moved for approval of the proposed amendments to the Governing Policy For Energy Commodity Risk Management (Exhibit #1). The motion was seconded by Mr. Neil and carried by a unanimous roll call vote. Mr. Sudler moved for adjournment of the Utility Committee meeting, seconded by Mr. Neil and unanimously carried. Meeting adjourned at 7:25 p.m. By unanimous consent, the Council Committee of the Whole meeting adjourned at 7:25 p.m. By consent agenda, Mr. Sudler moved for acceptance of the Council Committee of the Whole Report, seconded by Mr. Neil and carried by a unanimous roll call vote. MONTHLY REPORTS - JULY 2019 By motion of Mr. Sudler, seconded by Mr. Neil, the following monthly reports were accepted by consent agenda: City Assessor's Report City Council’s Community Enhancement Fund Report City Manager's Report City Planner's Report Controller/Treasurer's Budget Report Fire Chief's Report Police Chief's Report

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 16 FINAL READING - PROPOSED ORDINANCE #2019-18 The First Reading of the Proposed Ordinance was accomplished during the Council Meeting of August 12, 2019. Council President Hare reminded members of the public that copies of the proposed ordinance were available at the entrance of the Council Chambers or on the City’s website at www.cityofdover.com under “Government.” Mr. Neil moved that the Final Reading of the proposed ordinance be acknowledged by title only, seconded by Mr. Anderson and unanimously carried. By motion of Mr. Neil, seconded by Mr. Cole, Council, by a unanimous roll call vote, adopted Ordinance #2019-18, as follows: BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, IN COUNCIL MET: That Chapter 2 - Administration, Article IV - Officers and Employees, Division 1 - Generally, Section 2-201 - Compensation and Expenses for Mayor, Council, and Other Elected or Appointed Officials of the Dover Code be amended to read as follows: CHAPTER 2 - ADMINISTRATION ARTICLE IV. - OFFICERS AND EMPLOYEES DIVISION 1. - GENERALLY Sec. 2-201. - Compensation and expenses for mayor, council, and other elected or appointed officials. (a) Fees established. In accordance with section 12 of the Charter, authorizing the council to establish compensation and expenses for the mayor, councilmembers, and other elected or appointed officials, the following fees are hereby established: (1) Mayor. The mayor shall receive an annual salary of $45,000.00. In addition, the mayor shall receive an expense allotment of up to $5,000.00, to be included in the city's annual budget for miscellaneous expenses, to be reimbursed upon submission of receipts or proper documentation. Expenses in excess of this amount shall only be permitted by council approval. The mayor shall be entitled to all benefits customary to an employee of the city, except pension benefits, and sick and vacation leave. (2) Councilmembers generally. Each councilmember shall receive an annual salary of $7,416.00, to be paid monthly. The council president shall receive an annual salary of $8,652.00, to be paid monthly. Councilmembers shall receive reimbursement for actual and necessary expenses incurred when on official business as prescribed by ordinance or policy.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 17 (3) Board of assessment appeals. Each appointed member of the board sitting to hear appeals from the municipal assessment shall receive $75.00 per diem reimbursement for expenses for the preparation and attendance at each meeting of the board of assessment appeals. (4) Nonemployee election officers. Each person not a city employee appointed to serve as an election judge for any municipal election shall receive $200.00 for per diem reimbursement for each election attended. Each person chosen to serve as a clerical assistant for any municipal election shall receive $150.00 for per diem reimbursement for each election attended. (5) Employee election officers. Employees of the city appointed to serve as election judges or officials for any municipal election shall receive $150.00 for per diem reimbursement for expenses for each municipal election attended in addition to their regular salary. (6) Appointee to council committee. Each appointed member to any city council committee, not serving an elected term to any city office, shall receive $75.00 for preparation and attendance at each committee meeting to which the member is appointed. (7) Employee on council committee. Any city employee appointed to a council committee shall receive $25.00 for reimbursement for expenses per diem for each meeting attended which is held after 5:00 p.m. on a scheduled workday or at any time on a weekend or city-approved holiday. (8) Planning commission. Each appointed member of the planning commission shall receive $100.00 per diem reimbursement for expenses to be paid monthly for preparation and attendance at each meeting of the planning commission. (9) Board of adjustment. Each appointed member of the board of adjustment shall receive $75.00 per diem reimbursement for expenses to be paid monthly for preparation and attendance at each meeting of the board of adjustment. (Code 1981, § 2-70; Ord. of 9-14-1987; Ord. of 8-27-1990; Ord. of 11-26-1990, § 1; Ord. of 1-11-1993; Ord. of 6-27- 1994; Ord. of 2-24-1997(2); Ord. of 1-10-2000; Ord. of 10-9-2000; Ord. of 1-22-2001; Ord. of 6-24-2002; Ord. of 6-25- 2007; Ord. No. 2009-16, 7-27-2009; Ord. No. 2009-23, 10-26-2009; Ord. No. 2009-17, 11-9-2009; Ord. No. 2017-09, 8-14-2017) ADOPTED: SEPTEMBER 9, 2019 CITY MANAGER'S ANNOUNCEMENTS None.

CITY COUNCIL MEETING OF SEPTEMBER 9, 2019 PAGE 18 COUNCIL MEMBERS' ANNOUNCEMENTS Mr. Anderson announced that there would be a Veteran’s Stand Down at Schutte Park on September 20th from 9:00 a.m. to 2:00 p.m. Noting that representatives of the federal and state governments would be available to assist with obtaining services, Mr. Anderson encouraged everyone to promote the event and to attend. Mr. Anderson advised that September is National Recovery Month and that Delaware Goes Purple will be the week of October 6th. He noted that anyone wishing to help could message him or email him at david.anderson@dover.de.us. Mr. Anderson also noted that they could meet at City Hall at 6:00 p.m. on September 19th. He advised that anyone considering recovery could find information at Help is Here Delaware (www.helpisherede.com) and others who want to be involved could find information on the OP rescue DE app. Mr. Sudler offered his condolences to the Carson and Hill families on the loss of their loved ones. He also congratulated Dr. Wilma Mishoe on her 70th birthday and her plans to retire from her exemplary leadership at Delaware State University during its transition period. Mr. Neil moved for adjournment, seconded by Mr. Sudler and unanimously carried. Meeting adjourned at 7:41 p.m. TRACI A. McDOWELL CITY CLERK All ordinances, resolutions, motions, and orders adopted by City Council during their Regular Meeting of September 9, 2019, are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2019\09-09-2019 Council Minutes.wpd Exhibits Exhibit #1 - Governing Policy For Energy Commodity Risk Management

EXHIBIT #1 Regular Council Meeting of 09/09/2019 City of Dover, Delaware Governing Policy For Energy Commodity Risk Management Effective: September 9, 2019 Approved by: City of Dover Council (Last Revision August 27, 2018)

TABLE OF CONTENTS PURPOSE OF THE RISK MANAGEMENT POLICY ..................................................................4 A. Introduction ....................................................................................................................4 B. Scope of Policy ................................................................................................................4 C. Objectives and Risk Philosophy ...................................................................................5 D. Policy Administration....................................................................................................5 MANAGEMENT AND CONTROLS .............................................................................................6 A. Utility Committee of The City Council .......................................................................6 B. Executive Risk Management Committee ....................................................................6 1. City Manager ................................................................................................................. 8 2. Director of the Utility .................................................................................................... 8 3. Controller........................................................................................................................ 8 4. TEA Client Services Manager ...................................................................................... 9 DISCUSSION OF RISKS ...............................................................................................................9 MARKETING AND TRADING PRACTICES ............................................................................11 A. Standards of Conduct ..................................................................................................11 B. Products, Activities and Limitations .........................................................................11 C. Contract Documentation and Confirmations...........................................................12 D. Training..........................................................................................................................12 E. New Product Protocol .................................................................................................12 RISK LIMITS AND RISK MEASUREMENTS ...........................................................................13 A. Limits..............................................................................................................................13 1. Delegation Authority .................................................................................................. 13 2. Volume Limits ............................................................................................................. 13 3. Locational Limits ......................................................................................................... 13 B. Stress Testing and Back Testing .................................................................................13 C. Instances of Exceeding Risk Limits............................................................................14 CREDIT POLICY ..........................................................................................................................14 A. Measuring Credit Risk .................................................................................................14 B. Analysis and Extension of Credit Limits ..................................................................14 C. Instances of Exceeding Credit Limits ........................................................................15 REPORTING .................................................................................................................................15 A. Risk Reporting ..............................................................................................................15 B. Credit Reporting ...........................................................................................................17 C. Hedge Effectiveness Reporting ..................................................................................17 2

INFORMATION TECHNOLOGY SYSTEMS ............................................................................17 POLICY DISTRIBUTION AND COUNSEL ...............................................................................18 A. Distribution Outside The City ....................................................................................18 B. Designated Counsel .....................................................................................................18 APPENDIX A – Approved Products .............................................................................................19 APPENDIX B – Approved Counterparties and Threshold Tables ................................................20 APPENDIX C – Business Risks ....................................................................................................25 APPENDIX D – Glossary ..............................................................................................................26 APPENDIX E – Swap Transaction Representative .......................................................................28 3

PURPOSE OF THE RISK MANAGEMENT POLICY A. Introduction The City of Dover (“City”) and its customers are routinely exposed to energy price risk, volume variability risk, basis risk and credit risk – herein referred to collectively as energy commodity risk - in the normal conduct of serving its electric load requirements. Volatility of energy commodity prices and volumetric uncertainty (either supply/generation or load obligations) impose a substantial and direct risk to the City’s financial and operating performance. By authority of its charter, the City has responsibility for overseeing the City’s electricity operations, including the management of its cost of serving Dover’s customers. By agreement dated July 2, 2019 and approved by the City (the “Energy Management Agreement”), the City has engaged The Energy Authority, Inc. (“TEA”) to assist the City with Asset Management and Strategic Planning Services, Risk Management Services, and Energy Management Services. This Policy for Energy Commodity Risk Management (“Policy”) is established the explicit understanding that the City has retained and delegated responsibilities to TEA to provide Risk Management Services. Additionally, the City has issued this Policy for dealing with the philosophy, framework and delegation of responsibilities necessary to govern activities related to Dover’s energy commodity risk management. As set forth herein, the City has established an organizational structure, delegated responsibility and established internal controls and procedures to ensure that all transactional and oversight activities are conducted in compliance with this Policy and in accordance with the City’s normal reporting, legal, financing and regulatory requirements relating to energy assets and transactions. B. Scope of Policy This Policy covers all transactions entered into the by the City of Dover designed to meet the City’s electric load requirement and the management of risk related to these transactions. In the event of conflict between this Policy and the EMA, the Policy shall control. This Policy is separate and distinct from enterprise risk management policies and procedures addressing the City’s safe operation of its generating stations and energy infrastructure, insurance requirements, permit compliance, employee matters regulatory compliance with laws and regulations of the State of Delaware and Federal 4

Agencies such as EPA, FERC, NERC and CFTC or other potential risks to the City beyond the purchase and sale of fuel and electric power and its ancillary products. C. Objectives and Risk Philosophy The objectives of the Policy are to identify energy commodity price and credit risk exposures and give the City a framework for the quantification and management of these exposures. The Policy will identify the reports needed to convey how the identified risk exposures can potentially impact the City’s overall cost of providing electricity service to its customers and report on the risk management of the transactions associated with City’s electric load requirements. Under the Policy, risk management activities will be conducted consistent with the City’s overall objective of appropriate risk mitigation. There are several objectives of the Policy which, when taken and executed together, serve to manage the City’s energy commodity price exposures. Specifically, the Policy:  Establishes framework for developing credit limits for counterparties and quantifies and manages the credit exposures related to potential counterparty abrogation  Quantifies the impact of the above exposures on City’s financial results  Manages the impact of the above exposures in line with the City’s identified level of risk tolerance  Provides clear delineation of responsibilities and authority, outline a separation of duties, and ensure reporting of risk is timely and accurate.  Ensures that the impact of any action affecting the City’s position is consistently quantified, monitored and authorized. The City’s risk management activities will be conducted consistent with its overall objective of appropriate risk mitigation and never for purposes of speculation. D. Policy Administration This Policy has been approved by the Executive Risk Management Committee and The Utility Committee of the Dover City Council. The Utility Committee must approve modifications to the Policy with the exception of the appendix information which can be modified with the approval of the Executive Risk Management Committee. 5

MANAGEMENT AND CONTROLS This Policy articulates the management and organization of the City and TEA to serve as a control framework outlining delegation of duties and responsibilities. A. Utility Committee of The City Council The Utility Committee of The City Council (The Committee) has a responsibility to provide approval of this Policy. With this approval, The Committee also assumes additional duties. They will understand the risks the City is and could be exposed to due to their energy commodity risk management activities. In this role, the Committee will have a responsibility to also understand the City’s policies and procedures, internal controls and systems which are used to help manage the City’s energy commodity risks. The Committee will approve any amendments to the Policy or limits within. The Executive Risk Management Committee will update the Committee periodically regarding the Policy and its functions. It will be the Committee’s responsibility to:  Discuss guidelines and strategic policies that govern the process by which the Energy Risk Management Committee assesses and manages risks  Review and approve any recommended changes to the risk policy at least annually  Approve new members and alternates of the Executive Risk Management Committee  Acknowledge the risk inherent in transactions covered under this Policy B. Executive Risk Management Committee An Executive Risk Management Committee (“ERMC”) has been formed to provide executive management oversight for the City’s energy commodity risk management activities. The ERMC is charged with the creation, amendment and administration of this Policy, including acquiring any approvals required by the Utility Committee, and will ensure that all energy commodity risk management activities of the City are performed consistent with this Policy. The ERMC will meet at least monthly to review compliance and conduct its business as described in this Policy. The ERMC shall be comprised of the following voting members: The City Manager, The Director of Utility, The City’s Controller and TEA’s Client Service Manager. The City’s ERMC will make decisions following the process outlined in this Policy. TEA’s Client Services Manager may include representatives from other areas within TEA in the monthly ERMC meetings who will attend in person or by conference call as non-voting advisors. Other City employees and TEA staff may also be asked to attend 6

meetings from time-to-time, as the ERMC deems necessary. The responsibilities of the ERMC shall include:  Establish scope and frequency for management reporting to the Utility Committee.  No less than annually, review the City’s Energy Commodity Policies and Procedures for correctness and completeness.  Review and approve any new risk report or change to an existing risk report provided by TEA to monitor risks outlined in this Policy.  Understand and approve any models, methodologies, and assumptions used for measuring risks such as volume risk, process risk, counterparty risk and commodity risk.  Monitor the City’s risks and ensure they are within the limits and are being managed according to what is indicated within the City’s Policy and associated procedures  Understand the City’s risk management objectives and risk tolerances.  Review and approve the risk management and trading strategy programs and associated risk. Each program should be reviewed to ensure alignment with Policy objectives and compliance with risk limits within this Policy.  Periodically review any risk management program approved in light of recent market changes, and ensure continued compliance with its established guidelines  Review and approve new products, markets, trading counterparties and credit limits  Review all violations and exceptions to this Policy and report such to the Committee.  Approve the individuals or companies that engage in the City’s commodity transactions and are subject to the limits within this Policy.  Ensure that the individuals or companies authorized to transact on behalf of the City as well as manage its risks, are appropriately trained and qualified.  Ensure independence and segregation of duties between front, middle and back office at TEA.  Recommend changes to this Policy to the City’s Utility Committee for approval and ensure the Utility Committee understands the City’s overall compliance with this Policy and associated procedures.  The ERMC will meet at least monthly to review risks identified and reported on by the Policy, this meeting shall be chaired by The City Manager. Minutes of each meeting of the ERMC shall be recorded and reflect any decisions and follow-up action items to be performed. These minutes will be reviewed and approved by the members of the ERMC in a timely manner. 7

Each member of the ERMC has a unique role as defined below: 1. City Manager The City Manager is independent of all commercial functions and carries the responsibility of establishment and maintenance of risk management for the City. The City Manager will be a voting member of the ERMC and act as a chair of the ERMC. Other responsibilities include:  Ensure this Policy is maintained.  Oversee reviews of the City’s energy commodity risks, limits, risk measurement methodologies and models, and programs and recommend changes to the ERMC.  Ensure potential transactions and their impacts on the City’s risks and limits defined within this Policy.  Develop and monitor the implementation of the Policy, and oversee other risk management processes and procedures established by this Policy or otherwise by the ERMC.  The City Manager shall name an Alternate to be approved by the Committee. 2. Director of the Utility The Director of the Utility has oversight for all trading, hedging, pricing, structuring, and market and operational risk management activities associated with the City. The Director of the Utility will be a voting member of the ERMC. Other responsibilities include:  Review the effectiveness of transaction processing systems and procedures relating to risk measurement.  Recommend operational risk and business risk assessment guidelines.  The Director of the Utility shall nominate an alternate to be approved by the Committee. 3. Controller The Controller is independent of all commercial functions and carries the oversight responsibilities associated with the City’s accounting practices. The Controller will be a voting member on the ERMC. Other responsibilities include:  Perform financial accounting including accounting for hedging and derivatives activities.  Comply with tax rules and make appropriate tax elections.  Record realized and unrealized gains and losses. 8

 Reconcile general ledger, cash transactions and margin accounts.  Implement tax-hedge accounting policies and other regulatory tax requirements.  Develop and maintain documentation outlining standard procedures for conducting business.  Invoice counterparties and resolve billing disputes.  Perform daily/weekly/monthly transaction checkout with counterparties.  Develop and maintain documentation outlining standard procedures for conducting business.  The Controller shall nominate an alternate to be approved by the Committee. 4. TEA Client Services Manager The TEA Client Service Manager roles and responsibilities are defined Exhibit B of the EMA between the City and TEA. The TEA Client Service Manager will be a voting member on the ERMC and act as chair of the ERMC in the absence of the City Manager. Other responsibilities include:  Monitor risk reports between ERMC meetings.  Report to the Committee and the ERMC on the City’s adherence to all limits and functions within this policy.  Engage the ERMC in discussions regarding events or developments that could expose the company to potential losses.  Recommend to the ERMC specific risk limits consistent with the City’s risk management objectives, risk tolerance, and risk management policy.  Coordinate and distribute independent market fundamental analysis.  Provide advisory support and recommendations as specified in Article 5 of the EMA.  Update RMC on training of TEA employees.  TEA shall nominate an alternate to be approved by the Committee. Alternates may vote, but only in the absence of the voting member for whom they serve. A person may serve for an alternate for more than one official, but they can only cast one vote. A quorum for a meeting shall be any combination of three voting members and alternates. A simple majority of votes is necessary to approve any action of the ERMC, but at least two voting members must approve the action. Members and alternates may attend by electronic means and count as present for the purpose of quorum and for a majority for a decision. DISCUSSION OF RISKS This Policy covers the management of all material energy market risks faced by the City. A comprehensive list of risks that are or could be relevant to City is shown in Appendix C of the 9

Policy. Among the most critical of these risks are commodity risk, counterparty risk, process risk, volume risk, and budget risk. These risks are measured by the limit structure and controls outlined in the Policy. Commodity risk represents the potential adverse impacts to the value of the City’s portfolio due to changes in the market. Commodity risk encompasses volatility risk, forward price risk, basis risk, correlation risk and liquidity risk. Counterparty risk represents the potential losses the City could incur due to delivery risk and receivable risk. Delivery risk stems from a supplier or trading counterparty that is unable or unwilling to perform on its commitments including but not limited to delivery or receipt of commodities. Receivable Risk includes the City’s risk associated with a counterparty’s timeliness of payment for services rendered. Process risk represents the risks associated with process problems including, but not limited to, inaccurate data capture, untimely trade execution or settlement problems. Controls over process risks are embedded in the organizational structure of TEA through the design processes and operating procedures. Volume Risk represents the potential for unforeseen changes from projections of excess or shortfall of capacity or energy from the actual needs. When variances are large coupled with large costs to transact and adverse moves in market prices this risk could be realized. In management of this risk, the City must be aware of the fact that unexpected variations in volume are often highly correlated with price movements. Budget Risk represents the potential to deviate outside of tolerable bounds of the City’s budget. Deviations from budget can be caused by forecast error or unforeseeable adverse changes in market prices. Regulatory Risk arises from participation in regulated markets. With the Independent System Operator (ISO) implementation of Federal Energy Regulatory Commission (FERC) Order 741, the City faces increasing regulatory risk when participating in wholesale energy markets. The TEA Compliance department works in conjunction with the TEA Risk Control department to help the City manage regulatory risk. Regulatory risk is managed by:  Annual Compliance Training for all employees participating in regulated markets;  Integration of the appropriate compliance culture within the Trading department through ongoing interaction between Compliance and Trading;  An independent monitoring and exposure measurement on transactions that could trigger an increase in regulatory risk. 10

MARKETING AND TRADING PRACTICES A. Standards of Conduct Individuals authorized to transact for the City shall not misrepresent, conceal or withhold information regarding energy commodity trading and risk management transactions to any person responsible for the accurate recording and/or reporting of such transactions; participate in any such transaction or similar activity for the benefit of any party other than the City; or hold or be a beneficiary of any financial interest in any entity with which the employee is engaged in trading or other business activity (other than ownership of an interest in a mutual fund managed by another party). Further, no employee authorized to place or execute such transactions may engage in trading power or energy commodities derivative instruments for his or her personal account. B. Products, Activities and Limitations Pursuant to achieving the City’s core objectives for the purpose of energy commodity risk management, the following limitations shall apply.  Permissible instruments will be restricted to the products and instruments specified in Appendix A – Approved Products of the Policy; o All physical forward transactions shall be governed by the Edison Electrical Institutive (EEI), North American Energy Standards Board (NAESB), or similar agreements with counterparties approved by the City. o The City reserves the right to enter into financial hedge transactions to effectuate Policy objectives, but does not authorize TEA to enter into financial hedge transactions on its behalf. Any such financial transactions that the City may enter into shall be governed by ISDA agreements with counterparties as approved by the City.  The maturity for each permissible instrument will be restricted to the maturity limits specified in the risk limits section of the Policy.  Transaction volumes for each risk management transaction will be restricted to the amounts specified in the Risk Limits section of the Policy.  Risk management transactions will be outlined in the City of Dover Hedge Program which will be approved by the ERMC. Risk management transactions may include the following: o Hedging the forward price of purchased power for delivery to the City as needed to meet its electric load requirements. o Hedging the forward price of natural gas and fuels as needed to generate power to meet the City’s electric load requirements. 11

o Unwinding of hedges to accommodate changes in expected load requirements, or for economic reasons subject to explicit constraints set by the ERMC. C. Contract Documentation and Confirmations No over-the-counter transaction may be executed until an EEI, NAESB, or similar agreement has been authorized by the City, approved by the ERMC and fully executed by the parties. Written confirmations will be required from counterparties, as defined in the Master Service Agreement between the City and counterparty, within one business day or such longer time as required by the contract in question for all risk management transactions. Contemporaneous with any commitments and prior to receipt of written confirmations, verbal commitments shall be memorialized internally as to instrument structure, quantity, relevant time horizon, price and any other relevant terms; such internal documentation shall be time stamped and correlated to the ultimate written confirmation to or from the counterparty. Both the internal documentation as well as the written confirmation from the counterparty shall be provided to TEA’s Risk Control Group immediately upon receipt for verification. In the event that there is a material failure to provide timely documentation or confirmations, then at the City Manager’s sole discretion, the offending individual’s authorization may be suspended. Similarly, if the failure to provide timely documentation or confirmations is due to the failure of counterparty, then at the discretion of the City Manager, a moratorium may be imposed on transactions with that counterparty. In such cases, the City Manager shall notify the ERMC of the issues leading to the suspension or moratorium shall. Nothing herein shall inhibit the City Manager from bringing control issues to the TEA’s Client Services Manager prior to a decision on materiality or the imposition of a suspension of trading privileges or counterparty moratorium. D. Training The ERMC will ensure that all City employees and/or TEA Staff that will execute transactions on behalf of the City will have appropriate training in the markets in which the transactions occur. E. New Product Protocol 12

As required to manage the City’s energy commodity risk the ERMC shall approve new products provided the requirements of the New Product Approval Procedure are met. RISK LIMITS AND RISK MEASUREMENTS A. Limits The limit structure is designed to quantify the types of risk in the City’s energy commodity portfolio. The City will manage and report on its energy commodity market risk using Delegation of Authority Limit, a Volume Limit and a Locational Limit. 1. Delegation Authority The Utility Committee delegates authority to the Dover ERMC to approve the acquisition of electric energy, capacity and/or transmission according to the following limits for expenditures or terms. The ERMC may not delegate these authorities to individuals authorized to commit Dover to financial obligations. Position Maturity Limit Term Limit Notional Value Limit Dover ERMC 5 years 5 years 20,000,000 TEA 1 month 1 month 1,000,000 This limit structure is not intended for use when transacting day-ahead and real time in the PJM market. 2. Volume Limits For no reason should a transaction be executed that exceeds the City’s electric load requirements. If there is an adjustment to the City’s electric load requirements and the existing transactions greater than 100% of the adjusted electric load requirements the ERMC will review and approve the offsetting strategy deployed in sufficient proportion to mitigate the encroachment. 3. Locational Limits Non-Commodity Transactions must support the requirement of one of the City’s generation units, native load or transaction locations. B. Stress Testing and Back Testing 13

The City’s positions shall be periodically stress tested and models shall be back tested. The processes around these tests are outlined in the Stress Testing and Back Testing Procedure. C. Instances of Exceeding Risk Limits Should the City or TEA enter into a transaction that causes the portfolio to exceed any above mentioned limits the Director of the Utility shall, in addition to notifying the ERMC, also notify the Chair of The Committee as soon as practicable and shall provide periodic reports to the Chair on the status the transactions for as long as the City is exceeding its limits. The ERMC will review and determine whether any liquidation or offsetting of transactions is warranted. The incident will be documented as a Policy Exception by the Director of the Utility. CREDIT POLICY Credit Risk is the risk due to the uncertainty in a counterparty’s ability to meet its contractual obligations. The primary objective of this credit policy is to mitigate, to the extent commercially reasonable, the credit risks associated with transactions covered in this Policy while still allowing the City to achieve its objectives. A. Measuring Credit Risk The status of credit risk will be measured and reported through reports provided by TEA. The current credit exposure will be reported at the agreement level via a Counterparty Credit Report provided by TEA. This information will be made available in real time to TEA trading personnel so that it can be checked prior to executing transactions for the City. Those responsible for risk oversight at the City and TEA will have access to this information no less frequently than once per day. The ERMC will monitor overall credit utilization and any credit exceptions at least monthly. When measuring the current credit risk, netting will be applied to the exposure if the City’s contract with a counterparty includes provisions for netting. B. Analysis and Extension of Credit Limits Physical and financial commodity transactions will be executed with counterparties approved by the ERMC with credit available to support the transactions. The creditworthiness of a counterparty will be determined by both qualitative and quantitative factors. Factors shall include, but not limited to:  A company’s debt credit ratings provided by the rating agencies. 14

 Financial data such as an analysis of the income statement, balance sheet, and cash flow, as well as liquidity and capital structure.  Subjective factors such as company’s fuel diversity, overall size, risk management policy and internal controls, geographic diversity, and market intelligence. A credit limit is the amount of unsecured credit granted to a counterparty. Unsecured credit exposure includes amounts owed by the counterparty, whether billed or not, and the mark-to-market differences in value of any collateral which the counterparty has provided the City. Any net exposure above the collateral threshold will require the posting of collateral by a counterparty. Further information on the City’s procedure for establishing credit is contained in the Counterparty & Credit Review Process. Collateral thresholds, term limitations and credit exposure limits will be subject to the maximums indicated in Appendix B, based upon the lower of the S&P and Moody’s credit ratings. At no time will the City incur a credit exposure with any counterparty greater than $60,000,000. C. Instances of Exceeding Credit Limits The City and TEA are restricted by the credit limits approved by the ERMC. The ERMC can suspend trading with a counterparty, if that counterparty’s credit limit has been reached or exceeded. The City or TEA traders shall not exceed the Counterparty Credit Limit by executing transactions with any counterparty without approval of the ERMC. The ERMC will determine when it’s appropriate to require additional collateral if a counterparty’s credit exposure exceeds its credit limit. Collateral includes standing letter of credit, cash, and prepayments. All credit exceptions will be documented and reported to the ERMC and the Committee as Policy Exceptions. REPORTING A. Risk Reporting Preparation of timely reports is critical to monitoring risk. TEA will furnish the required reports on a regular frequency for the City in a format acceptable to the ERMC. In addition, the ERMC and its designees will be provided access to the City’s risk reports as updated daily via TEA’s secure Web Portal. 15

Reports required on a monthly basis and for periodic meetings of the ERMC include the following:  Profit and Loss Report The Profit and Loss (P&L) Report shows the daily realization of transactions at either the transaction price or the market price as transaction roll from unrealized to realized. This report should show volumes, transaction prices and market prices of realized physical and financial power and fuel transactions.  Mark to Market Report The Mark to Market (“MTM”) Report conveys the potential transaction exposure, of all existing forward transactions executed, if the energy commodity portfolio was liquidated at the most recent market settlement prices. This report should show volumes, transaction prices and market prices of unrealized physical and financial power and fuel transactions.  Daily Activity Report The Activity Report presents a summary of the day’s trades executed in the bilateral energy market.  Cost of Service Report The City’s exposure to energy price risk shall be monitored and reported on a Cost-of- Service basis. All calculations are at the wholesale level. The Cost-of-Service recognizes all prior (expired) months within the Power Year on the basis of actual (incurred) costs, and recognizes all forward (pending) months within the Power Year on the basis of expected forward power and fuel prices and expected forward load-following risks. As defined below, the Cost-of-Service is an aggregation of Forward Energy Commodity Portfolio Cost, the Load Following Cost Expectation and the City’s Budget Target for Purchase Power Expense. o The Net Purchased Power Cost shows the net cost of all physical and financial transactions related to the City’s anticipated commodity requirements for power and fuel and is based on the price of all hedge transactions plus the forward market price of all unhedged transactions valued at current forward prices for energy commodities, customer-level cost per MWH of all physical and financial transactions related to Dover’s actual plus anticipated energy. o The expected fixed costs defined as load-serving entity (LSE) capacity costs, transmission costs and TEA management fees. o The Expected Load-Following Cost for a specified power year is defined as the expected cost (or revenue) associated with intra-month load variations due to weather or other events affecting demand. TEA has completed a historical analysis to measures the effective monthly average unit cost paid for Dover’s PJM Wholesale Load Responsibility (WLR) was calculated for each month since July 16

2013. From this analysis, TEA recommends using the post-Garrison results as a proxy for future estimates of the WLR and as an estimate of the Load Following Cost to be used for estimating the City’s Forward Cost-of-Service Report. The ERMC will update the Expected Load Following estimate while lack of necessary market information persists no less than annually. o For the historical payment analysis, an effective monthly average unit cost paid for Dover’s PJM Wholesale Load Responsibility (WLR) was calculated for each month since July 2013. This effective unit cost was constructed using Dover’s monthly PJM load payment (Dover Budget line item: PJM – Energy, Congestion & Losses), adding back the West Hub hedging credits, and dividing by the WLR. The values pre-Garrison-online and post- Garrison-online were compared with both straight and WLR-weighted averages. This effective LMP therefore includes the effects of intra-month load variations, contributions of both the DALMP and RTLMP, and the additional PJM charge types reflected in the monthly Dover Budget line item: PJM – Energy, Congestion & Losses. Pre-Garrison (July 2013 – May 2015) weighted average monthly load costs were $3.02, while the average post-Garrison cost (Jun 2015 – Apr 2018) has been $2.60. o o The Budget Target for Purchase Power Expense represents the City’s view of expected purchase power expense. B. Credit Reporting  Counterparty Credit Report The Counterparty Credit Report conveys the exposure to all counterparties with which the City has credit exposure resulting from its energy commodity risk management activities.  CFTC Reporting The City understands that transacting over the counter (OTC) swaps carries an additional Commodity Futures Trading Commission (CFTC) reporting function. Once required by the CFTC, the City will report on how the City generally meets its financial obligations associated with entering into non-cleared swaps in a manner acceptable to the CFTC. C. Hedge Effectiveness Reporting If the City’s transactions require a hedge effectiveness test, those testing results will be reported to the ERMC no later than one month after the end of the financial reporting period. The report will include a summary of testing methodology, assumptions of the testing and the outcome of results with a pass or fail by transaction. INFORMATION TECHNOLOGY SYSTEMS 17

Since information systems play a vital role in The City’s trading abilities, the City shall ensure that the information systems and technology used to store all transaction information is maintained and secure. The City’s transactions will be stored in TEA’s enterprise trading and risk management system. TEA uses the TriplePoint Commodity XL (CXL) system, integrated with Commodity XL for Credit Risk (Credit Risk). TEA has assigned a Database Administrator (DBA) that is charged with the database security and maintenance for the transaction database, CXL. The following safeguards for data security and backup will be installed:  Transaction data stored in the system of record will be replicated daily to ensure data redundancy;  The CXL database will be backed up at least daily after the close of business. POLICY DISTRIBUTION AND COUNSEL A. Distribution Outside The City The City’s Policy is restricted to the use of the City and TEA organizations. It shall not be distributed outside these organizations without the consent the ERMC. B. Designated Counsel Questions about the interpretation of any matters of this Policy should be referred to ERMC. The ERMC will provide clarification and explanation on any updates to this Policy. All legal matters stemming from this Policy will be referred to the City’s Legal Counsel. 18

APPENDIX A – Approved Products The following shall constitute a list of approved products to be utilized by TEA to manage the City’s energy commodity portfolio:  Physical Power  Physical Natural Gas  Physical Residual Fuel Oil (#2)  Capacity  Financial Power  Financial Options  PJM Demand Bids and Generation Offers  PJM InSchedules  PJM Transmission Products o Financial Transmission Rights o Annual Auction Revenue Rights  PJM Tier 2 Synchronized Reserves The above instruments can be executed by TEA on behalf of the City of Dover for the current and next two successive Power Years (July to June). 19

APPENDIX B – Approved Counterparties and Threshold Tables This Appendix establishes approved counterparties and their Collateral thresholds. Collateral thresholds, term limitations and credit exposure limits that are subject to the following maximums based upon the lower of the S&P and Moody’s credit ratings: Credit Thresholds from Dover Extended to the Counterparty Exelon Generation Company, LLC Threshold S&P Moody's $ 60,000,000 AAA Aaa $ 50,000,000 A- to AA+ A3 to Aa1 $ 40,000,000 BBB+ Baa1 $ 30,000,000 BBB Baa2 $ 20,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 AEP Energy Partners, Inc. Threshold S&P Moody's $ 10,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 BP Energy Company Threshold S&P Moody's $ 60,000,000 AA- to AAA Aa3 to Aaa $ 45,000,000 A+ A1 $ 30,000,000 A A2 $ 15,000,000 BBB to A- Baa2 to A3 $ - Below BBB Below Baa2 Calpine Energy Services, L.P. Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 15,000,000 AA- to AA+ Aa3 to Aa1 $ 10,000,000 A- to A+ A3 to A1 $ 5,000,000 BBB+ Baa1 $ 3,000,000 BBB- to BBB Baa3 to Baa2 $ - Below BBB- Below Baa3 20

EDF Trading North America, LLC Threshold S&P Moody's $ 18,000,000 Fixed Fixed PSEG Energy Resources & Trade, LLC Threshold S&P Moody's $ 20,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 Sequent Energy Management, L.P. Threshold S&P Moody's $ 5,000,000 Fixed Fixed Conectiv Threshold S&P Moody's Unspecified * Above BBB+ Above Baa3 $ - Below BBB- Below Baa3 * Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit Macquarie Energy, LLC Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Morgan Stanley Capital Group Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below 21

NextEra Energy Marketing, LLC Threshold S&P Moody's $ 30,000,000 AAA Aaa $ 25,000,000 AA- to AA+ Aa3 to Aa1 $ 20,000,000 A- to A+ A3 to A1 $ 15,000,000 BBB+ Baa1 $ 10,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Deutsche Bank Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Barclays Bank Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Credit Thresholds from the Counterparty Extended to Dover AEP Energy Partners, Inc. Threshold S&P Moody's $ 10,000,000 BBB- and Above Baa3 and Above $ - Below BBB- Below Baa3 BP Energy Company Threshold S&P Moody's $ 30,000,000 AA to AAA Aa2 to Aaa $ 25,000,000 AA- Aa3 $ 20,000,000 A+ A1 $ 15,000,000 A A2 $ 5,000,000 BBB to A- Baa2 to A3 $ - Below BBB- Below Baa3 22

Calpine Energy Services, L.P. Threshold S&P Moody's $ 10,000,000 AA- to AAA Aa3 to Aaa $ 7,500,000 A- to A+ A3 to A1 $ 5,000,000 BBB+ Baa1 $ 3,000,000 BBB- to BBB Baa3 to Baa2 $ - Below BBB- Below Baa3 Exelon Generation Company, LLC Threshold Fitch Moody's $ 60,000,000 AAA Aaa $ 50,000,000 A- to AA+ A3 to Aa1 $ 40,000,000 BBB+ Baa1 $ 30,000,000 BBB Baa2 $ 20,000,000 BBB- Baa3 $ - Below BBB- Below Baa3 Conectiv Threshold Fitch Moody's Unspecified * Above BBB+ Above Baa3 $ - Below BBB- Below Baa3 *Conectiv does not have a defined credit threshold, so for planning purposes, a $10,000,000 threshold is imposed as a conservative limit PSEG Energy Resources & Trade, LLC Threshold S&P Moody's $ 12,000,000 * Fixed Fixed *Threshold is $12,000,000 as long as Dover maintains a Debt Service Coverage greater than 1.25% and Total Net Assets of at least $50,000,000 and Total Net Assets do not decline by more than 25% on a fiscal year end basis. Morgan Stanley Capital Group Threshold S&P Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ Aa3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below 23

Macquarie Energy, LLC Threshold Fitch Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below NextEra Energy Marketing, LLC Threshold Fitch Moody's $ 23,000,000 AAA Aaa $ 18,000,000 AA- to AA+ AA3 to Aa1 $ 13,000,000 A- to A+ A3 to A1 $ 8,000,000 BBB+ Baa1 $ 3,000,000 BBB Baa2 $ - BBB- or below Baa3 or below EDF Trading North America, LLC Threshold S&P Moody's $ 18,000,000 Fixed Fixed Deutsche Bank Threshold Fitch Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below Barclays Bank Threshold Fitch Moody's $ 25,000,000 AAA Aaa $ 20,000,000 AA- to AA+ AA3 to Aa1 $ 15,000,000 A- to A+ A3 to A1 $ 10,000,000 BBB+ Baa1 $ 5,000,000 BBB Baa2 $ - BBB- or below Baa3 or below 24

APPENDIX C – Business Risks Business Risks Topology Commodity Counterparty Process Volume Budget Regulatory Risk Risk Risk Risk Risk Risk Market Receivables Load Market Price Risk Deadline CFTC Risk Uncertainty Uncertainty Risk Performance Reporting Load Volume Risk Supply Risk FERC Risk Risk Uncertainty M2M/Forward Generation Forecast RTO Curve Risk Uncertainty Error Liquidity Risk Basis Risk 25

APPENDIX D – Glossary Back Office – That part of a trading organization which handles transaction accounting, confirmations, management reporting, and working capital management. Bilateral Transaction - Any physical or financial transaction between two counterparties, neither of whom is an Exchange or market entity (e.g. MISO). Capacity – The real power output rating of a generator or system, typically in megawatts, measured on an instantaneous basis. Commodity - A basic good used in commerce that is interchangeable with other commodities of the same type. Commodities are most often used as inputs in the production of other goods or services. The quality of a given commodity may differ slightly, but it is essentially uniform across producers. When they are traded on an exchange, commodities must also meet specified minimum standards, also known as a basis grade. Financial Bilateral Transaction – A Bilateral Transaction that is non-physical and is defined by a Source Point, Sink Point, and Delivery Point that may be any CP Nodes as specified by the Midwest ISO. Financial Forward – An agreement regarding a position in a specified commodity, a specified price, and a specified future settlement date, that does not result in physical delivery of the commodity. Rather one party in the agreement makes a payment to the other party on the basis of the commodity price at the future date. Front Office – That part of a trading organization which solicits customer business, services existing customers, executes trades and ensures the physical delivery of commodities. Hedging Transaction - A transaction designed to reduce the exposure of a specific outstanding position or portfolio; “fully hedged” equates to complete elimination of the targeted risk and “partially hedged” implies a risk reduction of less than 100%. Mark-to-Market Value – A measure of the current value of unrealized positions; includes both Open Positions and Closed Positions. Middle Office – That part of a trading organization that measures and reports on market risks, develops risk management policies and monitors compliance with those policies, manages contract administration and credit, and keeps management and the Board informed on risk management issues. 26

Policy – Dover’s Governing Policy for Energy Commodity Risk, as amended and approved by The Utility Committee. Portfolio – A collection of transactions. Realized Gains/(Losses) – The amount earned (or lost) from a transaction, considered to be realized once the time for performance has lapsed (e.g. delivery of power in the case of physical transactions or expiration of an option in the case of financial transactions). Term – The total duration of a contract, defined as the number of days between the beginning flow date and ending flow date, inclusive. Unrealized Gains/ (Losses) – The amount expected to earn (lose) on a specific transaction(s); however, the time for performance has not lapsed. The total value of Unrealized Gains/ (Losses) is the Mark-to-Market value. 27

APPENDIX E – Swap Transaction Representative Purpose: To ensure that the City of Dover, a Special Entity under the Dodd-Frank Financial Reform Act, selects a qualified representative (“Representative”) to provide advice and guidance when entering into swap transactions with Swap Dealers or Major Swap Participants. Definitions: Special Entity: As defined in 7 U.S.C. 6s(h)(2)(C) and further interpreted in 17 C.F.R. 23.401(c). The City of Dover is a Special Entity as defined by 17 C.F.R. 23.401(c)(2). Swap Dealer: As defined in 7 U.S.C. 1a(49) and further interpreted in 17 C.F.R. 1.3(ggg) Major Swap Participant: As defined in 7 U.S.C. 1a(33) and further interpreted in 17 C.F.R. 1.3(hhh) Representative: As defined in this policy and 17 C.F.R. 23.450 Policy: Selection: The City of Dover shall endeavor to seek and employ an individual or entity that will voluntarily act as a Representative for all energy commodity swap transactions between XXXX and any Swap Dealer or Major Swap Participant. The Representative must meet the following qualifications identified in 17 C.F.R. 23.450(b): (i) Has sufficient knowledge to evaluate the transaction and risks; (ii) Is not subject to a statutory disqualification; (iii) Is independent of the swap dealer or major swap participant; (iv) Undertakes a duty to act in the best interests of the Special Entity it represents; (v) Makes appropriate and timely disclosures to the Special Entity; (vi) Evaluates, consistent with any guidelines provided by the Special Entity, fair pricing and the appropriateness of the swap; and (vii) In the case of a Special Entity as defined in § 23.401(c)(2) or (4), is subject to restrictions on certain political contributions imposed by the Commission, the Securities and Exchange Commission, or a self-regulatory organization subject to the jurisdiction of the Commission or the Securities and Exchange Commission; provided however, that this paragraph (b)(1)(vii) of this section shall not apply if the representative is an employee of the Special Entity. The Representative and the City of Dover shall enter into a legal agreement that binds the Representative to comply with items (i) through (vii) in this policy. At no longer than any 12-month interval, the City of Dover shall review the performance of the Representative to ensure compliance with items (i) through (vii) in this policy. 28

From: Windham To: Devine, Denise Cc: City Clerks Office; Melson-Williams, Dawn; ddconstructionmanager@gmail.com Subject: RE: Request for Amended Effective Date of Resolution No. 2019-03 and Ordinance #2019-01 - Annexation/Rezoning of 2920 North DuPont Highway Date: Thursday, September 19, 2019 2:26:46 PM I concur. Thanks, Troy W. Windham From: Devine, Denise [mailto:ddevine@dover.de.us] Sent: Wednesday, September 18, 2019 3:21 PM To: 'Windham' Cc: City Clerks Office; Melson-Williams, Dawn; ddconstructionmanager@gmail.com Subject: Request for Amended Effective Date of Resolution No. 2019-03 and Ordinance #2019-01 - Annexation/Rezoning of 2920 North DuPont Highway Importance: High Mr. Windham: We have received a request to amend the effective date of the annexation resolution and rezoning ordinance associated with your application for annexation/rezoning of property located at 2920 North DuPont Highway, so that the effective date of the resolution shall be the earlier of the 31st of March, 2020 at 12:01am or the date of the closing of the Permit issued by Kent County for the site development project as reported to the City of Dover Department of Planning & Inspections, and the effective date of the City zoning of the property will be contingent upon the date of adoption of Resolution No. 2019-03 annexing the property into the City of Dover. As the owner of record for the property, will you please confirm your concurrence with this request? Thank you, Denise L. Devine, MMC Assistant City Clerk City of Dover e-mail: ddevine@dover.de.us (302) 736-7008 phone (302) 736-5068 fax

PETITION TO ANNEX AND REZONE PROPERTY Public Hearing Before the City Council on March 11, 2019 Recommendation from Planning Commission Meeting of February 19, 2019 with Staff and Development Advisory Committee Review File Number: AX-19-01 Ordinance Number: 2019-01 Applicants: New Wind Properties 2920 LLC Franchise Management Services, Inc. Owner of Record: New Wind Properties 2920 LLC Property Address: 2920 North DuPont Highway, Dover DE Tax Parcel ID #: ED-00-057.02-01-08.00-000 Lot Size: 0.57 acres Present Zoning: BG (General Business Zone) Proposed Zoning: C-4 (Highway Commercial Zone) Comprehensive Plan Category 1: High Priority Annexation Areas Designation: Comprehensive Plan Commercial Land Use Designation: Present Use: Vacant Commercial Building Proposed Use: Restaurant with drive-thru (Dunkin’ Donuts per proposed redevelopment plan submitted to Kent County) Utility Availability: Electric: 2920 North Dupont Highway is currently served by City of Dover Electric. Water and Sanitary Sewer: 2920 North DuPont Highway is not currently served by City of Dover Water or Sanitary Sewer. Currently, the property is served by an on-site well and septic system. Water and Sanitary Sewer are only available on the opposite side of Route 13, this property is situated on the eastern

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 2 of 7 side of the road. Staff has discussed the utility situation with the Applicant. The developer understands that they will have to obtain DelDOT / City of Dover approval to connect the sanitary sewer on the opposite side of Route 13. This is critical as utility crossings of Route 13 are strongly discouraged by DelDOT and only approved with special approval by District Public Works. The City will allow the property to continue to operate the existing well until it fails, at that point, they will be required to connect to the City’s water distribution system. The property owner would be responsible for the costs associated with tapping the sanitary sewer and/or water mains, extending services to the property, payment of impact fees, and obtaining permits. Planning Commission Recommendation: Following a public hearing on February 19, 2019, where no members of the public spoke regarding the proposed annexation and rezoning, the Planning Commission voted in favor of the annexation with the proposed C-4 zoning with eight (8) votes in favor and no votes in opposition (one member absent). Summary This application is for the Annexation and Rezoning of the property at 2920 N. DuPont Highway, Dover. It is a parcel of land totaling 0.57 acres +/- (25,000 SF). The owner of record is NewWind Properties 2920 LLC. Tax Parcel: ED-00-057.02-01-08.00-000. Existing Property The property is located on the east side of North DuPont Highway and adjacent to the north side of Maxwell Street. The boundary of the City of Dover is currently across North DuPont Highway. This annexation will include the adjoining right-of-way of North DuPont Highway equal to the property’s frontage width to connect the property to the existing City boundary on the west side of North DuPont Highway. The property includes an existing one story building likely constructed originally as a gasoline service station. The property is currently zoned BG (General Business District) in Kent County. The building most recently was utilized as offices; however, it is currently vacant. A potential new occupant of the building has been working through the site/building renovation process in Kent County to establish a new use of the building as a drive-thru restaurant (Dunkin’ Donuts). There is a designated exit onto Route 13 and entrance/exit to Maxwell Street. There is part of a sidewalk system along the highway frontage. Surrounding Land Uses Immediately surrounding uses on this east side of North DuPont Highway (Route 13) include other commercial businesses such as offices, service establishments, and retail establishments. To the east of the parcels fronting Route 13, is a residential area consisting of single family dwellings and a mobile home/manufactured home park. These properties are in Kent County. On this east side of Route 13, the closest properties within the City limits are as follows: to the

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 3 of 7 south the WAWA at the intersection with Rustic Lane and to the north are the property at 3074 N. DuPont Highway (Annexed in 2018) and the campus of Wilmington University. The west side of Route 13 is within the City of Dover boundaries and includes the Dover Town Center with multiple retailers, the Outback Restaurant, the Bob Evans Restaurant, a hotel, and the Delaware State University Learning & Living Commons facility. Comprehensive Plan In the 2008 Comprehensive Plan (as amended), the Potential Annexation Areas (Map 13 -1) identifies the property in the Category 1: High Priority Annexation Areas. The Growth and Annexation Plan Chapter (Chapter 13) notes that “Lands in this category are primarily enclaves of unincorporated territory mostly surrounded by the City of Dover. In all or most of these cases, the City provides these parcels with one or more essential service (sewer, water, police, fire, trash).” For Category 1: High Priority Annexation Areas, it notes in the Recommendation that “the City will not extend sewer and/or water infrastructure to Category 1 areas unless the property owners annex into the City” with consideration given for issues of health, safety and welfare. The Comprehensive Plan also sets the review criteria for the review of zoning for parcels being proposed for annexation. Chapter 13, pages 170-171 note that the Zoning Review may include: • Proposed zoning be in compliance with the land use category shown on Map 13-2 and used in conjunction with Table 12-1: Land Use and Zoning Matrix; • Character and compatibility of the surrounding land uses and properties; • The street type and capacity serving the property; • Environmental concerns and conditions that may influence land use and zoning; • Market concerns and conditions; • The compatibility with the overall goals of the Comprehensive Plan. Map 13-2: Potential Land Use for Annexation Areas identifies the Land Use for this property to be Commercial. The Land Development Plan Chapter (Chapter 12) makes the following recommendation for Commercial Land Use in this Route 13 area of the City: US Route 13/113 Corridor The US Route 13/113 corridor is dominated by highway commercial development. For the most part, the Comprehensive Land Development Plan proposes to continue US Route 13/113 as the major commercial corridor in Central Delaware. Few vacant developable parcels exist within this area. However, potential exists for the redevelopment of older retail stores and strip shopping centers. The Comprehensive Plan encourages the renovation and adaptive reuse of older structures within the highway corridor as means of restoring property value, preventing blight and demolition by neglect, and enhancing the overall image of the highway environment. In some cases the demolition of older structures may be beneficial, and should be supported, to enable redevelopment to occur within the corridor. As part of the Land Development Plan, Table 12-1: Land Use and Zoning Matrix specifies that the following zones are compatible with this land use classification of Commercial. C-1 (Neighborhood Commercial) C-1A (Limited Commercial)

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 4 of 7 C-2 (Central Commercial) C-2A (Limited Central Commercial) C-3 (Service Commercial) C-4 (Highway Commercial) SC-1 (Shopping Center Commercial) SC-2 (Shopping Center Commercial) SC-3 (Shopping Center Commercial) RC (Recreational and Commercial) RGO (General Residence and Office) CPO (Commercial/Professional Office) IO (Institutional and Office) Request for C-4 (Highway Commercial Zone) The applicant has requested the zoning of C-4 (Highway Commercial Zone). The types of permitted uses in the C-4 (Highway Commercial Zone) are given in Article 3 §16 of the Zoning Ordinance. See the following Code excerpt: Article 3, Section 16. - Highway commercial zone (C-4). 16.1 Uses permitted. In a highway commercial zone (C-4), no building or premises shall be used, and no building or part of a building shall be erected, which is arranged, intended, or designed to be used, in whole or in part, for any purpose, except the following: (a) Retail stores. (b) Business, professional or governmental offices. (c) Restaurants. (d) Personal service establishments. (e) Service establishments. (f) Hotels and motels. (g) Places of public assembly. (h) Bus terminal. (i) Wholesale, storage, warehousing, and distribution establishments. (j) Indoor or outdoor recreation and amusement establishments. (k) Hospitals and medical centers. (l) Drive-throughs. (m) Motor vehicle, boat, or farm equipment sales or service: (1) The minimum lot size for such establishments shall be 20,000 square feet, and the minimum street frontage shall be 150 feet. (2) Entrance and exit driveways shall have an unrestricted width of not less than 16 feet, shall be located not nearer than ten feet from any property line and shall be so laid out as to avoid the necessity of any vehicle leaving the property to back out across any public right -of-way or portion thereof. (3) Vehicle lifts or pits, dismantled and disabled automobiles, and all parts or supplies shall be located within a building enclosed on all sides. (4) All service or repair of motor vehicles, other than such minor servicing as change of tires or sale of gasoline or oil, shall be conducted in a building fully enclosed on all sides. This requirement shall not be construed to mean that the doors to any repair shop must be kept closed at all times. (5) The storage of gasoline or flammable oils in bulk shall be located fully underground in accordance with applicable provisions of the National Fire Protection Association Code. (6) No fuel pumps shall be located nearer than 15 feet to any street line.

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 5 of 7 (7) Fuel pumps shall not be permitted closer than 100 feet from a property line of any school, day care, church, hospital, nursing home, or place of public assembly designed for the simultaneous use and occupancy by more than 100 persons. (n) Manufacturing, assembling, converting, altering, finishing, cleaning, or any other processing of products for sale on or off the premises, provided that not more than 25 persons shall be engaged in such activity; and provided further, that any such use shall be subject to the performance standards procedure as set forth in article 5, section 8. (o) Mini-storage facilities, subject to the following regulations: (1) No unit shall be placed within 30 feet of a residential property line. (2) No outside storage, except for recreational vehicles, boats, or personal automobiles when completely parked in specifically approved locations. Parking for these vehicles shall not count toward the required parking set forth in subsection (e) below. (3) No individual unit may be used for retail, garage sale, or any other commercial activities. (4) No storage of flammable, explosive, corrosive, or other hazardous products may occur in the individual unit. (5) Parking must be provided at a ratio of one space for each 25 rental units, plus a minimum of three spaces for an office. (p) Adult entertainment establishments, subject to the provisions stated in article 5, section 13. 16.2 Conditional uses. The following uses are permitted, conditional upon the approval of the planning commission in accordance with the procedures and subject to the general conditions set forth in article 10, section 1: (a) Apartments and multi-family dwellings. (b) Crematory, subject to the following requirements: (1) The building lot line upon which a crematory is to be established shall be located at least 100 feet from any residential zone. (2) Where adjacent to residential zones, all landscape buffers shall be required. The buffer shall consist of a landscape screen no less than six and one-half feet high. All landscaping shall be properly maintained throughout the life of the use on lot. (3) Loading operations shall be conducted within a completely enclosed building. Location of loading doors shall be at the side or rear of the building. (4) The crematory shall comply with the Delaware Incinerator Regulations. A copy of the approved air pollution permit issued by the State of Delaware Department of Natural Resources and Environmental Control shall accompany the application for a certificate of occupancy. 16.3 Enclosed buildings. All permitted uses and all storage accessory thereto, other than offstreet parking, shall be carried on in buildings fully enclosed on all sides, except for outdoor eating areas associated with restaurants and outdoor sales areas approved by the city planner. 16.4 Performance standards. All uses are subject to performance standards as set forth in article 5, section 8.1. 16.5 Site development plan approval. Site development plan approval in accordance with article 10, section 2 hereof shall be required prior to the issuance of building permits for the erection or enlargement of all structures and prior to the issuance of certificates of occupancy for any change of use. Recommendation of Planning Staff: Staff recommends the annexation of the property at 2920 N. DuPont Highway and its rezoning to C-4 (Highway Commercial Zone) be approved as submitted. The subject property is in the City’s

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 6 of 7 Annexation Plan of the 2008 Comprehensive Plan as Category 1: High Priority Annexation Areas with a Land Use Designation as Commercial. The C-4 zoning is consistent with the development in the area and is consistent with the Land Use Designation of Commercial. Recommendation of Planning Commission The application was represented by Mr. Brock Parker of Parker and Associates, an engineering design firm working with the project developer. Following a public hearing on February 19, 2019, where no members of the public spoke regarding the proposed annexation and rezoning, the Planning Commission voted in favor of the annexation with the proposed R-8 zoning (One Family Residence Zone) with eight (8) votes in favor and no votes in opposition (one member absent). The Development Advisory Committee Report and Comments on the Application were provided to the Planning Commission for consideration. The questions from the Planning Commission focused on the existing well on the property and the potential to connect to City water. See the included Excerpt of the DRAFT Meeting Minutes of the February 19, 2019 Planning Commission meeting. Submission of Plan of Services As required by 22 Delaware Code §101, a Plan of Services has been submitted to the Office of State Planning Coordination. A copy of the Plan of Services form and Attachment List is included. A copy of the full Plan of Services submission with all attachments is on file with the Planning Office. ADVISORY COMMENTS TO THE APPLICANT 1) From the agency comments received, it appears that ability to provide City water or sanitary sewer service to this property may be challenging due to the location of existing City infrastructure in the area. The applicant has been working with the Department of Public Works, other utility providers, DNREC, and DelDOT regarding access to sanitary sewer serv ice. 2) Upon annexation into the City of Dover, the property will be subject to the provisions of the Dover Code of Ordinances. This includes procedures such as review processes for plans and permits for construction activities, the City of Dover Business Licenses, etc. 3) Prior to establishing any use or commencing with any construction on the subject property, including within the existing building, the applicant shall contact the Planning Office so that the appropriate review process can be determined and coordinated with other reviewing entities including the Fire Marshal’s Office, Public Works/Utilities, and the Chief Building Inspector. 4) The applicant shall be aware that approval of any Annexation & Rezoning application does not represent Site Development Plan or Record Plan approval. A separate Site Development Plan must be submitted and approved if development activities are proposed to establish a use on the property. A separate Record Plan must be submitted and approved if changes to existing property lines are proposed.

AX-19-01 Lands of NewWind Properties 2920 LLC at 2920 N. DuPont Highway Planning Commission Recommendation Report of February 19, 2019 Page 7 of 7 5) The applicant shall be aware that approval of any Annexation & Rezoning application does not represent a Building Permit or other construction activity permit approval. A separate application submission showing all improvements is required before issuance of permits by the City of Dover. 6) All businesses operating in the City of Dover are required to obtain a City of Dover Business Licenses from the Licensing and Permitting Division located in City Hall. Certain types of uses also require a Public Occupancy permit. Attachments: • Zoning Map Exhibit AX-19-01 • Map Exhibit of Property • DAC Comments: Electric Department, Department of Public Works, Office of the Fire Marshal, DelDOT, and Kent Conservation District • Excerpt of Draft Minutes from February 19, 2019 Planning Commission Meeting • Municipal Annexation Plan of Services Form with Attachment List

City of Dover Application No.: AX-19-01 Department of Planning & Inspections Dr e ha s ar C Ce d C-4 Site C-2A Bl C-4 vd KW C-4 IO RC C ra wf o rd IO Ca Du r ro po ll A nt ve Hw Ln y Ru stic C-4 Title: Lands of NewWind Properties 2920 LLC Legend Address: 2920 North DuPont Highway Dover Boundary Parcel ID: ED-00-057.02-01-08.00-000 Proposed Zoning: C-4 (Highway Commercial Zone) Zoning Owner: New Wind Properties 2920 LLC Dover Parcels Date: 12/21/2018 Kent County Parcels Subject Property « 0 200 400 800 Feet 2012 Buildings

MASTER LEGEND IRON PIPE FOUND PROPOSED ROAD SIGN EXISTING ROAD SIGN SITE EXISTING INLET DE STATE PLAIN NAD 83 PROPOSED LANDSCAPING W EXISTING WELL PROPOSED LIGHT POLE ELEV=XX' EXISTING SPOT ELEVATION ELEV=XX' PROPOSED SPOT ELEVATION SITE 3 8 PROPOSED STABILIZED N AD SCE CONSTRUCTION ENTRNACE IN LA P E EXISTING PROPERTY LINE AT ST 50 EXISTING CONTOUR EXISTING CURB LINE DE VICINITY MAP SCALE: 1"=1200' EXISTING CURB LINE TO BE REMOVED PROPOSED CURB LINE EXISTING ROAD/PARKING STRIPE EXISTING ROAD/PARKING STRIPE TO BE REMOVED EXISTING HIGHWAY STRIPE W VICINITY MAP SCALE: 1"=400' PROPOSED ROAD/PARKING STRIPE N/F EXISTING ROAD CENTERLINE CARL F. MCNATT D0033/0129 EXISTING BUILDING SETBACK LINE 2-00-05702-01-0900-00001 ZONING:GENERAL > EXISTING CENTER LINE DITCH BUSSINESS GENERAL NOTES x x PROPOSED FENCE LINE 1. THE OWNER OF THE PROPERTY SHOWN HEREON IS: RIGHT OF WAY LINE NEWWIND PROPERTIES 2920 LLC 20.08 PROPOSED WHITE CROSSWALK / EXISTING PRIVATE DRIVEWAY ' 435 S, DUPONT HWY ROAD STRIPING DOVER, DE 19901 PROPOSED DRIVE THRU SIGN EXISTING SIDEWALK S47°09'01"E PROPOSED WALK-IN FREEZER 200.00' TO BE PURCHASED & DEVELOPED BY: EXISTING SIDEWALK TO BE REMOVED PROPOSED DUMPSTER FRANCHISE MANAGEMENT SERVICES INC 15.00' EX. T EX. T EX. T EX. T EX. T EX. T EX. T ENCLOSED ON 4EX. T SIDES EX. T 9919 GOLF COURSE RD R10.00' EX. T ' EX. T .00 PROPOSED SIDEWALK PROPOSED MENU PROPOSED PARKING EX. T R20 EX. T OCEAN CITY, MD 21842 BOARD BUMPER (TYP.) EX. TTO BE ABANDONED EXISTING SEPTIC AREA 15' PARKING SETBACK EX. T EXISTING PROPOSED PAVEMENT TO BE MAXWELL STREET- LOCAL PAVEMENT x SS EX.SS EX.SS EX. T DRIVE R2 2. LOT AREA = 25,000 sf. (0.57 acres) 11.00' REMOVED EX . EX. T 33.25' 5. THRU 40' BSL 20' BSL 00 3. PARCEL ID: 2-00-05702-01-0800-00001 ' EXISTING PAVEMENT EXISTING LUMBER LIQUIDATORS EX. T ONLY 4. NUMBER OF EXISTING PERMANENT MONUMENTS FOUND:1 N42°50'59"E RETAIL CENTER x EX.SS 5. NUMBER OF PERMANENT MONUMENTS TO BE SET:3 EX. T 4' PROPOSED PAVEMENT PROPOSED STREET OVERLAY EX.SS TO BE ADDED 6. SITE SLOPE : 1.34% 25 MPH POSTED SPEED LIMIT 38.69' PROPOSED PAVEMENT 7. PLAT REFERENCE: 2794/0090 125.00' 4' DRIVE THRU x EX R3.00 ' 8. ZONING: BG - GENERAL BUSINESS (KENT COUNTY) .T D MIN. LOT AREA: NO RESTRICTION 20.00' 60' BSL S EX. 8 6 5 3 MAX. LOT AREA: NO RESTRICTION S 7 4 2 1 60' ROW x 12 .00 75' BSL .00 AVERAGE LOT AREA: NOT LISTED ' ' 9.00' R3 MAX. SLOPE FOR PARCEL:15% 13.73' EX. T . 9. EXISTING BUILDING IS NON-CORNFORMING TO BG-GENERAL R3.00' 24 EX. EXISTING BUILDING 29 ' EXISTING WELL x SS TO BE CONVERTED TO BUSINESS ZONING SETBACK REQUIREMENTS. 125.00' W DUNKIN DONUTS ' N/F EX. 1,333 s.f. PROPOSED STRIPING FOR ACCESSIBLE 5.00 10. LOCATED IN KENT COUNTY, DELAWARE ; GROWTH ZONE. LUMBER LIQUIDATORS W R2 N/F FF=43.90 N PARKING SPACE & LOADING ZONE 11. ACREAGE OF PROPERTY WITHIN RT.13 RIGHT OF WAY=.06 AC D.L. SHAHAN LLC VA 9 LOADING WORLD TRANSMISSION T&T PROPERTY D3488/0340 x ZONE 12. ACREAGE OF PROPERTY WITHIN ACTIVE RECREATION S42°50'59"W 2-00-05702-01-0700-00001 MANAGEMENT LLC ZONING: GENERAL PROPOSED PICK UP 10 17.67' D5474/0264 D0392/0264 AREA/OPEN SPACE=0 AC BUSINESS PROPOSED 6' VINYL WINDOW EXISTING STRIPING TO REMAIN 15.90' R3 .07 2-00-05702-01-1000-00001 13. ACREAGE OF PROPERTY WITHIN PASSIVE OPEN SPACE=0 AC FENCE BUFFER x PR ' PROPOSED 2" ZONING: GENERAL 14. ACREAGE OF PROPERTY WITHIN STORM WATER .6'' 11 SAW CUT EXISTING PAVING TO BUSINESS 35.00' R20.00' SS TYPE C, PG 70-22 MANAGEMENT AREA=0 AC 7' CREATE GREEN SPACE AND PAVEMENT 9.0 EXISTING PARKING TO DEPRESSION FOR DRAINAGE OVERLAY 15. PARCEL IS NOT LOCATED WITHIN ANY DELAWARE REGULATED ' x .14 TIDAL WETLANDS BOUNDARIES 20 PR REMAIN, BE RE-STRIPED .6'' PROPOSED GRINDER PUMP SS 20.28' 16. PARCEL IS NOT LOCATED WITHIN ANY DELAWARE WOODLAND R3. STATION; START OF BORE 00' PRESERVATION AREAS. .0 15' PARKING SETBACK 24 9.00' x 0' 17. EXISTING USE: 1 PERMANENT STRUCTURE- RETAIL/OFFICE ~ PR .6'' 0' 1,333 SF 0.0 20.00' SS 0' R5 PROPOSED USED: 1 PERMANENT STRUCTURE-RESTAURANT/ R1 0.0 5 12 13 14 15 16 17 18 19 20 27.2 3.65' x ' PR.12''SD COFFEE SHOP ~ 1,333 SF. PR 18. TOTAL LIMIT OF DISTURBANCE = 4,781 sf ≈.11 ± AC 20.00' .6'' > EX.12''S SS D PR.6''SS PR.6''SS PR.6''SS 19. EXISTING IMPERVIOUS COVERAGE≈65% EX.UGE > PROPOSED IMPERVIOUS COVERAGE≈74% 0 20 30 40 EXISTING SIDEWALK EX.12'' EX.UGE EX.UGE 200.00' EX.UGE EX.UGE EX.UGE EX.UGE EX.UGE EX.UGE EX.UGE EX.UGE EX.UGE SD 20. EXISTING PARKING=18 SPACES 54.69' TO EXISTING ENTRANCE .0 EX.UGE EX.UGE R5 0' > N47°09'01"W > > > > > > > PROPOSED PARKING=16 SPACES EX.1 21. WATER AND SEWER TO BE PROVIDED BY EXISTING ON-SITE ' 2''SD GRAPHIC SCALE 8.06' .00 20' EASEMENT DEDICATED TO THE STATE PR WELL AND SEPTIC. NO PUBLIC UTILITIES AVAILABLE. 1 inch = 20 feet R3 .1 EX. OF DELAWARE FOR PUBLIC USE 4 1/ 22. EXISTING ELEVATIONS ARE BASED ON THE FOLLOWING ' ''F .87 M R47 PROPOSED DATUMMS: 10.86' PROPERTY LINE 23. HORIZONTAL: NAD 83 DELAWARE VERTICAL: NAVD 88 SHEET 1 11. ON 3/15/2018 A VARIANCE WAS GRANTED BY THE KENT ROUTE 13 "NORTH DUPONT HIGHWAY" ANNEX SITE PLAN 10.86' PR COUNTY DEPARTMENT OF PLANNING SERVICES ALLOWING .1 1/ INIT. 4'' FM KC 2 - 45 MPH POSTED SPEED LIMIT FOR A DRIVE THRU LANE TO BE LOCATED WITHIN THE 15' REVISIONS PARKING SETBACK LINE AS SHOWN ON THIS PLAN. 140' ROW ~ PRINCIPAL ARTERIAL 12. ALL FIRE LANES, FIRE HYDRANTS AND FIRE DEPARTMENT 10.93' ANNEXATION SITE PLAN DATE EXISTING KENT COUNTY 24" PR 10.78' .1 4'' DWG. FORCEMAIN AT 5' DEEP FM 1/ 05702 01-0800-00001 FM FM FM FM FM FM FM FM FM FM FM FM FM FM .1 PR FM 4'' 1/ EX. T EX. T EX. T EX. T EX. T EX. T EX. T EX. T EX. T EX. T GRID EX. T EX. T EX. T EX. T > > 2.00 . PR 11 /4 TAX MAP ''F PARCEL M Road Name: Maxwell Street 7/12/2018 PR .1 1/ For: Franchise Management Services 4'' TJS DUNKIN DONUTS ~ MAXWELL ST. FM EXISTING GAS LINE DRAFTSMAN EX.G > EX.G > EX.G > EX.G >EX.G > > EX.G EX.G > DATE Kent County, Delaware > > EX.G EX.G EX.G EX.G EX.G EX.G EX.G EX.G EX.G S2242 - DUNKIN DONUTS MAXWELL EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.W EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EX.10''SS EXISTING WATER LINE TV 1"=20' ENGINEER'S CERTIFICATION DEVELOPERS CERTIFICATION IT IS HEREBY CERTIFIED THAT I AM A REGISTERED ENGINEER IN THE STATE OF IT IS HEREBY CERTIFIED THAT I AM THE OWNER OF THE PROPERTY DESCRIBED DELAWARE, THAT THE INFORMATION SHOWN HEREON HAS BEEN PREPARED UNDER SCALE JOB NO. PERVIOUS AREA = .17 acres +/- AND SHOWN ON THIS PLAN. THE PLAN WAS MADE AT MY DIRECTION, AND THAT I MY SUPERVISION AND TO MY BEST KNOWLEDGE AND BELIEF REPRESENTS GOOD LIMIT OF DISTURBANCE = 4,980 sf ≈.11 +/- ac. ACKNOWLEDGE THE SAME TO BE MY ACT. IT IS MY DESIRE TO HAVE THE PLAN ENGINEERING PRACTICES AS REQUIRED BY THE APPLICABLE LAWS OF THE STATE OF DEVELOPED AS SHOWN AND IN ACCORDANCE WITH ALL APPLICABLE LAWS AND DELAWARE. SURVEYING FORESTRY REGULATIONS. K PARKING SUMMARY AR ER Dec 05, 2018-12:04pm CODE: RESTAURANT ____________________________________________________________ ______________________________________________________________ P 1 SPACE PER EVERY 100 sf MIN. Franchise Management Sevices, Inc. DATE Brock E. Parker P.E., R.L.S. Date SALISBURY, 9919 Golf Course Rd 528 Riverside Drive ESTABLISHED MARYLAND 410-749-1023 PROPOSED: Ocean City, MD 21842 Salisbury, Maryland 21801 1977 DUNKIN DONUTS = 1,333 / 100 ft2 =14 Nick Nistazos 410-258-6993 (410) 749-1023 fax: (410) 749-1012 TOTAL SPACES REQUIRED = 14 SPACES MIN. & email: brock@parkerandassociates.org S TOTAL SPACES PROVIDED = 20 SPACES (1 HANDICAPPED) A E S S T CIVIL OC IA SITE ENGINEERING INC. PLANNING

CITY OF DOVER DEVELOPMENT ADVISORY COMMITTEE APPLICATION REVIEW COMMENTARY STAFF D.A.C. MEETING DATE: JANUARY 30, 2019 APPLICATION: LANDS OF NEW WIND PROPERTIES 2920 LLC AT 2920 N. DUPONT HIGHWAY FILE #: AX-19-01 REVIEWING AGENCY: City of Dover Electric and Public Works Departments CONTACT PERSON: Paul Waddell - Electric Jason A. Lyon, P.E. – Public Works CONTACT PHONE #: Electric - 302-736-7070 Public Works – 302-736-7025 T HE S UBJECT P ROPOSAL HAS BEEN R EVIEWED FOR C ODE C OMPLIANCE , P LAN C ONFORMITY AND C OMPLETENESS IN A CCORDANCE WITH THIS A GENCY ’ S A UTHORITY AND A REA OF E XPERTISE . T HE F OLLOWING I TEMS HAVE BEEN I DENTIFIED AS E LEMENTS W HICH N EED TO BE A DDRESSED BY THE A PPLICANT : CITY AND STATE CODE REQUIREMENTS ELECTRIC / STORMWATER / SANITATION / STREETS / GROUNDS 1. Our office has no objections to the proposed annexation of tax parcel ED-00-057.02-01-08.00-000. WATER / WASTEWATER 1. Our office has no objections to the proposed annexation of tax parcel ED-00-057.02-01-08.00-000. The City of Dover Department of Public Works does not allow dog house manhole connections per our Water / Wastewater Handbook; therefore a drop connection will be required if the lateral is connected to a manhole. If the manhole is five foot (5') diameter, the drop can be inside, if the manhole is four foot (4') diameter, the drop must be outside. If the connection is not to a manhole, it must be connected to the main through a wye connection. RECOMMENDATIONS SUGGESTED AS CONDITIONS OF APPROVAL TO MEET CODE OBJECTIVES ELECTRIC / WATER / WASTEWATER / STORMWATER / SANITATION / STREETS / GROUNDS 1. None ADVISORY COMMENTS TO THE APPLICANT ELECTRIC / WATER / WASTEWATER 1. As per the Petition to Annex and Rezone Property, as heard by the Council Committee of the Whole, January 29, 2019, please find the following: a. 2920 North Dupont Highway is located on the east side of Route 13 and is currently served by City of Dover Electric. It is not served by City of Dover Water or Sanitary Sewer. Currently, the property is served by an on-site well and septic system. Water and Sanitary Sewer are only available on the opposite side of Route 13, this property is situated on the eastern side of the road. Staff has discussed the utility situation with the Applicant. The developer understands that they will have to obtain DelDOT / City of Dover approval to connect the sanitary sewer on the opposite side of Route 13. This is critical as utility crossings of Route 13 are strongly discouraged by DelDOT and only approved with special approval by District Public Works. The City will allow the property to continue to operate the existing well until it fails, at that point, they will be required to connect to the City’s water distribution system. The property owner would be responsible for the costs associated with tapping the sanitary sewer and/or water mains, extending services to the property, payment of impact fees, and obtaining permits. The Developer will need to obtain necessary approvals from DelDOT and DNREC prior to construction. The Office of Drinking Water will

Lands of New Wind Properties 2920 LLC at 2920 North DuPont Highway File #: AX-19-01 January 30, 2019 Page 2 of 2 need to approve the use of the well, and the applicant will need to abide by any Federal, State and Local laws for water quality. SANITATION 1. Every commercial customer shall provide such premises with a sufficient number of solid waste containers to provide adequate capacity for the solid waste placed out for collection without overloading the capacity of the containers. The City of Dover shall provide commercial customers with a maximum of two (2), 90-gallon trash containers and two (2) 90-gallon recycling containers. 2. Any commercial customer requiring more containers, or larger containers, than provided above, must utilize private service. If front loading solid waste removal is required, the customer shall utilize private service. STORMWATER / STREETS / GROUNDS 1. None. I F Y OU H AVE A NY Q UESTIONS OR N EED TO D ISCUSS ANY OF THE A BOVE C OMMENTS , P LEASE C ALL THE A BOVE C ONTACT P ERSON AND THE P LANNING D EPARTMENT AS S OON AS P OSSIBLE .

C F AX-19-01 I I T R CITY OF DOVER Y E DEVELOPMENT ADVISORY COMMITTEE O M F A APPLICATION REVIEW COMMENTARY R D.A.C. MEETING DATE: 01/30/19 D S O H V A APPLICATION: Lands of New Wind Properties 2920 LLC at 2920 N DuPont Hwy E L R FILE #: AX-19-01 REVIEWING AGENCY: City of Dover, Office of the Fire Marshal CONTACT PERSON: Jason Osika, Fire Marshal PHONE #: (302) 736-4457 THE SUBJECT PROPOSAL HAS BEEN REVIEWED FOR CODE COMPLIANCE, PLAN CONFORMITY, AND COMPLETENESS IN ACCORDANCE WITH THIS AGENCY’S AUTHORITY AND AREA OF EXPERTISE. THE FOLLOWING ITEMS HAVE BEEN IDENTIFIED AS ELEMENTS WHICH NEED TO BE ADDRESS BY THE APPLICANT: CITY AND STATE CODE REQUIREMENTS: 1. This is an annexation and rezoning request. This office has no objections to the annexation and rezoning. The current building is vacant and would need to be registered as such with the City of Dover Code Enforcement Office. Building permits/plans submission to the Chief Building Inspector would be required. ADDITIONAL / SPECIFIC REQUIREMENTS AFTER ANNEXATION AND REZONING: The following comments are being provided in reference to the proposed restaurant: 1. Proposed building is restaurant. 2. Building Access shall be no further than 50 feet from a primary entrance Where buildings are provided with an automatic sprinkler system installed in accordance with NFPA 13, access shall be no further than 100 feet from the primary entrance. (2015 Delaware State Fire Prevention Regulations, 705, Chapter 5, 3) 3. Parking shall be prohibited in front of the primary entrance for a width of not less than 1.5 times the width of the door(s) or for 10 feet, whichever is greater. (2015 Delaware State Fire Prevention Regulations, 705, Chapter 5, 6.3.2) 4. Perimeter access shall be TBD (additional information needed, type of occupancy) and clearly shown on the plans. Perimeter Access minimum width shall be 15 feet measured from the face of the building at grade with a maximum slope of ten percent (10%). Plantings and utility services (includes condenser units, transformers, etc.) shall be permitted within the perimeter access, and shall not interfere with emergency services fire ground operations. If a physical barrier (fence, pond, steep slope, etc) prevents access, that portion of the building perimeter shall not be included in the calculation of Percent of Perimeter Access. (2015 Delaware State Fire Prevention Regulations, 705, Chapter 5, 3)

5. Speed Reduction Devices must be approved, please see City of Dover Ordinance Chapter 98-10 in reference to this process. 6. Fire Alarm System required per occupancy code requirements (additional information needed (occupant load) to determine if this is required). Fire alarm in place of assembly. Fire alarm required. Any new occupancy or new portion of an occupancy determined to be a place of assembly by the fire marshal, and is capable of receiving an occupant load of 75 persons or greater, shall be required to install a fire alarm in accordance with NFPA codes governing the installation of fire alarms and the National Electrical Code. Fire alarm system required. Any existing occupancy or portion of an existing occupancy determined to be a place of assembly by the fire marshal, and is undergoing renovations in excess of 50 percent of the assessed value of the building and is capable of receiving an occupant load 75 persons or greater or is being enlarged to receive an occupant load of 75 persons or greater, shall be required to install a complete fire alarm system in accordance with NFPA codes governing the installation of fire alarms and the National Electrical Code. Public mode audible requirements. To ensure that audible public mode signals are clearly heard by occupants of a structure, they shall have a sound level at least 15 decibels (dB) above the average ambient sound level or five decibels (dB) above the maximum sound level having a duration of at least 60 seconds, whichever is greater, measured five feet (1.5m) above the floor in the area required to be served by the system using the A-weighted scale dBA. In the event the stated requirement cannot be met a shunt trip relay/switches shall be the approved method of meeting the intent of this section of the Code. (City Code of Ordinances 46-171) 7. Sprinkler system required (additional information needed to determine if this is required). System is to be monitored by an approved Fire Alarm System. This chapter shall apply to all buildings, structures, marine vessels, premises, and conditions which are modified by more than 50% after the effective date of these Regulations. The 50% figure shall be calculated utilizing the gross square footage of the building, structure, marine vessel, premises and conditions as to arrive at the correct application. Any proposal that is presented to the Office of the State Fire Marshal for review and approval for a building rehabilitation as defined in the 101 Life Safety Code, for less than 50% of the gross square footage of a non-sprinklered building, may not have another such project for the same building submitted for review and approval any sooner than three (3) years after the date of the final inspection unless sprinkler projection is provided throughout the entire building. In all buildings exceeding 10,000 square feet of aggregate, gross floor area. In all buildings in excess of 40 feet in height or more than four (4) stories in height. In all buildings or areas thereof used for the storage, fabricating, assembling, manufacturing, processing, display or sale of combustible goods, wares, merchandise, products, or materials when more than two (2) stories or 25 feet in height. In all basement areas exceeding 2,500 square feet floor area. In residential occupancies when of: Type V (0,0,0) or Type III (2,0,0) construction and exceeding two (2) stories or 25 feet in height. Type V (1,1,1) and Type III (2,1,1) or Type IV (2,H,H) construction exceeding three (3) stories or 3In all residential apartment buildings storage areas except individual unit closets that are located within individual residential living units. In all buildings used as health care occupancies as defined in the Life Safety Code, NFPA 101, as adopted and/or modified by these Regulations. In all buildings or areas classified as "high

hazard" under the Life Safety Code, NFPA 101, or "extra hazard" under the Standard for the Installation of Sprinkler Systems, NFPA 13, as adopted and/or modified by these Regulations. All buildings used as dormitories, in whole or in part, to house students at a public or private school or public or private institution of higher education. (16 Del.C. Ch. 88) This applies to all such dormitories regardless if new or existing. (2015 State of Delaware fire Prevention Regulations, 702, Chapter 4) Places of assembly shall be sprinklered throughout in accordance with the most recently adopted edition of NFPA 13 when the following apply: All new indoor places of assembly with an occupant load of 150 persons or greater. Any interior renovations of 50 percent or more to an existing place of assembly with an occupant load greater than 150 persons. Any additions or increase in interior size to an existing place of assembly that would create an occupant load of 150 persons or greater. Places of assembly where alcohol is served for consumption on the premises shall be sprinklered throughout in accordance with the most recently adopted edition of NFPA 13 when the following apply: All new indoor places of assembly with an occupant load of 100 persons or greater and where alcohol will be served for consumption on the premises. Any interior renovation of 50 percent or more to an existing place of assembly with an occupant load greater than 100 persons and where alcohol will be served for consumption on the premises. Any additions or increase in interior size to an existing place of assembly which would create an occupant load of 100 persons or greater and where alcohol will be served for consumption on the premises. New educational occupancies of 5,000 square feet or greater shall be sprinklered throughout in accordance with the most recently adopted edition of NFPA 13. (City of Dover Code of Ordinances 46-162) 8. Fire Department Connection is to be a 5-inch stortz connection on a 30 degree elbow located within 50 feet of main entrance. Access to the Fire Department Connection must be clear unobstructed access as defined by the AHJ. 9. Parking and/or obstructions shall be prohibited in front of fire department connections for a distance measuring from the center line and extending four feet on both sides. (2015 Delaware State Fire Prevention Regulations, 705, Chapter 5, 6.3.4) 10. Fire Department Connection to be located within 300 feet of fire hydrant, measured as hose would come off the fire equipment. 11. The installation of natural gas and LP gas meters, regulators, valves, and LP gas bottles shall be protected from impact damage by impact protection. Natural gas and LP gas meters, regulators, and valves located inside structures shall have impact protection, except when located in separate protected utility rooms. Dimensions of bollards. Bollards shall be a minimum of six-inch diameter filled with concrete. The bollard shall be set into the ground at a depth of at least 36 inches (three ft.) embedded in

concrete at a minimum of 18 inches surrounding the bollard. The bollards must be a least 48 inches (four ft.) in height above the finish grade elevation. Any deviation of the stated requirements must be approved by the fire marshal and/or chief building inspector. The above dimensions shall serve as the requirement for installation; however, the fire marshal and/or chief building inspector shall have the authority to require more stringent dimensions to fit the needs of devices warranting impact protection. Color of bollards. Bollards should be of the following colors; yellow, amber or orange. All colors shall be of fluorescent or have a reflective coating. Any deviation of the stated requirements must be approved by the fire marshal and/chief building inspector. (City of Dover Code of Ordinances, 46-4) 12. Every house, building or structure used or intended for use as living quarters or as a place for conducting business, and having any wall facing or abutting any public or private street or alley, shall have displayed on that wall, in legible, easily read characters which are of contrasting color to the background, the proper street number for such house, building, or structure in accordance with the following: One-family and two-family residential structures, height, the number shall measure a minimum of four inches in height, location, the number shall be placed on the house above or to the left or right of the front entrance, color, the number shall be contrasting to the background color, Arabic numerals, all numbers shall be Arabic numerals. Multiple-family dwellings, measurements, the number shall measure a minimum of six inches when identifying individual apartments with exterior doors, and 12 inches when identifying buildings with apartment complexes where there are two or more buildings not assigned street addresses. Individual buildings with street addresses shall have numbers measuring six inches, location, numbers shall be placed either in the center of the building or on the street end of the building so as to be visible from either the public or private street or from the parking lot, color, numbers shall be contrasting to the background color, Arabic numerals, all numbers used shall be Arabic numerals. Commercial, industrial and office buildings, height, the numbers shall measure a minimum of 12 inches in height, location generally, numbers shall be placed either in the center of the building or on the street end of the building so as to be visible from either the public or private street or from the parking lot, property line or driveway, should the building be located far enough from a public or private road so that the numbers are not clearly visible from the street, then the street address shall also be posted on the property at or near the property line or driveway to said building, color; each building, numbers shall be contrasting to the background color and shall be placed on each building in the complex, Arabic numerals, all numbers used shall be Arabic numerals, Shopping centers. Shopping centers consisting of two or more stores shall have a tenant or suite number affixed to the front of the tenant space and on the outside of the rear door which corresponds with that tenant space. Numbers shall measure six inches in height. (City of Dover Code of Ordinances, 98-344)

13. (Only required if a fire alarm system is required) A lock box (Knox) containing any and all means necessary for fire department access shall be provided at the following occupancies: any occupancy that contains a fire alarm signaling system that is monitored off-site, or any occupancy that contains an automatic sprinkler system. (2015 Delaware State Fire Prevention Regulations 705, Chapter 5, 2.4) Secured key systems. When required; exemption. A secured key system shall be required for any new or existing building where a fire alarm or sprinkler system is being installed. It shall be the responsibility of the owner or occupant to keep a set of keys in the secured key box that are current to the locks of the protected occupancy. Buildings with 24-hour staffing or guard service shall be exempt from this subsection. Location. The secured key system shall be located as close to the main entrance as possible. Should the building design not allow the secured key system to be located by the main entrance, the fire marshal and fire chief shall come to an agreement as to an alternate location for the key box. A secured key system, once installed, shall not be obstructed from view or obstructed by any means that would delay the fire department access to the box. Required keys. Keys to be secured in the key box shall include keys to all points of ingress or egress, whether on the interior or exterior of the building, and keys to locked mechanical rooms, electrical rooms, elevator rooms, fire alarm and sprinkler controls and any area protected by automatic fire detection. Keys to individual residential apartment units are not required. Ordering responsibility. It shall be the responsibility of the general contractor to order the key box for new buildings. It shall be the responsibility of the owner or tenant to order the key box for existing buildings. Installation before testing. No acceptance test for sprinklers or fire alarms shall be conducted before the installation of a key box. (City Code of Ordinances 46-127) Knox Box to be mounted 6 feet above ground level. 14. All required means of egress shall have an exit discharge consisting of a non-slip surface, and leading to and terminating at a public way. 15. Project to be completed per approved Site Plan. 16. Full building and fire plan review is required. 17. Separate building permits/plans submission will be required for each building and/or tenant fit out. If the permit submission is for a “shell” a Certificate of Occupancy will not be issued. Separate plans and permits submissions will be required for each “tenant fit out” at which time a Certificate of Occupancy will be issued upon compliance/completion of each “tenant fit out”. Each “shell” will require a fire permit for sprinkler and fire alarm if applicable. Those systems (for the “shell”) must be accepted into service prior to any “tenant fit out” fire permits being issued. 18. Construction or renovations cannot be started until building plans are approved. 19. Fire alarm systems, fire suppression systems, hoods, and hood suppression systems require a fire permit from the Fire marshal’s Office. This work cannot be started until the permit is approved.

20. Building cannot be occupied by the public until a Certificate of Occupancy is obtained. APPLICABLE CODES LISTED BELOW (NOT LIMITED TO): 2015 NFPA 1 Fire Code (NFPA; National Fire Protection Association) 2015 NFPA 101 Life Safety Code (NFPA; National Fire Protection Association) 2013 NFPA 72 National Fire Alarm and Signaling Code (NFPA; National Fire Protection Association) 2013 NFPA 13 Installation of Sprinkler Systems (NFPA; National Fire Protection Association) 2009 IBC (International Building Code) Latest editions of all other NFPA Codes as defined by the Delaware State Fire Prevention Regulations 2015 Delaware State Fire Prevention Regulations City of Dover Code of Ordinances *If you have any questions or need to discuss any of the above comments, please call the above contact person listed.

CITY OF DOVER D E DEVELOPMENT ADVISORY COMMITTEE L APPLICATION REVIEW COMMENTARY D O D.A.C. MEETING DATE: January 30, 2019 T =============================================================== APPLICATION: Lands of New Wind Properties 2920 LLC FILE#: AX-19-01 REVIEWING AGENCY: DelDOT CONTACT PERSON: Joshua Schwartz PHONE#: 302-760-2768 =============================================================== THE SUBJECT PROPOSAL HAS BEEN REVIEWED FOR CODE COMPLIANCE, PLAN CONFORMITY AND COMPLETENESS IN ACCORDANCE WITH THIS AGENCY'S AUTHORITY AND AREA OF EXPERTISE. THE FOLLOWING ITEMS HAVE BEEN IDENTIFIED AS ELEMENTS WHICH NEED TO BE ADDRESSED BY THE APPLICANT: CITY & STATE CODE REQUIREMENTS: RECOMMENDATIONS SUGGESTED AS CONDITIONS OF APPROVAL TO MEET CODE OBJECTIVES: ADVISORY COMMENTS TO THE APPLICANT: 1. No Objection to the annexation and rezoning. Property Inbound access shall be from Maxwell Street 2. The plan is currently being reviewed by DelDOT.

CITY OF DOVER DEVELOPMENT ADVISORY COMMITTEE APPLICATION REVIEW COMMENTARY January 2018 APPLICATION: Lands of New Wind Properties FILE #: AX-19-01 REVIEWING AGENCY: Kent Conservation District CONTACT PERSON: Jessica L. Verchick, EIT PHONE #: 741-2600 ext.3 THE SUBJECT PROPOSAL HAS BEEN REVIEWED FOR CODE COMPLIANCE, PLAN CONFORMITY AND COMPLETENESS IN ACCORDANCE WITH THIS AGENCY’S AUTHORITY AND AREA OF EXPERTISE. THE FOLLOWING ITEMS HAVE BEEN IDENTIFIED AS ELEMENTS WHICH NEED TO BE ADDRESSED BY THE APPLICANT: Source: 2019 Delaware Sediment and Stormwater Regulations CITY AND STATE CODE REQUIREMENTS: 1. Kent Conservation District has no objection to the annexation of the above referenced site. ADVISORY COMMENTS TO THE APPLICANT: 1. If at any time expansion or earth disturbing activity (clearing, grubbing tree clearing etc.) takes place and exceeds 5000 square feet; a detailed Sediment and Stormwater Management Plan must be submitted and approved to the Kent Conversation District.

CITY OF DOVER PLANNING COMMISSION February 19, 2019 Excerpt from Meeting Minutes – Draft The Regular Meeting of the City of Dover Planning Commission was held on Tuesday, February 19, 2019 at 7:00 PM in the City Hall Council Chambers with Chairman Mr. Tolbert presiding. Members present were Mr. Adams, Mr. Roach, Ms. Edwards, Mr. Holt, Mr. Baldwin, Dr. Jones, Ms. Maucher and Mr. Tolbert. Mrs. Welsh was absent. Staff members present were Mr. Dave Hugg, Mrs. Dawn Melson-Williams, Mr. Jason Lyon, Mr. Julian Swierczek, Mr. Eddie Diaz and Mrs. Kristen Mullaney. AX-19-01 Lands of New Wind Properties 2920 LLC at 2920 N. DuPont Highway – Public Hearing and Review for Recommendation to City Council of an Annexation Request and Rezoning Request for a parcel of land totaling 0.57 acres +/- (25,000 SF) located at 2920 North DuPont Highway, Dover. The property is currently zoned BG (General Business Zone) in Kent County. The proposed zoning is C-4 (Highway Commercial Zone). The property is located on the east side of North DuPont Highway and adjacent to the north side of Maxwell Street. The annexation category according to Dover’s 2008 Comprehensive Plan is Category 1: High Priority Annexation Areas and the land use designation is Commercial. The owner of New Wind Properties 2920 LLC. Property Address: 2920 N. DuPont Highway. Tax Parcel: ED-00-057.02- 01-08.00-000. Proposed Council District 3. Ordinance #2019-01. The First Reading of this Annexation Request was completed on January 14, 2019. Final Reading/Public Hearing is scheduled before City Council for March 11, 2019. Representatives: Mr. Brock Parker, Parker and Associates Mrs. Melson-Williams stated that this is a request for Annexation. The applicants are the owner of record which is New Wind Properties 2920 LLC and also Franchise Management Services Inc. who is the potential redeveloper of the site. The property is 0.57 acres and located on the east side of North DuPont Highway and is adjacent to Maxwell Street. This is the area of the City that is up across from what was the old Dover Sheraton, the North Dover Lowes, north of Wawa and near the Dover Towne Center project that has the Outback Steakhouse Restaurant in the front. Currently, the property in the County is zoned BG (General Business Zone). They are requesting annexation into the City with a proposed zoning classification of C-4 (Highway Commercial Zone). With any Annexation, we have to look to the City’s Comprehensive Plan and in there we find that this area is designated as Category 1: High Priority for Annexation and has a land use designation of Commercial. On the property, there is currently a vacant commercial building and the potential development has been working through some of the review process with Kent County to redevelop that building into a restaurant with drive-through for that site. Tonight, the Planning Commission will be making a recommendation on the Annexation and a recommendation in regards to the zoning of the property. In doing so, our Comprehensive Plan calls for our zoning to be in compliance with the land use category that is outlined in the Excerpt of Planning Commission Meeting of February 19, 2019 Page 1 of 3

Comprehensive Plan. With a land use category of Commercial, the proposed zoning of C-4 (Highway Commercial Zone) does comply with that. Also, to be considered should be the character and compatibility of the surrounding land uses, the adjacent street types and the general environment that the property is located in. The DAC Report does include a listing of the types of uses that are allowed in the C-4 (Highway Commercial Zone). It allows for a variety of retail, office, restaurants and service type of establishments. It also allows for hotels, places of public assembly, some other service needs and some manufacturing type activities. There are also a number of conditional uses that could be reviewed in the C-4 (Highway Commercial Zone). It is the recommendation of Planning Staff that the Annexation occur and that the zoning of the property be C-4 (Highway Commercial Zone). Staff finds that the subject property is within the City’s Annexation Plan as a High Priority Annexation Area and that the C-4 (Highway Commercial Zone) zoning is consistent with the development along the highway corridor and is also consistent with the land use category of Commercial. In the DAC Report, a number of the participating agencies have provided comments. Basically, they have no objections to the Annexation of the parcel. They do provide a series of Advisory Comments related to redevelopment of the site. Specifically, the Public Works Office has noted that water and sanitary sewer is located on the west side of North DuPont Highway and the applicant is pursuing the ability to connect to City sewer through that office. The property already is served by City of Dover Electric. Likewise, the Fire Marshal’s Office has provided some advisory information related to fire protection needs of the site and the building should it become part of the City of Dover. DelDOT and the Kent Conservation District likewise have no objection to Annexation. Mr. Parker stated that they are the Civil Engineers and Surveyors representing the developers of the property. They take no exception to any of the comments in the Staff Report. The Advisory Comments are all things that we know and things that we are prepared to overcome. As you know, the property has been through the County portion of the planning process. It was at the conclusion of that planning process that they went in to get their septic system replaced. Once they started throwing in all of their arcs from all of their adjacent wells and septics, it just got too small for their feasible use for a Dunkin Donuts Store. They approached Dover and they said that there is sewer on the other side; so, their current plan is to tie that building into the sewer that is on the other side of the highway through a small lift station force main. Mr. Diaz (Mr. Jason Lyon) and his group have been very accommodating and helpful to them in trying to get that plan work together. They have met with DelDOT and they seem agreeable to letting them get across their road. The proposed zoning that is suggested by the City does fit their needs and their ultimate use. They take no exception to any of the comments in the DAC Report. Mr. Tolbert questioned if they will continue to work cooperatively with Planning Staff regarding this application? Responding to Mr. Tolbert, Mr. Parker stated yes. Mr. Tolbert opened a public hearing and after seeing no one wishing to speak, closed the public hearing. Ms. Maucher questioned if they were planning to connect to City water immediately or wait until the well fails? Responding to Ms. Maucher, Mr. Parker stated that they are going to wait until the well fails. DNREC is now reviewing the existing well to make sure that it’s sufficient for their Excerpt of Planning Commission Meeting of February 19, 2019 Page 2 of 3

use. Mr. Holt moved to recommend approval to City Council for application AX-19-01 to C-4 (Highway Commercial Zone). Ms. Edwards questioned if the motion should also include the Annexation of the property? Responding to Ms. Edwards, Mr. Tolbert stated absolutely. Mr. Holt moved to recommend approval to City Council for application AX-19-01 for annexation of the property and for the zoning of C-4 (Highway Commercial Zone), seconded by Dr. Jones and the motion was carried 8-0 by roll call vote. Mr. Holt voting yes; he thinks that it’s a good extension on the City Plan and should be a good fit for Dover. Mr. Baldwin voting yes. Dr. Jones voting yes. Ms. Maucher voting yes; based on Staff recommendations. Mr. Adams voting yes. Mr. Roach voting yes; you can never have too many Dunkin Donuts. Ms. Edwards voting yes. Mr. Tolbert voting yes; there are no problems with this application. Excerpt of Planning Commission Meeting of February 19, 2019 Page 3 of 3

Municipal Annexation Plan of Services Pursuant to Title 22, Delaware Code, §101, any city or town proposing to extend its boundaries, irrespective of any municipal charter provisions, whether such extension is proposed by action of the General Assembly or pursuant to the provisions of a home rule charter, must submit a Plan of Services to the Office of State Planning Coordination. The Plan of Services must be received by our office for review and acceptance at least 20 working days prior to the final discretionary action taken by the municipal legislative body. Please review your charter to identify the final discretionary action for your particular jurisdiction. For example, in some municipalities, the act of voting to hold a special election obligates the jurisdiction to annex the property in advance, pending the outcome of the election. For your information, provisions of the Delaware Code applicable to annexations are attached at the end of the Plan of Services. ● If you complete the form electronically, the template will expand as you type. You must also send a signed original form through the regular mail. To submit attachments electronically, place your cursor in the area indicated at the end of the document and use the Insert function on your toolbar. ● A completed Plan of Services demonstrates the ability of your municipality to provide utilities and public services to the area proposed for annexation. We welcome the inclusion of supplemental materials that illustrate the character of the site, any proposed development, and the impact the proposed annexation will have on your community. ● The form and all attachments must be fully completed at the time of submission. The Plan of Services will not be reviewed unless all attachments have been provided. You can use the list below to be sure all attachments have been included with the Plan of Services. Attachment Checklist Locator map attached Annexation map from comprehensive plan attached Water facilities plan attached on file with OSPC Water provider letter attached not applicable Wastewater facilities plan attached on file with OSPC Wastewater provider letter attached not applicable Electric provider letter attached not applicable Police, Fire, EMS letters attached Current municipal budget attached on file with OSPC Current municipal audit attached on file with OSPC Annexation agreements attached not applicable Planning or Annexation Committee report attached Signatures of Mayor and Town Engineer attached NOTES: )RUWKH:DWHUIDFLOLWLHVSODQDQGWKH:DVWHZDWHUIDFLOLWLHVSODQWKH&LW\RI'RYHU'HSDUWPHQWRI 3XEOLF:RUNVFDQPDNHDYDLODEOHIRUYLHZLQJWKH:DWHU0DVWHU3ODQDQGWKH:DVWHZDWHU 0DVWHU3ODQ7KHVHGRFXPHQWVDUHXQDYDLODEOHLQDQHOHFWURQLFIRUPDWWRHPDLO&RQWDFWWKH 'HSDUWPHQWDWIRU-DVRQ/\RQ:DWHU:DVWHZDWHU0DQDJHU 1

MUNICIPAL ANNEXATION PLAN OF SERVICES 1. Property Information 1.1 Property name/description: Lands of New Wind Properties 2920 LLC (AX-19-01) 1.2 Tax parcel identification number(s): ED-00-57.02-01-08.00-000 1.3 Address: 2920 North DuPont Highway City : Dover State: DE Zip code: 19901 1.4 Total acreage: 0.57 acres 1.5 Locator map which clearly shows the parcel(s) and demonstrates contiguity attached. 1.6 Annexation map from the certified municipal comprehensive plan which clearly indicates the location of the parcel(s) attached. 1.7 Name of petitioner for annexation: New Wind Properties 2920 LLC Address: 435 S. DuPont Highway City : Dover State: DE Zip code: 19901 1.8 Municipality name: Dover Contact person: Dawn Melson-Williams Address: P.O. Box 475 City : Dover State: DE Zip code: 19903 Phone: 736-7196 E-Mail: dmelson@dover.de.us $OVR&RQWDFW'DYLG6+XJJ,,,'LUHFWRURI3ODQQLQJ ,QVSHFWLRQVGKXJJ#GRYHUGHXV 2. Planning Information 2.1 Is the property developed? Yes No 5HXVHRUUHGHYHORSPHQWRIWKHH[LVWLQJEXLOGLQJPD\RFFXU 2.2 How is the property identified in the certified municipal annexation plan? Annexation area Short-term annexation area Long-term annexation area Other (define): Category 1: High Priority Annexation Area 2.3 What is the land-use designation in the certified municipal annexation plan? Commerical 2.4 Current use: Commercial (Vacant Building) Current county zoning: BG (General Business) 2.5 Proposed use: Restaurant w/drive-thru Proposed municipal zoning: C-4 +LJKZD\&RPPHUFLDO=RQH 2.6 Proposed density: N/A Maximum allowable density: FAR 4.0 2.7 EDUs within current municipal boundaries: Vacant acreage within current municipal boundaries: 2.8 Utility/Service: Provider: Water Existing on-site well; future by City of Dover Wastewater transmission potential City of Dover Wastewater treatment Kent County Electricity City of Dover (current customer) Police City of Dover Fire Dover Fire Department EMS Kent County Road maintenance and repair State of Delaware/DelDOT Other: 7KHZDWHUDQGVDQLWDU\VHZHULVDYDLODEOHRQWKHZHVWVLGHRI5RXWHZKLFKZRXOGUHTXLUHDXWLOLW\FURVVLQJRI5RXWH W\SLFDOO\ GLVFRXUDJHGE\'HO'27 7KHGHYHORSHULVSXUVXLQJWKHVDQLWDU\VHZHUFRQQHFWLRQWRWKH&LW\DQGLVLQGLVFXVVLRQZLWKWKH 'HSDUWPHQWRI3XEOLF:RUNVDQG'HO'27IRUGHVLJQRIWKLVVHUYLFHFRQQHFWLRQWRUHSODFHWKHH[LVWLQJRQVLWHVHSWLFV\VWHP 2

3. Abbreviated Plan of Services Indicate if any of the following conditions apply to the proposed annexation area and proceed to Section 9. If none apply, proceed to Section 4. The property is an enclave1 of five (5) acres or less. The property is ten (10) acres or less and more than 50% is within municipal boundaries. The property has been subdivided and fully developed and utilities and services are currently provided by the municipality. The property has been subdivided and fully developed and utilities/services are provided by the municipality or another public utility. The public utility must supply a letter of concurrence describing their ability to provide necessary services to the proposed annexation area. 4. Water System 4.1 Check here if the municipality will provide water to the proposed annexation area, attach relevant sections of the most recent water facilities plan and complete Items 4.2 through 4.7. If not, proceed to Item 4.8. 'HYHORSHUKRSHVWRXVHH[LVWLQJRQVLWHZHOO&LW\LVDIXWXUHSRWHQWLDOVHUYLFHSURYLGHULIZHOOIDLOV 4.2 Current municipal system capacity (maximum gpd without capital expenditure): 10,500,000gpd 4.3 Average municipal water usage (gpd): 4,819,100 gpd 4.4 DNREC permit #: 87-00180RAM3, 87-0018brm1, 92-00021 0 DNREC permit allocation (gpd): JSG 4.5 Estimated future water demand (gpd) within current municipal boundaries based on approved EDUs and full build-out of vacant acreage under current zoning: 3,125,000 gpd 4.6 Estimated future water demand for the proposed annexation area (gpd) based on EDUs for proposed density or maximum allowable density under the proposed zoning: unknown 4.7 If the current infrastructure cannot meet the estimated demand of the proposed annexation area, indicate how this will be addressed: Developer is responsible for all costs associated with extending DQGSURYLGLQJ 4.8 If the municipality does not provide water, attach statement(s) from the water provider indicating VHUYLFHV their ability to serve the proposed annexation area and briefly describing system capacity and capital improvements needed to support either the proposed density or maximum allowable density under the proposed zoning. The provider should detail specific phasing plans or other special arrangements needed to supply service to the annexation area. letter attached 5. Wastewater System 5.1 Check here if the proposed annexation area will be served by a public wastewater system and complete Items 5.2 through 5.8. If not, complete Items 5.8 and 5.9. 6HHQRWHRQSDJH&LW\LVSRWHQWLDOSURYLGHU 5.2 Check here if the municipality will transmit and treat wastewater from the proposed annexation area, attach relevant sections of the wastewater facilities plan, and complete Items 5.3 through 5.8. Check here if the municipality will transmit wastewater to another treatment operator and proceed to Item 5.9. &LW\WUDQVPLWVWR.HQW&RXQW\IRUWUHDWPHQW Check here if wastewater will be transmitted and treated by another treatment operator and proceed to Item 5.9. 5.3 Current municipal treatment capacity (daily maximum gpd without capital expenditure): 5.4 Current municipal average wastewater flow (gpd): 5.5 DNREC permitted discharge (gpd): 5.6 Estimated future wastewater demand (gpd) within current municipal boundaries based on approved EDUs and full build-out of vacant acreage under current zoning: 3

5.7 Estimated future wastewater demand for proposed annexation area (gpd) based on EDUs under the proposed density or maximum allowable density under the proposed zoning: unknown 5.8 Describe any municipal or developer funded infrastructure improvements necessary to transmit and/or treat waste from the proposed annexation area. 5.9 If the municipality does not provide wastewater transmission and/or treatment, attach statement(s) from the wastewater service provider and/or treatment operator indicating their ability to serve the proposed annexation area and briefly describing system capacity and capital improvements needed to support either the proposed density or maximum allowable density under the proposed zoning. The provider should detail specific phasing plans or other special arrangements needed to supply service to the annexation area. letter attached 6. Electricity 6.1 Check here if the municipality will provide electric service to the proposed annexation area and complete Items 6.2 and 6.3. If not, proceed to Item 6.4. 3URSHUW\LVFXUUHQW&LW\(OHFWULFFXVWRPHU 6.2 Date of the most recent municipal electrical facilities plan: unknown 6.3 Describe electrical upgrades underway or planned within the next 5 years for the proposed annexation area: City-wide system upgrades explained in the Budget documents. 6.4 If electrical service is to be provided by another jurisdiction or a public utility regulated by the Delaware Public Service Commission, attach a statement from the provider indicating their ability to serve the proposed annexation area and briefly describing phasing plans or special arrangements needed to support either the proposed density or maximum allowable density under the proposed zoning. letter attached 7. Public Safety 7.1 Public safety and other non-municipal authorities are obligated to serve their territories and are to be notified of proposed annexations. Attach copies of notification letters and any responses to and from non-municipal police, fire, EMS, county or other authorities having jurisdiction in the proposed annexation area. letters attached 8. Fiscal Information 8.1 Attach a copy of the municipality’s current fiscal year budget. /LQNWR)<%XGJHWSURYLGHG budget attached budget on file with Office of State Planning Coordination budget not available; the fiscal management practices of the municipality are described as follows : /LQNWR&RPSUHKHQVLYH$QQXDO)LQDQFLDO5HSRUWIRU\HDUHQGLQJ 8.2 Attach a copy of the most recent audit prepared for the municipality. ,QFOXGHVDXGLWLQIRUPDWLRQ audit attached audit on file with Office of State Planning Coordination audit not available 8.3 If applicable, attach copies of any annexation agreement(s) with owners, potential buyers or developers, and/or service providers pertaining to the proposed annexation area. agreement(s) attached not applicable 8.4 If applicable, use the following table to indicate the source of funds to construct infrastructure necessary to develop the annexation area to either the proposed density or maximum allowable density under the proposed zoning. not applicable 4

Impact Fees or Capital Other Municipal Annexation Fees from Infrastructure Improvements D Funds 181 Developer or Public Utility - Water system ~ r6d Wastewater transmission ~~ ru Wastewater treatment il _J Electrical system - 2SI Public streets D ~ 8.5 If applicable, use the following table to Indicate the source of funds to maintain the annexation area when cQtoped to either the proposed density or maximum allowable density under the proposed zoning. D not applicable Homeowner Public Utility Operating or Fees or Other Municipal and Condominium Enterprise Funds Maintenance Costs Association Funds 2 Waters stem Wastewater transmission Wastewater treatment Electrical s stem Public streets 9. Certifications The undersigned certify that the information provided in this Plan of Services is complete and accurate to the r xtent practicable and that all letters required from service and utility providers are attached. ~~r~-- di/1 \; 1 11 JL' / Place your cursor below this line and use the Insert function on your tool bar to attach documents electronically. 5

Municipal Annexation Plan of Services Summary of Attachments City of Dover, DE Annexation of 2920 N. DuPont Highway, Dover DE Attachments: • Location map: Zoning Map Exhibit AX-19-01 • Annexation map from Comprehensive Plan: o Map 13-1 Potential Annexation Areas o Map 13-2 Potential Land Use for Annexation Areas • Wastewater provider letter: o Letter to Kent County Department of Public Works o Letter from Kent County Department of Public Works of February 27, 2019 • Email regarding Electric Service • Police, Fire, and EMS Letters: o Email Set Requesting Information o Letter to Dover Police Department and Email Response o Letter to Dover Fire Department o Letter to Kent County Emergency Medical Services • Report to Utility Committee on AX-19-01 Lands of New Wind Properties 2920 LLC at 2920 N. DuPont Highway • Development Advisory Committee (DAC) Report on AX-19-01 Lands of New Wind Properties 2920 LLC at 2920 N. DuPont Highway forwarded to Planning Commission for meeting of February 19, 2019 Other Reference Links: • City of Dover FY2018-2019 Budget https://www.cityofdover.com/public-documents • City of Dover Comprehensive Annual Financial Report (CAFR) for Year Ending June 30, 2018. Page 21 includes Audit information as Report of Independent Public Accountants https://www.cityofdover.com/public-documents-finance

City of Dover MAYOR AND COUNCIL PROPOSED COUNCIL RESOLUTION NO. 2019-03 1 A RESOLUTION APPROVING THE INCLUSION OF AN AREA WITHIN THE LIMITS OF THE 2 CITY OF DOVER. 3 WHEREAS, the Charter of the City of Dover authorizes Council to extend the boundaries of the said City 4 in accordance with Title 22, Chapter 1, Section 101 of the Delaware Code (22 Del.C.§ 101); and 5 WHEREAS, the Mayor and Council deem it to be in the best interest of the City of Dover to include an area 6 contiguous to the present City limits, and hereinafter more particularly described, within the limits of the 7 City of Dover; and 8 WHEREAS, the Charter of the City of Dover provides that if an annexation is petitioned by all owners of 9 all property considered for annexation, no election shall be required. For an annexation petition not 10 requiring an election, such petition shall be processed in accordance with procedures established for 11 amendments to the zoning map, specified in Dover Code, Appendix B - Zoning. All annexation petitions 12 shall be processed concurrently with the rezoning of the property considered for annexation and shall be 13 subject to public hearing before City Council. Public notice shall be completed in accordance with the 14 provisions of the Dover Code relating to amendment of the zoning map. 15 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, 16 IN COUNCIL MET: 17 1. That the following described area, situated in East Dover Hundred, Kent County, State of Delaware, 18 along with all adjacent paths, sidewalks, roadways, and rights-of-way in their entirety, shall be annexed to 19 and included within the limits of the City of Dover: 20 ALL those certain lot, piece or parcel of land with the improvements thereon erected situated 21 in East Dover Hundred, Kent County, and State of Delaware, lying on the northeast 22 intersection of Maxwell Street and U.S. Route #13, being bounded on the west by Route #13, 23 on the north by lands of Lee F. Slaughter, Jr. on the east by lands of Carl F. McNatt and on 24 the south by Maxwell Street and being more particularly described in accordance with a 25 survey by Earl D. Smith, Professional Land Surveyor, dated November 4, 1991, amended 26 November 15, 1991, as follows, to-wit: 27 BEGINNING at a pipe found at the intersection of the north line of Maxwell Street with the 28 east line of U.S. Route #13; thence running from said point of Beginning with the east line 29 of U.S. Route #13 North 40 deg. 00 min. West 200.00 feet to a concrete monument at a 30 comer for this lot and for lands of Lee F. Slaughter, Jr.; thence running with said lands of 31 Lee F. Slaughter, Jr. North 50 deg. 00 min. East 125.00 feet to a P.K. nail at a comer for this P.O. Box 475 ˜ Dover, Delaware ˜19903 Community Excellence Through Quality Service

PROPOSED COUNCIL RESOLUTION NO. 2019-03 PAGE 2 32 lot and lands of Carl F. McNatt; thence running with said lands of Carl F. McNatt South 33 40 deg. 00 min. East 200.00 feet to an electric pole in the north line of Maxwell Street; 34 thence running with said north line of Maxwell Street South 50 deg. 00 min. West 125.00 35 feet to the point and place of Beginning and containing 25,000 square feet of land be the 36 same more or less. 37 TOGETHER with all of the party of the first part’s right, title and interest, if any, in and to 38 (i) any improvements thereupon, and (ii) any rights, alleys, ways, waters, privileges, 39 appurtenances and advantages to the same, belonging or in any way appertaining 40 (collectively, the “Real Estate”). 41 The Real Estate is conveyed subject to all easements, conditions, restrictions, agreements and 42 out-conveyances of record that lawfully apply to the Real Estate or any part thereof. 43 BEING the same lands and premises which CKI, LLC, a Delaware limited liability company, 44 by Deed dated March 18, 2003 and recorded May 8, 2003 in the Office of the Recorder of 45 Deeds in and for Kent County, State of Delaware in Deed Book 537, Page 285, did grant and 46 convey unto Realty Income Corporation, a Maryland corporation, in fee. 47 2. That the above described property shall be annexed into the City of Dover with a zoning 48 classification as set by City Council and in accordance with the zoning map and environs then in force, 49 effective upon such lands being included within the limits of the City of Dover. 50 3. That the certified copy of this resolution of annexation, together with a plot of the area annexed, shall 51 be filed for record with the Recorder of Deeds of Kent County. 52 4. That the effective date of this resolution shall be the earlier of the 31st day of March, 2020 at 53 12:01a.m. or the date of the closing of the Permit issued by Kent County for the site development project 54 as reported to the City of Dover Department of Planning and Inspections. 55 ADOPTED: * 56 S:\RESOLUTIONS-PROCLAMATIONS-TRIBUTES\2019\DRAFT\RESOLUTION NO 2019-03 ANNEXATION 2920 NORTH DUPONT HIGHWAY\RESOLUTION NO 2019-03 ANNEXATION-2920 NORTH 57 DUPONT HIGHWAY 09-23-2019.wpd 58 59 ROBIN R. CHRISTIANSEN WILLIAM F. HARE 60 MAYOR COUNCIL PRESIDENT 61 Actions History 62 09/23/2019 - Scheduled for Introduction - City Council 63 07/22/2019 - Introduction Postponed until September 23, 2019 - City Council 64 05/28/2019 - Introduction Postponed until July 22, 2019 - City Council 65 04/22/2019 - Introduction Postponed until May 28, 2019 - City Council 66 03/11/2019 - Introduction Postponed until April 22, 2019 - City Council

FINAL READING CITY OF DOVER PROPOSED ORDINANCE #2019-01 1 AN ORDINANCE AMENDING THE ZONING ORDINANCE AND ZONING MAP OF THE CITY 2 OF DOVER BY CHANGING THE ZONING DESIGNATION OF PROPERTY LOCATED AT 3 2920 NORTH DUPONT HIGHWAY 4 WHEREAS, the City of Dover has enacted a zoning ordinance regulating the use of property within the 5 limits of the City of Dover; and 6 WHEREAS, it is deemed in the best interest of zoning and planning to change the permitted use of property 7 described below from BG - General Business (Kent County zoning classification) to C-4 - Highway 8 Commercial (City of Dover zoning classification). 9 NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF 10 DOVER, IN COUNCIL MET: 11 1. That from and after the passage and approval of this ordinance the Zoning Map and Zoning 12 Ordinance of the City of Dover have been amended by changing the zoning designation from BG - 13 General Business (Kent County zoning classification) to C-4 - Highway Commercial (City of Dover 14 zoning classification) on that property located at 2920 North DuPont Highway (on the east side of 15 North DuPont Highway and adjacent to the north side of Maxwell Street), consisting of 0.57+/- acres 16 (25,000 S.F.), owned by NewWind Properties 2920 LLC. 17 (TAX PARCEL: ED-00-057.02-01-08.00-000; PLANNING REFERENCE: AX-19-01; COUNCIL DISTRICT: 3) 18 ADOPTED: * 19 (The effective date of the City zoning classification of the property will be contingent upon the effective date 20 of Resolution No. 2019-03 annexing the property into the City of Dover.) 21 S:\ORDINANCES\2019\DRAFT\ORDINANCE #2019-01-REZONING-ANNEXATION-2920 NORTH DUPONT HWY\Annexation-Rezoning Ordinance - Final Reading 09-23-2019.wpd 22 Actions History 23 September 23, 2019 - Scheduled for Public Hearing/Final Reading - City Council 24 July 22, 2019 - Public Hearing/Final Reading Postponed until September 23, 2019 - City Council 25 May 28, 2019 - Public Hearing/Final Reading Postponed until July 22, 2019 - City Council 26 April 22, 2019 - Public Hearing/Final Reading Postponed until May 28, 2019 - City Council 27 March 11, 2019 - Public Hearing/Final Reading Postponed until April 22, 2019 - City Council 28 February 19, 2019 - Public Hearing - Planning Commission 29 January 14, 2019 - First Reading - City Council

COUNCIL COMMITTEE OF THE WHOLE The Council Committee of the Whole met on September 10, 2019 at 6:01 p.m., with Council President Hare presiding. Members of Council present were Mr. Anderson, Mr. Sudler (arrived at 6:03 p.m.), Mr. Neil, Mr. Slavin, Mr. Cole, Mr. Polce, Mr. Taylor, and Mr. Lindell (arrived at 6:23 p.m.). Mayor Christiansen was also present (departed at 6:25 p.m.). Civilian members present for their Committee meetings were Mr. Caldwell and Col. Dix, Retired, (Parks, Recreation, and Community Enhancement), and Mr. Contant and Mr. Shevock (Legislative, Finance, and Administration). PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE The Parks, Recreation, and Community Enhancement Committee met with Chairman Anderson presiding. ADOPTION OF AGENDA Mr. Neil moved for approval of the agenda, seconded by Mr. Taylor and unanimously carried. Presentation - Dementia Friendly Delaware (Lindy Scott) Ms. Lindy Scott reviewed a presentation entitled “Dementia Friendly Delaware, Addressing a Growing Need in the State” (Attachment #1). Responding to Mr. Sudler, Ms. Scott advised that they were finalizing the training process but that it would only be about an hour long and could be done either in person or through the web. Mr. Caldwell asked if the training would involve family members as well. In response, Ms. Scott stated that they wanted to train City workers first and then there would be an outreach effort for caregivers as well. Mr. Neil thanked Ms. Scott and Lieutenant Governor Bethany Hall-Long for making healthcare issues a priority. Mr. Anderson indicated that he had some questions regarding how exactly the program would work and the different organization involved, and that he would contact Ms. Scott for additional information. Mr. Neil moved for adjournment of the Parks, Recreation, and Community Enhancement Committee meeting. The motion was seconded by Mr. Taylor and unanimously carried. Meeting adjourned at 6:16 p.m.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 2 LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE The Legislative, Finance, and Administration Committee met with Council President Hare presiding in the absence of Chairman Lindell, who assumed the Chair upon his arrival at 6:23 p.m. ADOPTION OF AGENDA Mr. Neil moved for approval of the agenda, seconded by Mr. Anderson and unanimously carried. Public Hearing - Proposed Ordinance #2019-16 Amending Chapter 102 - Taxation of the Dover Code by inserting a new Article VII - Lodging Tax Mr. Neil read the following statement into the record: The Mayor and I serve as the City's representatives on the Kent County Tourism Board. I have witnessed the renaissance of this Board since 2015 into a vibrant, moving forward force to bring visitors to Dover and Kent County. A look at Delaware's Quaint Villages, the Kent County Tourism website shows why more and more visitors have reasons to come and are coming here. I took the Certified Tourism Ambassador Training program and passed, which disproves the statement that "You Can't teach Old Dogs New Tricks." As the worse Lacrosse Player in the University of Maryland history, I love DE Turf because it brings a continuing flow of visitors to this area... but so does NASCAR, Firefly, College Graduations, Homecoming Football Games, the State Legislature, the Kent County Tourism outreach and the miscellaneous other reasons that bring people here. I do know that Hotel/Motel owners receive top dollar when demand is high. They also pay fees to booking agents if rooms are booked through those agencies including those with agreements with DE Turf... plus a fee if they have an agreement with DE Turf. Should we implement this Lodging Tax, they will NOT pay that tax nor will the City Taxpayers. It is a lot cheaper to pay the small additional fee than to pay for the gas to travel to New Castle or Sussex County to stay... and more convenient too. If the City uses this additional money for infrastructure, as I hope it will be used, then I regard this as a User Fee that currently falls solely on the City Taxpayers.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 3 Keep in mind, during the recession, much of the infrastructure, including machinery, was extended far beyond its life expectancy. The emergency repairs of these infrastructure items cost far more than scheduled replacement would cost. Since both the City and the County can levy this Tax, I certainly will seek a reasonable approach in the amount to set, but it will be implemented. City taxpayers deserve no less. Mr. Hare declared the public hearing open. Mr. K.C. Sheth, 21 St. Annes Court, noted that he had been a City resident for 50 years, and had served on the City’s Board of Adjustment for 27 years, and as former Chairman of the Board for Kent County Tourism. He expressed concern regarding the proposed lodging tax, explaining that it would negatively impact the hotel industry in the City, especially since property and school taxes were just increased. Mr. Sheth stated that he thought that infrastructure was an issue for every resident of the City, so they should carry the burden equally. Mr. Victor Schimp, 163 Stonewater Way, stated that he had been a resident of Dover since 1969 and had worked in the hospitality industry since 1973, starting at the age of 14. He informed members that he had served as a former Chairman of the Delaware Hotel and Lodging Association, former Chairman of Kent County Tourism, and as former Chairman of the Central Delaware Chamber of Commerce, so he has a vested interest in the hotel industry, tourism, and business in general, and cannot sit idly by and watch the industry get hit with a potential 75% increase in public accommodations tax (PAT). He expressed concern regarding the adverse impact that a City and County lodging tax would have on the hotel industry. Mr. Schimp noted that he had heard talk regarding a slowdown approach to the tax increase of 1% or 1.5% and suggested that the legislation be rewritten with a 1% or 1.5% cap. Ms. Bessie Crain, 855 Townsend Boulevard, asked why a nonprofit organization was benefitting from this lodging tax and what the monies would be used to fund, noting that no one was providing any information. Responding, Mr. Lindell clarified that, in regard to a nonprofit organization benefitting, Kent County was considering a lodging tax which would go to DE Turf. He stated that the City was not part of that proposal. Mr. Lindell noted that he thought members planned to discuss what the proposed lodging taxes would fund following the public hearing. Mrs. Sara Herbert, 223 North Bradford Street, expressed concern regarding the proposed lodging tax. She referenced an article from the Delaware State News, indicating that if both the County and City measures are implemented, the lodging tax rate in the City of Dover limits would rise to 14%, making it the highest hotel tax in the state. She stated that she thought it was Council’s job to protect businesses and not make it harder on them. Mrs. Herbert stated that it was her understanding that Kent County Levy Court would be the body to approve the countywide increase, and noted that she was hearing that the rate would be set at 1%, however, she did not trust it. She expressed concern

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 4 that the County had not yet scheduled discussions regarding the tax and questioned why the City would set a tax rate and meet to discuss this matter on September 23, 2019 before they know what Kent County Levy Court is going to do. Mrs. Herbert explained that if the City and County both set lodging tax rates at 3%, then the rate will be up to at least 14%. She stated that she thought that a City tax should go to the City and no where else, noting that the City’s downtown and infrastructure need work. Mrs. Herbert also expressed concern that the lodging tax legislation was pushed through the state legislature at the last minute and was unfair and poorly thought out, noting that DE Turf bragged about the fact that they were not going to use any tax money, and they are a nonprofit that has been making a profit. Mr. Sam Chick, 115 West Loockerman Street, expressed concern regarding the negative impacts the proposed lodging tax increase would have on the economy of Dover, noting that it would be an increase for the hoteliers because there is already an 8% state lodging tax in Delaware. He indicated that the tax would not only impact hotel occupancy but all businesses, explaining that by taking the money through the lodging tax, it could not be spent in the City. Mr. Chick noted that he did not feel it was fair to impose another tax, especially since taxes were recently increased, but stated that he did not disagree with the principle that the City should get some lodging tax. He suggested that if the City wanted a lodging tax, they should go back to the General Assembly and ask them for a portion of the existing 8%. In response to Mr. Chick, Mr. Neil stated that the 8% that the state collects is divided among the counties for tourism uses, with the smallest portion going to Kent County and the largest to New Castle County. He noted that he did not think that the lodging tax would keep anyone from staying in Dover, explaining that they would have to stay somewhere if they want to see their child play at DE Turf. Responding, Mr. Chick stated that five-eighths of the state lodging tax goes to the General Fund, so there is plenty of money sitting there. He suggested that there are other ways to approach this than increasing taxes. Mr. Chick questioned why people would want to stay in or build a hotel in Dover if the taxes are higher in the City than they are in the surrounding County or any of the municipalities. He suggested that it would be better for Council to maintain what they have, explaining that he thought it would make the City more competitive for lodging and more hotels would be built here because it would be more of an economic advantage than the rest of the state. Mr. Joe Fitzgerald, speaking on behalf of the Delaware Hotel Lodging Association, expressed opposition to the tax increase and concern regarding the potential economic impact of the tax. He stated that the Delaware Hotel Lodging Association was very concerned about the manner in which the legislation was passed by the General Assembly. He explained that, while they were only enabling legislation for the City and County, he thought they still merited a committee hearing and should have gone through the regular process so stakeholders could have an opportunity to weigh in on how they thought these taxes would affect them.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 5 Mr. Schimp clarified that the 8% state PAT is currently allocated as follows: 5% to the General Fund, 1% to the State Tourism Office, 1% to beach replenishment, and 1% allocated to the three counties based on the proportion of lodging revenue. Mr. Hare noted that when the General Assembly passed the enabling legislation for New Castle and Sussex Counties, they stipulated that they could only tax unincorporated areas; however, the legislation for Kent County did not include that stipulation. He expressed concern that Kent County is not treated equally, noting that Kent County does not receive equal treatment regarding payment of in lieu of taxes (PILOT) either. Mr. Hare stated that he thought the County would implement a 3% lodging tax and if the City implements a 1.5% lodging tax, the City would have the lowest lodging tax in the state. He stated that the County’s tax would all go to DE Turf, which he thought would guarantee no future property tax increases from the County, explaining that it would be difficult to raise taxes and give $1M to a nonprofit. Mr. Hare stated that the money collected from the City’s lodging tax would be used to help reduce expenses within the City, which would benefit everyone. Mr. Anderson moved to amend line 8 of Proposed Ordinance #2019-16 by inserting after rent, “starting with an initial rate of 1.5%.” The motion was seconded by Mr. Neil. Responding to Mr. Contant, Mr. Anderson stated that the total revenue for a 1.5% lodging tax rate was still being projected and unknown, but the revenue projections would be approximately $350,000, plus or minus $50,000. Mr. Sudler stated that he thought it was apparent that the City’s hoteliers would endure a financial hardship with the proposed lodging tax, and without stating how the City plans on utilizing the funds, he could not currently support any initiative for a lodging tax. Mr. Slavin stated that he was sensitive to the comments regarding the stacking of taxes, explaining that while it is a decision for the City to raise its own taxes, the City has a beneficial relationship with Kent County Levy Court and has always tried to have a peaceful coexistence, so he thought they needed to take that into account. He stated that he thought that any motion passed by the Committee should specifically state that any revenues raised go to infrastructure deferred maintenance in the City. Mr. Slavin also suggested that if the City were to set an initial rate of 1.5%, it should be stepped specifically in .5% increments over a period of time, to allow the ability to take the rate back down if needed. Mr. Anderson stated that he thought that the state lodging tax was basically an 11% tax now with the rates that had been set by the counties and municipalities. He explained that the Committee motion’s would set a level, which he hoped would be an example to the county not to exceed. Mr. Anderson stated that since people had not stayed away from other places in the state that had implemented lodging taxes, he did not think they would stay away from Dover, since Dover is a place that tourists come and enjoy. He explained that he thought the motion was reasonable because

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 6 it provides some measure of economic certainty. Mr. Anderson cautioned that if the City did not set a level now, it would leave the door open for the County to set a higher level, up to 3%, and he wanted the money to stay in the City to help make it a more economically vibrant place with better infrastructure and to keep taxes lower. Mr. Neil stated that it was very clear that the City’s infrastructure was in need because the tax rate was kept so low during the recession and continued to be low for a long period of time, and any time there is an emergency repair required, it costs more. He explained that he did not think that the lodging tax would hurt the hotels, particularly if they are charging the maximum amount that they can because there are not enough rooms in the area for the people. Mr. Neil noted that the customers would be paying the tax, not the hotel, and they expect to pay it, like they do elsewhere. He stated that, at least they get a break in Delaware because there is no sales tax. Mr. Contant stated that he is always cautious about raising taxes or creating new taxes, because he questions what will stop the government from doing it in the future to the detriment of the economy. He noted that while he disagreed with the way the General Assembly passed the legislation at the end of their session with the traditional committee process, he could see that some people are worried about it being a race to 3%. Mr. Contant indicated that he thought that if the City sets the precedent, it might make the County back off a little bit. He stated that he likes the idea of step increases, so that the City can see the impact over time, and that he would like to see that implemented as an amendment to the proposed ordinance. Mr. Hare noted that he had heard from some hoteliers that DE Turf often cancels events a few weeks out and hotels have to deal with large blocks of room reservations being cancelled. He suggested that DE Turf take some responsibility for the compensation of hotels when they cancel events. Mr. Hare also encouraged those who participated in the public hearing to also express their concerns to Kent County Levy Court. Mr. Cole indicated that he agreed with using the lodging tax revenue for infrastructure and that he also liked the idea of .5% step increases. Mr. Slavin stated that members could amend the motion on the floor or they could ask that the motion be withdrawn and a new motion be put on the floor. Mr. Anderson stated that he did not want to withdraw his motion because they need the certainty. He explained that he thought that the rate was fair and that it would be a huge mistake to do it otherwise because the City would not necessarily get enough revenue to accomplish its goals with a .5% tax. Mr. Anderson stated that he thought they would just be delaying the inevitable. Mr. Taylor stated that he did not think the .5% increments seemed to be enough at a time and Mr. Anderson’s motion seemed to be fair; however, he was concerned for the local businesses

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 7 because of the recent increases in school and property taxes. He stated that he could not support it as is. Mr. Polce referred to information he reviewed during the Committee meeting of July 9, 2019. He stated that the article titled "The Impact of the Hotel Room Tax: An Interrupted Time Series Approach," published in the National Tax Journal in December 1992, (Attachment #2), demonstrates the debate on the hotel or lodging tax in the early '90s and the propensity to sway a consumer's habit on a lodging tax. He also reviewed an article published in January 28, 2019 by the National Conference of State Legislatures (NCSL) (Attachment #3), noting that it demonstrates that no data can be borne out that a marginal increase could sway a consumer's behavior. Mr. Polce noted that the term "marginal" is really critical in this debate, in the fact that members have to decide what marginal is. He explained that the discussion throughout this process had led to a deliberate decision and members were now talking about a 1.5% rate which is $1.50 on $100, regardless of whether it is done as a step increase or implemented at the time the ordinance is enacted. Referring to local hotel data from Travelocity on July 26, 2019, Mr. Polce stated that the cost of a room at Dover Downs was $198, and asked if members thought $1.98 would impact the consumer’s decision whether or not to come to Dover. He noted that he had recently traveled to Dublin, Ireland where his lodging tax rate was 23% and he never considered spending time outside of Dublin as a result. Mr. Polce stated that individuals are drawn to Dover for DE Turf, NASCAR, Firefly, First Fridays, etc. and consumers determine what they are willing to pay, not the industry. Responding to Mr. Taylor’s concerns regarding the recent tax increases, Mr. Polce stated that the citizens of Dover are bearing the City’s decision regarding the property tax increase, and those living within the Capital School District are paying as a result of the referendum. He advised that members have to be mindful that each tax has implications and are coming from different funding sources and potential funding sources. Mr. Polce stated that he thought it was also important to keep in mind that research showed that the vast majority of hotel taxes are not coming from those who live within their same geographical hub. He expressed his opinion that the proposal was a very reasonable compromise. Mr. Lindell stated that he did not support a 3% lodging tax; however, the state legislature provided the City with enabling legislation allowing “up to 3%” and he indicated that he thought the City’s legislation should remain consistent. He stated that he agreed with the suggestion that the tax should be implemented in increments and that he thought any revenue that comes of this definitely needs to go to infrastructure. Mr. Slavin reminded everyone that the Committee would send a recommendation to Council regarding the proposed ordinance and then Council would hold two readings, one in two weeks and one in four weeks, and at each of those occasions, there would be an opportunity for public input. He stated that they do business like that because they do not like to fight on the floor, explaining that they like to hear what the concerns are and then bring things to the floor once they have worked them out and hopefully they can achieve that compromise. Mr. Slavin expressed his opinion that members had carried this matter as far as they could, explaining that the Committee has the option to take the

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 8 spirit of the dialogue and pass the matter onto Council without a recommendation and Council could then continue the dialogue in two weeks. He stated that hopefully in the two intervening weeks members would have time to sit down and work out a compromise, noting that he thought they had certainly exhibited an ability to move on this issue. Mr. Hare noted that no public hearings would be held regarding this matter during the Council meetings in two and four weeks. Responding, Mr. Slavin stated that Council can always vote to suspend the rules and have a public hearing. Mr. Hare indicated that the Committee could recommend that Council set a public hearing, however, he stated that he thought that they would hear a lot of the same comments. Mr. Neil stated that after the vote was completed on the current motion, he would have a motion to designate the funds generated from this tax to go to the infrastructure. Mr. Hare advised members that the First Reading was already accomplished, so the Final Reading would be held during the meeting on September 23, 2019. The motion to amend line 8 of Proposed Ordinance #2019-16 by inserting after rent, “starting with an initial rate of 1.5%,” failed by a roll call vote of seven no (Sudler, Slavin, Cole, Taylor, Lindell, Hare, and Contant) and four yes (Anderson, Neil, Polce, and Shevock). Mr. Slavin moved to advance Proposed Ordinance #2019-16 without any recommendation from the Committee and for a public hearing to be scheduled for the next Council meeting on September 23, 2019. The motion was seconded by Mr. Cole. Mr. Anderson reminded everyone that if no public hearing is scheduled for this particular matter, anyone wishing to speak about it can do so during the open forum segment of the Council meeting. The motion to advance Proposed Ordinance #2019-16 without any recommendation from the Committee and for a public hearing to be scheduled for the next Council meeting on September 23, 2019 was carried by a roll call vote of eight yes (Neil, Slavin, Cole, Polce, Taylor, Lindell, Shevock, and Contant) and three no (Anderson, Sudler, and Hare). Proposed Ordinance #2019-17 - Amending Appendix C - Downtown Redevelopment and Appendix D - Downtown Dover Business Improvement District (Sponsor: CCW/LF&A Committee) This matter was deferred during the Council Committee of the Whole/Legislative, Finance, and Administration Committee meeting of July 23, 2018. Mr. Slavin advised that credit for the introduction of this proposed ordinance was owed to Mr. Taylor, who, like many members of Council, expressed an interest in the status of the City’s downtown. Mr. Slavin stated that this is a taxation issue, explaining that the Business Improvement

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 9 District (BID) tax is levied against property owners within the very area the City is trying to revitalize, and it is levied in addition to property taxes. He reminded members that, two or three years ago, Council was successful in rolling the rate back to zero and had left it at zero. Mr. Slavin stated that he thought that the City should just eliminate this provision from the tax rules entirely, because it is not necessary at this point. He informed members that he had repeatedly heard from downtown property and business owners that they felt that this tax was unfair to them because it was an additional property tax. Mr. Todd Stonesifer, 115 North State Street, advised members that he wants to see the downtown area revitalized and thrive, explaining that he has lots at stake as a property owner in the BID and President of Destination Downtown Dover, which is a nonprofit whose mission is to energize the heart of Delaware, which is Dover’s downtown area. He stated that Destination Downtown Dover is responsible for a portion of First Fridays, as well as History, Heritage and Hops, and Oktoberfest, from which the funding all goes back into improvement of the downtown area. Mr. Stonesifer informed members that the biggest complaint he hears is in regard to building stock. He explained that economic development 101 says that if an individual who wants to open a business in downtown Dover has to bring a very outdated building up to current Code, pay property tax, and then pay a secondary BID tax, and will probably take their idea outside the BID. Mr. Stonesifer indicated that eliminating the BID tax would support the effort of trying to improve downtown Dover. He also suggested the possibility of implementing more incentives and educating people who have an interest in those incentives. Mr. Anderson stated that the City had implemented a number of incentives for downtown Dover, so it makes sense to also eliminate disincentives. He reminded members that Council had set the BID tax rate at zero the past couple of years, and he thought that the proposed ordinance would formalize that decision. Mr. Anderson noted that his only concern was in regard to any possible legal implications and, since he had yet to see any indication that there would be any unforeseen legal issues, he was in support of the proposed ordinance. Mr. Neil moved to recommend adoption of Proposed Ordinance #2019-17, seconded by Mr. Taylor and unanimously carried. Evaluation of Requests for Proposals - Collection Agency Services Mrs. Donna Mitchell, City Manager, reviewed the background and analysis regarding the evaluation of requests for proposals (RFPs) for Collection Agency Services. Staff recommended approval of IC System of St. Paul, MN for Collection Services and authorization for the City Manager to negotiate and sign a final agreement with IC System of St. Paul, MN for Collection Services. Fees are based on a percentage of revenue collected. Mrs. Mitchell advised that the collection agency adds an 18% fee to the amount of the collection; however, she suggested having Mr. Matt Harline, Assistant City Manager, determine whether the

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 10 City would get a better collection rate if they take the 18% out of the City’s collection instead. She explained that the City would only get 82% on the dollar, instead of 100%; however, the City was not getting anything with the 18% add-on fee arrangement with the last collection agency. Mrs. Mitchell stated that she wanted Council’s authorization to negotiate less than 100% in order to get a great collection, noting that she would not go below the 18% reduction. Responding to Mr. Polce, Mrs. Mitchell explained that the agency would still be collecting 100% of the debt; however, they would take their fee from the City instead of adding it onto what the customer already owes. She stated that she wanted to look at the analysis to determine if they would be able to collect more by doing it this way because they did not have much success with the previous agency which was adding on the customer fee. Mr. Contant stated that, based on his experience trying to collect money on behalf of his homeowners’ association (HOA), the HOA found they were more successful in getting money from people when the HOA paid the collection agency fee out of the money collected instead of adding it onto the overall price. He explained, for example, that if someone owed $100, the collection agency fee would be paid from the $100 collected, instead of collecting $118. Mr. Contant stated that he thought that some people were just not willing to pay the additional amount, so they would not pay at all. Mr. Contant asked what the collection success rate is for ICS. Responding, Mrs. Patricia Marney, Customer Service Director, advised that they collected $11M in 2017 and $13M in 2018, noting that they have 700,000 accounts. She stated that she was not sure that answered Mr. Contant’s question and that she would be happy to get that information. Mr. Contant stated that he would be interested in knowing that information; although, he noted that, according to the Staff Evaluation Matrix, he thought that it appeared that ICS met the rest of the City’s criteria better than the other companies. Mr. Anderson expressed his support for Mrs. Mitchell having the authority to run an analysis. He stated that he thought that if they were dealing with people who were not paying, and then the amount changes once they agree to pay, it might psychologically take them back to not want to pay. Mr. Anderson noted that he could understand Mrs. Mitchell’s interest in wanting to try another way, since the City tried it by adding on the fee and only got a 2% success rate, while the national average tends to be approximately 30% for collections. Mr. Sudler stated that Mrs. Mitchell had gained his trust in her insight because she has been accurate and precise when it comes to numbers and analogy in the past. He expressed his support and faith in Mrs. Mitchell’s assessment. Mr. Taylor stated that Mrs. Mitchell also has his support. He noted that, as a business owner with approximately 4,000 customers, if he hired a collection agency and they got 50% of what was owed, that would be better than 100% of nothing.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 11 Mr. Neil moved to recommend approval of staff’s recommendation of IC System of St. Paul, MN for Collection Services, and authorization for the City Manager to negotiate and sign a final agreement with IC System of St. Paul, MN for Collection Services. Fees are based on a percentage of revenue collected. The motion was seconded by Mr. Sudler and unanimously carried. Evaluation of Bids - FY 19 Street and Alley Program Mrs. Donna Mitchell, City Manager, reviewed the evaluation of bids for the FY 19 Street and Alley Program, noting that the program is based on Community Transportation Fund (CTF) funding, and is prevailing wage projects. She stated that Grassbusters Landscaping, Inc. was currently doing most of the work for the City, they had been doing a good job, and there had not been any problems. Mrs. Mitchell advised that these CTF funds would basically complete the remainder of the streets in the Lincoln Park development. Staff recommended awarding a unit price contract, based upon Bid #19-0024PW for the FY 19 Street & Alley Program to Grassbusters Landscaping, Inc. based on the Prevailing Wage unit prices for each work item submitted. The estimated value of the contract is $483,294. Work will be performed in strict accordance to the Bid Specifications. Mr. Sudler moved to recommend awarding a unit price contract, based upon Bid #19-0024PW for the FY 19 Street & Alley Program to Grassbusters Landscaping, Inc. based on the Prevailing Wage unit prices for each work item submitted. The estimated value of the contract is $483,294. Work will be performed in strict accordance to the Bid Specifications, as recommended by staff. The motion was seconded by Mr. Anderson and unanimously carried. Fiscal Year 2019/20 Edward Byrne Justice Assistance Grant Program - In-car Camera/Computer Systems and Interview Room System Upgrade Mrs. Donna Mitchell, City Manager, reviewed the background information regarding the Fiscal Year 2019/20 Edward Byrne Justice Assistance Grant Program. Staff recommended approval of the grant project, as requested. Responding to Mr. Sudler, Mrs. Mitchell explained her understanding that the Smyrna Police Department Mental Health Partnership Program was where a counselor rides along with the police officers for people with opioid issues. Mr. Polce advised that the Mental Health Partnership Program is a nationally recognized model where they embed a practitioner with a clinical background in with the police to respond for intervention for individuals with either chronic persistent mental illness or substance use disorder. He stated that when the idea was originally pitched to the Dover Police Department, they decided to abstain and the monies were reappropriated to Smyrna. Mr. Polce noted that the initial concern was that the Dover Police Department did not have enough officers in the community policing division, which is where the embedded practitioner would best fit. He explained that the program is very successful in Smyrna and there are also programs in Oceanview,

COUNCIL COMMITTEE OF THE WHOLE MEETING OF SEPTEMBER 10, 2019 PAGE 12 and Georgetown, and it was his understanding that Milford was also attempting to start a pilot program. In response to Mr. Sudler, Mr. Anderson stated that this is a joint grant application for Dover and Smyrna and each agency decides what to do with their funding. He explained that this partnership had been ongoing for many years and because Dover is the larger entity, it has the capacity to act as the administrative agent. Mr. Neil moved to recommend approval of the grant project, as requested. The motion was seconded by Mr. Anderson and unanimously carried. Mr. Neil moved for adjournment of the Legislative, Finance, and Administration Committee meeting, seconded by Mr. Shevock and unanimously carried. Meeting adjourned at 7:49 p.m. Mr. Neil moved for adjournment of the Council Committee of the Whole meeting. The motion was seconded by Mr. Shevock and unanimously carried. Meeting adjourned at 7:50 p.m. William F. Hare Council President WFH/TM/dd/jt S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Committee-Minutes\2019\09-10-2019 CCW Minutes.wpd Attachments Attachment #1 - Presentation entitled “Dementia Friendly Delaware, Addressing a Growing Need in the State,” provided by Ms. Lindy Scott Attachment #2 - An article titled “The Impact of the Hotel Room Tax: An Interrupted Time Series Approach,” published in the National Tax Journal in December 1992, provided by Mr. Polce Attachment #3 - National Conference of State Legislatures (NCSL), Table of State Lodging Taxes, dated January 28, 2019, provided by Mr. Polce

ATTACHMENT #1 Council Committee of the Whole Meeting of 09/10/2019 DEMENTIA FRIENDLY DELAWARE Addressing a Growing Need in the State Thank you for allowing me to be here today. My name is Lindy Scott and I am the Executive Assistant to the Director of the Delaware Division of Services for Aging and Adults with Physical Disabilities or DSAAPD. Our division is working with partners from around the state, including Lt. Governor Bethany Hall‐Long, to support people diagnosed with dementia and their caregivers though an innovated new initiative: Dementia Friendly Delaware. This initiative is in response to a growing need for dementia friendly efforts throughout, not just the US, but worldwide. By 2025 the number of people age 65 and older with Alzheimer’s disease and other dementias is estimated to reach 7.1 million. Nearly 60% of people with dementia live in their own community homes and one in seven live alone. 85% of unpaid help (an average of 22 hours per week with a value of approximately $218 billion annually) is provided by family members. Due to caregiving responsibilities, businesses are losing $34 billion annually in revenue and productivity . As one of the states with the fastest growing aging populations, Delaware has seen the dramatic rise of the retirement age population. Currently, there are an estimated 17,000 Delawareans over the age of 65 living with Alzheimer’s disease or related dementias. By 2025 this number is expected to grow by 35% to 23,000. Our division, and one of our sister divisions, the Division of Medicaid and Medical Assistance, have seen the increased need for services, especially for this vulnerable population. So what is Dementia Friendly Delaware? For one, the effort starts with all of you. While DSAAPD is the lead agency and the Lt. Governor is providing much needed leadership in the effort, all of you will play a pivotal role in make Dementia Friendly Delaware a success. 1

Response to the Need: Dementia Friendly Community • The Dementia Friendly Delaware initiative will provide a system of technical assistance, tools and resources to assist communities and individuals in taking action to improve community and system capabilities, optimize the health, wellbeing and involvement of people with dementia and their care partners, and support them to continue in their roles. • Every part of the community plays a role and can work together to take steps to create a dementia friendly culture. • Businesses, such as banks and financial and legal services support customers with dementia and employers support employees who are caregivers • Health care systems promote early diagnosis and options for ongoing care and support • Communities of faith provide welcoming and engaging environments for those with the disease and their caregivers • Local governments plan and implement housing, transportation, public spaces, and emergency response that enable people with dementia to thrive in the community • Neighbors and community members are understanding and supportive to those around them, including individuals with cognitive impairment • Residential care and community based supports offer a range of services to maximize independence and support ongoing community engagement with a variety of options adapted to cognitive decline. 2

Testing Ground: Minnesota Results • Awareness and education: Dementia Friends • Caregiver supports • New, meaningful community engagement opportunities (arts, music) • Cross‐Sector Engagement and Training: business, government, law enforcement, youth, first responder and faith • Health system adoption of optimal dementia care practices • The Dementia Friendly America initiative is based on Minnesota’s ACT on Alzheimer's, a successful statewide, volunteer‐driven collaboration of medical, academic, community, government, business and nonprofit stakeholders from across the state. Developmental evaluation of these communities has shown an increase in services and resources that are supportive of people living with dementia, an increased awareness of dementia and effective responses from those living in communities undertaking this effort, and a greater sense of confidence for those living with dementia and/or their care partners. • Since 2011, 43 communities have come together to prepare for the personal, social, and budget impacts of dementia by addressing community needs and increasing support for people impacted by dementia. Another 7 communities will join the effort in the coming months. 3

Community Update The DFA network is expanding rapidly, as you can see in this slide. Delaware, by joining this network, is able to utilize the knowledge and technical assistance of every other community who has already started these efforts. 4

DFA National Participants ABA | Bank of America | CFPB |Eli Lily |The Global CEO Initiative |The IACP NACo | World Young Leaders Federal Liaisons: ACL, ASPE, CDC, HRSA, IHS, SSA The Dementia Friendly America initiative is led by a coalition of over 35 national organizations that represent different aspects of community. These include but are not limited to: health care, philanthropy, emergency and first response, clergy, and business 5

Dementia Friendly America Initiative • Initiative Goal • Foster dementia friendly communities across the US • Initiative Outcomes • Community capacity to support those with dementia and their care partners • System capacity to support those with dementia and their care partners • Lastly and most importantly, enhanced quality of life and other positive outcomes for those with dementia and their care partners • The Dementia Friendly America initiative has set out to foster dementia friendly communities across the country. To do so, DFA has created a robust set of resources that help all communities work towards dementia friendliness. • The outcomes we hope to see from fostering dementia friendly communities are three‐fold: • Community capacity to support those with dementia and their care partners • System capacity to support those with dementia and their care partners • Lastly and most importantly, enhanced quality of life and other positive outcomes for those with dementia and their care partners 6

Alignment with Age‐Friendly Our website includes sector guides, provider tools, a community toolkit and other guidance for communities working towards becoming dementia friendly. DFA also works to align dementia friendly communities efforts with age friendly efforts and provide resources to help in this regard. In Delaware, this is particularly important because the older population is growing rapidly. 7

Community Web‐Based Resource Here you will see a depiction of the different sectors that DFA has resources for. If a resource is not available through the DFA site, Delaware can reach out to another partner within the network to get the resource needed. 8

An All‐Sectors Approach Taking an All Sectors Approach Every part of the community has a unique role in contributing to dementia friendliness. Every part of community has a unique role in contributing to dementia friendliness. Taking an all sectors approach is a way to build engagement across many parts of the community. It is important as Delaware begins this initiative, that we have representation from all of these sectors. You will notice many nontraditional sectors, that especially our division does not normally work hand‐in‐ hand with, including businesses and financial services. However, these sectors are critical to achieving a dementia friendly Delaware.

Example of Sector Guides • Business • Banks and financial • Community‐based supports • Faith communities • Health and long term care • Legal and advance planning • Local government (planning, emergency response, law enforcement) • Neighbor and community members Every part of the community has a unique role in meaningfully supporting people with dementia and their family and friend care partners. Sector guides provide information, resources, and actions that specific sectors can take. Examples of things in sectors guides that are useful are specific things the sectors can do, such as environmental tips. In the Business sector guide tips include providing quiet places to sit and relax and making there are well‐lit hallways, uncluttered spaces, and prominent, easy‐to‐ understand signs for restrooms and other important places.

How are other states approaching this work? Sector based training and adoption of dementia friendly practices Governmental Champion and Sector‐Based Training Team States are approaching this work through sector‐based training and adoption of dementia friendly practices. This is how we are approaching dementia friendly Delaware. DSAAPD is the governmental champion and connects with the national network, as well as provides annual reports to the DFA national team. We are asking that the City of Dover be our local government sector champion by providing needed dementia training for all city workers. This includes those that interact with the residents of Dover like Customer Service office and first responders. In addition, City Planners can learn from trainings how making small changes to Dover’s public spaces can have a huge impact for someone that has been diagnosed with dementia to be able to thrive in your city. DSAAPD is able to provide technical assistance in order for this to happen. 11

Desired Impact: What are we aiming for? Community Person with System Capability: Dementia— Capability: Adoption of Well‐Being Adoption of dementia friendly optimal practices within dementia care and across all Care Partner and supports in community Efficacy health, long sectors (e.g., term care and faith, business, Care Partner community government, services Support and health care) Family Health This is our desired impact and potential evaluation design. If the community and system have the capability to adopt dementia friendly practices, everyone in our state will benefit. We also believe that the training provided will have a positive effect on other populations, like those with autism.

Contact for Questions Lindy Scott – Lindy.Scott@Delaware.gov Julie Devlin – Julie.Devlin@Delaware.gov 302‐255‐9393 In closing, DSAAPD, with the Lt. Governor’s Office, is excited to join all of you as we move our state forward with this important initiative. We hope you will make the decision to become a Dementia Friendly city, Delaware’s first city or local government entity to do so. If you do, DSAAPD will work with you to implement this important training for all city workers. If you have any questions, please feel free to reach out to me or my colleague, Julie Devlin, who is staffing the initiative with me for our division. 13

(Uec;emtJt-H, 'f':-l�ILJ, pp q,j.:J-'P ATTACHMENT #2 Council Committee of the Whole Meeting of 09/10/2019 THE IMPACT OF THE HOTEL ROOM TAX: AN INTERRUPTED TIME SERIES APPROACH** CARL BONHAM, EDWIN FUJII, ERIC IM, AND JAMES MAK* ABSTRACT bus, phio from l 1.5 percent to 15.5 per­ cent. In August 1984, the average hotel Travel destinations commonly levy hotel room tax rate in 45 U.S. cities with room room taxes to finance services demanded taxes was about 7 percent (Mak 1988). A hy touri:;ts and resicknts. Evidence to d,(lfe similar survey of 242 U.S. visit�r conven­ on the effects of a hotel room tax has cen­ tion bureaus found that the average hotel tered on ex ante analyses of the incidence room tax rate in January 1990 was nearly of a hotel room tax and its effect on the 10 percent [Hiemstra and Ismail, (1990, demand for travel and vacation goods. In p. 4)J. With the enactment of a 5 percent this paper we employ interrupted time se­ hotel room tax by the State of New York ries analysis to estimate ex post the impact in June 1990, New York City currently of a hotel room tax on real net hotel rev­ has the highest hotel room occupancy tax enues by analyzing that time series before in the U.S. at 19.25 percent plus $2 on and after the imposition of the tax. We find every room priced at $100 or more.2 that the tax had a negligible effect on real The popularity of the hotel room tax lwtel revenues. �terns from t�e widely held perception that its burden 1s largely borne by tourists Introduction rather than residents, with little negative T impact on industry sales. For example, RAVEL destinations commonly levy Combs and Elledge (1979, p. 203) argued �pecial tourist taxes to finance public without empirical evidence, that the "de: services demanded by tourists and resi­ mand for lodging in a resort [is] inelastic dents. A popular tax is the ad valorem ho­ with respect to price," and concluded that tel room (transient accommodation) oc­ "a small ad valorem tax imposed on motel cupancy tax, typically assessed as a percentage of the rental price of an oc­ �ooms and other forms of temporary lodg­ cupied hotel room. In 1990, 47 out of 50 �ng would have very little impact on the industry and would generate substantial states in the U.S. levied taxes on hotel revenue for the local government." Hotel room rentals {Hiemstra and Ismail, (April operators, by contrast, generally believe 1990, p. 4)]. Alaska, California, and Or­ that a hotel room tax harms the indus­ egon do not levy state taxes on room rent­ als but permit localities to levy hotel room try.3 However, empirical studies on the taxes. impact of the hotel room tax yield contra­ I n recent �ears, �ising fiscal responsi­ dictory results. 4 . _ _ In a previous article in thisjournal, Fu­ b1hties combined with the growing reluc­ ... tance of residents to pay higher truces have Jll, Khaled and Mak (1985) estimated the induced many state and local govern­ ex ante incidence of a proposed hotel room ments to enact new truces or increase rates tax in Hawaii. 5 We are unaware of any on existing hotel room taxes. Since 1987 empirical studies that measure the ex post Atlanta raised its hotel room tax from 8 effect of the imposition of a hotel room true. The purpose of this paper is to estimate percent to 11 percent, Fort Lauderdale from 7 percent to 9 percent, Portland, Or­ the impact of the 1987 Hawaii hotel room egon from 6 percent to 9 percent, Dallas tax by comparing the real net (after tax) from 9 percent to 13 percent, and Colum- rental receipts of hotel operators before and after the imposition of the tax. A nov­ *Department of Economics, University of Hawaii at elty of this paper is the use of tax base Manoa, Honolulu, HI 96822. rather than survey data to measure hotel Carl Bonham is also a resean:her with the Social Sci�_nce Research Institute at the University of Ha­ receipts. We measure the impact of the true wau. on real net hotel rental receipts using in- 433

(l.Jf~CO !nt.JOI, l ~lJL) , pp. ' l .JJ ...' 11 434 NATIONAL TAX JOURNAL [Vol. XLV terrupted time series analysis. Our em- suming demand and supply remained un- pirical results indicate that the tax re- changed, economic theory predicts that the duced real net rental receipts by about 1 room tax must always increase the (after percent. The coefficient, however, is not tax) price of hotel room rentals to con· significantly different from zero. In sum, sumers and reduce the net price received the State is able to raise substantial by hotel operators, except in cases where amounts of tax revenue from the new tax the elasticity of supply is infinite or the without imposing a significant burden on elasticity of demand is zero. Indeed, if the hotel operators. incidence of the room tax falls partly on consumers, higher after-tax prices are likely to decrease the quantity demanded Taxing Hotel Room Rentals in for lodging and the net revenues of hotel Hawaii operators. Act 340 passed by the 1986 Hawaii State Our model treats the imposition of the Legislature imposes a 5 percent "tran- new transient accommodation tax as a sient accommodation" tax, commonly quasi-experiment and measures its effect called the hotel room tax, on proceeds from using an interrupted time series model.8 the rental of "transient accommodations" The imposition of a transient accommo· beginning January 1, 1987. 6 The tax ap· dation tax in January 1987 breaks the plies to the gross proceeds from room time series for real after-tax hotel rental rentals and includes the hotel tax "visibly receipts into two discrete segments. The passed on and collected." Thus the tax base null hypothesis is that the new tax had for the hotel room tax is equal to 1.0525 no significant effect on real net hotel rental multiplied by the rental price of the hotel receipts. We use monthly data on the nat- room. The effective tax rate is 5.25 per- ural log of real after-tax hotel rental rev- cent of the rental price of the lodging. 7 enues (lnHR) constructed from the gen· With exceptions for very small hotel op- eral excise tax base data on hotel receipts.9 erators, monthly returns and payments are The data span the period from January due by the end of the month following the 1980 to March 1990 (see Figure 1). We transaction month. The new transient ac- began the series in January 1980 to ex· commodation tax is in addition to the 4 elude the potential effects of the (1979) percent sales (i.e., general excise) tax lev- second oil crisis on travel and terminated ied on the gross proceeds received by the the time series just prior to Iraq's inva· sellers for all retail transactions, includ- sion of Kuwait. ing hotel rentals. Hence, the combined An additional exogenous event was rel- tax on hotel room rentals rose from 4.16 evant to the empirical analysis. In Sep· percent to 9.41 percent. Tax collections tember 1985, the Group of Five Nations under the two taxes are displayed in (the U.S., Great Britain, France, Ger· Table 1. many, and Japan) agreed to intervene in In fiscal year 1990, the State collected foreign exchange markets to bring about $82 million from the transient accom- a depreciation of the dollar relative to modation tax, making it the third largest other currencies. The Plaza Agreement, source of state government revenues after as this intervention is referred to, at- the general excise tax and the state in- tempted to correct for the appreciation of come tax. An additional $62 million was the dollar relative to other major curren- collected from the general excise tax lev- cies over the period 1981-1985 (see Yar- ied on hotel room rentals. brough and Yarbrough, 1988, p. 437). Since demand for travel is highly sensitive to exchange rate fluctuations (see e.g., Gray The Model 1966, and Loeb 1982), the depreciation of The imposition of a hotel room tax cre- the dollar subsequent to the agreement is ates a wedge between the price of hotel expected to have a significant impact on room rentals to consumers and the after- foreign travel to Hawaii. Japanese visi· tax price received by hotel operators. As· tors, for example, comprise the second

No. 41 HOTEL ROOM TAX 435 TABLE l TAX COI.l,ECTlONS FROM HOTELS AND TRANSIEN1' ACCOMMODATIONS (in thousands of dollars) Fiscal Year General Excise Tax Hotel Room Tax Total 1987 $49,919 $23,510 $ 73,429 1988 $56,612 $62,279 $123.951 1989 $57,608 $75,973 $133,581 1990 $61,931 $82,438 $144,369 ource: State of Hawaii, uepartment of Taxation, Annual Report, 1987-1988, /Ylflf-1989, and 1989-1990. Notes: The fiscal year runs from July 1 to June 30. Thus for fiscal rear 1987, the t~nsient accommodation tax was in effect for only 6 months. ln that year transient accommodation tax collections were less than half of the general excise tax collections on hotel rentals; this is explained by the lag in getting operators to register for the new tax. As of June 19_87, there were 8,619 filers for the transient accommodation tax. ln June 1988, there were 10,770 filers. largest group of Hawaii tourists. The yen/ nents in the residual series that might be dollar exchange rate fell from 237 yen per mistaken for tax effects. The attraction of dollar in August 1985 to 127 yen per dol- the time series approach is that it pro- lar three years later, cutting almost in half vides a parsimonious representation of the the yen price of vacations in Hawaii. Be- real revenue series in terms of its own past. tween 1985 and 1990 the Japanese share An alternative approach would be to of total Hawaii visitor traffic rose from 14.5 estimate a reduced form equation for the percent to 20. 7 percent. 10 Similarly, the real revenue series with the appropriate share of total foreign visitors rose from economic explanatory variables. A dummy 29.5 percent to 36.4 percent. 11 To capture variable would then be used to capture the the separate effects of the Plaza Agree- effect of a policy change. 12 Such a model ment in 1985 and the imposition of the would, however, require deseasonalized- hotel room tax in Hawaii in 1987 we used monthly data on a long list of variables two policy dummies: one for the exchange (e.g., airfares, incomes, hotel room rates, rate adjustment and the other for the im- prices of other vacation goods, competing plementation of the hotel room tax. destination prices, exchange rates, tourist Intuitively, intervention analysis can be taxes, etc.), not all of which are readily thought of as a two-step process. First we available. identify an ARIMA noise model for the real While the time series approach does not revenue series prior to the Plaza Agree- offer a structural explanation for the be- ment and the imposition of the hotel room havior of the real revenue series, it does tax. This identified model is then reesti- allow us to identify systematic changes in mated using the full sample and the re- the stochastic process generating the rev· siduals are analyzed for systematic com- enue series before and after the imposi· ponents. If the model identified for the tion of the tax. The appropriateness of this pre-intervention sample produces random approach is illustrated by the stability of residuals when estimated over the full the empirical results reported below. The sample, there is no systematic effect from noise model identified in the pre-inter- either policy change. Note that the valid- vention period fits the data remarkably ity of this approach requires a well-spec- well before and after the imposition of the ified noise model for the preintervention tax. period to eliminate systematic compo- Our model is described as follows:

(l.J(n :w1111w', 1 ~ m/.), pp. 113,1- 111 436 NATIONAL TAX JOURNAL [Vol. XLV lnHRi = N, + ~~(IJ,t) (1) 8m(B) = 1 - I 81B 1 (i = 1,2, ... ,m) where D = {O if the impact is permanent lnHRi = ln(real net after tax hotel re- 1 if the impact is transitory ceipts) wh(B) = I w;Bi (i = 0,1,... ,h) = the "noise" component of the k number of periods by which the ARIMA structure initial impact lags behind the == the transfer function capturing intervention point. the effect of the discrete inter~ ventions (j = 1,2) The path of f(l 1) is determined by 8m(B). j = 1: 1 since September 1985 The permanent impact converges to '"h(l)/ (exchange rate adjust- 8m{l). The degrees of polynomials in B, m ment) and h, are empirically determined. 13 0 otherwise Empirical Results = 2: 1 since January 1987 (hotel room tax) The model is initially fit over the pre- 0 otherwise intervention series, 1980:1-1985:8 (i.e., The pre-intervention series is driven en- before the Plaza Agreement (1985:9) and tirely by N, and is assumed to take the the hotel room tax (1987:1)) to identify the form of the following ARIMA model: ARIMA structure underlying the time se· ries. A series of diagnostic checks is per· N, = µ formed using the estimated autocorrela· tion and partial autocorrelation functions. 0q(B) · 0Q(B") The appropriate ARIMA structure is se- + e <!>p(B) . <l>r(B")(l - B)~'(l - B")~2 t lected using the rule of parsimony. The (2) ARIMA structure identified from the pre- intervention sample is: where µ. = mean of N:i <!>p(B) = 1 - ~ <!>;B' (i = 1,2, ... ,p) <l>r(B") 1 - I <l>;.B ;. (i = 1,2, ... ,P) l-6 9B9 (i = 1,2, ... ,q) 4 6q(B) 1 - I 6;B; = µ + (l -<!>1B)(l-<l>12)B 12 1 ( ) 0Q(B") = 1 - I E>;.Bi• (i = 1,2, ... ,Q) are the autoregressive, seasonal autore- Parameter estimates are reported in the gressive, moving average, and seasonal first column of Table 2. 14 The Q statistic moving average polynomials in the back fails to reject the null hypothesis that e1 shift operator B of order p, P, q, and Q, is serially uncorrelated. Thus, we assume respectively. (1 -· B) and (1 - B") are the that the identified ARIMA structure is reverse difference and seasonal difference appropriate. It is noteworthy that the two operators, respectively. The parameters >.. 1 sets of estimated parameters of the AR- and >.. 2 are binary variables. If the series IMA structure in Table 2 are not statis- is first order integrated, >.. 1 = 1 and 0 oth- tically different from each other pairwise, erwise; if the series is first order season- with each parameter estimate within the ally integrated, >.. 2 = 1 and 0 otherwise. other's 95 percent confidence interval. A The innovation series e 1 is independently comparison of forecast and actual real net and identically distributed with zero mean. hotel receipts generated by the model is The transfer function for each interven- displayed in Figure 1. tion is described as: To estimate the impact of the imposi- tion of the hotel room tax, we impose the pre-identified ARIMA structure on the (3) entire sample along with transfer func· tions for the Plaza Accord and the hotel where room tax. The complete model with the

( LJ()(~() /1/1) (>•/ , / }J}Jr.j. {!(!. 'U ,J·'I I 41 HOTEL ROOM TAX 437 l<'IGURE 1 REAL HOTEL REN'l'AL REVENUE lN l.OGARl'l'HMS ACTUAL FORECAST RoomWI 80 81 82 83 84 85 86 87 88 89 ntified transfer functions has the fol- 2 percent initially, with a total long run 1ing form: increase of 28.5 percent. More importantly, our results show that {D = N + W1,o I real after-tax hotel room receipts declined •t.t t (1 - 81,1 B) 1.t- 2 by approximately one percent as a result of the imposition of the room tax in 1987. (5) However, the coefficient of the hotel tax dummy, w 2,0 , is not significantly different !'he ARlMA model estimated for the full from zero. In sum, the hotel room tax had nple with the two policy dummies in- a negligible impact on the real room re- ded is reported in the last column of ceipts of hotel operators. 16 ble 2. The ARIMA structure identified Our results suggest that the hotel room !r the pre-intervention period is very tax is almost fully shifted forward to tour- ble throughout the full sample period, ists (i.e., the price to buyers rose by the licating that the two transfer functions full amount of the tax) with no significant iquately explain the change in the time revenue loss to hotel operators. Thus, the 'ies during the post-intervention pe- demand for hotel lodging may be close to d. Our results illustrate the separate perfectly inelastic. This is further sup- i!Ct.s of the two dummy variables on real ported by examining data on real hotel er-tax hotel rental receipts.16 Note that room rates displayed in Figure 2.17 Fig- ! coefficient of the Plaza Agreement, w10 ure 2 shows no sharp decline in the trend 0.021, is positive and significant (at 5 of the room rate series before and after rcent one-tail test) as expected, indi- the room tax was imposed, indicating that ;ing that the depreciation of the dollar hotel operators were able to shift vir· :>aequent to the Plaza Agreement had a tually the entire tax on to consumers. The :nificant positive impact on travel to shifting is more extensive than predicted twaii. Exchange rate adjustments in- by the earlier work of Fujii, Khaled, and 1ased real hotel revenues in Hawaii by Mak (1985) for Hawaii which suggested

(Uocemo o1, nJ:Jl J, pp. 11..u - 111 438 NATIONAL TAX JOURNAL LVol. XLV TABLE 2 PARAMETER ESTIMATES Parameters Pre-Intervention Full Sample Sample (80: 1-85:8) <80:1 - 90:3) µ 6.5961 l 6.59602 (l()C).29) (123.56) 99 -0.25125 -0.25396 (2.12) (2.86) +1 0.33921 0.24479 (3.02) (2.76) +1,2 0.59489 0.64330 (5.72) (8.91) wl ,O 0.02105 (1.78) 61.1 0.92623 (16.47) 0>2,0 -0.00944 (0.13) ()(24) 21.90 24.98 Notes: ADS01ute t statistics are r~~ m parentheses below each coefficient. I • I 0 0 I Q(24) 1s the L1ung-Box Q stattsllc for the null hypothesis that the first 24 residual autocorrelabons are equal to zero. The Q statistic is distributed as a chi-squared statistic with 24-k degrees of freedom, where k is the number of estimated parameters. ex ante that about two-thirds of the tax round-trip airfare and lodging. 18 Another would be shifted to tourists with a mod- potential explanation for the absence of a erately large negative impact on hotel significant tax impact is that other travel rental receipts. The results are closer to destinations in the U.S. have also in· the predictions of Combs and Elledge creased their room taxes recently. How· (1979) who argued that because the de- ever, it is difficult to imagine that various mand for lodging is likely inelastic with tax changes elsewhere, imposed in differ· respect to price, a small ad ualorem tax ent amounts and at different times and on lodging would have little effect on net places, exactly canceled out the new room after tax hotel receipts and yield substan- tax in Hawaii. tial revenue for the local jurisdiction. One plausible explanation for the lack of a significant impact is that visitors did Conclusion not know about the new tax. Since the In recent years many fiscally belea· room tax is typically paid by tourists when guered state and local governments have they check out, they may not have ade- either implemented new hotel occupancy quately anticipated or responded to the taxes or substantially increased existing higher effective price of rooms. However, hotel taxes to finance public services. The this does not apply to more than half of popularity of the tax stems from the all tourists to Hawaii who purchase pre- premise that the hotel room tax is largely paid package tours that include at least exported to non-residents with little neg·

No. 4] HOTEL ROOM TAX 439 FIGURE 2 HOTEL RENTAL PRICE IN LOGARITHMS REAL NOMINAL- · .16 4.60 ·.24 440 ·.32 4.20 ·.40 ·.48 4.00 ·.56 3.80 ·.64 Room JU 80 81 82 83 84 85 86 87 88 89 ative impact on hotel operators. equal to the ratio of the supply and demand elastic· ities for lodging. Empirical estimates suggested a Our analysis of the effects of the 1987 supply elaaticity of 2 and a demand elasticity of l, Hawaii hotel room tax indicates that the yielding the prediction that approximately two thirds tax did not have a significant negative of a hotel room tax would be passed on to visitors in impact on hotel rental receipts. Our find· the form of higher prices. This study, however, like other extant studies, predicts the incidence of the tax ing may not be entirely surprising since ex ante. a 5 percent increase in lodging expendi- 6Transient accommodations are defined as accom· tures represents less than 1.5 percent of modations that are customarily occupied by a tran· the total cost of a typical vacation in Ha- sient for less than 180 consecutive days. A transient is a person who does not have the intention of making waii inclusive of round-trip airfare. That the accommodation a permanent place of domicile. may not be true of travel to other desti- Exemptions are granted for health care facilities, school nations. Therefore it is important to per· dormitories, nonprofit corporations, military person· Corm similar analyses for other travel nel on permanent duty, and government-subsidized low-income renters. See Bock, Brilliant, and Gerding destinations. (1990). 7 For example, since the tax base (B) is inclusive of the tax charged hotel guests, to net the same room ENDNOTES revenue as before the tax, hotels must add on a tax to guests of 5.25%. That is: **The authors are indebted to Chung H. Lee, Ken White, three anonymous referees, and the editor for B = l .0525*R helpful comments. 1 Wall Street Journal, Tax Report, March 8, 1989. After tax ( = .05*8), hotels net (1-.05)*8 = .95*B = 2See "New York's Hotel Tax Highest in the Na· .95*1.0525*R = R. lion," The Sunday Honolulu Star Bulletin and Ad- "Time series intervention analysis was first pro- wrtiur (September 16, 1990), p. F4. posed by Campbell and Stanley (1966) and Cook and sSee, for example, Schofield (1991), p. 1. Campbell (1979) to aasess the impact of a discrete in· 'See, for example, Fujii, Khaled and Mak (1985), tervention in a social process. The methodology is de· Zuraski and Sanders (1989), and Hiemstra and Ismail scribed in McDowell, McCleary, Meidinger, and Hay (1991). (1980). It has a broad range of applications. For ex· 8This partial equilibrium model demonstrated that ample, Box and Tiao (1975) used it to examine the the burden of a hotel occupancy tax is approximately effectiveness of air pollution control laws. McPheters,

(Ur·w onwv r: 1 ~ ':.J I.) , Pf' . .r1 .1, 1-111 440 NATIONAL TAX JOURNAL [Vol. XLV Mann, and Schlagenhauf (1984) analyzed the impact ruary (peaks and troughs are highly variable, chang· of more severe penalties for the use of firearms on ing from year to year). Visitors to Hawaii must ne- property crime. More recently, Fomby and Hayes gotiate a wide variety of factors in planning their (1990) employed intervention analysis to examine the vacations. When are airfares lowest? When doee Golden impact of the War on Poverty on families in the low- Week or Spring Break fall? Note that school and m est quintile of the income distribution. holidays fluctuate from year to year as do cold spelll 9The hotel revenue series is derived by dividing the in both the East and West. Income is certainly not 1 general excise tax base data on hotel receipts ("'total smooth series either. The lumpiness of Japanese in- hotel rental receipts • 1.0416) by the U.S. consumer come due to significant bonuses in June and Decsm· price index times 1.0416. Two a<ljustments were made ber may contribute to the observed behavior of our to the series. Y.'irst, since we are modeling consump· data. Finally, the conclusions of this paper are un- tion and not tax revenues per se, the data are lagged changed when our model is estimated without the one period (e.g. January tax collections reflect De- moving average parameter. cember receipts). Therefore, the dat.a used in the em- 15 Notice that the dumMy for the Plai11 Agreernen~ pirical analysis actually begin in December 1979. Ii. is lagged one period, while the dummy for the ho- Moreover, since visitor lengths of stay can span two tel room tax, 12, is not. The lagged impact of each pol· monthly reporting periods (and average length of stay icy change is determined empirically. The tax dummy is about 10 days) , we weighted current and previous is not significantly different from zero either contem· ' month receipts by 2/3 and 1/3, respectively. poraneously or with a lag. 10State of Hawaii, The 1990 State of Hawaii Data 18 We have treated the Plaza agreement as an ex· Book, (Honolulu: Department of Business, Economic ogenous policy change. An alternative would be to Development and Tourism, 1991), p. 197. specify a transfer function for the real after-tax nv· 11 Hawaii Vi8itors Bureau, 1991 Annual Research enue series and extract the information in the yen/ Regort <Honolulu, 1992), p. 4, dollar exchange rate by including it as an indepen· 2See Slemrod (1982) for an example of such an ap· dent variable, Using this alternative specification, the proach used to measure the impact of the Revenue pre -interoention sample for the transfer function model Act of 1978 on the volume of stock transactions. ends immediately prior to the imposition of the hotel 13 A transfer function model is a multivariate AR- room tax, not prior to the Plaza agreement. Although IMA model where causal input variables determine the sample periods are different, we find that the noiee the output variable, and the error term (capturing the model from this alternative specification is quite aim· combined effects of all other factors influencing the ilar to that reported in Table 2, and the imposition of output series) is modeled as an ARIMA proceSB. Here, the hotel room tax had a very email negative \mpacl the real revenue series is influenced by policy dummy on real hotel revenues. The hotel room tax dummy inputs. In a more general model the revenue series has a coefficient of ·.0065 with a t-atatistic of 0.04 11 could be determined by inputs such as the explana· compared with a coefficient of ·0.0094 with a t-atatl• tory variables used in a reduced form model , The dy- tic of(.13) as reported in Table 2. Thus, in both caaee, namic response of real revenues to the policy change the imposition of the hotel room tax had a negligible is described by the general rational distributed lag, im~act on real hotel room rental receipts. 1 f!I,), called a transfer function, or an impulse re- These are computed from data on average hotel sponse function. In contrast to the usual static-dummy room rates provided by the accounting firm of Pannell variable approach using a reduced form model, the Kerr Forster based on their monthly surveys or in· transfer function model allows for a dynamic re- dividual hotel properties in Hawaii. The surveys cover sponse of real hotel revenues to policy changes. The approximately two thirds of all hotel rooms and ii path of f(l,) is determined empirically and provides subject to measurement error. Thus we use the price information on the impact, transition, and Jong run series only as supporting evidence. 18 effects of the policy change. Hawaii Visitors Bureau, 1990 Annual Researth 14 The identified noise model reported in Table 2 Report (Honolulu, 1991), p. 50. In 1990, the percen~ contains a nine month moving average component in· age of Hawaii tourists purchasing package tours wu eluded to whiten the residuals by capturing the sig- 54%. nificant autocorrelation in the hotel revenue series at lag nine. While some researchers have attributed sig- nificant autocorrelations at long lags to chance and REFERENCES thus elected to ignore them (e.g. Granger and New- bold (1986), pp. 107-114), others have chosen to model Bock, R., E. Brilliant, and J . Gerding, Taxes of Ha· the observed correlation (e.g., Thompson and Tiao wati 1990. (Honolulu: Cross Roads Presa, 1990). (1971), Fackler and Krieger (1986), Koch and Rasche Box, G.E.P., and G.C. Tiao, "Intervention Analyli1 (1988), and Hanssens and Vanden Abeele (1987)). We With Applications to Economic and Environmental choose to model the observed correlation to eliminate Problems,'' Journal of the American Statistical Al· all systematic fluctuations in the residuals of the sociation. Vol. 70 (1975), pp. 70-79. preintervention model to avoid mistaking them for Campbell, D.T., and J.C. Stanley, E%perimental and systematic effects of the hotel room tax. Furthermore, Quasi-Experimental Designs for Research. (Chi· the seasonal and aseasonal behavior of the revenue cago: Rand McNally, 1966). series is complex enough to generate such correla- Combe, J.P., and B. Elledge, "Effects of a Room Tu tions. There are a wide variety of factors affecting the on Resort Hotels/Motels," Nalicnal Tax Jownal. Vol. seasonal pattern of the revenue series. Hotel room 32 (1979), pp. 201-207. revenues exhibit annual peaks that typically occur in Cook, T.D., and D.T. Campbell, QIU18i-Experimtlllll· June and December and troughs in October and Feb- lion. (Chicago: Rand McNally, 1979)

11.11i c e1111w r, /"1}1 .!.), pp 'l .JJ- •l t No. 4] HOTEL ROOM 'l'AX 441 Department of Taxation, Annual Report. (Honolulu: Loeb, P., "International Travel to the United States, State of Hawaii, 1987 /1988, 1988/1989, and 1989/ An Econometric Jt:valuation," Annals of Tourism 1990). Research, Vol. 9 (1982), pp. 7-20 Fackler, J.S., and S.C. Krieger, "An Application of Mak, J., "Taxing Hotel Room Rentals in the U.S.," Vector Time Series Techniques to Macroeconomic Journal of Travel Research. Vol. 27 (1988), pp. 10- Forecasting," Journal of Business and Economic 16. Statistics, Vol. 4 (1986). McDowell, D., R. McCleary, E. Meidinger, and R. Hay, Fomby, T., and K. Hayes, "An Intervention Analysis Interrupted 1'ime Series Analysis. (San Francisco: of the War on Poverty," Journal of Econometrics. Sage, 1980). Vol. 43 (1990), pp. 197-212. McPheters, L., R. Mann, and D. Schlagenhauf, "Eco- ~'ujii, E., M. Khaled, and J. Mak, "The Exportability nomic Response to a Crime Deterrence Program: of Hotel Occupancy and Other Tourist Taxes," Na- Mandatory Sentencing for Robbery With a l<'ire- tional Tax Journai. Vol. 38 (1985), pp. 169-1'17. arm," Economic Inquiry. Vol. 22 (1984), pp. 550- Granger, C.W.J., and P. Newbold, l"orecasting Eco- 670. nomic Time Series, 2nd edition. (New York: Aca· "New York's Hotel Tax Highest in the Nation," The demic Press, 1986). Sunday Honolulu Star-Bulleti11 and Aduertiser. Gray, H. P., "The Demand for International Travel (September 16, 19901, p. F4. By the United States and Canada," International Schofield, G., "Bed Tax on City Council Agenda,'' The Economic Review Vol. 7 0966), pp. 83-92. Cairns Post, July 6, 1991, p. 1. Hanssens, D M., and P.M. Vanden Abeele, "A Time- Slemrod, Joel , "Stock Transactions Volume and the Seriea Study of the Formation and Predictive Per- 1978 Capital Gains Tax Reduction," Public Finance formance of EEC Production Survey Expectations," Quarterly, Vol. 10 (1982l, pp. 3-16. Journal of Business and Economic Statistics, Vol. 6 State of Haw an, Department of Taxation, Annual Re· (1987). port, 1987-198H, 1988-1989, and 1989-1990. Hawaii Visitors Bureau, 1990 Annual Research Re- "Tax Report," Wall Street ,lo11mal. (March 8, 1989). port (Honolulu, 1991). Thompson, H.E., and G.C. Tiao, "Analysis of tele- Hiemstra, S., and J. Ismail, Amounts and Types of phone data: a case study of forecasting seasonal time Room Taxes Levied on the /,odging Industry . Pre- series,'' Bell Journal of Economics and Manage - senU!d to the Hospitality, Lodging and Travel Re· ment Science, Vol. 2 (1971), pp. 616· 541. search Foundation, American Hotel and Motel As- Yarbrough, B., and R. Yarbrough, The World Econ- aocia tion. (West Lafayette, Indiana: Purdue University, 1990). omy: Trade and Finance. (Chicago: Dryden Press, Hiemstra, S., and J . Ismail, "Analysis of Room Taxes 1988). l.Alvied on the Lodging Industry," Journal of Travel Zuraski, R., and H. Sanders, "Characteristics of Tour- Research, (Summer, 1992), pp. 42-49. ists and State Taxation of Tourist-Related Expen- Koch, P.O., and Robert H. Rasche, "An Examination ditures," 1989 Proceedings of the Eighty -Second of the Commerce Department Leading- Indicator Annual Conference on Taxatio1'. Tax Institute of Approach," Journal of Business and Economic Sta- America, National Tax Association (1990), pp. 63- tutics, Vol. 6 (1988). 69.

7/9/2019 State Lodging Taxes ATTACHMENT #3 Council Committee of the Whole Meeting of 09/10/2019 '"\\NCSL 111111 State Lodging Taxes 1/28/2019 Specific Statewide Taxes on Lodging - By State The following table contains state lodging tax rates. Please keep in mind that these taxes are often levied in addition to local lodging and/or sales taxes. Contact: Jackson Brainerd State Lodging Tax Rates State Sales Tax Lodging Tax Total State Tax Alabama N/A 4.0% [1] 4.0% Alaska No state sales tax N/A None Arizona N/A 5.5% 5.5% Arkansas 6.5% 2.0% 8.5% California N/A N/A None Colorado 2.9% N/A 2.9% *Connecticut N/A 15.0% 15.0% *Delaware No state sales tax 8.0% 8.0% Florida 6.0% N/A 6.0% Georgia 4.0% 5$ fee per room 4.0% *Hawaii 4.0% 10.25% 14.25% www.ncsl.org/research/fiscal-policy/state-lodging-taxes.aspx 1/4

7/9/2019 State Lodging Taxes State Sales Tax Lodging Tax Total State Tax Idaho 6.0% 2.0% 8.0% Illinois N/A 6.0% 6.0% Indiana 7.0% N/A 7.0% Iowa N/A 5.0% 5.0% Kansas 6.5% N/A [2] 6.5% Kentucky 6.0% 1.0% 7.0% Louisiana 4.45% N/A 4.45% *Maine N/A 9.0% 9.0% Maryland 6.0% N/A 6.0% Massachusetts N/A 5.7% 5.7% Michigan 6.0% 6.0% [3] 12.0% Minnesota 6.875% N/A 6.875% Mississippi 7.0% N/A 7.0% Missouri 4.225% N/A 4.225% Montana 3.0% [4] 4.0% 7.0% Nebraska 5.5% 1.0% 6.5% Nevada N/A N/A [5] None *New Hampshire No state sales ta x 9.0% 9.0% New Jersey 6.625% 5.0% 11.625% New Mexi co 5.125% N/A 5.125% New York 4.0% N/A 4.0% North Carolina 4.75% N/A 4.75% North Dakota 5.0% N/A 5.0% Ohio 5.75% N/A 5.75% Oklahoma 4.5% N/A 4.5% www. ncsl .org/research/fiscal-poli cy/state-lodging-taxes.a spx 2/4

7/9/2019 State Lodgin g Taxes State Sales Tax Lodging Tax Total State Tax Oregon No state sales ta x 1.8% [6] 1.8% Pennsylvania N/A 6.0% 6.0% Rhode Island 7.0% 5.0% 12.0% South Carolina 5.0% [7] 2.0% 7.0% South Dakota 4.5% 1.5% [8] 6.0% Tennessee 7.0% N/A 7.0% Texas N/A 6.0% 6.0% Utah 4.7% 0.32% 5.02% Vermont N/A 9.0% 9.0% Virginia 4 .3% [9] 0.0% 4.3% Washington 6.5% N/A 6.5% West Virginia 6% N/A 6% Wisconsin 5% N/A 5% Wyoming 4% N/A 4% District of Columbia N/A 14.95% 14.95% Puerto Rico N/A 9% 9% Virgin Islands N/A 12.5% 12.5% N/A =ta x not levied on accommodations * =no additional local ta x on accommodations [1] State lodging tax rate raised to 5.0% in mountain lakes area. [2] A state lodging ta x is only levied in special statutory designated redevelopment districts at 5.0%. [3] State levied lodging tax varies. Convention hotels located within a qualified local government unit with 81 -160 rooms rate is 3.0% and 6.0% for hotels with more than 160 rooms. All other hotels with 81-160 rooms is 1.5% and 5.0% for hotels with more than 160 rooms. [4] Specific sales ta x levied on accommodations . State has no general sales ta x. www.ncsl.org/research/fiscal-policy/state-lodging-taxes.aspx 3/4

7/9/2019 State Lodging Taxes [5] Counties must levy a lodging tax of 1% or 2% based on population. [6] The rate becomes 1.5% after 7/1 /2020. [7] State sales tax on lodging is lowered to 5.0%. [8] Seasonal Uune-September) [9] An additional 0.7% may be included in the rate in certain planning districts. Copyright 2019 by National Conference of State Legislatures www.ncs l.org/research/fisca l-policy/state-lodging-taxes.aspx 4/4

FINAL READING CITY OF DOVER PROPOSED ORDINANCE #2019-16 1 BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, IN 2 COUNCIL MET: 3 That Chapter 102 - Taxation of the Dover Code be amended by inserting a new Article VII - Lodging 4 Tax, as follows: 5 ARTICLE VII - Local Lodging Tax 6 7 Sec. 102-190. - Local lodging tax. 8 (a) A local lodging tax is hereby levied of up to 3% of the cost of the rent, in addition to the 9 amount imposed by the State and the County, for any room or rooms in a hotel, motel or 10 tourist home, as defined in 30 Del. C. §6101, within the boundaries of the City of Dover. 11 (b) The local lodging tax, pursuant to this ordinance, is the responsibility of the occupant of the 12 room and shall be collected at the time the rental is paid. Operators of the hotel, motel or 13 tourist home are responsible for the collection of the local lodging tax and the remittance of 14 the taxes to the City of Dover within 20 days after the end of each calendar month, in 15 accordance with procedures established by the City Manager and using forms designated by 16 the City Finance Department. The tax imposed shall be shown on the billing to the occupant 17 as a separate and distinct item. 18 (c) Lodging tax receipts will be accounted for in a Committed Fund Balance account to be 19 used only for specific purposes determined by the formal action of City Council 20 through a motion or an adopted City Ordinance which is approved by majority vote. 21 (d) No local lodging tax pursuant to this ordinance shall be collected for reservations or contracts 22 for lodging executed or completed before *(date of adoption). 23 ADOPTED: * 24 S:\ORDINANCES\2019\DRAFT\ORDINANCE #2019-16-LODGING TAX\ORDINANCE #2019-16 - LODGING TAX-FINAL READING.wpd 25 SYNOPSIS 26 The amendment imposes a local lodging tax of up to 3% of the cost of the rent, in 27 addition to the amount imposed by the State and the County, for any room or rooms 28 in a hotel, motel or tourist home, as defined in 30 Del. C. §6101, within the 29 boundaries of the City of Dover. 30 (SPONSORS: HARE AND POLCE) 31 Actions History 32 09/23/2019 - Scheduled for Final Reading - City Council 33 09/10/2019 - Public Hearing - Council Committee of the Whole/Legislative, Finance, and Administration Committee 34 07/22/2019 - First Reading - City Council 35 07/09/2019 - Introduced - Council Committee of the Whole/Legislative, Finance, and Administration Committee

FIRST READING CITY OF DOVER ORDINANCE #2019-17 1 BE IT ORDAINED BY THE MAYOR AND COUNCIL OF THE CITY OF DOVER, IN 2 COUNCIL MET: 3 4 That Appendix C – Downtown Redevelopment of the Dover Code be amended by inserting the text 5 indicated in bold, blue, italics and deleting the text indicated in red strikeout as follows: 6 7 APPENDIX C - DOWNTOWN REDEVELOPMENT[1] 8 Footnotes: 9 --- (1) --- 10 Editor's note— An ordinance adopted Nov. 26, 1990, amended the Code by adding App. C, Arts. I— 11 VII, which is included in its entirety with no substantive changes made by the editor. Notation of 12 subsequent amendments shall follow the affected sections in a parenthetical history note. Obvious 13 misspellings and punctuation errors have been corrected without notation. For stylistic purposes, 14 headings and catchlines have been made uniform and the same system of capitalization, citation to state 15 statutes, and expression of numbers in text as appears in the Code of Ordinances has been used. 16 Additions made for clarity are indicated by brackets. ARTICLE I. - INTENT The city council has deemed it to be in the best interests of the residents of the city and in furtherance of their health, safety and welfare to promote the redevelopment of downtown Dover. In order to promote the redevelopment, [the] council has determined that incentives in the forms of tax abatements, impact fee waivers and building permit caps should be offered. ARTICLE II. - DEFINITIONS[2] The following words, terms and phrases, when used in this ordinance, shall have the meanings ascribed to them in this article, except where the context clearly indicates a different meaning: Footnotes: --- (2) --- Editor's note— Ord. No. 2014-01, adopted Feb. 10, 2014, repealed the former App. C, Art. II, §§ 1—4, and enacted a new Art. II as set out herein. The former Art. II pertained to similar subject matter and derived from Ord. of 5-26-1992; Ord. of 3-13-1995; Ord. of 4-14-1997; Ord. of 1-10-2000; Ord. of 4-28-2008(3). Section 1. - Beneficiary of the incentives. The beneficiary of the incentives shall include the person or artificial entity that receives the incentive and the owner of one-half or greater interest in an artificial entity that receives the incentive.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 2 ( Ord. No. 2014-01, 2-10-2014 ) Section 2. - Downtown Dover Partnership. (a) The Downtown Dover Partnership shall be established and duly incorporated under the not-for-profit corporation provisions of the Delaware General Corporation Law (8 Del. C §101 et seq.) for the purpose of fostering redevelopment within the target area. ( Ord. No. 2014-01, 2-10-2014 ) (b) Certification of incorporation. The city solicitor, as incorporator of the company, shall prepare and cause, or amend, the certificate of incorporation to be filed with the secretary of State of Delaware, which certificate shall include those requirements set forth in 22 Del. C. § 1504, as amended. (c) Membership of company and board of directors. The management company shall be a corporation comprised of not less than five members or directors respectively who either own a commercial property within the district, or are the designee of such owner. (d) Company reports. The management company shall file with the finance department and with the city clerk a monthly financial report and shall also provide an operating report monthly. The City of Dover shall annually review the performance of the management company and shall prepare for public inspection a report which certifies that the management company is in compliance with its enabling ordinance, its certificate of incorporation and bylaws, and the provisions of this appendix and 22 Del. C. ch. 15 (22 Del. C. § 1501 et seq.); the management company is fiscally sound; and the management company has not discriminated against any person based upon race, sex, national origin, religion, age or disability. ( Ord. No. 2014-14, 6-9-2014 ) Section 3. - Eligible project. Eligible project shall mean a new construction or renovation which: (a) Is located within the target area; and (b) The fair market value of the materials to be used in and the labor to be performed on the project exceeds the sum of $15,000.00; and (c) Is for commercial, office, or a residential use; and (d) Conforms to the intent of this ordinance. In order for a residential use to be an eligible project, the object of the construction or renovation must be a dwelling unit as defined in article 12 of the City of Dover zoning ordinance [appendix B]. Construction or renovation of accessory buildings as defined in article 12 of the City of Dover zoning ordinance [appendix B] shall not be eligible for development incentives.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 3 Construction or renovation which constitutes ordinary replacement or routine maintenance shall not qualify as an eligible project. ( Ord. No. 2014-01, 2-10-2014 ) Section 4. - Target area. Target area shall mean that part of the city more particularly described as follows: Beginning at a point at the intersection of the centerlines of Cecil and North State Streets, then continuing on the centerline of North State Street in a southerly direction to the intersection of the centerline of State Street and an extension of the centerline of Delaware Avenue, then continuing on the centerline and an extension of the centerline of Delaware Avenue in an easterly direction to the point of intersection of an extension of the centerline of Delaware Avenue and the St. Jones River, then following the centerline of the St. Jones River in a southerly direction to the point of intersection of the centerline of the St. Jones River and the southerly property line of lands now or formerly of the Catholic Diocese of Wilmington, being the site of Holy Cross Roman Catholic Church, then proceeding in a westerly direction along said property line to the easterly right-of-way line of South State Street (U.S. Route 13-A), then crossing the right-of-way line of South State Street in a westerly direction and joining the centerline of Hope Street and proceeding in a westerly direction to the centerlines of Hope Street and South Governors Avenue, then proceeding in a southerly direction along the centerline of South Governors Avenue to the point of intersection of the centerlines of South Governors Avenue and Dover Street, then proceeding in a westerly direction along the centerline of Dover Street to the point of intersection of the centerlines of Dover Street and Westview Terrace, then continuing in a northerly direction on the centerline of Westview Terrace to the point of intersection of the centerline of Westview Terrace and New Burton Road, then proceeding in a northeasterly direction on the centerline of New Burton Road to the point of intersection of New Burton Road and West Street, then continuing in a northerly direction along the westerly right-of- way line of West Street to the point of intersection of the westerly side of the right-of-way of West Street and the northerly property line of lands now or formerly of Dover Rent-All, Inc., then continuing in a westerly direction along said property line to the point of intersection of said property line and the lands of Conrail Railroad, then proceeding in a northerly direction along the easterly right-of-way line of Conrail Railroad in a northerly direction to the point of intersection of the centerline of West North Street and then westerly along the centerline of West North Street to Clarence Street and north along the center line of Clarence Street to Slaughter Street, and west along the center line of Slaughter Street to Cherry Street and north along the center line of Cherry Street to the intersection with the center line of Lincoln Street to a point of intersection with an extension of the westerly property line of lands now or of late of Michael Nash, being the site of the former Diamond Ice Company, then proceeding in a northerly direction along the westerly property line of the Nash property and in a line extending to the intersection of the southerly property line of lands now or of late Paul T. and Aiko Moore, and then northwesterly and then northerly along the southern and western property line of the Moore property and extending north to an intersection with the centerline of Lincoln Street, and then easterly along the centerline of

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 4 Lincoln Street to a point of intersection of an extension of the westerly property line of lands now or formerly of Frank Moore et al., and then northerly along the western property of Frank Moore et al. and extending to a point of intersection with the centerline of Forest Street, then easterly along the centerline of Forest Street to a point of intersection with an extension of the westerly property of the lands now or formerly of the Salvation Army, and then northerly and easterly along the western and north property line of the Salvation Army property to the point of intersection with lands now or of late Conrail Railroad, then northerly along the westerly property line of Conrail Railroad and extending to a point of intersection with the centerline of West Division Street, and then easterly along the centerline of East Division Street to the intersection of the easterly right-of-way line of Conrail Railroad, and then northerly along the easterly right-of-way line of Conrail Railroad to the intersection of the right-of-way of Conrail Railroad and the northerly property line of lands now or of late of Southern States Cooperative, Inc., then proceeding in an easterly direction a distance of 52.76 feet to the northeasterly corner of the lands now or of late of Southern States Cooperative, Inc., then proceeding in a southerly direction along the easterly property line of lands now or of late of Southern States Cooperative, Inc., to the point of intersection of said property and the centerline of Mary Street, then proceeding in an easterly direction along the centerline of Mary Street to the point of beginning, being the point of intersection of the centerline of Mary Street and North Governors Avenue, south along the centerline of North Governors Avenue to the intersection of North Governors Avenue and Cecil Street, and west along the center line of Cecil Street through the Wesley College Campus to the point of intersection of Cecil Street and North State Street. High Priority Target Area shall mean that part of the city more particularly described as bounded by the street center lines as follows: From the intersection of the centerlines of North Governors Avenue and Mary Street south to the intersection of the centerlines of North Governors Avenue and Fulton Street, east to the intersections of the center lines of Fulton Street and North State Street, south to the intersection of the center lines of South State Street and Loockerman Street, east 202 feet and then south 172 feet and then west 36 feet and south 73 feet, and west along the right-of- way of North Street for 136 feet, and then south 45 feet along the center line of State Street and then east 73 feet along the south right-of-way of North Street and then south 71 feet, and then west 11 feet and south six feet and west 20 feet and south 135 feet and west 8 feet and then south 22 feet, then west following the centerline of The Green to the south intersection of the center lines of South State Street and The Green, south to West Water Street and south 218 feet and west 205 feet and southwest 41 feet and west 246 feet and north 102 feet and west 103 feet and northwest 3 feet and west 40 feet and southwest 9 feet and west 44 feet and north to the intersection of South Governors Avenue and the centerline of West Water Street and west to the intersection of the center lines of West Water Street and South Queen Street, south along the center line of South Queen Street 541.11 feet and then west to the center line of South West Street, and north to the intersection of the center lines of West North Street and South West Street, and west to the intersection of the center lines of West North Street and Clarence Street and north to the intersection of the center lines of Clarence Street and Slaughter Street, and west along the center line of Slaughter Street to Cherry Street and north along the center line of Cherry Street to the intersection with the center line of Lincoln Street, and east along the center line of Lincoln Street to the intersection of the

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 5 center lines of Forest Street and South West Street, and north along the center line of South West Street to the intersection of the center lines of West Street and West Division Street, and west to the east property line of the Norfolk Southern railroad track, and north along this property line to the intersection with the center line of Mary Street, and west to the intersection of the center lines of Mary Street and North Governors Avenue. ( Ord. No. 2014-01, 2-10-2014 ; Ord. No. 2015-04, 2-23-2015 ; Ord. No. 2015-19, 11-9-2015 ) ARTICLE III. - ELIGIBILITY[3] Footnotes: --- (3) --- Editor's note— Ord. No. 2015-04, adopted Feb. 23, 2015 , repealed Art. III, § 1, which pertained to development incentive eligibility and derived from Ord. of 4-28-2003(3); Ord. No. 2014-01, adopted Feb. 10, 2014 . Subsequently, said ordinance renumbered Art. III, §§ 2, 3 as §§ 1, 2. Section 1. - Development incentive ineligibility. An otherwise eligible project shall be ineligible for development incentives if: (a) An application for a building permit for the project was filed prior to the effective date of this ordinance; or (b) Construction or renovation commenced prior to the effective date of this ordinance; or (c) Issuance of the certificate of occupancy and/or the completion and finalization of the building permit occurs before the application for development incentives is received; or (d) The subject property is exempt from City of Dover real estate taxes; or (e) The beneficiary of the incentives is delinquent on any of the obligations listed in section 1-13(b). (Ord. of 1-11-1999; Ord. No. 2014-01, 2-10-2014 ; Ord. No. 2015-04, 2-23-2015 ) Section 2. - Revocation of eligibility. The beneficiary of the incentives provided by this Appendix must remain current on all obligations due the city. If, at any time after the incentives have been granted, the beneficiary of the incentives becomes delinquent on any of the obligations listed in section 1-13(b), the city manager shall revoke the eligibility for any portion of the incentives not yet received by the beneficiary. Notice shall be given to such beneficiary in writing. ( Ord. No. 2014-01, 2-10-2014 ; Ord. No. 2015-04, 2-23-2015 )

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 6 ARTICLE IV. - DEVELOPMENT INCENTIVES Eligible projects within the Target Area shall be eligible for the following development incentives: Section 1. - Waiver of permit fees. Fees for building, plumbing, mechanical, and fire protection permits shall be waived for eligible projects. (Ord. of 1-10-2000; Ord. No. 2015-04, 2-23-2015 ) Section 2. - Waiver of impact fees. Eligible projects shall qualify for city impact fee waiver of the cost of such fees. (Ord. of 1-10-2000; Ord. of 1-28-2008(1); Ord. No. 2015-04, 2-23-2015 ) Section 3. - Abatement of property taxes on the value of improvement. Eligible projects shall receive property tax waivers for a period not to exceed ten years so that improvements to the properties made in accordance with the intent of this ordinance will not be taxed for a period of time not to exceed ten years from the date of the making of the improvements. The said ten-year period will commence with the date of issuance of a building permit. Eligible projects within the High Priority Target Area shall also be eligible for the following incentives: • For properties which have transferred on or after March 1, 2015, the property owner shall be eligible for a rebate of the buyer's portion of the real estate transfer tax upon issuance of a certificate of occupancy, provided that a certificate of occupancy is issued for improvements to the property within five years of the payment of the real estate transfer tax. • Businesses that open within or relocate to the high priority target area on or after March 1, 2015, shall be eligible for a waiver of all city business license fees associated with the business for a period of three years. Eligible businesses are still required to obtain the required city business licenses. ( Ord. No. 2015-04, 2-23-2015 ) ARTICLE V. - ADMINISTRATION The city manager and his staff shall develop the administrative procedures necessary to implement this ordinance. The city manager and his staff shall promulgate reasonable standards

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 7 to be used in determining whether an eligible project shall receive development incentives and, if so, which incentives shall be granted. Administrative staff shall review applications for development incentives and grant incentives to eligible projects. Applicants shall be notified of the action taken on their applications by mail. ARTICLE VI. - APPEALS Applicants denied development incentives shall have the right to appeal the decision to the city council within 30 days from the date of mailing of the formal notification. Such appeal shall be in writing, signed by the owner of the property in question, and filed with the city clerk. ARTICLE VII. - SEVERABILITY AND EFFECTIVE DATE Section 1. - Severability. Should any section or provision of this ordinance be declared to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the ordinance as a whole or any part thereof other than the parts so declared to be unconstitutional or invalid. ( Ord. No. 2015-04, 2-23-2015 ) 1 Section 2. - Effective date. 2 This ordinance shall be effective as of January 1, 1991. 3 ( Ord. No. 2015-04, 2-23-2015 ) 4 5 BE IT FURTHER ORDAINED: 6 7 That Appendix D – Downtown Dover Business Improvement District of the Dover Code be amended by 8 deleting it in its entirety, as follows: 9 10 APPENDIX D - DOWNTOWN DOVER BUSINESS IMPROVEMENT DISTRICT[1] 11 Footnotes: 12 --- (1) --- 13 Editor's note— An ordinance adopted June 26, 1995, added app. D, arts. I—III, which is included in its 14 entirety with no substantive changes made by the editor. Subsequent amendments shall follow the 15 affected sections in a parenthetical history note. Obvious misspellings and punctuation errors have been 16 corrected without notation. For stylistic purposes, headings and catchlines have been made uniform and 17 the same system of capitalization, citation to state statutes, and expression of numbers in text as appears 18 in the Code of Ordinances has been used. Additions made for clarity are indicated by brackets. ARTICLE I. - FINDINGS AND DECLARATION OF POLICY

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 8 The mayor and council of the City of Dover, acting pursuant to the provisions of 22 Del. C. ch. 15 (22 Del. C. § 1501 et seq.), and having reviewed reports from the business improvement district committee, hereby finds and declares that: Section 1. - [Preservation and enhancement of commercial enterprise.] Preserving and enhancing commercial enterprise in Dover and in the downtown business center of Dover is critical to the longterm financial well-being of the City of Dover. Section 2. - [Availability of enhanced city services in commercial centers.] The availability of enhanced city services within the commercial centers of Dover should result in significantly improved street and sidewalk sanitation, facilities and infrastructure maintenance, and public security, serving as a magnet to the consuming public. Section 3. - [Creation of business improvement districts.] Numerous cities and towns throughout the United States, including Wilmington, Philadelphia, Baltimore, Buffalo and Allentown, are enjoying enhanced city services through the creation of business improvement districts. Section 4. - [Funding of enhanced city services.] The cost of the enhanced city services provided for within the Dover Downtown Business Improvement District shall be funded by the principal beneficiaries thereof, the commercial enterprises within the district and by voluntary donations, thereby limiting further demand on the general revenues of the City of Dover. ARTICLE II. - DEFINITIONS The following words, terms and phrases, when used in this ordinance, shall have the meanings ascribed to them in this article, except where the context clearly indicates a different meaning: Section 1. - [Assessable property.] Assessable property means all property owned or used by a commercial enterprise which is located within the Downtown Dover Business Improvement District (whether or not it is subject to a city real property tax abatement) and which is not part of a class of property which is exempt from assessment pursuant to article III, section 8 of this appendix. Section 2. - [Assessment base.] Assessment base means any tax or license fee lawfully imposed by the city relating to real property or the operation of a commercial enterprise. Section 3. - [Assessment zone.] Assessment zone means an area of the [Downtown] Dover Business Improvement District designated by the city to fund a certain percentage of the district's annual budget within which the assessment rate is uniform.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 9 There shall be three assessment zones in the district. A smaller core assessment zone [shall be] centered around Loockerman Street (bounded by the farthest points of Queen, Reed, State and North Streets) that would provide half of the budget through assessments. The larger remaining portions of the district shall be the outer zones and shall provide half of the budget through assessment. The limits of each zone shall be presented by map to city council for approval at the time of approval of the BID budget as prescribed in section 9(f). (Ord. of 4-10-2006(3)) Section 4. - [Authority.] Authority means a body politic or corporate, exercising public powers of the state as an agency thereof in accordance with the provision of 22 Del. C. ch. 15 (22 Del. C. § 1501 et seq.), and this appendix of [to] the city Code. Section 6 [5]. - [City and municipality.] City or municipality means [the] City of Dover, a political subdivision of the State of Delaware. Section 5 [6]. - [Downtown Dover Business Improvement District and district.] Downtown Dover Business Improvement District or district means an area of the city designated for the provision of services by an authority or management company as defined by this article of this appendix of [to] the Code. Section 7. - [Management company.] Management company means an authority, which, in accordance with the express terms of the provisions of this article of this appendix and the ordinance creating it, is duly incorporated under the not-for-profit corporation provisions of the Delaware General Corporation Law (8 Del. C. § 101 et seq.), and such management company shall be designated by [an] act of [the] city council. Section 8. - [Services.] Services means those functions undertaken, directly or indirectly, by an authority or management company for the benefit and advantage of the business improvement district. ARTICLE III. - ESTABLISHMENT OF THE DOVER DOWNTOWN BUSINESS IMPROVEMENT DISTRICT Section 1. - Purpose. The creation of the Dover Downtown Business Improvement District is designed to assist in the revitalization of the city's downtown and adjoining commercial district by providing enhanced municipal services via a commercial property surtax. The district is created pursuant to chapter 15, title 22, Delaware Code (22 Del. C. § 1501 et seq.) (hereafter, the "enabling legislation"). Section 2. - Establishment.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 10 The mayor and council hereby create a business improvement district to be known as the "Dover Downtown Business Improvement District" ("DDBID"), which district shall be bounded, governed and administered in accordance with this appendix D. Section 3. - Geographic boundaries. The geographic boundaries of the DDBID shall not exceed the boundaries of the downtown redevelopment target area as defined in Appendix C—Downtown Redevelopment. (Ord. of 4-10-2006(4); Ord. No. 2014-14, 6-9-2014 ) Section 4. - Duration of DDBID. The city council shall have the right to dissolve the DDBID or change the designation of the management company at any time. ( Ord. No. 2014-14, 6-9-2014 ) Section 5. - Management company. (a) Authorized. The DDBID shall be governed by the Downtown Dover Partnership, a management company specifically authorized by this ordinance and organized under the not- for-profit corporation provisions of the Delaware General Corporation Law (8 Del. C. § 101 et seq.). (b) Certification of incorporation. The city solicitor, as incorporator of the company, shall prepare and cause, or amend, the certificate of incorporation to be filed with the secretary of State of Delaware, which certificate shall include those requirements set forth in 22 Del. C. § 1504, as amended. (c) Membership of company and board of directors. The management company shall be a corporation comprised of not less than five members or directors respectively who either own a commercial property within the district, or are the designee of such owner. (d) Company reports. The management company shall file with the finance department and with the city clerk a monthly financial report and shall also provide an operating report monthly. The City of Dover shall annually review the performance of the management company and shall prepare for public inspection a report which certifies that the management company is in compliance with its enabling ordinance, its certificate of incorporation and bylaws, and the provisions of this appendix and 22 Del. C. ch. 15 (22 Del. C. § 1501 et seq.); the management company is fiscally sound; and the management company has not discriminated against any person based upon race, sex, national origin, religion, age or disability. ( Ord. No. 2014-14, 6-9-2014 ) Section 6. - Services. Except as limited by the enabling legislation, the DDBID may use proceeds of the special assessments to provide for the following services, directly or by contract: promotional events, business training and education; streetscape and store design services and assistance; marketing and advertising; economic development; market analysis and planning studies; security services; sidewalk sanitation; [and] downtown signage and lighting.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 11 Section 7. - Assessment base. The assessment base through which the annual budget of the DDBID shall be funded shall be the real property assessment value as established by city property tax records for the qualified property in the assessment zone. Section 8. - Properties exempt from assessment. (a) All exclusively residential properties having not more than four rental units shall be exempt from assessment. (b) All properties which are (i) exempt from the city's real property tax and (ii) owned by either churches or the federal, state or local government shall be exempt from assessment. (c) All assessment appeals shall be taken directly to the management company. Section 9. - Method of assessment. (a) The management company shall assess each assessable property within the district by multiplying the total service and improvement cost as reflected in the adopted budget for each year (less any allocated surplus or estimated revenue from other sources) by the ratio of the amount of such assessable property's assessment base to the total amount of the assessment base for all assessable properties in the district or, if the district is divided into assessment zones, in the respective assessment zone, provided that, in all cases, the assessment base shall be the one designated in the enabling legislation and this appendix by the city to fund the district; and provided, further, that notwithstanding the above, the management company shall have the power to impose an assessment of a minimum amount. (b) The management company shall by resolution authorize the payment of such assessments annually. (c) All assessments imposed by the management company shall constitute a lien on each property so assessed, the nonpayment of which shall be collectible in the same manner as the collection of a property tax delinquency by the city in which the district lies. No action taken to enforce a claim by the management company for the annual payment shall affect the status of any subsequent installment of the same or the next assessment, each of which shall constitute a lien upon the property. (d) Each year the city assessor shall provide the management company with a list of the assessed values of all properties located within the DDBID which are subject to assessment hereunder, as well as the: (i) Name and address of the owner(s) of each such property; and (ii) The address and parcel number of each such property. (e) There shall be three assessment zones in the district as set forth in the attached map. Zones 1, 2 and 3 shall provide 50 percent, 40 percent and ten percent of the budget assessment. (f) The annual budget and assessment zones shall be established by the management company and submitted to [the] city council for approval on or before the first council meeting in May each year. The budget shall be based on services and improvements authorized by this ordinance and shall be approved by [the] council on or before the second meeting in June.

Proposed Ordinance #2019-17-Append C-Downtown Redevelopment and Append D-DDBID Page 12 Once the budget is approved by [the] city council, the city assessor shall supply to the management company the necessary information to determine the assessments and assessment rate. The assessment rate shall be approved and accepted by [the] council on or before the second meeting in June each year. The billing and assessment year shall run from July 1 to June 30. Assessment notices shall be mailed on or before the tenth working day of July each year. Assessments not paid by August 1 shall bear a penalty of 1½ percent per month. (Ord. of 4-10-2006(5)) 1 Section 10. - Limitations on authority. 2 The management company shall have all of the powers and authorities described and listed in 22 3 Del. C. § 1504(b), as amended; provided, however, that it shall be prohibited from incurring capital debt 4 and owning real property with funds acquired through the DDBID revenues. 5 6 ADOPTED: * 7 8 SYNOPSIS 9 The amendment eliminates the Downtown Dover Business Improvement District and associated tax. 10 (SPONSORS: COMMITTEE OF THE WHOLE/LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE) 11 12 Actions History: 13 09/23/19 – Scheduled for First Reading – City Council 14 09/10/19 – Introduced – CCW/Legislative, Finance, and Administration Committee meeting 15 07/23/19 – Deferred by Committee – CCW/Legislative, Finance, and Administration Committee 16 meeting 17