DDP Board Meeting Revised Agenda & Packet 2-26-25

D. f PARTNERSHIP BOARD OF DIRECTORS Wednesday, February 26, 2025, at 7:30 a.m. City of Dover Conference Room AGENDA (Revised 2-18-25) Welcome Agenda Minutes (January meeting) Police Report Executive Committee/Staff Updates i. | EPA and ARPA grant processes = DDP accounting Policies & Procedures DDP bookkeeping/accounting =~ Contract accounting services ii Critical Improvements Program = Contract with Rossi Group iv. Loockerman Street Improvements "Proposed contract with City of Dover (KCI) v. Annual Report DDP 2024 BPP re 6. Executive Session i. | Property Topic #1 ii. Property Topic #2 7. Property Updates 8. Downtown Dover Master Plan Priorities i. Priority Projects Site Readiness = 148 S. Bradford St. = 150 S. Bradford St. = West End property clean up ii. | Mobility Center project updates " — Historic District Commission (March 2025) = Proposed March Open House 9. Legislative Updates 10. Other Business 11. Board member updates 12. Public Comment 13. Adjourn Upcoming DDP board meeting: March 26, 2025 City of Dover Conference Room 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 deletion of items, including executive sessions, which arise at the time of the meeting. Downtown Dover Partnership Board Meeting

k. ROWN TOWN Board Meeting ) OOVER 1/22/25 “AN! PARTNERSHIP City of Dover Conference Room BOARD MEETING MINUTES ATTENDANCE: Codi Canasa, Councilman Fred Neil, John Van Gorp, Tricia Arndt, Todd Stonesifer, Will Grimes, Dave Hugg, Sharon Duca OTHER GUESTS: Dina Vendetti STAFF: Ken Anderson, Diane Laird, Morgan Russum ABSENT: Pete Bradley, Trey Paradee, Robin Christiansen, Kim Adams, Stacy Downing, Donny Legans, Linda Parkowski, Sarah Keifer : CALL TO ORDER: Todd Stonesifer opened the meeting at 7:36 a.m. AGENDA - Motion duly made and unanimously approved. MINUTES (12/4/24 meeting) - Motion duly made and unanimously approved. POLICE REPORT: Todd reported on a city-wide Quality of life initiative focusing on common crimes affecting city life. There have been numerous arrests for trespassing and drug offenses. The behavioral health unit has been involved in addressing vagrants and offering help. Also, merchants can file police forms for trespassing incidents. A copy of the Arrest v. Trespass Form was circulated. EXECUTIVE COMMITTEE/STAFF UPDATES: ¢ Diane reported that the PNC account has been established with over $10 million in a money market account. This account is aimed at maintaining liquidity and higher interest. e Diane provided copies of newly updated Main Street-Dover, inc. Non-Profit Corporate Bylaws. MSD was established in 1995 and, at this time, remains operational mostly for receiving grants. The 150 S. Governor’s Ave, property was donated to DDP through MSD. The owner wanted to close on the property immediately, however, prior to closing, it was required that the bylaws (specifically the conflict of interest and donation policies) be updated. An attorney was consulted and created updated bylaws and policies. Fred Neil motioned to approve the updates bylaws and policies. Tricia Arndt seconded the motion. Motion was unanimously approved. ¢ Diane met with Eric DuPont of the Longwood Foundation on January 20" to discuss grant opportunities. This was a third pre-application meeting to funding up to $2 million for the Mobility Center. Application for the grant can be submitted either March 1 or in September. Organizations are only allowed to apply once every two years. Diane noted that DDP has not had an audit in several years and having one done may strengthen the application. There was also discussion about the need for quantifiable outcomes and a potential collaboration with Rick Ferrell for metrics development. Board Meeting 1-22-25 Downtown Dover Partnership 1

aff 4 DOWNTOWN Board Meeting )) 7 1/22/25 “ON! PARTNERSHIP City of Dover Conference Room EXECUTIVE SESSION (Property): * Todd reported that Governor Meyer’s visit to downtown Dover on January 11" was a success. During the visit, Governor Meyer re-affirmed his commitment to continue to support the DDP. Governor Carney’s last proposed budget includes $5 million for DDP in the Bond Bill That budget will be voted on in June 2025. « Todd also announced a new State of Delaware Memorandum of Understanding for $4 million. This money is the interest on the previously allotted $15 million in ARPA funding. This money has less restrictions than the ARPA funds allowing for potential to fund the Mobility Center and divert funds to the next project. PROPERTY UPDATES: Diane reported that there have been issues on the West End with homeless constructing campsites on vacant properties, The owners of the Capital Center (previously the Duncan Center) are monitoring the site closely. DOWNTOWN DOVER MASTER PLAN PRIORITIES: Ken provided an update on Priority Projects Properties: 1, The demolition of 680-684 Forest Ave. and 120 S. Governors has been completed. 2. 148 S, Bradford St.: Demolition began January 21" and is expecte3d to be completed within 10 days. Ongoing remediation issues require coordination between contractors. 3. 1505. Bradford St,: Demolition will begin as soon as the tenant as vacated the property. 4. Demolition of both 148 and 150 is expected to be fully completed within 30 days. Todd shared updates on the progress of the Mobility Center project: 1. Positive feedback from the public workshop influenced design changes. The updated design was unanimously supported/approved by the Historic Commission. 2. .The Planning Commission approved the site plan. 3." Further design work and agency approvals are needed before applying for a building permit. MARKETING & PROMOTIONS: Diane provided a recap on the Fire & Ice Festival: * Total cost of the festival was $60,000. $32,000 was for ice. Grant funding covered $40,000 and sponsorships totaled over $20,000, achieving break-even status. e DSU student volunteers played a crucial role in the event’s execution. e The event was open to the public and free of charge and achieved significant local engagement. Codi reported over 25 thousand views on FaceBook Live. More than 200 people went into the CURE building. On Saturday alone, over 250 people visited The Hive and viewed the Mobility Center and Master Plan designs. © Merchants reported significant increase in sales during the festival. Forney’s, specifically, noted that their typical Friday afternoon sales net ~$100 and Friday afternoon during the festival brought in ~$1200. © Overall, attendees were in good spirits and positively engaged with each other. The event Board Meeting 1-22-25 Downtown Dover Partnership 2

AN DOWNTOWN Board Meeting > 729 VER 1/22/25 PARTNERSHIP City of Dover Conference Room maintained a positive atmosphere throughout. Attendees appreciated that the streets were not completely blocked off. 800 s’mores kits were distributed at the parklets and over 200 cups of hot chocolate were served at The Hive. LEGISLATIVE UPDATES - NONE OTHER BUSINESS — NONE BOARD MEMBER UPDATES: e Sharon: The City Planning office is short staffed but still effectively working through their caseload. There is a contractor in place to handle building permitting. e Tricia: The City is exploring creative financing for the Riverfront Park project. Stormwater funds had been designated for this project, but the city has halted that billing. The City Council does want this project to happen and will continue to consider other funding opportunities. e Terell: DSU hosted Governor Meyer's Inauguration on January 21°. There is ongoing audio/visual work happening at the Schwartz Center. Space is available to rent during non-renovation periods, They continue collaborating with the children’s theater and other groups. Several Public Forums will be hosted (both in-person and virtual) in February and March to gather community input. e John: The hospital is full. The Emergency continues to be very busy due to high incidents of flu and other respiratory illnesses. There are efforts to expedite patient discharges in place. They have submitted an emergency request to the State to temporarily convert 10 over-sized private rooms into semi-private rooms, Residency/Fellowship programs are progressing well. New fellowship programs for hematology and oncology have started and a second class of fellows begins in July. * Dina: The Economic Forecast breakfast was held on January 16". Positive feedback on financial explanations was reported. The CDCC Showcase mixer will be held on January 29" at the Delaware Agriculture Museum from 4-7:00 pm. The Home and Garden Expo is being relocated to the NASCAR Cup Garage and will take place at the end of February. e Fred: Stressed that communication is essential. His office sends out special notices/alerts to his district via email. These alerts include: Fire alerts, snowstorm updates, and trach collection information. Board Meeting 1-22-25 Downtown Dover Partnership 3

PDOVER Board Meeting DOVER 1/2/25 PARTNERSHIP City of Dover Conference Room e Dave: City Council has approved the creation of economic and community development funds. This will provide flexibility for small projects. A new shopping cart ordinance is being developed. It aims to hold owners responsible for their shopping carts. PUBLIC COMMENT - NONE MEETING ADJOURNED: Fred motioned to adjourn the meeting. Codi seconded the motion, Motion was unanimously approved to adjourn the meeting at 8:39 a.m. MR Board Meeting 1-22-25 Downtown Dover Partnership 4

MSS OVER DOVER DOWNTOWN DOVER PARTNERSHIP ACCOUNTING AND FINANCIAL POLICY & PROCEDURES February 14, 2025 DRAFT For approval by DDP Board of Directors at February 2025 board meeting.

INTRODUCTION The Accounting & Financial Policies & Procedures Guide has been prepared to document the internal accounting procedures for the Downtown Dover Partnership (DDP). Its purpose is to ensure that assets are safequarded, financial statements are in conformity with generally accepted accounting principles (GAAP), and finances are managed with responsible stewardship. DDP has made every effort to ensure that the procedures in this manual follow all federal, state, and local laws and regulations. in the event that federal, state, or local regulation conflicts with any provision contained in this. manual, the appropriate law or regulation shall prevail, and the provision deemed amended to the extent necessary to comply with the applicable law or regulation. Organization and Purpose Mission: The Downtown Dover Partnership is committed to driving an improved quality of life for the residents and visitors of Dover, Delaware, through collective collaboration, economic development and promotion of downtown Dover's unique historic landscape. The Organizational Structure: The DDP is comprised of a 17-member board of directors and six committees including Design, Marketing & Promotion, Organization, Merchants, Parking and Safety and Economic Vitality that include volunteers from the community. In addition, one Executive Director and supporting staff oversee and guide the volunteer-driven committee structure, and, in concert with the directives of the DDP Board of Directors, manage the process of purchase, redevelopment, and management of multiple downtown properties, all in support of the mission to revitalize downtown Dover. The DDP is a public/private 501 (c)(6) non-profit entity. Funding for operations and activities is received through rental income from DDP-owned properties and ownership/management of parking assets, as well as grants and other miscellaneous revenues. Tax Status As a public benefit corporation of the State of Delaware, DDP is exempt from federal, state, and local income taxes. DEFINITIONS & CROSSWALK A select number of terms are defined below to facilitate the reading and understanding of the DDP Accounting & Financial Policies & Procedures Guide. e “Finance Professional” is the DDP or Non-DDP personnel that provides professional accounting and/or professional bookkeeping services for the DDP. e Contract: For the purpose of this Guide, contract shall be used to refer to agreements entered into between DDP and an outside party to receive a service from that party. e Expense Reimbursement Form: Refers to an internal form prepared by DDP staff for reimbursement of expenses incurred for pre-approved purchases required in the course of normal daily business. ¢ Grant: For the purpose of this Guide, a grant is defined as an award of financial assistance, usually from a governmental agency or foundation i.e. EPA, ARPA, etc. ¢ Bills Paid Spreadsheet: A DDP tracking sheet used by the Executive Director and Office Administrator 3 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

to illustrate payment made, and in the cases of grants, to show actual against budgets expenditures. e Receivables Spreadsheet: ADDP tracking sheet for internal use by the DDP Executive Director and Office Administrator to track funds received from individual grants and awards. * Reimbursement Requests: Refer to requests for payment submitted to grants or contracts for funded work in the execution of funded work under grants or in the case of funds outlaid for others. Must be submitted with an invoice for payment. * Invoice: Refers to requests for payment submitted by consultants, sub-contractors, or other vendors with an approved agreement for completion of a scope of work approved under a DDP grant or contract, or for DDP office-related purchases of items or services. ACCOUNTING & FINANCIAL MANAGEMENT Awards and Agreements Overview The Downtown Dover Partnership (DDP) pursues external funding for its various programmatic areas from local, State of Delaware, and Federal funding sources, as well as foundations. Table 1. below illustrates Oversight and Approval of Awards and Agreements and provides a snapshot of the personnel responsible for activities associated with the oversight and approval of awards and agreements. Table a. Oversight and Approval of Awards and Agreements Responsible Party Action Executive Director DDP Board President and one other member of the DDP Executive Committee (i.e.; Treasurer, Vice President or Secretary) or Executive Director Executive Director, Finance Professional, Office Administrator | Review, approve, and sign grant applications, awards, and amendments. Set up and maintain grant electronic and paper files. Executive Director, DDP Board President and/or one other member of the DDP Executive Committee (i.e.; Treasurer, Vice President or Secretary) or Executive Director Review and approve expenditures against budgets and timelines for DDP operations and for grant services/payments. Executive Director, Office Administrator, Grant Manager (grant specific) and or Finance Professional, Oversee and monitor grants. Executive Director, Office Administrator, Finance Professional, Grant Manager | (grant specific) Administer grants The Grant Manager who may be a project-specific, paid consultant. Oversight and Approval of Awards and Agreements DDP staff, under the direction of the Executive Director, are responsible for preparing proposals for grants that 4 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

the DDP intends to pursue. All proposals (including grant applications) shall be reviewed and approved by the Executive Director in concert with the Board President via the DDP’s internal review process to ensure the program goals are appropriate and the proposed budget includes all appropriate costs. Final proposals shall be presented in writing to the DDP Executive Committee for review and approval to submit for funding. For each grant award, an employee within the DDP will be designated as “grant manager” and will be responsible for managing the project for which the grant has been awarded. Signature of the grant will be executed according to DDP bylaws (i.e.; DDP Board President and one other member of the Executive Committee or Executive Director.) When a grant is received or renewed, a copy of the executed or amended grant agreement must be forwarded to the Office Administrator will set up a permanent electronic and, where necessary, a paper file for the grant and maintain the contract along with other financial correspondence regarding the grant. The grant file will document major actions from the award of the grant through its closeout (i.e., award documents; fiscal information including the appropriate State and/or Federal Financial Reports, procurement documentation, payment requests, etc.; pre-award documentation including application, contracting process, intergovernmental review, etc.; post-award documentation including deliverables, progress reports, and correspondence with funder; and closeout documents). Each grant manager shall be trained on grant management prior to beginning his or her role as a grant manager (or as early in their functioning as a grant manager as practical). Thereafter, all grant managers, the Executive Director, Office Administrator, and contractual staff working on administration and/or execution of the grant activities shall attend refresher/update courses on grant management as needed. Accounting and Financial Management Systems Measurement Focus and Basis of Accounting Tracking Revenues and Expenditures DDP’s financial management system, overseen by a Finance Professional in concert with the Executive Director and reviewed regularly by the DDP Executive Committee, tracks revenues and expenditures and provides financial results separately for each grant award and agreement. Each funding source and application of funds is identified and maintained with records that show obligations, unobligated balances, assets, outlays, income, and interest (when applicable). DDP utilizes a dedicated checking account for each grant award. DDP tracks this information through the QuickBooks software system and supports Microsoft Excel spreadsheets for any information that cannot be tracked in QuickBooks. (Begin December 2024.) Source & Application of Funds DDP employs a system of codes to ensure an accounting structure that provides accurate and complete information about all financial transactions. When DDP is awarded a new grant or contract, the Executive Director coordinates DDP’s Finance Professional to develop the appropriate code, which is used as the internal identifier for that grant or contract in DDP’s financial systems. Project staff are informed of this code. All transactions are linked to two codes — one code that declares the reason for the transaction (j.e., the grant or contract, plus a sub-project under a grant or contract where appropriate, referred to as a sub-code, associated with the transaction), and a second code that declares the type of transaction (i.e., advance or reimbursement to vendor, DDP, etc.). By delineating a reason for the transaction, an associated grant or contract is identified, which ultimately traces the cost to the source of funds. Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Comparison of Outlays to Budget Amounts DDP’s financial management system reports and allows a comparison of outlays to budgeted amounts for each assistance agreement award. The Office Administrator records grant receivables and income in an Excel-based Grant Tracking Workbook as it is received and billed during the grant year. The Executive Director is responsible for monitoring budget-to-actual expenditure throughout the grant year. Accounting and program staff meet bi-weekly and discuss grant fiscal results and any action needed to be taken as appropriate. Maintenance of Source Documentation Project staff are responsible for collecting records that identify adequately the source and application of funds for all funded activities; on certain grants or contracts, project staff may include the Executive Director. The Executive Director reviews records for adequacy. Once determined to be adequate, the Office Administrator is responsible for maintaining the records. These records contain information pertaining to local, state, and federal awards, authorizations, obligations, unobligated balances, assets, expenditures, income, and interest, and are fully supported by source documentation. For these purposes, source documentation is defined as the original document that contains the details of a business transaction. Source documentation captures the key information about a transaction, such as the names of the parties involved, amounts paid, the date, and the substance of the transaction. Examples of source documents include invoices, receipts, check stubs, and bank statements. Procedures for Drawing Funds and Advanced Payments DDP’s procedures for drawing funds and issuing advance payments identify who is authorized to request payment from any grant or contract source; what procedures are used to verify that the requests and payments are accurate; procedures for drawing funds and advanced payments and for tracking of payments received and deposited; what support documents are required for the draw of funds or for making payments and their processing; when drawdown of funds occur and how they are drawn; and how to minimize the time elapsed between receiving federal funds and their disbursement. a) Personnel Authorized to Request Payment from Any Grant or Contract Source The Executive Director and Board Secretary (and their Executive Committee designees) are authorized to draw down funds. The grants and contracts held by DDP will require a draw down of funds both ona reimbursement basis where funds are not drawn down until they have been spent, as well as advanced payments which are permitted in some contracts. b) Procedures Used to Verify that Requests & Payments are Accurate. As part of the contracting process, DDP creates Grant Tracking Workbooks (or worksheets within any given grant Excel file) for each grant or contract to track grant or contract expenditures throughout the contract term. The Grant Tracking Workbooks show remaining funds as well as the average funds available per month for the remaining funds on the grant or contract. The Grant Tracking Workbooks include the individual grant contract number, the internal financial system contract name, the contract term, the granting agency, the total funds awarded and allowable for drawing down for that grant or contract, the reimbursement requests by date requested, and the remaining funds available. As part of the drawdown process, the Executive Director or Office Administrator enters that period's drawdown 6 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

amount into the appropriate Grant Tracking Workbook to affirm that the contract is tracking as expected per approved budget, thereby providing a summary of funds drawn to date and an analysis/comparison of budget versus actual expenditures. The Executive Director reviews the entries for correctness and discusses with the Office Administrator any diversions from monthly/quarterly drawdown projections, Grant or contract funds are received from each granting entity by either check or wire transfer. Drawdowns submitted to granting entity program managers via email are paid via check and received by mail. Drawdowns submitted via the granting entity’s portal are received via wire transfer. c) Procedures for Drawing Funds & Advanced Payments, for Tracking Payments Received & Deposited The Executive Director or Office Administrator prepares reimbursement requests and supports documentation in accordance with the associated grant and contract requirements, ensuring that all expenses submitted for reimbursement are reasonable, allowable, allocable, and accurate. The Executive Director reviews all reimbursement requests and verifies that the requests are accurate and receives signature from DDP Board President (or Executive Committee designee). Reimbursement requests are submitted by the Executive Director or Office Administrator via the grant-appropriate reimbursement request platform, as noted in Section e) below. All reimbursement requests are provided to the Office Administrator, who prints hardcopies and files them in the correct grant or contract hardcopy and electronic invoicing folder and enters the requests into DDP’s Excel-based Receivables Tracker Spreadsheet. The Receivables Tracker Spreadsheet indicates the date reimbursement requests are submitted, the payee, detail of the reimbursement request including items such as the internal contract name, vendor, location, and date/description of service; the amount to be reimbursed; the date payment is expected based on the grant or contract terms, and any other pertinent details. The tracking of reimbursement requests received and deposited differs based on payment method. ¢ For payments received by check via mail: o The receipt date of the payment is noted on the invoice by the Office Administrator. © The Office Administrator enters the payment date into the Receivables Tracker Spreadsheet and reviews the payment amount against the hardcopy documentation received from the grant entity, noting any discrepancies, and provides the Executive Director with the reimbursement request packet and check stub. o The Executive Director confirms that the payment amount in the Receivables Tracker Spreadsheet matches the amount on the check stub and the amount in the Grant Tracking Workbook, noting any discrepancies, and then determines if follow-up is needed with the grant entity. o The Office Administrator enters the deposit information on the check and provides to the Executive Director or, if unavailable, the DDP Board Chair, for signature. o The Office Administrator attaches the check stub to the reimbursement request packet and deposits the check, attaches the hardcopy deposit slip to the reimbursement request packet, and provides to the Executive Director for final review. o The Executive Director reviews the reimbursement packet with deposit slip, indicating its completeness, and the Office Administrator closes the reimbursement request hardcopy file by stapling all related documentation. 7 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

© For payments received via wire transfers: oO The Executive Director confirms receipt of payments as part of the monthly QuickBooks reconciliation conducted and downloads proof of payment receipt from DDP’s online banking platform. o The Executive Director provides the proof of deposit to the Administrative Manager, who packages reimbursement request packets (to include deposit against packet, grants expenditures tracking workbooks, and Receivables Tracker Spreadsheet) noting any discrepancies. The Executive Director determines the follow-up needed with the grant entity for any discrepancies. o Office Administrator enters receipt date into the Receivables Tracker Spreadsheet and closes the reimbursement request hardcopy file by stapling all related documentation. After the drawdown request has been finalized, the Receivables Tracker Spreadsheet is used to correctly allocate the funds in QuickBooks to their respective grants or contracts when they arrive. The allocation of funds in QuickBooks is conducted by the Executive Director in concert with the Finance Professional on a monthly basis as part of the monthly reconciliation process conducted by DDP’s Finance Professional. The Office Administrator reviews the QuickBooks allocations to ensure that the amount loaded into each grant equals the requested draw-down amount. The Executive Committee reviews fund activity on at least a bi-monthly basis. d) Support Documents Required for the Draw of Funds or for Making Payments and Their Processing Supporting documents are required for the draw of funds and for issuing payments. Supporting documentation for expenses may include Indirect Expense (staff timesheets and expense reimbursement forms with associated approvals) as well as Direct Expenses, such as consultant invoices for advances or reimbursements. Supporting documentation preparation and approvals for listed expenses for grants utilizing indirect (staff salaries and related) Expenses include: e Staff Timesheets: All full-time salaried staff on a not less than every three-day basis allocates their time on their respective Excel-based time tracker workbook to the appropriate grants or contracts, or administrative activities, for work performed, and paid time off taken. The workbook rolls up hours worked into a timesheet tab. All hours are reviewed and reconciled by staff by the second day of every month. Staff print and sign timesheets prior to providing them to management. Management reviews timesheets for their respective staff, addressing any discrepancies found or questions identified before approving the timesheets with their signature. Management and/or staff make approved timesheets available to the Executive Director for final review. Reviewed timesheets are filed by the Administrative Manager. ¢ Expense Reimbursement Forms: DDP staff complete expense reimbursement forms as needed ona monthly basis by the second day of the month and provides to the Executive Director for review along with all back-up documentation. Back-up documentation includes receipts (tolls, meals, parking, lodging, meetings) and mileage (print out of google maps showing departure and arrival points in alignment with travel points on expense reimbursement form). The Executive Director reviews the expense reimbursement forms to confirm that reimbursement amounts are applied to the correct grant or contract; all back-up documentation has been provided; and expenses for which reimbursement is being requested are reasonable, allowable, allocable, and accurate. The Executive Director provides the Office Administrator with approved, signed expense reimbursement forms for the Office Administrator to log into the Bills Paid Tracker Spreadsheet. The Executive Director reviews 8 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

the Bills Paid Tracker Spreadsheet and notes that all information is correct prior to the Executive Director's writing of the expense reimbursement check. Supporting documentation preparation and approvals for listed expenses for grants utilizing Direct Expenses include: e Consultant Invoices: Consultant invoices are submitted by consultants or sub-contractors with an approved agreement for completion of a scope of work approved under an DDP grant or contract. Invoices are submitted to the Executive Director, who reviews the invoice against the approved consultant or sub-contractor agreement to confirm that it is reasonable, allowable, allocable, and accurate, noting any discrepancies. The Executive Director determines the follow-up needed with the consultant or sub-contractor for any discrepancies. e The Executive Director provides the Office Administrator to add a payment processing cover sheet with the approved invoice to identify the actual item/service and the Office Administrator to logs this information into the Bills Paid Tracker Spreadsheet. e The Executive Director reviews the Bills Paid Tracker Spreadsheet and notes that all information is correct prior to the Executive Director's approval for processing of the payment via a coded Invoice and Payment Request to the Finance Professional to prepare a check for payment. e Finance Professional prepares the check and delivers it back to the Office Administrator, who provides it to Executive Director for signature, along with DDP Board President (or Executive Committee Designee.) e The Office Administrator mails the invoice payment check, along with a copy of the original invoice and Reimbursement or Advancement Request and closes the invoice payment request by stapling all related documentation and filing the hardcopy in the appropriate grant or contract folder. e) Occurrence of Drawdown of Funds & How They Are Drawn DDP draws down on grant or contract funds based on the schedule specific to the grant or contract. Funds are typically drawn down on a monthly or quarterly basis, unless the granting entity requires another timeframe for accessing funds. How funds are drawn is also specific to the granting entity. Some drawdowns are submitted via email to the granting entity program manager and others are submitted on the granting entity's online portal. f) How Time Elapsed Between Receiving Federal Funds & Their Disbursement is Minimized In practice, it is DDP’s preference to draw down funds on a reimbursement basis. When advanced payments are requested the timing of the drawdowns must be as close as administratively feasible to actual disbursements of funds. For Federal grants, disbursement within 5 business days of drawdown will comply with this requirement. Written Procedures on Costs Charged to Grants DDP ensures that costs charged to grants are reasonable, allowable and allocable. . Annual financial reports and reimbursement requests are generated as stipulated in grant/contract terms per the schedule noted in the grants/contracts (monthly or quarterly basis). This applies to both federal and non-federal grants, awards, and contracts. The organization follows the Cost Principles of Subpart E CFR {200.400 with allocation and allowability in subsections 403; 404; 405; 408; and 410. a) Factors Affecting Allowability of Costs (§ 200.403) Except where otherwise authorized by statute, costs must meet the following general criteria to be allowable 9 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

under federal awards: Be necessary and reasonable for the performance of the federal award and be allocable thereto under these principles. Conform to any limitations or exclusions set forth in these principles or in the federal award as to types or amount of cost items. Be consistent with policies and procedures that apply uniformly to both federally financed and other activities of the non-federal entity. Be accorded consistent treatment. A cost may not be assigned to a federal award as a direct cost if any other cost incurred for the same purpose in like circumstances has been allocated to the federal award as an indirect cost. Be determined in accordance with generally accepted accounting principles (GAAP), except, for state and local governments and Indian tribes only, as otherwise provided for in this part. Not be included as a cost or used to meet cost sharing or matching requirements of any other federally financed program in either the current or a prior period. See also § 200.306(b). Be adequately documented. See also §§ 200.300 through 200.309 of this part. Cost must be incurred during the approved budget period. The federal awarding agency is authorized, at its discretion, to waive prior written approvals to carry forward unobligated balances to subsequent budget periods pursuant to § 200.308(e)(3). b) Reasonable Costs (§ 200.404) A cost is reasonable if, in its nature and amount, it does not exceed that which would be incurred by a prudent person under the circumstances prevailing at the time the decision was made to incur the cost. The question of reasonableness is particularly important when the non-Federal entity is predominantly federally funded. In determining the reasonableness of a given cost, consideration must be given to: Whether the cost is of a type generally recognized as ordinary and necessary for the operation of the non-Federal entity or the proper and efficient performance of the Federal award. The restraints or requirements imposed by such factors as: sound business practices; arm's- length bargaining; Federal, state, local, tribal, and other laws, and regulations; and terms and conditions of the Federal award. Market prices for comparable goods or services for the geographic area. Whether the individuals concerned acted with prudence in the circumstances considering their responsibilities to the non-Federal entity, its employees, where applicable its students or membership, the public at large, and the Federal Government. Whether the non-Federal entity significantly deviates from its established practices and policies regarding the incurrence of costs, which may unjustifiably increase the Federal award's cost. c) Allocable Costs (§ 200.405) The cost is allocable to a particular Federal award or other cost objective if the goods or services involved are chargeable or assignable to that Federal award or cost objective in accordance with relative benefits received. This standard is met if the cost: Is incurred specifically for the Federal award. Benefits both the Federal award and other work of the non-Federal entity and can be distributed in proportions that may be approximated using reasonable methods; and Is necessary to the overall operation of the non-Federal entity and is assignable in part to the Federal award in accordance with the principles in this subpart. 10 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

e Any cost allocable to a particular Federal award under the principles provided for in this part may not be charged to other Federal awards to overcome fund deficiencies, to avoid restrictions imposed by Federal statutes, regulations, or terms and conditions of the Federal awards, or for other reasons. Procedures for Receiving and Depositing Advanced Federal Payments Should a time come that DDP requires advance funding, DDP will first communicate the need to the Project Officer and then follow all applicable steps to complete the process in accordance with the grant terms & conditions. To eliminate the likelihood of earning interest on federal funds, the timing and amount of cash advances shall be as close as is administratively feasible to actual disbursements but will be expended within 5 (five) business days. Should it not be administratively feasible to expend advanced federal payments within this timeframe, advanced federal payments will be deposited into a separate federally insured bank account within 10 (ten) business days at DDP’s current bank, PNC Bank. This space left intentionally blank. 11 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Requirements for Separation of Duties and Internal Controls DDP has implemented practices to ensure adequate separation of duties so that funds are safequarded and used only for allowable costs. The division of responsibilities is outlined below. DDP’s currently contracts with Mitten & Winters CPAs for bookkeeping services. Division of Responsibilities Responsibility Board of Directors Executive Director DDP Board President or Executive Committee Member designee) Financial Professional Office Administrator Reviews and approves the annual budget. X Reviews annual and periodic financial statements and x i information. Reviews Executive Director's performance annually and x xX establishes salary. Four members of the Board (all four Executive Committee Members and the Executive Director) are appointed to be xX xX authorized signers on the bank accounts. Reviews and approves all contracts/expenditures of up $5,000.00. xX | Reviews and approves all contracts/expenditures of $5,000.00 — x x $50,000. Reviews and approves all contracts/expenditures above $50,000. x X xX Reviews and approves all non-budgeted expenditures over X $5,000.00, Reviews and advises staff on internal controls and accounting X xX policies and procedures. << Reviews all financial reports. x Reviews and approves all financial reports including cash flow projections. Develops an appropriate budget annually. Reviews approves check preparation procedures. Reviews and approves all grant submissions. | Processes inter-account bank transfers. Is on-site signatory for all bank accounts. S| >) OK | OK OK LK OKO Opensall bank statements, review for any irregularities, and reviews completed monthly bank reconciliations. Oversees the adherence to all internal controls. x Approves all program expenditures. X Monitors program budgets. Reviews all payrolls and is responsible for all personnel files. PE | S| OK | OK | x Reviews and manages cashflow. 12 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Reviews and approves all reimbursements and fund requests. Assists with Executive Director with development of annual and program budgets. Reviews all incoming and outgoing invoices. ~< ~< Manages the petty cash fund. Receives and opens all incoming accounting mail, including bank statements. Monitors and manages all expenses to ensure most effective use of assets. Monitors grant reporting and appropriate release of funds. Oversees expense allocations Reviews, revises, and maintains internal accounting controls and procedures. Prepares county contribution and donor thank you letter acknowledgements. Responsible for data entry into QuickBooks accounting system and integrity of accounting system data. Reviews data entry into accounting system and integrity of accounting system data. Processes invoices. Prepares checks for signature. Makes bank deposits. Processes payroll. Maintains general ledger. Prepares monthly and year-end financial reports. Reconciles all bank accounts. Mails consultant / sub-contractor checks. Manages Accounts Receivable. x x |<<) x x< Financial Performance Reports DDP monitors and provides project, program, and financial performance reports to the awarding agency. Staff within the organization prepare and submit financial performance reports are required. For federal funding sources, this includes Interim/Final Financial Status Reports (SF-425) as required at least annually. Federally and State funded projects require DDP to prepare regular updates on the status of program implementation. Reporting requirements are typically found in the award’s terms and conditions. The Executive Director will review funder grant documentation to determine frequency and format of technical reports, incorporating reporting requirements into each grants or contract's Grant Tracking Workbook. Once under contract, the Executive Director creates Outlook calendar reminders for report due dates and one month prior, for the life of the grant or contract term. Where grants or contracts require programmatic reports to include financial statement of expenditures, these reports shall be prepared by the Executive Director with the support of the applicable Grant Manager and Office Administrator. Outlook calendar reminders are also created by the Executive Director for one month prior to the due date as well as the due date. For federal grants or contracts, the Executive Director will prepare and submit an Interim/Final Financial Status Report (SF- 425) annually. 13 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Records Retention Policy & Schedule DDP retains, protects, and maintains necessary records and documents as prescribed by laws, regulations, and contractual agreements to corroborate the existence of assets and liabilities, occurrence of business transactions, and completion of contractual obligations. As a general rule, the DDP retains financial reporting documents for a minimum of three (3) years after an award is closed. DDP records are kept as hard copies during the period of retention, then appropriately disposed after the expiration of the retention period. The below Retention Schedule sets forth guidelines that apply to all DDP employees and to all information generated or received in the transaction of DDP’s business. The objective of the Retention Schedule is to protect and maintain adequate documentation and to ensure that records no longer needed will be discarded at the appropriate time. The Office Administrator and Executive Director can reference “Records Retention Guidelines” for additional records retention requirements. See also separate Policy for DDP Record Retention. Retention Schedule Accounts receivables ledgers and schedules 7 years Audit reports / annual financial statements Permanently Bank reconciliations 3 years Invoices substantiating the acquisition cost of each unit capital equipment (see Equipment) Grants 5 years 7 years after completion Quotes substantiating the purchase of small purchases (see Procurement) Syeats Indirect Cost Rates Procedure Where applicable, DDP submits Indirect Cost Proposals on an annual basis, following the applicable cognizant federal agency's guidelines, such as US Environmental Protection Agency (EPA). Specifically, the Executive Director and Office Administrator prepare the proposal for submission to the cognizant federal agency. System for Award Management The System for Award Management (SAM) enables informed decisions about whether vendors and/or contractors will be engaged for work under the grant award. Registration in SAM enables non-federal entities to bid on federal contracts or other procurement opportunities. It also allows non-federal entities to apply for grants, loans, and other financial assistance programs. DDP’s Executive Director will register and/or update organization information in the SAM portal once annually as required by federal grant agreements to maintain SAM compliance. SAM Updating Procedure The Executive Director will submit financial information through the SAM.gov portal. This information is downloaded from QuickBooks and represents an up-to-date financial picture. SAM updates must be completed by December 15" annually to receive federal grants. Reminders for annual SAM updates are created by the Executive Director, with invitations sent to the Executive Director, DDP Board Secretary, Office Administrator, and any other personnel deemed necessary. The update steps are outlined below. * Step1: Go to the homepage: www.sam.gov. 14 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

e Step 2: Login to the website for user verification before gaining access to the renewal functionality. Enter the username and password for the Entity Administrator associated with the entity registration, and then click the "Log In” button. e Step 3: Select “Entity Registrations” on the left-side. e Step 4: Click “Existing Entity Registrations” to view the registrations to which you have access. e Steps: Select the entity record that you want to update from the Entity List box and click the "Update" button to begin the renewal. Federal Funding Accountability & Transparency Act (FFATA) Subaward Reporting System (FSRS) Prime Grant Recipients awarded a new federal grant greater than or equal to $30,000 are subject to FFATA/FSRS subaward reporting requirements as outlined in the Office of Management and Budgets guidance. The Prime Grant Recipient is required to file a FFATA subaward report by the end of the month following the month in which the Prime Grant Recipient awards any subaward greater than or equal to $30,000. FSRS Procedures and Information for Prime Grant Recipients The FSRS Reporting System is accessible at https://www.fsrs.gov/. The Awardee User Guide can be accessed at https://www.fsrs.gov/documents/FSRS Awardee User Guide.pdf. PAYROLL The DDP retains written payroll policies and procedures including policies for fringe benefits paid to DDP personnel. Fringe Benefits Statement DDP defines fringe benefits as allowances and services provided by employers to their employees as compensation in addition to regular salaries and wages. DDP provides fringe benefits to its full-time salaried employees and part-time hourly employees working 30 (thirty) hours or more on average per week. Fringe benefit costs are allowable to the extent that the benefits are reasonable and are required by law, and are an established policy of DDP as a quasi-governmental unit. Fringe benefits are equitably charged and applied across all grants in line with each employee's specific benefits package, where allowable and where selected by DDP to do so. Timesheets DDP pays all employees on a bi-weekly basis, with 26 (twenty-six) pay periods annually. Where applicable, timesheets are completed to include all specific time spent on each grant or project, as well as a specific task/activity from an approved work plan, delineated by appropriate grant codes. When timesheets are utilized for grant purposes, all non-reimbursable administrative work and all non- working hours (i.e., vacation, personal, sick, holiday, etc.) will also be recorded on timesheets and defined by appropriate grant codes. Staff track time away from the office (i.e., vacation, sick, personal, etc.) and management review time records of their staff for the pay period and compare timesheets for accuracy. Work 15 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

completed remotely is also tracked on timesheets. DDP applies salaries, wages, and benefits consistently to both federally non-federally funded projects for the same labor categories, when the DDP selects to use allowable Indirect Expense opportunities on Federal/State grants. Consistent Application of Salaries, Wages, and Benefits When Indirect Expenses are sought under a grant, all DDP salaries and wages charged to grants or contracts are supported by a system of internal controls as noted herein. DDP approval procedures provide reasonable assurance that costs incurred are accurate, allowable, and properly allocated. DDP’s systems of internal controls ensure that: ¢ total compensation paid to employees is reasonable according to the work performed on the grant or contract agreement. ¢ compensation is made in accordance with established policies for DDP. * compensation policies are consistently applied to both government and non-government activities. e — staff attest to their time at the end of each month, which may include one or more pay periods, through their signature on their timesheet. * management verifies the accuracy of the time and approves the hours for the staff that report to them. Salaried Employees For full-time salaried employees, management verifies the accuracy of timesheets and signs all timesheets for staff that report to them. Timesheets are submitted on a monthly basis according to the schedule outlined in this Guide in section d) What Support Documents are Required for the Draw of Funds or for Making Payments and Their Processing. The approval process for full-time salaried employee timesheets is also found in section d. Part-Time Hourly Employees For part-time hourly employees, staff sign their time sheets submitted at the end of each pay period. Management verifies the accuracy of timesheets and signs all timesheets for staff that report to them. TRAVEL DDP staff are permitted to engage in travel for work performed under funded grants or contracts. Travel Authorization Staff are required to obtain travel authorizations and approvals prior to travel. All requests must be authorized in advance by appropriate management, even if no advance of funds is requested. Requests for travel beyond a local one-day event are received by appropriate management as part of individual check-ins with staff, DDP’s weekly staff meetings, or separate or via email request. Approval is provided in response to a written Travel Request on determination that travel costs are allowable, allocable, and reasonable, as outlined in the below bullets. Approved travel is placed by the requesting staff on their calendar. (Staff's individual Outlook calendar is shared with the Executive Director and may be shared with other DDP staff.) e = Travel that will include a reimbursement request for mileage, parking, or tolls may be approved via email in response to a request via email. Mileage is verified as part of the Expense Reimbursement Forms approval process described in this Guide in section d) What Support Documents are Required for 16 Downtown Dover Partnership- Accounting and Financia! Policy & Procedures February. 2025 Updated 2-14-25.

the Draw of Funds or for Making Payments and Their Processing, subsection Expense Reimbursement Forms. e Travel that will include a reimbursement request for lodging or air travel may only be approved via a written Travel Request once the appropriate back-up documentation with expected costs on the Travel Request. This process is also to be applied to requests for advanced payments for travel, with the additional review of the Office Administrator required for final approval. Travel Expenditures Receipts to support actual costs must be submitted after each trip. Receipts are coded on Expense Reimbursement Forms, allowing identification of the specific funded project for which they were incurred. The review process for travel expenditures is found in this Guide in section d) What Support Documents are Required for the Draw of Funds or for Making Payments and Their Processing, subsection Expense Reimbursement Forms. e Travel associated with a specific funded project will be billed to that grant only and reviewed to ensure that travel costs are allowable, allocable, and reasonable. e Lodging will only be covered with grant or contract funds up to the current federally accepted rate. As rates vary by location and date, staff must adhere to the current rates noted in https://www.gsa.gov/travel/plan-book/per-diem-rates. e Prior to staff’s attendance of any grant or contract funded travel, staff must ensure that adequate funds are in the grant budget by confirming with appropriate management, or the Executive Director. e Travel expenses must be allocable to the grant project. e Travel expenses will not be paid beyond the pre-approved travel cost unless written approval is provided to the Executive Director on original Travel Request or via email in response to an email requesting an additional expense. EQUIPMENT Capital Equipment is defined by the United States Office of Management and Budget as “tangible nonexpendable personal property having a useful life of more than one year and an acquisition cost of $10,000 or more per unit.” The subsections below apply to capital equipment meeting this definition. Equipment and Property Management DDP records all capital assets at historical cost as of the date acquired. The acquisition cost includes installation charges and freight. All costs associated with making the asset serviceable are capitalized. Invoices substantiating the acquisition cost of each unit of property shall be retained for a minimum of three years. Equipment with an economically useful life of 12 months or less is expensed for financial statement purposes, regardless of the acquisition or production cost. Equipment acquired with external support becomes the property of the organization unless restricted by the funding organization. DDP will obtain prior approval from the awarding agency prior to purchasing capital equipment. Inventory and Maintenance To ensure the proper receipt and tracking of equipment, DDP tags all equipment at the time of acquisition and performs a physical inventory of equipment purchased with grant funds every two years. DDP verifies the existence and condition of the equipment, and the accuracy of records related to equipment. DDP establishes 17 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

maintenance procedures and records of the operational condition of equipment. The Executive Director is notified by the Office Administrator of condition, location, loss, or damage to equipment. Records are submitted by the Office Administrator to the Executive Director for review and approval. DDP’s bookkeeper will notify the Executive Director and Office Administrator when equipment items have depreciated below $5,000. The Executive Director will contact the federal awarding agency to have the item removed from the tracked inventory procedures. Recordkeeping DDP maintains records tracking equipment, including acquisition date, cost, description, serial number (or similar identification number like a model number), source of funding (e.g., Federal Award Identification Number, or FAIN), percentage of federal participation in the cost of the equipment, title holder, location, status of equipment (i.e., use and condition), and disposition data. This information is maintained by the Office Administrator and reviewed by the Executive Director once every two years. If an item is purchased with federal grant funds, the funding source, award number, and percentage of federal participation will be included in the equipment tracking database. Disposal of Federally Funded Equipment If an item of equipment is determined to be obsolete, and the item’s value exceeds $5,000, disposition rules are followed. This may include requesting disposition instructions from the awarding agency. Disposition practices require compensation by the federal awarding agency for its proportion of the original cost applied to the fair market value. The Executive Director is notified by the Office Administrator prior to the disposal of an asset purchased with federal funds. PROCUREMENT Procurement is the process for obtaining supplies, expendable property, equipment, real property, and services, including contracting, consultant agreements, sub-awards or sub-grants, or any other types of agreements that transfers federal, state, and other funds outside of DDP for the purpose of fulfilling the grant or contract agreement. This section provides the DDP’s procurement policies and procedures for supplies, expendable property, equipment, real property, and services. The section titled Services of Outside Organizations addresses procurement requirements for contracting, consultant agreements, sub-awards or sub-grants. Purchasing Authority No purchases shall be made without the prior approval of the Executive Director, or in their absence, the Board President, Board Secretary, or his/her designee from Executive Committee. Additional purchasing authority processes are noted, where applicable, in the section title Purchasing with Federal Award Funds. Once a purchase has been approved by the Executive Director, purchases may be placed by the DDP Board Secretary. Guidelines for Purchases Purchases are evaluated to ensure they are reasonable, allocable, and allowable. The vendor or contractor that meets the required quality standards at the lowest cost are selected. Regardless of the cost of acquisition, DDP avoids purchasing unnecessary items. Where applicable, DDP evaluates lease versus purchase options to 18 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

determine which is more economical. As part of the grant application process, the Executive Director, Property Development Director and designated grant manager shall identify any purchase requests that will be necessary for the successful execution of a grant or contract agreement. The designated grant manager shall indicate the timing for initiation of the purchasing process for supplies, expendable property, equipment, real property, and services associated with grant or contract implementation. The Executive Director and/or Property Development Director will confirm the timing. Considerable authority has been entrusted to employees who make purchasing decisions. The convenience afforded through decentralization is coupled with full responsibility for decisions and a complete understanding of the procurement and purchasing policies and procedures of DDP. All DDP employees are informed of and made aware of the purchasing policies and procedures for awarded grants (local, state, or federal). All purchasing decisions are made in the best interests of DDP and its related funders. All purchases are authorized by the Executive Director or Board President (or his/her Executive Committee member designee) prior to their processing by the authorized employee. Purchasing with Federal Award Funds Purchases made when procuring property or services through a federal award with federal funds follow the procurement standards under the Federal Uniform Grants Guidance. Procurement transactions maximize free and open competition. Written solicitations have a clear scope of work, requirements and features prospective bidders must meet, a preference to conserving natural resources and the environment, and positive efforts to use small, disadvantaged and minority owned firms when possible. DDP documents the reason for the type of procurement bid used, the basis for contractor selection, a justification for lack of competition or sole-source procurement, and the basis for award cost and price. Purchase requirements are based on the current federally adopted simplified acquisition thresholds (SAT). Purchases exceeding $10,000 are subject to pre-award review by the federal entity to ensure procurement procedures are adequate. Special consideration is given to environmentally friendly, energy efficient products/services (see 2 CFR 200.322). Quotes and bids must include specifications and qualifying characteristics to be considered by the vendor/contractor, including delivery and time frame, the scope of work, references, and other relevant specifications. Quotes must be provided by the vendor as a written statement regarding the price for a specific good or service. Under 2 CFR 200.324(a), recipients must perform a cost or price analysis in connection with every procurement action other than micro-purchases and simplified acquisitions, including contract modifications. Price analysis includes the comparison of price quotations submitted, market prices, bid prices for firm fixed-price contracts and similar information. A price analysis is an examination of the price proposed and an assessment or evaluation as to whether it is fair and reasonable. Cost analysis is the review and evaluation of each element of cost to determine reasonableness. As needed, the terms of a contract made to be paid for with federal funds shall be negotiated to ensure the terms are acceptable to the grant or contract. The Deputy Director and Executive Director are authorized to negotiate the terms of a contract. Purchases made with federal funds shall be received and deemed acceptable by the grant manager prior to payment being made. 19 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Purchase Threshold Requirements Purchase Thresholds and categories are defined as bulleted below, as referenced from 2 CFR 200.320: e Micro-Purchases (Purchases under $10,000) e Small Purchases ($10,001 — $250,000) © Competitive Purchases/Sealed Bids ($250,001+) e¢ Noncompetitive Proposals For all purchases (single or cumulative) over $10,000 from a single vendor within a fiscal year, written price or rate quotes will be obtained from an adequate number of qualified sources. a) Micro-Purchases (Purchases under $10,000) Competitive quotations are not required if the prices are reasonable. Selection will be based on the quality and cost, with every effort made to identify 3 (three) price quotes. To the extent practicable, purchases will be distributed equitably among qualified suppliers. Price quotes are to be obtained by the grant manager, Property Development Director, or Office Administrator, and reviewed and approved by the Executive Director prior to final review and approval by the Executive Director. b) Small Purchases ($10,001 — $250,000) DDP will obtain price quotes for small purchases, with every effort made to obtain 3 (three) price quotes. Price quotes may be formal (i.e., a quote submitted to DDP on vendor letterhead) or informal (i.e., phone call or web search) from an adequate number of sources, but not less than three. All quotes, including phone calls, web searches, etc., will be documented and kept in file for 5 (five) years. Evaluation and selection of supplies/vendors shall be determined by performing a cost analysis, as noted in “Best Practice Guide for Procuring Services, Supplies, and Equipment Under EPA Assistance Agreements”. Price and cost analyses will be performed by the grant manager and reviewed by the Property Development Director prior to Executive Director approval to proceed with the purchase. c) Competitive Purchases/Sealed Bids ($250,001+) Sealed bids will be used when the selection of the successful bidder can be made principally on the basis of price. Invitation for bids will define the items or services needed to allow bidders to properly respond. Descriptions will not contain features that unduly restrict competition, such as requiring certain brands or manufacturers of items. Bids will be solicited from an adequate number of know supplies providing sufficient response time. Price and cost analyses will be performed by the grant manager and reviewed by the Property Development Director prior to Executive Director approval to proceed with the purchase. d) Noncompetitive Proposals Procurement shall be conducted competitively to the maximum extent possible. Procurement by non- competitive proposals must have prior approval from any/all federal funding sources. Procurement by non- competitive proposals may be used only when the award of a contract is not feasible using small purchase procedures, sealed bids, or competitive proposals and one of the following applies: e The item is available only from a sole source, based on a good faith review of available sources. e Anemergency exists that seriously threatens public health, welfare, or safety, or endangers property, or would otherwise cause severe injury to ECA, as may arise by reason of flood, earthquake, epidemic, 20 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

riot, equipment failure, or similar event. In such cases, there must be an immediate and serious need for supplies, services, or construction such that the need cannot be met through any other procurement methods, and the emergency procurement shall be limited to those supplies, services, or construction necessary to alleviate the emergency; or e After solicitation of a number of sources, competition is determined inadequate. Written justifications for using such procedures shall support all procurements based on noncompetitive proposals, and shall be provided by the grant manager. The Property Development Director shall review and approve the justification in writing and provide the approved justification to the Executive Director, who will forward the approved justification to the Office Administrator for filing of hardcopy in the grant or contract file. The reasonableness of the price for all procurement based on noncompetitive proposals shall be determined by performing price and cost analyses, as noted in “Best Practice Guide for Procuring Services, Supplies, and Equipment Under EPA Assistance Agreements”. Conflict of Interest The following shall constitute the DDP Conflict of Interest Statement: No compensated officer, employee, or agent of DDP shall participate in selection, award, or administration of a contract supported by grant or contract funds or otherwise if a real, apparent, or potential conflict of interest exists. Such a conflict would arise when a compensated officer, employee, agent, or any immediate family member thereof, business or personal partner, or an organization which previously or currently employs or is about to employ any of the parties indicated herein, has a personal benefit, or a financial or other interest in the firm selected for an award. Compensated officers, employees, and agents of DDP shall neither solicit, nor accept, or offer gratuities, favors, or anything of monetary value from and/or to contractors, or parties to contracts and sub agreements. However, compensated officers, employees, and agents of the organization may offer or receive gratuities and/or gifts of appreciation for situations in which financial interest is not substantial or the gratuity and/or gift is an unsolicited item of nominal value. Any compensated officer, employee, or agent of DDP in violation of said DDP Conflict of Interest Statement shall be subject to disciplinary action and/or penalty that could ultimately result in termination of employment. The Executive Director and/or Board of Directors reserve the right to terminate employment effective immediately upon discovery of the incident depending on the nature and severity of offense. Each new employee of DDP will be introduced to and trained on the DDP Conflict of Interest Statement upon hire and shall be required to acknowledge receipt and understanding in writing of the DDP Conflict of Interest Statement. All employees will be periodically trained on the Statement requirements thereafter. SERVICES OF OUTSIDE ORGANIZATIONS DDP will sometimes retain the services of outside organizations in performing the work of a grant or contract. These services will fall under one of the following three types of procurement: General Procurements (Contracts), Consultants, or Sub-recipient agreements. Before entering into any agreement with any organization, DDP will check the status of the organization on www.sam.gov to assure that they are not subject to disbarment or suspension. Often a contract or sub-recipient will be written into the grant proposal. In all cases, the contractor/sub-recipient must be approved by the granting agency. 21 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

If federal funds are to be transferred to other organizations or consultants, a formal, written subaward, contract, or consulting agreement must be reviewed and approved by the Executive Director. DDP will refer to 2 CFR 200.331 regarding distinctions between subawards and contracts, and will ensure any subawards comply with these standards and are not used to acquire commercial goods or services for the recipient. General Procurements and Sub-Recipient Agreements General Procurements (Contracts) Procurement is considered a general procurement (Contract) if it is made by an organization that normally provides such goods and services to many organizations as part of its operations and if it operates in a competitive environment. This entity shall be known as a contractor. For general procurements, a contract or letter of agreement will be drawn up and signed by both parties. The contract or letter of agreement will clearly outline the services, materials, or supplies that will be performed or purchased, the total cost of such services or goods, anda clear delivery date of such services or materials. The contract or agreement will include a termination clause. Sub-Recipient Agreements The procurement of goods and services will be considered a sub-recipient on a grant if that organization completes a significant and substantive part of the effort, if that organizations work has its performance measured against whether the objectives of the program are met, if the organization has responsibility for programmatic decision making and if the organization has responsibility for adherence to applicable program compliance requirements. A sub-recipient agreement will be drawn up and signed by both organizations. All sub-recipient agreements that provide services involving the employment and/or subcontracting of mechanics and/or laborers shall explicitly require the vendor to comply with 2, CFR 200, Appendix II, (E) Contract Work Hours and Safety Standards Act. https://www.ecfr.gov/current/title-2/subtitle-A/chapter-II/part-200/appendix- Appendix%2oll%20to%20Part%20200 The sub-recipient agreement will include a description of the work to be performed, the period of performance for the work, the method by which the sub- recipient will be monitored and evaluated in their efforts, and the total cost of the work to be performed. The agreement will contain all the regulatory requirements of the grant or award as well as the CFDA title and number, award name and number, award year, and the name of the federal agency providing the funding. The sub-recipient will be required to file progress reports, and the frequency of the reports will be outlined in the agreement. Progress reports will include a comparison of actual accomplishments with the goals and objectives established for the period. For example, progress reports required quarterly would be submitted 30 days after the end of each quarter; yearly progress reports would be filed within go days of the end of the year. Finally, a termination clause will be included in the Sub-Recipient agreement. Contractor/Sub-Recipient Monitoring The DDP grant manager will monitor the performance of sub-recipients and contractors by monthly contact, or site visits if applicable, to provide a reasonable assurance the organization is administering the funds in compliance with the laws, regulations, and provisions of the grant and that the performance goals are achieved. In addition, and as required by laws and regulations, a copy of the organization’s most recent Uniform Guidance audit report (Single Audit) will be requested by the grant manager and be kept on file by the Office 22 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Administrator for each sub-recipient. Any sub-recipient or contractor receiving more than $30,000 from a single award will be reported on the FFATA website by the Deputy Director. The report will be filed by the end of the month following the signing of the contract or sub-recipient agreement. Whether funds are transferred to other entities via subawards or contracts, DDP will follow these standards: e Require entity to provide active Unique Entity Identifier (UEI) number and record of registration with SAM.gov before entering into an agreement; e Confirm that a subrecipient is not suspended or debarred from receiving federal funds by searching the Excluded Parties List System (EPLS), which has been consolidated under SAM (https://www.sam.gov/portal/public/SAM/); e Ensure that proposed costs are necessary, reasonable, and allocable; e Ensure that any subawards to 501(c)(4) organizations do not involve lobbying activities; e Obtain funder consent before making a subaward to a foreign or international organization, or subaward to be performed in a foreign country; e Obtain funder approval for any new subaward work that is not outlined in the approved work plan in accordance with 40 CFR Parts 30.25 and 31.30, as applicable; e Establish agreements in writing; e Incorporate provisions that ensure compliance with requirements of a federal grant as well as federal requirements of all procurements, regardless of source of funds; subrecipients must follow all guidelines of federal grant just as DDP; e Monitor the performance of their subrecipients and ensure that they comply with all applicable regulations, statutes, and terms and conditions which flow down in the subaward; e Address reporting of subawards to FFATA Subaward Reporting System (fsrs.gov) for all obligating actions of $30,000 or more in federal funds (not including Recovery Act funds) e Include enforcement procedures for noncompliance including conditions under which termination may occur. Consultants DDP may secure a contract with a consultant, defined as an individual with specialized skills who, although not on the recipient's payroll as an employee, provides personal services to the recipient under an agreement which essentially establishes an employer-employee relationship between the recipient and the individual providing the services. Normally a consultant expense will be included in the budget proposal submitted to the federal agency. A consulting agreement will be drawn up and signed by both the Consultant and the DDP. The consulting agreement will contain a complete description of the services to be performed, the agreed upon price for such services, and the period of performance for the services. The consulting agreement must specify pay rates that include base rate, fringe benefits, and overhead. The agreement will also outline measures of performance that must be met by the consultant, the process for evaluation of performance, as well as all the regulations required by the grant agreement. Finally, the agreement will include a termination clause. Consultant Rates Federal funds may not reimburse recipients for compensation they pay to individual consultants on an hourly, daily, or other basis that has the effect of exceeding the amount paid to federal employees at Level IV of the 23 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Executive Schedule. The cap on compensation for individual consultants is statutory, applies to all recipients including states, and may not be waived by federal agencies. The consultant fee cap only covers personal compensation. Reimbursements DDP pays to consultants for overhead and travel costs are not subject to the consultant fee cap. When the consultant fee caps apply often involve complex issues that are best resolved by federal granting entity program manager; the DDP grant manager shall contact the program manager to obtain guidance. Prior to entering into a consulting agreement, the DDP grant manager shall calculate the maximum daily rate and the daily pay limitation using the Office Of Personnel Management's Fact Sheet: How to Compute Rates of Pay and Fact Sheet: Expert and Consultant Pay. The calculations shall be reviewed and approved by the Deputy Director prior to final approval by the Executive Director. The maximum daily rate can be determined by following these steps: e Divide the Level IV salary by 2087 to determine the hourly rate. Rates must be rounded to the nearest cent, counting one-half cent and over as the next higher cent (e.g., round $18.845 to $18.85). e Multiply the hourly rate by 8 hours. The product is the maximum daily rate. Exclusions from Consultant Compensation Limitations Contracts or subcontracts with multi-employee firms for services are not affected by the consultant compensation limitation in 2 CFR 1500.10 provided the contractor or subcontractor rather than the recipient selects, directs, and controls individual employees providing consulting services. Note that contracts with individual consultants or consulting firms are subject to the competitive procurement requirements in 2 CFR Part 200. The consultant compensation limitation does not apply to fixed price contracts such as those structured as lump sum payments for completion of a study or design of a training course. Federally Funded Construction Provisions and Davis-Bacon It is anticipated that the DDP could have construction and other projects that may be funded by the Federal Government and subject to Davis-Bacon. As a result, the DDP has read and understands the federal regulations regarding federally funded construction and has made provisions for any federally funded construction associated with EPA, ARPA, and similar federal grants. These provisions may be applicable for all agreements, sub-agreements over $2,000 that require compliance with the Davis-Bacon Act. Currently the DDP has no contracts or agreements where Davis-Bacon is applicable, but the DDP understands the applicable federal regulations that are triggered by the monetary thresholds associated with federally funded construction. Background: Davis-Bacon and Related Acts and Reorganization Plan No. 14 of 1950, U.S. Department of Labor Under the Davis-Bacon and Related Acts and Reorganization Plan No. 14 of 1950, the U.S. Department of Labor is responsible for determining prevailing wages, issuing regulations and standards to be observed by federal agencies that award or fund projects subject to Davis-Bacon labor standards, and overseeing consistent enforcement of the Davis-Bacon labor standards. The Davis-Bacon and Related Acts apply to contractors and subcontractors performing on federally funded or 24 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

assisted contracts in excess of $2,000 for the construction, alteration, or repair (including painting and decorating) of public buildings or public works. Davis-Bacon Act and Related Act contractors and subcontractors must pay their laborers and mechanics employed under the contract no less than the locally prevailing wages and fringe benefits for corresponding work on similar projects in the area. The Davis-Bacon Act directs the Department of Labor to determine such locally prevailing wage rates. The Davis-Bacon Act applies to contractors and subcontractors performing work on federal or District of Columbia contracts. The Davis-Bacon Act prevailing wage provisions apply to the “Related Acts,” under which federal agencies assist construction projects through grants, loans, loan guarantees, and insurance. For prime contracts in excess of $100,000, contractors and subcontractors must also, under the provisions of the Contract Work Hours and Safety Standards Act, as amended, pay laborers and mechanics, including guards and watchmen, at least one and one-half times their regular rate of pay for all hours worked over 40 in a workweek. The overtime provisions of the Fair Labor Standards Act may also apply to DBA-covered contracts. Determining Wage Rates The DDP understands that all Federally financed or assisted construction projects subject to the Davis-Bacon and related Acts (DBRA) must contain a prevailing wage determination (WD). The wages on the WD are typically determined by surveying ongoing or recently completed construction projects within a geographic area. WHD conducts surveys of projects under construction or completed during a set survey period in an effort to gather specific wage rate data paid to the various classifications of workers found on construction projects. The DDP has reviewed Executive Order 13658, Establishing a Minimum Wage for Contractors: Annual Update and is familiar with the provisions of the Executive Order, (Minimum Wage for Federal Contracts Covered by Executive Order 13658, Notice of Rate Change in Effect as of January 1, 2024). This Executive Order minimum wage applies to workers performing work on or in connection with federal contracts that were entered into, renewed, or extended prior to January 30, 2022, in the following four categories: e Procurement contracts for construction covered by the DBA. e Service contracts covered by the SCA. e Concessions contracts, including any concessions contract excluded from the SCA by the Department's regulations at 29 CFR 4.133(b); and e Contracts in connection with federal property or lands and related to offering services for federal employees, their dependents, or the general public. General Wage Determinations The Davis-Bacon and Related Acts (DBRA) require contractors to pay locally prevailing wages to laborers or mechanics working on federally funded or assisted construction projects. The Secretary of Labor determines the locally prevailing wage rates that contracting agencies must include in covered contracts. These prevailing wage rates must be based on the wage rates paid to the corresponding classes of laborers and mechanics employed on projects of a character similar to the proposed contract work in the local area where that work is to be performed. The Wage and Hour Division (WHD) has issued general wage determinations listing the prevailing wage rates for the great majority of counties nationwide for each of the four general categories of construction discussed below, available on System for Award Management (SAM.gov), which federal agencies can incorporate into their covered 25 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

contracts without getting prior approval from WHD. Any questions about how these general wage determinations apply to a particular project must be referred to WHD. Under limited circumstances (where there is no general wage determination in effect for the relevant project area, the work will be performed in multiple counties, or virtually all of the work on a contract will be performed by a classification that is not on the applicable general wage determination), an agency may instead request a “project wage determination” for a specific project. Incorporating general wage determinations into DBRA contracts There are three basic factors in selecting the general wage determination(s) to incorporate into contracts — selecting the correct location, the correct category (or categories) of construction, and the most current wage determination. Location Davis-Bacon general wage determinations are issued on a county-by-county basis. Contracting agencies must incorporate into the contract the applicable wage determination from the state and county in which the work is to be performed. If the project involves work in more than one county and/or state, contracting agencies must incorporate the applicable wage determination for each county in which work is to be performed, unless the contracting agency has requested a multi-county project wage determination. Types of construction Contracting agencies are required to select the wage determination that includes the correct type of construction for the project (and to select multiple wage determinations where the project involves substantial construction in two or more categories). This requirement stems from the language in the Davis-Bacon Act that requires prevailing wages to be based on projects of a “character similar” to the project at issue. For the purpose of identifying the correct construction type for a project, the project will generally be considered to consist of all construction necessary to complete the building or work regardless of the number of contracts involved, so long as all contracts awarded are closely related in purpose, time, and place. Identifying the correct construction type requires consideration of the nature of the project itself in a construction sense, rather than who is employed on the project or how much they are paid. WHD has distinguished among four general types or categories of construction - building, residential, heavy, and highway — as set forth in All Agency Memorandum (AAM) 230 . The DDP will comply with the above delineated provisions, and other related provisions associated with all federally funded construction as applicable. DISADVANTAGED BUSINESS ENTERPRISES (DBE) It is the policy of DDP to ensure that Disadvantaged Business Enterprises have an equal opportunity to receive and participate in contracts. It is also the practice of DDP to ensure nondiscrimination in the award and administration of contracts; to create a level playing field on which DBEs and small businesses can compete fairly for contracts; to ensure that the DBE program is narrowly tailored in accordance with applicable law; to ensure that only firms that fully meet eligibility standards are permitted to participate as DBEs; to help remove barriers to the participation of DBEs and small businesses in federally funded contracts; and to assist the development of firms that can compete successfully in the marketplace outside the DBE program. 26 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Whenever possible, DBE and Small Business Enterprises (SBE) contractors and vendors shall be given procurement preference when multiple bids have been received that are equal in value and services to be provided. When services or goods related to capital projects are to be procured, staff shall comply with all SBE and DBE requirements outlined in the funding agreements. These Good Faith Efforts are methods used by DDP to ensure DBEs have the opportunity to compete for procurements funded by federal financial assistance dollars. DDP documents the methods used to adhere to Good Faith Efforts and will retain the documentation in the records of the organization. Documentation will include, but is not limited to, email logs, phone logs, electronic searches and communication, handouts, flyers, or similar records. In addition, if one or more of the Good Faith Efforts cannot be performed, the circumstances that have prohibited the full execution of each step will be documented and retained. These efforts include: I. Placing qualified DBE Vendors on solicitation lists; ll. Soliciting DBE Vendors whenever they are potential sources; Ill. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by DBE Vendors; IV. Establishing delivery schedules, where requirement permits, which encourage participation by DBE Vendors; V. — Using services and assistance, as appropriate, of such organizations as Small Business Administration and the Minority Business Development Agency of the Department of Commerce; and Requiring the prime contractor, if subcontracts used, to take affirmative steps listed in paragraphs (i) through (v) of this section. Vi. Appendix A to 40 CFR Part 33 requires that each procurement contract signed by a federal financial assistance agreement recipient, namely DDP, include the following term and condition: The contractor shall not discriminate on the basis of race, color, national origin or sex in the performance of this contract. The contractor shall carry out applicable requirements of 40 CFR part 33 in the award and administration of contracts awarded under [federal] financial assistance agreements. Failure by the contractor to carry out these requirements is a material breach of this contract which may result in the termination of this contract or other legally available remedies. As applicable, DDP will submit the required MBE/WBE Utilization Form https://www.epa.gov/grants/epa-form- §700-62a-united-states-environmental-protection-agency-minority-business(at least annually) to applicable federal agencies for any assistance agreement when: funds are budgeted for procuring construction, equipment, services and supplies (including funds budgeted for direct procurement by the recipient or procurement under sub- awards or loans in the “Other” category) with a cumulative total that exceed the Simplified Acquisition Threshold (SAT) (currently, $250,000), including amendments and/or modifications? Note: The threshold will be automatically revised whenever the SAT is adjusted; See 2 CFR Section 200.1) MATCH Where applicable, DDP match on federal, state, or other financial assistance agreements is met as authorized 27 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

by the funding entity. For example, certain state grants allow for match requirements to be met through in-kind contributions, such as volunteer hours that are valued at the state's pre-defined rates. Other match requirements are met through DDP member county contributions. PROGRAM INCOME Program income is defined as being directly generated by an assistance agreement supporting activity or earned only as a result of the agreement during the assistance agreement period (2 CFR 200.307). DDP does not typically derive program income from financial assistance agreements. Where the generation of program income derived during an assistance agreement period, DDP shall comply with all program income requirements, including: * Documenting how the program income is being generated and reported. ¢ — Reinvesting the program income in the project by deducting it from the total project costs, expanding the scope of work, or applying it towards match/cost share requirements. 28 Downtown Dover Partnership- Accounting and Financial Policy & Procedures February. 2025 Updated 2-14-25.

Downtown Dover Partnership Record Retention Policy: Documents Created or Maintained Pursuant to the ARP/CSLFRF Award Retention of Records: The Coronavirus Local Fiscal Recovery Funds (“CSLFRF”) Award Terms and Conditions and the Compliance and Reporting Guidance set forth the U.S. Department of Treasury’s (“Treasury”) record retention requirements for the ARP/CSLFRF award. It is the policy of the Downtown Dover Partnership (DDP) to follow Treasury’s record retention requirements as it expends CSLFRF pursuant to the APR/CSLFRF award. Accordingly, the DDP’s Record and Retention Policy establishes the following: e Retention of all financial and programmatic records related to the use and expenditure of CSLFRF pursuant to the ARP/CSLFRF award for a period of not less than six (6) years after all CLFRF funds have been expended or returned to Treasury, whichever is later. e Retention of records for real property and equipment acquired with CSLFRF for six (6) years after final disposition. e Ensures that the financial and programmatic records retained sufficiently evidence compliance with section 603(c) of the Social Security Act “ARPA,” Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. e Allows the Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives, the right of timely and unrestricted access to any records for the purpose of audits or other investigations. e If any litigation, claim, or audit is started before the expiration of the 6-year period, the records will be retained until all litigation, claims, or audit findings involving the records have been resolved. Covered Records: For purposes of this policy, records are information, regardless of physical form or characteristics, which are created, received, or retained that evidence the DDP’s expenditure of CSLFRF funds on eligible projects, programs, or activities pursuant to the ARP/CSLFRF award. Records that shall be retained pursuant to this policy include, but are not limited to, the following: e Financial statements and accounting records evidencing expenditures of CSLFRF for eligible projects, programs, or activities. e Documentation of rational to support a particular expenditure of CSLFRF (e.g., expenditure constitutes a general government service). e Documentation of administrative costs charged to the ARP/CSLFRF award. Downtown Dover Partnership — Updated Records Retention Policy Feb, 2025 1

e Procurement documents evidencing the significant history of a procurement, including, at a minimum, the rationale for the method of procurement, selection of contract type, contractor selection or rejection, and the basis for contract cost or price. e Subaward agreements and documentation of subrecipient monitoring. ¢ Documentation evidencing compliance with the Uniform Guidance property management standards set forth in 2 C.F.R. §§ 200.310-316 and 200.329. e Personnel and payroll records for full-time and part-time employees compensated with CSLFRF, including time and effort reports; and e Indirect cost rate proposals Storage: DDP’s records must be stored in a safe, secure, and accessible manner. Wherever practicable, such records should be collected, transmitted, and stored in open and machine- readable formats. As stated in the DDP’s “Accounting and Policies Procedures” under “Records Retention Policy and Schedule,” the DDP retains financial reporting documents for a minimum of three (3) years after an award is closed. The DDP records are kept as hard copies during the period of retention, then appropriately disposed after the expiration of their retention period. Departmental Responsibilities: Any department or unit of the DDP, and its employees, who are responsible for creating or maintaining the documents covered in this policy, shall comply with the terms of this policy. Failure to do so may subject the DDP to civil and/or criminal liability. Any employee who fails to comply with the record retention requirements set forth herein may be subject to disciplinary sanctions, including suspension or termination. The DDP Executive Director (“Executive Director”) is responsible for identifying the documents that DDP must or should retain and arrange for the proper storage and retrieval of records. The Executive Director shall also ensure that all personnel subject to the terms of this policy are aware of the record retention requirements set forth herein. Reporting Policy Violations: The DDP is committed to enforcing this policy as it applies to all forms of records. Any employee that suspects the terms of this policy have been violated shall report the incident immediately to that employee’s supervisor. If an employee is not comfortable bringing the matter up with the supervisor, the employee may bring the matter to the attention of the DDP Board President or his/her designee. The DDP prohibits any form of discipline, reprisal, intimidation, or retaliation for reporting incidents of inappropriate conduct of any kind, pursuing any record destruction claim, or cooperating in related investigations. Questions About the Policy: Any questions about this policy should be referred to the Executive Director, who is in charge of administering, enforcing, and updating this policy. Downtown Dover Partnership — Updated Records Retention Policy Feb. 2025 2

Downtown Dover Partnership General Accounting Services Proposal i) BAW CASSON CERTIFIED PUBLIC ACCOUNTANTS * BUSINESS CONSULTANTS Bas. SS

FAW CASSON CERTIED PUBIC ACCOUNTANTS + BUSINESS CONSULTANTS February 6, 2025 Diane Laird: Diane@DowntownDoverPartnership.com Downtown Dover Partnership Dear Diane: Thank you for this invitation to propose on the general accounting services for Downtown Dover Partnership. Our proposal follows, but | would summarize for you that we are experienced in providing exceptional service for our not-for-profit clients in a timely, efficient, and minimally disruptive manner. Our credentials and commitment to our clients enable us to provide services that will exceed your expectations. We look forward to working with you. Sincerely, Tammy J. Ordway, CPA | Partner FAW, CASSON & CO., LLP Menten of AGN AICPA) = WWW.FAWCASSON.COM 160 GREENTREE DR, STE. 203 DOVER, DE 19904 P 302-674-4305 F 302-674-0910 9748 STEPHEN DECATUR HWY, STE. 103 OCEAN CITY, MD 21842 P 410-213-8700 F 410-213-7221

Our Mission: To serve as our clients’ most trusted advisors and earn our reputation as the Firm of Choice in our markets. Introduction: We are delighted about this opportunity to enter into a relationship with Downtown Dover Partnership. Faw Casson is a full-service, WBE-certified CPA firm providing general accounting and consulting services. We have been around for several generations (since 1944), and we are intimately familiar with the challenges of not-for-profit organizations, maintaining stability in the midst of changing markets, and above all sustaining and nourishing our long-term client relationships. Our Client Service Standards are how we articulate those commitments, and we have included a copy for your reference. Our Experience: We have a well-rounded history with not-for-profit organizations, including monthly bookkeeping and consulting services, financial statement preparation, audit file support, budgeting, internal reporting to the Board of Directors, and Form 990 preparation. We also have several QuickBooks Pro Advisors on staff. We believe this combination of services and experience with our diverse clientele provides a solid foundation to meet your needs. We are charter members of AGN International, an association of approximately 50 firms in North America and over 180 firms globally. We are strongly aligned with the technical culture this provides and bring it to the benefit of our clients via the resources and expertise contained within those firms. Specifically relevant to you is AGN’s robust not-for-profit share group of member firms, with whom we have long-standing relationships. This provides us, and you, with access to a variety of knowledgeable resources as unique situations arise. Staffing of client engagements is a key factor in the success of the relationship, and we are very attentive to that. We take very seriously the training of our staff, up to and including participating in national conferences sponsored by the AICPA, AGN and State Societies of CPAs. In a more holistic sense, staff training is a considerable part of professional and personal development within the Firm. The result is that our staff grow into client relationships over the years as they progress through the roles of In-Charge, Supervisor, and so on. For the past 10+ years, we have tracked our staff retention, and it has consistently exceeded 85%. It is our goal to keep the staff assigned to your engagement consistent from year to year, and the benefit to you is the opportunity to develop rapport with the team over the years. Commitment to Quality is standard in our firm. All reports issued to you as part of this engagement will be reviewed by your CPA in charge of the engagement before being released.

Your Team will be comprised of Tammy Ordway as the primary relationship manager. She will be assisted by Abbi Schools and Kelley Bauer. Tammy J. Ordway, CPA, Partner - Director of Entrepreneurial Services: Tammy Ordway, CPA, brings over three decades of experience in public accounting, helping business owners navigate the complexities of tax planning and financial management. A Summa Cum Laude graduate of Wilmington University, she has been serving Dover and its surrounding communities since 1990. As a Partner at Faw Casson, Tammy specializes in entrepreneurial services, strategic tax planning, business consulting, and financial education. She takes a hands-on approach, showing clients how tax preparation can be a valuable management tool rather than just an obligation. Her expertise helps business owners uncover opportunities and achieve their long-term goals. Beyond her professional work, Tammy is deeply involved in her community. She currently serves as Chair of the CenDel Foundation and the Central Delaware Chamber of Commerce Finance Committee, with a history of leadership in several other organizations. Abigail Schools, MBA, Senior Accountant: Abbi joined Faw Casson in 2024, bringing a strong academic background and years of experience in the accounting field. She holds an MBA in Financial Management _ and a Graduate Certificate in Business Development from Goldey- Beacom College, along with a Bachelor's degree in Accounting and a minor in Psychology. Since beginning her career in 2018, Abigail has built a reputation for her analytical expertise, determination, and ability to deliver results. Known for her professionalism and approachable nature, Abigail combines technical proficiency with a client-focused mindset. She is committed to delivering strategic financial guidance while fostering strong relationships. Kelley Bauer, Associate: Kelley is an Associate Accountant with Faw Casson. With over 37 years of accounting, bookkeeping and payroll experience she has the working experience to truly understand our clients’ needs. She takes the time to understand a client’s processes and concerns and offers insight for improvement.

Independence: We assure our clients that they will have our independent judgment, uncompromised by any conflicts of interest, as would conform with any Downtown Dover Partnership conflict of interest policy, if in existence. We review our client list monthly and if any independence issues arise, we address them immediately. Accessibility and Responsiveness As a firm from your local geographical area, our team would be available for unscheduled meetings quickly, apart from a prior scheduled event with another client. Proposed Services and Associated Fees are as follows: 1) Bookkeeping Services- 16-18 hours monthly. a. Enter and manage receivables and payables on a weekly basis initially, 16 hours at $150 per hour. Not including ARPA and other grants maintained by another firm. b. Monthly reconciliation of bank accounts and balance sheet accounts, 2 hours at $150 per hour. Not including ARPA and other grants maintained by another firm. 2) Financial Reporting- 4 hours monthly, 5 hours annually. a. Monthly Budget to Actual Summary and Detail, 2 hours at $150 per hour. Review of Statement, 1 hour at $400. b. Monthly Statements of Income & Expense, Balance Sheet, 2 hours at $150 per hour. Review of Statement, 1 hour at $400. c. Annual Financial Statement, 5 hours at $225 per hour. Review of Statement, 1 hour at $400. 3) Preparation of documents for Independent Auditor- 10 hours annually. a. Audit process support, 7 hours at $150 per hour, 2 hours Senior preparation and review at $225 per hour and final review, 1 hour at $400. 4) Yearly Tax Preparation a. Complete Form 990, $2,500 flat fee. b. Prepare 1099/1096, $150 per hour preparation, $225 senior review, $400 partner review. c. Hourly rates would apply, and a separate engagement letter would be issued for Form 990 preparation. 5) As-Needed Consulting Services Typically, those services are billed out at between $225 and $400 per hour depending on the technical nature of the engagement. et) MSO

Summary of Scope of Services (Yearly) - Bookkeeping- $2,700 monthly - Financial Reporting o $1,400 monthly o $1,525 annually - Annual Audit Support- $1,900 - Yearly Tax Preparation o $2,500 annually © 1099/1096 $775 (estimated- process is efficient as we prepare throughout the year) The estimated annual costs would be $55,900 with normal rates per hour for As-Needed Consulting Services. Faw Casson reserves the right to re-evaluate actual hours taken to perform services at the end of year one compared to proposed expected scope of services bid. This agreement is subject to Board approval on February 26, 2025. DDP is obligated to any fees incurred prior to that date in the event it is not approved at the board meeting. _ Accepted by: BS Commitment to Sustainability is practiced firm wide. Faw Casson relies very minimally on paper, preferring an almost paperless environment. We have cut our paper consumption by 85% and recycle all office paper via secure shredding company and other materials in the appropriate fashion. We also encourage our clients to seize opportunities to help the environment by bringing environmentally friendly tax credits to their attention if applicable. Electronic Security measures can vary widely among firms. As we are a mostly paperless firm, one competitive differentiator for Faw Casson is our commitment to the security of the inherently sensitive data involved. Our staff utilize encrypted laptops and flash drives, and electronic files are maintained in a segregated location on our file server that is accessible only to authorized personnel. We also use a secure client portal for the transmission of documents between the client and our firm. Your portal is only accessible by the staff on your engagement and you. We have found this level of attention to distinguish us among our competitors. References listed below may be contacted by Downtown Dover Partnership for verification purposes. Sustainable Energy Utility Principal: Drew Slater Address: 500 West Loockerman St. Ste. 400, Dover, DE 19904 Phone: 302.883.3048 Central Delaware Chamber of Commerce Principal: Dina Vendetti Address: 435 N Dupont Hwy, Dover, DE 19901 Phone: (302) 734-7513

Kent County Tourism Principal: Pete Bradley Address: 435 N Dupont Hwy, Dover, DE 19901 Phone: (302) 734-1736 ey Sen

Our C Have & KORCE caret in a courteous and professional manner. Your questions and concerns will be addressed promptly. You can expect a return phone call or email within 24 hours, or the next business day. We nL staff retention rategwhich means you will build long- lasting relationships, ensuring efficient service and a thorough, ongoing understanding of your activities. We work with you to design a timeline that works for you, then we stick to it and deliver. € SAA We understand that you expect privacy regarding the information and confidences you share with us. We will diligently guard the confidentiality of the information with which we are entrusted. We stay up-to-date hE Bena standards, monitoring industry and regulatory trends, and continuously improve through advanced training, so that we can provide greater value to you. You oe ce ein judgment and loyalty, uncompromised by conflicts of interest. oO What is best is often not what is easy. We will tell you when we see barriers in the path to your success. WH

555 E. Loockerman Street, Suite 220 Dn Dover, DE 19901 \ ; 302.672.0093 D WRossi rossitg.com Proven Experts | Smarter Solutions February 13, 2025 Diane Laird Executive Director Downtown Dover Partnership 101 W. Loockerman Street Dover, DE 19904 RE: Critical Infrastructure Grant Assistance Rossi Project #TBD Dear Ms. Laird: Rossi Group (Rossi) is pleased to submit the scope of services and hourly rate to provide support services for the Downtown Dover Partnership (DDP) in providing assistance to applicants for the Critical Improvement Grants. Due to staffing levels in the City's Planning Office, the DDP has requested that Rossi Group assist the grant applicants with determining City code compliance for proposed projects. Under this proposal, Ann Marie Townshend will meet with up to 10 grant applicants to review their proposed improvements and advise as to zoning requirements and which other code officials will need to be consulted. The services provided will be billed at an hourly rate of $189, with an amount not to $3,800. The meetings with grant applicants will occur in late February and/or early March. Rossi will begin work as requested following receipt of this signed proposal. Given the project amount and duration, the project will be billed through one invoice upon completion of the meetings. Rossi is grateful for the opportunity to support the DDP. If you have any questions or need additional information, please contact Ann Marie Townshend at 302.242.0381 or AnnMarie. Townshend@rossitg.com. Sincerely, Rossi Group ‘ a Rite sei andl, Proposal vie by: Rita Ossiander, PE, AICP tone Si iFer Sanh ker Ficy President ) Diversity. Passion. Synergy. a

180 9001:2015 CERTIFIED ENGINEERS + PLANNERS + SCIENTISTS + CONSTRUCTION MANAGERS 1352 Marrows Road, Suite 100 + Newark, DE 19711 + Phone 302-731-9176 + Fax 302-731-7807 il m a 4 =a 6 ° 8 2 & PROFESSIONAL SERVICES AGREEMENT DOWNTOWN DOVER ENGINEERING UPGRADES PROJECT AMENDMENT 1 October 18, 2024 City of Dover Department of Water & Wastewater P.O. Box 475 Dover, DE 19903 Client's Authorized Representative: Jason A. Lyon, PE Subject: Downtown Dover Engineering Upgrades - Amendment 1 KCI Project Number: 182400690 KCI Technologies, Inc. (“KCI”) is pleased to submit this professional services agreement amendment 1 ( "Amendment 1") to the City of Dover ("Client") for the services ("Services") described in the Scope of Services section of this Amendment. The Amendment shall be valid for a period of thirty (30) business days from the date hereon. Acceptance and execution thereafter shall be conditioned on KCI's reaffirmation of the Amendment. If this Amendment is accepted and executed by Client, then the General Provisions and any other exhibits along with the initial contract documents shall constitute a complete and legally binding contract between KCI and Client. The services will be performed at the following: Project Location: West Loockerman Street between the intersections of Forest Street and South State Streets The project includes approximately 1,700 LF of roadway, adjacent sidewalks, and associated features within the right-of-way. The roadway is owned and maintained by DelDOT and classified as a Minor Arterial (Roadway ID 499, Road Number 00023). In January 2024, KCI was awarded the initial design contract for the Downtown Dover Upgrades Engineering Design (RFP No. 24-0010WW). The scope of work for that contract includes survey of the project area, analysis of existing water, wastewater and stormwater infrastructure and associated upgrades, and surface improvements at curb ramps deemed out of compliance by the City. The initial contract does not include revisions to the existing roadway section, or any other elements typically included in a streetscape project. This paragraph is for informational purposes only, see contract for a full scope of work including all assumptions and exclusions. It is our understanding that the City would like to revise the scope of work included in the initial contract to include revisions to the street section in alignment with the Downtown Dover Partnership (DDP) Masterplan that was completed in January 2023. The client understands that this change includes a Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCI.COM

Professional Services Agreement Downtown Dover Engineering Upgrades — Amendment 1 City of Dover Page 2 of 9 significant amount of design and entitlement work to create a plan that meets the intent of the masterplan while satisfying all applicable agencies and stakeholders. Therefore, we have prepared this amendment to the initial contract. In general, the stormwater, sanitary sewer and water design has already been accounted for in the initial contract and budget. Therefore, the work included in this scope excludes stormwater, sanitary sewer and water design unless specifically stated. Based upon our understanding of the project as described above, we propose the following: SCOPE OF SERVICES This Amendment is limited exclusively to the Services as described in this Scope of Services section and anything not expressly described shall be considered excluded from the Work. Any modifications to the Services made after execution of this Amendment will be Additional Services unless otherwise agreed to in writing by both parties. KCI proposes to perform the Services under the following tasks: Task 1. Apply the Conceptual Street Section Design from the Downtown Dover Pathways Plan Lump Sum Fee: $12,400 The Dover/Kent County Metropolitan Planning Organization joined forces with the Downtown Dover Partnership to develop the Downtown Dover Pathways Plan (DDDP). Given the planned underground utility upgrades along Loockerman, it made sense to include that area in the Pathways Plan and take advantage of the opportunity to make improvements while the street was already under construction. Therefore, the plan includes a conceptual design for the length of Loockerman Street that is targeted for the utility improvements. We will incorporate the approved conceptual design from the DDPP into the proposed construction plans, applying the revised street section for the length of the project. While our team will work to apply the proposed section, there are identified concerns we have, such as: DelDOT’s opinion of the lane shifts through the intersections and potential stakeholder concerns over removing mature trees. The scope of work for this task includes: ¢@ One virtual meeting with DelDOT to discuss the project, review the proposed street section and get their input on allowable lane width throughout the corridor. © One in-person meeting with the City of Dover electric department to discuss the ability, schedule, and process for moving street lighting. © One site walk with the City of Dover arborist to examine health of existing trees and determine which trees should be saved during the project. ¢ Contact to the applicable franchise utility owners about the ability, schedule, and process for moving utilities We assume the following and may require an additional fee if these assumptions are not met: e All healthy mature trees will remain. © One round of revisions to the plans and cross section is anticipated after feedback is received from DelDOT and the DDP/stakeholder team. Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades —- Amendment 1 City of Dover Page 3 of 9 No public comment will be accepted on the proposed street section. We will do our best to meet the concept presented in the DDPP. No alternatives analysis will be provided. While cost of construction will be considered, no cost estimate will be prepared for this task. No additional material will need to be prepared for the stakeholder meetings such as reports, renderings or exhibits. Task 2. 30% Plans, Specifications, and Estimate (PS&E) Lump Sum Fee: $31,900 Upon receiving general feedback from the agencies contacted in Task 1 as well as buyoff from the DDP and City stakeholders, the team will move forward with the approved conceptual design. Each deliverable stage will include plans, specifications (30% will only include a table of contents) and an engineer’s opinion of probable construction cost (referred to as an estimate). After the City has had ample time to review and make comments, a virtual meeting with the consultant team and the City will be scheduled to review comments prior to moving forward into the next stage in design. The scope of work for this task includes: 30% Design Plans to include the following 22 sheets: o Cover Sheet General Notes, Legend, Abbreviations Existing Conditions + Demolition (4 sheets) Site Plans with Street Tree Locations (4 sheets) General Grading Plans (4 sheets) Erosion & Sediment Control Plans (4 sheets) o Dry Utility Relocation Plans (4 sheets) Project specifications table of contents. The intent is to make a list of all necessary specifications at this deliverable stage. Full specifications will be created at the 60% deliverable stage. 30% cost estimate. Ongoing coordination with franchise utility owners regarding project scope, schedule, fee, etc. Ongoing coordination with DelDOT on plan specifics to gain their ultimate approval. oo000 We assume the following and may require an additional fee if these assumptions are not met: A complete 30% PS&E package will be submitted. The City will have one opportunity to comment on the package. Once comments are generated, there will be one meeting between the City and the consultant team to discuss comments. A comment response log in Microsoft excel format will be generated and given to the City upon completion of the comment review meeting. All deliverables will be in pdf format except for the cost estimate which will be in Microsoft excel format. All plan sheets will be drawn at 20 scale. Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades — Amendment 1 City of Dover Page 4 of 9 Task 3. 60% Plans, Specifications, and Estimate (PS&E) Lump Sum Fee: $46,200 Upon receiving comments from the City on the 30% PS&E package, the consultant team will progress plans, specifications and estimate to a 60% deliverable stage. The scope of work for this task includes: e 60% Design Plans to include the following 33 sheets: o Cover Sheet General Notes, Legend, Abbreviations Existing Conditions + Demolition (4 sheets) Site Plans with Street Tree Locations + Site Details (5 sheets) General Grading Plans (4 sheets) Detailed Grading Viewports (at 10 scale or greater as necessary to display level of detail) (2 sheets) Signing + Channelization Plans (4 sheets) Erosion & Sediment Control Plans (4 sheets) Dry Utility Relocation Plans (4 sheets) o Phased Detour Plan (3 sheets) 60% project specifications. 60% cost estimate. Ongoing coordination with franchise utility owners regarding project scope, schedule, fee, etc. Ongoing coordination with DelDOT on plan specifics to gain their ultimate approval. o0o0000 oo°o eeee We assume the following and may require an additional fee if these assumptions are not met: ¢ Acomplete 60% PS&E package will be submitted. The City will have one opportunity to comment on the package. Once comments are generated, there will be one meeting between the City and the consultant team to discuss comments. ¢ Acomment response log in Microsoft excel format will be generated and given to the City upon completion of the comment review meeting. ¢ All deliverables will be in pdf format except for the cost estimate which will be in Microsoft excel format. ¢ All plan sheets will be drawn at 20 scale with the exception of the detailed grading viewports and the phased detour plans. Task 4. 90% Plans, Specifications, and Estimate (PS&E) Lump Sum Fee: $38,300 Upon receiving comments from the City on the 60% PS&E package, the consultant team will progress plans, specifications and estimate to a 90% deliverable stage. The 90% deliverable stage is assumed to be a final design stage and all details shall be included. The consultant team accepts one more round of comments to the 90% package prior to issuing final BID DOCUMENTS. The scope of work for this task includes: e 90% Design Plans to include the following 33 sheets: Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades — Amendment 1 City of Dover Page 5 of 9 eeee Cover Sheet General Notes, Legend, Abbreviations Existing Conditions + Demolition (4 sheets) Site Plans with Street Tree Locations + Site Details (5 sheets) General Grading Plans (4 sheets) Detailed Grading Viewports (at 10 scale or greater as necessary to display level of detail) (2 sheets) Signing + Channelization Plans (4 sheets) Erosion & Sediment Control Plans (4 sheets) Dry Utility Relocation Plans (4 sheets) oO Phased Detour Plan (3 sheets) 90% project specifications. 90% cost estimate. Ongoing coordination with franchise utility owners regarding project scope, schedule, fee, etc. Ongoing coordination with DelDOT on plan specifics to gain their ultimate approval. oo0000 oo°o We assume the following and may require an additional fee if these assumptions are not met: A complete 90% PS&E package will be submitted. The City will have one opportunity to comment on the package. Once comments are generated, there will be one meeting between the City and the consultant team to discuss comments. A comment response log in Microsoft excel format will be generated and given to the City upon completion of the comment review meeting. All deliverables will be in pdf format except for the cost estimate which will be in Microsoft excel format. All plan sheets will be drawn at 20 scale with the exception of the detailed grading viewports and the phased detour plans. Task5. BID DOCUMENTS Lump Sum Fee: $16,400 Upon receiving comments from the City on the 90% PS&E package, the consultant team will produce final BID DOCUMENTS for advertisement by the City. The scope of work for this task includes: BID DOCUMENT Plans to include the following 33 sheets: o Cover Sheet General Notes, Legend, Abbreviations Existing Conditions + Demolition (4 sheets) Site Plans with Street Tree Locations + Site Details (5 sheets) General Grading Plans (4 sheets) Detailed Grading Viewports (at 10 scale or greater as necessary to display level of detail) (2 sheets) Signing + Channelization Plans (4 sheets) Erosion & Sediment Control Plans (4 sheets) Dry Utility Relocation Plans (4 sheets) Phased Detour Plan (3 sheets) oo0o000 0000 Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades - Amendment 1 City of Dover Page 6 of 9 e BID DOCUMENT specifications. ¢ BID DOCUMENT cost estimate. ¢ One addendum to the BID DOCUMENTS if necessary based on bidder questions. We assume the following and may require an additional fee if these assumptions are not met: e¢ The BID DOCUMENT package is considered final and there is no opportunity for the City to make comments after submission. It is assumed that the documents are ready for advertisement. ¢ All deliverables will be in pdf format except for the cost estimate which will be in Microsoft excel format. ¢ All plan sheets will be drawn at 20 scale with the exception of the detailed grading viewports and the phased detour plans. OVERALL PROJECT ASSUMPTIONS, EXCLUSIONS, AND CAVEATS Full landscaping plans will not be required. Street trees may be removed and replaced in kind along the corridor. If so, the project team will specify a tree species from the City’s official street tree species list and tree locations and planting method will be shown on the site plans and site detail sheets. Five (5) construction easements were included in the initial contract scope. This amendment does not include any additional easement work. If additional easements are required (temporary or permanent), a supplement will be needed. Ten (10) vacuum excavation pits for utility location were included in the initial contract scope. This amendment does not include additional vacuum excavation pits. If required, a supplement will be needed. Detour plan coordination with local schools, transit agencies, and businesses is needed to establish the best construction schedule/timing. KCI has not included time in this scope of work to perform additional coordination with those agencies or the public. It is assumed that the City will coordinate directly and keep the consultant team informed of the findings. It is assumed that the project will qualify for a standard sediment and stormwater plan with Kent Conservation District. Geotechnical work is not anticipated and therefore is not included in this scope of services. Additional surveying services, including boundary survey, topographic survey, and field location of any existing features or utilities are not anticipated and therefore are not included in this scope of services. This amendment does not include services normally required during construction including but not limited to submittal review, RFls, construction stakeout, Certified Construction Review, as- built surveys, and monumentation. Additional Regulatory Fees. If additional review and processing fees are required for the plan submissions to agencies, a supplement will be needed. Traffic studies and traffic analysis are not anticipated to be required and are therefore not included. Structural design of retaining walls or other structures is not anticipated and therefore not Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades — Amendment 1 City of Dover Page 7 of 9 included. e A photometric lighting plan is not included within this scope of services. It is assumed that there is ample street lighting throughout the corridor. Existing streetlights may be moved laterally (north/south) to accommodate the new street section but they will not be moved east/west along West Loockerman Street. e The scope and associated fees outlined above do not include work to design the relocation or reconfiguration of traffic lights, pedestrian push buttons, and other associated features from an electrical standpoint. Once the civil/site plans have been developed to the point that it can be determined to what extent these elements need to be revised, a separate proposal will be provided for the design of the changes to these elements. FEES AND PAYMENTS The following fees are for the performance of the Services listed above, and do not cover any Additional Work, or any other services which are not specifically described as part of the Services listed in the Scope of Services above. Fees and payments for Additional Services shall be as mutually agreed upon in written amendment when the Additional Services are ordered by the Client. KCI’s fee for the Services shall be based ona “Lump Sum” basis and will be invoiced monthly based on percentage of Services performed. The total amount of this contract is approximately $151,200 (one hundred fifty one thousand and two hundred dollars) For your convenience we have provided a breakdown of the fees by task, as follows: Task1 Conceptual Street Section and Preliminary Utility Coordination, oo. ccsccsssssesees $ 12,400 Task2 30% Plans, Specifications & Estimate, ,., $ 31,900 Task3 60% Plans, Specifications & Estimate, ,., nil 46,200 Task4 90% Plans, Specifications & Estimate, o-: 38,300 Task 5 BID DOCUMENTS, $ 16,400 TAG sit scesevxzvzvsustoesisscxoavitasenvsscusnrowsinasessersccussasnsssecusnesessesuvssnasenecevasssunstuecussaeuastvent $ 145,200 GENERAL PROVISIONS The General Provisions included in the initial contract are specifically made a part of this amendment. If this Amendment is accepted by Client, then the General Provisions along with the Amendment shall constitute a complete and binding contract between KCI and Client (the "Agreement"). Any other understandings, agreements, promises, inducements or representations are hereby void. Any modifications to the terms and conditions of this Agreement must be made in writing and signed by both parties hereto in order to be valid. The person executing this Agreement on behalf of the Client does hereby warrant that he/she has full authority to do so. If this Amendment is satisfactory and acceptable, and fully sets forth the terms of our understanding, please sign the Acceptance and return a copy to KCI. This Amendment and the General Provisions will then constitute our entire Agreement. KCI reserves the right to terminate this contract in the event the Client, in the sole judgment of KCI, fails to establish sufficient credit to warrant proceeding with the work. In such event, Client shall be obligated Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades —- Amendment 1 City of Dover Page 8 of 9 to pay for all services rendered to date of termination, including any direct expenses, and no work will proceed thereafter unless Client provides a retainer which KCI, in its sole discretion, shall determine to be satisfactory for the continuation of the work. Regards, Rhiannon Sayles, P.E. W. Casey Deller, P.E. Practice Leader - Land Development Regional Practice Leader - Land Development Associate Vice President Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

Professional Services Agreement Downtown Dover Engineering Upgrades — Amendment 1 City of Dover Page 9 of 9 ACCEPTANCE: By signing this Amendment, you are accepting the Amendment, General Provisions, and any other attachments and, therefore, agreeing to a legally binding contract with KCI Technologies, Inc. The person executing this Amendment on behalf of the Client does hereby warrant that he/she has full authority to do so. This contract will go into effect as of the date of signature below. Please provide a copy of the signed contract to the KCI PM listed above. Signature Date Name Employee-Owned Since 1988 RISE TO THE CHALLENGE WWW.KCLCOM

\ DOWNTOWN PDOVER a PARTNERSHIP Annual Report Throughout 2024, the Downtown Dover Partnership implemented - with broadened scale - key recommendations within the Capital City 2030: Transforming Downtown Dover! master plan. This document has become the community's road map to transform downtown Dover into a thriving, sustainable business district and residential community to prepare for a new generation of residents, workers, and investors. DDP is pleased to share an significant array of outcomes in 2024: Completion of first round of Critical Improvements Program projects and selection of eight new second-round projects. $2M total public funding will leverage an additional +/-S5M toward projects that, once completed, will result in ADA and life- safety improvements, apartments, and commercial kitchens to bring additional eateries into the business district. City-led initiatives following nationwide best practices were approved: C-2 rezoning, reduced parking requirements. A concept plan was created to envision a “St. Jones Riverwalk Park” - a project of Dover City Council, wherein the City and DDP would partner on site remediation and engage residents in design of this proposed community recreational amenity. In August, DDP adopted Downtown Dover Pathways, a plan created by Dover Kent MPO to better connect key activity centers within the Capital City by walking, bicycling, scooter, and other active transportation and micromobility options. The Loockerman Street Design was an immediate add-on to coincide with City of Dover’s plans to replace/upgrade underground utilities (water, sewer, stormwater lines) on Loockerman Street, to create more pedestrian-friendly business district. Remediation and Demolitions took place on priority underutilized properties: * 680-684 Forest Ave. (formerly Dover Interfaith) demolition to prepare for future mixed-use at West End Gateway; ¢ 120 S. Governor’s Ave. (formerly Acme, auto parts, daycare) remediation & demolition, preparing for mixed use; Assessments/Acquisitions completed:148 &150 S. Bradford St. and City parcels to prepare for +/-400 space Mobility Center In December, the DDP design/build team successfully completed Historic District Review and Dover Planning Commission resulting in approval to continue Mobility Center design. Design/Build agreement consummated with EDiS/Colonial Parking. DDP’s subsidiary - The Capital City Transformation Alliance Inc. - received its letter of determination. This 501(c)(3) entity was established to receive charitable donations and to prepare for the operations, ongoing management and maintenance of the Mobility Center, and wherein revenue generated will support ongoing revitalization of downtown Dover. Private investment is being spurred by the final plan and commensurate activity. 2025 is poised for continued, aggressive Diane J aird, Executive Director Shop Eat Explore and Repeat in Downtown Dover! implementation of the plan. The transformation is firmly underway! Our vision for Downtown Dover... An increasingly vibrant and thriving downtown. A regional destination. People of all ages will fill downtown to visit museums and cultural attractions, have a nice meal, shop at unique retail stores, and enjoy numerous, varied and playful things to do, both inside and outdoors. It’s happening downtown! Autumn on the Green by Robert Manning Our Mission The Downtown Dover Partnership is committed to driving an improved quality of life for the residents and visitors of Dover, Delaware, through collective collaboration, ? economic development and promotion of downtown] Pece7 | Dover's unique historic landscape. | nes STREET “+ AMERICA 2024 Accredited

BUSINESSES ASSISTED—2024 ECONOMIC VITALITY 186 DOWNTOWN Cards sold DOVER DOLLARS Ethnicity: $1,728 African American 24 : i ix Caucasian 12 BOGO match provided by DDP XSDOVER Tisai Other $6,535 $4,571 Value of cards sold for Redeemed in Gender: downtown purchases! downtown shops! Female 18 Male 26 Disadvantaged Small Businesses: DESIGN Veteran 0 CRITICAL IMPROVEMENTS PROGRAM Persons with Significant Disability 0 ALLOCATED TO Mingpity PROPERTY OWNERS ae Focus of Assistance: DDP a Satie failed ay/edie 2 Facade/Signage/Architectural 4 $675 K Downtown Development District 23 Together with private Seeking downtown location 9 investment will total Improvements to existing buildings & Critical Improvements Program 23 S7 M occupancy of formerly vacant buildings. SHO 4 2 SMALL FG wwe @3e 23 artists painting outdoors annually in DOVER AIR FORCE BASE October, over three days’ time - a Newcomers Orientation competition with an extended exhibition and KENT COUNTY sales at the Biggs Museum of American Art. MARKETING & PROMOTIONS PROMOTED, IMPLEMENTED, AND/OR PARTNERED ON EVENTS: Small Business Saturday - Dover Days -Paint Dover! - Capital Holiday Celebration Follow DDP! STRATEGIC PARTNERSHIPS The Biggs Museum of American Art, Bayhealth, The Cendel Foundation, Central Delaware Chamber of Commerce, City of Dover (Mayor, Council & City Manager's Office, Finance, Planning & Inspections, Police, Department, Public Works), Delaware Arts Alliance, Delaware Division of Arts,Delaware Division off Small Business, Delaware State Housing Authority, Delaware State University, Destination Downtown Dover (D3), Dover Air Force Base, Dover Art League, Dover Interfaith Mission for Housing, Kent-Sussex Leadership Alliance, Office of State Planning Coordination, DE Small Business Development Center, True Access Capital and Visit Central Delaware. BOARD MEMBERSHIPS OR COMMITTEE POSITIONS HELD BY DDP STAFF/VOLUNTEERS: | | City of Dover Economic Development Committee, Dover Days and Capital Holiday Celebration Committees, The HELP Initiative, Visit Central Delaware, NeighborGood Partners/Restoring Central Dover; Page 8 Steering Committee), People’s Church, Unsheltered Persons Working Grou; ip

MERCHANTS | © Hosted four merchant window decorating contests to beautify downtown, light up windows, and uniquely display merchandise. © The purpose of the Merchant Committee is to increase camaraderie and communications among Unlock value shopping! business owners ¢ Provide ongoing communications to promote news, grants, training and resources to assist merchants. © DDP maintains Downtown Dover Business Directory and provides access to Technical Assistance providers. PARKING DDP Commences Parking Management Agreement With Colonial Parking, Inc. p & REGISTERED USERS 40 added in 2024! 16 PARTICIPATING MERCHANTS December's First Place Window Contest Winner; DSU student judges. In order to improve convenience for downtown Dover parking permit-holders, the management of permits transitioned from the Downtown Dover Partnership (DDP) to Colonial Parking, Inc., effective December 9. There are 173 registered customers in four downtown lots. DDP offers a well-deserved “Congratulations!” to Board President Todd Stonesifer for receiving the Governor’s Outstanding Volunteer Service Award in 2024, Pictured: Dover City Councilman Fred Neil (left) and Todd Stonesifer GRANTS, SPONSORSHIPS AWARDED / RECEIVED (2024) $3,050 Corporate Sponsorships am $2,400 DE Division of Arts HOURS BY DDP VOLUNTEERS $50,400 pie ohebdied $150,000 City of Dover ad $38,458 $250,000 Grant-In-Aid frees | VALUE OF VOLUNTEER $1M EPA Multi-Purpose Grant HOURS $10M State of DE Bond Bill $26,655,850 https://independentsector.org $15.2M ARPA Downtown Dover Revitalization Received $25M Boost “Earlier today, we announced an [ae a Ty | 4 “e investment of $25 million in state funding to revitalize our state's capital city. This is the jumpstart downtown Dover has been waiting for, and | am proud to be a part of it.” Governor John Carney February 1, 2024 https://tinyurl.com/25MBoost Rendering of Mobility Center from S. Governors Ave. at right.

\ DOWNTOWN PDOVER PARTNERSHIP On the baci As we embark upon the new year, DDP and its cadre of partners will focus on six major projects of the Capital City 2030 strategic plan, several of which will utilize $25M in State funds allocated to DDP and the City of Dover: 1, Planning and implementation of improvements to Loockerman Street, to include both underground water/waste- water infrastructure and ground-level enhancements to support increased pedestrian activity, including outdoor dining. 2. Remediation and demolition of 148 and 150 S, Bradford Street to prepare for construction of Mobility Center. 3. Groundbreaking of the Mobility Center at the current surface parking area between S. Governor’s and S. Bradford Street and abutting Minor Street Alley, to include +/-400 parking spaces, bike amenities, micro-transit options and bus services. Planned completion 2026, by EDiS Construction, Colonial Parking, Mosaic Development Partners, DDP. 4. Groundbreaking is targeted in late 2025 for a five story, mixed-use complex at 120 S. Governor’s Ave. in the heart of downtown. The project will include +/-160 mixed-income residences; a ground level small-scale, full-service grocery; coffee shop, micro-retail, fitness center, and daycare facility. 5. The Critical Improvements Program anticipates completion of a majority of it’s +/-20 projects, which will total $7M in public/private investment for retrofits to existing buildings in the central business district. 6. Building on success of several creative arts/placemaking initiatives toward ongoing public arts programming, DDP will hold a second Fire & Ice Downtown Dover Festival in early 2026, to include small ice sculptures in the event footprint and, weather-permitting, a public, large sculptures “artwalk” extended beyond the event dates! For details of Capital City 2030: Transforming Downtown Dover! visit: tinyurl.com/CapitalCity2030. Thank you! The Downtown Dover Partnership is comprised of energetic and thoughtful community leaders who volunteer at every level and who represent public, private and non-profit entities and agencies, both statewide and local. Special thanks also to the City of Dover Mayor, Council, City Manager, and staff, and to all of our elected officials. EXECUTIVE COMMITTEE BOARD MEMBERS Dr. Terrell Holmes Todd Stonesifer, President Kim Adams David Hugg, City Manager John Van Gorp, Vice President Councilwoman Tricia Arndt Jessica Jackson Pete Bradley, Treasurer Codi Canasa Donny Legans Sarah Keifer, Secretary Mayor Robin Christiansen Councilman Fred Neil Jonathan Street, Secretary * Dr. Stacy Downing * Senator Trey Paradee STAFF Sharon Duca, Interim Planning Director Linda Parkowski Diane Laird, Executive Director William Grimes *Served until June 30, 2024 Ken Anderson, Property Development Director Morgan Russum, Office Administrator Tina Bradbury * Jordan Resh * ASSETS / BALANCE SHEET OCTOBER 2024 Cash & Investments Land & Buildings, Equipment, Accum Deprec. 4,231,374 Leases/Sales Contracts, Notes Payable TOTAL LIABILITIES DowntownDover.com FUND BALANCES 101 W. Loockerman St 19,444,467 ne NOTE: Above Is a Preliminary Statement of ASSETS/BALANCE SHEET FI Page 10 78-2940 Real Estate Holdings & Loan Balances are not updated for FY 24 until ¢ are generated by the Tax Accountant.

BAY TO BAY NEWS @ DAILy STATE NEWS OPINION Laird: For downtown Dover, a chicken-or-egg scenario Posted Monday, December 23, 2024 2:42 pm SPECIAL TO THE STATE NEWS/GARY EMEIGH “Do we allow the current market to guide its future or do we need to proactively direct its future by way of a strategic plan created by a community-driven vision?” Laird: For downtown Dover, a chicken-or-egg scenario | Bay to Bay News By Diane Laird Diane Laird is the executive director of the Downtown Dover Partnership. Downtown revitalization is not for the fainthearted. It is a lengthy, complex and often challenging process. But, as we consider the future of downtown Dover, we must ask the question: Do we allow the current market to guide its future or do we need to proactively direct its future by way of a strategic plan created by a community-driven vision? Further, realizing that increased policing, social services and legal remedies are vital factors to help bring about a more favorable area, they are nevertheless “community interventions to treat the symptoms of violence, but (do) not ... transform the neighborhood conditions that create it.” According to Dr. Eugenia C. South, what’s missing “is a mechanism to encourage ‘focused investment in the high-risk places that allow violence to thrive.” (See brookings.edu/articles/want-to-reduce-violence-invest-in-place.) In 2020, with over 50% vacancy and chronic disinvestment in the heart of the business district, the Downtown Dover Partnership brought together a coalition of teammates to direct the future of the area. The resulting Capital City 2030: Transforming Downtown Dover plan was created with meaningful input from more than 880 residents, professionals and public/private partners statewide, as well as through responses to surveys from the community, one-on-one interviews and thought leader groups. Led by Mosaic

Development Partners, a professional team of planners and developers working in economic nodes similar to downtown Dover, a plan emerged that coalesced the goals, hopes and vision of that community input with best revitalization practices that have been identified and actually implemented by the planning team. The plan embodies strategies to reimagine the physical space through arts and placemaking, recreational opportunities and significant reinvestment in multiple vacant and underutilized properties, while also addressing the needs of the residents’ social space through a philosophy of equity for the broad, diverse demographic that “is Dover.” This includes implementing economic and equitable development strategies by engaging the diverse local workforce; transforming vacant and underutilized properties into mixed- use, mixed-income (as well as market-rate) housing projects; enhancing transportation options; and creating a physical environment that can be accessed and enjoyed by the entire community. To sum it up, addressing social, legal and policing pillars, while concurrently implementing an aggressive plan to literally transform the physical and social environment, suggests that only the chicken and the egg together will truly transform Delaware’s capital city into a thriving, sustainable place to live, work, visit, recreate and enjoy. Reader reactions, pro or con, are welcomed at civiltalk@iniusa.org. OOOO