70-04 OrdinanceRECORD OF ORDINANCES
Tnc.
Ordinance No.
70-04 Passed . 20.
AN ORDINANCE AUTHORIZING THE CITY MANAGER
TO ENTER INTO AN ECONOMIC DEVELOPMENT
AGREEMENT WITH BATTELLE MEMORIAL
INSTITUTE, AND DECLARING AN EMERGENCY.
WHEREAS, consistent with its Economic Development Strategy (the "Strategy")
approved by Dublin City Council Resolution No. 07-94 adopted on June 20, 1994, and
the updated strategy approved by Dublin City Council Resolution No. 30-04 adopted on
July 6, 2004, the City desires to encourage commercial office development and provide
for the creation of employment opportunities within the City; and
WHEREAS, Battelle Memorial Institute ("Battelle") was successful in obtaining a
contract resulting in the need to locate and expand operations and related jobs in the City
of Dublin in consideration for the provision by the City of additional economic
development incentives; and
WHEREAS, this Council has determined to offer additional economic development
incentives, the teens of which are set forth in a substantially final form of Economic
Development Agreement presently on file in the office of the Clerk of Council, to induce
Battelle to further expand its operations and workforce within the City, to create
additional jobs and employment opportunities and to improve the economic welfare of
the people of the State of Ohio and the City, all as authorized in Article VIII, Section 13
of the Ohio Constitution; and
WHEREAS, this Council finds that it is in the best interest of the City to provide those
economic development incentives to induce Battelle to expand its operations and
workforce within the City and to provide for the execution and delivery of that
Economic Development Agreement with Battelle; and
WHEREAS, it is necessary to declare an emergency after two readings of this
Ordinance and waive the 30-day waiting period.
NOW, THEREFORE, BE IT ORDAINED by the Council of the City of Dublin,
Franklin, Union and Delaware Counties, State of Ohio, ~ of the elected
members concurring that:
Section 1. The Economic Development Agreement by and between the City and Battelle
Memorial Institute, in the form presently on file with the Clerk of Council, providing for,
among other things, the provision of incentives to Battelle in consideration for Battelle's
agreement to expand its operations and workforce within the City, is hereby approved
and authorized with changes therein not inconsistent with this Ordinance and not
substantially adverse to this City and which shall be approved by the City Manager and
Director of Finance. The City Manager and Director of Finance, for and in the name of
this City, are hereby authorized to execute that Economic Development Agreement,
provided further that the approval of changes thereto by those officials, and their
character as not being substantially adverse to the City, shall be evidenced conclusively
by their execution thereof. This Council further authorizes the City Manager and the
Director of Finance, for and in the name of the City, to execute any amendments to the
Economic Development Agreement, which amendments are not inconsistent with this
Ordinance and not substantially adverse to this City.
Section 2. This Council further hereby authorizes and directs the City Manager, the
Clerk of Council, the Director of Law, the Director of Finance, or other appropriate
officers of the City to prepare and sign all agreements and instruments and to take any
other actions as maybe appropriate to implement this Ordinance.
Section 3. This Council finds and determines that all formal actions of this Council
concerning and relating to the passage of this Ordinance were taken in an open meeting
RECORD OF ORDINANCES
Dayton Leeal Blank, Inc. Form No. 30043
Pa e 2
Ordinance Na 70-04 Passed g . 20
of this Council and that all deliberations of this Council that resulted in those formal
actions were in meetings open to the public in compliance with the law.
Section 4. This Ordinance is hereby declared to be an emergency measure necessary for
the preservation of the public peace, health, safety and welfare. Therefore, this Ordinance
shall take effect and be in force immediately upon adoption.
Signed:
Mayor -Presiding Officer /
Attest:
Clerk of Council
Passed: 0(~ ~ ~ ~ 0 , 2004
Effective: ~~~~ h ~~ f ~ , 2004
CITY OF DUBLIN..
Office of the City Manager
5200 Emerald Parkway • Dublin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
To: Members of City Council
From: Jane S. Brautigam, City Manage~iww5 • ~-
Memo
Date: October 12, 2004
Initiated By: Dana L. McDaniel, Deputy City Manager/Director of Economic Development ~~
Re: Ordinance 70-04
BACKGROUND:
As presented to Council at its last meeting, Ordinance 70-04 authorizes the City Manager to enter into
an Economic Development Agreement with the Battelle Memorial Institute (Battelle). Certain changes
are being presented to the Economic Development Agreement prior to its second reading. These
changes reflect Battelle's true contract period of three years. Staff continues to propose afive-year
incentive program based upon Battelle's intent to sign afive-year lease. It is feasible, though not
guaranteed, that Battelle's three-year contract could be extended beyond the original three years and/or
Battelle could choose to establish other workforce as a result of unforeseen future contracts.
Certain changes are highlighted in the attached "red-line" version of the Economic Development
Agreement and are summarized in the i~ollowing:
Section 1 -Changing the reference to location and expansion of jobs to reflect the three (3) year contract
period. The original five (5) years references the duration of the lease period.
Section l (b) -The Optical Fiber Use Agreement remains substantially unchanged from the last Council
meeting.
Sections 2(d)(i) & (ii) -Changed to "meet or exceed" Target Withholdings. This was the original intent
and is reflected in 2(c).
Section 2(d)(iii) -Years 2005-2007 reflect the actual three (3) year contract period and the anticipated
growth in employees. Years 2008 & 2009 assume no growth in payroll level due to the three-year
contract period. Should the contract be extended for two additional years (2008 & 2009), levels of
employment/withholdings would likely remain at the 2007 level.
Section 2(e) -Should the contract be extended into years four and five (2008 & 2009), payments to
Battelle would be made as stipulated. Because this goes beyond the three- year contract, Staff is
framing these as Extraordinary Performance Incentive years.
Section 2(f) -Staff agrees to strike this language. Should Battelle not meet withholding targets for a
given year, they will receive no payment for that year. This is implied in Section 2(e).
Section 3(k) -Addresses mutual liability.
RECOMMENDATION
Staff recommends Council adopt Ordinance 70-04, with changes to the Economic Development
Agreement as presented above. Staff also recommends this Ordinance be passed waiving the thirty day
waiting period. Staff is pleased that Battelle would locate in Dublin, thereby retaining and expanding
jobs in Central Ohio. Additionally, Staff views this Economic Development Agreement as an
investment in bringing Battelle's presence back to Dublin. To this end, Staff is hopeful that Battelle will
consider Dublin as its second choice, only to its main campus, when seeking additional space to locate
new workforce in Central Ohio.
Please address any questions to Dana McDaniel at 410-4619.
Thank you.
Office of the City Manager
5200 Emerald Parkway • Dublin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
CITY OF DUBLIN
emo
To: Members of the Dublin City Council
From: Jane S. Brautigam, City Manag~,.,~,.,~...~- ~~,,,~~,,,~,,.,,,,~,
Date: September 30, 2004
Initiated By: Dana McDaniel, Deputy City Manager/Director of Economic Developme~ ~
Re: Ordinance # 70-04
BACKGROUND
Ordinance 70-04 authorizes the City Manager to enter into a proposed Economic Development
Agreement with Battelle Memorial Institute (Battelle). Battelle serves industry and government in
developing new technologies and products. To learn more about Battelle go to http://battelle.or~ .
Battelle has successfully obtained a new research and development contract. As a result, Battelle desires
to relocate 25 jobs to Dublin from within the region as well as add approximately 55 newly created jobs
within the first two years. Battelle estimates an annual payroll of $4 million, which equates to the City
netting approximately $470,000 over the term of this Agreement. Battelle selected the Dublin location
because of existing building space and proper zoning that fits its needs.
Additionally, the City and the State of Ohio Department of Development (ODOD) are proposing certain
financial assistance and incentives:
(1) The City of Dublin is proposing to provide a technology grant of $39,000 to assist with
constructing a fiber optic lateral from the Battelle main campus to the City's dubLINK fiber in
the vicinity of The Ohio State tJniversity. This grant is in addition to a $70,000 grant from the
ODOD to be used for the same purpose.
(2) The City is proposing to provide Battelle the use of the City's dark fiber from the Battelle main
campus to its new Dublin location for the duration of Battelle's presence in Dublin.
(3) The City of Dublin is offering an annual Performance Incentive Payment based on a percentage
(Incentive Factor) of actual payroll withholdings for four (4) years beginning in 2005 and ending
in 2008. The Incentive Factor is 25 percent.
(4) The City of Dublin is offering an Extraordinary Performance Incentive Payment for the year
2009 should Battelle meet or exceed an aggregate payroll-withholding target for the calendar
years 2005-2008, inclusive.
(5) ODOD also is providing an additional workforce development grant of $55,000.
Battelle also will perform $800,000 to $1 million in improvements to its new Dublin facility before
occupying the space. Battelle also estimates that it will generate approximately 1500 hotel room stays in
Dublin over athree-year period.
RECOMMENDATION
Staff highly recommends Council adopt Ordinance 70-04. Battelle has many facilities around the
country, therefore many choices as to where to locate and expand its operations. In fact, the ODOD
participated because Battelle was considering locating and expanding this operation at Aberdeen,
Maryland. Staff greatly appreciates ODOD's participation in this incentive package. Dublin and Central
Ohio, as a whole, have much to gain by retaining and expanding these types of operations. Staff is
hopeful that Dublin will be Battelle's second choice only to its own main campus when locating future
operations. This incentive package is certainly an investment to that end. Please address questions to
Dana McDaniel at 410-4619. Thank you.
ECONOMIC DEVELOPMENT AGREEMENT
THIS ECONOMIC DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into
this day of , 2004, by and between the CITY of DUBLIN, OHIO (the "City"), a
municipal corporation duly organized and validly existing under the Constitution and the laws of
the State of Ohio (the "State") and its Charter, and BATTELLE MEMORIAL INSTITUTE
("Battelle") air--ant}rt-~~~•{~tit~3frii~-corporation o~~t7anized under tf~e laws of the State t~f C)hio and with
an c~~~(`icc; w-i~~-its:-c3#f=ices--located in Dublin, Ohio, under the circumstances summarized in the
following recitals.
RECITALS:
WHEREAS, consistent with its Economic Development Strategy approved by Dublin City
Council Resolution No. 30-04 adopted on July 6, 2004, the City desires to encourage commercial
office development and provide for the creation of employment opportunities within the City; and
WHEREAS, 13attellc is in nec:cl 01~ rtxurini7~ a~ cl{.lit,it~nal corrr~r7crcial buildin~~ space; to ~~c~•forrrr
Lxistin~~~ project ti~~i>rk and to tnhz~ncc its ability to herfortn andcihatcd future ~~~c.>rk andlor to it~~~e
into nc~~- ~Yr~~~•ket5 ~~n~i i ~villine to locate er~3plo~ecs 13a~~1 ~~rf tl~ ~~e:~u}rs 4~} Battel-le°5-~,ucees,-in
«~~~'~r~--rr~~..,~.....c;E~+rrc~; ,.. ~ ,_ ~sr;-flr • . _ within
the City of Dublin; and
WHEREAS, the City has determined to offer economic development incentives described
herein to induce Battelle to locate and establish i-t~;--a _workforce within the City to create jobs and
employment opportunities and to improve the economic welfare of the people of the State of Ohio
and the City, all as authorized in Article VIII, Section 13 of the Ohio Constitution; and
WHEREAS, the City and Battelle have determined to enter into this Agreement to provide
these incentives to induce Battelle to locate and expand its operations within the City.
NOW THEREFORE, the City and Battelle covenant agree and obligate themselves as follows:
Section 1. Battelle's Agreement to Locate and expand Jobs. Battelle will establish
operations at 5160 Blazer Parkway in the City of Dublin. Battelle intends to employ in a~~~?Tegate
39 employees in 2005; 60 employees in 2006; and 80 employees in 2007. The average annual
payroll of these employees for this period is estimated to be $3.3 million with total aggregate
estimated payroll of $10 million over the three -ear ~~riod. '.
Section 2. Cit~greement to Provide Incentives.
(a) General. In consideration for Battelle's agreement to locate and expand its workforce
and associated payroll within the City, the City agrees to provide economic development
incentives to Battelle in accordance with this Section.
(b) Technology Incentive. Upon completion of the construction of the optical fiber
"lateral" from the main Battelle campus in Columbus to the DubLink "ring" (See
map, Attachment "A"), the City shall pay Battelle thirty-nine thousand dollars
($39,000). This $39,000 is in addition to the State of Ohio's technology grant of
$70,000 to be used for the same purpose.
(c) Optical Fiber Use Agreement. The City of Dublin agrees to allow Battelle the
exclusive use of two (2) of its optical fibers in accordance with the executed Optical
Fiber Use Agreement (Attachment "B").
(d) Workforce Expansion Incentive.
(i) Calculation of Actual Withholdings. On or before March 15 of each of the
years 2006, 2007, 2008LL = 2009, and 2{)1 {) the City shall determine whether the actual
payroll withholding taxes collected during the preceding calendar year by the City from
all Employees (the "Actual Withholdings") meet or exceed the Target Withholdings for
that preceding calendar year, all in accordance with the schedule set forth below. For
purposes of this Section 2, "Employees" shall include all individuals employed by
Battelle and working at 5160 Blazer Parkway in the City of Dublin. Battelle agrees that,
in accordance with the Dublin City Code, the annual payroll reconciliation relating to
Battelle's Employees will be provided to the City prior to February 28 of each calendar
year.
(ii) Payments to Battelle. If the Actual Withholdings meet or exceed the Target
Withholdings for the preceding calendar year, the City shall, on or before April 15 of the
then current calendar year, pay to Battelle, solely from nontax revenues, the incentive
amount set forth in the following schedule subject to the condrtic>ns stand in section 2(c1 for
yea.rs ?008 a~~d X009.
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(iii) Withholdings and Incentive Payments. With respect to the Actual
Withholdings collected during each of the calendar years 2005 thru 200gt3, the Target
Withholdings and Incentive Payment to be paid in respect of each of those calendar years
shall be as follows:
Calendar Year Target Withholdings
2005 $48,700
2006 $67,128
2007 $85,510
2008 $~'(~8 5.5 l (}
2009 58:i,~ 1(}
'Olt}
Incentive Payment (?5 ~%o cif
Aetual 1~~ ithhr~ldint~s i'or the
Preceding C~~-lendar Year.}
$0
$12,175
$16,782
$21,378
The payments provided for in this Section 2 shall be made by the City to Battelle by
electronic funds transfer or by such other manner as is mutually agreed to by the City and Battelle.
(e) Extraordinarx Performance Incentive. The City further agrees that if Battelle's
aggregate actual withholding for the calendar years 2005-=?0~},~;---2{}{}7 equal or exceed
$?-~r~;9~~~-~~€:1ti~8?t;) ! , ~3~, and the total Actual Withholdings for the calendar year; "'(}4~9--?t}(}8 fluid
"?_O(}`~__L;~~;_l~ equal or exceed $8~:~3~~_5.51 C), the City shall pay to Battelle an amount equal to 25% of
the actual withholdings for 2008 "~i fourth ~caa• a-a<.l_2009. ~a fifth year)~ts set fi'ort.h irf the ~tbc~ti~~:
schedEZle. The City acknowledges and agrees to make that payment, if required by this Section
2(de), to Battelle no later than~il l5, ?t}t)9 and April 15, 2010 l~or each precedein~ calenda-•
yez~r'_s__actt}~zl__~,~ritl~~l~~olcii_3~g by electronic funds transfer or by such other manner as is mutually agreed
to by the City and Battelle.
{...1-)... 1.t+tlettu.-:~,...ttl --1++£.e.-}.t.i.~:e....:1,~ttv~~~teft't:....._..BLtt'tt?'1'1~.....L+gr~es.....a+~l.._ItL'lE~3w'leLl.g~,,.....tE't'ztt__ tll~e_ -'++c-~t~}'~t?
~3~=++-te~~y~-f~=ca3~'~led a
, , 1 .,tom, ,i n ~ 'i.~.
zr~7=fTC ~ ir.~ ~
ttter+.....:1~'~tttt?1'le.....sl't'rtll....pa.~...._tt~ i_Ite.....(=it~--_t+tt_.....rt+'t+4>t~nt__et'l+-~tl_--t'c>_ y,?Sg-;~i'-~++'tt~t+•~.__..:L~'rtt'+~t'l~ :,---A~=t'~t~~}
Witt=~=~k-lift-gs-...,t~E-~t'--,.. • . , . _ _ _
+~-tt;~ :~~--tom . ' ~ W
(~f) City's Obligation to Make Payments Not Debt• Payments Limited to Nontax
Revenues. Notwithstanding anything to the contrary herein, the obligations of the City pursuant
to this Agreement shall not be a general obligation debt or bonded indebtedness, or a pledge of
the general credit or taxes levied by the City, and Battelle shall. have no right to have excises or
taxes levied by the City, the State or any other political subdivision of the State for the
performance of any obligations of the City herein. Consistent with Section 13 of Article VIII,
Ohio Constitution, any payments or advances required to be made by the City pursuant to this
Section 2 shall be payable solely from the City's nontax revenues. Further, since Ohio law limits
the City to appropriating monies for such expenditures only on an annual basis, the obligation of
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the City to make payments pursuant to this Section 2 shall be subject to annual appropriations by
the City Council and certification by the Director of Finance of the City as to the availability of
such nontax revenues.
(leg) Applicable Cit~yroll Tax Rate. For purposes of calculating the Actual
Withholdings in each calendar year under this Section 2, the City's payroll tax rate shall be assumed
to be two percent (2°Io).
Section 3. Miscellaneous.
(a) Notices. Except as otherwise specifically set forth in this Agreement, all notices,
demands, requests, consents or approvals given, required or permitted to be given hereunder shall be
in writing and shall be deemed sufficiently given if actually received or if hand-delivered or sent by
recognized, overnight delivery service or by certified mail, postage prepaid and return receipt
requested, addressed to the other party at the address set forth in this Agreement or any addendum
to or counterpart of this Agreement, or to such other address as the recipient shall have previously
notified the sender of in writing, and shall be deemed received upon actual receipt, unless sent by
certified mail, in which event such notice shall be deemed to have been received when the return
receipt is signed or refused. For purposes of this agreement, notices shall be addressed to:
(i) the City at:
(ii) Battelle at:
City of Dublin, Ohio
5800 Shier Rings Road
Dublin, Ohio 43016-7295
Attention: Economic Development Director
Battelle Memorial Institute
5-I€~E3...BI~tf e~~--[--ztt~l~ ~~~z~-
Columbus, O1-1:43201
~~ttentic.>[t; Brian C)~le
11%ith copv to; LL ~ra~; I Del~art~~7ent
The parties, by notice given hereunder, may designate any further or different addresses to which
subsequent notices1; certificates, requests or other communications shall be sent.
(b) Extent of Provisions; No Personal Liability. All rights, remedies, representations,
warranties, covenants, agreements and obligations of the City under this Agreement shall be
effective to the extent authorized and permitted by applicable law. No representation, warranty,
covenant, agreement, obligation or stipulation contained in this Agreement shall be deemed to
constitute a representation, warranty, covenant, agreement, obligation or stipulation of any present
or future trustee, member, officer, agent or employee of the City or Battelle in other than his or her
official capacity. No official executing or approving the City's or Battelle's participation in this
Agreement shall be liable personally under this Agreement or be subject to any personal liability or
accountability by reason of the issuance thereof.
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(c) Successors. This Agreement shall be binding upon and inure to the benefit of Battelle
and its successors and assigns.
(d) Recitals. The City and Battelle acknowledge and agree that the facts and circumstances
as described in the Recitals hereto are an integral part of this Agreement and as such are
incorporated herein by reference.
(e) Amendments. This Agreement may only be amended by written instrument executed
by the City and Battelle.
(f) Executed Counterparts. This Agreement may be executed in several counterparts, each
of which shall be regarded as an original and all of which shall constitute but one and the same
agreement. It shall not be necessary in proving this Agreement to produce or account for more than
one of those counterparts.
(g) Severability. In case any section or provision of this Agreement, or any covenant,
agreement, obligation or action, or part thereof, made, assumed, entered into or taken, or any
application thereof, is held to be illegal or invalid for any reason,
(i) that illegality or invalidity shall not affect the remainder hereof or thereof, any
other section or provision hereof, or any other covenant, agreement, obligation or action, or
part thereof, made, assumed, entered into or taken, all of which shall be construed and
enforced as if the illegal or invalid portion were not contained herein or therein,
(ii) the illegality or invalidity of any application hereof or thereof shall not affect
any legal and valid application hereof or thereof, and
(iii) each section, provision, covenant, agreement, obligation or action, or part
thereof, shall be deemed to be effective, operative, made, assumed, entered into or taken in
the manner and to the full extent permitted by law.
(h) Captions. The captions and headings in this Agreement are for convenience only and in
no way define, limit or describe the scope or intent of any provisions or sections of this Agreement.
(i) Governing~Law and Choice of Forum. This Agreement shall be governed by and
construed in accordance with the laws of the State of Ohio or applicable federal law. All claims,
counterclaims, disputes and other matters in question between the City, its agents and employees,
and Battelle, its employees and agents, arising out of or relating to this Agreement or its breach will
be decided in a court of competent jurisdiction within Franklin County, Ohio.
(~~~ __ _ ___ _-----------~j=~-----Survival of R~resentations and Warranties. All representations and
warranties of Battelle and the City in this Agreement shall survive the execution and
delivery of this Agreement.
tk) ~iot~~ itl~st:~ndin;7 ~~nti~ clause or provt5c~n cif this Agreement to the ec~r7tracy, ire no
event sh~il:~.....__~--_it'......._or.._._I3~zttelle._....._~iu........_lia,~le._...._tc~........_eai~~____~it~~r.._...fc>r..........h~i~~ti~~e.....__4pe~r~aL:
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cc>nsec~u~;nti~il, or indirect da~T~~e4 cif a~~v t}~e End regarcliess of w(~~;the;r such
cia7~i x~c;5_ arc_ t 1{a1r~~Ld ut~~~;~_ cc~ttre~ct,...to~1 ~it~cl~~ciin~._ne.~li~er~c~ aril sr~ ~ct._l~~tl~ilit~-~ or
~~~~~_ c~the;r tlaer~i~v ~~i~ lz~~~.
(Signature Pages to Follow)
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IN WITNESS WHEREOF, the City and Battelle have caused this Agreement to be executed in
their respective names by their duly authorized representatives, all as of the date first written above.
CITY OF DUBLIN, OHIO
By:
Printed: Jane Brautigam
Title: City Manager
By:
Printed: Marsha I. Grigsby
Title: Deputy City Mana~er/Director of Finance
Approved as to Form:
By:
Printed: SteQhen J. Smith
Title: Director of Law
BATTELLE MEMORIAL INSTITUTE
By:
Printed:
Title:
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FISCAL OFFICER'S CERTIFICATE
The undersigned, Director of Finance of the City under the foregoing Agreement, certifies
hereby that the moneys required to meet the obligations of the City under the foregoing Agreement
have been appropriated lawfully for that purpose, and are in the Treasury of the City or in the
process of collection to the credit of an appropriate fund, free from any previous encumbrances.
This Certificate is given in compliance with Sections 5705.41 and 5705.44, Ohio Revised Code.
Dated: , 2004
Marsha I. Grigsby
Deputy City Manager/Director of Finance
City of Dublin, Ohio
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Office of the City Manager
5200 Emerald Parkway • Dublin, OH 43017
Phone: 614-410-4400 • Fax: 614-410-4490
CITY CIF DUBLIN
To: Members of the Dublin City Council
emo
From: Jane S. Brautigam, City Manag~~,,,.,~,.,..~_ ~~~,~~,,,5,~,
Date: September 30, 2004 ~
Initiated By: Dana McDaniel, Deputy City Manager/Director of Economic Developme~ ~
Re: Ordinance # 70-04
BACKGROUND
Ordinance 70-04 authorizes the City Manager to enter into a proposed Economic Development
Agreement with Battelle Memorial Institute (Battelle). Battelle serves industry and government in
developing new technologies and products. To learn more about Battelle go to http://battelle.org .
Battelle has successfully obtained a new research and development contract. As a result, Battelle desires
to relocate 25 jobs to Dublin from within the region as well as add approximately 55 newly created jobs
within the first two years. Battelle estimates an annual payroll of $4 million, which equates to the City
netting approximately $470,000 over the term of this Agreement. Battelle selected the Dublin location
because of existing building space and proper zoning that fits its needs.
Additionally, the City and the State of Ohio Department of Development (ODOD) are proposing certain
financial assistance and incentives:
(1) The City of Dublin is proposing to provide a technology grant of $39,000 to assist with
constructing a fiber optic lateral from the Battelle main campus to the City's dubLINK fiber in
the vicinity of The Ohio State University. This grant is in addition to a $70,000 grant from the
ODOD to be used for the same purpose.
(2) The City is proposing to provide Battelle the use of the City's dark fiber from the Battelle main
campus to its new Dublin location for the duration of Battelle's presence in Dublin.
(3) The City of Dublin is offering an annual Performance Incentive Payment based on a percentage
(Incentive Factor) of actual payroll withholdings for four (4) years beginning in 2005 and ending
in 2008. The Incentive Factor is 25 percent.
(4) The City of Dublin is offering an Extraordinary Performance Incentive Payment for the year
2009 should Battelle meet or exceed an aggregate payroll-withholding target for the calendar
years 2005-2008, inclusive.
(5) ODOD also is providing an additional workforce development grant of $55,000.
Battelle also will perform $800,000 to $1 million in improvements to its new Dublin facility before
occupying the space. Battelle also estimates that it will generate approximately 1500 hotel room stays in
Dublin over athree-year period.
RECOMMENDATION
Staff highly recommends Council adopt Ordinance 70-04. Battelle has many facilities around the
country, therefore many choices as to where to locate and expand its operations. In fact, the ODOD
participated because Battelle was considering locating and expanding this operation at Aberdeen,
Maryland. Staff greatly appreciates ODOD's participation in this incentive package. Dublin and Central
Ohio, as a whole, have much to gain by retaining and expanding these types of operations. Staff is
hopeful that Dublin will be Battelle's second choice only to its own main campus when locating future
operations. This incentive package is certainly an investment to that end. Please address questions to
Dana McDaniel at 410-4619. Thank you.
CITY OF DUBLIN, OHIO
OPTICAL FIBER USE AGREEMENT
THIS OPTICAL FIBER USE AGREEMENT (hereinafter referred to as the
"Agreement") made and entered into as of the day of October, 2004, between the City
of Dublin, Ohio, an Ohio municipal corporation (hereinafter referred to as the "Owner"), having
an office at 5200 Emerald Parkway, Dublin, Ohio 43017-1006, and Battelle Memorial Institute
an Ohio (hereinafter referred to as "USER"), having an office at 5160 Blazer
Parkway, Dublin, Ohio 43016, and which are sometimes referred to individually as "Party" and
collectively as "Parties."
WITNESSETH:
WHEREAS, the Owner has an existing optical fiber system (hereinafter referred to as the
"Fiber System") throughout the City of Dublin, Ohio and the greater Columbus, Ohio
metropolitan area; and -
WHEREAS, the Owner has excess fibers in the Fiber System and is willing, from time to
time, to provide such fibers to User and to grant User an Indefeasible Right of Use or IRU (as
hereinafter defined) in and to such fibers for the purpose of providing telecommunications,
video, data, and/or information services; and
WHEREAS, in connection with the grant to User of an IRU in and to such fibers, the
Owner is willing to allow User to use certain other property owned by the Owner, including, but
not limited to, innerduct, conduit, building entrance facilities and associated appurtenances; and
WHEREAS, User has obtained any and all permits or approvals required to engage in its
intended purpose and for the use and occupancy of space in the Rights of Way and further agrees
to adhere to any and all requirements of federal, state and local laws, rules or regulations
(specifically inclusive of, but not limited to, Chapter 98 of the Codified Ordinances of the City of
Dublin, Ohio); and
WHEREAS, in connection with undertaking one or more projects for which the Owner
will provide fibers in the Fiber System to User, the parties have agreed to enter into this
Agreement which embodies the mutual covenants and agreements for the long term relationship
between the Parties hereto and for each such project; and
WHEREAS, the Parties may in the future agree to enter into additional separate
agreement(s) for additional and/or separate optical fiber uses which will incorporate the
covenants and agreements of this Agreement and which will also set forth the terms and
provisions unique to each additional or different specific project.
NOW, THEREFORE, pursuant to the terms of any Right of Way occupancy requirement
and/or Construction Permit required by Chapter 98 of the Codified Ordinances of the City of
Dublin, Ohio, for and in consideration of the mutual covenants and agreements set forth in this
Agreement, the Parties hereto do hereby agree as follows:
(H0474890.1) l of 16
DEFINITIONS.
1.1 The following terms, whether in the singular or in the plural, when used in this
Agreement and initially capitalized, shall have the meaning specified:
a. Agreement: This Optical Fiber Use Agreement between the Owner and User
which identify the specific optical fiber strands and facilities to be as provided to
User by Owner and which set forth the associated fees/compensation, terms and
conditions for User's use of such optical fiber strands and facilities.
b. Fiber System: The Ninety-Six (96) optical fiber strands, innerduct, conduit,
building entrance facilities, associated appurtenances, and capacity owned by the
Owner and located throughout the Rights of Way of the City of Dublin, Ohio and
the greater Columbus, Ohio metropolitan area that is detailed in Exhibit A
appended hereto.
c. User System: The optical fiber strands, innerduct, conduit, building entrance
facilities and associated appurtenances in the Fiber System, to be provided to User
under the terms of this Agreement and the associated rights to access such fiber
strands at demarcation points as specified herein all as described herein and
detailed on Exhibit B attached hereto.
2. GRANT
2.1 The Owner hereby grants to User an Indefeasible Right of Use (IRU) of the following
Owner Fiber System components:
a. Two (2) strands of fiber optic cable in Owners Fiber System, which originates at
the User's Main Campus (ADDRESS) and terminates at 5160 Blazer Parkway
Dublin, Ohio 43016, all as detailed herein and in Exhibit B attached hereto. These
individual Owner Fiber System components collectively shall be the User System
for this Agreement. The User System shall be inclusive of the Owner's Fiber
System between and including the Owner's sides of the originating and
terminating demarcation points.
3. TERM.
3.1 Unless sooner terminated in accordance with the terms of this Agreement, the term of this
Agreement is ( )years (hereinafter referred to as the "Term"), commencing on
the date of this Agreement (hereinafter referred to as the "Commencement Date").
{H0474890.1 } 2 of 16
4. CONSIDERATION.
4.1 As consideration for, as inducement to, and as a required condition of Owner granting
User the specific rights to use portions of Owners Fiber System (the User System) as
described herein, the User hereby agrees:
a. To permanently and continually locate, operate and maintain offices for the
purpose of business operations within the City of Dublin, Ohio for the period of
time in correspondence with the term of the Agreement.
b. From the Commencement Date and for the next Thirty Six (36) months, to
permanently and continually employ a minimum of Twenty Five (25) persons in
their regular professional capacities to perform as full-time employees of User in
business operations at such required locations within the geographic limits of the
City of Dublin, Ohio.
c. Within Thirty Six (36) months from the Commencement Date (on or before
2007) and continuing for the period of time in correspondence with the
remaining term of the Agreement, to permanently and continually employ a
minimum of Eighty (80) persons in their regular professional capacities to
perform asfull-time employees of User in business operations at such required
locations within the geographic limits of the City of Dublin, Ohio.
d. That any failure of User to satisfy the terms and conditions of this Section shall be
considered a material breach of this Agreement and Owner may then terminate
this Agreement upon giving thirty (30) days written notice to User.
5. OWNERS OBLIGATIONS.
5.1 Owner shall:
a. Owner will provide the User System for User's use in accordance with the terms
of this Agreement.
b. Provide and/or control maintenance and repair functions on the User System and
all facilities in the Fiber System through which the User System passes, including,
but not limited to, conduit, innerduct, poles and equipment, shall be performed
under the direction of the Owner.
c. Maintain the User System to the specifications provided in Agreement Exhibit C.
6. USER OBLIGATIONS.
6.1 User shall:
(80474690.1 ~ 3 of 16
a. Provide and pay for all lateral connectivity from all necessary termination points
of User's proprietary fiber and equipment to all the necessary demarcation points
of Owner's Fiber System.
b. Pay for any building or external network service connection and disconnection
charges for each building service added or deleted before, during or after the
initial establishment and cutover of a User System fiber segment. User shall be
responsible for any and all costs associated with lateral connectivity to the Fiber
System and shall pay for the costs of all splicing, distribution segment, service
connections, and any ring or concentrator operations.
c. Pay all necessary costs if the User requires installation of a new distribution ring
or concentrator in an already established Fiber System or User System
distribution segment, rearrangement of existing service connections, and
rearrangement of a ring or concentrator operation. Owner's management agent's
current charges and application rules are identified in Exhil3it D attached hereto.
d. Agree not to use the User System provided in this Agreement to provide services
to any non-related party without the prior written consent of the Owner. User
agrees not to use the User System provided in this Agreement to provide services
to non-related parties in conjunction with a third party without the prior written
consent of the Owner. User also agrees that it shall not provide for or allow any
non-related party to use the User System or in any way subleased or subdivide the
User System and provide services to non-related or third parties without the prior
written consent of the Owner. User further agrees to continually meet the
requirements of this Agreement. In the event of any breach of the provisions
contained in this Section, the Owner has the right to terminate this Agreement
upon giving thirty (30) days written notice to User.
7. JOINT OBLIGATIONS.
7.1 The Owner and User jointly:
a. Agree that within thirty (30) days of final execution of this Agreement the Parties
will agree upon an Acceptance Plan for User's initial activation and the "go-live"
of User's System.
b. Shall provide each other atwenty-four (24) hour a day, three hundred sixty-five
(365) days per year, coordination telephone number.
8. MAINTENANCE.
8.1 All maintenance and repair functions on the Fiber System and all facilities through which
the Fiber System passes, including, but not limited to, conduit, innerduct, poles, and
equipment shall be performed by or at the direction of the Owner or Owner's appointed
agent with reasonable notice to User. Except as otherwise may be agreed to by the
parties, User is prohibited from performing any maintenance or repair on the Fiber
{H0474890.1) 4 of 16
System or User System. User shall have the right to have an employee or representative
available to assist the Owner in any maintenance or repair of the User System. The
Owner shall maintain the User System in accordance with the technical specifications
(hereinafter referred to as the "Specifications") attached hereto in Exhibit C.
a. Emergency Maintenance: The Owner may undertake and provide for or pay for
Emergency Maintenance and repair activities for the User System at the Owner's
sole cost and expense. Where necessary, the Owner shall attempt to respond to
any failure, interruption or impairment in the operation of the User System within
Twenty-Four (24) hours after receiving a report of any such failure, interruption
or impairment. The Owner shall use its best efforts to perform maintenance and
repair to correct any failure, interruption or impairment in the operation of the
User System when reported by User in accordance with the procedures set forth in
this Agreement.
b. Scheduled Maintenance: The Owner from time to time may schedule and
perform specific periodic maintenance to protect the integrity of the Fiber System
and/or User System and perform changes or modifications to the Fiber System
and/or User System at User's request. User may request Scheduled Maintenance
by delivering to the Owner a Statement of Work detailing the service User desires
to be performed, including the time schedule for such services. Upon receipt of
such a Statement of Work, the Owner will provide an estimate of the price and
timing of such Scheduled Maintenance. Following User's acceptance of such
estimate, the Owner will schedule and have such Scheduled Maintenance
performed. The Owner will have such Scheduled Maintenance performed on a
time-and-materials basis at the standard rates in then effect at the time services are
performed. Rates in effect will be those identified in Exhibit D with the
understanding that such rates are subject to change at any time.
8.2 In the event the Owner, or others acting in the Owner's behalf, at any time during the
Term of this Agreement, discontinues maintenance and/or repair of the User Systems,
User, or others acting in User's behalf, shall have the right, but not the obligation, to
thereafter provide for the previously Owner provided maintenance and repair of the User
System, at the User's sole cost and expense. Any such discontinuance shall be upon not
less than six (6) months prior written notice to User. In the event of such discontinuance,
the Owner shall obtain for User, or others acting in User's behalf, approval for adequate
access to the Rights of Way in, on, across, along or through which the User System is
located, for the purpose of permitting User, or others acting in User's behalf, to undertake
such maintenance and repair of the User System.
8.3 In the event any failure, interruption or impairment adversely affects both the Owner's
Fiber System and the User System, restoration of the User System shall at all times be
subordinate to restoration of the Owner's Fiber System with special priority for Owner's
public safety and municipal infrastructure functions carried over the Fiber System, unless
otherwise agreed to in advance by the parties hereto. In such event or in the event the
(H0474690.1 } 5 of l6
Owner is unable to provide timely repair service to the User System, the Owner may,
following written request, permit User to make repairs to restore the User System as long
as such restoration efforts do not interfere with the Owner's restoration activities.
8.4 Any User subcontractors or employees who undertake repair or maintenance work on the
User System shall first be approved by the Owner to work on the Owner's Fiber System.
Prior to User's undertaking Emergency Maintenance or entering a Owner's facility for
repair, User shall first notify the Owner of the contemplated action and receive the
Owner's concurrence decision, a decision that the Owner shall provide to User no later
than twelve (12) hours from User's notification to Owner of contemplated action. When
User undertakes Emergency Maintenance of the User System, User shall have an Owner
employee or representative available to assist the User in any repair of the User System.
9. USE OF THE USER SYSTEM.
9.1 User shall have exclusive control over its provision of telecommunications, video, data,
and/or information services.
9.2 User hereby certifies that it is authorized or will be authorized, where required, on the
effective date this Agreement to provide telecommunications, video, data, and/or
information services within the State of Ohio, the City of Dublin, Ohio and in such other
jurisdictions as the User System may exist, and that such services can be provided on the
Fiber optic cable systems such as the Fiber System owned and operated by the Owner.
10. INDEMNIFICATION.
10.1 The User undertakes and agrees to protect, indemnify, defend, and hold harmless the
Owner and all of its elected officials, officers and employees, agents and volunteers from
and against any and all suits and causes of action, claims, charges, damages, demands,
judgments, civil fines, penalties, costs, attorneys fees and costs, expenses or losses of any
kind or nature whatsoever, for death, bodily injury or personal injury to any person,
including, User's employees and agents, or damage or destruction to any property of
either party hereto, or third persons in any manner arising by reason of the negligent acts,
errors, omissions or willful misconduct incident to the performance of this Agreement or
use of the Fiber System on the part of the User, or the User's officers, agents, employees,
or subcontractors, except for the active negligence or willful misconduct of the Owner,
and its elected officials, officers, employees, agents and volunteers. Users indemnity
requirements herein shall also specifically include all claims of intellectual property,
copyright or trademark infringement made by third parties against Owner.
11. INSURANCE.
11.1 During the Term of this Agreement, unless otherwise agreed to in writing by the
authorized representatives, User shall at its own expense, maintain in effect, insurance
coverage with limits not less than those set forth herein.
11.2 The User shall furnish the Owner's authorized representative within thirty (30) days after
the Commencement Date of the Agreement with insurance endorsements acceptable to
(H0474890.1) 6 of 16
Owners Director of Law. The endorsements shall be evidence that the policies providing
coverage and limits of insurance are in full force and effect. Such insurance shall be
maintained by the User at the User's sole cost and expense.
11.3 The User endorsements shall name the Owner and all of its elected officials, officers and
employees, agents and volunteers as additional insureds. The endorsements shall also
contain a provision that the policy cannot be canceled or reduced in coverage or amount
without first giving thirty (30) calendar days written notice thereof by registered mail to
the Owner at the following address:
City of Dublin
Law Director
5200 Emerald Parkway
Dublin, Ohio 43017-1006
11.4 Such insurance shall not limit or qualify the obligations the User assumed under the
Agreement. The Owner shall not by reason of its inclusion under these policies incur
liability to the insurance carrier for payment of the premium for these policies.
11.5 Any insurance or other liability protection carried or possessed by the Owner, which may
be applicable, shall be deemed to be excess insurance and the User's insurance is primary
for all purposes despite any conflicting provision in the User's policies to the contrary.
11.6 User shall be responsible for all User contractors' or subcontractors' compliance with the
insurance requirements.
11.7 Failure of the User to maintain such insurance, or to provide such endorsements to the
Owner when due, shall be an event of default under the provisions of this Agreement.
11.8 The User shall obtain and maintain Commercial General Liability Insurance, including
the following coverages: Product liability hazard of User's premises/operations
(including explosion, collapse and underground coverages); independent contractors;
products and completed operations (extending for one (1) year after the termination of
this Agreement); blanket contractual liability (covering the liability assumed in this
Agreement); personal injury (including death); and broad from property damage. Such
coverage shall provide coverage for total limits actually arranged by the User but not less
than One Million Dollars {US$1,000,000.00) combined single limit. Should the policy
have an aggregate limit, such aggregate limits should not be less than double the
combined single limit and be specific for this Agreement. Umbrella or Excess Liability
coverages may be used to supplement primary coverages to meet the required limits.
Evidence of such coverage shall be in a form acceptable to the Owner's Director of Law.
11.9 The User shall provide Workers' Compensation insurance covering all of the User's
employees in accordance with the laws of the state of Ohio.
11.10 The User may use an Umbrella or Excess Liability coverage to net coverage limits
specified in the Agreement. Evidence of Excess Liability shall be in a form acceptable to
Owners Director of Law.
{H0474890.1) 7 of 16
11.11 The foregoing insurance requirements are not intended to and shall not in any manner
limit or qualify the liabilities and obligations assumed by the User under this Agreement.
12. DEFAULT.
12.1 Unless otherwise specified in this Agreement, User shall not be in default under this
Agreement, or in breach of any provision hereof unless and until the Owner shall have
given User written notice of a breach and User shall have failed to cure the same within
thirty (30) days after receipt of a notice; provided, however, that where such breach
cannot reasonably be cured within such thirty (30) day period, if User shall proceed
promptly to cure the same and prosecute such curing with due diligence, the time for
curing such breach shall be extended for a reasonable period of time to complete such
curing. Upon the failure by User to timely cure any such breach after notice thereof from
the Owner, the Owner shall have the right to take such action as it may determine, in its
sole discretion, to be necessary to cure the breach or terminate this Agreement or pursue
such other remedies as may be provided at law or in equity.
12.2 Unless otherwise specified in this Agreement, the Owner shall not be in default under this
Agreement or in breach of any provision hereof unless and until User shall have given the
Owner written notice of such breach and the Owner shall have failed to cure the same
within thirty (30) days after receipt of such notice; provided, however, that where such
breach cannot be reasonably be cured within such thirty (30) day period, if the Owner
shall proceed promptly to cure the same and prosecute such curing with due diligence,
the time for curing such breach shall be extended for a reasonable period of time to
complete such curing. Upon the failure by the Owner to timely cure any such breach
after notice thereof from User, User shall have the right to take such action as it may
determine, in its sole discretion, to be necessary to cure the breach or terminate this
Agreement or pursue other remedies as may be provided at law or in equity.
12.3 If User, shall file a petition in bankruptcy or for reorganization or for an arrangement
pursuant to any present or future federal or state bankruptcy law or under any similar
federal or state law, or shall be adjudicated a bankrupt or insolvent, or shall make a
general assignment for the benefit of its creditors, or shall admit in writing its inability to
pay its debts generally as they become due, or if any involuntary petition proposing the
adjudication of User, as a bankrupt or its reorganization under any present or future
federal or state bankruptcy law or any similar federal or state law shall be filed in any
court and such petition shall not be discharged or denied within ninety (90) days after the
filing thereof, or if a receiver, trustee or liquidator of all or substantially all of the assets
of User shall be appointed then the Owner may, at its sole option, immediately terminate
this Agreement.
13. FORCE MAJEURE.
13.1 Neither Party shall be liable to the other for any failure of performance under this
Agreement due to causes beyond its control (except for the fulfillment of payment
obligations as set forth herein), including, but not limited to: acts of God, fire, flood,
{H04~4890.1) 8 of 16
earthquake or other catastrophes; adverse weather conditions; material or facility
shortages or unavailability not resulting from such Party's failure to timely place orders
therefor; lack of transportation; national emergencies; insurrections; riots, wars; or
strikes, lockouts, work stoppages or other labor difficulties (collectively, "Force Majeure
Events").
14. ASSIGNMENT.
14.1 This Agreement shall be binding upon and inure to the benefit of the Parties hereto and
their respective successors or assigns; provided, however, that no assignment hereof or
sublease, assignment or licensing (hereinafter collectively referred to as a "Transfer") of
any rights or obligations hereunder shall be valid for any purpose without the prior
written consent of each Party hereto.
15. WAIVER OF TERMS OR CONSENT TO BREACH.
15.1 No term or provision of this Agreement shall be waived and no breach excused, unless
such waiver or consent shall be in writing and signed by a duly authorized officer of the
Party claimed to have waived or consented to such breach. Any consent by either Party
to, or waiver of, a breach by the other Party shall not constitute a waiver of or consent to
any subsequent or different breach of this Agreement by the other Party, such failure to
enforce shall not be considered a consent to or a waiver of said breach or any subsequent
breach for any purpose whatsoever.
16. RELATIONSHIP NOT A PARTNERSHIP OR AN AGENCY.
16.1 The relationship between User and the Owner shall not be that of partners or agents for
one another and nothing contained in this Agreement shall be deemed to constitute a
partnership, joint venture or agency Agreement between the Parties hereto.
17. NO THIRD-PARTY BENEFICIARIES.
17.1 This Agreement is for the sole benefit of the Parties hereto and their respective permitted
successors and assigns, and shall not be construed as granting rights to any person or
entity other than the Parties or imposing on either Party obligations to any person or
entity other than a Party.
18. EFFECT OF SECTION HEADINGS.
18.1 Section headings appearing in this Agreement are inserted for convenience only and shall
not be construed as interpretations of text.
19. NOTICES.
19.1 Any written notice under this Agreement shall be deemed properly given if sent by
registered or certified mail, postage prepaid, or by nationally recognized overnight
delivery service or by facsimile to the address specified below, unless otherwise provided
for in this Agreement:
(H0474890.1 } 9 of 16
IN WITNESS HEREOF the parties have executed and delivered this Agreement effective the
day and year first above written:
Approved As To Form:
Law Director, City of Dublin, Ohio.
USER:
Battelle Memorial Institute, an Ohio
By:
Its:
OWNER:
City of Dublin, Ohio, an Ohio municipal corporation.
By:
REST OF PAGE LEFT INTENTIONALLY BLANK
(H0474890.1 } 11 of 16
EXHIBIT A
OWNERS FIBER SYSTEM DESCRIPTION & MAP
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EXHIBIT B
USER SYSTEM DESCRIPTION 8 MAP
(2 FIBERS THROUGHOUT ROUTE)
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EXHIBIT B CONT'D
USER DESCRIPTION & MAP
(LATERAL FROM MAIN CAMPUS TO RINGS)
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EXHIBIT B CONT'D
USER SYSTEM DESCRIPTION 8~ MAP
(DUBLIN LOCATION)
Property
The following real estate situated in the City of Dublin, County of Franklin and
State of Ohio, as bounded and described as follows: 5160 Paul G. Blazer
Memorial Parkway
Tax Parcel No. 273 001936
Exhibit C
FIBER SYSTEM SPECIFICATIONS
I. General
The Owner shall install and maintain the User System within the Owner's Fiber System
in accordance with the criteria and specifications that follows:
II. Design Criteria
The Owner will endeavor to keep the number of splices in a span to a minimum.
III. Optical Fiber Specifications
The Owner will meet the optical specifications as detailed below far the cable installed:
A. Single Mode Fiber
Parameter Specifications Units
Maximum attenuation, 1310/1550 .35/.25 dB/Km
Cladding diameter 125.0 um
Cutoff wavelength 1150-1330 nm
Zero dispersion wavelength 1300-1320 nm
Maximum dispersion (2.6 - 6.0) .OS ps/ (nm-km)
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Exhibit D
MAINTENANCE AND REPAIR
Charges for Time and Material Service
The Owner or Owner's agent may perform maintenance service at the rates established below,
which rates are subject to change. Unless specifically authorized by the User, no Scheduled
Maintenance will be performed outside of normal working hours, detailed below:
Normal Working_Hours: Overtime Hours:
8:00 a.m. to 5:00 p.m., 5:01 p.m. to 7:59 a.m., Saturday, Sunday,
Monday through Friday and all Owner observed holidays.
(Except Owner observed holiday).
F,r»PnCPS Tncvrred ner call out:
Labor Rates Hourl Rate Overtime Rate
Pro'ect Mana er 75.00 112.50
Professional En eer 65.00 97.50
Ri ht of Wa A ent 48.50 72.75
Su ervisor 47.70 71.55
Foreman 36.90 55.35
O erator 31.50 47.25
Truck Driver 26.00 39.00
Laborer 21.70 32.55
Fiber S licer 42.00 63.00
E ui ment Rates Hourl Rate
Picku 16.00
1-ton/flat bed 17.60
2-ton dum 24.00
Trailer ~ 16.50
Rubber tired backhoe 36.20
Roddin machine 21.75
Winch truck 21.75
Air com ressor 16.00
Li ht lant 17.45
Arrow board 9.00
2" water um 10.00
Generator 14.50
Cable cart 7.00
Manhole acka e 14.50
Fusions licin acka e 30.00
Charges will be made for travel time to the location where maintenance is to be performed. If
maintenance carries over after 5:00 p.m., or maintenance is required on Saturday, Sunday, or
during holiday hours, charges will also be made for travel time from the said location. Charges
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will be for a minimum of one (1) hour for normal hours and for a minimum of two (2) hours for
overtime holiday hours and special call out.
All rates, charges, and holiday schedules are subject to change.
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END OF AGREEMENT AND EXHIBITS
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