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HomeMy WebLinkAboutJuly 20, 2023 - Council - AddendumTHE CORPORATION OF THE MUNICIPALITY OF BAYHAM COUNCIL MEETING ADDENDUM MUNICIPAL OFFICE Thursday, July 20, 2023 13.2 A CAO-41/23 by Thomas Thayer, CAO re Agreement – Rogers Communication Tower – Straffordville Fire Hall 55764 Third Street 13.2 B CAO-42/23 by Thomas Thayer, CAO re Agreement – RSM Building Consultants Inc. – Building Support Services REPORT CAO TO: Mayor & Members of Council FROM: Thomas Thayer, Chief Administrative Officer DATE: July 20, 2023 REPORT: CAO-41/23 SUBJECT: AGREEMENT – ROGERS COMMUNICATION TOWER – STRAFFORDVILLE FIRE HALL – 55674 3RD STREET, STRAFFORDVILLE. BACKGROUND At its May 18, 2023 meeting, Council received Report CAO-33/23 re Rogers Communication Tower – Straffordville Fire Hall – 55764 3rd Street, Straffordville, and passed the following motion: Moved by: Councillor Chilcott Seconded by: Deputy Mayor Weisler THAT Report CAO-33/23 re Rogers Communication Tower – Straffordville Fire Hall – 55764 3rd Street, Straffordville be received for information; AND THAT the Council of The Corporation of the Municipality of Bayham are supportive of the northwest corner of the Straffordville Fire Hall property, being 55764 3rd Street, Straffordville, for use as a site for a Roger Communications Tower, subject to the provision of a complete Siting Justification Report and Site Plan, completion of the Federal statutory public notice and comment period, and presentation of a satisfactory Lease Agreement to be reviewed and authorized by Council. DISCUSSION After much discussion with Rogers Communications Inc. (Rogers), along with multiple legal reviews, staff are presenting Council with a Draft Telecommunications Site Agreement for use by Rogers for a telecommunications tower at the Straffordville Fire Hall (55764 3rd Street, Straffordville). The Draft Agreement is attached hereto. Rent payable to Bayham is equivalent to $14,400/year and subject to Consumer Price Index inflation on an annual basis. The term is five (5) years with three (3) additional terms of five years, for a total of twenty (20) years, should the Municipality and Rogers agreed to the full duration. It is a base practice to build in pre-approved extensions into these agreements due to the cost required to install and erect the infrastructure necessary for a tower. In providing the site at the northwest corner of the Straffordville Fire Hall property, the intent of this arrangement is to work with Rogers to expand reliable telecommunications in Bayham while permitting the regular and unencumbered operation of the Straffordville Fire Hall for emergency services purposes. If Council is amenable to resolving that the Telecommunications Site Agreement is acceptable, and to authorize its execution by by-law, staff will advise Rogers of same. The by-law would be brought forward after such time as a complete Siting Justification Report and Site Plan have been provided to the Municipality and approved, as well as the completion of the Federal statutory public notice and comment period, of which the Municipality is to be notified and provided proof of completion. ATTACHMENTS 1. Draft Telecommunications Site Agreement – Rogers Communications RECOMMENDATION 1. THAT Report CAO-41/23 re Agreement – Rogers Communication Tower – Straffordville Fire Hall – 55764 3rd Street, Straffordville be received for information; 2. AND THAT the Council of The Corporation of the Municipality of Bayham resolves to enter into a Telecommunications Site Agreement with Rogers Communications Inc. after such time as a complete Siting Justification Report and Site Plan have been provided, and the Federal statutory public notice and comment period have been completed, both to the satisfaction of the Municipality. Respectfully Submitted by: Thomas Thayer, CMO, AOMC Chief Administrative Officer Ont – TSA – Rev 22 –Apr 12, 2018 TELECOMMUNICATIONS SITE AGREEMENT Site (legally described on Schedule "A"): Straffordville Fire Hall, 55764 3rd Street, Straffordville, ON Location Code: C9487 THIS AGREEMENT made this ___th day of July 2023. 1. IN CONSIDERATION of $2.00, the receipt of which Landlord acknowledges, Landlord leases to Tenant the premises shown on Schedule "B" at the Site described above, including the following: (check appropriate box(es)) Land comprised of approximately 10 x 10 square ___m____ Building interior space of approximately square ________ Building exterior space for attachment of antennas Building interior space for attachment of antennas Space required for cables and wires Rooftop space Access road to be constructed by Tenant Space for generator and/or connector boxes Other together with the non-exclusive right of unrestricted use of the rest of the Site for purposes of access, staging, construction, installation, removal and repair of telecommunications facilities, and connections to the appropriate utilities, fibre optic and telephone facilities ("access and utility rights"). 2. TERM of 5 years beginning October 1, 2023 ("Commencement Date"). 3. RENT shall be paid annually in advance in the amount of Fourteen Thousand, Four Hundred Dollars ($14,400) plus HST, if applicable, starting on the first day of the month following the beginning of construction. Landlord confirms that its HST Number is___________, and acknowledges that payment of rent is contingent upon such number being accurate and correct. Commercial realty taxes attributed directly to the premises shall be payable by the Tenant. Rent payable by Tenant for each subsequent year of the term, shall be rent payable during the preceding year increased by the Consumer Price Index for Canada - All Items (not seasonally adjusted) as published by Statistics Canada over the previous year. 4. EXTENSION of the initial term of this agreement is hereby granted to Tenant for 3 additional 5-year extension periods (each an “Extension Term”) unless Tenant provides Landlord written notice of its intention not to extend at least 60 days prior to the expiration of the then current term. Rent for each year of an extension term shall be rent payable during the preceding year increased by the Consumer Price Index for Canada - All Items (not seasonally adjusted) as published by Statistics Canada over the preceding year. 5. USE of the premises and access and utility rights by Tenant shall be for the purpose of installing, removing, replacing, relocating, maintaining, supplementing and operating, at its sole expense, telecommunications facilities and equipment for the provision of telecommunication services. Where applicable, Tenant may connect its equipment and provide telecommunication services by wireless, cables and/or wires to the equipment of other occupants at the Site, provided that such other occupants consent to the same, such consent not to be unreasonably conditioned, withheld, or delayed 6. UTILITIES required for the operation of the telecommunications facilities shall be the sole responsibility of Tenant, and electrical consumption shall be determined by check meter installed by Tenant: (check appropriate box(es)) included in rent or not applicable separate meter with direct invoices from local utility, if available check meter installed by Tenant, with invoices from Landlord based on meter readings and Tenant’s share of Landlord’s electrical bill 7. EQUIPMENT, towers, poles, shelters, cabinets, pedestals, antennas and mounts shall remain the personal property of Tenant and shall be removed by Tenant upon expiration or termination of this agreement and the premises shall be restored to its original condition by Tenant, reasonable wear and tear excepted. Tenant shall not be required to remove conduits, concrete foundations or roof piers at the end of the term, to two feet below grade. 8. NOTICES shall be in writing and sent by mail, postage prepaid, deemed received 3 days after mailing or by facsimile transmission, deemed received on date transmitted, to the address or facsimile number of the party set forth below. 9. ASSIGNMENT of this agreement by Tenant may be made to any corporate affiliate(s), principal lenders or a purchaser of part or all of Tenant's assets. Assignment or transfer of this Agreement or an interest therein by the Landlord may be made to its principal lenders or a purchaser of the Site. All other assignments require the other party’s consent, at its sole discretion. Tenant may permit use of all or any portion of the premises and access and utility rights by others for telecommunications purposes. 10. TERMINATION of this agreement may be exercised by Tenant at any time on 30 days' notice without further liability if Tenant cannot obtain all necessary rights, postponements and approvals required from its senior management, any governmental authority and/or any third party to operate the telecommunications facility on conditions satisfactory to Tenant, or if any such right or approval expires, or is cancelled or terminated, or if for any other reason (e.g., interference with Tenant's signals, damage or destruction, site decommissioning) Tenant determines, in its discretion, that it will no longer use the premises or access rights for its intended purpose. Upon termination, all prepaid rent shall be adjusted to the date of termination. If Tenant defaults under this agreement and such default is not being diligently remedied within 30 days after notice (force majeure excepted), Landlord may terminate this agreement on 30 days' written notice. 11. INDEMNITY: Tenant and Landlord indemnify and hold the other harmless against any and all costs (including legal costs) and loss to person or property which arise out of the unlawful or negligent use and/or occupancy of the premises by such indemnifying party. The Tenant shall indemnify and save harmless the Landlord against and from all third-party liens and other third party claims under the Construction Lien Act, R.S.O. 1990, c. C.30, as amended, or successor legislation, related to any work performed by or at the direct or indirect request of the Tenant at the lands, and shall at its own expense see to the removal from the registered title to the lands and/or surrounding lands, by discharge or order, of any claim for such lien or certificate of action in connection therewith, promptly and in any event within ten (10) working days of being notified in writing by the Landlord to do so. Tenant shall maintain during the term and any extensions, public liability and property damage insurance coverage of not less than $5,000,000 and the Landlord shall be added as an additional insured and provided annually with evidence of coverage, upon Landlord request. 12. HAZARDOUS SUBSTANCES: Landlord represents that it has no knowledge of any substance on the Site that is identified as hazardous, toxic or dangerous in any applicable federal, provincial or local law or regulation. Landlord shall be responsible for any pre-existing contamination of the Site. Landlord and Tenant shall not introduce or use any such substance on the Site in violation of any applicable law. 13. MISCELLANEOUS: (a) Tenant upon paying the rent shall have quiet possession of the premises. Landlord shall not cause interference or permit others to interfere with or impair the quality of the telecommunications services being rendered by Tenant from the Site. Landlord shall ensure that other carriers granted space on the Site co- ordinate site access and antenna placement with Tenant through Tenant's standard collocation procedures and conditions to ensure there is no interference or impairment and Tenant's quiet possession of the premises is protected. Tenant shall have 24 hours a day, 7 day a week access to the premises subject to Landlord's reasonable security requirements and access cards and/or keys provided by Landlord at Tenant's expense. Notwithstanding the above, no element of the reasonable operation of the Straffordville Fire Hall located at 55764 3rd St, Straffordville, ON N0J 1Y0 shall be construed to violate the Tenant’s right to quiet possession. (b) Upon completion of any work in connection with the installation, alteration, repair or maintenance of any part of the Telecommunications Equipment, the Tenant shall fill in any excavations made for such purpose on the lands and as far as practicable restore the surface thereof to a similar condition as that in which it was found prior to the commencement of the work, normal wear and tear excepted and shall remove all of its rubbish and all of its equipment which is not part of the telecommunications equipment. The Tenant shall maintain its equipment in a good state of repair, in accordance with the prevailing industry standards applicable to telecommunications equipment. (c) Prior to initial installation, Tenant shall supply Landlord with plans and/or surveys as applicable (collectively the "plans"), which plans shall become schedules and form part of this agreement. Tenant's plans for changes to the telecommunications facilities shall also become schedules and form part of this agreement. Landlord shall, at Tenant's expense, assist and co-operate with Tenant in obtaining governmental approvals for Tenant's permitted uses, provided that nothing in this Agreement shall be deemed or construed to fetter, abrogate or in any way influence the decision of the Landlord or any of its employees or officers in the discharge of a statutory duty. Landlord shall maintain and Tenant shall use the Site in compliance with all applicable laws, by-laws, rules and regulations of the appropriate jurisdictions pertaining to the environment, health, welfare and occupational safety. (d) Landlord and/or its agent represents and warrants that it has full authority to enter into and sign this agreement and bind Landlord accordingly. (e) This agreement contains all agreements, promises and understandings between Landlord and Tenant. All future plans shall become schedules and form part of this agreement. (f) The terms and conditions of this agreement shall extend to and bind the heirs, personal representatives, successors and assigns of Landlord and Tenant. (g) Landlord shall permit Tenant or its contractors full access to the Site and premises, in advance, for the purpose of satisfying itself, at its own expense, as to the appropriate conditions for the intended use of the premises, provided Tenant shall repair any damage caused by any tests or inspections. (h) If Tenant remains in possession at end of term(s), Tenant shall be a monthly tenant. Monthly tenancy may be terminated by either party for any reason on thirty days’ written notice. Rent for each month during a monthly tenancy shall one-twelfth of the rent payable during the preceding year increased by the rate of inflation over the preceding year, which shall be calculated using the Consumer Price Index release by Statistics Canada. (i) This agreement shall be governed by the laws of the province in which the Site is located. Invalid provisions are severable and do not impair the validity of the balance of this agreement. Landlord agrees to keep this agreement and its terms strictly confidential and not disclose them unless compelled by law. (j) A short form lease or notice of lease may be registered on title at Tenant's expense. (k) The Tenant shall not use the lands for any purpose other than the purpose authorized by this Agreement and, in particular, shall not affix or display any sign or advertising device to the structure or on the lands, except that the Tenant Ont – TSA – Rev 22 –Apr 12, 2018 shall affix to its Telecommunications Equipment adequate identification to inform the Landlord’s employees and other Tenant as to its ownership. (l) Security of the Premises and Equipment, inclusive of all property of the Tenant, is solely the responsibility of the Tenant. (m) No waiver of any breach of a provision of this Agreement shall be effective, or binding, unless in writing and signed by the party giving the waiver. A party’s failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. (n) Notwithstanding any right of use, access, and/or assignment provided under this agreement, the Tenant and any assignee or agent thereof shall not allow their equipment, property, agents, or employees to materially obstruct or interfere with the provision of emergency services including, but not limited to, Fire, Police, and Ambulance services. Without limiting the generality of the foregoing, the Tenant and any assignee or agent thereof and their agents or employees shall not permit the material obstruction at any time of emergency access routes to and from the Straffordville Fire Hall located at 55764 3rd St, Straffordville, ON N0J 1Y0. Landlord The Corporation of the Township of Bayham c/o Municipality of Bayham 56169 Heritage Line, PO Box 160 Straffordville, Ontario N0J 1Y0 Attn: Thomas Thayer, CAO Phone No. (591) 866 5521 Ext. 225 Email: cao@bayham.on.ca Attention: Thomas Thayer, CAO Per: Name: Title: Per: Name: Title: I/We have authority to bind the Corporation. Tenant Rogers Communications Inc. c/o Cushman Wakefield One Mount Pleasant Rd., 2nd Floor Toronto, Ontario M4Y 2Y5 Facsimile No. (416) 935-7799 Phone No. (877) 625-5358 Email: rogers.helpdesk@cushwake.com Attention: Manager, Lease Administration Per: Name: Title: I have authority to bind the Corporation. Ont – TSA – Rev 22 –Apr 12, 2018 SCHEDULE "A" LEGAL DESCRIPTION OF LANDLORD'S LANDS ("SITE") Site: C9487 – Straffordville Fire Hall 55764 3rd St., Straffordville, Ontario N0J 1Y0 Property Identifier: 35345-0104 (LT) LOT 16 S/S FOURTH ST AND W/S PLANK RD PLAN 205 BAYHAM; LOT 17 S/S FOURTH ST AND E/S WEST ST PLAN 205 BAYHAM; LOT 12 N/S THIRD ST, 13 N/S THIRD ST PLAN 205 BAYHAM; PT THIRD ST PLAN 205 BAYHAM PART 1 11R5812 & AS IN E309942; BAYHAM The Land Titles Division for the Elgin Land Registry Office (No. 11). Ont – TSA – Rev 22 –Apr 12, 2018 SCHEDULE “B” DESCRIPTION OF PREMISES (including access rights) If this agreement is executed with a sketch plan attached as Schedule “B”, the Landlord hereby authorizes the Tenant, if it should elect, to substitute a plan (the “Plan”) of the premises certified correct according to a field survey by a land surveyor, for the sketch attached hereto as Schedule “B”, provided however that the Tenant shall be under no obligation to do so. The Plan, if attached, shall form part of this agreement and shall define the premises. Nothing in the Plan shall limit or detract from other access and utility rights granted in this agreement. 1. The 10m by 10m area outlined in red in Figure 1, below, demarcates the premises for the purposes of this Agreement. 2. Access to the premises shall be via 3rd St. and the Site at 55764 3rd St., Straffordville, Ontario N0J 1Y0. Figure 1: Image of the Premises (outlined in red) REPORT CAO TO: Mayor & Members of Council FROM: Thomas Thayer, Chief Administrative Officer DATE: July 20, 2023 REPORT: CAO-42/23 SUBJECT: AGREEMENT – RSM BUILDING CONSULTANTS INC. – BUILDING SUPPORT SERVICES BACKGROUND At its January 19, 2023 meeting, Council was presented with By-law No. 2023-003, being a by- law to authorize the execution of a memorandum of understanding between the Corporation of the Municipality of Bayham and the Corporation of the Township of Malahide for Shared Services in By-law Enforcement, Planning, and Building, and passed the following motion: Moved by: Councillor Emerson Seconded by: Deputy Mayor Weisler THAT By-law Nos. 2023-003, 2023-004 and 2023-007 be read a first, second and third time and finally passed. Further, at its June 15, 2023 meeting, Council received Report CAO-37/23 re Shared Services Update. The Report identified that, in support of building services provision under the shared services Memorandum of Understanding, RSM Building Consultants Inc. (RSM) will remain as the Building Code agency appointed to assist with plans review and inspections. DISCUSSION Based on discussions with RSM and Malahide, and despite Malahide being the service provider for building services to Bayham, RSM requires an agreement be entered into with each participant municipality to the shared service arrangement. In accordance, this Report presents a Consulting Services Agreement (CSA) between RSM and the Municipality. The CSA is identical to the current, active CSA in place between RSM and Malahide, including the same cost tables. The nature of the CSA is consistent with the intent of the shared service arrangement, which is to, where possible, find harmonies between both municipalities regarding costs and overall building department processes. Staff recommend that the Chief Administrative Officer (CAO) be delegated the authority to execute the attached CSA between RSM and Bayham for building support services. ATTACHMENTS 1. Consulting Services Agreement – RSM Building Consultants Inc. RECOMMENDATION 1. THAT Report CAO-42/23 re Agreement – RSM Building Consultants Inc. – Building Support Services be received for information; 2. AND THAT Council delegate authority to the Chief Administrative Officer (CAO) to execute a Consulting Services Agreement with RSM Building Consultants Inc. (RSM) on behalf of the Municipality for building support services in support of an established Building shared service with the Township of Malahide. Respectfully Submitted by: Thomas Thayer, CMO, AOMC Chief Administrative Officer Page 1 of 11 Bayham Consulting Agreement – June 2023 building communities together CONSULTING SERVICES AGREEMENT This consulting services agreement is between: Municipality of Bayham an Ontario Municipality (“Municipality”) - and- RSM Building Consultants Inc., an Ontario company. (“Consultant"). The parties agree as follows: 1. Retainer (1) The Municipality hereby retains the Consultant to provide the consulting services set out herein (the “Services”), and the Consultant shall provide those Services to the Municipality under the general direction and control of the Municipality and subject to the provisions of this agreement. 2. Services (1) The Services provided by the Consultant shall commence on July 4th, 2023. (2) (i) The Consultant agrees to provide the following Plans Examination Services: 1. All plans will be retrieved from the Municipality’s Cloudpermit system to be reviewed within RSM’s ePortal. 2. Building permit applications with be reviewed to identify any notable building code deficiencies. 3. When there are notable building code deficiencies, the Consultant will issue a status letter to the applicant. 4. The Consultant will correspond with the applicants related to the deficiencies. 5. Reviews of any amended drawings submitted based on the deficiencies will be completed by the Consultant. Page 2 of 11 Bayham Consulting Agreement – June 2023 building communities together 6. The Consultant will finish any mark ups and redlining to permit approval documents. 7. Upon review completion, the Consultant will upload all plan review documentation, including its communication log, into the Cloudpermit system for the Municipality’s records. 8. Recommendations to issue the permit will be communicated to the Chief Building Official based on the technical review portion of the permit. 9. The Municipality is responsible for all applicable law and zoning reviews. (ii) The Consultant agrees to provide the following Onsite Inspection Services: 1. The Consultant will receive the required inspection list the day prior from the Municipality to prepare their inspection day. 2. Provide onsite inspections to monitor for visual building code compliance, identifying deficiencies. 3. Ensure the proper documentation is received from the design consultants, manufacturers and testing agencies to provide compliance with the OBC. 4. Provide inspection reports to the site and Municipality. The consultant can upload the reports to the Municipal system if requested. 5. Recommendations will be provided to the Chief Building Official regarding occupancy of the building. 6. On-site Inspections will be determined at the discretion of the Chief Building Official and dependent on the availability of the consultant. 7. Twenty-four (24) hour notice is required to cancel an inspection shift. A minimum of three (3) hours per shift is required. (iii) The Consultant agrees to provide the following Virtual Inspection Services: 1. Virtual Inspection will be offered as a backup service if onsite Consultants are not available. Page 3 of 11 Bayham Consulting Agreement – June 2023 building communities together 2. RSM will work with the Municipality to dispatch inspections and assign a qualified inspector for this activity. Confirming the date and times of the inspection. 3. Inspections will be set up as a Microsoft Teams link between the applicant, contractor or municipal team member and the remote inspector. 4. Qualified staff will direct the applicant, contractor, or municipal team member to review specific items throughout the project to determine compliance. 5. The consultant will ensure the proper documentation is received from the design consultants, manufacturers, and testing agencies to provide compliance with the OBC. 6. Inspection notes will be provided to the applicant and the Municipality, to include deficiencies, pictures if relevant, and comments. 7. Recommendations will be provided to the Chief Building Official regarding occupancy of the building. 8. Inspection services are based on the availability of the consultants at the time of the request. 9. Twenty-four (24) hours’ notice is required to cancel an inspection. (iv) The Consultant agrees to provide any other services as may from time to time be agreed upon in writing between the Parties. (3) The Consultant shall, provide services in accordance with the following work plan; Commencing: July 4th, 2023, and continuing for a period of two (2) years unless terminated earlier in accordance with the provisions of this agreement. Duration: The Consultant only provides services to the Municipality when there is a need. Plans Examination and Inspection services can be stopped and then started again throughout the two (2) year contract by the Chief Building Official based on the needs of the municipality. Note: Sufficient notice to modify the work plan by either party is 10 business days in advance. Page 4 of 11 Bayham Consulting Agreement – June 2023 building communities together (4) The Consultant shall provide in good faith the Services skilfully, competently, efficiently, effectively, and economically, in a good and worker like manner, consistent with industry standards. 3. Personnel (1) The Consultant shall ensure that it has sufficient Personnel to provide the Services in accordance with this agreement. (2) The Consultant shall ensure that its Personnel have the requisite competence, knowledge, skill, ability, experience, expertise, and Ministry of Housing Qualifications required to provide the Services. 4. Use of Confidential Information (1) In this agreement the following terms have the corresponding meanings: (a) “Confidential Information” means any information, whether oral, written, visual, electronic, or in any other form, which is identified as confidential or that would reasonably be considered as being confidential; (b) “Disclosing Party” means the party disclosing Confidential Information; (c) “Insider” means, in respect of a party, every director, officer, partner, associate, employee, sub-consultant, contractor or agent of the party; and (d) “Receiving Party” means the party receiving Confidential Information and includes all Insiders. (2) The Receiving Party shall use Confidential Information relating to the Services only for the purposes of this agreement. (3) Except as provided in this agreement, the Receiving Party shall keep confidential all Confidential Information disclosed to it by the Disclosing Party. (4) The Receiving Party shall not copy or transcribe into another form, any Confidential Information received from the Disclosing Party except as reasonably necessary. (5) The Receiving Party shall protect the Confidential Information disclosed to it by the Disclosing Party, in the same manner and to the same extent that it protects its own Confidential Information. (6) Upon the termination of this agreement, or earlier upon the request of the Disclosing Party, the Receiving Party shall promptly destroy or return (as directed by the Disclosing Party) all copies of the Confidential Information disclosed to the Receiving Party. Page 5 of 11 Bayham Consulting Agreement – June 2023 building communities together (7) The Receiving Party may disclose Confidential Information if: i. The Disclosing Party consents. ii. The Receiving Party is required by law to disclose it; or iii. The Confidential Information is generally and publicly available. 5. Contacts and Communication (1) The Consultant shall treat Scott Sutherland, Chief Building Official, as the Municipality’s principal contact and source of instructions in respect of all aspects of this agreement, unless otherwise directed or permitted in writing by the Municipality. (2) The Municipality shall treat Gerald Moore, RSM President, as the Consultant’s principal contact and source of reporting in respect of all aspects of this agreement, unless otherwise directed or permitted in writing by the Municipality. 6. Chargeable Amounts (1) The Municipality shall pay the Consultant for the Services at the established rate(s) identified in the list below. The Consultant shall submit an invoice to the Municipality for all Services completed on a monthly basis. (2) The Consultant may charge the Municipality, for the provision of the Services, amounts based on the following fee rates: (a) Plans Examination Rates: based on the current Plans Examination fee schedule attached hereto as Schedule “A”. Plan review fees are determined by the type of project and its square footage. (b) Inspection Rates: based on the current Inspection fee schedule attached hereto as Schedule “A”. Onsite hourly rate includes round trip travel time from consultant’s home office to the Municipal office. This rate includes consultant preparation for each inspection, the inspection itself, completion of reports, correspondence/meetings, and submission of all relevant information. (c) Mileage: $0.65 per km. We prefer to have our consultant use a municipal vehicle for their workday, however if they are required to utilize their own vehicles, mileage fees will apply. (d) or such other amounts, which are agreed to in writing by the parties for specific portions of the Services. Page 6 of 11 Bayham Consulting Agreement – June 2023 building communities together (3) The Consultant may charge the Municipality for any Harmonized Sales Tax payable on the fees and disbursements charged to the Municipality by the Consultant. 1. Accounts (1) The Consultant shall provide detailed monthly accounts of amounts charged for its provision of the Services, including the following particulars: i. the number of permits reviewed and its agreed rate; ii. the amount of approved disbursements for which the Consultant is requesting reimbursement; and iii. The amount of Harmonized Sales Tax payable on its fees and disbursements. 2. Payment (1) The Municipality shall pay the Consultant the properly charged amounts incurred by the Consultant in providing the Services. Payment is due upon receipt of each invoice. 3. Insurance (1) The Consultant shall not be liable for costs or damages arising from errors or omissions in any of the information which is supplied to the Consultant by the Municipality. (2) The Consultant shall obtain, and for as long as this agreement is in effect, maintain, pay for and, upon request by the Municipality from time to time, provide evidence, of the following insurance coverages: (a) Commercial General Liability Insurance: i. Including Municipality of Bayham as an additional insured; ii. To a limit of not less than five million dollars ($5,000,000) inclusive per occurrence; iii. Including bodily injury, personal injury, death and damage to property, including loss of use thereof; iv. In a form satisfactory to the Municipality ’s Procurement; and v. Endorsed to provide Municipality of Bayham with not less than thirty (30) days’ notice, in advance, of any cancellation, change or amendment restricting coverage; (b) Professional Liability Insurance: i. To a limit of not less than two million dollars ($2,000,000) inclusive per occurrence; and Page 7 of 11 Bayham Consulting Agreement – June 2023 building communities together ii. Subject to an annual aggregate of two million dollars ($2,000,000). (c) Workers’ Compensation Insurance i. Sufficient workers’ compensation insurance to cover its Personnel performing services. 4. Relationship between Parties (1) The Consultant is an independent contractor of the Municipality. The Consultant shall not, except as the Municipality may specifically authorize in writing, enter into any contracts or commitments in the name of or on behalf of the Municipality, or bind the Municipality in any respect whatsoever. The Consultant is not a partner, joint venturer, agent, or employee of the Municipality. (2) This agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior commitment, representation, warranty, arrangement, understanding or agreement, written or oral, collateral, or other, with respect to the subject matter hereof, existing between the parties at the date of execution of this agreement. 5. Municipality Responsibilities (1) The Municipality shall provide instructions, guidance and assistance to the Consultant relating to the provision of the Services. (2) The Municipality shall use reasonable efforts to make available any relevant municipal reports, background information, data, drawings, plans, surveys, and any other materials relevant to the Services, which are in its possession, for use by the Consultant, and shall make available Municipality employees for the purpose of any necessary consultation. (3) The Municipality shall insure that the staff of RSM Building Consultants are appointed as building officials as per Section 3-(2) of the Building Code Act. Gerald Moore, Barbara Mocny, Devon Staley, Grant Schwartzentruber, Andy Lamer and Mike McKean. 13. Notices Page 8 of 11 Bayham Consulting Agreement – June 2023 building communities together (1) A party required or permitted under this agreement to give any notification or communication (“Notice”) shall give it in writing and shall deliver it by personal delivery, email, facsimile, courier, or prepaid regular mail to an address of the other party provided for herein. (2) Either party may from time-to-time change any of its addresses by Notice given in accordance with this section. (3) A Notice sent by personal delivery is deemed to be delivered on the date it is personally delivered. A Notice sent by email is deemed to be delivered upon the sender receiving from the recipient a written acknowledgment of receipt. A Notice sent by facsimile is deemed to be delivered one day after the date it is sent. A Notice sent by courier is deemed to be delivered two days after the date it is sent. A Notice sent by prepaid regular mail is deemed to be delivered three days after the date it is sent, provided that if a postal interruption occurs, the Notice is deemed to be delivered three days after the resumption of postal service. (4) The initial address for the Municipality is as follows: Municipality of Bayham 56169 Heritage Line, PO 160 Straffordville, ON, N0J 1Y0 E ssutherland@malahide.ca (5) The initial address for the Consultant is as follows: RSM Building Consultants 44 Saltsman Drive, Unit 9, Cambridge, ON, N3H 4R7 E gerald@rsmbuildingconsultants.com 14. Force Majeure (1) Whenever and to the extent a party is unable to fulfil, or is delayed or restricted in fulfilling, any of the obligations under this agreement by reason of any cause beyond the party’s reasonable control, then the time for fulfilling such obligation is to be extended for such reasonable time as may be required by the party to fulfil such obligation, provided that any such inability, delay or restriction does not relate to any extent to any act or omission by such party or any of its employees, agents or others for whom it is at law responsible. Page 9 of 11 Bayham Consulting Agreement – June 2023 building communities together 15. Waiver (1) A party may waive any of its rights, powers, or remedies hereunder. No waiver is effective unless made in writing. (2) The failure of either party to exercise any of its rights, powers, or remedies hereunder or its delay in doing so, does not constitute a waiver of any rights, powers or remedies. A single or partial exercise of a right, power or remedy does not prevent its subsequent exercise or the subsequent exercise of any other right, power or remedy. 16. Termination (1) The Municipality may, with or without cause, terminate this agreement upon providing a minimum of fifteen (15) business days’ written notice. (2) The Consultant may, with or without cause, terminate this agreement upon providing a minimum of fifteen (15) business days’ written notice. 17. Interpretation (1) This agreement is to be construed with all changes in number and gender as may be required by the context. (2) The division of this agreement into sections, subsections and clauses is for convenience of reference only and does not affect the interpretation. (3) The obligations of the parties contained herein have, where applicable, the status of representations, warranties and covenants by the respective obligated party. (4) This agreement is to be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. (5) Time is to be of the essence of this agreement, including if any extension is permitted 18. Signing (1) The parties may sign this agreement in counterparts with the same effect as if the parties had executed the same document. Any counterparts are to be construed together and shall constitute one and the same original document. The parties shall deliver any executed counterparts of this agreement in accordance with the provisions set out in this agreement for delivery of Notices. Page 10 of 11 Bayham Consulting Agreement – June 2023 building communities together 19. Miscellaneous (1) All provisions of this agreement are severable, and if any provision is declared invalid, void, or unenforceable by a court of competent jurisdiction, the remaining provisions of this agreement remain in full force and effect. (2) This agreement is to inure to the benefit of and bind the parties and their respective heirs, executors, administrators, successors and permitted assigns. [SIGNATURE PAGE FOLLOWS] Page 11 of 11 Bayham Consulting Agreement – June 2023 building communities together Each party is signing this agreement on the date stated opposite that party’s signature. THE MUNICIPALITY OF BAYHAM By: _________________________________ Date Name: Thomas Thayer Title: Chief Administrative Officer I have authority to bind the Corporation. RSM BUILDING CONSULTANTS INC. ___________________ By: _________________________________ Date Name: Gerald Moore Title: President I have authority to bind the Consultant. SCHEDULE "A" RSM SERVICE FEES MARCH 2023 PLANS EXAMINATION SERVICES OBC PART 9 $385 plus $35/100m2, plus $195/unit Decks, Sheds, Garages & Res Additions (<400sf)$280 Residential Apartments, Units Above Another $515 plus $67/100m2, plus $195/unit Non-Residential $515 plus $67/100m2, plus $325/major occ. Change of Use Part 11 $280 in addition to renovation fee Large Houses (>6458sf) $1165 plus $67/100m2 Firewall $195 in addition to base fee OBC PART 3 New Building or Addition $1165 plus $67/100m2, plus $456/major occ. Foundation/Underground Services 33% of Full Fee of New Building Renovation or Alteration $515 plus $67/100m2, plus $456/major occ. Change of Use Part 11 $280 in addition to renovation fee MISCELLANEOUS PLANS EXAMINATION Change of Use (No Construction) $280 plus $67/100m2 Alternative Solution $775 plus $67/linked pair Hazardous Substance OBC/OFC $770 Mechanical (Plumbing, HVAC)$280 plus $35/100m2 Sewage System, Bunker Silo $280 Farm Building $280 plus $35/100m2 Life Safety $515 60% Surcharge of Plans Exam Fee 65% Surcharge of Plans Exam Fee Remaining 20% invoiced upon complete submittion. Houses (<6458sf), Townhouses, Additions, Alterations, Sheds and Garages (>400sf) All Plans Exam fees include the initial review, deficiency list preparation, communication with applicant, re-submission reviews and final mark-ups. BOTH Applicable Law and Zoning Review of an RSM Plan Review Applicable Law OR Zoning Review of an RSM Plan Review Plans Exams >$3000 - 50% invoiced when status letter sent to applicant. 80% of Plans Exam Fee is invoiced when deficient reviews reach 4 months. MARCH 2023 INSPECTION SERVICES Virtual Inspection $168/hr Review Plan & Inspection Report $168/hr $168/hr On-Site Inspection Mileage $0.65/km ADMINISTRATIVE SERVICES Workflow Set up of Services $180 Software Integration - Plans Exam $80/plans review $180/plans review Software Integration Set up $90/hr $90/hr Dispatch Service for Virtual Inspections $50/inspection address/day Administrative Mentorship $90/hr Back Entering Permits into Software System $90/hr Monthly Reporting $90/mth HST is additional. Cancellation Policy:A. permit cancelled prior to initial review - $280 minimum fee. B. permit cancelled while review in progress - 80% of original fee. RSM reserves the right to change fees without notice. Email info@rsmbuildingconsultants.com for additional information. building communities together On-Site Hourly Rate includes round trip travel time from consultants home office to Municipal Office. Inspection Mentorship - Job Shadowing and/or Weekly Discussion Meetings $150/hr Software Integration - Administration + Plans Exam Building Department Communication without Municipal Permit Co-Ordinator Consultants are to use municipal vehicle for inspections, however, if required to use their own vehicles, mileage rate will apply.