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HomeMy WebLinkAbout2025-462-E-DEAPR-Recreation Factory Partners-portsplex Management Agreement SPORTSPLEX MANAGEMENT AGREEMENT between ORANGE COUNTY and RECREATION FACTORY PARTNERS, INC. Dated: July 1, 2025 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE FACILITY MANAGEMENT AGREEMENT THIS FACILITY MANAGEMENT AGREEMENT (the "Agreement") is made and entered into this 1st day of July 2025 (the "Effective Date"), by and between Orange County, a political subdivision of the State of North Carolina (the “Owner”), and Recreation Factory Partners, Inc., a North Carolina Corporation having its principal office in Hillsborough, North Carolina (the “Manager”). RECITALS WHEREAS, Owner owns the infrastructure, buildings, parking, lighting, sports playing surfaces, sports equipment, and all other hard assets associated with the athletic facility as the same exist now or may exist in the future including improvements related thereto specifically located at 101 Meadowlands Drive, Hillsborough, North Carolina 27278, as the same exist now or may exist in the future, known as the “Orange County Sportsplex” or any other name(s) that may be identified in the future (hereinafter the "Facility"); WHEREAS, Manager has expertise in providing management services for multi- purpose athletic facilities throughout the United States; WHEREAS, Owner and Manager desire for Manager to operate and manage the Facility subject to the terms and conditions set forth herein; NOW THEREFORE, in consideration of the promises and covenants herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, Owner and Manager agree as follows: ARTICLE 1 DEFINITIONS 1.1. Definitions. For purposes of this Agreement, the following terms have the meanings referred to in this Section: Affiliate: A person or company that directly or indirectly, through one or more intermediaries, controls or is controlled by, or is under common control with, a specified person or company. Agreement: The "Agreement" shall mean this Agreement, together with all exhibits attached hereto (each of which are incorporated herein as an integral part of this Agreement), as amended, supplemented or restated from time to time. Approved Budgets: The “Approved Budgets” consist of the annual operating budget of the Facility and the annual cash flow budget of the Facility. The cash flow budget indicates monthly receipts and disbursements from July 1 through June 30 and includes beginning and ending cash. Base Management Fee: The "Base Management Fee” shall have the meaning ascribed to such term in Exhibit B. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Capital Expenditures: All expenditures for building additions, alterations, repairs or improvements (“Capital Improvements”) where the cost of such expenditure is greater than Twenty Thousand Dollars ($20,000.00) per project and for purchases of additional or replacement FF&E (“Capital Equipment”), where the cost of such expenditure is greater than Five Thousand Dollars ($5,000.00) and the depreciable life of the applicable item in either case is, according to generally accepted accounting principles in the U.S., in excess of five (5) years. Concession Revenue: All revenue accounted for through the sale of food and beverage or food and beverage vendor contracts. Sponsorships, commissions and rebates provided from vendors are not included as concession revenue. These items will be accounted for as Commercial Rights. Commercial Rights: Naming rights, pouring rights, advertising, sponsorships, the branding of food and beverage products for resale and memorial gifts at or with respect to the Facility. Disbursement Account: A separate account in the name of Manager at a licensed bank through which all Facility staff and other personnel employed by Manager (including related payroll taxes), or engaged by Manager as independent contractors, and debt service are paid. Generally, funds are transferred into the Disbursement Account from the depository account(s) via bi-weekly requests from the General Manager to Owner. Early Termination Fee: Has the meaning ascribed in Section 4.3(a). Emergency Repair: The repair of a condition which, if not performed immediately, creates an imminent danger of death or substantial harm to persons or property or an unsafe condition at the Facility threatening imminent danger of death or substantial harm persons or property. Event of Force Majeure: An act of God, fire, earthquake, hurricane, flood, riot, civil commotion, terrorist act, terrorist threat, storm, washout, wind, lightning, landslide, explosion, epidemic or pandemic, inability to obtain materials or supplies, accident to machinery or equipment, any law, ordinance, rule, regulation, or order of any public or military authority stemming from the existence of economic or energy controls, hostilities or war, a labor dispute which results in a strike or work stoppage affecting the Facility or services described in this Agreement, or any other cause or occurrence outside the reasonable control of the party claiming an inability to perform and which by the exercise of due diligence could not be reasonably prevented or overcome. Existing Contracts: Service contracts, revenue generating contracts, and other agreements relating to the day-to-day operation of the Facility existing as of the Effective Date. Facility Policy Manual: The Owner-approved policy manual provided by Manager to the Owner, and updated from time to time, containing certain operating and employment Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE policies customarily utilized by Manager in connection with the management of a public facility such as the Facility. The Facility Policy Manual shall at all times and in all iterations be in compliance with the terms of this Agreement. FF&E: Furniture, fixtures, and equipment to be procured for use at the Facility. Fiscal Year: Each twelve (12) month period during the Term, commencing on July 1 and ending on June 30, and includes the period between the Effective Date and June 30, 2025. General Manager: The employee of Manager acting as the full-time on-site general manager of the Facility. Laws: Means all applicable laws, statutes, rules, regulations, and ordinances. Manager: The term “Manager” shall have the meaning ascribed to such term in the first paragraph to this Agreement and includes that Manager’s successors and permitted assigns. Operating Account(s): A depository account(s) into which revenues are deposited and a disbursement account through with expenses are paid. Separate interest-bearing account(s) in the name of the Owner at a licensed bank, to be designated by the Owner, where Revenue is deposited and from which Operating Expenses are paid. Operating Budget: A line-item budget for the Facility that includes a projection of revenues and operating expenses, approved on an annual basis and reviewed on a monthly basis. Operating Expenses: All expenses incurred by Manager in connection with its operation, promotion, maintenance and management of the Facility, including but not limited to the following: (i) employee payroll, bonuses and benefits (including payments to any national benefit system), relocation costs, termination costs (including severance costs and payments in lieu of termination), and related costs, (ii) cost of operating supplies, including general office supplies, (iii) advertising, marketing, group sales, and public relations costs, (iv) cleaning expenses, (v) data processing costs, (vi) dues, subscriptions and membership costs, (vii) the Base Management Fee, (viii) printing and stationery costs, (ix) postage and freight costs, (x) equipment rental costs, (xi) minor repairs, maintenance, and equipment servicing, not including expenses relating to performing capital improvements or repairs, (xii) security expenses, (xiii) telephone and communication charges, (xiv) Taxes, (xv) cost of employee uniforms and identification, (xvi) exterminator and trash removal costs, if applicable (xvii) computer, software, hardware and training costs, (xix) utility expenses, (xx) office expenses, (xxi) audit and accounting fees, if pre-approved by Owner, (xxii) loss, costs, damage, liability and any other obligations arising under or incurred under Service Contracts and other agreements relating to Facility operations, (xxiii) all bond and insurance costs, including but not limited to personal property, general liability, professional liability and worker's compensation insurance, (xxiv) commissions and all Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE other fees payable to third parties (e.g. commissions relating to food, beverage and merchandise concessions services and Commercial Rights sales), (xxv) cost of complying with any Laws, (xxvi) costs incurred by Manager to settle or defend any claims asserted against Manager arising out of its operations at the Facility on behalf of Owner. The term Operating Expenses does not include legal fees and costs or litigation damages. Operating Revenues: Any and all revenues of any kind or nature derived from owning, operating, managing, and promoting the Facility, including, but not limited to: license, lease, and Concession Revenue and rentals, revenues from memberships and Facility user fees, revenues from merchandise sales, advertising and sponsorship sales and renewals, event sponsorship revenues, equipment rentals, utility revenues, box office revenues, ticket surcharges, ticket service fees, parking revenues, food services and concession revenues (however, if such revenues are collected in the first instance by and retained by the concessionaire, only the amount of such revenues paid by the concessionaire to the Manager shall be included as Operating Revenues), commissions or other revenues from decoration and set-up, security and other subcontractors (however if such revenues are collected in the first instance by and retained by such subcontractors, only the amount of such revenues paid by such contractors to the Manager shall be included as Operating Revenues), miscellaneous operating revenues, revenues generated from separate agreements with Manager Affiliates pertaining to the Facility, and interest revenues, all as determined in accordance with generally accepted accounting principles and recognized on a full accrual/cash basis. The parties acknowledge that revenues from the sale of tickets for events at the Facility are not Operating Revenues, but are instead revenues of the promoter or performer of each such event. Operations Manual: The document developed by Manager, in consultation with Owner, which shall contain terms regarding the management and operation of the Facility including detailed policies and procedures to be implemented in operating the Facility, as agreed upon by both the Owner and the Manager. Owner: The term "Owner" shall have the meaning ascribed to such term in the first paragraph to this Agreement and includes its successors and permitted assigns. Regulatory Approvals: All applicable governmental or regulatory approvals, authorizations, consents, licenses, or permits. Service Contracts: Agreements for services to be provided in connection with the operation of the Facility, including without limitation agreements for consulting services, ticketing, web development and maintenance, computer support services, FF&E purchasing services, engineering services, electricity, steam, gas, fuel, general maintenance, HVAC maintenance, telephone, staffing personnel including guards, ushers and ticket-takers, extermination, elevators, stage equipment, fire control panel and other safety equipment, snow removal and other services which are deemed by Manager to be either necessary or useful in operating the Facility. All such contracts shall be listed in a Schedule of Existing Agreements. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Taxes: Any and all governmental assessments, franchise fees, excises, license and permit fees, levies, charges, and taxes, of every kind and nature whatsoever, which at any time during the Term may be assessed, levied, or imposed on, or that become due and payable out of or in respect of, (i) activities conducted on behalf of the Owner at the Facility, including without limitation the sale of concessions, the sale of tickets, and the performance of events (such as any applicable sales and admissions taxes, use taxes, excise taxes, occupancy taxes, employment taxes, and withholding taxes), or (ii) any payments received from any holders of a leasehold interest or license in or to the Facility, from any guests, or from any others using or occupying all or any part of the Facility. Term: "Term" shall have the meaning ascribed to such term in Section 4.1 of this Agreement. Tournament Revenue: All revenue negotiated as part of a tournament or facility rental agreement, accounted for through a self-operated tournament, or other vendor contracts associated with the tournament. ARTICLE 2 SCOPE OF SERVICES 2.1 Engagement. (a) Owner hereby engages Manager during the Term to act as the sole and exclusive manager and operator of the Facility, subject to and as more fully described in this Agreement, and, in connection therewith, to perform the services described herein and in Exhibits A and B attached hereto. (b) Manager hereby accepts such engagement, and shall perform the services described herein, subject to the limitations expressly set forth in this Agreement. 2.2 Limitations on Manager's Duties. Manager's obligations under this Agreement are contingent upon and subject to the Owner making available, in a timely fashion, the funds budgeted for or as budgeted by Manager to carry out such obligations during the Term. Manager shall not be considered to be in breach or default of this Agreement and shall have no liability to the Owner or any other party if Manager does not perform any of its obligations hereunder due to failure by the Owner to timely provide such funds. ARTICLE 3 C OMPENSATION 3.1 Management Fees. In consideration of Manager's performance of its services hereunder, Owner shall pay Manager those payments as further set forth in Exhibit B attached hereto. ARTICLE 4 TERM; TERMINATION; SUSPENSION Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 4.1 Term. The Term of this Agreement shall begin on the Effective Date and, unless sooner terminated pursuant to the provisions of Section 4.2 below, shall expire on June 30, 2030. Notwithstanding anything to the contrary herein, Owner’s engagement of Manager as provided herein and Manager’s acceptance of such engagement are each expressly subject to and conditioned upon Manager’s presentation of a draft Pro Forma budget, and Owner’s approval of the draft Pro Forma budget, within sixty (60) days after the Effective Date. If Owner does not approve Manager’s draft Pro Forma budget, this Agreement shall be null and void and Manager shall retain the first two months fees paid to it, as full compensation for its consulting services in preparing the draft Pro Forma budget. 4.2 Early Termination. This Agreement may be terminated by Owner or Manager, with or without cause, at any time by providing the other party with written notice on or before the date such terminating party wishes to terminate this Agreement (the "Termination Date") as provided in this subsection. (a) For Owner’s Convenience: Owner shall have the right to terminate this Agreement for any reason or no reason upon twelve (12) months’ notice to Manager. (b) For Manager’s Convenience: Manager shall have the right to terminate this Agreement for any reason or no reason upon twelve (12) months’ notice to Owner. 4.3 Effect of Early Termination. (a) Upon termination or expiration of this Agreement for any reason, (i) Manager shall promptly discontinue the performance of all services hereunder, (ii) the Owner shall promptly pay Manager all fees due Manager up to the date of termination or expiration (subject to proration if the Term ends other than at the end of the Fiscal Year), (iii) Manager shall make available to the Owner all data, electronic files, documents, procedures, reports, estimates, summaries, and other such information and materials with respect to the Facility as may have been accumulated by Manager in performing its obligations hereunder, whether completed or in process, (iv) Manager shall, in a commercially reasonable manner, cooperate and assist Owner in the transition of management to the successor Facility manager, and (v) Manager shall transfer to Owner all funds in all Operating Accounts. (b) Without any further action on part of Manager or Owner, the Owner shall, or shall cause the successor Facility Manager to, assume all obligations arising after the date of such termination or expiration, under any Service Contracts, Revenue Generating Contracts, booking commitments and any other Facility agreements entered into by Manager in furtherance of its duties hereunder. Any obligations of the parties that are designated herein to survive expiration or termination of this Agreement shall survive early termination hereof. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 4.4 Suspension. Owner may suspend any portion of this Agreement at any time and from time to time for Owner’s convenience and without penalty to Owner upon three (3) days’ notice to Manager. Upon any suspension by Owner, Manager shall discontinue the activities related to the suspended portion and shall not resume such activities until notified to proceed by Owner. No suspension shall exceed fifteen (15) consecutive calendar days. ARTICLE 5 OWNERSHIP; MANAGEMENT; AND USE OF THE FACILITY 5.1 Ownership of Facility, Data, Equipment, and Materials. The Owner will at all times retain ownership of the Facility, including but not limited to real estate, technical equipment, furniture, displays, fixtures and similar property, including improvements made during the Term, at the Facility. Any data, equipment or materials furnished by Owner to Manager or acquired by Manager as an Operating Expense shall remain the property of Owner and shall be returned to Owner when no longer needed by Manager to perform under this Agreement or upon the termination of this Agreement. Notwithstanding the above, Owner shall not have the right to use any third-party software licensed by Manager for general use by Manager at the Facility and other facilities managed by Manager, the licensing fee for which is proportionately allocated and charged to the Facility as an Operating Expense; such software may be retained by Manager upon expiration or termination hereof. 5.2 Approval of Owner. To the extent that the approval of the Owner is required under the terms of this Agreement, such approval must be in writing, except for those amendments and approvals hereto that specifically require consideration by the Orange County Commissioners, which consideration shall occur at a business meeting of the Orange County Commissioners. 5.3 Standards of Measurement of Manager’s Performance. The Owner is entering into this Agreement in part based upon Manager’s stated expertise and experience in managing and promoting other facilities similar in nature to the Facility and the expectation that Manager will utilize all of its good faith commercially reasonable efforts to manage the Facility in a first-class, high-quality, fiscally responsible manner and in the Owner’s best interest. The parties intend and expect that Manager will use its good faith commercially reasonable efforts to accomplish the following performance goals in its management of the Facility: (a) As an enterprise fund, Manager shall generate sufficient Operating Revenue to cover Operating Costs; (b) Net Operating Revenue shall provide debt service coverage of 1.25X as part of the budget formulation and audited results; (c) Improving the quality of operations and programming at the Facility; (d) Operating the Facility in a manner that promotes the Guiding Principles Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE contained in the Owner’s Strategic Plan. 5.4 Right of Use by Manager. The Owner hereby gives Manager the right of access and use of the Facility for the Term, and Manager accepts such right of use, for the purpose of performing the services herein specified, including the operation and maintenance of all physical and mechanical facilities necessary for, and related to, the operation, maintenance and management of the Facility. 5.5 Right of Use of Staff by Manager. Manager shall have the right to utilize its employees as needed to support Manager’s organization as a whole, including but not limited to travel for training and temporary staffing coverage. Manager shall have the right to utilize the Facility to host events for its employees from time to time for the purpose of learning and development, at no cost to the operational budget other than that incurred by the staff who are regularly stationed at the Facility. However, any such utilization of the facility shall not inhibit or impair use of the Facility by Orange County residents and such use shall not occur more often than once quarterly. In such event Manager shall provide reasonable advance written notice to Owner. 5.6 Observance of Agreements and Policies. The Owner agrees to pay, keep, observe, and perform all payments, terms, covenants, conditions, and obligations under any agreements, leases, bonds, debentures, loans and other financing and security agreements to which Owner is bound in connection with its ownership of the Facility subject to annual appropriations. Manager agrees to pay, keep, observe, and perform all payments, terms, covenants, conditions, and obligations under any agreements, leases, bonds, debentures, loans and other financing and security agreements to which Manager is bound in connection with management of the Facility. Further Manager shall follow all policies and guidelines of the Owner existing at the time of the Effective Date or that may be adopted hereafter, as such policies and guidelines may from time to time be amended, provided Owner notifies Manager in writing that such policies and guidelines are applicable to the Facility including, without limitation, any methodology pertaining to the allocation of any costs and expenses by Owner to the Facility as permitted herein. Upon notification of the applicability of a policy it is Manager’s responsibility to remain knowledgeable and informed regarding such policy and all amendments thereto. Upon receipt of such notice Manager shall respond and acknowledge the amendment and applicability of such policy to the Facility and management thereof. Should Manager fail to respond to the notice and acknowledge the policy directive, such policy shall become effective three (3) calendar days after the date the notice is sent. As of the Effective Date such policies are further described in Exhibit C. ARTICLE 6 PERSONNEL 6.1 Generally. All Facility staff and other personnel shall be engaged or hired by Manager in its sole discretion, and shall be employees, agents, or independent contractors of Manager, and not of the Owner. Manager shall select employees in its sole Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE discretion subject to the Non-Discrimination Policy and Living Wage Policy of Orange County. Manager agrees to use reasonable and prudent judgment in the selection and supervision of personnel. Owner specifically agrees that Manager shall be entitled to pay its employees, as an Operating Expense, bonuses and benefits in accordance with Manager's then current employee manual, which may be modified by Manager from time to time in its sole discretion. Manager shall, to the greatest extent possible, retain all non- management level employees employed at the Facility as of the Effective Date. 6.2 General Manager and Management-Level Employees. Personnel engaged by Manager will include a full-time on-site General Manager and other m anagement level employees. The General Manager will have general supervisory responsibility for Manager and will be responsible for day-to-day operations of the Facility, supervision of employees, and management and coordination of all activities associated with events taking place at the Facility. Manager shall identify the General Manager to the Owner and any change in the General Manager. The General Manager shall have suitable knowledge and experience to carry out the required tasks. 6.3 Post-Termination Employment. In the event of termination or expiration of this Agreement, in order to provide for continuity of operations of the Facility, or in any case where Owner, or any successor manager, expresses an interest in hiring any of Manager’s employees, Manager may not deny such a request so long as the Manager's employee does not retain or share with Owner or a successor manager the Manager's intellectual property material in any such future employment with Owner or a successor manager. This provision shall not apply to the individual appointed by Manager to be the General Manager of the Facility. Should Owner or any successor manager wish to hire or retain the General Manager, Manager must approve such hiring or retention. ARTICLE 7 PROCEDURE FOR HANDLING INCOME 7.1 Operating Account(s). Except as otherwise agreed to by the parties in writing all Revenue derived from operation of the Facility shall be deposited by Manager into the Operating Account(s) as soon as practicable upon receipt (but not less often than once each business day). The specific procedures (and authorized individuals) for making deposits to and withdrawals from such account shall be set forth in the Facility Policy Manual, but the parties specifically agree that Manager shall have authority to sign checks and make withdrawals from such account, subject to the limitation contained in this Agreement, without needing to obtain the co-signature of Owner. The Owner shall have access and visibility to all accounts owned by the Manager related to the Facility. ARTICLE 8 FUNDING; AUDITS; REPORTS 8.1 Source of Funding. Manager shall pay all items of expense for the operation, maintenance, supervision and management of the Facility from the Operating Account. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE The Operating Account shall be funded with amounts generated by operation of the Facility (as described in Article 7 above), or otherwise made available by the Owner subject to annual appropriations. To ensure sufficient funds are available in the Operating Account, Owner will deposit in the Operating Account, on or before the Effective Date, the budgeted or otherwise approved expenses for the month beginning on the Effective Date. The Owner shall thereafter, on or before the first day of each succeeding month, deposit (or allow to remain) in the Operating Account the budgeted or otherwise approved expenses for each such month. Manager shall have no liability to the Owner or any third party if Manager is unable to perform its obligations hereunder, or under any third-party contract entered into pursuant to the terms hereof, due to the fact that sufficient funds are not made available to Manager to pay such expenses in a timely manner. 8.2 Advancement of Funds. Under no circumstances shall Manager be required to pay for or advance any of its own funds to pay for any Operating Expenses. In the event that, notwithstanding the foregoing, Manager agrees to advance its own funds to pay Operating Expenses, Owner shall promptly reimburse Manager for the full amount of such reasonably advanced funds. Owner will also fund an amount to be included in the budget, that will be accounted for as Owner’s asset, to be used as operating funds and working capital. The “working capital” will be the baseline account balance for the Operating Account and Owner will contribute funds as needed to maintain that minimum of amount in the Operating Account. 8.3 Operating Funds. (a) Except as otherwise set forth herein, following the approval of the annual operating budget for a Fiscal Year (including, without limitation, any annual operating budget applicable to the first Fiscal Year during the term hereof), the Owner shall make available to Manager all funds necessary to pay all approved expenses pursuant to the approved budgeted Operating Expenses incurred or accrued in such Fiscal Year, to the extent Operating Revenues do not equal or exceed Operating Expenses. On or before January 31st of the Fiscal Year Owner and Manager shall conduct a mid-year review to examine Operating Revenues and Operating Expenses in order to determine whether and to what extent operation of the Facility will result in an operating deficit. (b) The Manager shall operate the Facility within the approved Operating Budget and subject to the Facility financial policy established by the Owner as described in Exhibit C. (c) If Owner appropriates funds at (or reduces appropriated funds to) a level that, in Manager's reasonable, good faith judgment, renders the management of the Facility or any part of the Facility unsafe for use for its intended purpose, Manager shall provide its concerns and preferred solution in writing to Owner within seven (7) days and (i) Manager and Owner shall, as soon as practicable and in no event later than the date that Manager has identified as the last date beyond which Manager has determined that it is unsafe to operate the Facility or any part of the Facility (the date of which shall have been included in Manager's notice referenced immediately above), agree on the manner in which the Facility shall be operated or on the increased amount of funding necessary to render the operation of the Facility safe or (ii) Manager may terminate this Agreement pursuant to Section 4.2. In the event of a termination under this subsection and if Manager’s concerns are addressed within the twelve (12) month period provided for in Section 4.2, then Manager shall have Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE the right to resume management of the Facility by giving written notice within thirty (30) days of the date such concerns are addressed, provided that this right to resume management shall expire if not exercised in writing within such thirty (30) day period. 8.4 Annual Budget; Cash Flow Budget. As part of the annual plan described herein, on or before March 1st of each year, the Manager will prepare a proposed annual operating budget for the next Fiscal Year to meet the scope of services and objectives under this Agreement. Such budget shall contain appropriate line items for revenues and expenses. The Manager shall prepare and submit to the Owner on or before March 1st of each year a proposed annual cash flow budget for the succeeding Fiscal Year. The annual budgets referred to above shall be reviewed and are subject to approval by the Owner. On or before the date of the Orange County Commissioners' last regularly scheduled meeting prior to the end of each Fiscal Year, the Owner shall notify the Manager of any changes to the proposed annual operating budget and the proposed cash flow funding budget for the succeeding Fiscal Year proposed by Manager and with such changes, if any, as are made by the Owner. If Manager agrees to such changes, which agreement shall not be unreasonably withheld, conditioned or delayed, such budgets may be approved by the Orange County Commissioners for the upcoming Fiscal Year and, if the parties cannot agree on Approved Budgets for the upcoming Fiscal Year, then the previous Fiscal Year's Approved Budgets shall be the Approved Budgets for such upcoming Fiscal Year until a new budget is agreed upon by the parties. 8.5 Budget Modifications Initiated by Manager. Manager may submit to the Owner at any time prior to April 1st of each year, a supplemental or revised annual operating budget or cash flow budget for such Fiscal Year. Upon the written approval of the Owner, the Approved Budgets shall be deemed amended to incorporate such supplemental or revised budget. The Approved Budgets may only be amended as set forth in this Article 8. 8.6 Budget Modifications Initiated by the Owner. If it appears reasonably likely, in any Fiscal Year during the term hereof, that the actual Net Operating Loss/Profit for such Fiscal Year will be larger or smaller as the case may be than projected in the annual operating budget for such Fiscal Year, the Owner may request from Manager a plan for reduction of Operating Expenses to a level consistent with the budgeted Net Operating Loss/Profit amount. Manager shall forthwith comply with any such expense reduction requested by the Owner, whether such reduction was included in Manager’s proposed plan for reduction or not, and the Approved Budgets for such Fiscal Year shall be modified accordingly, provided that if the Owner's requested reductions, in Manager's reasonable good faith judgment, could materially interfere, impede, or impair the ability of Manager to manage and operate the Facility, Manager shall have the right to terminate this Agreement pursuant to Section 4.2 (with the effect set forth in Section 4.3); and, provided further, Manager shall not be construed to have breached its obligations under this Agreement if such alleged breach has been directly caused by the reductions requested by the Owner, provided that the Owner has been first given reasonable prior written notice by Manager that such requested reduction is likely to result in interference, impediment, or impairment of the Manager’s ability to manage or operate the Facility and termination by Manager pursuant to this Section 8.6 is likely to result from such Owner’s requested reduction. 8.7 Operating Receipts and Disbursements. Manager shall establish and maintain, in one or more depositories designated by the Owner, one or more Operating Accounts for the promotion, operation and management of the Facility, in the name of the Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Owner, with Manager having signature authority in such employees of Manager as Manager shall reasonably determine provided such employees are properly bonded as specified herein. All revenues collected by Manager from the operation of or in any way related to the Facility shall be deposited into such accounts and Operating Expenses shall be paid by Manager from such accounts. All revenues collected by Manager arising from, related to or payable in connection with the Facility, including but not limited to revenues from membership fees, user fees, box office sales, facility or equipment rentals, utility rental agreements, food and beverage concessions, naming or pouring rights, licensing agreements, sales, marketing, leasing or other commissions, or any other source, are the sole property of the Owner, held in trust by Manager for the Owner for application as provided herein. Any amounts remaining in such accounts upon termination or expiration of this Agreement for any reason, after payment of all outstanding Operating Expenses, shall be the sole property of the Owner and shall be promptly paid by Manager to the Owner. 8.8 Ticket Sales Revenues. Manager shall hold in a separate interest-bearing account in a banking institution depository designated by the Owner any ticket sale revenues which it receives with respect to an event to be held at the Facility pending the completion of the event. Such monies are to be held for the protection of ticket purchasers, the Owner, and Manager, and to provide a source of funds as required for such payments to performers and promoters and for such payments of Operating Expenses in connection with the presentation of events as may be required to be paid contemporaneously with the event. Following the satisfactory completion of the events, Manager shall deposit such ticket sales revenues into the Operating Account(s), established herein, and shall pay from the Operating Account all event expenses and provide the Owner with a full event settlement report along with, upon request of the Owner, copies of paid receipts from all vendors, promoters, performers, and other payees of any portion of the ticket sale revenues, and/or other details of such payments. Interest which accrues on amounts deposited in the Operating Account(s) referred to herein and the ticket account referred to above shall be considered Operating Revenues. Bank service charges, if any, on such account(s) shall be considered Operating Expenses. To the extent that Manager collects such ticket sale revenue on behalf of such promoter or performer, such ticket sale revenue shall be the source of funds from which Manager collects the rental charges and other event reimbursements due by such promoter or performer for use of the Facility, which charges and reimbursements are Operating Revenues hereunder. 8.9 Capital Improvements; Capital Equipment. The obligation to pay for, and authority to perform, direct, and supervise Capital Improvements and Capital Equipment purchases shall remain with the Owner. The annual plan submitted by Manager shall include Manager’s recommendation for Capital Improvements and Capital Equipment purchases to be accomplished during the Fiscal Year and shall be accompanied by an estimate of the cost of all such items and projects and a request that the Owner budget funds therefor. The Owner shall retain the sole discretion to determine whether and to what level to fund Capital Improvements and Capital Equipment purchases to the Facility. Upon the satisfaction of the foregoing Operating Expenses, the Owner may direct surplus Operating Expenses toward the costs of Capital Improvements and Capital Equipment, Facility debt service, and indirect and overhead costs of administrative services provided by the Owner. 8.10 Funding of Facility. The parties agree the Manager shall not be considered to have a funding obligation to fund the operation of the Facility in the event that the Owner Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE cannot appropriate funds for its operation due to changes in Owner’s statutory authority or severe emergency financial conditions; provided, however, that this Agreement does not in any manner negate any payment obligations of Manager set forth in this Agreement. 8.11 Inspections and Funds for Emergency Repairs. Manager shall perform routine inspections of the Facility to document damage or repair issues and shall address such damage or repair issues within a reasonable time and as provided herein. Manager shall act to conduct Emergency Repairs, with the consent of the Owner, which consent is hereby given, in situations which Manager determines to be an emergency with respect to the life, safety, health, welfare, and protection of the general public, including spending and committing funds held in the Operating Account(s) of the Facility, even if such expenses are not budgeted, provided that use of such funds is directly related to addressing the immediate emergency condition only; provided however, Manager shall have no obligation under any circumstance to spend or commit funds other than funds then available in such accounts for any such purpose. Immediately following such action, Manager shall inform the Owner of the situation and the action(s) taken, and the Owner shall pay into such account(s) the amount of funds, if any, reasonably spent or committed by Manager pursuant to this section in excess of budgeted amounts. 8.12 Records and Audits. (a) Manager shall keep full and accurate accounting records relating to its activities at the Facility in accordance with generally accepted accounting principles in the U.S. Manager shall maintain a system of bookkeeping adequate for its operations hereunder and sufficient to allow the Owner to determine Manager’s compliance with this Agreement and the Facility's complete financial status and performance at any time. Manager shall adjust its accounting procedures upon request by the Owner to conform with any applicable requirements of state or federal law or with the Owner’s reasonable direction. Manager shall give the Owner's authorized representatives access to Managers financial and accounting books and records at any reasonable time. Manager shall keep and preserve for the greater of three (3) years or the time period required by the 2021 General Records Schedule: Local Government Agencies, as that schedule is maintained and may be amended from time to time by the North Carolina Department of Cultural Resources, following each Fiscal Year all sales slips, rental agreements, purchase orders, sales books, credit card invoices, records related to social payment apps or other electronic transactions, digital currency transactions, duplicate deposit slips, electronic or digital banking and account information, and other evidence of Operating Revenues and Operating Expenses for such period. In addition, on or before sixty (60) days following the end of each Fiscal Year for which Manager is managing the Facility hereunder, Manager shall furnish to the Owner a balance sheet, a statement of profit or loss, and a statement of cash flows for the Facility for the preceding Fiscal Year, prepared in accordance with generally accepted accounting principles in the U.S. to be audited by any independent auditor chosen by Owner. The audit shall contain an opinion expressed by the independent auditor of the accuracy of financial records kept by Manager and of amounts due to the Owner. The audit shall also provide a certification by the Manager of the Operating Revenues and Operating Expenses as defined in this Agreement for such Fiscal Year. The costs of such audit shall be deemed Operating Expenses. (b) The Owner shall have the right at any time, and from time to time, to cause an independent auditor of Owner’s choosing to audit all of the books and records of Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Manager relating to Operating Revenues and Operating Expenses, including, without limitation, cash register tapes, credit card invoices, records of payment apps or other electronic transactions, duplicate deposit tapes, and invoices. No costs incurred by the Owner in conducting such audit shall be considered as Operating Expense. If any such audit demonstrates that the Operating Revenues or Operating Expenditures reflected in any financial statements prepared by Manager and audited as specified in the foregoing subparagraph (a) are understated (in the case of Operating Expenses) or overstated (in the case of Operating Revenues), in either case by more than five percent (5%), or that there were material inaccuracies or omissions of any other nature which appear to be intentional or grossly negligent by Manager, Manager shall pay to the Owner the reasonable cost of such audit. The Owner's right to have such an audit made with respect to any Fiscal Year shall expire upon the expiration of the Manager's obligation to retain all records associated with Manager’s management of the Facility. Manager shall retain all such records for the greater of three (3) years or the time period required by the 2021 General Records Schedule: Local Government Agencies as that schedule is maintained and may be amended from time to time by the North Carolina Department of Cultural Resources. 8.13 Annual Plan. Manager shall provide to the Owner on or before March 1st of each year, an annual management plan, which shall include the annual operating budget described herein for the next Fiscal Year. The annual plan shall include information regarding Manager's anticipated operations for such Fiscal Year, including planned operating maintenance activities by Manager, requested Capital Improvements and Capital Equipment purchases and an anticipated budget therefor, anticipated programs, activities, and events at the Facility, anticipated advertising and promotional activities, and planned equipment and furnishings purchases. The annual plan shall be subject to review, revision, and approval by the Owner. Following review and revision by the Owner, Manager shall have thirty (30) days to incorporate the Owner’s revisions into its plan and resubmit the revised plan for approval. Upon written approval by the Owner, such annual plan shall constitute the operating program for the following Fiscal Year. 8.14 Monthly Reports. Prior to the 15th day of each month during the term of this Agreement, Manager shall provide to the Owner a written monthly report in a form approved by the Owner setting out the Facility's anticipated programs, activities and events for the upcoming month and reporting on the prior month's activities and finances; provided, however, that it shall not be a breach of this agreement if Manager’s report is received within three (3) business days of the 15th. Manager shall include in such report a balance sheet, income statement, and other financial reports (such as a departmental expense report and event accounting) as Owner may reasonably request. Owner may establish a schedule of monthly meetings with Manager at which Manager shall report to the Owner, in addition to other reports at Owner’s discretion, all maintenance performed on capital equipment during the period between monthly meetings. ARTICLE 9 FACILITY CONTRACTS; TRANSACTIONS WITH AFFILIATES 9.1 Existing Contracts. To the extent practical or necessary the Owner shall provide to Manager, on or before the Effective Date, full and complete copies of all Existing Contracts between the prior Facility manager and its contractors. Manager shall Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE administer and use reasonable commercial efforts to ensure compliance with such Existing Contracts to the extent provided to Manager and to the extent necessary to maintain operations at the Facility. 9.2 Execution of Contracts. Manager shall have the right to enter into Service Contracts, Revenue Generating Contracts, and other contracts related to the operation of the Facility. Any such material agreements shall contain standard indemnification and insurance obligations on the part of each vendor, licensee or service provider, as is customary for the type of services or obligations being provided or performed by such parties. No such contracts shall create an agency relationship between Owner and Manager. Except as otherwise provided herein, no such contracts shall be binding upon the Owner. 9.3 Transactions with Affiliates. Manager may purchase or procure such services, or otherwise transact business with, an Affiliate of Manager, provided that the prices charged and services rendered by such Affiliate are competitive with those obtainable from any unrelated parties rendering comparable services. Manager shall, if requested by Owner, provide reasonable evidence establishing the competitive nature of such prices and services, including if appropriate, competitive bids from other persons seeking to render such services at the Facility. ARTICLE 10 AGREEMENT MONITORING AND GENERAL MANAGER 10.1 Contract Administrator. Each party shall appoint a contract administrator who shall monitor such party's compliance with the terms of this Agreement and who shall have authority to make day-to-day decisions regarding the terms of this Agreement. Manager's contract administrator shall be its General Manager at the Facility, unless Manager notifies Owner of a substitute contract administrator in writing. Owner shall notify Manager of the name of its contract administrator within thirty days of the Effective Date. Any references in this Agreement requiring Manager or Owner participation or approval shall mean the participation or approval of such party 's contract administrator except that, unless otherwise provided herein, approval of amendments to this Agreement must be approved by Owner’s governing board. ARTICLE 11 INSURANCE 11.1 Liability Insurance. Manager shall secure and deliver to the Owner prior to the commencement of the Term and shall keep in force at all times during any period in which Manager has operations at the Facility, a commercial liability occurrence insurance policy, including public liability and property damage, covering the premises and the operations hereunder, in the amount of Five Million Dollars ($5,000,000.00) for bodily injury and Five Million Dollars ($5,000,000.00) for property damage, including products and completed operations and independent contractors. Manager shall also maintain Property Damage Insurance with a single limit of not less than Five Million Dollars ($5,000,000.00) per occurrence. Manager shall also maintain umbrella liability insurance from these limits up Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE to no less than a limit of Five Million Dollars ($5,000,000). Manager shall be the named insured under all such policies. The Owner shall be an additional insured under the foregoing insurance policies, as its interests may appear, and said policies shall contain a provision for Manager indemnifying. The policy limits shown above are minimums. If Manager maintains broader coverage or higher limits than the minimums shown herein, the Owner shall be entitled to the broader coverage and higher limits maintained by Manager. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Owner. Certificates of insurance naming Owner and evidencing all the policies required of Manager hereunder along with copies of the paid receipts therefor shall be delivered to the Owner prior to the commencement of this Agreement and then at least annually, and at such other times as Owner may request. Notwithstanding the provisions of this Article 11, the parties hereto acknowledge that the policies herein may contain exclusions from coverage which are reasonable and customary for policies of such type. Each such Manager’s policy or certificate shall contain a valid provision or endorsement stating, "This policy will not be canceled or materially changed or altered without first giving thirty (30) days' written notice thereof to Orange County, North Carolina, Attention: Orange County Risk Manager, P.O. Box 8181, Hillsborough, NC 27278, sent by certified mail, return receipt requested." Manager Shall verify its liability coverage includes coverage for injuries related to athletic programs and provide Owner with copies of all liability wavers. 11.2 Endorsement. The additionally insured endorsement shall further provide the Owner, its officers, officials, employees, and agents are to be covered as additional insureds on the commercial general liability policy with respect to liability arising out of work or operations performed by or on behalf of Manager including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to Manager’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). With respect to policies procured by it, Manager shall deliver to the Owner satisfactory evidence of such renewal of such policies prior to a policy's expiration date except for any policy expiring on the termination or expiration date of this Agreement or thereafter. Except as provided in Sections 11.5 and 11.6, all insurance procured by Manager in accordance with the requirements of this Agreement shall be primary over any insurance carried by the Owner and shall not require contribution by the Owner. 11.3 Worker’s Compensation Insurance. Unless explicitly exempted under law, Manager shall, at all times, maintain worker's compensation insurance (including occupational disease hazards) with an authorized insurance company, through the North Carolina State Compensation Insurance Fund, or through an authorized self-insurance plan approved by the State of North Carolina, in all cases insuring its employees at the Facility in amounts equal to or greater than required under law. 11.4 Fidelity Insurance and Bonds. Manager shall maintain during the term of this Agreement Fidelity Insurance or Fidelity Bonds covering all of Manager's personnel employed at the Facility in the amount of Five Hundred Thousand Dollars ($500,000.00) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE for each loss, to reimburse the Owner for Losses experienced due to the dishonest acts of Manager's employees. 11.5 Property Insurance. Manager shall maintain sufficient property damage or loss insurance to cover personal property owned by Manager and the Owner at the Facility and shall maintain such insurance beginning as of the date hereof and continuing throughout all periods in which Manager has any operations at the Facility. The Owner shall maintain property insurance covering the premises of the Facility. Certificates evidencing the existence of the policies shall be maintained with Owner’s risk management department and may be provided to manager upon request. Notwithstanding the provisions of this Section 11.5, the parties hereto acknowledge that the above policies may contain exclusions from coverage which are reasonable and customary for policies of such type. 11.6 Certain Other Insurance. If any Agreements signed by Manager prior to the Effective Date (the "Pre-existing Agreements") consist of agreements with independent contractors to provide services in respect of the Facility, Manager shall use its best efforts to cause such contractors to name Owner as an additional insured under any insurance maintained by such contractors pursuant to the terms of such Pre-existing Agreements and in such event to deliver to Manager promptly after request therefor a certified copy of such policy and a certificate evidencing the existence thereof. In addition, if Manager enters into any agreements during the Management Term and any renewal term with any independent contractors for the provision of services hereunder, Manager shall have the right to require such contractors to name Manager as an additional insured under any insurance required by Manager thereunder and to deliver to Manager prior to the performance of such services a certified copy of such policy, plus a certificate evidencing the existence thereof, which policy contains the same type of endorsements and provisions as provided in Section 11.2. If Manager does require such contractors to name Manager as an additional insured under any insurance required by Manager, it shall also require such contractors to name the Owner as an additional insured and such policies shall contain the same type of endorsements and provisions as provided in Section 11.2 Manager shall, within ninety (90) days of the date of this Agreement and at least yearly thereafter, review the insurance carried by the Owner and Manager covering the Facility or any of Manager's or the Owner's operations at the Facility, or required of third parties using the Facility, with regard to Manager's experiences at other similar facilities, and shall within fifteen (15) days of such review advise the Owner in writing of the results of its review and of any changes, additions or increases to the insurance requirements hereunder or applicable to third parties which are advisable under best facility management practices. The parties hereto shall each immediately notify the other, along with any applicable insurance carrier(s), in writing of any occurrence or discovery which could result in an insurance claim hereunder. (a) Manager shall require reasonable liability insurance from all third-party licensees, lessees, tenants, and renters of the Facility and shall enforce the provisions contained in all third-party contracts entered into in connection with the Facility, including the insurance requirement contained in all Owner approved event license, concessionaire, subcontractor and other similar agreements. All such liability insurance shall name Manager and Orange Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE County as additional insureds. All renters shall provide evidence that renter’s liability coverage includes coverage for injuries to athletic participants, evidence of participant liability waivers that release the Manager and Owner and, if applicable, accident insurance. Manager shall require all renters to waive any right to subrogation which any insurer of a renter may acquire by any means and to require any necessary endorsement to effect this waiver of subrogation. (b) Manager shall acquire and maintain sexual abuse or molestation liability coverage either through separate policy or through endorsement of its general liability policy. Regardless of method such coverage shall have a limit of not less than $1,000,000 per occurrence. (c) Manager shall acquire and maintain automobile liability coverage with limits of not less than $1,000,000 per occurrence for bodily injury and property damage. 11.7 Self-insured Retentions (SIR). Owner must approve any SIR by Manager. The Owner may require Manager to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the SIR shall be satisfied by Manager, but may, at the Owner’s sole discretion, be satisfied by the Owner. The commercial general liability and any policies, including excess liability policies, may not be subject to SIR that exceed $2,500 unless approved in writing by the Owner. Any deductibles and SIR shall be the sole responsibility of Manager and shall not apply to the Owner except as stated in this subsection. Owner reserves the right to obtain a copy of any policies and endorsements for verification. . ARTICLE 12 COVENANTS AND REPRESENTATIONS; INDEMNIFICATION 12.1 Owner's Covenants and Representations. Owner makes the following covenants and representations to Manager, which covenants, and representations shall, unless otherwise stated herein, survive the execution and delivery of this Agreement: (a) Owner's Status. Owner is a county government duly organized, validly existing, and in good standing under the laws of the State of North Carolina with full power and authority to enter into this Agreement and execute all documents required hereunder. (b) Authorization. The making, execution, delivery, and performance of this Agreement by Owner has been duly authorized and approved by requisite action and this Agreement has been duly executed and delivered by Owner and constitutes a valid and binding obligation of Owner, enforceable in accordance with its terms and applicable laws, except as enforceability may be limited by laws affecting creditors’ rights and principles of equity. (c) Documentation. If reasonably necessary to carry out the intent Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE of this Agreement, Owner agrees to execute and provide to Manager, on or after the Effective Date, any and all other instruments, documents, conveyances, assignments, and agreements which Manager may reasonably request in connection with the operation of the Facility. 12.2 Manager's Covenants and Representations. Manager makes the following covenants and representations to Owner, which covenants, and representations shall, unless otherwise stated herein, survive the execution and delivery of this Agreement: (a) Corporate Status. Manager is a corporation duly organized, validly existing, and in good standing under the laws of the State of North Carolina and is registered with the North Carolina Secretary of State and authorized to transact business throughout the United States with full corporate power to enter into this Agreement and execute all documents required hereunder. (b) Authorization. The making, execution, delivery, and performance of this Agreement by Manager has been duly authorized and approved by all requisite action of the governing authority of Manager, and this Agreement has been duly executed and delivered by Manager and constitutes a valid and binding obligation of Manager, enforceable in accordance with its terms and applicable laws. (c) Effect of Agreement. N either the execution and delivery of this Agreement by Manager nor Manager's performance of any obligation hereunder (i) will constitute a violation of any law, ruling, regulation, or order to which Manager is subject; or (ii) shall constitute a default of any term or provision or shall cause an acceleration of the performance required under any other agreement or document to which Manager is a party or is otherwise bound. (d) Manager agrees it will at all times remain in compliance with all applicable federal, state, and local laws, rules, and regulations, including Occupational Safety and Health Administration rules and regulations. Manager affirmatively states it is not a “restricted company” as that term is described in North Carolina General Statutes 147-86.58, 147-86.60, 147-86.81, and 147-86.82. 12.3 Indemnification. (a) INDEMNIFICATION BY MANAGER. MANAGER AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE OWNER AND ITS OFFICIALS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS AGAINST ANY CLAIMS, CAUSES OF ACTION, COSTS, EXPENSES (INCLUDING REASONABLE LEGAL FEES AND EXPENSES) LIABILITIES, OR DAMAGES SUFFERED BY THOSE PARTIES, ARISING OUT OF OR IN CONNECTION WITH: (I) ANY MATERIAL DEFAULT OR BREACH BY MANAGER OF ITS OBLIGATIONS SPECIFIED HEREIN; (II) ANY CLAIM AGAINST MANAGER RELATED IN ANY WAY TO MANAGER’S MANAGEMENT OF THE FACILITY; (III) ANY CLAIM AGAINST OWNER, ITS OFFICIALS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS RELATED TO MANAGER’S MANAGEMENT OF THE FACILITY; AND Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE (IV) ANY WRONGDOING, ACT, OR FAILURE TO ACT BY ANY EMPLOYEE, AGENT, OR CONTRACTOR OF MANAGER. THE INTENT OF THIS PARAGRAPH IS THAT THE MANAGER DEFEND, INDEMNIFY, AND HOLD HARMLESS THE OWNER TO THE GREATEST EXTENT AUTHORIZED BY LAW. (b) Indemnification by Owner. To the extent authorized by North Carolina law, Owner agrees to defend, indemnify and hold harmless the Manager and its managers, directors, officers, employees, agents, successors and assigns against any claims, causes of action, costs, expenses (excluding legal fees and expenses) liabilities, or damages suffered by those parties, arising out of or in connection with any (i) grossly negligent act or omission, or willful misconduct, on the part of Owner or any of its employees or agents in the performance of its obligations under this Agreement; or (ii) breach by Owner of any of its representations, covenants or agreements made herein. (c) Conditions to Indemnification. With respect to each separate matter brought by any third party against which a party hereto ("Indemnitee") is indemnified by the other party ("Indemnitor") under this Section, the Indemnitor shall be responsible, at its sole cost and expense, for controlling, litigating, defending and otherwise attempting to resolve any proceeding, claim, or cause of action underlying such matter, except that (i) the Indemnitee may, at its option, participate in such defense or resolution at its expense and through counsel of its choice; (ii) the Indemnitee may, at its option, assume control of such defense or resolution if the Indemnitor does not promptly and diligently pursue such defense or resolution, provided that the Indemnitor shall continue to be obligated to indemnify the Indemnitee hereunder in connection therewith; and (iii) neither Indemnitor nor Indemnitee shall agree to any settlement without the other party's prior written consent (which shall not be unreasonably withheld or delayed). In any event, Indemnitor and Indemnitee shall in good faith cooperate with each other and their respective counsel with respect to all such actions or proceedings, at the Indemnitor's sole expense. With respect to each and every matter with respect to which any indemnification may be sought hereunder, upon receiving notice pertaining to such matter, Indemnitee shall promptly (and in no event more than fifteen (15) days after any third-party litigation is commenced asserting such claim) give reasonably detailed written notice to the Indemnitor of the nature of such matter and the amount demanded or claimed in connection therewith. (d) Survival. The obligations of the parties contained in this Section shall survive the termination or expiration of this Agreement. ARTICLE 13 MISCELLANEOUS 13.1 Relationship. Manager and Owner shall not be construed as joint venturers or general partners of each other, and neither shall have the power to bind or obligate the other party except as set forth in this Agreement. Manager understands and agrees that the relationship to Owner is that of independent contractor, and that it will not represent to anyone that its relationship to Owner is other than that of independent contractor. Nothing herein shall deprive or otherwise affect the right of either party to own, invest in, manage or operate property, or to conduct business activities, which are Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE competitive with the business of the Facility. Manager covenants and agrees that even though it may have a management responsibility for other similar properties, which from “time to time" may be competitive with the Facility, Manager shall always represent the Facility fairly and deal with Owner on an equitable basis. Manager has the right to display its brand and marks in the Facility and on the Facility’s marketing materials in a manner that does not exceed 10% of the overall impression of the Facility’s own brand. Manager has the right to use and store the database and contact information of the customers of the Facility. Manager will provide from time-to-time images and other marketing material that it owns and holds the license to for use by the Facility. Manager agrees Owner may use those images and that material at Owner’s discretion. Manager has the right to use images and marks from the Facility for its own marketing and promotions material without restriction while the Manager is engaged to operate the Facility. 13.2 Assignment. This Agreement shall not be assigned by either party without the express written consent of the non-assigning party. Any such assignment made without proper consent shall be deemed void. 13.3 Benefits and Obligations. The covenants and agreements herein contained shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, successors, and assigns. There are no third-party beneficiaries of this Agreement and nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto (and their respective successors, heirs and permitted assigns), any rights, remedies, or obligations. 13.4 Fees for Legal Advice. Except as otherwise provided in Section 12.3 each party is responsible for its own legal fees and costs. 13.5 Fees for Other Professional Services. Unless otherwise provided for herein each party is responsible for its own professional services fees and costs. 13.6 Building Compliance. Manager shall notify Owner promptly, or forward to Owner promptly, any complaints, warnings, notices, or summonses received by Manager relating to building code compliance or related matters. Manager and Owner shall promptly determine an appropriate response. Owner represents that to the best of Owner's knowledge, the Facility and all Capital Equipment contained therein comply with all applicable building codes. 13.7 Notices. Except as otherwise provided herein, all notices provided for in this Agreement shall be in writing and served by registered or certified mail, return receipt requested, postage prepaid, at the following addresses until such time as written notice of a change of address is given to the other party. Notice to Manager is effective upon receipt by the Manager or the recipient at any alternate or copied address. The effective date of the notice is the delivery date shown on the receipt. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE If to Owner: Orange County Department of Environment, Agriculture, Parks, and Recreation Attention: Director P.O. Box 8181 Hillsborough, NC 27278 With a copy to: Orange County Attorney P.O. Box 8181 Hillsborough, NC 27278 If to Manager: Andrew Stock 1550 Village Grove Court Hillsborough, NC 27278 _ 13.8 Owner Responsible for Payments. Upon termination of or withdrawal from this Agreement, Owner shall assume the obligations of any contract or outstanding bill executed by Manager under this Agreement for and on behalf of Owner when Manager was instructed in writing by Owner to enter such contract or incur such outstanding bill. 13.9 Headlines. All headings and subheadings employed within this Agreement and in the accompanying schedules and exhibits are inserted only for convenience and ease of reference and are not to be considered in the construction or interpretation of any provision of this Agreement. 13.10 Event of Force Majeure. Any delays in the performance of any obligation of Manager or Owner under this Agreement shall be excused to the extent that such delays are caused by an Event of Force Majeure and any time periods required for performance shall be extended accordingly. 13.11 Rights Cumulative; No Waiver. No right or remedy herein conferred upon or reserved to either of the parties to this Agreement is intended to be exclusive of any other right or remedy, and each and every right and remedy shall be cumulative and in addition to any other right or remedy given under this Agreement or now or hereafter legally existing upon the occurrence of an event of default under this Agreement. The failure of either party to this Agreement to insist at any time upon the strict observance or performance of any of the provisions of this Agreement, or to exercise any right or remedy or be construed as a waiver or relinquishment of such right or remedy with respect to Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE subsequent defaults. Every right and remedy given by this Agreement to the parties may be exercised from "time to time" and as often as may be deemed expedient by those parties. 13.12 Applicable Law. This Agreement and its execution, interpretation, and performance shall in all respects be controlled and governed by the laws of the State of North Carolina. Any civil action or legal proceeding arising out of or relating to this Agreement shall be brought in the General Court of Justice sitting in Orange County, North Carolina. Each party consents to the sole and proper jurisdiction of such court in any such civil action or legal proceeding and waives any objection to the laying of venue of any such civil action or legal proceeding in such court. Binding arbitration may not be initiated by either party, however, the parties may agree to nonbinding mediation of any dispute prior to the bringing of a suit or action. 13.13 Acknowledgement. The parties hereto acknowledge that they have been provided with a copy of this Agreement for review prior to signing it, that they have been given the opportunity to review it prior to signing it, that they have been given the opportunity to have this Agreement reviewed by their attorney prior to signing it, and that they understand the purposes and effect of this Agreement. 13.14 Severability. If any provision or provisions of this Agreement shall be held to be invalid or unenforceable, such invalidity or unenforceability shall not affect any other provisions of this Agreement, and this Agreement shall be construed and enforced as if such provision or provisions had not been included. 13.15 Intellectual Property. Owner acknowledges that Manager has certain intellectual property, trade secrets, and proprietary business techniques ("Intellectual Property") that it will use on behalf of Owner to meet its obligations under this Agreement. Owner acknowledges that it obtains no ownership rights whatsoever in any Intellectual Property of Manager existing prior to the Effective Date and, upon termination of this Agreement, Manager shall retain all rights to such Intellectual Property and remove such Intellectual Property from the Facility and its operations. For purposes of this Agreement, the term Intellectual Property shall include, without limitation, analytical tools and documented procedures for forecasting, performance tracking, operational and marketing systems that are unique to Manager's approach, staff training programs, program curriculum and agendas, rights to certain discounts or programs that Manager has negotiated for Manager-operated facilities, and other intellectual property which Manager has previously introduced to the Facility and of which Manager is an author. The term Intellectual Property also includes anything Manager makes, creates, or has made or created that is Facility- specific including and not limited to photos, drawings, plans, specifications, and media the ownership of all of which shall be and remain with Owner upon any termination of expiration of this Agreement. 13.16 Youth Sports. All Orange County recreation facilities are operated primarily to benefit Orange County residents at reasonable and affordable costs. Manager may offer adult sports leagues and teams at the Facility. Additionally, the Manager shall offer non-travel house/recreational level youth sports teams, leagues, matches, and access Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE at the Facility. Such house/recreational level youth sports teams and leagues shall include practices and games, matches, festivals, and tournaments at substantially similar (as determined by Owner) numbers, frequency, times, and costs to what has historically been provided at the Facility. Priority will be given to introduction, grassroots development, and growth of house/recreational level youth sports. Manager may offer travel level sports teams; however, such travel level youth sports teams shall not supplant, or in any way reduce Facility access and use by, house/recreational level youth sports teams and leagues. Manager shall offer qualifying 80% Area Median Income (as determined by the U.S. Department of Housing and Urban Development) Orange County families access to all such house/recreational level and travel level teams through income based scholarships or other substantially reduced cost programs. Manager may offer all abilities of youth sports teams, leagues, and scholarship programs directly or through third party providers. All youth sports shall cater primarily (greater than 50% of participants) to Orange County residents. 13.17 Owner Use, Access, and Control. Upon reasonable advance notice Owner may, at Owner’s discretion, direct Manager to provide access to the Facility by civic and nonprofit organizations and, subject to the terms herein, may direct such access be provided at reduced rates. Further, Owner shall have the right to use the Facility or any part thereof, upon reasonable advance notice and subject to any pre-existing commitments, for such purposes as meetings, seminars, training classes, or other uses without the payment of any rental or use fee, except that direct out-of-pocket expenses incurred in connection with such uses shall be paid by Owner. Owner reserves a right of entry and access and may, at Owner’s discretion, access the Facility to periodically inspect the Facility and equipment, for maintenance, repairs, and to respond to emergency situations at any time. Owner will make reasonable efforts to ensure such access does not impair Manager’s management of the Facility. Should Owner determine, in the sole discretion of the Orange County Commissioners, that any of Manager’s activities, programs, or projects are detrimental to the residents of Orange County or detrimental to the access or use of the Facility by the residents of Orange County the Owner may direct the Manager to discontinue such activities, programs, or projects. This authority of Owner includes any and all activities, programs, and projects, including, but not limited to, those specifically authorized by this Agreement. Upon notice of such direction, the Manager shall discontinue the activity, program, or project within a reasonable time as determined by Owner. 13.18 Passmore Senior Center and Soltys Place. The Facility is part of the larger structure and facility owned by Owner that includes the Passmore Senior Center, situated at 103 Meadowlands Drive, Hillsborough, North Carolina and Senior Care of Orange County, Inc., DBA Soltys Place situated at 105 Meadowlands Drive, Hillsborough, North Carolina. Manager shall have no responsibility or authority with regard to these two facilities. During events at the Facility the Manager shall ensure that sufficient parking for, and access, ingress, and egress to and from the Passmore Senior Center and Soltys Place are reasonably maintained and clear of obstruction. If maintenance or repair projects related to the Passmore Senior Center or Soltys Place require access, ingress, and egress in, over, under, or through the Facility or Facility parking areas Manager shall fully cooperate with Owner and Owner’s agents, employees, and contractors allowing such access, ingress, Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE and, egress. The entire facility is as generally depicted in Exhibit D. The larger structure and facility shares one meter for each utility. Manager shall pay all billed utilities and be reimbursed, subject to Owner’s approval, for the amounts of utilities utilized by the Passmore Senior Center and Soltys Place. 13.19 Hazardous Substances. Manager shall not cause or permit any Hazardous Substance (defined below) to be used, stored, generated or disposed of on or in the Facility. If Hazardous Substances are unlawfully used, stored, generated or disposed of on or in the Facility, or if the Facility becomes contaminated in any manner for which Manager is responsible or liable, Manager shall, and as provided herein, indemnify and hold harmless Owner from any and all claims, damages, fines, judgments, penalties, costs, liabilities or Losses (including, without limitation, a decrease in value of the Facility or improvements, damages due to loss or restriction of rentable or usable space, or any damages due to adverse impact on marketing of the space, and any and all sums paid for settlement of claims, attorneys’ fees, consultant and expert fees) arising during or after the term hereof and arising as a result of such use, storage, generation, disposal, or contamination by Manager. This indemnification includes, without limitation, any and all costs incurred due to any investigation of the site, or any cleanup, removal, or restoration mandated by a federal, state, or local agency or political subdivision. Without limitation of the foregoing, if Manager causes or permits the presence of any Hazardous Substance on the Facility premises and such results in contamination, Manager shall promptly, at its sole expense, take any and all necessary actions to return the Facility premises to the condition existing prior to the presence of any such Hazardous Substance on the Facility premises after first obtaining Owner’s approval for such remedial action. Pesticides, herbicides, and insecticides shall not be used at the Facility without the express consent of Owner. Manager agrees to comply with all applicable North Carolina and Federal Hazardous Substances and materials laws in exercising its rights under this Agreement. Manager solely and exclusively responsible for prohibiting the introduction of Hazardous Substances to the Facility by any user, licensee, lessee, or tenant and upon the discovery of such introduced substances shall take immediate action to remove such Hazardous Substances and the offending user, licensee, lessee, or tenant from the Facility. “Hazardous Substances” shall mean any hazardous wastes, hazardous substances, hazardous constituents, toxic substances or related materials, any substance which is toxic, ignitable, reactive, or corrosive, whether solids, liquids or gases, including but not limited to substances defined as "hazardous waste", "extremely hazardous waste", “hazardous substances,” “toxic substances,” “pollutants,” “contaminants,” “radioactive materials,” or other similar designations in, or otherwise subject to regulation under, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986 (CERCLA), 42 U.S.C. §§ 9601 et seq.; the Toxic Substance Control Act (TSCA), 15 U.S.C. §§ 2601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. §§ 1802 et seq.; the Resource Conservation and Recovery Act (RCRA), 42 U.S.C. §§ 9601 et seq.; The Clean Water Act (CWA), 33 U.S.C. §§ 1251 et seq.; the Safe Drinking Water Act, 42 U.S.C. §§ 300(f) et seq.; the Clean Air Act (CAA), 42 U.S.C. §§ 7401 et seq.; all as amended; any law, rule, or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE regulation, federal, state or local, now or hereafter in existence, governing or relating to the creation, use, storage, sale, retention, or transportation of hazardous or toxic substances and wastes; in the plans, rules, regulations or ordinances adopted, or other criteria and guidelines promulgated pursuant to the preceding laws or other similar laws, regulations, rule or ordinance now or hereafter in effect; and any other substances, constituents or wastes subject to environmental regulations under any applicable federal, state or local law, regulation or ordinance now or hereafter in effect. “Hazardous Substance” includes but is not restricted to asbestos, polychlorobiphenyls (“PCBs”), and petroleum (in any form or nature). Hazardous Substances shall not include fuel maintained on site to fuel any emergency power generators and other required equipment used at the Facility and shall not include typical cleaning supplies, all of which Manager shall use, hold, and store in in commercially reasonable quantities and conditions for use in accordance with label instructions. 13.20 States of Emergency. During any state of emergency affecting Orange County that is declared or proclaimed pursuant to the authority granted by Article 1A of North Carolina General Statute 166A the Owner may suspend the terms of this Agreement, restrict access to the Facility, and utilize the Facility as may be needed if it is determined by Orange County officials that doing so will assist in addressing the cause or effects of the emergency. Action taken pursuant to this section shall not constitute a default or breach of the Agreement by either party. 13.21 Non-Appropriation. Manager acknowledges that Owner is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. If public funds are unavailable or not appropriated for the performance of Owner’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to Owner immediately upon written notice to Manager of the unavailability or non-appropriation of public funds. In the event of a change in the Owner’s statutory authority, mandate, or mandated functions, by state or federal legislative or regulatory action or state or federal judicial action, which adversely affects Owner’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to Owner upon written notice to Manager of such limitation or change in Owner’s legal authority. 13.22 Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the parties to utilize electronic signatures and the intent of the parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 13.23 Priority. In any dispute regarding the meaning of any term or provision herein or of the responsibilities of the parties the parties may reference the Owner’s Request for Proposals together with attachments (“RFP”), the Facility Policy Manual, and the Manager’s Proposal together with attachments and such documents may inform the parties Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE regarding the dispute. In any conflict between the terms the priority of documents shall be as follows: This Agreement, the Facility Policy Manual, the Owner’s RFP together with attachments, Manager’s Proposal together with attachments. 13.24 Confidentiality. In connection with the performance of Manager’s services hereunder, the Owner acknowledges that Manager may provide the Owner and its employees, agents, and contractors (including without limitation any engineering firm that may be retained by Manager for the Facility) with Confidential Information as defined below. In addition, in connection with the performance of the services hereunder, Manager may provide to the Owner and its employees, agents, and contractors with materials that are protected by copyright or trademark of Manager. a. The Owner agrees that it shall keep secret and confidential any and all Confidential Information already disclosed or to be disclosed to it by Manager which has been designated as confidential in writing by Manager, and the Owner shall not divulge any such Confidential Information, in whole or in part, to any third party except as is expressly permitted below or as may be required by state or federal law. b. "Confidential Information" means any and all information disclosed (orally, in writing, by inspection, or otherwise) to the Owner by Manager pursuant to this Agreement which information has been designated as confidential in writing by Manager. Such information includes, and is limited to, financial account numbers. The restrictions upon confidentiality and use of Confidential Information set forth in this section do not apply to information which the Owner can demonstrate was publicly available or lawfully in its possession at the time of its disclosure to the Owner by Manager. c. With respect to any information or material which is protected by copyright or trademark of Manager, no part of such materials may be reproduced, stored in a data base and retrieval system, or transmitted in any form or by any means graphic, electronic, photocopying, recording, mechanical, or otherwise without the prior written permission of Manager. Within thirty (30) days of the Effective Date Manager shall provide Owner with a written listing of all such copyrighted and trademarked information and materials. d. The Owner agrees that the provisions of this section are reasonable and necessary to protect the interests of Manager and that Manager’s remedies at law for a breach of any of the provisions of this section are inadequate and that, in connection with any such breach, Manager will be entitled, as its sole remedy whether at law or in equity, to temporary and permanent injunctive relief without the necessity of proving actual damage or immediate or irreparable harm, or of the posting of a bond. Notwithstanding the foregoing, if a court of competent jurisdiction shall determine any of the provisions of this section to be unreasonable, Manager agrees to such provisions will be of no effect. e. The Owner acknowledges the Confidential Information claim of Manager contained in this section. If a public records request seeks Confidential Information the Owner agrees, consistent with the public records law of North Carolina, to assert that claim. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE The Owner and Manager acknowledge that the Owner is a local government and a political subdivision of the State of North Carolina and as such is subject to the Public Records Laws of the State of North Carolina. The Owner's agreement contained in this section to assert this claim does not require the Owner to violate any such laws and does not require the Owner to litigate and pay for the litigation of the right to withhold access to or copies of such claimed Confidential Information. The Owner agrees to notify Manager of any such request it receives under the Public Records Laws of North Carolina for access, copies, or use of the Confidential Information and agrees that Manager may, at its election and expense, direct its attorneys to defend the claim in the Owner's name provided Manager agrees in writing, before undertaking such a defense, to indemnify and hold the Owner, its officials, officers, and employees, harmless from any consequence of the defense. Nothing in this section requires the Owner, its officials, officers, or employees, to subject itself and themselves to criminal or civil liability and each may independently act in good faith to protect itself and themselves from criminal and civil liability. The Manager is fully and solely responsible for all money damages, litigation fees and costs, and legal fees and costs resulting from the defense against producing Confidential Information. The Owner agrees, in good faith, to take all reasonable steps to prevent the unauthorized access, use, or transfer of the Confidential Information. 13.25 Entire Agreement. This Agreement, including any specified attachments or exhibits, constitutes the entire agreement between Owner and Manager with respect to the management and operation of the Facility and supersedes and replaces any previous management agreements entered into or negotiated between Owner and Manager relating to the Facility covered by this Agreement. Except as otherwise provided herein, no change to this Agreement shall be valid unless made by supplemental written agreement executed and approved by Owner and Manager. Except as otherwise provided herein, any amendments, additions, or deletions to this Agreement shall be null and void unless approved by Owner and Manager in writing. Each party to this Agreement hereby acknowledges and agrees that the other party has made no warranties, representations, covenants, or agreements, express or implied, to such party, other than those expressly set forth herein, and that each party, in entering into and executing this Agreement, has relied upon no warranties, representations, covenants, or agreements, express or implied, to such party, other than those expressly set forth herein. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the day and year first above written. For Orange County For Recreation Factory Partners, Inc. ____________________________ _____________________ By:__________________________ By: __________________ Orange County Manager Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT A MANAGEMENT SERVICES During the Term, Manager will be responsible for all aspects of oversight for the staffing, marketing, maintenance, event management, sponsorship and advertising sales, and day- to-day operations of the Owner's Facility. In addition to all other obligations, responsibilities, and requirements of this Agreement the Manager shall have the following specific responsibilities: 1. Provide a full-time on-site General Manager and other employees as required to meet the operational needs of the Facility. 2. Produce an a nnual plan pursuant to Section 8.13. Owner and the Manager agree to use good faith efforts to resolve any differences regarding the annual plan and any portion thereof so that agreement on the annual plan can be reached as soon as possible after the date Manager submits the annual plan. 3. Present the then current staffing, the incentive bonus plan for employees, and all salaries and payments to employees through the Disbursement Account in the Annual Operations Budget. It is understood by all parties that reductions and additions to various positions may be made at Manager's discretion throughout the year due to business tempo, trends, opportunities, and budget requirements. If a change is recommended that will require expense above the budgeted percentage of labor, the change will be submitted for Owner 's review and approval by Owner via reforecast and revised annual plan or budget. 4. Develop, install, and maintain reasonably appropriate accounting, operating, and administrative controls governing the financial aspects of the Facility, such controls to be consistent with generally accepted accounting principles in the U.S and the Facility financial policy described in Exhibit C. 5. Establish, at a banking institution or institutions subject to the approval of Owner, the Operating Account and Disbursement Account as provided in this Agreement. 6. Subject to the Manager's written notices to Owner as herein, Owner acknowledges that it is solely responsible for all Operating Expenses and capital expenditures required for or on behalf of the Facility provided that such Operating Expenses and capital expenditures are made in accordance with the terms of this Agreement. 7. Administer relationships with all subcontractors, concessionaires, and all other contracting parties to pre-existing agreements, assume responsibility for any and all negotiations, renewals, and extensions relating to any pre-existing agreements, and enforce any such pre-existing agreements. 8. Negotiate, execute, deliver, and administer any and all licenses, occupancy agreements, rental agreements, booking commitments, advertising agreements, concession agreements, supplier agreements, service contracts (including without limitation, contracts for cleaning decorating and set-up, snow removal, general maintenance and maintenance and Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE inspection of all systems, elevators, equipment, fire control panel and other safety equipment, staffing and personnel needs, and other services which are necessary or appropriate) and all other contracts and agreements in connection with the management, promotion and operation of the Facility, provided that if any such license, agreement, commitment, or contract other than those involving the license, lease, or rental of the Facility in the ordinary course has a term that extends beyond the remaining Term, such license, agreement, commitment or contract shall be approved and executed by Owner (which approval shall not be unreasonably withheld) provided however, that if Manager desires to propose additional services by Manager, Manager shall present all such proposals to the Owner for its approval. 9. To the extent Operating Revenues or funds supplied by Owner are made available therefor, Manager shall maintain the Facility, provided that Owner shall be responsible for undertaking all Capital Improvements and Capital Equipment purchases as provided herein. 10. To the extent Operating Revenues or funds supplied by the Owner are made available therefor, rent, lease, or purchase all equipment and maintenance supplies necessary or appropriate for the operating and maintenance of the Facility, provided that the Owner shall be responsible for undertaking all Capital Improvements and Capital Equipment purchases as provided herein and Regulatory Approvals related thereto. 11. Establish and adjust membership fees and user fees consistent with the Facility Policy Manual, prices, rates, and rate schedules for the aforesaid licenses, agreements, and contracts and any other commitments relating to the Facility to be negotiated by Manager in the course of its management, operation, and promotion of the Facility. In determining such fees, prices, and rate schedules, Manager shall evaluate comparable charges for similar goods and services at similar and competing facilities and shall consult with the Owner about any adjustments to the fees, prices, and rate schedules at the Facility to be made by Manager. Manager shall ensure membership and user fees for Owner’s employees remain discounted at similar rates and percentages as have been historically maintained at the Facility. Such discounts shall be reflected and further described in the Facility Policy Manual. 12. To the extent that Operating Revenues or funds supplied by the Owner are made available therefor, pay, when due, all Operating Expenses from accounts established as provided herein. 13. After consultation with the Owner, institute or defend, at reasonable expense of the Owner, with counsel agreed to by both parties, such legal actions or proceedings as Manager may deem necessary or appropriate in connection with the operation of the Facility, including, without limitation, to collect charges, rents, or other revenues due or to cancel, terminate, or sue for damages under, any license, use, advertisement, or concession agreement for the breach thereof or default thereunder by any licensee, user, advertiser, or concessionaire at the Facility. Owner must agree to any such legal actions or proceedings in writing. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 14. In consultation with the Owner, shall operate the Facility using any and all reasonable energy conservation devices, techniques, and policies. 15. Operate the Facility in conformance with Orange County's recycling policies and procedures as communicated by the Owner. 16. Maintain a master set of all booking records and schedules for the Facility. 17. Provide day-to-day administrative services in support of its management activities pursuant to approved budgets and annual plans described herein, including, but not limited to, the acquisition of services, equipment, supplies and facilities, internal budgeting and accounting, maintenance and property management, personnel management, record- keeping, collections and billing, and similar services. 18. Engage in such advertising, solicitation, and promotional activities as Manager deems necessary or appropriate to develop the potential of the Facility and the cultivation of broad community support (including without limitation selling advertising inventory and securing product rights for the Facility). Manager shall work with the Orange County Economic Development Commission and Visitor's Bureau, Chamber of Commerce, alliance of business groups and government groups as designated by Owner to market the Facility for conventions, trade shows and public entertainment shows. In connection with its activities under this Agreement, including without limitation advertising relating to the Facility, Manager shall be permitted to use the terms "Orange County Sportsplex" and logos for such names in its advertising, subject to the approval of the Owner. 19. Market and secure new Commercial Rights sales for the Facility. 20. As set forth in the Agreement, submit all budgets, annual plans, financial reports, and other reports detailing Manager's activities regarding the Facility to the Owner in a timely manner. 21. Within thirty days of the Effective Date, and bi-annually thereafter, provide Owner with an up-to-date Schedule of Existing Agreements showing all current Service Contracts. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT B MANAGER COMPENSATION During the Term of this Agreement, Manager shall receive compensation from the Owner subject to annual appropriation according to the following: 1. Base Management Fee 1. Base Management Fee. Beginning July 1, 2025 and continuing thereafter on the first day of each month throughout the remainder of the Term, Owner shall pay a monthly fee to Manager (the “Base Management Fee”) in equal monthly installments of $16,197.00 per month. Each installment will be due and payable on the first day of each successive month. The initial Base Management Fee for the term year ending June 30, 2026 shall not exceed $194,364.00 Dollars. (a) Beginning July 1, 2026 and annually thereafter on July 1 of each succeeding year of the Term the Base Management Fee shall be adjusted annually to reflect changes in the Consumer Price Index for the Southern region (CPI) as maintained by the Bureau of Labor Statistics. (b) The Base Management Fee shall increase if the CPI increases and shall decrease if the CPI decreases. Any such increase or decrease based on the CPI shall not exceed 5%. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT C APPLICABLE OWNER POLICIES The Orange County Living Wage Policy (available at https://www.orangecountync.gov/744/Contracts) The Orange County Non-discrimination/Retaliation Policy (available at https://www.orangecountync.gov/744/Contracts) Orange County’s policy that its recreation facilities shall primarily benefit the residents of Orange County at the lowest reasonable costs The Orange County Board of Health Smoke Free Public Places Rule (available at https://www.orangecountync.gov/460/Smoke-Free-Public-Place) The Orange County Sportsplex Financial Policy (the Facility financial policy, available at https://www.orangecountync.gov/744/Contracts) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange CountyOctober 2, 20240 0.02 0.040.01 mi0 0.03 0.060.015 km1:1,200 9863855730PIN:HUEBNER MANFRED HOWNER 1:HUEBNER JANET L108 PH 3A CORNWALLIS HLS P51/7LEGAL DESC:1614/579DEED REF:1BLDG_VALUE:$60,000LAND VALUE:$0USE VALUE:$310,300TOTAL VALUE:0.4 ASIZE:BUILDING COUNT:$250,300OWNER 2:ADDRESS 1:ADDRESS 2:2507 SWEET GUM DRIVE CITY: HILLSBOROUGHSTATE, ZIP:NC 27278RATECODE: 23DATE SOLD:7/31/1997BLDG SQFT:1988YEAR BUILT:1989TAX STAMPS:265TOWNSHIP HILLSBOROUGHThis map contains parcels prepared for the inventory of real property within Orange County, and is compiled from recorded deed, plats, and other public records and data. Users of this map are hereby notified that the aforementioned public primary information sources should be consulted for verification of the information contained on this map. The county and its mapping companies assume no legal responsibility for the information on this map.Exhibit DSoltys Place 3,500Jerry M. Passmore Center 16,380Sportsplex & Field house 108,601Outline Color - Faciltiy - Gross Building Sq. Ft. Orange County Sportsplex - Jerry M. Passmore Center - Soltys PlaceDocusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Revised 01/24 1 ORANGE COUNTY—INTERNAL USE ONLY ______________________________________________________________________________ Finance Information Vendor Name: Recreation Factory Partners, Inc Vendor Contact Person: Andrew Stock Phone: 919-644-0339 Address: 1550 Village Grove Court City Hillsborough State: NC Zip: 27278 Department: DEAPR Amount: $194,364 Purpose: Sportsplex Management Agreement Budget Code(s): 53530020 630005 Vendor # Vendor Status with NCSOS: Vendor is a BOCC consultant: Yes No Contract Details Contract Type: New Amendment (Original Contract: ) (Most Recent Amendment ) Effective Date July 1, 2025 End Date June 30, 2026 Notice Date (Notice Purpose ) Award Approved by Board (Agenda Date: June 17, 2025); Made or Administered by Signature Authority - BOCC Express Delegation (Agenda Date: ) - Policy 9.4: Under $5,000; Service Under $90,000; Construction Under $250,000 - Budget Policy Section XV (Capital Improvement Project: ) Bidding Informal Bidding ($30k-$90k); Formal RFP ($90k+); Other (<$30k); Exception(# ) Department Affirmation This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement. This agreement is approved as to technical form and content. Services related to this agreement have already begun or been completed. Description of the nature of the emergency condition that was addressed: Department Director’s Signature ________________________________________ Date: ________ Information Technologies This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Inapplicable because no hardware/software purchases or related services Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Received for record retention: Office of the Clerk to the Board __________________________________________Date:_________ Active Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 7/18/2025 7/29/2025 7/29/2025 7/30/2025 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD RECRE-1 OP ID: ML 04/22/2025 Michelle R. Long, CIC, CISR Insurance People of NC P.O. Box 3006 Durham, NC 27715 919-383-0442 michelle@inspeople.com Cincinnati Insurace Co Recreation Factory Partners, LLC DBA Triangle Sportsplex 101 Meadowlands Dr. Hillsborough, NC 27278 A X 1,000,000 X Y ETD 0468096 12/15/2024 12/15/2025 500,000 5,000 1,000,000 2,000,000 X 2,000,000 1,000,000A X ETD 0468096 12/15/2024 12/15/2025 XX 5,000,000A ETD 0468096 12/15/2024 12/15/2025 5,000,000 XA EWC0285684 12/15/2024 12/15/2025 1,000,000 1,000,000 1,000,000 A ETD 0468096 12/15/2024 12/15/2025 EE Theft 500,000 Ded.1,000 ORANGCO Orange County 300 West Tryon St. PO Box 8181 Hillsborough, NC 27278 919-383-0442 10677 Crime Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Date HOLDER CODE INSURED'S NAME PAGENOTEPAD: Business Liability Forms Attached: Commercial Gen. Liab. Extended Endorsement - GA227 06/23 Umbrella sits over the General Liability,Auto Liability, Employers Liability 30 days written Notice of Cancellation except 10 for Non-Pay in favor of: Orange County, North Carolina, Attention: Orange County Risk Manager, P.O. Box 8181, Hillsborough, NC 27278, ORANGCO 2 Recreation Factory Partners, LLC 04/22/2025 RECRE-1 OP ID: ML Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE LENDER'S LOSS PAYABLE PHONEAGENCY COMPANY(A/C, No, Ext): FAX E-MAIL (A/C, No):ADDRESS: SUB CODE: AGENCY CUSTOMER ID #: INSURED LOAN NUMBER POLICY NUMBER EFFECTIVE DATE EXPIRATION DATE THIS REPLACES PRIOR EVIDENCE DATED: LOCATION/DESCRIPTION COVERAGE / PERILS / FORMS AMOUNT OF INSURANCE DEDUCTIBLE NAME AND ADDRESS CONTINUED UNTIL TERMINATED IF CHECKED ADDITIONAL INSURED LOSS PAYEE MORTGAGEE LOAN # PERILS INSURED BASIC BROAD SPECIAL THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW.THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. PROPERTY INFORMATION COVERAGE INFORMATION REMARKS (Including Special Conditions) CANCELLATION ADDITIONAL INTEREST ACORD 27 (2016/03)© 1993-2015 ACORD CORPORATION. All rights reserved. EVIDENCE OF PROPERTY INSURANCE DATE (MM/DD/YYYY) CODE: AUTHORIZED REPRESENTATIVE The ACORD name and logo are registered marks of ACORD OP ID: ML 919-383-0442 919-382-3378 32037 RECRE-1 Recreation Factory Partners, LLC DBA Triangle Sportsplex 101 Meadowlands Dr. Hillsborough, NC 27278 ETD 0468096 12/15/2024 12/15/2025 One Dan Kidd Drive Hillsborough, NC 27278-8500 6646 500 Business Inc. with Extra Exp 156000 24 hrs Excludes Equipment Breakdown Coinsurance 80% Special Form/Replacement Cost X Orange County 300 West Tryon St. PO Box 8181 Hillsborough, NC 27278 04/22/2025 Cincinnati Insurance Co PO Box 145496 Cincinnati, OH 45250-5496 Premise 001 Building 001 Bus. Personal Prop. X Cert. Holder Insurance People of NC P.O. Box 3006 Durham, NC 27715 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 1 of 16 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENDED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A.Endorsement -Table of Contents: Coverage:Begins on Page: 1.Employee Benefit Liability Coverage.......................................................................................2 2.Unintentional Failure To Disclose Hazards .............................................................................9 3.Damage To Premises Rented To You ......................................................................................9 4.Supplementary Payments ......................................................................................................11 5.180 Day Coverage For Newly Formed Or Acquired Organizations ...................................11 6.Waiver Of Subrogation ...........................................................................................................11 7.Automatic Additional Insured -Specified Relationships:..................................................11 (a)Managers Or Lessors Of Premises (b)Lessor Of Leased Equipment (c)Vendors (d)State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises (e)Mortgagee,Assignee Or Receiver 8.Property Damage To Borrowed Equipment .........................................................................14 9.Employees As Insureds -Specified Health Care Services And Good Samaritan Services ...................................................................................................................................15 10.Broadened Notice Of Occurrence .........................................................................................15 11.Nonowned Aircraft..................................................................................................................15 12.Bodily Injury Redefined ..........................................................................................................15 13.Expected Or Intended Injury Redefined ...............................................................................16 14.Former Employees As Insureds ............................................................................................16 B.Limits Of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1.Employee Benefit Liability Coverage Each Employee Limit:$1,000,000 Aggregate Limit:$3,000,000 Deductible Amount:$1,000 3.Damage To Premises Rented To You The lesser of: a.The Each Occurrence Limit shown in the Declarations; or b.$500,000 unless otherwise stated $ 4.Supplementary Payments a.Bail Bonds:$2,500 b.Loss Of Earnings:$500 8.Property Damage To Borrowed Equipment Each Occurrence Limit:$10,000 Deductible Amount:$250 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 2 of 16 C.Coverages 1.Employee Benefit Liability Coverage a.The following is added to Section I - Coverages: EMPLOYEE BENEFIT LIABILITY COVERAGE (1)Insuring Agreement (a)We will pay those sums that the insured becomes legally obligated to pay as damag- es caused by any act,error or omission of the insured, or of any other person for whose acts the insured is legally liable,to which this insurance applies.W e will have the right and duty to defend the insured against any "suit"seeking those damages.However,we will have no duty to defend against any "suit"seeking damages to which this in- surance does not apply.We may,at our discretion, in- vestigate any report of an act,error or omission and settle any claim or "suit"that may result.But: 1)The amount we will pay for damages is limited as described in C.Cov- erages,1.Employee Benefit Liability Cover- age,c.Limits Of Insur- ance of this endorse- ment; and 2)Our right and duty to defend ends when we have used up the appli- cable limit of insurance in the payment of judg- ments or settlements. No other obligation or liabil- ity to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Pay- ments. (b)This insurance applies to damages only if the act,er- ror or omission is negligently committed in the "admin- istration"of your "employee benefit program"; and 1)Occurs during the policy period; or 2)Occurred prior to the "first effective date"of this endorsement pro- vided: a)You did not have knowledge of a claim or "suit"on or before the "first ef- fective date"of this endorsement. You will be deemed to have knowledge of a claim or "suit" when any insured listed under C. Coverages,1. Employee Benefit Liability Coverage, b.Who Is An In- sured,(1)of this endorsement or any "employee" authorized by you to give or receive notice of a claim or "suit": i)Reports all,or any part,of the act,error or omission to us or any other insurer; ii)Receives a written or ver- bal demand or claim for dam- ages because of the act,er- ror or omis- sion;and b)There is no other applicable insur- ance. (2)Exclusions This insurance does not apply to: (a)Bodily Injury,Property Damage Or Personal And Advertising Injury "Bodily injury", "property damage"or "personal and advertising injury". (b)Dishonest,Fraudulent, Criminal Or Malicious Act Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 3 of 16 Damages arising out of any intentional,dishonest, fraudulent, criminal or mali- cious act,error or omission, committed by any insured, including the willful or reck- less violation of any statute. (c)Failure To Perform A Con- tract Damages arising out of fail- ure of performance of con- tract by any insurer. (d)Insufficiency Of Funds Damages arising out of an insufficiency of funds to meet any obligations under any plan included in the "employee benefit program". (e)Inadequacy Of Perfor- mance Of Invest- ment/Advice Given With Respect To Participation Any claim based upon: 1)Failure of any invest- ment to perform; 2)Errors in providing in- formation on past per- formance of investment vehicles;or 3)Advice given to any person with respect to that person's decision to participate or not to par- ticipate in any plan in- cluded in the "employee benefit program". (f)Workers'Compensation And Similar Laws Anyclaim arising out of your failure to comply with the mandatory provisions of any workers'compensation,un- employment compensation insurance, social security or disability benefits law or any similar law. (g)ERISA Damages for which any in- sured is liable because of li- ability imposed on a fiduci- ary by the Employee Re- tirement Income Security Act of 1974,as now or hereafter amended,or by any similar federal, state or local laws. (h)Available Benefits Any claim for benefits to the extent that such benefits are available,with reasonable effort and cooperation of the insured,from the applicable funds accrued or other col- lectible insurance. (i)Taxes, Fines Or Penalties Taxes, fines or penalties, in- cluding those imposed un- der the Internal Revenue Code or any similar state or local law. (j)Employment-Related Prac- tices Any liability arising out of any: 1)Refusal to employ; 2)Termination of employ- ment; 3)Coercion,demotion, evaluation,reassign- ment,discipline,defa- mation,harassment, humiliation,discrimina- tion or other employ- ment-related practices, acts or omissions;or 4)Consequential liability as a result of 1),2)or 3) above. This exclusion applies whether the insured may be held liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the in- jury. (k)Cyber Any liability, costs,expenses or damages arising,directly or indirectly,out of or as a consequence of any: 1)"Computer attack"; 2)"Network security inci- dent"; 3)"Privacy violation"; or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 4 of 16 4)Fraudulent communica- tion that impersonates any person or organiza- tion that results in the transfer of funds or oth- er property,regardless of the medium or tech- nique used. (3)Supplementary Payments Section I -Supplementary Pay- ments -Coverages A and B also apply to this Coverage,however 1.b.and 2.of the Supplementary Payments provision do not apply. b.Who Is An Insured As respects Employee Benefit Liabil- ity Coverage,Section II -Who Is An Insured is replaced by the following: (1)If you are designated in the Dec- larations as: (a)An individual, you and your spouse are insureds,but on- ly with respect to the con- duct of a business of which you are the sole owner. (b)A partnership or joint ven- ture,you are an insured. Your members,your part- ners,and their spouses are also insureds but only with respect to the conduct of your business. (c)A limited liability company, you are an insured.Your members are also insureds, but only with respect to the conduct of your business. Your managers are in- sureds,but only with respect to their duties as your man- agers. (d)An organization other than a partnership,joint venture or limited liability company,you are an insured.Your "execu- tive officers"and directors are insureds,but only with respect to their duties as your officers or directors. Your stockholders are also insureds,but only with r e- spect to their liability as stockholders. (e)A trust,you are an insured. Your trustees are also in- sureds,but only with respect to their duties as trustees. (2)Each of the following is also an insured: (a)Each of your "employees" who is or was authorized to administer your "employee benefit program"; (b)Any persons,organizations or "employees"having prop- er temporary authorization to administer your "employ- ee benefit program"if you die,but only until your legal representative is appointed; or (c)Your legal representative if you die,but only with re- spect to duties as such.That representative will have all your rights and duties under this Coverage Part. (3)Any organization you newly ac- quire or form,other than a part- nership, joint venture or limited liability company,and over which you maintain ownership or major- ity interest,will qualify as a Named Insured if no other similar insurance applies to that organi- zation.However,coverage under this provision: (a)Is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and (b)Does not apply to any act, error or omission that was committed before you ac- quired or formed the organi- zation. c.Limits Of Insurance As respects Employee Benefit Liabil- ity Coverage,Section III -Limits Of Insurance is replaced by the follow- ing: (1)The Limits of Insurance shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement and the rules below fix the most we will pay regardless of the number of: (a)Insureds; Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 5 of 16 (b)Claims made or "suits" brought; (c)Persons or organizations making claims or bringing "suits"; (d)Acts,errors or omissions;or (e)Benefits included in your "employee benefit program". (2)The Aggregate Limit shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement is the most we will pay for all dam- ages because of acts,errors or omissions negligently committed in the "administration"of your "employee benefit program". (3)Subject to the limit described in (2)above,the Each Employee Limit shown in Section B.Limits Of Insurance,1.Employee Bene- fit Liability Coverage of this en- dorsement is the most we will pay for all damagessustained by any one "employee",including damages sustained by such "employee's"dependents and beneficiaries, as a result of: (a)An act, error or omission; or (b)A series of related acts,er- rors or omissions,regard- less of the amount of time that lapses between such acts, errors or omissions; negligently committed in the "administration"of your "employ- ee benefit program". However,the amount paid under this endorsement shall not ex- ceed,and will be subject to the limits and restrictions that apply to the payment of benefits in any plan included in the "employee benefit program." (4)Deductible Amount (a)Our obligation to pay dam- ages on behalf of the in- sured applies only to the amount of damages in ex- cess of the Deductible Amount shown in Section B. Limits Of Insurance,1.Em- ployee Benefit Liability Cov- erage of this endorsement as applicable to Each Em- ployee.The limits of insur- ance shall not be reduced by the amount of this de- ductible. (b)The Deductible Amount shown in Section B.Limits Of Insurance,1.Employee Benefit Liability Coverage of this endorsement applies to all damages sustained by any one "employee",includ- ing such "employee's"de- pendents and beneficiaries, because of all acts,errors or omissions to which this in- surance applies. (c)The terms of this insurance, including those with respect to: 1)Our right and duty to defend the insured against any "suits" seeking those damag- es; and 2)Your duties,and the du- ties of any other in- volved insured, in the event of an act,error or omission, or claim; apply irrespective of the ap- plication of the Deductible Amount. (d)We may pay any part or all of the Deductible Amount to effect settlement of any claim or "suit"and,upon no- tification of the action taken, you shall promptly reim- burse us for such part of the Deductible Amount as we have paid. d.Additional Conditions As respects Employee Benefit Liabil- ity Coverage,Section IV -Commer- cial General Liability Conditions is amended as follows: (1)Item 2.Duties In The Event Of Occurrence,Offense,Claim Or Suitis replaced by the following: 2.Duties In The Event Of An Act,Error,Omission, Claim Or Suit a.You must see to it that we are notified as soon as practicable of an act, error or omission which may result in a claim. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 6 of 16 To the extent possible, notice should include: (1)What the act,error or omission was and when it oc- curred; and (2)The names and addresses of any- one who may suf- fer damages as a result of the act, error or omission. b.If a claim is made or "suit"is brought against any insured,you must: (1)Immediately record the specifics of the claim or "suit"and the date received; and (2)Notify us as soon as practicable. You must see to it that we receive written no- tice of the claim or "suit" as soon as practicable. c.You and any other in- volved insured must: (1)Immediately send us copies of any demands,notices, summonses or le- gal papers re- ceived in connec- tion with the claim or "suit"; (2)Authorize us to ob- tain records and other information; (3)Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4)Assist us,upon our request,in the en- forcement of any right against any person or organi- zation which may be liable to the in- sured because of an act,error or omission to which this insurance may also apply. d.No insured will,except at that insured's own cost,voluntarily make a payment,assume any obligation,or incur any expense without our consent. (2)Item 4.Other Insurance is re- placed by the following: 4.Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under this Employee Benefit Liability Coverage,our obli- gations are limited as fol- lows: a.Primary Insurance This insurance is prima- ry except when c.below applies.If this insurance is primary,our obliga- tions are not affected unless any of the other insurance is also prima- ry.Then,we will share with all that other insur- ance by the method de- scribed in Paragraph b. below. b.Method Of Sharing If all of the other insur- ance permits contribu- tion by equal shares, we will follow this meth- od also.Under this ap- proach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other in- surance does not permit contribution by equal shares,we will contrib- ute by limits.Under this method,each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insur- ers. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 7 of 16 c.No Coverage This insurance shall not cover any lossfor which the insured is entitled to recovery under any other insurance in force previous to the effective date of this Employee Benefit Liability Cover- age. e. Additional Definitions As respects Employee Benefit Liabil- ity Coverage,Section V -Definitions is amended as follows: (1)The following definitions are added: 1."Administration"means: a.Providing information to "employees", including their dependents and beneficiaries,with re- spect to eligibility for or scope of "employee benefit programs"; b.Interpreting the "em- ployee benefit pro- grams"; c.Handling records in connection with the "employee benefit pro- grams"; or d.Effecting,continuing or terminating any "em- ployee's"participation in any benefit included in the "employee benefit program". However,"administration" does not include: a.Handling payroll deduc- tions; or b.The failure to effect or maintain any insurance or adequate limits of coverage of insurance, including but not limited to unemployment insur- ance,social security benefits,workers'com- pensation and disability benefits. 2."Biometric information" means any: a.Biological measurement or physical characteris- tic of an individual,in- cluding but not limited to a retina or iris scan, fingerprint,palmprint, voiceprint,hand or face geometry,vein pattern, genetic data,move- ment,or any other in- formation that can be used as a form of identi- fication or authentica- tion;or b.Information,regardless of how it is captured, converted, stored or shared,based on an in- dividual's biological measurement or physi- cal characteristic. 3."Cafeteria plans"means plans authorized by applica- ble law to allow "employees" to elect to pay for certain benefits with pre-tax dollars. 4."Computer attack" means: a.Unauthorized access or authorized access for an unauthorized pur- pose; b.A "malware attack"; or c.A "denial of service at- tack"; against any computer,com- puter system or network of computers or computer sys- tems,including any other machinery or equipment,in- cluding their control sys- tems,which are accessed by or integrated into a com- puter,computer system or network of computers or computer systems. 5."Denial of service attack" means an attack against a target computer or network of computers designed to overwhelm the capacity of the target computer or net- work in order to deny or im- pede users from gaining ac- cess to the target computer or network through the in- ternet. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 8 of 16 6."Employee benefit pro- grams"means a program providing some or all of the following benefits to "em- ployees",whether provided through a "cafeteria plan"or otherwise: a.Group life insurance; group accident or health insurance;dental, vision and hearing plans;and flexible spending ac- counts;provided that no one other than an "em- ployee"may subscribe to such benefits and such benefits are made generally available to those "employees"who satisfy the plan's eligibil- ity requirements; b.Profit sharing plans, employee savings plans,employee stock ownership plans,pen- sion plans and stock subscription plans,pro- vided that no one other than an "employee" may subscribe to such benefits and such bene- fits are made generally available to all "employ- ees"who are eligible under the plan for such benefits; c.Unemployment insur- ance, social security benefits,workers'com- pensation and disability benefits;and d.Vacation plans, includ- ing buy and sell pro- grams;leave of ab- sence programs,includ- ing military,maternity, family,and civil leave; tuition assistance plans; transportation and health club subsidies. 7."First effective date"means the date upon which cover- age was first effected in a series of uninterrupted re- newals of insurance cover- age. 8."Malware attack"means an attack that damages a com- puter,computer system or network of computers or computer systems, including any other machinery or equipment,including their control systems,which are accessed by or integrated into a computer,computer system or network of com- puters or computer systems, or data contained therein arising from malicious code, including,but not limited to, viruses,worms,Trojans, spyware,keyloggers and ransomware. 9."Network security incident" means a security failure or weakness with respect to a computer,computer system or network of computers or computer systems which al- lowed one or more of the fol- lowing to happen: a.The propagation or for- warding of malware,in- cluding,but not limited to,viruses,worms,Tro- jans, spyware, keylog- gers and ransomware; b.The abetting of a "deni- al of service attack" against one or more other systems; c.The loss,release or disclosure of data; d.The inability to access a computer system; e.The unauthorized ac- cess to a computer sys- tem. 10."Privacy law"means any law, statute or regulation enacted or promulgated by or on behalf of any federal, state,local or foreign gov- ernmental entity in such en- tity's regulatory or official capacity that creates legally enforceable responsibilities with respect to: a.The collection,use, storage,disclosure, disposal, sharing or dis- seminating as well as correction or supple- mentation of personally identifying information, including,but not limited Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 9 of 16 to,"biometric infor- mation";or b.The adoption and communication of,as well as compliance with, a "privacy policy". "Privacy laws"include,but are not limited to,the Euro- pean Union General Data Protection Regulation, the California Consumer Privacy Act and the Illinois Biometric Information Privacy Act. 11."Privacy policy"means an entity's policy for collection, use,storage,disclosure, disposal, sharing,dissemi- nating and correction or supplementation of person- ally identifying information, including,but not limited to, "biometric information". 12."Privacy violation"means failure to comply for any reason with a "privacy law" or "privacy policy". (2)The following definitions are de- leted in their entirety and re- placed by the following: 5."Employee"means a person actively employed,formerly employed,on leave of ab- sence or disabled,or retired. "Employee"includes a "leased worker". "Employee" does not include a "tempo- rary worker". 18."Suit"means a civil proceed- ing in which money damag- es because of an act,error or omission to which this in- surance applies are alleged. "Suit"includes: a.An arbitration proceed- ing in which such dam- ages are claimed and to which the insured must submit or does submit with our consent; b.Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which the in- sured submits with our consent; or c.An appeal of a civil pro- ceeding. 2.Unintentional Failure To Disclose Haz- ards Section IV -Commercial General Liabil- ity Conditions,6.Representations is amended by the addition of the following: Based on our dependence upon your rep- resentations as to existing hazards,if un- intentionally you should fail to disclose all such hazards at the inception date of your policy,we will not reject coverage under this Coverage Part based solely on such failure. 3.Damage To Premises Rented To You a.The last paragraph of 2.Exclusions under Section I -Coverage A -Bod- ily Injury And Property Damage Li- ability is replaced by the following: Exclusions c.through n.do not apply to damage by fire,explosion,light- ning, smoke or soot to premises while rented to you or temporarily occupied by you with permission of the owner, for which the amount we will pay is limited to the Damage To Premises Rented To You Limit as described in Section III -Limits Of Insurance. b.The insurance provided under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability applies to "property damage"arising out of wa- ter damage to premises that are both rented to and occupied by you. As respects W ater Damage Legal Li- ability,as provided in Paragraph 3.b. above: The exclusions under Section I - Coverage A -Bodily Injury And Prop- erty Damage Liabil ity,2.Exclusions, other than i.War and the Nuclear Energy Liability Exclusion (Broad Form),are deleted and the following are added: This insurance does not apply to: (a)"Property damage": (i)Assumed in any contract or agreement; or (ii)Caused by or resulting from any of the following: 1)Wear and tear; 2)Rust or other corrosion, decay,deterioration, Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 10 of 16 hidden or latent defect or any quality in proper- ty that causes it to damage or destroy it- self; 3)Smog; 4)Mechanical breakdown, including rupture or bursting caused by cen- trifugal force; 5)Settling,cracking, shrinking or expansion; 6)Nesting or infestation, or discharge or release of waste products or secretions,by insects, birds,rodents or other animals; or 7)Presence,growth,pro- liferation,spread or any activity of fungus,in- cluding mold or mildew, and any mycotoxins, spores, scents or by- products produced or released by fungi. (b)"Property damage" caused di- rectly or indirectly by any of the following: (i)Earthquake,volcanic erup- tion, landslide or any other earth movement; (ii)Water that backs up or over- flows or is otherwise dis- charged from a sewer,drain, sump, sump pump or related equipment; (iii)Water under the ground sur- face pressing on,or flowing or seeping through: 1)Foundations,walls, floors or paved surfac- es; 2)Basements,whether paved or not; or 3)Doors, windows or other openings. (c)"Property damage"caused by or resulting from water that leaks or flows from plumbing,heating,air conditioning,fire protection sys- tems,or other equipment, caused by or resulting from freezing, unless: (i)You did your best to main- tain heat in the building or structure; or (ii)You drained the equipment and shut off the water sup- ply if the heat was not main- tained. (d)"Property damage"to: (i)Plumbing,heating,air condi- tioning,fire protection sys- tems,or other equipment or appliances; or (ii)The interior of any building or structure,or to personal property in the building or structure,caused by or re- sulting from rain, snow,sleet or ice,whether driven by wind or not. c.Limit Of Insurance With respect to the insurance afford- ed in Paragraphs 3.a.and 3.b.above, the Damage To Premises Rented To You Limit as shown in the Declara- tions is amended as follows: (1)Paragraph 6.of Section III -Lim- its Of Insurance is replaced by the following: 6.Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A -Bodily Injury And Property Damage Liability for damages be- cause of "property damage" to any one premises: a.While rented to you,or temporarily occupied by you with permission of the owner; b.In the case of damage by fire,explosion, light- ning,smoke or soot, while rented to you; or c.In the case of damage by water,while rented to and occupied by you. (2)The most we will pay is limited as described in Section B.Limits Of Insurance,3.Damage To Prem- ises Rented To You of this en- dorsement. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 11 of 16 4.Supplementary Payments Under Section I -Supplementary Pay- ments -Coverages A and B: a.Paragraph 1.b.is replaced by the fol- lowing: Up to the limit shown in Section B. Limits Of Insurance,4.a.Bail Bonds of this endorsement for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage ap- plies.We do not have to furnish these bonds. b.Paragraph 1.d.is replaced by the fol- lowing: All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to the limit shown in Sec- tion B.Limits Of Insurance,4.b.Loss Of Earnings of this endorsement per day because of time off from work. 5.180 Day Coverage For Newly Formed Or Acquired Organizations Section II -Who Is An Insured is amended as follows: Subparagraph a.of Paragraph 3.is re- placed by the following: a.Coverage under this provision is af- forded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; 6.Waiver Of Subrogation Section IV -Commercial General Liabil- ity Conditions,8.Transfer Of Rights Of Recovery Against Others To Us is amended bythe addition of the following: We waive any right of recovery against any additional insured under this en- dorsement,because of any payment we make under this endorsement,to whom the insured has waived its right of recov- ery in a written contract,written agree- ment,written permit or written authoriza- tion.Such waiver by us applies only to the extent that the insured has waived its right of recovery against such additional insured prior to loss. 7.Automatic Additional Insured -Speci- fied Relationships a.The following is added to Section II - Who Is An Insured: (1)Any person(s)or organization(s) described in Paragraph 7.a.(2)of this endorsement (hereinafter re- ferred to as additional insured) whom you are required to add as an additional insured under this Coverage Part by reason of a written contract,written agree- ment,written permit or written authorization. (2)Only the following persons or or- ganizations are additional in- sureds under this endorsement, and insurance coverage provided to such additional insureds is lim- ited as provided herein: (a)Managers Or Lessors Of Premises The manager or lessor of a premises leased to you you are required per Paragraph 7.a.(1)of this endorsement to provide insurance,but on- ly with respect to liability for "bodily injury", "property damage"or "personal and advertising injury"caused,in whole or in part,by you or those acting on your behalf in connection with the own- ership,maintenance or use of that part of the premises leased to you,subject to the following additional exclu- sions: This insurance does not ap- ply to: (i)Any "occurrence"which takes place after you cease to be a tenant in that premises; (ii)Structural alterations, new construction or demolition operations performed by or on be- half of such additional insured. (b)Lessor Of Leased Equip- ment Any person(s)or organiza- tion(s)from whom you lease equipment you are required per Paragraph 7.a.(1)of this endorsement to provide in- surance.Such person(s)or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 12 of 16 organization(s)are insureds only with respect to liability for "bodily injury", "property damage"or "personal and advertising injury"caused,in whole or in part,by your maintenance,operation or use of equipment leased to you by such person(s)or or- ganization(s).A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends.However, this insurance does not ap- ply to any "occurrence" which takes place after the equipment lease expires. (c)Vendors Any person or organization (referred to below as ven- dor)you are required per Paragraph 7.a.(1)of this en- dorsement to provide insur- ance,but only with respect to liability for "bodily injury" or "property damage"arising out of "your products"which are distributed or sold in the regular course of the ven- dor's business, subject to the following additional ex- clusions: (i)The insurance afforded the vendor does not apply to: 1)"Bodily injury"or "property damage" for which the ven- dor is obligated to pay damages by reason of the as- sumption of liability in a contract or agreement.This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; 2)Any express war- ranty unauthorized by you; 3)Any physical or chemical change in the product made intentionally by the vendor; 4)Repackaging,ex- cept when un- packed solely for the purpose of in- spection,demon- stration,testing,or the substitution of parts under in- structions from the manufacturer,and then repackaged in the original con- tainer; 5)Any failure to make such inspections, adjustments,tests or servicing as the vendor has agreed to make or normal- ly undertakes to make in the usual course of busi- ness,in connection with the distribution or sale of the products; 6)Demonstration,in- stallation, servicing or repair opera- tions,except such operations per- formed at the ven- dor's premises in connection with the sale of the product; 7)Products which,af- ter distribution or sale by you,have been labeled or re- labeled or used as a container,part or ingredient of any other thing or sub- stance by or for the vendor; or 8)"Bodily injury"or "property damage" arising out of the sole negligence of the vendor for its own acts or omis- sions or those of its employees or anyone else acting on its behalf.How- ever,this exclusion does not apply to: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 13 of 16 a)The excep- tions contained in Paragraphs (c)(i)4)or 6)of this endorse- ment;or b)Such inspec- tions,adjust- ments, tests or servicing as the vendor has agreed to make or nor- mally under- takes to make in the usual course of business, in connection with the distri- bution or sale of the prod- ucts. (ii)This insurance does not apply to any insured person or organization: 1)From whom you have acquired such products,or any ingredient,part or container,enter- ing into,accompa- nying or containing such products; or 2)When liability in- cluded within the "products- completed opera- tions hazard"has been excluded un- der this Coverage Part with respect to such products. (d)State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises Any state or governmental agency or subdivision or po- litical subdivision you are required per Paragraph 7.a.(1)of this endorsement to provide insurance,subject to the following additional provision: This insurance applies only with respect to the following hazards for which the state or governmental agency or subdivision or political sub- division has issued a permit or authorization in connec- tion with premises you own, rent or control and to which this insurance applies: (i)The existence,mainte- nance,repair,construc- tion,erection or removal of advertising signs, awnings, canopies, cel- lar entrances, coal holes,driveways,man- holes,marquees,hoist away openings,side- walk vaults,street ban- ners or decorations and similar exposures; (ii)The construction,erec- tion or removal of eleva- tors; or (iii)The ownership,mainte- nance or use of any el- evators covered by this insurance. (e)Mortgagee,Assignee Or Receiver Any person or organization you are required per Para- graph 7.a.(1)of this en- dorsement to provide insur- ance,but only with respect to their liability as mortga- gee,assignee or receiver and arising out of the own- ership,maintenance or use of the premises by you. However,this insurance does not apply to structural alterations,new construction and demolition operations performed by or for that per- son or organization. (3)The insurance afforded to addi- tional insureds described in Par- agraph 7.a.(1)of this endorse- ment: (a)Only applies to the extent permitted by law; (b)Will not be broader than that which you are required by the written contract,written agreement,written permit or written authorization to pro- vide for such additional in- sured; and Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 14 of 16 (c)Does not apply to any per- son,organization,vendor, state,governmental agency or subdivision or political subdivision,specifically named as an additional in- sured under any other provi- sion of,or endorsement added to,this Coverage Part,provided such other provision or endorsement covers the injury or damage for which this insurance ap- plies. b.With respect to the insurance afford- ed to the additional insureds de- scribed in Paragraph 7.a.(1)of this endorsement,the following is added to Section III -Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of in- surance: (1)Required by the written contract, written agreement,written permit or written authorization described in Paragraph 7.a.(1)of this en- dorsement.For the purpose of determining the required amount of insurance only,we will include the minimum amount of any Um- brella liability or Excess Liability coverage required for that addi- tional insured in that written con- tract,written agreement,written permit or written authorization; or (2)Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. c.Section IV -Commercial General Liability Conditions is amended to include the following: Automatic Additional Insured Pro- vision This insurance applies only if the "bodily injury"or "property damage" occurs,or the "personal and advertis- ing injury"offense is committed: (1)During the policy period; and (2)Subsequent to your execution of the written contract or written agreement,or the issuance of a written permit or written authori- zation,described in Paragraph 7.a.(1). d.Section IV -Commercial General Liability Conditions is amended as follows: Condition 4.Other Insurance is amended to include: Primary And Noncontributory In- surance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured per Paragraph 7.a.(1)of this endorsement provided that: (1)The additional insured is a Named Insured under such other insurance;and (2)You have agreed in writing in a contract,agreement,permit or authorization described in 7.a.(2) of this endorsement that this in- surance would be primary and would not seek contribution from any other insurance available to the additional insured. 8.Property Damage To Borrowed Equip- ment a.The following is added to Exclusion 2.j.Damage To Property under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability: Paragraphs (3)and (4)of this exclu- sion do not apply to tools or equip- ment loaned to you,provided they are not being used to perform operations at the time of loss. b.With respect to the insurance provid- ed by this section of the endorse- ment,the following additional provi- sions apply: (1)The Limits of Insurance shown in the Declarations are replaced by the limits shown in Section B. Limits Of Insurance,8.Property Damage To Borrowed Equip- ment of this endorsement with respect to coverage provided by this endorsement.These limits are inclusive of and not in addi- tion to the limits being replaced. The Limits of Insurance shown in Section B.Limits Of Insurance, 8.Property Damage To Bor- rowed Equipment of this en- dorsement fix the most we will pay in any one "occurrence"re- gardless of the number of: (a)Insureds; Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 15 of 16 (b)Claims made or "suits" brought; or (c)Persons or organizations making claims or bringing "suits". (2)Deductible Clause (a)Our obligation to pay dam- ages on your behalf applies only to the amount of dam- ages for each "occurrence" which are in excess of the Deductible Amount shown in Section B.Limits Of Insur- ance,8.Property Damage To Borrowed Equipment of this endorsement.The limits of insurance will not be re- duced by the application of such deductible amount. (b)Section IV -Commercial General Liability Conditions, 2.Duties In The Event Of Occurrence,Offense,Claim Or Suit,applies to each claim or "suit"irrespective of the amount. (c)We may pay any part or all of the deductible amount to effect settlement of any claim or "suit"and,upon no- tification of the action taken, you shall promptly reim- burse us for such part of the deductible amount as has been paid by us. 9.Employees As Insureds -Specified Health Care Services And Good Samar- itan Services Paragraph 2.a.(1)(d)under Section II - Who Is An Insured does not apply to: 1)Your "employees"who provide pro- fessional health care services on your behalf as a duly licensed nurse, emergency medical technician or paramedic in the jurisdiction where an "occurrence"or offense to which this insurance applies takes place; or 2)Your "employees"or "volunteer work- ers",other than an employed or vol- unteer doctor,providing first aid or good samaritan services during their work hours for you will be deemed to be acting within the scope of their employment by you or performing du- ties related to the conduct of your business. 10.Broadened Notice Of Occurrence Paragraph a.of Condition 2. Duties In The Event Of Occurrence,Offense, Claim Or Suit under Section IV -Com- mercial General Liability Conditions is replaced by the following: a.You must see to it that we are notified as soon as practicable of an "occur- rence"or an offense which may result in a claim.To the extent possible,no- tice should include: (1)How,when and where the "oc- currence"or offense took place; (2)The names and addresses of any injured persons and wit- nesses;and (3)The nature and location of any injury or damage arising out of the "occurrence"or offense. This requirement applies only when the "occurrence"or offense is known to any insured listed under Paragraph 1.of Section II -Who Is An Insured or any "employee"authorized by you to give or receive notice of an "occur- rence"or offense. 11.Nonowned Aircraft The following is added to Exclusion 2.g. Aircraft,Auto Or Watercraft under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability: This exclusion does not apply to an air- craft you do not own, provided that: a.The pilot in command holds a current effective certificate,issued by a duly constituted authority of the United States of America or Canada,desig- nating that person as a commercial or airline transport pilot; b.The aircraft is rented with a trained, paid crew; and c.The aircraft does not transport per- sons or cargo for a charge. 12.Bodily Injury Redefined Section V -Definitions,3."Bodily injury" is replaced by the following: 3."Bodily injury"means bodily harm or injury,sickness,disease,disability, humiliation, shock,fright,mental an- guish or mental injury,including care, loss of services or death resulting from any of these at any time. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 16 of 16 13.Expected Or Intended Injury Redefined The last sentence of Exclusion 2.a.Ex- pected Or Intended Injury under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability is replaced by the following: This exclusion does not apply to "bodily injury"or "property damage"resulting from the use of reasonable force to protect per- sons or property. 14.Former Employees As Insureds The following is added to Paragraph 2. under Section II -Who Is An Insured: 2.Each of the following is also an in- sured: Any of your former "employees",di- rectors,managers,members,part- ners or "executive officers",including but not limited to retired,disabled or those on leave of absence,but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 1 Orange County Government Request for Proposal RFP# 367-OC5441 Request for Proposals to Manage the Orange County Sportsplex Date of Issue: November 7, 2024 Proposal Opening Date: January 9, 2024 At 3:00 P.M. ET Direct all inquiries concerning this RFP to: Jovana Amaro Purchasing Agent Phone: 919-245-2651 Email: jamaro@orangecountync.gov Electronic responses ONLY will be accepted for this solicitation. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 2 ORANGE COUNTY Request for Proposal #: 367-OC5441 For internal processing, including tabulation of proposals, please provide your company’s Federal Employer Identification Number or alternate identification number (e.g. Social Security Number). Pursuant to G.S. 132-1.10 (b) this identification number shall not be released to the public. This page will be removed and shredded, or otherwise kept confidential, before the procurement file is made available for public inspection. This page is to be filled out and returned with your proposal. Failure to do so may subject your proposal to rejection. ID Number: Federal ID Number or Social Security Number Provider Name Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 3 1.PURPOSE AND BACKGROUND Orange County, North Carolina is seeking a qualified provider to manage the operations of the Orange County Sportsplex. The facility is owned by Orange County, but since 2005, it has been managed by a third party under the terms of a Management Agreement. Under that Agreement, the contractor is responsible for all aspects of oversight for the staffing, marketing, maintenance, event management, sponsorship and advertising sales, and day-to-day operations of the facility. The Sportsplex is a multipurpose recreation facility located at the southeast corner of Highway 70A and Meadowlands Drive. The facility comprises a total of 103,668-gross square feet which includes fitness centers, an aquatic center, an ice skating rink, fitness studios, offices, classrooms, athletic courts, child care facilities, locker rooms, a snack bar, and an outdoor turf field. From a financial perspective, the County has designated the Sportplex Fund as an Enterprise Fund to account for all operating expenses and operating revenue. As an Enterprise Fund, the revenue generated by the facility is expected to fully pay for operating expenses and debt service. The County manages capital improvements through the Asset Management Services Department. The successful provider will be expected to operate the facility subject to the terms of the attached Sportsplex Management Agreement, which terms are subject to further negotiation. GENERAL INFORMATION 2.1 REQUEST FOR PROPOSAL DOCUMENT The RFP is comprised of the base RFP document, any attachments, and any addenda released before Contract award. All attachments and addenda released for this RFP in advance of any Contract award are incorporated herein by reference. 2.2 NOTICE TO PROVIDERS REGARDING RFP TERMS AND CONDITIONS It shall be the Provider’s responsibility to read the Instructions, Orange County’s terms and conditions, all relevant exhibits and attachments, and any other components made a part of this RFP and comply with all requirements and specifications herein. Providers also are responsible for obtaining and complying with all Addenda and other changes that may be issued in connection with this RFP. If Providers have questions, issues, or exceptions regarding any term, condition, or other component within this RFP, those must be submitted as questions in accordance with the instructions in Section 2.4 PROPOSAL QUESTIONS. If Orange County determines that any changes will be made as a result of the questions asked, then such decisions will be communicated in the form of an RFP addendum. 2.3 RFP SCHEDULE The table below shows the intended schedule for this RFP. Orange County will make every effort to adhere to this schedule. Event Responsibility Date and Time Issue RFP OC November 7, 2024 Hold Pre-Submittal Conference OC November 20, 2024 at 1:00 pm Facility Tour OC November 21, 2024 at 1:00 pm Submit Written Questions Provider December 5, 2024 Provide Response to Questions OC December 12, 2024 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 4 Submit Proposals Provider January 9, 2025 by 3:00 pm Contract Award OC February 2025 Contract Effective Date OC July 2025 NOTE: Non-Mandatory Pre-Submittal Conference: Date: November 20, 2024 Time: 1:00 PM Eastern Time Instructions: There will be a non-mandatory pre-submittal virtual conference for all interested Providers to take place at 1:00 PM on November 20, 2024. Below is the link to join the Zoom meeting: https://orangecountync.zoom.us/j/88610107661?pwd=UXExQ0xWdGRnWm9ad0JINmhRT1g4QT09 Meeting ID: 886 1010 7661, Passcode: 709527. One tap mobile +16469313860 US 2.4 PROPOSAL QUESTIONS Upon review of the RFP documents, Providers may have questions to clarify or interpret the RFP in order to submit the best proposal possible. To accommodate the Proposal Questions process, Providers shall submit any such questions by the above due date. Written questions shall be emailed to jamaro@orangecountync.gov by the date and time specified above. Providers should enter “RFP# 367-OC5441 Questions” as the subject for the email. Questions submittals should include a reference to the applicable RFP section. Questions received by the deadline date, Orange County’s response, and any additional terms deemed necessary by the Orange County will be posted in the form of an addendum to Orange County website https://www.orangecountync.gov/Bids.aspx and shall become an Addendum to this RFP. No information, instruction or advice provided orally or informally by any Orange County personnel, whether made in response to a question or otherwise in connection with this RFP, shall be considered authoritative or binding. Providers shall rely only on written material contained in an Addendum to this RFP. 2.5 PROPOSAL SUBMITTAL IMPORTANT NOTE: This is an absolute requirement. Provider shall bear the risk for late submission due to unintended or unanticipated delay. Any proposal submitted after the proposal deadline will be rejected. Electronic Responses only will be accepted for this solicitation. Providers should enter “RFP# 367-OC5441 Company’s name, Management of the Orange County Sportsplex”: as the subject for the email. Electronic (PDF Format) submittals should be less than 15MB in size and submitted by 3:00 p.m. EST on January 9, 2025. PDF files should include bookmarks that link to sections to allow easy document navigation. Electronic submittals shall be emailed to Jovana Amaro, Purchasing Agent, jamaro@orangecountync.gov by the date specified above. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 5 Critical updated information may be included in Addenda to this RFP. It is important that all Providers proposing on this RFP periodically check the Orange County’s website https://www.orangecountync.gov/bids.aspx for any Addenda that may be issued prior to the bid opening date. All Providers shall be deemed to have read and understood all information in this RFP and all Addenda thereto. 2.6 PROPOSAL CONTENTS Providers shall populate all attachments of this RFP that require the Provider to provide information and include an authorized signature where requested. Provider RFP responses shall include the following items and those attachments should be arranged in the following order: a)Cover Letter (Identify General Manager) b)Title Page: Include the company name and Federal ID number or Social Security number c)A written narrative response to address the management philosophy and approach to managing the Orange County Sportsplex d)A written narrative response to address how the Provider will achieve the financial and qualitative performance objectives as detailed in the attached Sportsplex Management Agreement e) Provider Experience and Qualifications as it relates to management of public recreational facilities f)Provider’s capability and capacity to perform project g) Provider’s references h)Proposed Base Management Fee and Reimbursable Expenses (See Exhibit B of attached Sportsplex Management Agreement) i)Acknowledgement of receipt of any addenda. j)Living Wage Policy k)E-Verify Affidavit l)Non-Discrimination Certification Form m)Supplemental Vendor Information: Historically Underutilized Businesses Form n) o) Sportsplex Financials Upon opening, proposals become public record. Providers who include confidential, proprietary, or trade secret information in their proposal shall appropriately mark such information and shall, on a page separate from the proposal, provide written notice of the page and section of the proposal where all such information is included and marked. 3.0 METHOD OF AWARD AND PROPOSAL EVALUATION PROCESS 3.1 METHOD OF AWARD All qualified proposals will be evaluated, and awards will be made to the Provider(s) meeting the RFP requirements and achieving the highest and best final evaluation, based on the criteria described below. While the intent of this RFP is to award a Contract(s) to a single Provider, Orange County reserves the right to make separate awards to different Providers for one or more work elements, to not award one or more of those elements or to cancel this RFP in its entirety without awarding a Contract, if it is considered to be most advantageous to the County to do so. Orange County reserves the right to waive any minor informality or technicality in proposals received. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 6 3.2 CONFIDENTIALITY AND PROHIBITED COMMUNICATIONS DURING EVALUATION During the evaluation period—from the date proposals are opened through the date the contract is awarded—each Provider submitting a proposal (including its representatives, sub-contractors and/or suppliers) is prohibited from having any communications with any person inside or outside the using agency, issuing agency, other government agency office, or body (including the purchaser named above, department secretary, agency head, members of the general assembly and/or governor’s office), or private entity, if the communication refers to the content of Provider’s proposal or qualifications, the contents of another Provider’s proposal, another Provider’s qualifications or ability to perform the contract, and/or the transmittal of any other communication of information that could be reasonably considered to have the effect of directly or indirectly influencing the evaluation of proposals and/or the award of the contract. A Provider not in compliance with this provision shall be disqualified from contract award, unless it is determined in Orange County’s discretion that the communication was harmless, that it was made without intent to influence and that the best interest of Orange County would not be served by the disqualification. A Provider’s proposal may be disqualified if its sub-contractor and supplier engage in any of the foregoing communications during the time that the procurement is active (i.e., the issuance date of the procurement to the date of contract award). Only those discussions, communications or transmittals of information authorized or initiated by the issuing agency for this RFP or general inquiries directed to the purchaser regarding requirements of the RFP (prior to proposal submission) or the status of the contract award (after submission) are excepted from this provision. 3.3 PROPOSAL EVALUATION PROCESS Orange County shall review all Provider responses to this RFP to confirm that they meet the specifications and requirements of the RFP. Proposals will be received from each responsive Provider according to the method of submission specified in Section 2.5 of this RFP. All proposals must be received by Orange County no later than the date and time specified on the cover sheet of this RFP. At their option, the evaluators may request oral presentations or discussions with any or all Providers for clarification or to amplify the materials presented in any part of the proposal. Providers are cautioned, however, that the evaluators are not required to request presentations or other clarification—and often do not. Therefore, all proposals should be complete and reflect the most favorable terms available from the Provider. Proposals will generally be evaluated according to completeness, content, and experience with similar projects, ability of the Provider and its staff, and cost. Specific evaluation criteria are listed in 3.4 EVALUATION CRITERIA, below. Providers are cautioned that this is a request for offers, not an offer or request to contract, and Orange County reserves the unqualified right to reject any and all offers at any time if such rejection is deemed to be in the best interest of the County. Upon completion of the evaluation process, the County will make Award(s) based on the evaluation criteria. Award of a Contract to one Provider does not mean that the other proposals lacked merit, but that, all factors considered, the selected proposal was deemed most advantageous and represented the best value to the County. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 7 3.4 EVALUATION CRITERIA All qualified proposals will be evaluated based on the following criteria, to result in an award most advantageous to Orange County: Criteria Maximum Point Value 1.Provider experience and qualifications as it relates to management of public recreational facilities 25 2.Management philosophy and approach to delivering the Scope of Services for Orange County Sportsplex (Section 5.3) 20 3.Technical response to how the financial and qualitative performance objectives are achieved (Section 5.2) 20 4.Provider’s capability and capacity to perform project 20 5.Proposed Base Management Fee and Reimbursable Expenses (Section 4.2)15 Total 100 4.0 REQUIREMENTS 4.1 CONTRACT TERM The Contract shall commence on the date of contract award (the “Effective Date”) and have an initial term of two years. 4.2 PRICING Base Management Fee shall constitute the total cost to Orange County for complete performance in accordance with the requirements and specifications herein, including all applicable charges, handling, administrative and other similar fees. Provider will also be reimbursed for specific reimbursable expenses as defined by Exhibit B of the Sportsplex Management Agreement (attached). Provider shall not invoice for any amounts not specifically allowed for in this RFP. 4.3 INVOICES Invoices must include an accurate description of the work for which the invoice is being submitted, the invoice date, the period of time covered, the amount of fees due to the Provider and the original signature of the Provider’s General Manager. The County will authorize payments, as outlined in the Sportsplex Management Agreement, to the Provider. Invoices shall be sent to: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 8 Orange County County Manager’s Office 300 West Tryon Street Hillsborough, NC 27278 4.4 PROVIDER EXPERIENCE In its Proposal, Provider shall demonstrate experience managing other public recreational facilities of similar or greater size and complexity to the Orange County Sportsplex. Provider shall provide information as to the qualifications and experience of all executive, managerial, legal, and professional personnel to be assigned to this project, including resumes citing experience with similar projects and the responsibilities to be assigned to each person. 4.5 REFERENCES Providers shall provide at least three (3) references for which your organization has provided services of similar size and scope to that proposed herein. Orange County may contact these users to determine if the services provided are substantially similar in scope to those proposed herein and Provider’s performance has been satisfactory. The information obtained may be considered in the evaluation of the proposal. COMPANY NAME CONTACT NAME TELEPHONE NUMBER 4.6 PERSONNEL a)Provider will identify a full-time on-site General Manager and other Management-Level Employees. The General Manager will have general supervisory responsibility of the Facility and will be responsible for day-to-day operations of the Facility, supervision of employees, and management and coordination of all activities associated with events taking place at the Facility. 4.7 PROVIDER’S REPRESENTATIONS a. Provider warrants that qualified personnel shall provide services under this Contract in a professional manner. “Professional manner” means that the personnel performing the services will possess the skill and competence consistent with the prevailing business standards in the industry. Provider agrees that it will not enter any agreement with a third party that may abridge any rights of Orange County under this Contract. Provider will serve as the prime contractor under this Contract and shall be responsible for the performance and payment of all subcontractor(s) that may be approved by the County. Names of any third party Providers or subcontractors of Provider may appear for purposes of convenience in Contract documents; and shall not limit Provider’s obligations hereunder. Provider will Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 9 retain executive representation for functional and technical expertise as needed in order to incorporate any work by third party subcontractor(s). b.If any Services, deliverables, functions, or responsibilities not specifically described in this Contract are required for Provider’s proper performance, provision and delivery of the service and deliverables under this Contract, or are an inherent part of or necessary sub-task included within such service, they will be deemed to be implied by and included within the scope of the contract to the same extent and in the same manner as if specifically described in the contract. Unless otherwise expressly provided herein, Provider will furnish all of its own necessary management, supervision, labor, facilities, furniture, computer and telecommunications equipment, software, supplies and materials necessary for the Provider to provide and deliver the Services and Deliverables. c.Provider warrants that it has the financial capacity to perform and to continue perform its obligations under the contract; that Provider has no constructive or actual knowledge of an actual or potential legal proceeding being brought against Provider that could materially adversely affect performance of this Contract; and that entering into this Contract is not prohibited by any contract, or order by any court of competent jurisdiction. d.A sample Sportsplex Management Agreement that will be executed with the selected Provider is included. The Agreement is subject to negotiation. 5.0 SCOPE OF SERVICES In general, the Provider will be responsible for all aspects of oversight for the staffing, marketing, maintenance, event management, sponsorship and advertising sales, and day-to-day operations of the Orange County Sportsplex. Specific responsibilities are contained in the attached Sportsplex Management Agreement. 5.1 PERFORMANCE OBJECTIVES AND REPORTING REQUIREMENTS In general, the Provider is expected utilize all of its good faith commercially reasonable efforts to manage the Facility in a first-class, high-quality, fiscally responsible manner and in the County’s best interest. The Provider will use its good faith commercially reasonable efforts to accomplish the following performance goals in its management of the Facility: •As an enterprise fund, Manager shall generate sufficient Operating Revenue to cover Operating Costs; •Operating Revenue shall provide Debt Service Coverage of 1.25X as part of the Budget formulation and Audited results; •Improving the quality of operations and programming at the Facility; •Operating the Facility in a manner that promotes the Guiding Principles contained in the Owner’s Strategic Plan. Additional performance expectations and reporting requirements are contained in the attached Sportsplex Management Agreement. •Project Timetable o Issue Request for Proposal – November 7, 2024 o Proposers Questions Due – December 5, 2024 o Responses to Questions Due – December 12, 2024 o Proposals Due – January 9, 2025 by 3:00 pm o Evaluation of Proposals – January 2025 o Interviews of Selected Organizations – January 2025 o Proposal Award – February 2025 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 10 o Tentative Contract Execution Date – February 2025 o Contract Effective Date – July 2025 5.2 PROJECT ORGANIZATION Provider shall describe the organizational and operational structure it proposes to utilize for the work described in this RFP. 5.3 TECHNICAL APPROACH Provider’s proposal shall include, in narrative, outline, and/or graph form the Provider's approach to accomplishing the elements outlined in the Scope of Services. CONTRACT ADMINISTRATION 6.1 GENERAL MANAGER AND CUSTOMER SERVICE The Provider shall designate and make available to Orange County a General Manager. The General Manager shall be the County’s single point of contact for contract related issues and issues concerning performance, progress review, scheduling and service. 6.2 POST AWARD MANAGEMENT REVIEW MEETINGS The Provider, at the request of Orange County, shall meet to discuss services and finances performed by the Provider. The purpose of these meetings will be to review progress reports, discuss Provider and the County’s performance, address outstanding issues, review problem resolution, provide direction, evaluate continuous improvement and cost saving ideas, and discuss any other pertinent topics. LIVING WAGE & E-VERIFY Living Wage Orange County is committed to providing its employees with a living wage and encourages agencies it funds to pursue the same goal. A copy of Orange County’s Living Wage Contractor Policy is included at the end of this RFP. E-Verify HB789 imposes E-Verify requirements on contractors who enter into certain contracts with state agencies and local governments. The legislation specifically prohibits governmental units from entering into certain contracts “unless the contractor and the contractor’s subcontractors comply with the requirements of Article 2 of Chapter 65 of the General Statues.” (Article 2 of Chapter 65 establishes North Carolina’s E-Verify requirements for private employers.) It is important to note that the verification requirement applies to subcontractors as well as contractors. The new laws specifically prohibit governmental units from entering into contracts with contractors who have not (or their subcontractors have not) complied with E-Verify. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ADDENDUM ACKNOWLEDGEMENT FORM Consultants must acknowledge receipt of addendums posted by Orange County before the RFP/RFQ deadline. Please initial for Addendums received. Addendum No 1 ________________ Addendum No 2 ________________ Addendum No 3 ________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE STATE OF NORTH CAROLINA AFFIDAVIT ORANGE COUNTY ************************** I, ____________________________(the individual attesting below), being duly authorized by and on behalf of ________________________________ (the entity bidding on project hereinafter "Employer") after first being duly sworn hereby swears or affirms as follows: 1.Employer understands that E-Verify is the federal E-Verify program operated by the United States Department of Homeland Security and other federal agencies, or any successor or equivalent program used to verify the work authorization of newly hired employees pursuant to federal law in accordance with NCGS §64-25(5). 2.Employer understands that Employers Must Use E-Verify. Each employer, after hiring an employee to work in the United States, shall verify the work authorization of the employee through E-Verify in accordance with NCGS§64-26(a). 3.Employer is a person, business entity, or other organization that transacts business in this State and that employs 25 or more employees in this State. (mark Yes or No) a.YES _____, or b.NO _____ 4.Employer's subcontractors comply with E-Verify, and if Employer is the winning bidder on this project Employer will ensure compliance with E-Verify by any subcontractors subsequently hired by Employer. This ____ day of _______________, 20__. Signature of Affiant Print or Type Name: _________________________ State of North Carolina, _________ County Signed and sworn to (or affirmed) before me, this the _____ day of ________________, 20__. My Commission Expires: Notary Public (Affix Official/Notarial Seal) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ORANGE COUNTY NONDISCRIMINATION CERTIFICATION The undersigned bidder or proposer hereby certifies and agrees that the following information is correct: 1.In preparing its enclosed bid or proposal, the undersigned bidder or proposer has considered all bids and proposals submitted from qualified, potential subcontractors and suppliers, and has not engaged in discrimination as defined in Section 12-52 of the Orange County Non-discrimination Ordinance. 2.Without limiting any other remedies that Orange County may have for a false certification, it is understood and agreed that, if this certification is false, such false certification will constitute grounds for Orange County to reject the bid or proposal submitted with this certification, and terminate any contract awarded based on such bid or proposal. It shall also subject the bidder or proposer to disqualification from participating in county contracts or bid processes for up to two years. 3.As a condition of contracting with Orange County, the undersigned bidder or proposer agrees to promptly provide to Orange County all information and documentation that may be requested by Orange County from time to time regarding the solicitation and selection of suppliers and subcontractors in connection with this solicitation process. Failure to maintain or failure to provide such information constitutes grounds for Orange County to reject the bid or proposal and to terminate, without penalty to Orange County, any contract awarded on such bid or proposal. All such information and documentation shall be maintained for a period of three years after the expiration of the contract. 4.As part of its bid or proposal, the undersigned bidder or proposer shall provide to Orange County a list of all instances within the past ten years where a complaint was filed or pending against bidder or proposer in a legal or administrative proceeding alleging that bidder or proposer discriminated against its subcontractors, vendors, suppliers, or commercial customers, and a description of the status or resolution of that complaint, including any remedial action taken. 5.As a condition of submitting a bid or proposal to Orange County the undersigned bidder or proposer agrees to comply with the Orange County Non-discrimination Ordinance. Falsification of this certification shall constitute a violation of the Orange Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE County Non-Discrimination Ordinance and shall be grounds for rejection of the bid or proposal or termination of an existing contract, without fault or further obligation to Orange County. 6.As a condition of submitting a bid or proposal to Orange County the undersigned bidder or proposer agrees that Orange County may consider the information submitted as part of this certification in its determination of the responsibility of the undersigned bidder or proposer. The undersigned bidder or proposer, as the case may be, waives the right to challenge the rejection of a bid or proposal when such rejection is based, in its entirety, on information submitted as part of this certification. The bidder or proposer certifies the undersigned has full authority to sign on its behalf. By:________________________________________ ___________________________________________ Printed Name and Title On behalf of _________________________________ ___________________________________________ Company or Corporate name Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Supplemental Vendor Information: HISTORICALLY UNDERUTILIZED BUSINESSES Company Name: ____________________________________________________ Date: _________ Historically Underutilized Businesses (HUBs) consist of minority, women and disabled business firms that are at least fifty-one percent owned and operated by an individual(s) of the categories. Also included in this category are disabled business enterprises and non-profit work centers for the blind and severely disabled. Pursuant to G.S. 143B-1361(a), 143-48 and 143-128.4, the County invites and encourages participation in this procurement process by businesses owned by minorities, women, disabled, disabled business enterprises and non-profit work centers for the blind and severely disabled. This includes utilizing subcontractors to perform the required functions in this RFP/RFQ. For questions concerning NC HUB certification, contact the North Carolina Office of Historically Underutilized Businesses at (919) 807- 2330. The Vendor shall respond to question #1 and #2 below. 1)Is Vendor a Historically Underutilized Business? Yes No 2)Is Vendor Certified with North Carolina as a Historically Underutilized Business? Yes No If so, state HUB classification: ____________________________________________________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT A MANAGEMENT SERVICES During the Term, Manager will be responsible for all aspects of oversight for the staffing, marketing, maintenance, event management, sponsorship and advertising sales, and day- to-day operations of the Owner's Facility. In addition to all other obligations, responsibilities, and requirements of this Agreement the Manager shall have the following specific responsibilities: 1. Manager shall provide a full-time on-site General Manager and other employees as required to meet the operational needs of the Facility, within the budgeted percentage of labor. 2. Manager will produce an a nnual plan pursuant to Section 8.13. In the event Owner disapproves the annual plan, revised plans hereunder, and Manager and Owner fail to reach an agreement on a new annual plan within ninety (90) days of such disapproval, either party may terminate this agreement by providing the other party with written notice sixty (60) days prior to the date such party intends to terminate. Owner and the Manager agree to use good faith efforts to resolve any differences in opinion regarding the annual plan and any portion thereof so that agreement on the annual plan can be reached as soon as possible after the date Manager first submits the revised annual plan for such year to the Owner. 3. The Manager shall present the then current staffing, the incentive bonus plan for employees, and all salaries and payments to employees through the Disbursement Account in the Annual Operations Budget. It is understood by all parties that reductions and additions to various positions may be made at Manager's discretion throughout the year due to business tempo, trends, opportunities, and budget requirements. If a change is recommended that will require expense above the budgeted labor percentage, the change will be submitted for Owner 's review and approval by Owner via reforecast and revised annual plan or budget. 4. The Manager agrees to develop, install, and maintain reasonably appropriate accounting, operating, and administrative controls governing the financial aspects of the Facility, such controls to be consistent with generally accepted accounting principles in the U.S and the Facility financial policy described in Exhibit C. 5. The Manager shall establish, in the Facility’s name, at a banking institution or institutions subject to the approval of Owner, the Operating Account and Disbursement Account as provided in this Agreement. 6. Subject to the Manager's written notices to Owner as herein, Owner acknowledges that it is solely responsible for all Operating Expenses and capital expenditures required for or on behalf of the Facility provided that such Operating Expenses and capital expenditures are made in accordance with the terms of this Agreement. 7. Administer relationships with all subcontractors, concessionaires, and all other Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE contracting parties to pre-existing agreements, assume responsibility for any and all negotiations, renewals, and extensions relating to any pre-existing agreements, and enforce any such pre-existing agreements. 8. Negotiate, execute in its own name, deliver and administer any and all licenses, occupancy agreements, rental agreements, booking commitments, advertising agreements, concession agreements, supplier agreements, service contracts (including without limitation, contracts for cleaning decorating and set-up, snow removal, general maintenance and maintenance and inspection of all systems, elevators, equipment, fire control panel and other safety equipment, staffing and personnel needs, and other services which are necessary or appropriate) and all other contracts and agreements in connection with the management, promotion and operation of the Facility, provided that if any such license, agreement, commitment, or contract other than those involving the license, lease, or rental of the Facility in the ordinary course has a term that extends beyond the remaining Term, such license, agreement, commitment or contract shall be approved and executed by the Owner, (which approval shall not be unreasonably withheld) provided however, that in the event that Manager desires to propose additional services by Manager, Manager shall present all such proposals to the Owner for its approval. 9. To the extent Operating Revenues or funds supplied by the Owner are made available therefor, maintain the Facility, provided that the Owner shall be responsible for undertaking all Capital Improvements and Capital Equipment purchases as provided herein. 10. To the extent Operating Revenues or funds supplied by the Owner are made available therefor, rent, lease, or purchase all equipment and maintenance supplies necessary or appropriate for the operating and maintenance of the Facility, provided that the Owner shall be responsible for undertaking all Capital Improvements and Capital Equipment purchases as provided herein and Regulatory Approvals related thereto. 11. Establish and adjust membership fees and user fees consistent with the Facility Policy Manual, prices, rates, and rate schedules for the aforesaid licenses, agreements, and contracts and any other commitments relating to the Facility to be negotiated by Manager in the course of its management, operation, and promotion of the Facility. In determining such fees, prices, and rate schedules, Manager shall evaluate comparable charges for similar goods and services at similar and competing facilities and shall consult with the Owner about any adjustments to the fees, prices, and rate schedules at the Facility to be made by Manager. Manager shall ensure membership and user fees for Owner’s employees remain discounted at similar rates and percentages has have been historically maintained at the Facility. Such discounts shall be reflected and further described in the Facility Policy Manual. 12. To the extent that Operating Revenues or funds supplied by the Owner are made available therefor, pay, when due, all Operating Expenses from accounts established as provided herein. 13. After consultation with the Owner, institute or defend, at reasonable expense Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE of the Owner, with counsel agreed to by both parties, such legal actions or proceedings as Manager may deem necessary or appropriate in connection with the operation of the Facility, including, without limitation, to collect charges, rents, or other revenues due or to cancel, terminate, or sue for damages under, any license, use, advertisement, or concession agreement for the breach thereof or default thereunder by any licensee, user, advertiser, or concessionaire at the Facility. Owner must agree to any such legal actions or proceedings in writing. 14. In consultation with the Owner, shall operate the Facility using any and all reasonable energy conservation devices, techniques and policies. 15. The Owner will provide to the Facility such recycling services as it provides to other Orange County buildings for use by Manager for recyclable materials generated at the Facility. Manager agrees to operate the Facility in conformance with Orange County's recycling policies and procedures as communicated by the Owner. 16. Maintain a master set of all booking records and schedules for the Facility. 17. Provide day-to-day administrative services in support of its management activities pursuant to approved budgets and annual plans described herein, including, but not limited to, the acquisition of services, equipment, supplies and facilities, internal budgeting and accounting, maintenance and property management, personnel management, record- keeping, collections and billing, and similar services. 18. Engage in such advertising, solicitation, and promotional activities as Manager deems necessary or appropriate to develop the potential of the Facility and the cultivation of broad community support (including without limitation selling advertising inventory and securing product rights for the Facility). Manager shall work with the Orange County Economic Development Commission and such Visitor's Bureau, Chamber of Commerce, alliance of business groups and government groups as designated by Owner to market the Facility for conventions, trade shows and public entertainment shows. In connection with its activities under this Agreement, including without limitation advertising relating to the Facility, Manager shall be permitted to use the terms "Orange County Sportsplex" and logos for such names in its advertising, subject to the approval of the Owner. 19. Market and secure new Commercial Rights sales for the Facility. 20. As set forth herein, submit all budgets, annual plans, financial reports, and other reports detailing Manager's activities regarding the Facility to the Owner in a timely manner. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE SPORTSPLEX MANAGEMENT AGREEMENT between ORANGE COUNTY and ____________________________________ Dated: , 2025 EXHIBIT B Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE FACILITY MANAGEMENT AGREEMENT THIS FACILITY MANAGEMENT AGREEMENT (the "Agreement") is made and entered into this _____ day of 2025 (the "Effective Date"), by and between Orange County, a political subdivision of the State of North Carolina, (the “Owner”) and __________________, a _________________ (the “Manager”). RECITALS WHEREAS, Owner owns the infrastructure, buildings, parking, lighting, sports playing surfaces, sports equipment, and all other hard assets associated with the athletic facility as the same exist now or may exist in the future including improvements related thereto specifically located at 101 Meadowlands Drive, Hillsborough, North Carolina 27278, as the same exist now or may exist in the future, known as the “Orange County Sportsplex” or any other name(s) that may be identified in the future (hereinafter the "Facility"); WHEREAS, Manager has expertise in providing management services for multi- purpose athletic facilities throughout the United States; WHEREAS, Owner and Manager desire for _________________ to operate and manage the Facility subject to the terms and conditions set forth herein; NOW THEREFORE, in consideration of the promises and covenants herein contained and other good and valuable consideration, the receipt of which is hereby acknowledged, Owner and Manager agree as follows: ARTICLE 1 DEFINITIONS 1.1. Definitions. For purposes of this Agreement, the following terms have the meanings referred to in this Section: Affiliate: A person or company that directly or indirectly, through one or more intermediaries, controls or is controlled by, or is under common control with, a specified person or company. Agreement: The "Agreement" shall mean this Agreement, together with all exhibits attached hereto (each of which are incorporated herein as an integral part of this Agreement), as amended, supplemented or restated from time to time. Approved Budgets: The “Approved Budgets” consist of the annual operating budget of the Facility and the annual cash flow budget of the Facility. Base Management Fee: The "Base Management Fee” shall have the meaning ascribed to such term in Exhibit B. Capital Expenditures: All expenditures for building additions, alterations, repairs or improvements (“Capital Improvements”) where the cost of such expenditure is greater than Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Twenty Thousand Dollars ($20,000.00) per project and for purchases of additional or replacement FF&E, (“Capital Equipment”), where the cost of such expenditure is greater than Five Thousand Dollars ($5,000.00) and the depreciable life of the applicable item is, according to generally accepted accounting principles in the U.S., in excess of five (5) years. Concession Revenue: All revenue accounted for through the sale of food and beverage or food and beverage vendor contracts. Sponsorships, commissions and rebates provided from vendors are not included as concession revenue. These items will be accounted for as Commercial Rights. Commercial Rights: Naming rights, pouring rights, advertising, sponsorships, the branding of food and beverage products for resale and memorial gifts at or with respect to the Facility. Disbursement Account: A separate account in the name of Manager at a licensed bank through which all Facility staff and other personnel employed by Manager (including related payroll taxes), or engaged by Manager as independent contractors, are paid. Early Termination Fee: The term "Early Termination Fee" shall have the meaning ascribed to such term in Section 4.3(a) of this Agreement. Effective Date: "Effective Date" shall have the meaning ascribed to such term in the preamble of this Agreement. Emergency Repair: The repair of a condition which, if not performed immediately, creates an imminent danger to persons or property or an unsafe condition at the Facility threatening persons or property. Event of Force Majeure: An act of God, fire, earthquake, hurricane, flood, riot, civil commotion, terrorist act, terrorist threat, storm, washout, wind, lightning, landslide, explosion, epidemic or pandemic, inability to obtain materials or supplies, accident to machinery or equipment, any law, ordinance, rule, regulation, or order of any public or military authority stemming from the existence of economic or energy controls, hostilities or war, a labor dispute which results in a strike or work stoppage affecting the Facility or services described in this Agreement, or any other cause or occurrence outside the reasonable control of the party claiming an inability to perform and which by the exercise of due diligence could not be reasonably prevented or overcome. Existing Contracts: Service Contracts, Revenue Generating Contracts, and other agreements relating to the day-to-day operation of the Facility existing as of the Effective Date. Facility: The "Facility" shall have the meaning ascribed to such term in the Recitals to this Agreement. Facility Policy Manual: The Owner-approved policy manual provided by Manager to the Owner, and updated from time to time, containing certain operating and employment Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE policies customarily utilized by Manager in connection with the management of a public facility such as the Facility. The Facility Policy Manual shall at all times and in all iterations be in compliance with the terms of this Agreement. FF&E: Furniture, fixtures, and equipment to be procured for use at the Facility. Fiscal Year: Each twelve (12) month period during the Term, commencing on July 1 and ending on June 30. General Manager: The employee of Manager acting as the full-time on-site general manager of the Facility. Laws: Means all applicable laws, statutes, rules, regulations, and ordinances. Manager: The term "Manager" shall have the meaning ascribed to such term in the first paragraph to this Agreement. Operating Account(s): A depository account into which revenues are deposited and a disbursement account through with expenses are paid. Separate interest-bearing account(s) in the name of the Owner at a licensed bank, to be designated by the Owner, where Revenue is deposited and from which Operating Expenses are paid. Operating Budget: A line-item budget for the Facility that includes a projection of Revenues and Operating Expenses, approved on an annual basis and reviewed on a monthly basis. Operating Expenses: All expenses incurred by Manager in connection with its operation, promotion, maintenance and management of the Facility, including but not limited to the following: (i) employee payroll, bonuses and benefits (including payments to any national benefit system, relocation costs, termination costs (including severance costs and payments in lieu of termination), and related costs, (ii) cost of operating supplies, including general office supplies, (iii) advertising, marketing, group sales, and public relations costs, (iv) cleaning expenses, (v) data processing costs, (vi) dues, subscriptions and membership costs, (vii) the Base Management Fee, (viii) printing and stationery costs, (ix) postage and freight costs, (x) equipment rental costs, (xi) minor repairs, maintenance, and equipment servicing, not including expenses relating to performing capital improvements or repairs, (xii) security expenses, (xiii) telephone and communication charges, (xiv) Taxes, (xv) cost of employee uniforms and identification, (xvi) exterminator and trash removal costs, if applicable (xvii) computer, software, hardware and training costs, (xix) utility expenses, (xx) office expenses, (xxi) audit and accounting fees, if pre-approved by Owner, (xxii) loss, costs, damage, liability and any other obligations arising under or incurred under Service Contracts and other agreements relating to Facility operations, (xxiii) all bond and insurance costs, including but not limited to personal property, general liability, professional liability and worker's compensation insurance, (xxiv) commissions and all other fees payable to third parties (e.g. commissions relating to food, beverage and merchandise concessions services and Commercial Rights sales), (xxv) cost of complying Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE with any Laws, (xxvi) costs incurred by Manager to settle or defend any claims asserted against Manager arising out of its operations at the Facility on behalf of Owner. Upon the satisfaction of the foregoing Operating Expenses, the Owner may direct surplus Operating Expenses toward the costs of Capital Improvements and Capital Equipment, Facility debt service, and indirect and overhead costs of administrative services provided by the Owner. The term Operating Expenses does not include litigation costs and fees, attorneys’ fees, or litigation damages. Operating Revenues: Any and all revenues of any kind or nature derived from owning, operating, managing, and promoting the Facility, including, but not limited to: license, lease, and Concession Revenue and rentals, revenues from memberships and Facility user fees, revenues from merchandise sales, advertising and sponsorship sales and renewals, event sponsorship revenues, equipment rentals, utility revenues, box office revenues, ticket surcharges, ticket service fees, parking revenues, food services and concession revenues (however, if such revenues are collected in the first instance by and retained by the concessionaire, only the amount of such revenues paid by the concessionaire to the Facility shall be included as Operating Revenues), commissions or other revenues from decoration and set-up, security and other subcontractors (however if such revenues are collected in the first instance by and retained by such subcontractors, only the amount of such revenues paid by such contractors to the Facility shall be included as Operating Revenues ), miscellaneous operating revenues, revenues generated from separate agreements with Manager Affiliates pertaining to the Facility, and interest revenues, all as determined in accordance with generally accepted accounting principles and recognized on a full accrual/cash basis. The parties acknowledge that revenues from the sale of tickets for events at the Facility are not Operating Revenues, but are instead revenues of the promoter or performer of each such event. To the extent that Manager collects such ticket sale revenue on behalf of such promoter or performer, such ticket sale revenue shall be the source of funds from which Manager collects the rental charges and other event reimbursements due by such promoter or performer for use of the Facility, which charges and reimbursements are Operating Revenues hereunder. Operations Manual: The document developed by Manager, in consultation with Owner, which shall contain terms regarding the management and operation of the Facility including detailed policies and procedures to be implemented in operating the Facility, as agreed upon by both the Owner and the Manager. Owner: The term "Owner" shall have the meaning ascribed to such term in the first paragraph to this Agreement. Regulatory Approvals: All applicable governmental or regulatory approvals, authorizations, consents, licenses, or permits. Service Contracts: Agreements for services to be provided in connection with the operation of the Facility, including without limitation agreements for consulting services, ticketing, web development and maintenance, computer support services, FF&E Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE purchasing services, engineering services, electricity, steam, gas, fuel, general maintenance, HVAC maintenance, telephone, staffing personnel including guards, ushers and ticket-takers, extermination, elevators, stage equipment, fire control panel and other safety equipment, snow removal and other services which are deemed by Manager to be either necessary or useful in operating the Facility. Taxes: Any and all governmental assessments, franchise fees, excises, license and permit fees, levies, charges, and taxes, of every kind and nature whatsoever, which at any time during the Term may be assessed, levied, or imposed on, or become due and payable out of or in respect of, (i) activities conducted on behalf of the Owner at the Facility, including without limitation the sale of concessions, the sale of tickets, and the performance of events (such as any applicable sales and admissions taxes, use taxes, excise taxes, occupancy taxes, employment taxes, and withholding taxes), or (ii) any payments received from any holders of a leasehold interest or license in or to the Facility, from any guests, or from any others using or occupying all or any part of the Facility. Term: "Term" shall have the meaning ascribed to such term in Section 4.1 of this Agreement. Tournament Revenue: All revenue negotiated as part of a tournament or facility rental agreement, accounted for through a self-operated tournament, or other vendor contracts associated with the tournament. ARTICLE 2 SCOPE OF SERVICES 2.1 Engagement. (a) Owner hereby engages Manager during the Term to act as the sole and exclusive manager and operator of the Facility, subject to and as more fully described in this Agreement, and, in connection therewith, to perform the services described herein and in Exhibits A and B attached hereto. (b) Manager hereby accepts such engagement, and shall perform the services described herein, subject to the limitations expressly set forth in this Agreement. 2.2 Limitations on Manager's Duties. Manager's obligations under this Agreement are contingent upon and subject to the Owner making available, in a timely fashion, the funds budgeted for or reasonably required by Manager to carry out such obligations during the Term. Manager shall not be considered to be in breach or default of this Agreement and shall have no liability to the Owner or any other party if Manager does not perform any of its obligations hereunder due to failure by the Owner to timely provide such funds. ARTICLE 3 C OMPENSATION Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 3.1 Management Fees. In consideration of Manager's performance of its services hereunder, Owner shall pay Manager those payments as further set forth in Exhibit B attached hereto. ARTICLE 4 TERM; TERMINATION; SUSPENSION 4.1 Term. The Term of this Agreement shall begin on the Effective Date and, unless sooner terminated pursuant to the provisions of Section 4.2 below, shall expire on June 30 of the second full operating year of this agreement. Both parties may mutually agree to extend this Agreement for additional five-year terms. Notwithstanding anything to the contrary herein, Owner’s engagement of Manager as provided herein and Manager’s acceptance of such engagement are each expressly subject to and conditioned upon Manager’s presentation of a draft Pro Forma, and Owner’s approval of a the draft Pro Forma, within sixty (60) days of the execution of this Agreement. If Owner does not approve Manager’s draft budget, this Agreement shall be null and void and Manager shall retain the first two months fees paid to it, as full compensation for its consulting services in preparing the draft Pro Forma. 4.2 Early Termination. This Agreement may be terminated by Owner or Manager, with or without cause, at any time by providing the other party with written notice on or before the date such terminating party wishes to terminate this Agreement (the "Termination Date"). (a) For Owner’s Convenience: Owner shall have the right to terminate this Agreement for any reason or no reason subject to section 4.3 below. (b) For Manager’s Convenience: Manager shall have the right to terminate this Agreement for any reason or no reason upon twelve (12) months’ notice to Owner. (c) For Cause by Owner: Owner shall have the right to terminate this Agreement for Cause at any time. Upon termination by Owner for cause, Manager shall promptly vacate the Facility and no Early Termination Fee or other compensation, damages or lost profits related to early termination shall be due or payable to Manager. Cause for termination shall include, but not be limited to, Manager’s failure to cure the breach of any material provision in this Agreement within twenty (20) days after receipt of written notice to cure from Owner detailing that breach; except that in the event that a cure is not objectively possible within twenty (20) days after that notice, Owner shall not be entitled to terminate for cause where Manager shall commence to cure the noticed breach as fully as possible within that twenty (20) day period and thereafter diligently and continuously pursue that cure to a successful completion within sixty (60) days after that notice. (d) For Cause by Manager: Manager shall have the right to terminate this Agreement for Cause at any time. Upon termination for cause by Manager shall be contingent upon Manager promptly vacating the Facility and taking nothing of value from Owner without owner’s written permission. Manager expressly waives any possessory lien Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE rights or right of set-off it might have against any of Owner’s property or assets. Cause for termination shall include, but not be limited to, Owner’s (i) repeated failure to timely pay into the Operating Account budgeted Owner contributions; (ii) Owner’s failure to cure the breach of any material provision in this Agreement within twenty (20) days after receipt of written notice to cure from Manager detailing that breach; except that in the event that a cure is not objectively possible within twenty (20) days after that notice, Manager shall not be entitled to terminate for cause where Owner shall commence to cure the noticed breach as fully as possible within that twenty (20) day period and thereafter diligently and continuously pursue that cure to a successful completion within sixty (60) days after that notice. 4.3 Effect of Early Termination. (a) Upon termination by the Owner for any reason other than for "Cause" due to Manager's breach of any material provision herein, without cure by Manager following the process set out above, Owner shall pay to Manager a termination fee (the "Early Termination Fee") on the Termination Date that is equal to the greater of: (i) the trailing one (1) months' fees due to Manager hereunder or (ii) the average monthly payment due to Manager during the Term. In the Event that Owner terminates this Agreement, Owner shall have the right to request that Manager vacate the Facility and cease all management activities related to the Facility, in which case Owner shall pay Manager the Early Termination Fee as set forth above. Should Manager fail to vacate the Facility within three (3) days of Owner’s request the Early Termination Fee set out herein shall be forfeited by the Manager and Owner shall be released from any further responsibility related to such Early Termination Fee. (b) Upon termination or expiration of this Agreement for any reason, (i) Manager shall promptly discontinue the performance of all services hereunder, (ii) the Owner shall promptly pay Manager all fees due Manager up to the date of termination or expiration (subject to proration if the Term ends other than at the end of the Fiscal Year), (iii) Manager shall make available to the Owner all data, electronic files, documents, procedures, reports, estimates, summaries, and other such information and materials with respect to the Facility as may have been accumulated by Manager in performing its obligations hereunder, whether completed or in process, (iv) Manager shall, in a commercially reasonable manner, cooperate and assist Owner in the transition of management to the successor Facility manager, and (v) Manager shall transfer to Owner all funds in all Operating Accounts. (c) Without any further action on part of Manager or Owner, the Owner shall, or shall cause the successor Facility manager to, assume all obligations arising after the date of such termination or expiration, under any Service Contracts, Revenue Generating Contracts, booking commitments and any other Facility agreements entered into by Manager in furtherance of its duties hereunder. Notwithstanding the foregoing, Manager is under no duty to provide certain proprietary confidential materials or intellectual property to the Owner, including but not limited to national benchmarking formulas, key Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE performance indicators reports, employee manuals, employee training materials, employee performance evaluations, financial forecasting formulas, Manager's internal databases or contact lists (this does not include member data and lists), Manager's operations manuals, or other intellectual property developed by and maintained by the Manager and which it may use in its regular course of business to provide services to clients similar to Owner. Any obligations of the parties that are specifically intended to survive expiration or termination of this Agreement shall survive expiration or termination hereof. 4.4 Suspension. Owner may suspend any portion of this Agreement at any time for Owner’s convenience and without penalty to Owner upon three (3) days’ notice to Manager. Upon any suspension by Owner, Manager shall discontinue the activities related to the suspended portion and shall not resume such activities until notified to proceed by Owner. Each such suspension shall not exceed fifteen (15) consecutive calendar days. 4.5 Subsequent Contract. If the Owner intends, upon termination or expiration of the Term, to continue to provide management at the Facility through a private provider and this Agreement has not been terminated upon a default by Manager then the Owner may, during the final year of the Term (unless the parties mutually agree to renew as provided herein), negotiate and discuss in good faith a new contract or arrangement with Manager for the provision of such services following the completion of such term. The Owner’s option to negotiate with Manager is not intended to guarantee any contract rights for a future contract with Manager or any specific terms of a new contract. The Owner may contract with Manager or extend a contract with Manager in its sole and absolute discretion. Should Owner elect to negotiate with a different private provider for management services at the Facility the Manager shall in good faith cooperate with Owner in such negotiations through the timely provision of documentation and information to Owner and shall fully cooperate with any such subsequent private party manager in transitioning management of the Facility to the new manager. ARTICLE 5 OWNERSHIP; MANAGEMENT; AND USE OF THE FACILITY 5.1 Ownership of Facility, Data, Equipment, and Materials. The Owner will at all times retain ownership of the Facility, including but not limited to real estate, technical equipment, furniture, displays, fixtures and similar property, including improvements made during the Term, at the Facility. Any data, equipment or materials furnished by Owner to Manager or acquired by Manager as an Operating Expense shall remain the property of Owner and shall be returned to Owner when no longer needed by Manager to perform under this Agreement. Notwithstanding the above, Owner shall not have the right to use any third- party software licensed by Manager for general use by Manager at the Facility and other facilities managed by Manager, the licensing fee for which is proportionately allocated and charged to the Facility as an Operating Expense; such software may be retained by Manager upon expiration or termination hereof. 5.2 Management of the Facility. Subject to the terms of this Agreement, Manager Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE shall be the sole and exclusive manager to manage, operate, maintain, and promote the Facility during the Term and any extension thereof. In such capacity, Manager shall have exclusive authority over the day-to-day operation of the Facility and all activities therein except as otherwise provided for herein. Manager’s specific services to be provided to Owner are those services set out in Exhibit A hereto. 5.3 Approval of the Owner. To the extent that the approval of the Owner is required under the terms of this Agreement, such approval must be in writing. Except for those amendments and approvals hereto that specifically require consideration by the Orange County Commissioners, Owner shall designate an officer who shall be authorized to approve such other approvals on behalf of the Owner. 5.4 Standards of Measurement of Manager’s Performance. The Owner is entering into this Agreement in part based upon Manager’s stated expertise and experience in managing and promoting other facilities similar in nature to the Facility and that Manager will utilize all of its good faith commercially reasonable efforts to manage the Facility in a first-class, high-quality, fiscally responsible manner and in the Owner’s best interest. It is the intention of the parties hereto that Manager will use its good faith commercially reasonable efforts to accomplish the following performance goals in its management of the Facility: (a) As an enterprise fund, Manager shall generate sufficient Operating Revenue to cover Operating Costs; (b) Operating Revenue shall provide Debt Service Coverage of 1.25X as part of the Budget formulation and Audited results; (c) Improving the quality of operations and programming at the Facility; (d) Operating the Facility in a manner that promotes the Guiding Principles contained in the Owner’s Strategic Plan. 5.5 Right of Use by Manager. The Owner hereby gives Manager the right and license to use the Facility for the Term, and Manager accepts such right of use, for the purpose of performing the services herein specified, including the operation and maintenance of all physical and mechanical facilities necessary for, and related to, the operation, maintenance and management of the Facility. The Owner shall provide Manager with a sufficient amount of suitable office space in the Facility (exact office space to be mutually agreed by the parties) to enable Manager to perform its obligations under this Agreement. In addition, the Owner shall make available to Manager, at no cost, parking spaces adjacent to the Facility for all of Manager's full-time employees and for the Facility’s event staff. 5.6 Right of Use of Staff by Manager. Manager shall have the right to utilize its Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE employees as needed to support manager’s organization as a whole, including but not limited to travel for training and temporary staffing coverage. Manager shall have the right to utilize the Facility to host events for its employees from time to time for the purpose of learning and development, at no cost to the operational budget other than that incurred by the staff who are regularly stationed at the Facility. However, any such utilization of the facility shall not inhibit or impair use of the Facility by Orange County residents. 5.7 Observance of Agreements and Policies. The Owner agrees to pay, keep, observe, and perform all payments, terms, covenants, conditions, and obligations under any agreements, leases, bonds, debentures, loans and other financing and security agreements to which the Owner is bound in connection with its ownership of the Facility subject to annual appropriations. The Manager agrees to pay, keep, observe, and perform all payments, terms, covenants, conditions, and obligations under any agreements, leases, bonds, debentures, loans and other financing and security agreements to which Manager is bound in connection with management of the Facility. Further the Manager shall follow all policies and guidelines of the Owner existing at the time of the Effective Date or that may be adopted hereafter (described in Exhibit C), as such policies and guidelines may from time to time be amended, provided the Owner notifies the Manager in writing that such policies and guidelines are applicable to the Facility including, without limitation, any methodology pertaining to the allocation of any costs and expenses by the Owner to the Facility as permitted herein. Upon notification of the applicability of a policy it is Manager’s responsibility to remain knowledgeable and informed regarding such policy and all amendments thereto. Exhibit C may be amended without formal amendment of this Agreement through Owner’s written notice to Manager via electronic mail. Upon receipt of such notice Manager should respond and acknowledge the amendment and applicability of such policy to the Facility and management thereof. Should Manager fail to respond to the notice and acknowledge the amendment, such amendment to Exhibit C shall become effective three (3) calendar days after the date the notice is sent. ARTICLE 6 PERSONNEL 6.1 Generally. All Facility staff and other personnel shall be engaged or hired by Manager in its sole discretion, and shall be employees, agents, or independent contractors of Manager, and not of the Owner. Manager shall select employees in its sole discretion subject to the Non-Discrimination Policy and Living Wage Policy of Orange County. Manager agrees to use reasonable and prudent judgment in the selection and supervision of such personnel. Owner specifically agrees that Manager shall be entitled to pay its employees, as an Operating Expense, bonuses and benefits in accordance with Manager's then current employee manual, which may be modified by Manager from time to time in its sole discretion. 6.2 General Manager and Management-Level Employees. Personnel engaged by Manager will include a full-time on-site General Manager and other Management-Level Employees. The General Manager will have general supervisory Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE responsibility for Manager and will be responsible for day-to-day operations of the Facility, supervision of employees, and management and coordination of all activities associated with events taking place at the Facility. 6.3 Post-Termination Employment. In the event of termination, or in any case where Owner, or its affiliated departments or entities, or any successor manager, expresses an interest in hiring any of Manager’s non-management level employees who were not Owner’s employees on the Effective Date of this Agreement, Manager may not deny such a request so long as the Manager's employee does not retain or share with Owner the Manager's intellectual property material in any such future employment with Owner. This provision shall also apply to management level employees as it relates to Owner. ARTICLE 7 PROCEDURE FOR HANDLING INCOME 7.1 Operating Account(s). Except as otherwise agreed to by the parties in writing all Revenue derived from operation of the Facility shall be deposited by Manager into the Operating Account(s) as soon as practicable upon receipt (but not less often than once each business day). The specific procedures (and authorized individuals) for making deposits to and withdrawals from such account shall be set forth in the Facility Policy Manual, but the parties specifically agree that Manager shall have authority to sign checks and make withdrawals from such account, subject to the limitation contained in this Agreement, without needing to obtain the co-signature of Owner. The Owner shall have access and visibility to all accounts owned by the Manager related to the Facility. ARTICLE 8 FUNDING; AUDITS; REPORTS 8.1 Source of Funding. Manager shall pay all items of expense for the operation, maintenance, supervision and management of the Facility from the funds in the Operating Account, which Manager may access periodically for this purpose. The Operating Account shall be funded with amounts generated by operation of the Facility (as described in Article 7 above), or otherwise made available by the Owner subject to annual appropriations. To ensure sufficient funds are available in the Operating Account, Owner will deposit in the Operating Account, on or before the Effective Date, the budgeted or otherwise approved expenses for the month beginning on the Effective Date. The Owner shall thereafter, on or before the first (1st) day of each succeeding month following the Effective Date, deposit (or allow to remain) in the Operating Account the budgeted or otherwise approved expenses for each such month. Manager shall have no liability to the Owner or any third party in the event Manager is unable to perform its obligations hereunder, or under any third-party contract entered into pursuant to the terms hereof, due to the fact that sufficient funds are not made available to Manager to pay such expenses in a timely manner. 8.2 Advancement of Funds. Under no circumstances shall Manager be required to pay for or advance any of its own funds to pay for any Operating Expenses. In the Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE event that, notwithstanding the foregoing, Manager agrees to advance its own funds to pay Operating Expenses, Owner shall promptly reimburse Manager for the full amount of such reasonably advanced funds. Owner will also fund an amount to be included in the budget, that will be accounted for as Owner’s asset, to be used as operating funds and working capital. The “working capital” will be the baseline account balance for the Operating Account and Owner will contribute funds as needed to maintain that minimum of amount in the Operating Account. 8.3 Operating Funds. (a) Except as otherwise set forth herein, following the approval of the annual operating budget for a Fiscal Year (including, without limitation, any annual operating budget applicable to the first Fiscal Year during the term hereof), the Owner shall make available to Manager all funds necessary to pay all approved expenses pursuant to the approved budgeted Operating Expenses incurred or accrued in such Fiscal Year, to the extent Operating Revenues do not equal or exceed Operating Expenses. On or before January 31st of the Fiscal Year Owner and Manager shall conduct a mid-year review to examine Operating Revenues and Operating Expenses in order to determine whether and to what extent operation of the Facility will result in an operating deficit. (b) The Manager shall operate the Facility within the approved Operating Budget and subject to the Facility financial policy established by the Owner as described in Exhibit C. (c) If the Owner appropriates funds at (or reduces appropriated funds to) a level that, in Manager's reasonable, good faith judgment, renders the management of the Facility or any part of the Facility unsafe for use for its intended purpose, Manager shall provide its concerns in writing to the Owner within seven (7) days and (i) Manager and the Owner shall, as soon as practicable and in no event later than the date that Manager has identified as the last date beyond which Manager has determined that it is unsafe to operate the Facility or any part of the Facility (the date of which shall have been included in Manager's notice referenced immediately above), agree on the manner in which the Facility shall be operated or on the increased amount of funding necessary to render the operation of the Facility safe or (ii) Manager may terminate this Agreement pursuant to Section 4.2. In the event of a termination under this subsection and if Manager’s concerns are addressed within the twelve (12) month period provided for in Section 4.2, then Manager shall have the right to resume management of the Facility by giving written notice within thirty (30) days of the date such concerns are addressed, provided that this right to resume management shall expire if not exercised in writing within such thirty (30) day period. 8.4 Annual Budget; Cash Flow Budget. As part of the annual plan described herein, on or before one hundred twenty (120) days prior to the end of each Fiscal Year, the Manager will prepare a proposed annual operating budget for the next Fiscal Year to meet the scope of services and objectives under this Agreement. Such budget shall contain appropriate line items for revenues and expenses. The Manager shall prepare and submit to the Owner on or before one hundred twenty (120) days prior to the end of each Fiscal Year a proposed annual cash flow budget for the succeeding Fiscal Year. The annual budgets referred to above shall be reviewed and are subject to approval by the Owner. On or before the date of the Orange County Commissioners' last regularly scheduled meeting prior to the end of each Fiscal Year, the Owner shall notify the Manager of any changes to Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE the proposed annual operating budget and the proposed cash flow funding budget for the succeeding Fiscal Year proposed by Manager and with such changes, if any, as are made by the Owner. In the event that Manager agrees to such changes, which agreement shall not be unreasonably withheld, conditioned or delayed, such budgets may be approved by the Orange County Commissioners for the upcoming Fiscal Year and, if the parties cannot agree on Approved Budgets for the upcoming Fiscal Year, then the previous Fiscal Year's Approved Budgets shall be the Approved Budgets for such upcoming Fiscal Year until a new budget is agreed upon by the parties. 8.5 Budget Modifications Initiated by Manager. Manager may submit to the Owner at any time during the Owner’s annual budget amendment calendar, but in no event later than May 31st of any Fiscal Year, a supplemental or revised annual operating budget or cash flow budget for such Fiscal Year. Upon the approval of the Owner, the Approved Budgets shall be deemed amended to incorporate such supplemental or revised budget. The Approved Budgets may only be amended as set forth in this Article 8 except that Manager shall have the right to propose amendments to the Approved Budgets for approval by the Owner as may be necessary or appropriate as the result of the scheduling by Manager of additional programs and activities at the Facility (and the incurrence of additional Operating Expenses and Operating Revenue arising from the scheduling of additional programs and activities at the Facility) as long as prior to the scheduling of such activities, Manager had a reasonable good faith belief that the projected Operating Revenues are sufficient to pay for additional Operating Expenses. 8.6 Budget Modifications Initiated by the Owner. In the event that it appears reasonably likely, in any Fiscal Year during the term hereof, that the actual Net Operating Loss/Profit for such Fiscal Year will be larger or smaller as the case may be than projected in the annual operating budget for such Fiscal Year, the Owner may request from Manager a plan for reduction of Operating Expenses to a level consistent with the budgeted Net Operating Loss/Profit amount. Manager shall forthwith comply with any such expense reduction requested by the Owner, whether such reduction was included in Manager’s proposed plan for reduction or not, and the Approved Budgets for such Fiscal Year shall be modified accordingly, provided that if the Owner's requested reductions, in Manager's reasonable good faith judgment, could materially interfere, impede, or impair the ability of Manager to manage and operate the Facility, Manager shall have the right to terminate this Agreement pursuant to Section 4.2 (with the effect set forth in Section 4.3); and, provided further, Manager shall not be construed to have breached its obligations under this Agreement if such alleged breach has been directly caused by the reductions requested by the Owner, provided that the Owner has been first given reasonable prior written notice by Manager that such requested reduction is likely to result in interference, impediment, or impairment of the Manager’s ability to manage or operate the Facility and termination by Manager pursuant to this Section 8.6 is likely to result from such Owner’s requested reduction. 8.7 Operating Receipts and Disbursements. Manager shall establish and maintain, in one or more depositories designated by the Owner, one or more Operating Accounts for the promotion, operation and management of the Facility, in the name of the Owner, with Manager having signature authority in such employees of Manager as Manager shall reasonably determine provided such employees are properly bonded as specified herein. All revenues collected by Manager from the operation of or in any way related to the Facility shall be deposited into such accounts and Operating Expenses shall be paid by Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Manager from such accounts. All revenues collected by Manager arising from, related to or payable in connection with the Facility, including but not limited to revenues from membership fees, user fees, box office sales, facility or equipment rentals, utility rental agreements, food and beverage concessions, naming or pouring rights, licensing agreements, sales, marketing, leasing or other commissions, or any other source, are the sole property of the Owner, held in trust by Manager for the Owner for application as provided herein. Any amounts remaining in such accounts upon termination or expiration of this Agreement for any reason, after payment of all outstanding Operating Expenses, shall be the sole property of the Owner and shall be promptly paid by Manager to the Owner. 8.8 Ticket Sales Revenues. Manager shall hold in a separate interest-bearing account in a banking institution depository designated by the Owner any ticket sale revenues which it receives with respect to an event to be held at the Facility pending the completion of the event. Such monies are to be held for the protection of ticket purchasers, the Owner, and Manager, and to provide a source of funds, as required for such payments to performers and promoters and for such payments of Operating Expenses in connection with the presentation of events as may be required to be paid contemporaneously with the event. Following the satisfactory completion of the events, Manager shall deposit such ticket sales revenues into the appropriate Operating Account(s), established herein, and shall pay from the Operating Account all event expenses and provide the Owner with a full event settlement report along with, upon request of the Owner, copies of paid receipts from all vendors, promoters, performers, and other payees of any portion of the ticket sale revenues, and/or other details of such payments. Interest which accrues on amounts deposited in the Operating Account(s) referred to herein and the ticket account referred to above shall be considered Operating Revenues. Bank service charges, if any, on such account(s) shall be considered Operating Expenses. 8.9 Capital Improvements; Capital Equipment. The obligation to pay for, and authority to perform, direct, and supervise Capital Improvements and Capital Equipment purchases shall remain with the Owner. The annual plan submitted by Manager shall include Manager’s recommendation for Capital Improvements and Capital Equipment purchases to be accomplished during the Fiscal Year and shall be accompanied by an estimate of the cost of all such items and projects and a request that the Owner budget funds therefor. The Owner shall retain the sole discretion to determine whether and to what level to fund Capital Improvements and Capital Equipment purchases to the Facility. 8.10 Funding of Facility. The parties agree the Manager shall not be considered to have a funding obligation to fund the operation of the Facility in the event that the Owner cannot appropriate funds for its operation due to changes in Owner’s statutory authority or severe emergency financial conditions; provided, however, that this Agreement does not in any manner negate any payment obligations of Manager set forth in this Agreement. 8.11 Funds for Emergency Repairs. Manager shall have the right to act, with the consent of the Owner, in situations which Manager determines to be an emergency with respect to the safety, welfare, and protection of the general public, including spending and committing funds held in the Operating Account(s) of the Facility, even if such expenses are not budgeted, provided that use of such funds is directly related to addressing the immediate emergency condition only; provided however, Manager shall have no obligation under any circumstance to spend or commit funds other than funds then available in such accounts for any such purpose. Manager shall contact the Owner prior to taking such actions, and, Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE immediately following such action, Manager shall inform the Owner of the situation and the action(s) taken, and the Owner shall pay into such account(s) the amount of funds, if any, reasonably spent or committed by Manager pursuant to this section in excess of budgeted amounts. 8.12 Records and Audits. (a) Manager shall keep full and accurate accounting records relating to its activities at the Facility in accordance with generally accepted accounting principles in the U.S. Manager shall maintain a system of bookkeeping adequate for its operations hereunder and sufficient to allow the Owner to determine Manager’s compliance with this Agreement and the Facility's complete financial status and performance at any time. Manager shall adjust its accounting procedures upon request by the Owner to conform with any applicable requirements of state or federal law or with the reasonable recommendations of the Owner’s Chief Finance Officer or other financial advisors. Manager shall give the Owner's authorized representatives access to Managers financial and accounting books and records at any reasonable time. Manager shall keep and preserve for at least three (3) years following each Fiscal Year all sales slips, rental agreements, purchase orders, sales books, credit card invoices, records related to social payment apps or other electronic transactions, digital currency transactions, duplicate deposit slips, electronic or digital banking and account information, and other evidence of Operating Revenues and Operating Expenses for such period. In addition, on or before sixty (60) days following each Fiscal Year for which Manager is managing the Facility hereunder, Manager shall furnish to the Owner a balance sheet, a statement of profit or loss, and a statement of cash flows for the Facility for the preceding Fiscal Year, prepared in accordance with generally accepted accounting principles in the U.S. to be audited by the Owner's independent auditor or other independent auditor chosen by the Owner. The audit shall contain an opinion expressed by the independent auditor of the accuracy of financial records kept by Manager and of amounts due to the Owner. The audit shall also provide a certification of Operating Revenues and Operating Expenses as defined in this Agreement for such Fiscal Year. The costs of such audit shall be deemed Operating Expenses. (b) The Owner shall have the right at any time, and from time to time, to cause its independent auditor or another of Owner’s choosing to audit all of the books and records of Manager relating to Operating Revenues and Operating Expenses, including, without limitation, cash register tapes, credit card invoices, records of payment apps or other electronic transactions, duplicate deposit tapes, and invoices. No costs incurred by the Owner in conducting such audit shall be considered as Operating Expense. If any such audit demonstrates that the Operating Revenues or Operating Expenditures reflected in any financial statements prepared by Manager and audited as specified in the foregoing subparagraph (a) are understated (in the case of Operating Expenses) or overstated (in the case of Operating Revenues), in either case by more than five percent (5%), or that there were material inaccuracies or omissions of any other nature which appear to be intentional or grossly negligent by Manager, Manager shall pay to the Owner the reasonable cost of such audit. The Owner's right to have such an audit made with respect to any Fiscal Year shall expire upon the expiration of the Manager's obligation to retain all records associated with Manager’s management of the Facility. Manager shall retain all such records for the greater of three (3) years or the time period required by the 2021 General Records Schedule: Local Government Agencies as that schedule is maintained and may be amended from time to time by the North Carolina Department of Cultural Resources Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 8.13 Annual Plan. Manager shall provide to the Owner on or before one hundred twenty (120) days prior to the end of each Fiscal Year, an annual management plan, which shall include the annual operating budget described herein for the next Fiscal Year. The annual plan shall include information regarding Manager's anticipated operations for such Fiscal Year, including planned operating maintenance activities by Manager, requested Capital Improvements and Capital Equipment purchases and an anticipated budget therefor, anticipated programs, activities, and events at the Facility, anticipated advertising and promotional activities, and planned equipment and furnishings purchases. The annual plan shall be subject to review, revision, and approval by the Owner. Following review and revision by the Owner, Manager shall have thirty (30) days to incorporate the Owner’s revisions into its plan and resubmit the revised plan for approval. Upon written approval by the Owner, such annual plan shall constitute the operating program for Manager for the following Fiscal Year. 8.14 Monthly Reports. Prior to the 15th day of each month during the term of this Agreement, Manager shall provide to the Owner a written monthly report in a form approved by the Owner setting out the Facility's anticipated programs, activities and events for the upcoming month and reporting on the prior month's activities and finances; provided, however, that it shall not be a breach of this agreement if Manager’s report is received within three (3) business days of the 15th. Manager shall include in such report a balance sheet, income statement, and other financial reports (such as a departmental expense report and event accounting). ARTICLE 9 FACILITY CONTRACTS; TRANSACTIONS WITH AFFILIATES 9.1 Existing Contracts. To the extent practical or necessary the Owner shall provide to Manager, on or before the Effective Date, full and complete copies of all Existing Contracts between the prior Facility manager and its contractors. Manager shall administer and use reasonable commercial efforts to ensure compliance with such Existing Contracts to the extent provided to Manager and to the extent necessary to maintain operations at the Facility. 9.2 Execution of Contracts. Manager shall have the right to enter into Service Contracts, Revenue Generating Contracts, and other contracts related to the operation of the Facility. Any such material agreements shall contain standard indemnification and insurance obligations on the part of each vendor, licensee or service provider, as is customary for the type of services or obligations being provided or performed by such parties. No such contracts shall create an agency relationship between Owner and Manager. Except as otherwise provided herein, no such contracts shall be binding upon the Owner. 9.3 Transactions with Affiliates. In connection with its obligations hereunder relating to the purchase or procurement of services for the Facility (including without limitation food and beverage services, ticketing services and Commercial Rights sales), Manager may purchase or procure such services, or otherwise transact business with, Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE an Affiliate of Manager, provided that the prices charged and services rendered by such Affiliate are competitive with those obtainable from any unrelated parties rendering comparable services. Manager shall, if requested by Owner, provide reasonable evidence establishing the competitive nature of such prices and services, including if appropriate, competitive bids from other persons seeking to render such services at the Facility. ARTICLE 10 AGREEMENT MONITORING AND GENERAL MANAGER 10.1 Contract Administrator. Each party shall appoint a contract administrator who shall monitor such party's compliance with the terms of this Agreement and who shall have authority to make day-to-day decisions regarding the terms of this Agreement. Manager's contract administrator shall be its General Manager at the Facility, unless Manager notifies Owner of a substitute contract administrator in writing. Owner shall notify Manager of the name of its contract administrator within thirty (30) days of execution hereof. Any references in this Agreement requiring Manager or Owner participation or approval shall mean the participation or approval of such party 's contract administrator except that, unless otherwise provided herein, approval of amendments to this Agreement must be approved by Owner’s governing board. ARTICLE 11 INSURANCE 11.1 Liability Insurance. The policy limits shown below are minimums. If Manager maintains broader coverage or higher limits than the minimums shown herein, the Owner shall be entitled to the broader coverage and higher limits maintained by Manager. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Owner. Manager shall secure and deliver to the Owner prior to the commencement of the Term and shall keep in force at all times during any period in which Manager has operations at the Facility, a commercial liability occurrence insurance policy, including public liability and property damage, covering the premises and the operations hereunder, in the amount of One Million Dollars ($1,000,000.00) for bodily injury and One Million Dollars ($1,000,000.00) for property damage, including products and completed operations and independent contractors. Manager shall also maintain Property Damage Insurance with a single limit of not less than One Million Dollars ($1,000,000.00) per occurrence. Manager shall also maintain Umbrella liability insurance from these limits up to no less than a limit of Five Million Dollars ($5,000,000). Manager shall be the named insured under all such policies. The Owner shall be an additional insured under the foregoing insurance policies, as its interests may appear, and said policies shall contain a provision covering the parties' indemnification liabilities to each other. Certificates of insurance naming Owner and evidencing all the policies required of Manager hereunder along with copies of the paid receipts therefor shall be delivered to the Owner prior to the commencement of this Agreement. Notwithstanding the provisions of this Article 11, the parties hereto acknowledge that the policies herein may contain exclusions from coverage which are reasonable and customary for policies of such type. Each such Manager’s policy or certificate shall contain a valid provision or endorsement Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE stating, "This policy will not be canceled or materially changed or altered without first giving thirty (30) days' written notice thereof to Orange Owner, North Carolina, Attention: Orange Owner Risk Manager, P.O. Box 8181, Hillsborough, NC 27278, sent by certified mail, return receipt requested." 11.2 Endorsement. The additionally insured endorsement shall further provide the Owner, its officers, officials, employees, and agents are to be covered as additional insureds on the commercial general liability policy with respect to liability arising out of work or operations performed by or on behalf of Manager including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to Manager’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). With respect to policies procured by it, Manager shall deliver to the Owner satisfactory evidence of such renewal of such policies prior to a policy's expiration date except for any policy expiring on the termination or expiration date of this Agreement or thereafter. Except as provided in Sections11.5 and 11.6, all insurance procured by Manager in accordance with the requirements of this Agreement shall be primary over any insurance carried by the Owner and shall not require contribution by the Owner. 11.3 Worker’s Compensation Insurance. Unless explicitly exempted under law, Manager shall, at all times, maintain worker's compensation insurance (including occupational disease hazards) with an authorized insurance company or through the North Carolina State Compensation Insurance Fund or through an authorized self-insurance plan approved by the State of North Carolina insuring its employees at the Facility in amounts equal to or greater than required under law. 11.4 Fidelity Insurance and Bonds. Manager shall maintain during the term of this Agreement Fidelity Insurance or Fidelity Bonds covering all of Manager's personnel employed at the Facility in the amount of Five Hundred Thousand Dollars ($500,000.00) for each loss, to reimburse the Owner for Losses experienced due to the dishonest acts of Manager's employees. 11.5 Property Insurance. Manager shall maintain sufficient property damage or loss insurance to cover personal property owned by Manager and the Owner at the Facility and shall maintain such insurance beginning as of the date hereof and continuing throughout all periods in which Manager has any operations at the Facility. The Owner shall maintain property insurance covering the premises of the Facility. Certificates evidencing the existence of the policies shall be maintained with Owner’s risk management department and may be provided to manager upon request. Notwithstanding the provisions of this Section 11.5, the parties hereto acknowledge that the above policies may contain exclusions from coverage which are reasonable and customary for policies of such type. With respect to policies procured by it, the Contract Administrator on behalf of the Owner shall deliver to Manager satisfactory evidence of such renewal of such policies at least twenty (20) days after a policy's expiration date except for any policy expiring on the termination date of this Agreement or thereafter. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 11.6 Certain Other Insurance. If any Agreements signed by Manager prior to the Effective Date (the "Pre-existing Agreements") consist of agreements with independent contractors to provide services in respect of the Facility, Manager shall use its best efforts to cause such contractors to name Manager as an additional insured under any insurance maintained by such contractors pursuant to the terms of such Pre-existing Agreements and in such event to deliver to Manager promptly after request therefor a certified copy of such policy and a certificate evidencing the existence thereof. In addition, if Manager enters into any agreements during the Management Term and any Renewal Term with any independent contractors for the provision of services hereunder, Manager shall have the right to require such contractors to name Manager as an additional insured under any insurance required by Manager thereunder and to deliver to Manager prior to the performance of such services a certified copy of such policy, plus a certificate evidencing the existence thereof, which policy contains the same type of endorsements and provisions as provided in Section 11.2. If Manager does require such contractors to name Manager as an additional insured under any insurance required by Manager, it shall also require such contractors to name the Owner as an additional insured and such policies shall contain the same type of endorsements and provisions as provided in Section 11.2 Manager shall, within ninety (90) days of the date of this Agreement and at least yearly thereafter, review the insurance carried by the Owner and Manager covering the Facility or any of Manager's or the Owner's operations at the Facility, or required of third parties using the Facility, with regard to Manager's experiences at other similar facilities, and shall within fifteen (15) days of such review advise the Owner in writing of the results of its review and of any changes, additions or increases to the insurance requirements hereunder or applicable to third parties which are advisable under best facility management practices. The parties hereto shall each immediately notify the other, along with any applicable insurance carrier(s), in writing of any occurrence or discovery which could result in an insurance claim hereunder. Manager shall require reasonable liability insurance from all third-party licensees, lessees, tenants, and users of the Facility and shall enforce the provisions contained in all third-party contracts entered into in connection with the Facility, including the insurance requirement contained in all Owner approved event license, concessionaire, subcontractor and other similar agreements. All such liability insurance shall name Manager and Orange Owner as additional insureds. 11.7 Self-insured retentions (SIR). SIR must be declared to and approved by the Owner. The Owner may require Manager to purchase coverage with a lower retention or provide proof of ability to pay Losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the SIR shall be satisfied by Manager, but may, at the Owner’s sole discretion, be satisfied by the Owner. The commercial general liability and any policies, including excess liability policies, may not be subject to SIR that exceed $2,500 unless approved in writing by the Owner. Any deductibles and SIR shall be the sole responsibility of Manager and shall not apply to the Owner except as stated in this subsection. Policies shall NOT contain any SIR provision that limits the satisfaction of the SIR to Manager. Owner reserves the right to obtain a copy of any policies and endorsements for verification. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ARTICLE 12 COVENANTS AND REPRESENTATIONS; INDEMNIFICATION 12.1 Owner's Covenants and Representations. Owner makes the following covenants and representations to Manager, which covenants, and representations shall, unless otherwise stated herein, survive the execution and delivery of this Agreement: (a) Owner's Status. Owner is a county government duly organized, validly existing, and in good standing under the laws of the State of North Carolina with full power and authority to enter into this Agreement and execute all documents required hereunder. (b) Authorization. The making, execution, delivery, and performance of this Agreement by Owner has been duly authorized and approved by requisite action and this Agreement has been duly executed and delivered by Owner and constitutes a valid and binding obligation of Owner, enforceable in accordance with its terms and applicable laws. (c) Documentation. If reasonably necessary to carry out the intent of this Agreement, Owner agrees to execute and provide to Manager, on or after the Effective Date, any and all other instruments, documents, conveyances, assignments, and agreements which Manager may reasonably request in connection with the operation of the Facility. 12.2 Manager's Covenants and Representations. Manager makes the following covenants and representations to Owner, which covenants, and representations shall, unless otherwise stated herein, survive the execution and delivery of this Agreement: (a) Corporate Status. Manager is a _______________ duly organized, validly existing, and in good standing under the laws of the State of North Carolina or is a corporation organized under the laws of the State of _________ and is registered with the North Carolina Secretary of State and authorized to transact business throughout the United States with full corporate power to enter into this Agreement and execute all documents required hereunder. (b) Authorization. The making, execution, delivery, and performance of this Agreement by Manager has been duly authorized and approved by all requisite action of the board of directors of Manager, and this Agreement has been duly executed and delivered by Manager and constitutes a valid and binding obligation of Manager, enforceable in accordance with its terms and applicable laws. (c) Effect of Agreement. To Manager's best knowledge, without duty of inquiry, neither the execution and delivery of this Agreement by Manager nor Manager's performance of any obligation hereunder (i) will constitute a violation of any law, ruling, regulation, or order to which Manager is subject; or (ii) shall constitute a default of any term or provision or shall cause an acceleration of the performance required under any Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE other agreement or document to which Manager is a party or is otherwise bound. (d) Manager agrees it will at all times remain in compliance with all applicable federal, state, and local laws. Manager affirmatively states it is not a “restricted company” as that term is described in North Carolina General Statutes 147- 86.58, 147-86.60, 147-86.81, and 147-86.82. 12.3 Indemnification. (a) INDEMNIFICATION BY MANAGER. MANAGER AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE OWNER AND ITS OFFICIALS, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUCCESSORS, AND ASSIGNS AGAINST ANY CLAIMS, CAUSES OF ACTION, COSTS, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES) LIABILITIES, OR DAMAGES (COLLECTIVELY, "LOSSES") SUFFERED BY THOSE PARTIES, ARISING OUT OF OR IN CONNECTION WITH (I) ANY MATERIAL DEFAULT OR BREACH BY MANAGER OF ITS OBLIGATIONS SPECIFIED HEREIN, (II) ANY CLAIM AGAINST MANAGER RELATED IN ANY WAY TO MANAGER’S MANAGEMENT OF THE FACILITY, AND (III) ANY WRONGDOING, ACT, OR FAILURE TO ACT BY ANY EMPLOYEE, AGENT, OR CONTRACTOR OF MANAGER. THE INTENT OF THIS PARAGRAPH IS THAT THE MANAGER DEFEND, INDEMNIFY, AND HOLD HARMLESS THE OWNER TO THE GREATEST EXTENT AUTHORIZED BY LAW. (b) Indemnification by Owner. To the extent authorized by North Carolina law, Owner agrees to defend, indemnify and hold harmless the Manager and its managers, directors, officers, employees, agents, successors and assigns against any claims, causes of action, costs, expenses (including reasonable attorneys' fees) liabilities, or damages (collectively, "Losses") suffered by those parties, arising out of or in connection with any (i) grossly negligent act or omission, or willful misconduct, on the part of Owner or any of its employees or agents in the performance of its obligations under this Agreement; or (ii) breach by Owner of any of its representations, covenants or agreements made herein. (c) Conditions to Indemnification. With respect to each separate matter brought by any third party against which a party hereto ("Indemnitee") is indemnified by the other party ("Indemnitor") under this Section, the Indemnitor shall be responsible, at its sole cost and expense, for controlling, litigating, defending and otherwise attempting to resolve any proceeding, claim, or cause of action underlying such matter, except that (i) the Indemnitee may, at its option, participate in such defense or resolution at its expense and through counsel of its choice; (ii) the Indemnitee may, at its option, assume control of such defense or resolution if the Indemnitor does not promptly and diligently pursue such defense or resolution, provided that the Indemnitor shall continue to be obligated to indemnify the Indemnitee hereunder in connection therewith; and (iii) neither Indemnitor nor Indemnitee shall agree to any settlement without the other party's prior written consent (which shall not be unreasonably withheld or delayed). In any event, Indemnitor and Indemnitee shall in good faith cooperate with each other and their respective counsel with respect to all such actions or proceedings, at the Indemnitor's sole expense. With respect to each and every matter with respect to which any indemnification may be sought Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE hereunder, upon receiving notice pertaining to such matter, Indemnitee shall promptly (and in no event more than fifteen (15) days after any third-party litigation is commenced asserting such claim) give reasonably detailed written notice to the Indemnitor of the nature of such matter and the amount demanded or claimed in connection therewith. (d) Survival. The obligations of the parties contained in this Section shall survive the termination or expiration of this Agreement. ARTICLE 13 MISCELLANEOUS 13.1 Relationship. Manager and Owner shall not be construed as joint venturers or general partners of each other, and neither shall have the power to bind or obligate the other party except as set forth in this Agreement. Manager understands and agrees that the relationship to Owner is that of independent contractor, and that it will not represent to anyone that its relationship to Owner is other than that of independent contractor. Nothing herein shall deprive or otherwise affect the right of either party to own, invest in, manage or operate property, or to conduct business activities, which are competitive with the business of the Facility. Manager covenants and agrees that even though it may have a management responsibility for other similar properties, which from “time to time" may be competitive with the Facility, Manager shall always represent the Facility fairly and deal with Owner on an equitable basis. Manager has the right to display its brand and marks in the Facility and on the Facility’s marketing materials in a manner that does not exceed 10% of the overall impression of the Facility’s own brand. Manager has the right to use and store the database and contact information of the customers of the Facility. Manager will provide from time-to-time images and other marketing material that it owns and holds the license to for use by the Facility. Owner agrees not to use those images and that material in any manner outside of the operation of the Facility while Manager is engaged to operate it. Manager has the right to use images and marks from the Facility for its own marketing and promotions material without restriction while the Manager is engaged to operate the Facility. 13.2 Assignment. This Agreement shall not be assigned by either party without the express written consent of the non-assigning party. Any such assignment made without proper consent shall be deemed void. 13.3 Benefits and Obligations. The covenants and agreements herein contained shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, successors, and assigns. There are no third-party beneficiaries of this Agreement and nothing in this Agreement, express or implied, is intended to confer on any person other than the parties hereto (and their respective successors, heirs and permitted assigns), any rights, remedies, or obligations. 13.4 Fees for Legal Advice. Except as otherwise provided in Section 12.3 each party is responsible for its own legal fees and costs. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 13.5 Fees for Other Professional Services. Unless otherwise provided for herein each party is responsible for its own professional services fees and costs. 13.6 Building Compliance. Manager shall notify Owner promptly, or forward to Owner promptly, any complaints, warnings, notices, or summonses received by Manager relating to such building code compliance or related matters. Owner represents that to the best of Owner's knowledge, the Facility and all Capital Equipment contained therein comply with all applicable building codes. 13.7 Notices. Except as otherwise provided herein, all notices provided for in this Agreement shall be in writing and served by registered or certified mail, return receipt requested, postage prepaid, at the following addresses until such time as written notice of a change of address is given to the other party: If to Owner: Orange County Attention: _________ P.O. Box 8181 Hillsborough, NC 27278 And via Email: With a copy to: Orange County Attorney P.O. Box 8181 Hillsborough, NC 27278 If to Manager: __________________ __________________ __________________ __________________ And via email: With a copy to: __________________ __________________ __________________ __________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE _ 13.8 Owner Responsible for Payments. Upon termination of or withdrawal from this Agreement, Owner shall assume the obligations of any contract or outstanding bill executed by Manager under this Agreement for and on behalf of Owner when Manager was instructed in writing by Owner to enter such contract or incur such outstanding bill. 13.9 Headlines. All headings and subheadings employed within this Agreement and in the accompanying schedules and exhibits are inserted only for convenience and ease of reference and are not to be considered in the construction or interpretation of any provision of this Agreement. 13.10 Event of Force Majeure. Any delays in the performance of any obligation of Manager or Owner under this Agreement shall be excused to the extent that such delays are caused by an Event of Force Majeure not within the control of Manager or Owner and any time periods required for performance shall be extended accordingly. 13.11 Rights Cumulative; No Waiver. No right or remedy herein conferred upon or reserved to either of the parties to this Agreement is intended to be exclusive of any other right or remedy, and each and every right and remedy shall be cumulative and in addition to any other right or remedy given under this Agreement or now or hereafter legally existing upon the occurrence of an event of default under this Agreement. The failure of either party to this Agreement to insist at any time upon the strict observance or performance of any of the provisions of this Agreement, or to exercise any right or remedy or be construed as a waiver or relinquishment of such right or remedy with respect to subsequent defaults. Every right and remedy given by this Agreement to the parties may be exercised from "time to time" and as often as may be deemed expedient by those parties. 13.12 Applicable Law. The execution, interpretation, and performance of this Agreement shall in all respects be controlled and governed by the laws of the State of North Carolina. Any civil action or legal proceeding arising out of or relating to this Agreement shall be brought in the General Court of Justice sitting in Orange County, North Carolina. Each party consents to the sole and proper jurisdiction of such court in any such civil action or legal proceeding and waives any objection to the laying of venue of any such civil action or legal proceeding in such court. Binding arbitration may not be initiated by either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to the bringing of a suit or action. 13.13 Acknowledgement. The parties hereto acknowledge that they have been provided with a copy of this Agreement for review prior to signing it, that they have been given the opportunity to review it prior to signing it, that they have been given the opportunity to have this Agreement reviewed by their attorney prior to signing it, and that they understand the purposes and effect of this Agreement. 13.14 Severability. If any provision or provisions of this Agreement shall be held to be invalid or unenforceable, such invalidity or unenforceability shall not affect any other Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE provisions of this Agreement, and this Agreement shall be construed and enforced as if such provision or provisions had not been included. 13.15 Intellectual Property. Owner acknowledges that Manager has certain intellectual property, trade secrets, and proprietary business techniques ("Intellectual Property") that it will use on behalf of Owner to meet its obligations under this Agreement. Owner acknowledges that it obtains no ownership rights whatsoever in the Intellectual Property and, upon termination of this Agreement, Manager shall retain all rights to the Intellectual Property and remove such Intellectual Property from the Facility and its operations. For purposes of this Agreement, the term Intellectual Property shall include, without limitation, analytical tools and documented procedures for forecasting, performance tracking, operational and marketing systems that are unique to Manager's approach, staff training programs, program curriculum and agendas, rights to certain discounts or programs that Manager has negotiated for Manager-operated facilities, and other intellectual property which Manager has previously introduced to the Facility and of which Manager is an author. 13.16 Youth Sports. All Orange County recreation facilities are operated primarily to benefit Orange County residents at reasonable and affordable costs. Manager may offer adult sports leagues and teams at the Facility. Additionally, the Manager shall offer non-travel house/recreational level youth sports teams, leagues, matches, and access at the Facility and in so doing shall cater primarily to Orange County residents. Such house/recreational level youth sports teams and leagues shall include practices and games, matches, festivals, and tournaments at substantially similar numbers, frequency, times, and costs to what has historically been provided at the Facility. Priority will be given to introduction, grassroots development, and growth of house/recreational level youth sports. Manager may offer travel level sports teams, however, such travel level youth sports teams shall not supplant, or in any way reduce Facility access by, house/recreational level youth sports teams and leagues. Manager shall offer qualifying 80% Area Median Income (as determined by the U.S. Department of Housing and Urban Development) Orange County families access to all such house/recreational level and travel level teams through income based scholarships or other substantially reduced cost programs. Manager may offer all abilities of youth sports teams, leagues, and scholarship programs directly or through third party providers. 13.17 Owner Use and Access. Upon reasonable advance notice Owner may, at Owner’s discretion, direct Manager to provide access to the Facility by civic and nonprofit organizations and, subject to the terms herein, may direct such access be provided at reduced rates. Further, Owner shall have the right to use the Facility or any part thereof, upon reasonable advance notice and subject to any pre-existing commitments, for such purposes as meetings, seminars, training classes, or other uses without the payment of any rental or use fee, except that direct out-of-pocket expenses incurred in connection with such uses shall be paid by Owner. Owner may, at owner’s discretion, access the Facility for maintenance, repairs, and to respond to emergency situations at any time. Owner will make reasonable efforts to ensure such access does not impair Manager’s management of the Facility. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 13.18 Passmore Senior Center. The Facility is part of the larger structure and facility owned by Owner that includes the Passmore Senior Center, situated at 103 Meadowlands Drive, Hillsborough, North Carolina and Senior Care of Orange County, Inc., DBA Soltys Place situated at 105 Meadowlands Drive, Hillsborough, North Carolina. Manager shall have no responsibility or authority with regard to these two facilities. During events at the Facility the Manager shall ensure that sufficient parking for, and access, ingress, and, egress to and from the Passmore Senior Center and Soltys Place are reasonably maintained and clear of obstruction. In the event maintenance or repair projects related to the Passmore Senior Center or Soltys Place require access, ingress, and, egress in, over, under, or through the Facility or Facility parking areas Manager shall fully cooperate with Owner and Owner’s agents, employees, and contractors allowing such access, ingress, and, egress. 13.19 Hazardous Substances. Manager shall not cause or permit any Hazardous Substance (defined below) to be used, stored, generated or disposed of on or in the Facility. If Hazardous Substances are unlawfully used, stored, generated or disposed of on or in the Facility, or if the Facility becomes contaminated in any manner for which Manager is responsible or liable, Manager shall, to the extent permitted by law, and as provided herein, indemnify and hold harmless Owner from any and all claims, damages, fines, judgments, penalties, costs, liabilities or Losses (including, without limitation, a decrease in value of the Facility or improvements, damages due to loss or restriction of rentable or usable space, or any damages due to adverse impact on marketing of the space, and any and all sums paid for settlement of claims, attorneys’ fees, consultant and expert fees) arising during or after the term hereof and arising as a result of such use, storage, generation, disposal, or contamination by Manager. This indemnification includes, without limitation, any and all costs incurred due to any investigation of the site, or any cleanup, removal, or restoration mandated by a federal, state, or local agency or political subdivision. Without limitation of the foregoing, if Manager causes or permits the presence of any Hazardous Substance on the Facility premises and such results in contamination, Manager shall promptly, at its sole expense, take any and all necessary actions to return the Facility premises to the condition existing prior to the presence of any such Hazardous Substance on the Facility premises after first obtaining Owner’s approval for such remedial action. Pesticides, herbicides, and insecticides shall not be used at the Facility without the express consent of Owner. Manager agrees to comply with all applicable North Carolina and Federal Hazardous Substances and materials laws in exercising its rights under this Agreement. Manager solely and exclusively responsible for prohibiting the introduction of Hazardous Substances to the Facility by any user, licensee, lessee, or tenant and upon the discovery of such introduced substances shall take immediate action to remove such Hazardous Substances and the offending user, licensee, lessee, or tenant from the Facility. “Hazardous Substances” shall mean any hazardous wastes, hazardous substances, hazardous constituents, toxic substances or related materials, any substance which is toxic, ignitable, reactive, or corrosive, whether solids, liquids or gases, including but not limited to substances defined as "hazardous waste", "extremely hazardous waste", Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE “hazardous substances,” “toxic substances,” “pollutants,” “contaminants,” “radioactive materials,” or other similar designations in, or otherwise subject to regulation under, the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by the Superfund Amendments and Reauthorization Act of 1986 (CERCLA), 42 U.S.C. §§ 9601 et seq.; the Toxic Substance Control Act (TSCA), 15 U.S.C. §§ 2601 et seq.; the Hazardous Materials Transportation Act, 49 U.S.C. §§ 1802 et seq.; the Resource Conservation and Recovery Act (RCRA), 42 U.S.C. §§ 9601 et seq.; The Clean Water Act (CWA), 33 U.S.C. §§ 1251 et seq.; the Safe Drinking Water Act, 42 U.S.C. §§ 300(f) et seq.; the Clean Air Act (CAA), 42 U.S.C. §§ 7401 et seq.; all as amended; any law, rule, or regulation, federal, state or local, now or hereafter in existence, governing or relating to the creation, use, storage, sale, retention, or transportation of hazardous or toxic substances and wastes; in the plans, rules, regulations or ordinances adopted, or other criteria and guidelines promulgated pursuant to the preceding laws or other similar laws, regulations, rule or ordinance now or hereafter in effect; and any other substances, constituents or wastes subject to environmental regulations under any applicable federal, state or local law, regulation or ordinance now or hereafter in effect. “Hazardous Substance” includes but is not restricted to asbestos, polychlorobiphenyls (“PCBs”), and petroleum (in any form or nature). Hazardous Substances shall not include fuel maintained on site to fuel any emergency power generators and shall not include typical cleaning supplies, all of which Manager shall use and store in a safe and reasonable manner. 13.20 States of Emergency. During any state of emergency affecting Orange County that is declared or proclaimed pursuant to the authority granted by Article 1A of North Carolina General Statute 166A the Owner may suspend the terms of this Agreement, restrict access to the Facility, and utilize the Facility as may be needed if it is determined by Orange County officials that doing so will assist in addressing the cause or effects of the emergency. Action taken pursuant to this section shall not constitute a default or breach of the Agreement by either party. 13.21 Non-Appropriation. Manager acknowledges that Owner is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable or not appropriated for the performance of Owner’s obligations under this Agreement, then this Agreement shall automatically expire without penalty to Owner immediately upon written notice to Manager of the unavailability or non-appropriation of public funds. In the event of a change in the Owner’s statutory authority, mandate, or mandated functions, by state or federal legislative or regulatory action or state or federal judicial action, which adversely affects Owner’s authority to continue its obligations under this Agreement, then this Agreement shall automatically terminate without penalty to Owner upon written notice to Manager of such limitation or change in Owner’s legal authority. It is expressly agreed that Owner shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 13.22 Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 13.23 Priority. In any dispute regarding the meaning of any term or provision herein or of the responsibilities of the parties the parties may reference the Owner’s Request for Proposals together with attachments (“RFP”), the Facility Policy Manual, and the Manager’s Proposal together with attachments and such documents may inform the parties regarding the dispute. In any conflict between the terms the priority of documents shall be as follows: This Agreement, the Facility Policy Manual, the Owner’s RFP together with attachments, Manager’s Proposal together with attachments. 13.24 Confidentiality. In connection with the performance of Manager’s services hereunder, the Owner acknowledges that Manager may provide the Owner and its employees, agents, and contractors (including without limitation any engineering firm that may be retained by Manager for the Facility) with Confidential Information as defined below. In addition, in connection with the performance of the services hereunder, Manager may provide to the Owner and its employees, agents, and contractors with materials that are protected by copyright or trademark of Manager. a. The Owner agrees that it shall keep secret and confidential any and all Confidential Information already disclosed or to be disclosed to it by Manager which has been designated as confidential in writing by Manager, and the Owner shall not divulge any such Confidential Information, in whole or in part, to any third party except as is expressly permitted below or as may be required by state or federal law. The Owner shall not use any such information, except for the express purpose of utilizing it in connection with the management of the Facility. The Owner shall not directly or indirectly disclose or discuss any such information with any person, other than employees, agents and contractors of the Owner who are directly concerned with the management of the Facility, provided, however, that in the event of any such disclosure to its employees, agents and contractors, the Owner (i) shall first inform Manager of its desire to make such disclosure, (ii) if requested by Manager, shall require such employees, agents or contractors to execute and deliver to Manager prior to any disclosure by the Owner to them, an agreement acknowledging a receipt of a copy of the provisions of this section and agreeing to be bound by such provisions to the same extent as the Owner, and (iii) in any event, shall advise in writing all such persons of the existence of the provisions of this section and of their responsibility to comply with such provisions. b. "Confidential Information" means any and all information disclosed (orally, in writing, by inspection, or otherwise) to the Owner by Manager pursuant to this Agreement which information has been designated as confidential in writing by Manager. Such information includes, and is limited to, ______________. The restrictions upon confidentiality and use of Confidential Information set forth in this section do not apply to Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE information which the Owner can demonstrate was publicly available or lawfully in its possession at the time of its disclosure to the Owner by Manager. c. With respect to any information or material which is protected by copyright or trademark of Manager, no part of such materials may be reproduced, stored in a data base and retrieval system, or transmitted in any form or by any means graphic, electronic, photocopying, recording, mechanical, or otherwise without the prior written permission of Manager. Within thirty (30) days of the Effective Date Manager shall provide Owner with a written listing of all such copyrighted and trademarked information and materials. d. The Owner agrees that the provisions of this section are reasonable and necessary to protect the interests of Manager and that Manager’s remedies at law for a breach of any of the provisions of this section are inadequate and that, in connection with any such breach, Manager will be entitled, as its sole remedy whether at law or in equity, to temporary and permanent injunctive relief without the necessity of proving actual damage or immediate or irreparable harm, or of the posting of a bond. Notwithstanding the foregoing, if a court of competent jurisdiction shall determine any of the provisions of this section to be unreasonable, Manager agrees to such provisions will be of no effect. e. The Owner acknowledges the Confidential Information claim of Manager contained in this section. In the event a public records request seeks Confidential Information the Owner agrees, consistent with the public records law of North Carolina, to assert that claim. The Owner and Manager acknowledge that the Owner is a local government and a political subdivision of the State of North Carolina and as such is subject to the Public Records Laws of the State of North Carolina. The Owner's agreement contained in this section to assert this claim does not require the Owner to violate any such laws and does not require the Owner to litigate and pay for the litigation of the right to withhold access to or copies of such claimed Confidential Information. The Owner agrees to notify Manager of any such request it receives under the Public Records Laws of North Carolina for access, copies, or use of the Confidential Information and agrees that Manager may, at its election and expense, direct its attorneys to defend the claim in the Owner's name provided Manager agrees in writing, before undertaking such a defense, to indemnify and hold the Owner, its officials, officers, and employees, harmless from any consequence of the defense. Nothing in this section requires the Owner, its officials, officers, or employees, to subject itself and themselves to criminal or civil liability and each may independently act in good faith to protect itself and themselves from criminal and liability. The Manager is fully and solely responsible for all money damages, litigation fees and costs, and attorneys’ fees resulting from the defense against producing Confidential Information. The Owner agrees, in good faith, to take all reasonable steps to prevent the unauthorized access, use, or transfer of the Confidential Information. 13.25 Entire Agreement. This Agreement, including any specified attachments or exhibits, constitutes the entire agreement between Owner and Manager with respect to the management and operation of the Facility and supersedes and replaces any previous management agreements entered into or negotiated between Owner and Manager relating Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE to the Facility covered by this Agreement. Except as otherwise provided herein, no change to this Agreement shall be valid unless made by supplemental written agreement executed and approved by Owner and Manager. Except as otherwise provided herein, any amendments, additions, or deletions to this Agreement shall be null and void unless approved by Owner and Manager in writing. Each party to this Agreement hereby acknowledges and agrees that the other party has made no warranties, representations, covenants, or agreements, express or implied, to such party, other than those expressly set forth herein, and that each party, in entering into and executing this Agreement, has relied upon no warranties, representations, covenants, or agreements, express or implied, to such party, other than those expressly set forth herein. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the day and year first above written. For Orange County For __________________ By:__________________________ By: __________________ Orange County Manager Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT B MANAGER COMPENSATION During the Term of this Agreement, Manager shall receive compensation from the Owner subject to annual appropriation according to the following: 1.Base Management Fee 2.Reimbursable Expenses 1.Base Management Fee. Beginning and continuing thereafter on the first day of each month throughout the remainder of the Term, Owner shall pay a monthly fee to Manager (the “Base Management Fee”) in equal monthly installments of _________________ per month. Each installment will be due and payable on the first day of each successive month. The Base Management Fee shall not exceed ___________________ per Fiscal Year. 2.Reimbursable Expenses. Manager shall be reimbursed for activities such as_______________________________ directly related to the Management Services described in Exhibit A, provided however, that Manager received prior written approval of the Owner prior to engaging in such activities. All such reimbursement will be based on verified receipts to be furnished by Manager to the Owner. Such expenses may include but are not limited to ___________________. All fees and reimbursements should be paid to Manager within thirty (30) calendar days of invoicing. Reimbursable Expenses shall not exceed ________________________ per Fiscal Year. Reimbursable Expenses are limited to Manager’s expenditures for: (a) … (b) … (c) … (d) … Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT C APPLICABLE OWNER POLICIES The Orange County Living Wage Policy (available here) The Orange County Non-discrimination/Retaliation Policy (available here) Orange County’s policy that its recreation facilities shall primarily benefit the residents of Orange County at the lowest reasonable costs The Orange County Board of Health Smoke Free Public Places Rule (available here) The Orange County Sportsplex Financial Policy (the Facility financial policy, available here) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County Sportsplex Full Year FY23-24 to June 30th. Orange County Sportsplex Budget July 2023 Actual August 2023 Actual Sept. 2023 Actual Oct. 2023 Actual Nov. 2023 Actual Dec.2023 Actual Jan.2024 Actual Feb. 2024 Actual Mar. 2024 Actual April 2024 Actual May 2024 Actual June 2024 Sactual FY23-24 Actual Revenues Ice Rink Programs 106,901 163,331 162,105 179,344 126,787 275,634 285,837 185,739 157,479 180,629 235,820 185,899 Aquatics 41,522 63,073 60,219 53,452 53,387 54,925 47,634 73,153 44,847 51,522 60,833 50,806 Kidsplex 23,470 27,316 34,300 37,967 52,537 53,887 130,074 77,751 73,361 72,451 32,605 25,130 Wellness and Memberships 111,600 113,887 122,911 113,546 128,645 120,576 135,912 113,539 135,509 137,221 140,834 135,282 Field House (Turf and Court)23,741 17,698 23,930 19,935 19,298 20,459 33,746 32,077 32,611 22,384 23,426 16,375 Other Income 16,922 20,131 24,426 26,505 26,420 32,962 38,154 26,328 33,222 16,572 27,720 18,176 Total Revenues 324,156 405,436 427,891 430,749 407,074 558,443 671,358 508,587 477,029 480,779 521,238 431,668 5,644,408 Expenses Marketing 525 1,782 982 4,570 2,757 136 1,285 1,000 646 3,449 2,367 1,000 Credit Card Fees 7,347 7,265 8,537 9,030 9,028 8,034 12,361 14,537 9,840 11,428 9,953 11,539 IT/Communication 5,680 3,879 3,960 5,762 3,881 3,780 4,646 4,305 4,422 5,419 4,729 5,225 Education, Certif., Lic. & Dues 2,907 1,783 1,833 1,785 2,090 2,035 2,656 1,825 676 1,159 6,108 1,723 Equipment Lease 444 541 445 2,013 445 228 1,830 444 444 1,908 450 450 Concession/ Vending/Kidsplex Food 4,666 5,717 7,243 7,456 6,241 11,250 10,275 5,947 4,533 4,559 5,979 5,313 Liability Insurance 3,634 3,634 3,634 3,634 3,634 13,868 2,840 6,839 20,139 4,618 4,618 Payroll Costs: Management Payroll 10,191 9,172 9,172 9,172 13,205 11,180 9,754 9,754 9,754 9,724 14,540 9,693 Operating Wages 105,232 106,712 95,001 102,102 135,382 111,610 97,105 105,344 105,299 102,685 165,154 114,556 Payroll Taxes & Benefits 12,539 12,582 11,367 11,766 12,184 17,942 12,109 12,203 10,825 11,753 14,302 9,879 Health Insurance 6,435 7,177 6,730 6,766 8,766 8,920 7,008 7,507 6,840 8,880 9,317 9,851 Workers Comp.328 164 345 864 700 926 693 480 5,430 480 615 Maint & Repairs Bldgs.2,334 7,308 13,668 11,950 11,032 7,881 8,143 6,549 9,500 7,958 8,410 5,588 Maint & Repairs Equip 16,309 19,261 14,919 36,821 9,856 18,948 6,306 5,668 19,381 4,328 3,945 11,880 Landscaping 6,800 1,000 1,000 2,600 1,000 400 3,000 5,250 Office Costs and Supplies 2,032 2,227 2,765 1,758 1,583 3,596 1,805 3,112 1,322 3,022 1,579 2,096 Operating/Janitorial Supplies 22,582 9,706 33,942 22,186 26,823 18,164 14,463 22,662 16,600 16,166 28,401 57,298 Outside Services 2,086 1,798 1,532 2,149 1,956 1,672 1,764 1,870 1,154 2,421 1,762 1,919 Management Fees 15,723 15,723 15,723 15,723 15,723 15,725 15,723 15,723 15,723 15,723 15,723 15,723 Contract Coaches/Trainers 53,129 53,230 48,570 66,813 53,755 71,592 36,314 56,713 69,665 61,973 90,280 53,257 Transportation 3,710 5,425 4,038 7,583 4,226 4,806 3,876 5,175 2,713 6,683 9,044 3,707 Utilities: Electric 21,097 21,751 22,294 21,644 18,186 17,417 742 35,561 20,706 20,413 18,778 21,080 Natural Gas 4,710 3,349 3,537 5,047 6,740 7,756 9,579 8,999 6,233 6,675 5,410 4,212 Water 4,873 7,308 7,810 7,094 7,552 7,499 7,915 6,690 3,684 7,257 6,947 8,009 Total Expenses 315,313 308,494 319,047 363,688 358,345 351,097 281,220 334,428 327,279 339,552 431,276 364,481 4,094,220 Operating Surplus before Debt Service 8,843 96,942 108,844 67,061 48,729 207,346 390,138 174,159 149,750 141,227 89,962 67,187 1,550,188 Page: 1 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Variance Final Positive Budget Actual (Negative) REVENUES Charges for services 4,756,865$ 4,769,351$ 12,486$ Total revenues 4,756,865 4,769,351 12,486 EXPENDITURES Operations 2,208,398 1,978,902 229,496 General and administrative 1,649,373 1,635,291 14,082 Total expenditures 3,857,771 3,614,193 243,578 Excess of revenues over expenditures 899,094 1,155,158 256,064 OTHER FINANCING SOURCES (USES) Transfer to SportsPlex Capital Projects Fund (975,000) (975,000) - Appropriated fund balance 75,906 - (75,906) Other financing sources (uses), net (899,094) (975,000) (75,906) Excess of revenues and other financing (uses) over expenditures -$ 180,158 180,158$ Reconciliation from budgetary basis (modified accrual) to full accrual: SportsPlex Fund reconciling items: Deprecation expense (503,366) SportsPlex Capital Projects Fund reconciling items: Transfer from SportsPlex Operating Fund 975,000 Investment earnings 2,568 Interest and other charges (142,950) Change in net position - GAAP Basis 511,410$ SCHEDULE OF REVENUES, EXPENDITURES, AND OTHER FINANCING SOURCES (USES) - BUDGET AND ACTUAL (NON-GAAP) FOR THE YEAR ENDED JUNE 30, 2023 ORANGE COUNTY, NORTH CAROLINA SPORTSPLEX FUND 115 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE SPORTSPLEX CAPITAL PROJECTS FUND SOURCES - BUDGET AND ACTUAL Variance Project Prior Current Positive Authorization Years Year Total (Negative) REVENUES Investment earnings -$ -$ 2,568$ 2,568$ 2,568$ Total revenues - - 2,568 2,568 2,568 EXPENDITURES Community services - 2,037,786 106,743 2,144,529 (2,144,529) Capital expenditures 2,243,710 1,574,818 - 1,574,818 668,892 Debt service: Principal retirements 1,519,821 1,351,794 551,779 1,903,573 (383,752) Interest and other charges 602,466 656,911 192,926 849,837 (247,371) Total expenditures 4,365,997 5,621,309 851,448 6,472,757 (2,106,760) Deficiency of revenues under expenditures (4,365,997) (5,621,309) (848,880) (6,470,189) (2,104,192) OTHER FINANCING SOURCES Long-term debt issued 1,688,648 941,182 - 941,182 (747,466) Transfers from SportsPlex Fund 2,170,349 1,820,804 975,000 2,795,804 625,455 Appropriated fund balance 507,000 - - - (507,000) Total other financing sources 4,365,997 2,761,986 975,000 3,736,986 (629,011) Deficiency of revenues and other financing sources over (under) expenditures -$ (2,859,323)$ 126,120$ (2,733,203)$ (2,733,203)$ ORANGE COUNTY, NORTH CAROLINA SCHEDULE OF REVENUES, EXPENDITURES AND OTHER FINANCING FROM INCEPTION AND FOR THE YEAR ENDED JUNE 30, 2023 Actual 116 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Variance Final Positive Budget Actual (Negative) REVENUES Charges for services 3,690,656$ 3,835,429$ 144,773$ Total revenues 3,690,656 3,835,429 144,773 EXPENDITURES Operations 2,595,950 1,863,498 732,452 General and administrative 1,246,265 1,209,907 36,358 Total expenditures 3,842,215 3,073,405 768,810 Excess (deficiency) of revenues over (under) expenditures (151,559) 762,024 913,583 OTHER FINANCING SOURCES (USES) Transfers from other funds 790,000 790,000 - Transfer to SportsPlex Capital Projects Fund (714,347) (1,059,242) (344,895) Appropriated fund balance 75,906 - (75,906) Other financing sources (uses), net 151,559 (269,242) (420,801) Revenues and other financing sources (uses) over expenditures -$ 492,782 492,782$ Reconciliation from budgetary basis (modified accrual) to full accrual: SportsPlex Fund reconciling items: Deprecation expense (801,145) SportsPlex Capital Projects Fund reconciling items: Transfer from SportsPlex Operating Fund 1,059,242 Interest and other charges (192,491) Change in net position - GAAP Basis 558,388$ SCHEDULE OF REVENUES, EXPENDITURES, AND OTHER FINANCING SOURCES (USES) - BUDGET AND ACTUAL (NON-GAAP) FOR THE YEAR ENDED JUNE 30, 2022 ORANGE COUNTY, NORTH CAROLINA SPORTSPLEX FUND 110 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE SPORTSPLEX CAPITAL PROJECTS FUND SOURCES - BUDGET AND ACTUAL Variance Project Prior Current Positive Authorization Years Year Total (Negative) REVENUES Investment earnings -$ -$ -$ -$ -$ Total revenues - - - - - EXPENDITURES Community services - 2,011,187 26,599 2,037,786 (2,037,786) Capital expenditures 2,243,710 1,573,818 1,000 1,574,818 668,892 Debt service: Principal retirements 1,519,821 833,083 518,711 1,351,794 168,027 Interest and other charges 602,466 464,419 192,492 656,911 (54,445) Total expenditures 4,365,997 4,882,507 738,802 5,621,309 (1,255,312) Deficiency of revenues under expenditures (4,365,997) (4,882,507) (738,802) (5,621,309) (1,255,312) OTHER FINANCING SOURCES Long-term debt issued 1,688,648 836,182 105,000 941,182 (747,466) Transfers from SportsPlex Fund 2,170,349 761,562 1,059,242 1,820,804 (349,545) Appropriated fund balance 507,000 - - - (507,000) Total other financing sources 4,365,997 1,597,744 1,164,242 2,761,986 (1,604,011) Other financing sources under expenditures -$ (3,284,763)$ 425,440$ (2,859,323)$ (2,859,323)$ ORANGE COUNTY, NORTH CAROLINA SCHEDULE OF REVENUES, EXPENDITURES AND OTHER FINANCING FROM INCEPTION AND FOR THE YEAR ENDED JUNE 30, 2022 Actual 111 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Schedule B-5 ORANGE COUNTY, NORTH CAROLINA SPORTSPLEX FUND Positive (Negative) REVENUES Charges for services $ 3,796,991 $ 2,727,377 $ (1,069,614) Total revenues 3,796,991 2,727,377 (1,069,614) EXPENDITURES Operations 3,130,278 1,350,560 1,779,718 General and administrative 1,286,687 928,238 358,449 Total expenditures 4,416,965 2,278,798 2,138,167 Revenues over (under) expenditures (619,974) 448,579 1,068,553 OTHER FINANCING SOURCES (USES) Transfers from other funds 790,000 - (790,000) Transfer to SportsPlex Capital Projects Fund (723,852) (723,852) - Appropriated fund balance 553,826 - (553,826) Other financing sources (uses), net 619,974 (723,852) (1,343,826) Revenues and other financing sources (uses) over expenditures $- (275,273) $ (275,273) Reconciliation from budgetary basis (modified accrual) to full accrual: SportsPlex Fund reconciling items: Deprecation expense (498,357) SportsPlex Capital Projects Fund reconciling items: Transfer from SportsPlex Operating Fund 723,852 Noncapitalized expenditures (191,325) Interest and other charges (235,770) Change in net position - GAAP Basis $ (476,873) SCHEDULE OF REVENUES, EXPENDITURES, AND OTHER FINANCING SOURCES (USES) - BUDGET AND ACTUAL (NON-GAAP) FOR THE YEAR ENDED JUNE 30, 2021 Variance Final Budget Actual 99 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Schedule B-6 SPORTSPLEX CAPITAL PROJECTS FUND SOURCES - BUDGET AND ACTUAL Project Authorization Years Year Total (Negative) REVENUES Investment earnings $ - $ - $ - $ - $ - Total revenues - - - - - EXPENDITURES Community services - 1,890,000 121,187 2,011,187 (2,011,187) Capital expenditures 2,243,710 614,573 959,245 1,573,818 669,892 Debt service: Principal retirements 1,519,821 323,711 509,372 833,083 686,738 Interest and other charges 602,466 228,649 235,770 464,419 138,047 Total expenditures 4,365,997 3,056,933 1,825,574 4,882,507 (516,510) OTHER FINANCING SOURCES Long-term debt issued 1,688,648 241,182 595,000 836,182 (852,466) Transfers from SportsPlex Fund 2,170,349 37,710 723,852 761,562 (1,408,787) Appropriated fund balance 507,000 - - - (507,000) Total other financing sources 4,365,997 278,892 1,318,852 1,597,744 (2,768,253) Other financing sources under expenditures $- $ (2,778,041) $ (506,722) $ (3,284,763) $ (3,284,763) ORANGE COUNTY, NORTH CAROLINA SCHEDULE OF REVENUES, EXPENDITURES AND OTHER FINANCING FROM INCEPTION AND FOR THE YEAR ENDED JUNE 30, 2021 Actual Variance PositivePriorCurrent 100 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Re: RFP# 367-OC5441 Recreation Factory Partners Inc, Management of the Orange County Sportsplex Thank you for considering Recreation Factory Partners to Manage the Orange County Sportsplex. As your Managers of the Sportsplex for the past twenty years, we are intimately cognizant that Orange County is a progressive and dynamic organization that provides dedicated support for best-in-class services to the community. We recognize the effort it takes to make a selection like this, so we very much appreciate the opportunity. Recreation Factory Partners is excited and confldent that we meet all the requirements detailed in the RFP. This is described in greater detail in our full proposal. The following capabilities make us confldent that we are the most qualifled solution for Orange County. • A proven history of strong leadership and effectiveness in managing the Sportsplex, as well working with Orange County residents, staff, and elected officials. Through a team of dedicated professionals, we have grown, improved, and effectively provided best in class programs and services for the recreation, sport, and fltness needs of the County, currently and for the future. • Our business model starts with a long-term strategic plan based on the County’s unique needs. Those needs are formulated into critical factors for success which form the basis for each annual plan. We then execute timely oversight and measurements to ensure those goals are met or corrective actions immediately implemented. • Recreation Factory Partners is aware of the trends and issues, both in the industry, and speciflcally to support the future needs of Orange County. As well, we never lose sight of the need to provide exceptional customer service for both our external and internal customers. • With a proven record of flnancial success, we have quality staff with skills in managing a recreation, sports, and fltness center as well as the necessary, secure systems to gather revenue, manage expenses and provide quality infrastructure maintenance. • Recreation Factory Partners utilizes a collaborative management process/structure. We believe in consensus building through compassionate, communicative leadership, allowing our staff the freedom to perform their work. Our scheduling, programming, revenue collection and reporting software provides real time availability of information to decision makers. We stress clear, detailed visibility through real time reports and dashboards. • We never lose sight that our people are our most important asset. We have put in place a high-quality team of diverse, committed individuals. We pride ourselves on staff retention, resulting in a strong institutional memory on all aspects of the Sportsplex operations and infrastructure through a large component of long-term key Sportsplex employees. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE It can be said that the true measure of an enterprise is its ability to handle severe crises. We have two major examples: 1. It is acknowledged that the Sportsplex was constructed with poor design and inferior materials. When the critical ice rink subfioor header system failed due to corrosion, the prognosis was an eighteen-month shutdown and rebuild cost of $2million. After much research, Recreation Factory Partners applied a process not previously used in the industry. Successfully tunneling under the rink and replacing the entire header system, we reopened in flve months at a cost of $600K. 2. When the pandemic threatened to infiict signiflcant long-term damage on Sportsplex operations, we compassionately furloughed staff, maintained the facility, and then worked with the County Health Department to creatively and safely re-open progressive aspects of the facility, returning much needed wellness services to County residents. Some of our procedures were adopted by neighboring Counties as the standard for safe reopening. We retained most of our quality, experienced staff. We believe we have created a unique company to meet the needs of Orange County. Recreation Factory Partners headquarters were moved to Hillsborough to better serve. Most of our staff live in Orange County and are part of the community. If selected, I would be the full-time onsite Manager of the Sportsplex. On a personal note, my family and I live in Hillsborough. My wife teaches at Hillsborough Elementary, and our three young boys participate in local activities. This is home and provides us with personal insight and attachment to Orange County. We appreciate your consideration, and while we have a passion to be your management team of choice, we wish you all the best in your selection, regardless of your decision. Thank you, Andrew Stock Chief Executive Officer Recreation Factory Partners c.c. John Stock Chaiman, Recreation Factory Partners Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Management Contract Proposal ORANGE COUNTY Request for Proposal #: 367-OC5441 ID Number: 20-3916659 Federal ID Number or Social Security Number Recreation Factory Partners Inc. ` Provider Name Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE C. Management Philosophy and Approach: Recreation Factory Partners Vision/ Mission/Values: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Our Approach: Recreation Factory Partners believes in operating a strategic business based on long-range goals and objectives consistent with the needs of the community and the owners of the Orange County Sportsplex. These goals must be realistic and clearly communicated to all stakeholders. The long-term goals are the foundation for our dedicated team of managers to formulate Annual Business Plans with clearly stated twelve month financial, customer satisfaction, facility stewardship as well as revenue and personal growth objectives for each area of the business. We measure results daily and communicate clearly with each manager on the monthly attainment of these goals. Recreation Factory Partners has a strong belief in the team approach to managing. We have assembled a team of qualified and engaged managers. We believe in diversity, inclusion, and respect for and within our management team. This ensures high retention and performance standards. Through the timely monitoring of all areas of the business, corrective measures, where necessary, can be expediently implemented. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE D. Qualitative and Financial Performance: Recreation Factory Partners believes that to achieve specific financial and performance objectives there must be a fully integrated business model that starts with a long-term strategic business plan built around Orange County’s stated Strategic Plan supplemented by specific revenue growth, operating cost containment, customer satisfaction and facility infrastructure maintenance. All within the stated requirements and metrics laid out in the Sportsplex Management Agreement. The Strategic Plan forms the underlying basis for each year’s Annual Plan wherein objectives are fine tuned into specific revenue growth goals; cost containment or reduction goals; continuous improvement objectives by department, as well as employee professional growth. Around these goals an annual budget is formulated broken down by department and individual program. This is clearly documented, provided to the Owner and, just as importantly, communicated and bought into by the management team. Periodically, customer/member surveys are conducted to ensure that the strategic objectives and annual goals are consistent with the wants/needs of the Sportsplex customer base. Measurement against stated goals is frequently analyzed through our detailed enterprise-wide software which allows for the monitoring of revenues on a macro level but also detailed by department; by product/service; by customer, etc. Expenses are controlled through a formal vouchering/approval process and monitored daily/weekly against prior periods and budget to ensure the business is operated in a controlled manner. Weekly management meetings to communicate progress and discuss accomplishments against goals ensure visibility and accountability and foster a team approach. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE RFP has a proven track record of having delivered on the existing Management Agreement with Orange County for the past 20 years. It has done so by creating an organization structure of qualified, experienced department heads for each of the functional business segments of the Sportsplex: Ice Rink; Aquatics; Wellness & Memberships; Kidsplex ( preschool, afterschool and camps); Field House (courts and turf); Accounting & Financial; Concession & Birthday Parties; Customer Services. While there is an overriding Staff Handbook and Operating Procedure each Department has its own processes to deliver the unique elements of their programming. We believe that critical to running a controlled, effective business is Visibility, Transparency, Control, Analytics, and History. On a granular level: Revenue: • Billings done through our DaySmart scheduling, billing, and monitoring software with detailed tracking and reporting by detailed chart of accounts. • Revenues are tracked by Department, Category/Program/Class, Customer, Invoice, Employee. • All information reviewed and analyzed against historical, budget and trends. • Additional reports available for all customers, member retention and contact info for marketing. • Billings uploaded to our comprehensive financial reporting system. Expenses: • All expenditures are controlled through a voucher system. Each expense request must be submitted through a voucher supported by vendor receipts and two -level approval. • The accountant then processes vouchers for payment requiring two check signatures. • Checks with vouchers attached are maintained in sequential order waiting for review and approval by County Finance and only then released. • The voucher total is then submitted to County Finance for approval of funds to be transferred from the Sportsplex Depository Account to the Sportsplex Disbursement account and the checks are released. • All checks and supporting documents are filed numerically for reference and auditor review. Payroll: • Payroll expenses are similarly controlled. • All shifts are scheduled; staff must clock in for their assigned shifts. • All actual hours are compared to shift schedules and approved by the Dept. Heads before being released into accounting. • Two level approval is required for all new additions to the payroll. • By-weekly payroll report detail is approved by the Manager and Recreation Factory Partners. • Detailed payroll journal available for County Finance approval prior to the release of funds. • Payroll tracked and administered through account with PrimePay, LLC. Marketing and Community Engagement: • DaySmart Scheduling, Registration, and Point of Sale software. • Constant Contact within DaySmart software allows for blast and targeted email campaigns. This includes over 20,000 unique customer emails compiled through actual use of the Orange County Sportsplex. • Stats and standings for leagues tracked and published through DaySmart software. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE • Web host and manager/administer of website www.oc-sportsplex.com through open-source publishing platform WordPress and website hosting company HostGo. Web host of www.trianglesportsplex.com, which is the previous website for the facility. Visiting www.trianglesportsplex.com will take you to www.oc-sportsplex.com. • Social media accounts with Facebook (4,500 followers), Instagram (1,200 followers), and TikTok (35,000 likes). • Annual Family Fun Day (formerly Active Families Day) is a free event put on by the Sportsplex every Spring/Summer since 2012. The community event offers games, prizes, vendors, activities, bounce houses, and more, all while showcasing all that the Sportsplex has to offer. It is a great way to give visitors the opportunity to try something new that will keep them active and fit. The Sportsplex also hosts various other free/discounted and festive/fun events such as Santa at the Sportsplex, Thanksgiving Food Drive Skate, charity Zumbathons, theme public skate nights (Taylor Swift, Halloween, Valentines, etc.), Parents’ Night Out, college hockey games, and more. • Participation in community events include the Hillsborough Holiday Parade, Hillsborough Hog Days, Orange County Employee Benefits Fair, Orange County Schools Kindergarten Registration Event, Hillsborough Arts Council Last Fridays, job fairs, summer camp fairs, and more. Facility Maintenance and Upkeep: • Close relationship with Passmore Center and Soltys – maintain parking lot and all landscaping. Effort consistently made to coordinate on the schedule, collaborate on events, meet regularly about issues, and assist in any way possible when needed. Offer Orange County Senior Membership rate – only eligible after establishing profile at Passmore Center. • Trademasters HVAC Preventative Maintenance and Repairs • Dynamic Mechanical Ice Rink Preventative Maintenance and Repairs • Hurlockers Truck and Trailer Repair (Mobile mechanic for Zamboni Ice Resurfacer) • Caribbean Pool Service (pool chemicals and supplies) • Duffield Aquatics (Pool UV Filtration maintenance and supplies) • Atlantic Solutions, Inc. (pool chemicals and supplies, CPO Certification classes) • Life Fitness Commercial Fitness Equipment • Hillsborough Landscaping Company Accounts and Partnerships • Orange County Schools (Membership discount, Swim for Charlie Swim Initiative, high school swim teams, Kindergarten registration event, summer camps, etc.) • Orange County DSS • Orange County Senior Games • Duke Live for Life (Membership Program) • UNC Employees (Membership Program) • Sports Endeavors • Les Mills Fitness • Skyhawks Youth Sports • Zamboni, Becker Arena Products, and All Star Arenas • Sunbelt and United Rentals • USA Hockey • USA Figure Skating • USA Swimming • Safesport • Silversneakers Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE • Silver&Fit • Renew Active • Goldbeck’s Karate • Red Cross (Lifeguard/First Aid/CPR Certification and Blood Donation) • North Carolina Board of Massage & Bodywork Therapy • UNC Physical Therapy and Audiology • Upright Athlete Physical Therapy • PORCH Hillsborough / OCIM Food Pantry • Local Boy Scouts and Girl Scouts of America Recreation Factory Partners procedures have been verified through periodic audits by the County’s Auditors. Also, the company Chair is a CPA and former PWC partner, who periodically verifies all procedures and reviews monthly financial statements against budget and prior periods. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE E. Recreation Factory Partners Experience: • Recreation Factory Partners was formed thirty years ago as the operational management company to operate ice rinks owned by Ice Ventures. • President, John Stock, was also a shareholder in all these rinks. This formed the original philosophy to manage facilities consistent with an ownership mentality. • Originally the mandate consisted of five rinks in Cary, Charlotte, and Greensboro. • Through growth of a 250,000 sf multi-venue sports facility was added in Wake Forest. • Other new rinks and management contracts for ice and indoor turf and court venues acquired or built. Twenty-five facilities in total. • RFP has been the management company of the Orange County Sportsplex for 20 years. Critical to the success of the company was to form a management team of experienced operators. Some of those original employees are still with the company. Examples: • Doug Scott - Facilities Director Doug oversees all facility infrastructure, particularly the complex ice rink chillers and pool HVAC. A graduate with a B.S. from Graceland College, Doug ran an ice rink and adjacent commercial complex in Darien Connecticut for 25 years before joining RFP 25 years ago. Doug has overseen multiple facilities in the Northeast and for RFP after military service, establishing 50 years of expert experience. Doug has overseen the Sportsplex facility since January 2009. • John Stock – Chairman of Recreation Factory Partners John has a masters’ business degree and started his career with Price Waterhouse Coopers as a CPA. He has extensive industry experience as a CFO for a $2 billion distribution company and CEO of an international manufacturing company. He was also head of acquisitions for Nabisco where a key core skill was business turnarounds. All the operations he led had significant business turnarounds and success under his leadership. • Andrew Stock – Chief Executive Officer of Recreation Factory Partners Also serving as the facility General Manager, Andrew Stock joined RFP 13 years ago after a career in banking. He earned his B.S. in Sports and Recreation Management from NC State University in 2007. With 10 years of experience working in ice rinks and around professional and amateur sports prior to his banking career, Andrew quickly progressed from operational management roles to Assistant General Manager of the Orange County Sportsplex in 2015 before assuming the General Manger duties in 2017. Andrew is proud of the opportunities that the Sportsplex has provided the municipal area during his tenure. As a local resident raising his family less than 5 miles from the Sportsplex, Orange County is extremely important to Andrew. Living in the area adds great understanding and consideration of how vital it is to operate the Sportsplex in an equitable and sustainable manner for the betterment of the community. However, most critical to this proposal is RFP’s experience and capability as it pertains specifically to the Orange County Sportsplex. Except for the pandemic shutdown the Sportsplex has achieved revenue growth during every year of RFP’s leadership and significant net operations surpluses: Sportsplex FY2005 FY 2023-24 Revenue 1,600,000$ 5,644,000$ Expenses 2,600,000 4,094,000 Operating Loss/Profit -1,000,000 1,550,000 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE F. Recreation Factory Partners Capability and Capacity to perform Project: As managers of Orange County for the past 20 years, Recreation Factory Partners is uniquely capable and has the proven capacity to perform the project. The Sportsplex is so important to our company that we have moved our headquarters and the personal residence of the Manager to Hillsborough. We have staffed the Sportsplex with a focus on diversity in management and supervision. RFP operates the Plex on a 7 day, three shift basis. Staffing at the Sportsplex of 95 full and part-time team members includes 70 (75%) Orange County residents with the rest living in bordering communities in Alamance/Durham counties. We have a core of employees who have been with us for 20 years with a strong institutional memory for business, building and equipment infrastructure, as well as customer relationships. We believe that in addition to best-in-class business processes and programs, our people are critical to our success. Key members of our management team are as follows: Gayle DelVecchia-Coulombe – Assistant General Manager and Director, Children’s Care and Development Programs Gayle began work at the Sportsplex as a camp counselor when she was an Orange High School student in 2011. Continuing to work at the Sportsplex in summers throughout high school and while she earned her bachelor’s degree in Elementary Education from Elon University, Gayle has been promoted within the Childcare department from counselor to Assistant Director to Director. Gayle became the Childcare Director in January of 2020 and Assistant General Manager in May 2024. Gayle earned her MBA from NC State University in December 2024. Scott Green – Assistant General Manager and Fitness/Field House Director After a college football career led Scott to a college football coaching career, including stops at Liberty University and Carson Newman University, Scott decided to transition to Sports Management with the Sportsplex in November 2020. Scott obtained his Bachelor of Science from Liberty University in Sports Management and later obtained an MBA from Carson Newman while coaching there. Scott was hired as the Field House Director in November 2020. He was promoted within the company to the role of Assistant General Manager in January 2022. Heather Delisle – Accountant Originally hired in 2015 as a Customer Care Associate, Heather began assisting in the Accounting Department in 2018 and took over full-time role of Accountant in November of 2022. Heather earned her B.A. from Berea College in Kentucky and has lived in Hillsborough for 23 years. Ron Kondub – Maintenance Director After 30 years of experience as a licensed electrician, Ron started with the Sportsplex in August 2016. Ron possesses technical understanding of numerous complex facility operations, including the ice rink chiller plant, the pool filtration systems, facility-wide HVAC and electrical, sprinkler and alarm systems, and various other unique facility operations. Kevin Kamenski – Director of Ice Rink Operations After a 30-year career of playing professional hockey, corporate marketing, running elite travel hockey programs, and serving as GM Westchester Skating Academy from 2018-2020, Kevin started with the Sportsplex in August 2020. Kevin was able to answer the large demand for travel hockey to return to the Sportsplex where it had been absent since 2018 when TYHNC decided to stop offering. The Carolina Thunder youth hockey program has been extremely successful and has grown to nearly 100 players in its second year. Laura Wagner – Membership Director Longtime Sportsplex employee started in October 2008 working as a Customer Care Associate. Through over 15 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE years at the Sportsplex, Laura has moved up to Front Desk Manager and now serves as Membership Director. Laura is a graduate of Meredith College with a B.S. in Exercise Sport Science. Brad Langford – Aquatics Director and Head Swim Team Coach Brad swam collegiately and graduated from the University of Cincinnati. He had an original Stint at Assistant Swim Team Coach and Head Lifeguard from 2018 to 2019. Brad left the Sportsplex to become the Head Coach of Centenary College of Louisiana from 2019 to 2022 before returning to the Sportsplex as the new Head Coach of the Hillsborough Aquatic Club in May 2023. Nathan Crooks – Hockey Director and Ice Rink Manager Key manager of ice rink and oversees principal programs such as Adult Hockey League, Youth Intro to Hockey programs, and U8 Carolina Thunder hockey team. After college, Nathan gained relevant experience by working in advertising and for the Nashville Predators NHL Team before coming to the Sportsplex 2.5 years ago. Nathan grew up in Hillsborough and played the vast majority of his youth hockey for Triangle Youth Hockey of NC out of the Sportsplex. Dia McGaughey – Skating Director Dia has over 30 years’ experience as a USA Figure Skating Instructor and Figure Skating Director. Dia was hired in January 2023 and does an excellent job with the Holiday/Spring skate shows, summer camps, and Learn to Skate classes. Gracie Finch – Fitness and Field House Manager Started October 2018. Progressed from Floor Trainer and youth coach to Management. Major contributor to all Toddler programs, Pickleball, Volleyball, and Homeschool physical education programs. Sohila Ibrahimi – Snackbar and Parties Manager Started with Sportsplex in September 2021working childcare and front desk. Promoted from within to Manager of Front Desk and now Manager of Birthday Parties and Concessions/Snackbar. Manager since December 2022. Hillsborough resident for over 30 years. Kristen Jones – Marketing Director Part-time position. Started with Sportsplex in September 2021. Also manages Member Childcare Center. Has done an excellent job establishing Annual Family Fun Day every April, social media presence, community engagement. Anna Varnell – Aquatics Manager and Swim Lesson Director Started with Sportsplex in October 2020 as Lifeguard. Manager since May 2023. Previously Director of Swim for Charlie Youth Swim Initiative that works with Sportsplex and Orange County Schools. Matt Graham – Assistant Swim Team Coach Matt has a B.S. in Psychology from the University of St. Andrews in Scotland. started with Sportsplex in May 2024 and has 13 years of swim coaching experience, most recently with YMCA of NWNC SwimTYDE. DaQuan Wilson – Youth Athletics Coordinator Daquan previously worked at Grady A. Brown Elementary School, Eastern Alamance High School, and Southern Alamance High School. He coached boys’ basketball at A.L. Stanback Middle School and was the Head JV and Assistant Varsity Basketball Coach at Southern Alamance High School. DaQuan started with the Sportsplex in June 2024. Nabil Kavari – Maintenance Manager Nabil started with Sportsplex as high school student in October 2015. Has worked in various capacities with the Sportsplex, earning full-time work as Head Janitor in 2021 and Maintenance Manager position in 2022. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Melanie Mascarenhas – Customer Service Manager Melanie started with the Sportsplex in June 2021. Melanie has 3.5 years of experience in management at the Sportsplex and has been a resident of Orange County for over 5 years. Rita McIver – Customer Care Associate Rita has over 25 years at the Sportsplex and has worked in several different areas of the business. Rita started with the Sportsplex in December 1998. Rita served as the Customer Service Manager from 2014-2020. A graduate of NC A&T State University, Rita has been a Hillsborough resident for over 25 years and is very well- known in the community, especially at the Sportsplex. Trang O’Connor – Group Fitness Coordinator Trang started at the Sportsplex in September 2018 as the Fitness Director. When the pandemic hit, Trang decided to scale back her roll at the Sportsplex to provide her with more time for her 3 children. She started in her current role as Group Fitness Coordinator in October 2020. Trang is a graduate of the University of Pittsburgh who has lived in Hillsborough for more than 8 years. In summary we have approached our 20-year arrangement from a perspective similar to owner/operators, applying that successful formula to how we operate the Sportsplex. Our management of the Sportsplex is with the entrepreneurial passion of nurturing a key owned asset. After the pandemic we retooled our workforce so that most of our people are now full-time. We oriented them as “sportsplex” people. They live here; bought homes; kids attend local schools; and are part of the community. We have fostered an enthusiastic service orientation, dedication, plus stable institutional knowledge, and the resultant financial returns are significantly above industry norms. Lastly, we believe that a look at the past is indicative of the future. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE The Future will be accomplished through the continuation of Recreation Factory Partners Proprietary, Quality Programming as follows: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE In summary we are confident we will continue to fulfill what we believe is both Orange County’s and Recreation Factory’s vision for the future of a state-of-the-art Recreation, Fitness and Sport facility. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE G. Recreation Factory Partners Living Wage Policy: W 4 4 ’ ’ z — j j — j — 4 N z 1 “ j ” — N 9 — j B “ ” 9 — 1 99 — H. Recreation Factory Partners Proposed Management Fee to perform Project: Flat Rate: • $200,000 annually with 2.5% CPI escalator • Expense reimbursement based on submitted invoices with backup, not to exceed $1,500 per month • 5-Year Term -OR- Performance Based Alternative: • Base rate: $175,000 • Net income greater than $1,250,000 at 10% • Net Income greater than $1,500,000 at 20% • Expense reimbursement based on submitted invoices with backup, not to exceed $1,500 per month • 5-Year Term Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE References: COMPANY NAME CONTACT NAME TELEPHONE NUMBER Ice Ventures LLC David Hushek, Managing Partner 919 291 1661 Ammons Building Corporation (The Factory Sports and Recreation; Wake Competition Center) Jeff Ammons, President 919 427 2322 Orange County Government Barry Jacobs Steve Halkiotis 919 880 5270 919 357 5447 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County Sportsplex Facility Policy Manual Operating and Employment Policies utilized by Orange County Sportsplex Management company: Recreation Factory Partners Revised July 2025 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County Sportsplex Employee Handbook A guide to policies, practices, and benefits for employees of the Orange County Sportsplex Revised July 2025 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 2 Dear Employee, Welcome! We are pleased to have you as a member of our team. You are joining an organization with a long history of caring about people. Our goal is to consistently attract, develop, and motivate talented and committed team members. We are looking to you to practice and instill, in spirit, mind and body, our core values of caring, honestly, respect and responsibility. You have received this handbook because you are now employed by Recreation Factory Partners, Inc dba: Orange County Sportsplex. You will discover that the Orange County Sportsplex has established competitive employment policies, practices, and benefits that allow us to attract, retain, and develop the best employees possible. This Employee Handbook replaces all handbooks and conflicting policies that may have been issued to you in the past (excluding only an employment agreement) and is designed to provide information to our employees that will enable them to better understand their jobs and their performance. Please read this handbook carefully. You are responsible for all its contents. Again, welcome! We wish you all the best in the Orange County Sportsplex. ____________________________ John Stock Chair Recreation Factory Partners, LLC Andrew Stock General Manger Orange County Sportsplex Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 3 Introduction This handbook is not intended to create, and does not create, a contract, expressed or implied. The policies, practices, procedures, and benefits of the Orange County SportsPlex and Recreation Factory Partners, Inc, including those stated in this handbook are subject to change or cancellation at any time without notice, at the sole discretion of management. Application of policies may also vary based on the circumstances. Formal documents, such as plans, procedures, policy statements, insurances policies, and trust agreements, set forth the eligibility, participation, coverage, benefits, limitations, exclusions, and other requirements that govern each plan, procedure, and policy. The actual plan documents control the benefits and procedures available to you. In the event of any conflict or inconsistency between this handbook and the plan documents, summary plan descriptions, insurance policies or trust agreements, the terms of the plan documents, summary plan descriptions, insurance policies or trust agreements will govern. This handbook is only intended as a general guide to our policies, procedures, and benefits. We may implement new or different plans, procedures, policies, and benefits at any time. Additionally, we may modify, revoke, suspend, terminate, or change any or all plans, procedures, policies, and benefits, both in the handbook and in the formal documents, in whole or in part, at any time, retroactively or prospectively, and with or without prior notice to employees. The interpretation by Recreation Factory Partners of any of its plans, procedures, policies, and benefits both in this employee handbook and in the formal documents, is final and binding. Please contact the management of Orange County SportsPlex with questions regarding payroll, benefits and other employment-related matters. Mission Statement The Orange County Sportsplex is committed to providing a safe, clean facility that serves our community by offering professional, quality programs and instruction. Our trained and experienced staff is dedicated to promoting a healthy lifestyle for our members, and guests. To produce extraordinary results we will: Be a proud and enthusiastic team Be passionate about promoting our programs Be accountable and act responsibly to achieve our full potential Act as a responsible corporate partner, and garner trust within the community Consistently treat our members, guests, and co-workers with integrity and respect Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 4 Code of Conduct Staff, contractors, volunteers are expected to act in a manner that upholds these principles at all times when they are in our facility or at SportsPlex sponsored activities. We expect them to behave in a way that shows respect and caring for others, which includes not using any language or engaging in any action that can hurt or frighten another person or that falls below generally accepted standard of conduct. Specifically, action which does not show respect for others and is not permitted includes: 1. Clothing, body marking or other visible items hateful, vulgar or profane in writing or pictures is prohibited. 2. Using angry or vulgar language is prohibited. 3. Making physical contact with another person in any angry or threatening way is prohibited. 4. Engaging in any sexual activity is prohibited. 5. Harassing or intimidating by words, gestures, body language or any other menacing behavior is prohibited. 6. Stealing or other behavior which results in the destruction or loss of property is prohibited. 7. Any conduct of an inappropriate, threatening or offensive nature is prohibited. 8. In order to protect staff, contractors, volunteers, and program participants, at no time during a SportsPlex program, may a staff or volunteer person be alone with a single child where they cannot be observed by others. As staff supervise children, they should space themselves in a way that other staff can see them. 9. Staff/volunteers shall never leave a child unsupervised. 10. Restroom supervision: Staff/volunteers will make sure the restroom is not occupied by suspicious or unknown individuals before allowing children to use the facilities. Staff/volunteers will stand in the doorway while children are using the restroom. The policy allows privacy for children and protection for staff (not being alone with a child). If staff assists younger children, doors to the facility must remain open. No child regardless of age should ever enter a bathroom alone on a field trip. Always send children in pairs, and whenever possible, with staff. 11. Staff/volunteers should conduct or supervise private activities in pairs - diapering, putting on bathing suits, taking showers, etc. When this is not feasible, staff should be positioned so they are visible to others. 12. Staff/volunteers shall not abuse children including: • Physical abuse- strike spank, shake, slap • Verbal abuse- humiliate, degrade, threaten • Sexual abuse- inappropriate touch or verbal exchange. • Neglect- withholding food, water, basic care, etc. Any type of abuse will not be tolerated and may be cause for immediate dismissal. • Mental abuse- shaming, withholding love, cruelty 13. Staff/volunteers must use positive techniques of guidance, including: • Redirection, positive reinforcement and encouragement rather than competition, comparison, and criticism. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 5 • Staff will have appropriate expectations and set up guidelines and environments that minimize the need for discipline. • Physical restraint is used only in pre-determined situations (necessary to protect the child or other children from harm), is only administered in a prescribed manner and must be documented in writing. 14. Staff/volunteers will conduct a health check of each child, each day, as they enter the program, noting fever, bumps, bruises, burns, etc. Questions or comments will be addressed to the parent or child in a non-threatening way. Any questionable marks or responses will be documented. 15. Staff/volunteers respond to children with respect and consideration and treat all children equally regardless of sex, race, religion, disability, color, national origin, genetics and culture. 16. Staff/volunteers will respect children's rights to not be touched in ways that make them feel uncomfortable, and their right to say no. Other than diapering, children are not to be touched in areas of their bodies that would be covered by a bathing suit. 17. Staff/volunteers will refrain from intimate displays of affection towards others in presence of children, parents and staff. 18. Staff may not solicit members, participants, or other staff for contributions or sale of products expect on behalf of other non-profts. 19. Staff/volunteers must appear clean, neat, and appropriately attired. 20. Using, possessing, or being under the influence of alcohol or drugs during working hours is prohibited. Drugs include the misuse of prescribed or over the counter medications. 21. Profanity, inappropriate jokes, sharing intimate details of one's personnel life and any kind of harassment in the presence of children, parents, members of volunteers is prohibited. 22. Staff/volunteers must be free of physical or psychological conditions that might adversely affect children's physical or mental health. If in doubt, an expert should be consulted. 23. Staff/volunteers will portray a positive role model for youth by maintaining an attitude of respect, loyalty, patience, courtesy, tact and maturity. 24. Staff/volunteers may not be alone with children they first meet in SportsPlex programs outside of the SportsPlex. This includes babysitting, sleepovers, driving or riding cars, and inviting children to their homes. 25. Staff/volunteers may not transport children in their own vehicles or allow youth participants old enough to drive to transport younger children in the programs. 26. Staff/volunteers may not date program participants under the age of 18 years of age. 27. Under no circumstance should staff release children to anyone other than authorized parents, guardian, or other adults authorized by the parent or guardian (written parent authorization on file with the SportsPlex). 28. Staff/volunteers must read and sign all policies related to identifying, documenting, and reporting child abuse and attend trainings on the subject, as instructed by a supervisor. 29. Staff/volunteers are to report to a supervisor any other staff or volunteer who violates any of the policies listed in the Code of Conduct. Any violation of this Code of Conduct may result in immediate termination. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 6 Table of Contents Section One: Company Policies and Practices Your Employment Status………………………………………….………page 9-10 ▪ Conditions of Employment ▪ Employment "At Will” General Policies…………………………………………………….……..page 11-13 ▪ Orientation ▪ Immigration Law Compliance ▪ Employee Relations with Management ▪ Outside Employment ▪ Attire Property and Equipment Policies………………………………………...page 14-17 ▪ Company & Employee Property ▪ Parking ▪ Telephones ▪ Smoking ▪ Solicitation ▪ Internet and Technology Equal Employment Opportunity Policies………………………………...page 18-20 ▪ Equal Employment ▪ Harassment/Discrimination ▪ Workplace Violence Work Schedule……………………………………………………………page 21-22 ▪ Hours of Operation ▪ Clock In/Clock Out System ▪ Pay Cycle ▪ Overtime ▪ Breaks ▪ Closings & Delays due to Weather ▪ Holidays Attendance and Leave Policies…………………………………….……..page 23-29 ▪ Time Off ▪ Absenteeism ▪ Maternity Leave & Family and Medical Leave Act Workers Compensation and Safety………………………………………page 30-32 Corrective Action……………………………………………………………….……page 33 Termination/Drug and Alcohol Policy……………………………..……………page 34 Section Two: Company Wages and Benefits Wages/Insurance Benefits/Compensations/ Social Security………………..page 36 Employee Discounts…………………………………………………………………page 37-39 Section Three: Contact Information ▪ Administration……………………..………………………………page 40-41 Acknowledgement Page…………………………………………………………..…page 42 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 7 Section One: Company Policies and Practices Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 8 Conditions of Employment All employees are hired and employed "at will". These guidelines do not constitute an employment contract, expressed or implied, between the Sportsplex or Recreation Factory Partner and its employees but are general guidelines to SportsPlex Personnel Policies. Supervisors do not have authority to deviate from these guidelines without prior written approval of the Chief Executive Officer or General Manager. Recreation Factory Partners and The Sportsplex reserves the right in its discretion to deviate from these guidelines under appropriate circumstances and to modify these guidelines, without notice, as it deems appropriate. Employment “At Will” All employment with Recreation Factory Partners and The Sportsplex is "at will" employment. Under "at will" employment, your employment with this organization can and may be terminated voluntarily by you and/ or terminated by the Recreation Factory Partners and The SportsPlex with or without cause at any time, for any reason, or for no reason at all. Employee Classification Employees are in one of four classification groups—either as a Temporary Employee, New Employee, Part-time Employee, or Full-time Employee. Eligibility for certain benefits and application of certain employment policies may differ according to the classification. These classifications, as they relate to the Orange County SportsPlex, are described as follows: Temporary. Temporary employees, including seasonal and summer help, are employed on the basis that their employment is on a limited and “as needed” basis. Temporary employees are hired to perform a specific job for a short period of time, normally less than one year. For example, this may be to supplement the work or to replace and employee who is on leave of absence or vacation. They may be hired to work any number of hours and usually will be paid an hourly rate. A temporary employee, moreover, keeps his or her temporary designation until management notifies the temporary employee in writing that the temporary employee’s designation has been changed. Temporary employees are not eligible to participate in the employee benefit programs. New. New employees are defined as those who are hired for the first time or those who may have been employed by the company in the past, but left our employ and subsequently are rehired. New employees are subject to an initial probationary period that lasts up to ninety days. During this period, new employees will be eligible for, and/or shall accrue benefits depending upon their classification as either a full-time or part-time employee. The designation of this time frame, however, does not constitute an obligation to retain the new employee until the end of the specific introductory time period. During this introductory period, the new employee has the opportunity to demonstrate an ability, interest, and skill in his or her position. At the end of the introductory period, a decision will be made whether to continue employment. Part-time. Part-time employees are those regularly scheduled to work less than thirty hours during a work week. There may be times or even periods of times when a part-time employee is scheduled to work thirty or more hours during a work week. This does not change an employee’s part-time status. An employee keeps his or her part-time designation until management notifies the part-time employee in writing that the part-time designation has been changed. If a part-time employee becomes full-time, the employee’s eligibility for EMPLOYEMENT STATUS Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 9 benefits described for full-time employees will be based on the employee’s start date as full-time employee. Part-time employees are not eligible to participate in all employee benefit programs outlined in this handbook. Full-time. Full-time employees are those regularly scheduled to work thirty hours or more during a work week. They are eligible to participate in the company benefits and employee benefit program in accordance with their position and length of employment as herein outlined and as described more fully in the plan document, summary plan descriptions, insurance policies, and/or trust agreements. All employees will also be classified as either EXEMPT or NON-EXEMPT. Exempt employees are not subject to the overtime regulations as described and governed by the Wage and Hour Act. Non-exempt employees are subject to the overtime regulations as described and governed by the Wage and Hour Act. Specific Job Description/Expectations/ Requirements Employees are required to discuss specific job expectations, goals, requirements with the Department Manager in which the Employee was hired under. The employee is also responsible for reading any additional department employee handbooks if deemed necessary by appropriate Manager or General Manager. Departmental Handbooks will be provided by General Manage and or Department Heads upon hiring. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 10 Orientation Each new employee receives an orientation at or near the beginning of his/her employment. This is not a formal training session about the specific job, but is instead designed to provide general information about employment, including a copy of this handbook and applicable benefits information. Employees will then be instructed and rained about their specific job duties by their immediate supervisor. All employees must read the handbook, sign, and return the receipt acknowledgement forms that are attached to the back of the handbook. Immigration Law Compliance As a condition of employment and in compliance with applicable immigration laws, employees are asked to complete the Employment Eligibility Verification Form I-9 and present documentation establishing their identity and employment eligibility. Employees who are working on temporary work permit are responsible for renewing that permit, or employment will cease on the last day of legally eligibility to work in the United States. Employee Relations with Management We prefer a union-free work environment where employees are free to deal directly with management. The right of employees to think and speak for themselves as individuals is and will be respected. We are committed to providing a culture where employees can reach maximum professional development and achievement of goals. Therefore, open communication between employees and managers is strongly encouraged. Employees should feel free to ask questions and make comments to management personnel individually or in meetings. Employees should use SportsPlex provided email and voicemails unless there is an emergency. In the case of an emergency, the employee may contact their immediate supervisor or other member of management on the provided personal cell phone. An employee who has a complaint, question, or concern about anything connected to his or her work should discuss it with his or her immediate supervisor. If the matter is of nature that the employee feels discouraged, threatened, or intimidated by the supervisor, employees are encouraged to bring it to the attention of another member of management. Complaints and concerns will be addressed and appropriate action will be taken. Publicity and Confidentiality We expect all employees to refrain from engaging in–directly or indirectly, on or off the job—any conduct that is disloyal, competitive, or damaging to the company. Every employee may come in contact with highly sensitive, confidential information concerning his or her workplace—this may include customer lists, vendor lists, pricing histories, marketing data, accounting or financial data, negotiations and contracts, personnel information, business plans and strategies, and other trade secrets. Disclosing this information, whether accurate or inaccurate, could damage the company. All of this information is strictly confidential, and must not be repeated or communicated, directly or indirectly, to any person (including, but not limited to, friends or relatives) outside of the workplace. This obligation continues even after an employee’s employment relationship with the company ends. GENERAL POLICIES Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 11 Job References We do not want to place our employees in the situation of having to respond to unsolicited inquiries. Only management is permitted to respond to reference and public inquiries. All requests from outside sources for personnel information concerning applicants for employment, current employees, and former employees must be directed to a manager. Conflict of Interest Employees must be aware of all potential conflict of interest situations. A conflict of interest exists where one’s loyalties and commitments are pulled against the loyalties and efforts of the company. Even the appearance of an impropriety or conflict can create a conflict of interest. It is imperative that all employees adhere to a strict code of ethical conduct and avoid any impropriety or the appearance of any impropriety. Outside Employment An employee’s full-time position is considered his or her primary responsibility and outside employment is discouraged. However, if an employee seeks additional employment, he or she shall determine that no conflict of interest exists and that he or she can effectively perform the job duties for the company. Employees must consult their manager before pursuing or continuing outside employment that may be considered a conflict of interest or create the appearance of any impropriety. An employee who is engaged in outside employment may not use the equipment, facilities, or other resources of the company in such outside employment. Personnel Records and Change in Status Each employee must provide accurate information for personnel and applicable fringe benefit purposes. This information includes, without limitation, his or his name, social security number, address, telephone number, names and addresses of spouse and dependents, beneficiaries under fringe benefits plans, number of tax exemptions, and eligibility for work. Other information may also be required. Employees are responsible for promptly notifying the Orange County SportsPlex of any changes in this information. General Housekeeping Employees must pay constant attention to safety and are required to follow these simple rules and others given by their supervisors: Keep work and storage areas clean and free from debris Avoid cluttering restrooms and eating areas; clean up when finished Keep all tools and equipment clean and in good condition Dress/Attire All employees must report to work in clean, neat attire including being clean shaven or trimmed. It is the policy of our company to present “sport/business casual” attire, and our employees are expected to dress in the appropriate and professional manner. For example: hair must be kept in a neat, clean, and professional manner; appropriate undergarments must be worn at all times; fingernail length should not interfere with the performance of any duties; blue jeans will not be allowed to be worn; shorts should be on a casual length; body markings, logo, insignia that may be considered offensive to others are prohibited. Employees are required to wear company issued uniform items at all times when performing their duties. The Orange County SportsPlex uniform should not be worn while you are off the working time clock. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 12 Gifts and Favors Employees have an obligation to act solely in the company's best interest; therefore employees should not accept any gifts, favors, or entertainment valued at more than $50.00 from any member, vendor, potential vendor, or other outside party. An exception may be for infrequent gifts ( or other items), which are less than $50.00 in value. Tips or other gratuities may not be accepted in any amount. Employees may accept meals, refreshments, or entertainment of a nominal value less than $50.00 in connection with business discussions; for instance, occasional luncheons or dinner meetings, held to conserve time and build relationships. All employees have a personal responsibility to ensure that their acceptance of such gifts, meals, refreshments, or entertainment is proper and not reasonably construed as an attempt by others to secure favorable treatment. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 13 Work-site Access Off-duty employees are not permitted to be in the interior of the workplace or in other working areas for any reason unless they are reporting to work, on duty, or leaving work. Non-employees are not allowed on company property except on official company business. Employees are instructed to immediately report any unauthorized visitors to their immediate work-site supervisor. On-duty employees must secure permission from their supervisor before leaving the work-site during working hours and must report to their supervisor upon returning. All authorized visitors to our office or work-site must be treated with professional courtesy. Company Property No company property is to be removed from company property at any time for any reason unless permission has been granted by management. Employee Personal Property We do not provide insurance coverage for the personal property of employees on workplace premises. Management reserves the right to inspect any items brought into, on, or taken from the premises. This includes company issued lockers. Employees are responsible for providing their own locks. The company is not responsible for any items stored or placed in company lockers. Orange County SportsPlex reserves the right to inspect employee lockers at any time for any reason. Parking All employees are required to park away from the building to provide convenient parking access for Orange County Sportsplex members and guests. Telephones Our telephones are for business use. However, we recognize that from time to time employees may need to make personal telephone calls. If an employee needs to do so, the use must not interfere with company business and may not be excessive or unreasonable. We trust that our employees will use common sense in this regard. Charging personal long distance telephone calls to the company is prohibited. The use of personal cellular phones is prohibited while on the clock. Employees may use their personal cellular phones only when on a scheduled break and must do so away from their work station. Employees are reminded to be courteous while making and receiving business-related calls. While on these calls, employees should keep in mind that they are the company’s liaisons to the customer.\ Person Phone Calls and Texting If your position involves providing direct service to members and/or participants, you are not permitted to use your personal mobile communication device(s) while working. If you have an emergency situation that requires you to use your mobile device, you must notify your supervisor before taking or making the call or text so that you can be relieved from your duties to attend to the situation. Phones are to be silenced or on vibrate while working. PROPERTY AND EQUIPMENT POLICIES Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 14 You may not use mobile communication devices (e.g., cell phones) while driving a vehicle for the SportsPlex. If you need to contact someone, you are expected to safely park before doing so. This applies to making or receiving call, texting, emailing, etc. Smoking Smoking is prohibited in the building and on the grounds of the Orange County SportsPlex. Bulletin Boards Bulletin boards are placed throughout the workplace at convenient locations. Bulletins, job postings, company policies and various rules and regulations are placed there for our employees and customers. Each employee is expected to read the bulletin boards regularly. Only official company materials are to be posted on the bulletin boards. All information to be posted must be approved in advance by management. Solicitation and Distribution Solicitation and distribution of literature by non-employees on company property is prohibited. Solicitation by company employees on company property is prohibited when the person soliciting or the person being solicited is on working time. Working time is the time employees are expected to be working and does not include rest, meal, or other authorized breaks. Distribution of literature by employees on company property in nonworking areas during working time, as defined above, is prohibited. Distribution of literature in working areas in prohibited at all times. Internet, E-mail and Technology We may provide Internet, e-mail access, and other technology (such as computers, voice mail, etc.) to some employees. These technologies are intended to be used for business reasons. The company encourages the use of Internet, e-mail, and technology because they make communication more efficient and effective. However, the Internet service, e-mail, and technological equipment are company property, and their purpose is to facilitate company business. Every staff member has a responsibility to enhance and maintain the company’s public image and use the Internet, e-mail, and other technologies in a productive manner. Employees accessing the internet through the company network must not engage in any activity that could reflect unfavorably on the SportsPlex. To ensure that all employees are responsible, the following guidelines have been established. Any improper use of these resources is not acceptable and will not be permitted. This Equipment and Data is Company Property. Management reserves the right, at any time and for any reason, to access, search, inspect, and disclose any message or communication on a computer, technology system (including but not limited to Internet, e-mail, and telephones) or property owned or operated by the company. All equipment, software, files, communication, or messages created, maintained, sent, or received on any system or diskette provided by or owned/operated by the company are considered company property. Downloading files or software without approval from SportsPlex management is prohibited. Employees are prohibited from draining network resources such as; installing and playing games, using instant messaging software, forwarding chain email messages, streaming music or videos or downloading non-business related files (mp3, mpegs, jpeg, etc.), which would alter system integrity. Unacceptable Use. Company e-mail, Internet access, social media, or other technology may not be used for accessing, transmitting, retrieving, displaying, or storing of any communications of discriminatory or harassing nature or materials that are pornographic, obscene, or x-rated. Accessing any internet or social media site that contains inappropriate pictures, materials, comments, language, links or anything else that might be considered inappropriate is prohibited. Harassment of any kind is Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 15 prohibited. No message with derogatory or inflammatory remarks about an individual’s race, age, disability, religion, national origin, physical attributes, or sexual preference shall be accessed, transmitted, retrieved, displayed, or stored. No abusive, profane, or offensive language is to be accessed, transmitted, retrieved, displayed, or stored through the company’s e-mail, Internet, or technology system. Our technological resources are not to be used for any other purpose that is illegal or against company policy or contrary to the company’s best interest. Solicitation of non-company business or any use of the company’s technology for personal gain is prohibited. Communications. Each employee is responsible for the content of all text, audio, or images that they place or send over the company’s e-mail/Internet or technology system. No e-mail or other electronic communications may be sent which hides the identity of the sender or represents the sender as someone else or someone from another company. All messages communicated on the company’s e- mail/Internet system should contain the employee’s name. Any messages or information sent by an employee to another individual outside of the company via an electronic network (e.g., bulletin board, online service or Internet) are statements that reflect on the company. While some users include personal “disclaimers” in electronic messages, there is still a connection to the company, and the statements may be tied to the company. Incidental, occasional, and appropriate personal use of e-mail is acceptable. Remember, all e-mails are subject to review by others. Employees may not participate in on-line chat groups unless they are directly business-related. All communications sent by employees via the companies e-mail/Internet system must comply with this and other company policies and may not disclose any confidential or proprietary company information. Software. To prevent computer viruses from being transmitted though the company’s e-mail/Internet system; there will be no unauthorized downloading or any unauthorized software. All software downloaded must be registered to the company. Employees may not duplicate company software to put on their personal computers. Employees should contact management if they have any questions. Copyright Issues. Copyrighted materials belonging to entities other than this company may not be transmitted by employees on the company’s e-mail/Internet system. All employees obtaining access to other companies’ or individuals’ materials must respect all copyrights and may not copy, retrieve, modify, or forward copyrighted materials, except with permission, or as a single copy to reference only. Failure to observe copyright or license agreements may result in disciplinary action up to and including termination. Security. The company routinely monitors usage patterns for its e-mail/Internet communications. The reasons for this monitoring are many, including cost analysis/allocation and the management of the company’s gateway to the Internet. All messages created, sent, or retrieved over the company’s e- mail/Internet are the property of the company and should be considered public information. The company reserves the right to access and monitor all messages and files on the company e- mail/Internet and other technology system. Employees should not assume electronic communications are private and thus should transmit highly confidential data in other ways. Violations. Any employee who abuses the privilege of company facilitated access to e-mail, Internet, or other technology will be subject to corrective action up to and including termination. If necessary, the company also reserves the right to advise appropriate legal official of any illegal violations. Member Records Member records are confidential and may be used only for SportsPlex related business. Disclosing member information to other member or to staff that do not have appropriate security access or privilege is prohibited. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 16 Social Media Guidelines The Sportsplex recognizes the value of social media and other online communication tools for business purposes, such as connecting with members, staff, donors, and volunteers. In order to protect the company, all employees are expected to behave in a manner consistent with the SportsPlex values of caring, honesty, respect, and responsibility and to abide by this policy when using social media or other online communication tools for work or personal purposes. Many Sportsplex employees maintain individual pages on social media sites and / or use other online communication tools to connect and communicate for personal purposes. While the Sportsplex does not mean to interfere with anyone's personal life, we realize that publicly observable communications, actions, or words are not private. Individual’s online activities are accessible to the community at large; therefore, all Sportsplex employees’ online activities must be consistent with the Sportsplex mission values. Accordingly, the following guidelines must be followed by all employees when using social media or other online communication tools: • The use of photos, video, or images of the SportsPlex, or its programs, members, or participants is prohibited (unless specifically authorized by SportsPlex Senior Management). Use of the SportsPlex logo is prohibited. If an employee uses the SportsPlex name (including names of camp or other programs) in any such communication, they should be especially careful to support the SportsPlex image and mission while making it clear that they are speaking for themselves and not on behalf of the SportsPlex. Employees must also keep in mind that they may not post an endorsement of SportsPlex programs without disclosing their employment relationship with the SportsPlex. • Staff should recognize that they are personally responsible for the content they publish on social media sites. Employees may be subject to discipline for online commentary, content, or images that are defamatory, pornographic, harassing, or otherwise inappropriate. Examples of inappropriate content include, but are not limited to, references to or photos of alcohol or illegal substance use; disclosure of confidential information about other people; and posting false, disparaging, or inappropriate information about other people. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 17 Empl Equal Employment Opportunity It is our policy to utilize all human resources and to provide equal employment opportunities to all qualified persons, consistent with applicable federal, state, and local equal employment opportunity laws prohibiting discrimination based on race, sex (including pregnancy), age (as define in the Age Discrimination in the Employment Act of 1967, as amended), handicap/disability, religion, ancestry, color, creed, national origin, citizenship, veteran status, or any other status or condition protected by applicable law. This policy shall apply to all phases of the employment relationship including but not limited to the hiring, management, upgrading, promoting, transferring, laying-off, terminating, compensating, and recruiting of personnel. Managers and the Director of Human Resources are available to answer any questions about any equal employment opportunity practices. Workplace Harassment/Discrimination It is our policy to afford all employees a workplace that is free from all forms of sexual, pregnancy, racial, color, religious, age, handicap/disability, national origin, ancestry, citizenship, veteran status, or otherwise unlawful harassment and discrimination. This policy applies to everyone connected with our business whether it is employees, customers, suppliers, vendors, etc. Harassment in any form, including verbal, physical, and visual harassment, is prohibited. Impermissible conduct includes, but is not limited to: Verbal harassment (such as epithets, derogatory comments, or slurs, when directed at an individual on any protected basis); or Physical harassment (such as assaults, impeding or blocking movement, or any physical interference with normal work or movement, when directed at an individual on any protected basis); or Visual forms of harassment (such as derogatory posters, cartoons or drawings, when directed Physical harassment (such as assaults, impeding or blocking movement, or any physical interference with normal work or movement, when directed at an individual on any protected basis); or Visual forms of harassment (such as derogatory posters, cartoons or drawing, when directed at any individual on any protected basis) We want to prevent harassment in our workplace. However, unless we are aware of a problem, we cannot fix it. Any employee who feels that he or she is a victim of such harassment should report it promptly, regardless of who originates it or participates in it, and regardless of whether it is oral, written, visual, physical conduct, or any other type of behavior. Employees should use the reporting procedure outlined in this handbook in the “How to Report Harassment/Discrimination” section below. Any supervisory employee to whom an employee brings a complaint of sexual or other harassment, but who fails to take appropriate action to resolve it may also be disciplined, up to and including termination. If found to have occurred, violation of this policy will result in appropriate corrective action. The corrective action may include termination. There will be no retaliation against anyone who in good faith reports a violation or suspected violation of our harassment/discrimination policy. How to Report Harassment/Discrimination Anyone who is the object of any such conduct or who observes any such activity must immediately report the incident to his or her immediate worksite supervisor or any other member of management staff. If an employee does not feel comfortable reporting it to his or her immediate supervisor, he or she should not hesitate to contact any other member of management. A prompt, and to the extent possible, discreet investigation will be conducted. Anyone who in good faith brings a complaint of discrimination or harassment or who in good faith participates in a discrimination or EQUAL EMPLOYMENT OPPORTUNITY POLICIES Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 18 harassment investigation will not be adversely affected with respect to his or her employment for making such a complaint or participating in the investigation. A Few Words About Sexual Harassment We prohibit all forms of sexual harassment by employees, customers, suppliers, and vendors. Employees who receive or observe sexual harassment should make a complaint to management so prompt action can be taken. All employees are responsible for assuring that the workplace is free from sexual harassment at all times. We will work to prevent and investigate harassment. These efforts will not be successful in all cases without help from each employee. Explanation of Sexual Harassment. Sexual harassment includes the following: Unwelcome sexual advancements (verbal and/or physical), intimidation, insults, request for favors, and other verbal and or physical conduct of a sexual nature constitute sexual harassment when: Submission to such conduct is either an explicit or implicit term or condition of employment (such as promotion, job assignment, overtime opportunity, wage increase, etc.); or Submission to or rejection of the conduct is used as a basis for making employment decisions; or The Conduct has the purpose or the effect of substantially interfering with an individual’s work performance or creating a hostile or offensive work environment. Sexual harassment under this definition may range from sexual innuendo, perhaps in the guise of humor, to coerced sexual relations. It may include but certainly is not limited to: Sexual jokes or offensive sexual language. Unwelcome sexual references. Verbal harassment of sexual nature. Subtle or direct pressure of sexual activity. Physical contact such as touching, patting, pinching, rubbing, or squeezing. Displaying pictures or objects that have women or men as sexual objects. Sexual harassment may have different definitions, but it has no place in our work place. If an employee is unsure whether his or her behavior may be considered as harassment, then he or she should change the behavior. Using and insisting upon good manners, professional behavior, and the exercise of good sense will go a long way in avoiding and preventing the inappropriate conduct covered by this policy. Should there be any incident, however, which runs afoul of this policy, it should be reported immediately as describe in this handbook on page 13 in the “How to report Harassment/Discrimination” section . Any employee with a complaint or observation about sexual harassment should raise the issue immediately with management, so action can be taken. The company will investigate all complaints and will attempt to handle these matters efficiently and in a professional manner. Confidentiality will be respected to the extent practical under the circumstances. No one will be punished for bringing an issue to our attention in good faith, even if he or she does not have all the facts. The company would rather hear about the problem sooner rather than later. Violation of this policy is grounds for discipline or discharge. This policy applies on and off company property. Remember, we cannot help if we do not know about the problem. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 19 Workplace Violence Policy We are committed to preventing workplace violence. Conduct during and after work hours that threaten, intimidate, or coerce another employee, a customer, a vendor, or anyone else will not be tolerated. Any employee who violates this policy will be subject to discipline, including possible termination. Impermissible conduct includes, but is not limited to: Making a verbal threat to harm another individual or destroy property; Making a menacing gestures; Displaying or expressing an intense or obsessive interest (such as a grudge or romantic interest) in another individual or co-worker that appears to exceed normal interpersonal interest; Attempting to intimidate or harass others; Engaging in behavior indication that the individual is significantly out of touch with reality; and that he or she may pose a danger to self of to others; Throwing dangerous objects at any individual; or Possessing or displaying weapons on company premises. It is necessary that every employee understand the importance of his or her role in maintaining workplace safety and security. Employees should immediately report all threats or acts of violence, whether from a co- worker or non-employee, using the reporting procedure described in this handbook on page 13 in the “How to Report Harassment/Discrimination” section. Any suspicious individuals or activities that lead employees to suspect violence should be immediately reported to their immediate supervisor and other members of management at The Orange County SportsPlex. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 20 Hours of Operation All staff members are expected to report to work on time and remain at work during normal business hours as scheduled. We recognize it may be necessary for some employees to work past normal business hours. When this is necessary, all employees are expected to as needed. Normal work hours are from 5:30am to 10pm Monday through Saturday. Sunday hours are from 12:00pm to 7:00pm. These hours are public hours; there are special events, practices, and games that are scheduled outside the public hours that may require an employee to work. Pay Cycle Fiscal pay period is bi-weekly. There are 26 pay periods in a year. Pay day is normally every other Friday after 11:00am for services performed for the previous two weeks period ending the previous Saturday. Time Keeping Each non-exempt employee must accurately record his or her hours of work. Exempt employees may be required to record their time as well. Employees must follow a specific time kept procedure, as instructed by their supervisor. This may require filling out a timesheet, punching a time clock or electronic recording. Employees are required to log times at the following points: when beginning work; when taking a break; and when stopping work. Although punctuality and promptness are required, an employee should not clock in sooner than five minutes before or clock out later than five minutes after his or her regularly scheduled hours without prior authorization. Non-exempt employees are not permitted to engage in work activities unless they have clocked in. All time worked beyond an employee’s regularly schedule hours must be authorized by his or her supervisor. If an employee makes an error in keeping track of his or her time, he or she should immediately inform his or her supervisor and have the time adjusted and the correction initialed. No employee is permitted to record time for another employee, unless specifically authorized to do so. Clock In / Clock Out System All employees paid an hourly rate and some salaried employees will need to utilize the Primepay clock in / clock out console to record when beginning work, taking a lunch or other break, and when stopping work. This console is located behind front desk. Every employee will be assigned a 4 digit pin that can be used to clock in and out. A scanned fingerprint can also be utilized and will be set up for every employee that is able. The console cannot read every fingerprint. The clock in / clock out console will allow employees to clock in no more than 5 minutes before their shift. Directors/Manager/Supervisors will enter employee schedules into the system so that the console is aware of when hourly employees have been scheduled to work. Overtime Every employee is required to work all assigned overtime. Non-exempt employees will be paid overtime wages for all actual hours worked in excess of forty (40) during a workweek if required by law. All work outside of a non-exempt employee’s regular schedule must be schedule by and/or approved in advance by his or her supervisor. Breaks The NC Wage and Hour Act (WHA) does not require mandatory rest breaks or meal breaks for employees 16 years of age or older. The WHA requires breaks only for youth under 16 years of age. Youths under 16 years of age have to be given at least a 30-minute break after 5 hours of consecutive hours and no break of less than 30 minutes shall be deemed to interrupt a continuous period of work. The NC law on breaks for youth under 16 years of age generally applies only to enterprises that have gross sales or receipts of less than $500,000.00 a WORK SCHEDULE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 21 year and to private non-profit organizations. However, the Orange County SportsPlex will adhere to this policy. Generally, if an employer does five breaks, then the break must be a least 30 minutes for the employer to be able to deduct the time from an employee’s pay. An employer does not have to let its employees leave the employer’s premises as long as the employee is completely relieved of duty during the 30-minute break, and the employer does not have to provide a break room. The bottom line: It is entirely up to an employer to give breaks or not to give breaks to its employees who are 16 years of age or older. Severe Weather / Unexpected Closings and Delays The workplace may be declared closed, or its opening delayed, due to inclement weather or other unexpected conditions affecting our operation. We will make a case-by-case decision on how such lost time impacts your wages depending on the particular event, but normally this time will be unpaid. Employees may be required to use accrued time for these situations. Employees may go to the Sportsplex website, call the Sportsplex and listen to the recording, or watch station WRAL on TV to determine the Sportsplex hours in the event that there is a chance of severe weather impacting the operation hours. If we schedule make up days, employees must work on the make-up day. Even when our business is not closed or delayed, employees should always use their best judgment as to whether it is safe to attempt to travel to work. We do not want employees getting hurt. Employees should trust their judgment on this issue. These situations will be evaluated on a case-by-case basis, but will typically be unpaid. Holidays Holidays are declared at the discretion of management. Holidays are unpaid for non-exempt employees. Holiday pay for an exempt employee is already included in his or her salary for the week. In order to be eligible for a recognized paid holiday, a full-time employee must have worked a full schedule on his or her last scheduled day of work prior to the holiday and on his or her first scheduled day of work after the holiday, unless he or she is on vacation or out on an absence which has been excused. If a holiday falls during a period in which you are on an approved paid leave, you shall receive holiday pay for that recognized holiday and any accumulated vacation days would not be charged against you for that holiday. Unused holidays will not be reimbursed in cash or additional days off. We recognize the following Holidays: New Year’s Day Easter Sunday Independence Day (4th of July) Thanksgiving Day Christmas Day Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 22 We expect all employees to report to work on time and perform a full day of work on each scheduled workday. We recognized that time away from work and flexibility is healthy for our employees. We also recognize that occasionally our employees will be forced to unexpectedly miss work. For these reasons, we have instituted leave of absence policies to govern these situations. This section of our handbook is designed to inform our employees of our expectations and, when necessary, of an employee’s leave options. Failure to follow these policies will result in discipline, up to and including termination of employment. Paid Leave(PTO) Paid leave is available to both exempt employees (salaried employees) and to full time hourly staffed (defined as working more than 32 hours per week on a consistent basis. For staff that work hourly and also provide independent contractor services hours are calculated only for non-contractor related activities. PTO is defined to cover both vacation days and, where applicable, sick days. Paid leave may be take in ½ or full day increments only. Full-time salaried and hourly employees are eligible to earn and use paid leave as described below. How Paid Leave is Earned. For both salaried and full-time hourly staff, PTO accrues immediately upon hire. In the employee’s first year of employment, a full-time salaried employee is entitled to 10.5 days of paid leave, calculated as 3.25 hours earned per pay period. Upon their fifth consecutive anniversary, full-time salaried employees (only) are entitled to an additional 2.5 days of paid leave, for a total of 13 days, calculated as 4 hours earned per pay period. Full-time hourly staff are entitled to 5 days of PTO which accrues at 1.5 hours per pay period. For both salaried and hourly staff, these total hours of PTO are intended to cover both vacation and sick days combined. Part-time hourly staff are not entitled to sick days. If a salaried employee’s paid leave period falls in conjunction with an observed holiday of the company, the holiday absence will not be deducted from his or her paid leave time. Hourly staff are not paid for holiday closures. Paid leave time must be used during the year it is earned (year is defined as a calendar year starting January 1st and ending December 31st). An employee cannot accrue paid leave and roll it over to the next year. Unused paid leave is forfeited at the end of the year. If your employment terminates for any reason, any unused paid leave is forfeited. How to Use Paid Leave. To use paid leave, an employee must complete a leave request form. This form must be submitted to their supervisor at least 14 days prior to the first day of leave, where possible. We will attempt to honor all requests but t it will not always be possible to do so. Paid leave will be scheduled on a first-come, first-serve basis. An employee may be required to split paid leave time and/or to schedule it at another time so as not to disrupt our business operational needs. Remember that our business responsibilities are our first priority. The employee’s immediate supervisor’s decision, in this regard, is final and binding. What To Do About Being Absent or Late As soon as an employee knows he or she will be late to work or absent from work, he or she must immediately inform his or her immediate supervisor by telephone. If the supervisor is not available, the employee must speak to another supervisor. We expect employees to give us as much advance notice as possible when planning absences. If the absence is unplanned, we expect employees to notify us at least one (1) hour before ATTENDANCE AND LEAVE POLICIES Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 23 the commencement of their regularly scheduled workday. If an emergency should arise after an employee has left for work, he or she must notify the immediate work-site supervisor (or another supervisor if his or her immediate supervisor is not available) as soon as possible. Tardiness / Absenteeism The mere fact that an employee reported an absence does not excuse an absence. Unless his or her absence is permitted under our leave policies and he or she has given prompt advance notice of the absence (when possible), the absence will be counted as an unexcused absence. If an employee’s absence from work or tardiness is not excused under one of our leave policies, it is counted as unexcused. If, in a one-year period, an employee has three unexcused absences and/or tardies, he or she will be subject to disciplinary action. If an employee creates three consecutive days of unexcused absences, he or she will be deemed voluntarily abandoned his or her job and his or her employment will be automatically terminated. Bereavement Leave of Absence Exempt employees are allowed paid bereavement leave of absence for time lost for regularly scheduled work due to attendance at the funeral of the employee’s spouse, parent, grandparent, children, and/or siblings of the employee or his or her spouse. This leave will consist of up to three (3) days: the days before, the day of, and the day after the funeral. Exempt employees are allowed one (1) paid day for bereavement for “other” family members. An employee must notify his or her supervisor as far in advance as possible of his or her absence and may be required to provide appropriate documentation from the funeral home. Jury Leave of Absence Employees will be granted a leave of absence to tend to jury duty, as provided by law. Employees must: (1) submit a copy of the jury duty summons to his or her supervisor immediately after receiving the jury summons, and (2) submit evidence of his or her jury duty attendance to his or her supervisor upon completion of jury duty. The company will then pay Exempt employees the difference between their regular wages and their jury compensation for the full length of such leave in a rolling 12-month period (measured backwards from the date the leave begins). As much as practical, an employee will be required to work during jury duty leave when his or her presence as a juror is not required. All employees are eligible for this benefit. Pregnancy/Maternity Leave To be eligible for a pregnancy leave of absence, the employee must be a non-temporary, full-time, exempt female employee who has been employed with that status no less than 12 consecutive months with Orange County Sportsplex. Maximum Length of Leave The maximum length of pregnancy leave allowed is 12 weeks. If the employee needs a longer leave due to medical complications, the employee should notify Orange County Sportsplex as soon as possible. The additional leave will be treated the same as any other medical or disability leave. Written Requests A written request for pregnancy leave must be submitted within a reasonable time. The employee must submit a written doctor’s statement, indicating the anticipated delivery date. The employee should inform Orange County Sportsplex of the expected duration of her pregnancy leave so that Orange County SportsPlex may plan around the absence efficiently until her return. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 24 Transfers An employee requesting pregnancy leave may also ask for a transfer to another less strenuous or less hazardous position is so desired. The request must be in writing and must state the reason for the transfer. Paid Leave Orange County Sportsplex provides for paid pregnancy leave for the period of up to six (6) weeks. The employee may use any accumulated paid sick days and/or paid vacation days to extend her pregnancy leave beyond the paid leave period. Paid sick days and/or paid vacation days do not accrue during the paid leave period. The employee will be paid for all days designated as part of the up to six week leave period or paid sick/vacation. The employee’s paid/unpaid maternity leave time will run concurrently with qualified FMLA leave. Medical Incapacity At her option, the employee may continue to work up to the delivery date, depending upon the employee’s medical circumstances and the nature of the employee’s job. In the event the employee is physically incapable of performing her regular job duties at any time during her pregnancy, the employee may request to be placed on pregnancy leave. An advance notice of a minimum of one (1) week should be given, accompanied by a statement from the employee’s physician attesting to the employee’s incapacitation. Benefits While an employee is away from work on an approved pregnancy leave of absence, she continues to participate in Orange County SportsPlex company employee benefits programs. If the employee makes any monetary contributions to the employer sponsored benefit program, the employee is responsible for arranging payment methods with the plan administrator in order to maintain the benefit through the period of leave. The employee must not allow more than a two (2) week period of time to pass without bringing their benefit contributions to date. Orange County SportsPlex will endeavor to return the employee to the same or equal job she had before taking pregnancy leave. Although, unless otherwise required by law, Orange County SportsPlex does not guarantee a return to the identical job, the employee will suffer no loss in seniority. Family and Medical Leave Act Introduction to Family and Medical Leave Act. The Family and Medical Leave Act was enacted in 1993. Essentially, it allows all eligible employees 12 weeks of unpaid leave for births, adoptions or a “serious health condition” of the employee or, in some circumstances, the employee’s spouse, chills or parent. It is the purpose of this Family and Medical Leave of Absence section to comply with the Family and Medical Leave Act of 1993. The interpretation of terms and resolution of disputes under this provision shall be governed by that law. Enforcement procedures include complaints to the Wage of Hour Division of the Department of Labor and civil actions in court. It is unlawful to discriminate against an employee because of the exercise of rights under the Family and Medical Leave Act. Subject to the terms and conditions set forth in this policy and the Family and Medical Leave Act, an eligible employee is entitled to a Family and Medical Leave of Absence in the following circumstances: 1. For the birth of a son or daughter of the employee and to care for the newborn child; 2. For placement of a son or daughter with the employee for adoption or foster care; 3. To care for the employee’s spouse, son, daughter, or parent who has a Serious Health Condition (defined on page 21); and 4. For the employee’s own Serious Health Condition that makes the employee unable to perform the essential functions of the employee’s job. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 25 Eligibility. To be eligible for a Family and Medical Leave of Absence, an employee must meet both of the following requirements: 1. He or she must have been employed for a period of at least 12 months prior to the date on which any Family and Medical Leave is to begin, and 2. He or she must have been employed for at least 1,250 hours during the 12-month period immediately prior to the date on which any Family and Medical Leave is to begin. A “Serious Health Condition” means an illness, injury impairment, or physical or mental condition that involves one of the following: 1. Inpatient Care: Inpatient care (i.e., an overnight stay) in a hospital, hospice, or residential medical care facility, including any period of incapacity or subsequent treatment in connection with or consequent to such inpatient care. 2. Absence Plus Treatment: A period of incapacity of more than three consecutive calendar days (including any subsequent treatment or period of incapacity relating to the same condition), which also involves: a) Treatment two or more times by a health care provider, by a nurse or physician’s assistant under direct supervision of a health care provider, or by a provider of health care services (e.g. physical therapist) under orders of, or on referral by, a health care provider; or b) Treatment by a health care provider on at least one occasion which results in a regimen of continuing treatment under the supervision of the health care provider. 3. Pregnancy Any period of incapacity due to pregnancy or for prenatal care. 4. Chronic Conditions Requiring Treatment A chronic serious health condition which: a) Requires periodic visits for treatment by a health care provider, or by a nurse or physician’s assistant under direct supervision of a health care provider; b) Continues over an extended period of time (including recurring episodes of a single underlying condition); and c) May cause episodic rather than a continuing period of incapacity (e.g., asthma, diabetes, epilepsy, etc.). 5. Permanent/Long-Term Conditions Requiring Supervision A period of incapacity which is permanent or long-term due to a condition for which treatment may not be effective. The employee or family member must be under the continuing supervision of, but need not be receiving active treatment by, a health care provider. Examples include Alzheimer’s, a severe stroke, or the terminal stages of a disease. 6. Multiple Treatments (Non-Chronic Conditions) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 26 Any period of absence to receive multiple treatments (including any period of recovery there from) by a health care provider or by a provider of health care services under orders of, or on referral by, a health care provider, either for restorative surgery after an accident or other injury, or for a condition that would likely result in a period of incapacity of more than three consecutive calendar days in the absence of medical intervention or treatment, such as cancer (chemotherapy, radiation, etc.), severe arthritis (physical therapy), and kidney disease (dialysis). Family Leave Defined. What is a Family Leave of Absence? A Family Leave of Absence under the Family and Medical Leave Act may be permitted: 1. For the birth of a son or daughter of the employee and to care for the newborn child. 2. For placement of a son or daughter with the employee for adoption or foster care. 3. To care for the employee’s spouse, son, daughter, or parent who has a Serious Health Condition Medical Leave Defined. What is a Medical Leave of Absence? A Medical Leave of Absence under the Family and Medical Leave Act may be granted to an eligible employee because of a Serious Health Condition that makes the employee unable to perform the essential functions of his or her job. Notice and Application Procedure for Family and Medical Leave. Upon notice and application to the company, a Family and Medical Leave of Absence, or renewals thereof, shall be granted to employees who submit medical certification and/or other information verifying eligibility, according to the following procedure: 1. Notice and application for a Family or Medical Leave of Absence may be given either orally or in writing. Where practical, notice and application should normally be made on provided leave forms that are available. Where foreseeable, it must be given 30 days prior to the beginning of the requested leave. In other situations, it must be give within a reasonable time, generally not more than one or two days after the need for leave becomes known to the employee. The application and any renewal or extension forms shall state the anticipated duration of the leave. 2. We require all employees seeking Family and Medical Leave to provide medical certification of the reason for the absence. You will be provided the Medical Certification form when you notify the company of your need for Family and Medical Leave. This form must be returned within 15 calendar days. The granting of Family and Medical Leave absences prior to your providing the completed Medical Certification form is conditional. If such certification of verifying information and documentation is not timely received after it is requested, the conditional leave will be void; the leave will be denied, retroactive to its first day. Second and third medical opinions may be requested as permitted by law, at our expense, to further validate the employee’s certification. 3. Such information and documentation verifying entitlement to a Family or Medical Leave for the birth/care or placement of a son or daughter, as we may request, must be provided by the employee. General Family and Medical Leave Provisions: 1. The maximum total amount of time available to an eligible employee for Family and Medical Leave of Absence is twelve (12) workweeks during the rolling twelve (12) month period measured backward from the date leave is used. A workweek for purposes of this policy generally consists of five (5) eight- (8) hour workdays. If an employee works a schedule that changes from week to week, however, the average amount of time worked per week over the twelve (12) week period just before the requested leave, will be used to determine the workweek. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 27 2. An employee’s entitlement to a Family Leave for the birth or placement of a son or daughter ends 12 months after the date of birth or placement. The maximum total amount of time available to both spouses for a Family Leave for birth or placement of a child or for the care of a parent (but not a parent-in-law) with a Serious Health Condition is twelve (12) workweeks during a twelve (12) month period as defined above, if both are employed by the company. 3. Any applicable paid leave or unpaid leave will run concurrently with Family and Medical Leave. Employees must exhaust all vacation and personal time off during a Family or Medical Leave of Absence, as permitted by law. If paid leave is exhausted, the remainder of the leave, up to 12 weeks (if available), will be unpaid. Intermittent or Reduced Schedule Leave: A Family Leave may be taken on an intermittent or reduced schedule where such schedule is medically necessary. Time off work on an intermittent or reduced schedule leave schedule will be charged proportionally against an employee’s twelve (12) workweek entitlement. For intermittent leave or leave on a reduced schedule, there must be a medical need for leave (as distinguished from voluntary treatments and procedures) and it must be that such medical leave can best be accommodated through an intermittent or reduced leave schedule. Employees who require intermittent leave or leave on a reduced schedule must attempt to schedule the leave so as not to disrupt business operations. If the leave is required for medical treatment, the employee should consult with his or her supervisor and make a reasonable effort to schedule the leave so as to not disrupt unduly the company’s operations. When notice is given of the need for leave, the employee may be required to attempt to reschedule the treatment, subject to the ability and approval of the health care provider. In addition, an employee may be temporarily assigned to an alternative position with equivalent pay and benefits that better accommodates his or her intermitted or reduced leave schedule. Intermittent leave or leave on reduced schedule requested because of a birth or placement of a son or daughter shall be taken only upon management agreement. Effect on Health Insurance: Group medical insurance, where applicable, shall be continued in effect for any employee who is on an approved Family or Medical Leave pursuant to this section. If the employee who is on an approved Family or Medical Leave, the employee contribution will be made in the same way as it would have been made had the employee been working. If the leave is unpaid, the employee must make arrangements prior to the first (1st) day of leave (when possible) for his or her premium contribution amount to be paid directly to the Orange County SportsPlex in accordance with normal pay schedules. The company may recover the amount of the employee’s share of the premium paid by the company to keep the employee’s medical insurance in effect. In addition to this amount, if the employee fails to return from unpaid Family or Medical Leave, the company may recover any costs incurred to keep the insurance in effect, unless the employee failed to return because of a Serious Health Condition and as otherwise permitted by law. The amounts owed by the employee to the company shall be deducted from amounts owed to the employee by the company to the extent permitted by law. Return to Work: An employee who has been on a Family and Medical Leave of Absence for his/her own serious health condition shall provide to his or her manager a medical certification fitness for duty report that he or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 28 she is able to resume work at the time he or she returns. An employee who does not provide this certification will not be permitted to return to work until such a certification is provided. An employee on a Family or Medical Leave will be required to furnish the company with periodic reports regarding his or her status and intent to return to work. If the circumstances of the employee’s leave changes and the employee will be able to return to work earlier than anticipated, the employee will be required to notify the company at least two work days prior to the date the employee intends to return to work. An employee who returns from a Family or Medical Leave shall return to the position held at the beginning of the leave or to an equivalent position with equivalent employment benefits, pay and other terms and conditions of employment, provided however, that an employee is not entitled to return to a position other than that to which he or she would have been entitled had the employee not taken the leave. An employee’s right to reinstatement, however, may be affected if he or she is not determined to be a “key employee,” as defined by the Family and Medical Leave Act of 1993. Generally, an employee shall be notified of his or her “key employee” status at the time any Family or Medical Leave is requested or when it commences, if earlier. As with all other leaves of absence, failure of an employee to report for work at the time at which he or she is regularly scheduled to report at the termination of a Family or Medical Leave, or to secure an approved extension of leave in advance, may result in discipline up to and including termination of employment. Military Leave of Absence Eligible employees are permitted unpaid time off to serve on duty with a uniformed service such as the United States Reserve Corps, National Guard, or a branch of the United States Armed Forces. Each such employee shall be accorded the rights and privileges provided by applicable status, and the remedies there under shall be exclusive. The employee may be required to provide satisfactory evidence of his or her actual performance of his or her service. An employee should notify management of the expected date of departure and, where possible, the return, as soon as he or she receives his or her orders. Maximum Absence Allowed No type of approved leave or combination of approved leaves is permitted to exceed six months per year, except as required by law. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 29 Worker’s Compensation We provide a comprehensive workers’ compensation insurance program. The program covers most accidental injury or illness sustained in the course of employment that requires medical, surgical or hospital treatment. Neither the insurance carrier nor we will be liable for the payment or workers’ compensation benefits for injuries that occur during employees’ voluntary participation in any off-duty activities sponsored by our company. Reporting an Accident. If you sustain a work-related injury or illness (no matter how minor an on-the-job injury may appear), you must inform your supervisor immediately. Report the incident/accident by following this procedure: 1. If the incident/accident is Life Threatening, dial 911 immediately and obtain emergency care. 2. Complete a “Claims Reporting Form”. 3. Contact Office Manager 4. All injuries must have a Drug and Alcohol Test or Workmen’s Compensation will not cover your doctor’s bills. Your supervisor may provide you with other “medical reporting forms” that either you or your doctor need to complete each time you go to the doctor. If so, the forms need to be returned to your supervisor. You may be required to seek care through a panel of pre-approved doctors or your claim may be denied. Safety All employees must perform their duties in a manner that insures safety for themselves, their co-workers, and the company. Each employee must practice safety awareness by thinking defensively, anticipating unsafe situations and reporting unsafe conditions immediately. Please observe the following precautions: 1. Notify your manager of any emergency situation. If you are injured or become sick at work, no matter how slight, you must inform your worksite supervisor immediately. 2. Use, adjust, and repair machinery and equipment only if you are trained and qualified. 3. Use the correct equipment for all duties and avoid shortcuts or substitutes that can lead to injury. 4. Seek help when lifting, pushing or otherwise moving heavy objects. 5. Wipe up all spills immediately and keep floors clean and dry. 6. Store and stack equipment, files, boxes, etc. in a safe manner and do not block exits or safety equipment. 7. Do not climb shelves or counters that are not designed for such use; instead, use approved step ladders 8. Understand your job fully and follow instructions. If you are not sure of the safe procedure, ask your supervisor. 9. Know the locations, contents, and the use of first aid and fire fighting equipment 10. Report any unsafe conditions or fire hazards to management immediately 11. Wear and utilize all approved and required safety equipment/clothing. 12. Emergency Situations: In the event of an emergency situation, such as fire, or severe injury or illness: CALL 911 WORKER’S COMPENSATION AND SAFETY Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 30 A violation of a safety precaution is in itself an unsafe act. A violation may lead to disciplinary action, up to and including termination. Emergency Action Plan Purpose: To inform all employees of their responsibilities during a fire. It is important to report all fires while remaining calm by responding quickly and being prepared. It is the responsibility of each employee to know the location of all fired exit doors and designated evacuation routes. In General 1. All departments will notify the front desk of any problem requiring evacuation of the building. The front desk will announce over the radio “FEP”—Fire Evacuation Plan 2. The front desk staff is responsible for notifying the pool area that the FEP is in effect. 3. All Department managers and supervisors on duty are responsible for evacuating their areas of responsibility as described below. POOL AREA: (not including locker rooms) 1. Those in the competition pool—through the emergency double doors that are past the bleachers 2. Those in the baby pool or recreational pool—through the single emergency exit located near the steps of the recreation pool. 3. Those in the pump room and guardroom—through the double doors in the pump room. ICE RINK, NURSERY, ACTIVITY ROOM: 1. Those on the bleachers in the ice rink, or in the Zam room—evacuate through the emergency exit that is located next to the Zam room door. 2. Those in the Nursery; Activity Room—evacuate through the emergency exit located next to hockey locker room #4 (South side door from the rink) 3. Those on the ice rink—evacuate through the emergency exit that is located next to the Zam room door (because of the potential of slipping with ice skates on) PRO SHOP, FRONT DESK, SNAK BAR, LOCKER ROOMS, REST ROOMS, ACTIVITY ROOM, KIDSPLEX ROOM AND LOBBY AREA: 1. Those at the front desk, at the snack bar, in the locker rooms, fitness area, skate counter, and lobby area—evacuate through the front doors. First Aid Policies and Procedures: There are two first aid stations at the Orange County Sportsplex: Behind the skate counter Pool guard room The first aid kits include, but are not limited to the following: Latex gloves, band-aids, bandages, sterile pads, gauze pads, butterfly closures, cotton balls, medical tape, medical scissors and eyewash. These first aid stations are stocked every Friday, however, if you find that they are not stocked please inform the Aquatics Director. Ice packs are available upon request at the snack bar. There is a backboard and neck brace located in the pool area. Ice Rink Injury: (in general) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 31 First aid treatment is very common in an ice rink facility; therefore all personnel should be well versed in the following procedures: Once an injury in the ice rink has been reported to an employee, they are required to first and foremost protect themselves by putting on latex gloves before handling any patron. Skate guards are required to have general knowledge of first aid. The employee must treat the injury at the injury location (if the patron has not moved on their own). This prevents additional contamination of surfaces that must later be cleaned and disinfected. At this time, the skate guard determines the severity of the situation. Here is a guideline to determine the severity of an injury: o Does 911 need to be called? Any phone at the Orange County Sportsplex can be used to dial 911. a. If the answer is NO, follow the non-emergency first aid policy as described below b. If the answer is YES, follow emergency first aid treatment as described below NON-EMERGENCY FIRST AID TREATMENT POLICY Non-emergency first aid treatment is very common in an ice rink facility therefore all personnel should be well versed in the following procedures: Non-emergency first aid is first aid that does not require “advanced medical treatment”. This policy includes minor cuts, scrapes, bruises, etc. An on-site first aid employee can handle these types of injuries. If the patron is a minor, their parent or guardian must be present before treatment can be administered. Once the injury has been treated the employee must complete an incident report form. The form in located at the front desk or in the pool office. The report should be completed as accurately as possible, remembering that too much information is better than too little. It is to be signed by both the employee and the injured party (if it is a minor the parent must sign also). Employees certified in First Aid/CPR need to be notified of any accident that cannot be handled by general first aid. EMERGENCY TREATMENT POLICY Emergency first aid treatment is very common in an ice rink facility therefore all personnel should be well versed in the following procedures: Emergency first aid is first aid that does require “advanced medical treatment”. This policy includes, but is not limited to the following: serious falls and collisions, head trauma of any magnitude, deep cuts, contusions or abrasions, ligament or cartilage damage, back, neck, knee, shoulder, leg, elbows, eye trauma, broken bones, sprains, etc. Once an emergency injury in the ice rink has been reported to the skate guard, they are required to first and foremost protect themselves by outing on latex gloves before handling any patron. Lifeguards need to be notified of any accident that cannot be handled by general first aid. After the lifeguard is informed to contact EMS, the skate guard can delegate a person to do this task, however, the injured party is not to be left unattended for any reason. Keep the patron comfortable, but never move a victim without proper equipment (i.e., backboard, etc.). Hazard Assessment Plan Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 32 Protective equipment must be used whenever hazards are present. Chemical or mechanical hazards could cause injury or impairment through absorption, inhalation, or physical contact. All MSDS sheets are located at the front desk in a marked three ring binder. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 33 Acceptable employee conduct is necessary for the orderly operation of any business and for the benefit, protection, and safety of persons and property. Each employee, therefore, is expected to conduct himself or herself in an honest, responsible, and polite manner with respect for his or her employees, management, and any person with whom we do business. Under certain circumstances, the company will be required to address problems associated with an employee’s performance, attendance or violation of company policy. Our approach to corrective action is intended to maintain a productive and safe work environment for all employees. When a problem develops, the supervisor usually will meet with the employee to discuss the situation and to obtain information that will help determine the appropriate action to take. In most cases the necessary action will fall into two categories- (1) progressive discipline or (2) immediate termination. None of these policies should be interpreted to alter your employment at will status. These are not guarantees, but are guidelines. Progressive Discipline We usually employ a progressive course of corrective action for problems involving employee’s work performance, attendance/ lateness records or policy violations. The progressive steps, if applicable, are: A verbal discussion about the issue with corresponding documentation for the employee’s personnel file; A written warning that outlines the problem, a plan for improvement and an explanation of the disciplinary consequences if improvement does not occur; and finally; Termination. Immediate Termination In most case, disciplinary action should occur in progressive steps as outlined above so that termination occurs only after efforts have been made to correct the problem. However, violations of some company regulations are so serious that immediate termination may be appropriate. Such actions include, but are not limited to: Illegal or unauthorized possession of firearms, or other weapons on company property, or off property while performing any job duty. Releasing confidential information to unauthorized individuals. Dishonesty, including without limitation, unauthorized use or possession of property belonging to our business and/or another individual. Fighting, horseplay, or being involved in a situation that has an adverse effect on our business or the Orange County Sportsplex or potential Orange County Sportsplex patrons. Falsification of any record/document, including without limitation: time records, business records, employee information forms and records, and employment applications or resumes. Possession, consumption, use or being under the influence of illegal drugs or non-prescribed controlled substances on company premises or while performing services for our business. Being at work under the influence of alcohol or consuming alcohol in violation of the drug and alcohol policy. Refusing to carry out job duties or lawful directives of a manager. Discourteous or rude conduct. Deliberate or reckless action that causes either actual or potential loss to the company or employees, or damage to company or employee property, or physical injury to employees. Violation of safety standards. Discrimination or harassment in violation of our policies. CORRECTIVE ACTION Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 34 Both the company and the employees reserve the right to end the employment relationship at any time. All items belonging to the company including, but not limited to: keys, documents, and equipment must be returned to us on or before the employee’s last working day. All unused leave, unpaid commission, and bonuses are forfeited if an employee quits or is discharged on any reason. As a general rule, terminations will fall into one of two classifications: Resignation A voluntary initiated separation by the employee. Employees who choose to resign from the company are urged to notify their supervisor, in writing, at least two weeks in advance of their departure. Company- Initiated Termination Includes decisions to end the employment relationship due to implementation of business plans that require reductions in force, business relocations, and shutdowns; inadequate work performance, excessive absenteeism, excessive lateness and violation of other rules, policies and procedures. We have a vital interest in maintaining a safe, healthy and efficient working environment. Drug and alcohol abuse are regarded as serious social and economic problems. Employees under the influence of drugs or alcohol present safety and health risks to themselves and their fellow employees and have a detrimental effect upon high standards of performance and conduct. Violation of these policies will result in appropriate corrective action; up to and including immediate termination. Alcohol You may not report to work under the influence of alcohol. Alcohol may not be consumed in a company facility except at company-sponsored events that have been approved by management. At such events, employees should exercise moderation if they consume alcoholic beverages. If your job requires operation of an automobile or any other machinery, you may not consume alcohol at any time when it would impact your job. Company automobiles or machinery, or personal automobiles or machinery used in the conduct of company business, must not be operated by an employee under the influence of alcohol. Drugs You may not report to work under the influence of any illegal drugs. Employees who think or have been informed by their medical provider that their use of a legal drug may present a safety risk or may interfere in any respect with their job performance, judgment or behavior must report such a risk or interference to the supervisor. The unlawful manufacture, use, sale, purchase, transfer, or distribution of an illegal drug by our employees is prohibited. Drug and Alcohol Testing We reserve the right to test any employee we suspect of using or being under the influence of alcohol or a drug. Examples of factors that constitute reasonable suspicion include, but are not limited to: reports of unlawful use, erratic behavior, slurred speech, difficulty in motor coordination, dilated pupils, bloodshot eyes, arrests, increased absenteeism/tardiness, unexplained job deterioration, odor of alcohol or drugs, and general inappropriate behavior. The company will conduct drug testing in accordance with applicable law. TERMINATION DRUG AND ALCOHOL POLICY Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 35 Section Two: Company Wages and Benefits Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 36 Wages An employee’s wages are determined at the time he or she is hired. Employees are paid in accordance with company policy regarding pay schedule. When an employee’s regular payday falls on a day our business is closed, or a weekend, he or she will be paid (including direct deposits) on the following business day we are open. Health and Dental Benefits Medical, dental, and vision coverage is available to full-time employees. The terms and conditions of these various plans, where applicable, including eligibility, participation, coverage, benefit levels and limitations, exclusions, and other requirements and provisions are set forth in, and governed by, the formal plan documents and insurance policies of the respective plans. Employees are asked to refer to the summary plan descriptions and the plans themselves for information regarding these plans. Other Benefits Other benefits are available to eligible employees as defined in the Employee Reference Guide. Worker’s Compensation Employees are covered under The Workers’ Compensation laws. We maintain workers’ compensation coverage to provide benefits as a result of accidental injury, illness, death, or disability incurred in the course of, and arising out of, the injured employee’s employment. Eligibility for workers’ compensation benefits is governed by applicable law. Employees must immediately report any work-related injury to their immediate supervisor, no matter how slight. See the Workers’ Compensation and Safety section of this handbook for instruction on what to do in the event of a work injury. Unemployment Compensation Employees covered under the Unemployment Compensation laws may utilize this benefit in accordance with the Act’s rules and regulations. Social Security Employees are covered by the Federal Social system, which provides retirement, disability, survivor, and Medicare benefits to persons who meet governmentally imposed eligibility requirements. The cost of Social Security contributions for an employee is shared by him or her and the company. Continuation of Health Benefits As currently required by Federal law, upon an eligible employee’s loss of health coverage under any applicable health plan due to COBRA “qualifying event,” he or she (or the covered spouse or dependents) nevertheless may elect to continue health coverage after it would otherwise end for up to 18 or 36 months (depending on the circumstances). We will provide details at the time of eligible employee’s “qualifying event” informing him or her of available options to continue coverage at the eligible employee’s own expense, normally at the full group rate plus an administrative fee. Please refer to the summary plan description and COBRA notice in the Employee Reference Guide for further information. Lessons and Classes It is recognized that in a recreation, fitness and sport environment some of our staff may have special training, skills and talents that would allow them to provide specialty private or group lessons to members and customers. If part of their regular job description and daily tasks then the time involved is part of their standard salaried or hourly work schedule and pay. However if separate and distinct from their daily duties, with the prior permission of the General Manager, staff members may be permitted to provide those classes, lessons under the standard policies of the SportsPlex. Hourly employees must clock out to provide those classes and lessons. Salaried employees must not include the hours spent providing these classes and lessons as part of WAGES AND BENEFITS Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 37 their standard daily work hours and these lesson hours are totally separate an distinct form the required 40 hour work schedule of the full time staff member. “Double dipping” of hours is strictly prohibited. Employee Discounts The Orange County SportsPlex extends the following advantages to our employees: Facility: o All managers receive complementary memberships, classes, and programs. Their immediate family members residing in the same household receive a 50% off memberships, classes, and programs. o Non-managers who are Sportsplex employees receive a complimentary membership and 50% off all classes and programs. No discount is available for their immediate family members. SnackPlex: o All SportsPlex employees receive 40% off any purchase. Pro Shop: o All SportsPlex employees receive 15% off any purchase. Salaried and Full Time Hourly (minimum 30 hours per week) Unless Listed, payment is at full price. Department Discount Restrictions Membership (Employee) 100% Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. Membership (Employee’s immediate family/significant other) 30% Discount extended to the employee’s immediate family and residing in the same household. Fitness- Paid Programs and Classes 50% Be aware of class size and limitations, members and other customers must come first. Health and Safety Classes 100% First Aid and CPR classes. Must pre-register, subject to availability. Ice Rink-Paid Programs/Classes/Open Sessions 50% Be aware of class size and limitations, members and other customers must come first. Swimming-Paid Programs and Classes 50% Be aware of class size and limitations, members and other customers must come first. KidsCorner/Child Care 50% To be used in moderation. Not to be used as full time childcare. Two hour time limit. KidsPlex Programs 15% This is the standard Membership Discount Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 38 Massage Therapy 10% All employees receive 10% off massages Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Part-time Employees (minimum of 8 hours per week on a consistent, not seasonal, basis) Unless Listed, payment is at full price. Department Discount Restrictions Membership (Employee) 100% Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. Membership (Employee’s immediate family/significant other) 30% Discount extended to the employee’s immediate family, dependent, and residing in the same household. Fitness- Paid Programs and Classes 30% Be aware of class size and limitations, members and other customers must come first. Health and Safety Classes 100% First Aid and CPR classes. Must pre-register, subject to availability. Ice Rink-Paid Programs/Classes/Open Sessions 30%* *Adult Hockey League 50% Be aware of class size and limitations, members and other customers must come first. Swimming- Paid Programs and Classes 30% Be aware of class size and limitations, members and other customers must come first. KidsCorner/Child Care 40% To be used in moderation. Not to be used as full time childcare. 2 hour time limit. KidsPlex Programs 15% This is the standard Membership Discount Massage Therapy 10% All employees receive 10% off massages Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 39 Independent Contractors Unless Listed, payment is at full price. Department Discount Restrictions Membership 30%* Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. *Group Exercise Instructors will be granted access to the fitness center at no additional membership cost. Health and Safety Classes 30% First Aid and CPR classes. Must pre-register, subject to availability. KidsCorner/Child Care 40% To be used while contractor is working. Two hour time limit. KidsPlex Programs 15% This is the standard Member Discount Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 40 Section Three: Contact Information Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 41 Name Job Title Email Phone John Stock RFP Chair johnstock@oc-sportsplex.com Andrew Stock General Manager ajstock@oc-sportsplex.com 919-644-0339 ext 224 Kevin Kamenski Ice Rink Director kkamenski@oc-sportsplex.com 919-644-0339 ext 239 Ron Kondub Maintenance Services ronkondub@oc-sportsplex.com 919-644-0039 ext 243 Heather Delisle Accountant and HR Director hdelisle@oc-sportsplex.com 919-644-0339 ext 225 Sohila Ibrahimi Snackbar and Parties Manager rmiver@oc-sportsplex.com 919-644-0339 ext 223 Melanie Mascarenhas Customer Service Manager mmascarenhas@oc-sportsplex.com 919-644-0339 ext 0 Matthew Graham Director of Competitive Swimming/HAC Head Coach mgraham@oc-sportsplex.com 919-644-0339 ext 241 Laura Wagner Membership Director lwagner@oc-sportsplex.com 919-644-0339 ext 235 Scott Green Fitness and Field House Director / Asst. GM sgreen@oc-sportsplex.com 919-644-0339 ext 226 Gayle DelVecchia Director of Children’s Programming / Asst. GM gdelVecchia@oc-sportsplex.com 919-644-0339 ext 228 Dia McGaughey Figure Skating Director dmcgaughey@oc-sportsplex.com 919-644-0339 ext 227 Doug Scott Facilities Services dscott@oc-sportsplex.com Greg Singer Pool Operations gregsinger@mindspring.com 919-636-2685 Anna Varnell Aquatics Manager/ Swim Lesson Director avarnell@oc-sportsplex.com 919-644-0339 ext 229 Gracie Finch Manger – Snackbar/Parties, Field House, Fitness gfinch@oc-sportsplex.com 919-644-0339 ext 223 DaQuan Wilson Youth Athletics Coordinator dwilson@oc-sportsplex.com 919-644-0339 ext 230 Nabil Kavari Maintenance Manager nkavari@oc-sportsplex.com Kristen Jones Marketing Director kjones@oc-sportsplex.com Administration Contact Information Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 42 Acknowledgement of Receipt and Understanding of the Employee Handbook This is to acknowledge that I, _________________________________, have received a copy of the Orange County Sportsplex Employee Handbook. I have read and familiarized myself with its contents and understand that I am expected to adhere to the company’s policies, procedures, and practices. I understand the handbook is not a contract and that all policies, procedures, and benefits may be changed at management’s discretion. _______________________________________________________________________________________ Employee Signature Date Acknowledgement of Receipt, Review, and Understanding of Workplace Harassment / Discrimination Policy and How to Report Harassment / Discrimination This is to acknowledge that I, ____________________________________, have received a copy of the Orange County Sportsplex workplace Harassment/Discrimination Policy (including, but not limited to, sexual harassment) and the policy concerning How to Report Harassment/Discrimination. I have read and familiarized myself with the contents of these policies and understand that I am expected to adhere to these policies. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 43 _______________________________________________________________________________________ Employee Signature Date Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE New Hire Packet Checklist Complete Sign & Date Employee Information Form ☐ Direct Deposit Authorization ☐ ☐ Background Check Form ☐ ☐ W-4 (Federal Income Tax Withholding) ☐ ☐ NC-4 (State Income Tax Withholding) ☐ ☐ I-9 (Employment Eligibility Verification) ☐ ☐ • With photocopy of form/s of identification If you are under 18 years old, you will need to get a Youth Employment Certificate ☐ Follow the instructions on the North Carolina Department of Labor’s website. Once you have your Youth Employment Identification (YEID) number, give it to your supervisor at the Orange County Sportsplex so they can complete their part of the application. The most common forms of identification that can be included with the I-9 form are: Pick One from List A OR Pick One from List B AND Pick One from List C . ☐ U.S. Passport ☐ Driver’s License ☐ Social Security Card ☐ School ID with photo ☐ Birth Certificate ☐ School Report Card Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County Sportsplex Employee Information Form **** Please include a copy of social security card and driver’s license**** *** If under 18 years old, please include a copy of Youth Employment Certificate*** Full Name: _________________________________________________________________________________ Last First M.I. Address: _________________________________________________________________________________ Street Address __________________________________________________________________________ City State Zip Code Primary Phone: __(______)______________________ Alternate Phone: __(______)______________________ Email Address: ______________________________________________________________________________ Social Security Number or Government ID: _______________________________________________________ Birth Date: ________________________________ Marital Status: ☐ Single ☐ Married Spouse’s Name: _____________________________________________________________________________ Spouse’s Employer: ____________________________ Spouse’s Work Phone: __(______)_________________ Full Name: _________________________________________________________________________________ Last First M.I. Address: _________________________________________________________________________________ Street Address __________________________________________________________________________ City State Zip Code Primary Phone: __(______)______________________ Alternate Phone: __(______)______________________ Relationship: _______________________________________________________________________________ Employee Title: ______________________________ Department: ___________________________________ PrimePay Time-Clock Passcode: _________________ Supervisor: ____________________________________ Start Date: __________________________________ Supervisor Email: _______________________________ Pay Rate: ___________________________________ Supervisor Cell Phone: _(______)___________________ General Manager Approval: ____________________________________________ Date: _________________ Personal Information Emergency Contact Information Job Information (For Supervisor & HR Use Only) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE DIRECT DEPOSIT AUTHORIZATION I authorize the Orange County Sportsplex to deposit my pay automatically to the account(s) indicated below and, if necessary to adjust or reverse a deposit for any payroll entry made to my account in error. This authorization will remain in effect until I modify or cancel it in writing. Please print and complete ALL the information below: Full Name: ____________________________________________ Social Security #: ______ - _____ - ________ Address: ___________________________________________________________________________________ City, State, Zip: ______________________________________________________________________________ This authorization is for: ☐ New Direct Deposit ☐ Deposit Change ☐ Cancel My Direct Deposit Attach a voided check here for each bank account to which funds should be deposited (if available) Name of Bank: ______________________________________________________________________________ NOTE: Savings and Credit Union accounts may use different routing and/or account numbers for ACH transactions. It is each employee’s responsibility to call their bank and acquire the correct information for initiating direct deposits into such accounts. Deposit Slips Are Not Valid. I understand I am responsible for confirming that my pay has been properly deposited each payroll. No transactions will be in itiated against those funds until that confirmation has been made. Any Non-Sufficient Funds charges that occur because I have failed to abide by this will be my responsibility. ______________________________________________ _________________________ Employee Signature Date CHECKING DEPOSIT 9-Digit Bank ABA Routing #: _______________________ Account #: ________________________________ I wish to deposit to checking: ☐ A flat amount of $ ___________.00 ☐ _________ % of my net pay ☐ My entire net pay SAVINGS or OTHER DEPOSIT 9-Digit Bank ABA Routing #: _______________________ Account #: ________________________________ I wish to deposit to: ☐ Savings ☐ A flat amount of $ ___________.00 ☐ Other ☐ _________ % of my net pay ☐ My entire net pay Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ORANGE COUNTY SPORTSPLEX Background Check Form The Orange County Sportsplex conducts criminal and traffic record searches on applicants or employees, in accordance with our hiring policies. Your signature on this form (below) will give us permission to conduct a search of all criminal and traffic records listed with your name, date of birth, and social security number. Should you have any questions regarding this background check, please talk with the Director who is hiring for the position you seek or talk with the Sportsplex Assistant General Manager. We appreciate your cooperation. Please P – R – I – N - T LAST NAME MIDDLE FIRST INITIAL NAME If you name has changed within the past 10 years, please print your previous name(s) below: ______________________________________________________________ Date changed: ________________ Telephone/Cell number: _____________________________________________________________________ Date of Birth: Month .Day vvvvvYear Social Security Number: Driver’s License Number: (Beginning with the first box, list the numbers of your license. Disregard any leftover boxes.) List the County and State that issued your Driver’s License: County: ____________________________________________ State: ____________________ Please list the names of all the places where you lived during the past 5 years: City: __________________________ State: _______ County: __________________ Dates: _______ to _______ City: __________________________ State: _______ County: __________________ Dates: _______ to _______ City: __________________________ State: _______ County: __________________ Dates: _______ to _______ Applicant Signature: _______________________________________________ Date: _____________________ Applicants should not write below this point An Orange County Sportsplex Staff person must sign this form in order to generate the background search: PRINT Name: _____________________________________________________________________________ Signature: ____________________________________________________ Date: ______________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Form W-4 Department of the Treasury Internal Revenue Service Employee’s Withholding Certificate Complete Form W-4 so that your employer can withhold the correct federal income tax from your pay. Give Form W-4 to your employer. Your withholding is subject to review by the IRS. OMB No. 1545-0074 2023 Step 1: Enter Personal Information (a) First name and middle initial Last name (b) Social security number Address Does your name match the name on your social security card? If not, to ensure you get credit for your earnings, contact SSA at 800-772-1213 or go to www.ssa.gov. City or town, state, and ZIP code (c) Single or Married filing separately Married filing jointly or Qualifying surviving spouse Head of household (Check only if you’re unmarried and pay more than half the costs of keeping up a home for yourself and a qualifying individual.) Complete Steps 2–4 ONLY if they apply to you; otherwise, skip to Step 5. See page 2 for more information on each step, who can claim exemption from withholding, other details, and privacy. Step 2: Multiple Jobs or Spouse Works Complete this step if you (1) hold more than one job at a time, or (2) are married filing jointly and your spouse also works. The correct amount of withholding depends on income earned from all of these jobs. Do only one of the following. (a) Reserved for future use. (b) Use the Multiple Jobs Worksheet on page 3 and enter the result in Step 4(c) below; or (c) If there are only two jobs total, you may check this box. Do the same on Form W-4 for the other job. This option is generally more accurate than (b) if pay at the lower paying job is more than half of the pay at the higher paying job. Otherwise, (b) is more accurate . . . . . . . . . . . . . . . . . . TIP: If you have self-employment income, see page 2. Complete Steps 3–4(b) on Form W-4 for only ONE of these jobs. Leave those steps blank for the other jobs. (Your withholding will be most accurate if you complete Steps 3–4(b) on the Form W-4 for the highest paying job.) Step 3: If your total income will be $200,000 or less ($400,000 or less if married filing jointly): Claim Multiply the number of qualifying children under age 17 by $2,000 $ Dependent and Other Multiply the number of other dependents by $500 . . . . . $ Credits Add the amounts above for qualifying children and other dependents. You may add to this the amount of any other credits. Enter the total here . . . . . . . . . . 3 $ Step 4 (a) Other income (not from jobs). If you want tax withheld for other income you (optional): expect this year that won’t have withholding, enter the amount of other income here. Other This may include interest, dividends, and retirement income . . . . . . . . Adjustments (b) Deductions. If you expect to claim deductions other than the standard deduction and want to reduce your withholding, use the Deductions Worksheet on page 3 and enter the result here . . . . . . . . . . . . . . . . . . . . . . . (c) Extra withholding. Enter any additional tax you want withheld each pay period . . 4(a) $ 4(b) $ 4(c) $ Step 5: Sign Here Under penalties of perjury, I declare that this certificate, to the best of my knowledge and belief, is true, correct, and complete. Employee’s signature (This form is not valid unless you sign it.) Date Employers Only Employer’s name and address First date of employment Employer identification number (EIN) For Privacy Act and Paperwork Reduction Act Notice, see page 3. Cat. No. 10220Q Form W-4 (2023) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 2 Form W-4 (2023) General Instructions Section references are to the Internal Revenue Code. Future Developments For the latest information about developments related to Form W-4, such as legislation enacted after it was published, go to www.irs.gov/FormW4. Purpose of Form Complete Form W-4 so that your employer can withhold the correct federal income tax from your pay. If too little is withheld, you will generally owe tax when you file your tax return and may owe a penalty. If too much is withheld, you will generally be due a refund. Complete a new Form W-4 when changes to your personal or financial situation would change the entries on the form. For more information on withholding and when you must furnish a new Form W-4, see Pub. 505, Tax Withholding and Estimated Tax. Exemption from withholding. You may claim exemption from withholding for 2023 if you meet both of the following conditions: you had no federal income tax liability in 2022 and you expect to have no federal income tax liability in 2023. You had no federal income tax liability in 2022 if (1) your total tax on line 24 on your 2022 Form 1040 or 1040-SR is zero (or less than the sum of lines 27, 28, and 29), or (2) you were not required to file a return because your income was below the filing threshold for your correct filing status. If you claim exemption, you will have no income tax withheld from your paycheck and may owe taxes and penalties when you file your 2023 tax return. To claim exemption from withholding, certify that you meet both of the conditions above by writing “Exempt” on Form W-4 in the space below Step 4(c). Then, complete Steps 1(a), 1(b), and 5. Do not complete any other steps. You will need to submit a new Form W-4 by February 15, 2024. Your privacy. If you have concerns with Step 2(c), you may choose Step 2(b); if you have concerns with Step 4(a), you may enter an additional amount you want withheld per pay period in Step 4(c). Self-employment. Generally, you will owe both income and self-employment taxes on any self-employment income you receive separate from the wages you receive as an employee. If you want to pay income and self-employment taxes through withholding from your wages, you should enter the self-employment income on Step 4(a). Then compute your self-employment tax, divide that tax by the number of pay periods remaining in the year, and include that resulting amount per pay period on Step 4(c). You can also add half of the annual amount of self-employment tax to Step 4(b) as a deduction. To calculate self-employment tax, you generally multiply the self-employment income by 14.13% (this rate is a quick way to figure your self- employment tax and equals the sum of the 12.4% social security tax and the 2.9% Medicare tax multiplied by 0.9235). See Pub. 505 for more information, especially if the sum of self-employment income multiplied by 0.9235 and wages exceeds $160,200 for a given individual. Nonresident alien. If you’re a nonresident alien, see Notice 1392, Supplemental Form W-4 Instructions for Nonresident Aliens, before completing this form. Specific Instructions Step 1(c). Check your anticipated filing status. This will determine the standard deduction and tax rates used to compute your withholding. Step 2. Use this step if you (1) have more than one job at the same time, or (2) are married filing jointly and you and your spouse both work. If you (and your spouse) have a total of only two jobs, you may check the box in option (c). The box must also be checked on the Form W-4 for the other job. If the box is checked, the standard deduction and tax brackets will be cut in half for each job to calculate withholding. This option is roughly accurate for jobs with similar pay; otherwise, more tax than necessary may be withheld, and this extra amount will be larger the greater the difference in pay is between the two jobs. Multiple jobs. Complete Steps 3 through 4(b) on only one Form W-4. Withholding will be most accurate if you do this on the Form W-4 for the highest paying job. Step 3. This step provides instructions for determining the amount of the child tax credit and the credit for other dependents that you may be able to claim when you file your tax return. To qualify for the child tax credit, the child must be under age 17 as of December 31, must be your dependent who generally lives with you for more than half the year, and must have the required social security number. You may be able to claim a credit for other dependents for whom a child tax credit can’t be claimed, such as an older child or a qualifying relative. For additional eligibility requirements for these credits, see Pub. 501, Dependents, Standard Deduction, and Filing Information. You can also include other tax credits for which you are eligible in this step, such as the foreign tax credit and the education tax credits. To do so, add an estimate of the amount for the year to your credits for dependents and enter the total amount in Step 3. Including these credits will increase your paycheck and reduce the amount of any refund you may receive when you file your tax return. Step 4 (optional). Step 4(a). Enter in this step the total of your other estimated income for the year, if any. You shouldn’t include income from any jobs or self-employment. If you complete Step 4(a), you likely won’t have to make estimated tax payments for that income. If you prefer to pay estimated tax rather than having tax on other income withheld from your paycheck, see Form 1040-ES, Estimated Tax for Individuals. Step 4(b). Enter in this step the amount from the Deductions Worksheet, line 5, if you expect to claim deductions other than the basic standard deduction on your 2023 tax return and want to reduce your withholding to account for these deductions. This includes both itemized deductions and other deductions such as for student loan interest and IRAs. Step 4(c). Enter in this step any additional tax you want withheld from your pay each pay period, including any amounts from the Multiple Jobs Worksheet, line 4. Entering an amount here will reduce your paycheck and will either increase your refund or reduce any amount of tax that you owe. ▲! CAUTION Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 3 Form W-4 (2023) { If you choose the option in Step 2(b) on Form W-4, complete this worksheet (which calculates the total extra tax for all jobs) on only ONE Form W-4. Withholding will be most accurate if you complete the worksheet and enter the result on the Form W-4 for the highest paying job. To be accurate, submit a new Form W-4 for all other jobs if you have not updated your withholding since 2019. Note: If more than one job has annual wages of more than $120,000 or there are more than three jobs, see Pub. 505 for additional tables. 1 Two jobs. If you have two jobs or you’re married filing jointly and you and your spouse each have one job, find the amount from the appropriate table on page 4. Using the “Higher Paying Job” row and the “Lower Paying Job” column, find the value at the intersection of the two household salaries and enter that value on line 1. Then, skip to line 3 . . . . . . . . . . . . . . . . . . . . . 1 $ 2 Three jobs. If you and/or your spouse have three jobs at the same time, complete lines 2a, 2b, and 2c below. Otherwise, skip to line 3. a Find the amount from the appropriate table on page 4 using the annual wages from the highest paying job in the “Higher Paying Job” row and the annual wages for your next highest paying job in the “Lower Paying Job” column. Find the value at the intersection of the two household salaries and enter that value on line 2a . . . . . . . . . . . . . . . . . . . . . . . 2a $ b Add the annual wages of the two highest paying jobs from line 2a together and use the total as the wages in the “Higher Paying Job” row and use the annual wages for your third job in the “Lower Paying Job” column to find the amount from the appropriate table on page 4 and enter this amount on line 2b . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2b $ c Add the amounts from lines 2a and 2b and enter the result on line 2c . . . . . . . . . . 2c $ 3 Enter the number of pay periods per year for the highest paying job. For example, if that job pays weekly, enter 52; if it pays every other week, enter 26; if it pays monthly, enter 12, etc. . . . . . 3 4 Divide the annual amount on line 1 or line 2c by the number of pay periods on line 3. Enter this amount here and in Step 4(c) of Form W-4 for the highest paying job (along with any other additional amount you want withheld) . . . . . . . . . . . . . . . . . . . . . . . . . 4 $ 1 Enter an estimate of your 2023 itemized deductions (from Schedule A (Form 1040)). Such deductions may include qualifying home mortgage interest, charitable contributions, state and local taxes (up to $10,000), and medical expenses in excess of 7.5% of your income . . . . . . . . . . . . 1 $ • $27,700 if you’re married filing jointly or a qualifying surviving spouse 2 Enter: • $20,800 if you’re head of household } . . . . . 2 $ • $13,850 if you’re single or married filing separately 3 If line 1 is greater than line 2, subtract line 2 from line 1 and enter the result here. If line 2 is greater than line 1, enter “-0-” . . . . . . . . . . . . . . . . . . . . . . . . . . 3 $ 4 Enter an estimate of your student loan interest, deductible IRA contributions, and certain other adjustments (from Part II of Schedule 1 (Form 1040)). See Pub. 505 for more information . . . . 4 $ 5 Add lines 3 and 4. Enter the result here and in Step 4(b) of Form W-4 . . . . . . . . . . . 5 $ Privacy Act and Paperwork Reduction Act Notice. We ask for the information on this form to carry out the Internal Revenue laws of the United States. Internal Revenue Code sections 3402(f)(2) and 6109 and their regulations require you to provide this information; your employer uses it to determine your federal income tax withholding. Failure to provide a properly completed form will result in your being treated as a single person with no other entries on the form; providing fraudulent information may subject you to penalties. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation; to cities, states, the District of Columbia, and U.S. commonwealths and territories for use in administering their tax laws; and to the Department of Health and Human Services for use in the National Directory of New Hires. We may also disclose this information to other countries under a tax treaty, to federal and state agencies to enforce federal nontax criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You are not required to provide the information requested on a form that is subject to the Paperwork Reduction Act unless the form displays a valid OMB control number. Books or records relating to a form or its instructions must be retained as long as their contents may become material in the administration of any Internal Revenue law. Generally, tax returns and return information are confidential, as required by Code section 6103. The average time and expenses required to complete and file this form will vary depending on individual circumstances. For estimated averages, see the instructions for your income tax return. If you have suggestions for making this form simpler, we would be happy to hear from you. See the instructions for your income tax return. Step 4(b)—Deductions Worksheet (Keep for your records.) Step 2(b)—Multiple Jobs Worksheet (Keep for your records.) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 4 Form W-4 (2023) Married Filing Jointly or Qualifying Surviving Spouse Higher Paying Job Annual Taxable Wage & Salary Lower Paying Job Annual Taxable Wage & Salary $0 - 9,999 $10,000 - 19,999 $20,000 - 29,999 $30,000 - 39,999 $40,000 - 49,999 $50,000 - 59,999 $60,000 - 69,999 $70,000 - 79,999 $80,000 - 89,999 $90,000 - 99,999 $100,000 - 109,999 $110,000 - 120,000 $0 - 9,999 $0 $0 $850 $850 $1,000 $1,020 $1,020 $1,020 $1,020 $1,020 $1,020 $1,870 $10,000 - 19,999 0 930 1,850 2,000 2,200 2,220 2,220 2,220 2,220 2,220 3,200 4,070 $20,000 - 29,999 850 1,850 2,920 3,120 3,320 3,340 3,340 3,340 3,340 4,320 5,320 6,190 $30,000 - 39,999 850 2,000 3,120 3,320 3,520 3,540 3,540 3,540 4,520 5,520 6,520 7,390 $40,000 - 49,999 1,000 2,200 3,320 3,520 3,720 3,740 3,740 4,720 5,720 6,720 7,720 8,590 $50,000 - 59,999 1,020 2,220 3,340 3,540 3,740 3,760 4,750 5,750 6,750 7,750 8,750 9,610 $60,000 - 69,999 1,020 2,220 3,340 3,540 3,740 4,750 5,750 6,750 7,750 8,750 9,750 10,610 $70,000 - 79,999 1,020 2,220 3,340 3,540 4,720 5,750 6,750 7,750 8,750 9,750 10,750 11,610 $80,000 - 99,999 1,020 2,220 4,170 5,370 6,570 7,600 8,600 9,600 10,600 11,600 12,600 13,460 $100,000 - 149,999 1,870 4,070 6,190 7,390 8,590 9,610 10,610 11,660 12,860 14,060 15,260 16,330 $150,000 - 239,999 2,040 4,440 6,760 8,160 9,560 10,780 11,980 13,180 14,380 15,580 16,780 17,850 $240,000 - 259,999 2,040 4,440 6,760 8,160 9,560 10,780 11,980 13,180 14,380 15,580 16,780 17,850 $260,000 - 279,999 2,040 4,440 6,760 8,160 9,560 10,780 11,980 13,180 14,380 15,580 16,780 18,140 $280,000 - 299,999 2,040 4,440 6,760 8,160 9,560 10,780 11,980 13,180 14,380 15,870 17,870 19,740 $300,000 - 319,999 2,040 4,440 6,760 8,160 9,560 10,780 11,980 13,470 15,470 17,470 19,470 21,340 $320,000 - 364,999 2,040 4,440 6,760 8,550 10,750 12,770 14,770 16,770 18,770 20,770 22,770 24,640 $365,000 - 524,999 2,970 6,470 9,890 12,390 14,890 17,220 19,520 21,820 24,120 26,420 28,720 30,880 $525,000 and over 3,140 6,840 10,460 13,160 15,860 18,390 20,890 23,390 25,890 28,390 30,890 33,250 Single or Married Filing Separately Higher Paying Job Annual Taxable Wage & Salary Lower Paying Job Annual Taxable Wage & Salary $0 - 9,999 $10,000 - 19,999 $20,000 - 29,999 $30,000 - 39,999 $40,000 - 49,999 $50,000 - 59,999 $60,000 - 69,999 $70,000 - 79,999 $80,000 - 89,999 $90,000 - 99,999 $100,000 - 109,999 $110,000 - 120,000 $0 - 9,999 $310 $890 $1,020 $1,020 $1,020 $1,860 $1,870 $1,870 $1,870 $1,870 $2,030 $2,040 $10,000 - 19,999 890 1,630 1,750 1,750 2,600 3,600 3,600 3,600 3,600 3,760 3,960 3,970 $20,000 - 29,999 1,020 1,750 1,880 2,720 3,720 4,720 4,730 4,730 4,890 5,090 5,290 5,300 $30,000 - 39,999 1,020 1,750 2,720 3,720 4,720 5,720 5,730 5,890 6,090 6,290 6,490 6,500 $40,000 - 59,999 1,710 3,450 4,570 5,570 6,570 7,700 7,910 8,110 8,310 8,510 8,710 8,720 $60,000 - 79,999 1,870 3,600 4,730 5,860 7,060 8,260 8,460 8,660 8,860 9,060 9,260 9,280 $80,000 - 99,999 1,870 3,730 5,060 6,260 7,460 8,660 8,860 9,060 9,260 9,460 10,430 11,240 $100,000 - 124,999 2,040 3,970 5,300 6,500 7,700 8,900 9,110 9,610 10,610 11,610 12,610 13,430 $125,000 - 149,999 2,040 3,970 5,300 6,500 7,700 9,610 10,610 11,610 12,610 13,610 14,900 16,020 $150,000 - 174,999 2,040 3,970 5,610 7,610 9,610 11,610 12,610 13,750 15,050 16,350 17,650 18,770 $175,000 - 199,999 2,720 5,450 7,580 9,580 11,580 13,870 15,180 16,480 17,780 19,080 20,380 21,490 $200,000 - 249,999 2,900 5,930 8,360 10,660 12,960 15,260 16,570 17,870 19,170 20,470 21,770 22,880 $250,000 - 399,999 2,970 6,010 8,440 10,740 13,040 15,340 16,640 17,940 19,240 20,540 21,840 22,960 $400,000 - 449,999 2,970 6,010 8,440 10,740 13,040 15,340 16,640 17,940 19,240 20,540 21,840 22,960 $450,000 and over 3,140 6,380 9,010 11,510 14,010 16,510 18,010 19,510 21,010 22,510 24,010 25,330 Head of Household Higher Paying Job Annual Taxable Wage & Salary Lower Paying Job Annual Taxable Wage & Salary $0 - 9,999 $10,000 - 19,999 $20,000 - 29,999 $30,000 - 39,999 $40,000 - 49,999 $50,000 - 59,999 $60,000 - 69,999 $70,000 - 79,999 $80,000 - 89,999 $90,000 - 99,999 $100,000 - 109,999 $110,000 - 120,000 $0 - 9,999 $0 $620 $860 $1,020 $1,020 $1,020 $1,020 $1,650 $1,870 $1,870 $1,890 $2,040 $10,000 - 19,999 620 1,630 2,060 2,220 2,220 2,220 2,850 3,850 4,070 4,090 4,290 4,440 $20,000 - 29,999 860 2,060 2,490 2,650 2,650 3,280 4,280 5,280 5,520 5,720 5,920 6,070 $30,000 - 39,999 1,020 2,220 2,650 2,810 3,440 4,440 5,440 6,460 6,880 7,080 7,280 7,430 $40,000 - 59,999 1,020 2,220 3,130 4,290 5,290 6,290 7,480 8,680 9,100 9,300 9,500 9,650 $60,000 - 79,999 1,500 3,700 5,130 6,290 7,480 8,680 9,880 11,080 11,500 11,700 11,900 12,050 $80,000 - 99,999 1,870 4,070 5,690 7,050 8,250 9,450 10,650 11,850 12,260 12,460 12,870 13,820 $100,000 - 124,999 2,040 4,440 6,070 7,430 8,630 9,830 11,030 12,230 13,190 14,190 15,190 16,150 $125,000 - 149,999 2,040 4,440 6,070 7,430 8,630 9,980 11,980 13,980 15,190 16,190 17,270 18,530 $150,000 - 174,999 2,040 4,440 6,070 7,980 9,980 11,980 13,980 15,980 17,420 18,720 20,020 21,280 $175,000 - 199,999 2,190 5,390 7,820 9,980 11,980 14,060 16,360 18,660 20,170 21,470 22,770 24,030 $200,000 - 249,999 2,720 6,190 8,920 11,380 13,680 15,980 18,280 20,580 22,090 23,390 24,690 25,950 $250,000 - 449,999 2,970 6,470 9,200 11,660 13,960 16,260 18,560 20,860 22,380 23,680 24,980 26,230 $450,000 and over 3,140 6,840 9,770 12,430 14,930 17,430 19,930 22,430 24,150 25,650 27,150 28,600 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE , .00 Web 11-22 NC-4 Employee’s Withholding Allowance Certificate PURPOSE - Complete Form NC-4 so that your employer can withhold the correct amount of State income tax from your pay. If you do not submit Form NC-4 to your employer, your employer must withhold as if your filing status is “Single” with no withholding allowances. FORM NC-4EZ - You may use Form NC-4EZ if you plan to claim either the N.C. Standard Deduction or the N.C. Child Deduction Amount (but no other N.C. deductions), and you do not plan to claim any N.C. tax credits. FORM NC-4 NRA - If you are a nonresident alien, you must use Form NC-4 NRA. In general, a nonresident alien is an alien (not a U.S. citizen) who has not passed the green card test or the substantial presence test. (See Publication 519, U.S. Tax Guide for Aliens, for more information on the green card test and the substantial presence test.) FORM NC-4 BASIC INSTRUCTIONS - Complete the NC-4 Allowance Worksheet. The worksheet will help you determine your withholding allowances based on federal and State adjustments to gross income including the N.C. Child Deduction Amount, N.C. itemized deductions, and N.C. tax credits. However, you may claim fewer allowances than you are entitled to if you wish to increase the tax withheld during the tax year. If your withholding allowances decrease, you must file a new NC-4 with your employer within 10 days after the change occurs. Exception: When an individual ceases to be “Head of Household” after maintaining the household for the major portion of the year, a new NC-4 is not required until the next year. TWO OR MORE JOBS - If you have more than one job, determine the total number of allowances you are entitled to claim on all jobs using one Form NC-4 Allowance Worksheet. Your withholding will usually be most accurate when all allowances are claimed on the NC-4 filed for the higher paying job and zero allowances are claimed for the other. You should also refer to the “Multiple Jobs Table” to determine the additional amount to be withheld on Line 2 of Form NC-4 (See page 4). NONWAGE INCOME - If you have a large amount of nonwage income, such as interest or dividends, you should consider making estimated income tax payments using Form NC-40 to avoid interest on the underpayment of estimated income tax. Form NC-40 is available on the Department’s website at www.ncdor.gov. HEAD OF HOUSEHOLD - Generally, you may claim “Head of Household” filing status on your tax return only if you are unmarried and pay more than 50% of the costs of keeping up a home for yourself and your dependent(s) or other qualifying individuals. SURVIVING SPOUSE - Generally, you may claim “Surviving Spouse” filing status only if your spouse died in either of the two preceding tax years and you meet the following requirements: 1. Your home is maintained as the main household of a child or stepchild whom you can claim as a dependent; and 2. You were entitled to file a joint return with your spouse in the year of your spouse’s death. MARRIED TAXPAYERS - For married taxpayers, both spouses must agree as to whether they will complete the NC-4 Allowance Worksheet based on the filing status, “Married Filing Jointly” or “Married Filing Separately.” • Married taxpayers who complete the worksheet based on the filing status, “Married Filing Jointly” should consider the sum of both spouses’ income, federal and State adjustments to income, and State tax credits to determine the number of allowances. • Married taxpayers who complete the worksheet based on the filing status, “Married Filing Separately” should consider only his or her portion of income, federal and State adjustments to income, and State tax credits to determine the number of allowances. All NC-4 forms are subject to review by the North Carolina Department of Revenue. Your employer may be required to send this form to the North Carolina Department of Revenue.  Web 10-17 Cut here and give this certificate to your employer. Keep the top portion for your records.  NC-4 Employee’s Withholding Allowance Certificate 1. Total number of allowances you are claiming (Enter zero (0), or the number of allowances from Page 2, Line 17 of the NC-4 Allowance Worksheet) 2. Additional amount, if any, withheld from each pay period (Enter whole dollars) Employee’s Signature Date I certify, under penalties provided by law, that I am entitled to the number of withholding allowances claimed on Line 1 above. CAUTION: If you furnish an employer with an Employee’s Withholding Allowance Certificate that contains information which has no reasonable basis and results in a lesser amount of tax being withheld than would have been withheld had you furnished reasonable information, you are subject to a penalty of 50% of the amount not properly withheld. Single or Married Filing Separately Head of Household Married Filing Jointly or Surviving Spouse Social Security Number Filing Status First Name (USE CAPITAL LETTERS FOR YOUR NAME AND ADDRESS) M.I. Last Name Address County (Enter first five letters) City State Zip Code (5 Digit) Country (If not U.S.) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 1 NC-4 Allowance Worksheet Answer all of the following questions for your filing status. Part I Single - 1. Will your N.C. itemized deductions from Page 3, Schedule 1 exceed $15,249? 2. Will your N.C. Child Deduction Amount from Page 3, Schedule 2 exceed $2,499? 3. Will you have federal adjustments or State deductions from income? 4. Will you be able to claim any N.C. tax credits or tax credit carryovers? Yes o Yes o Yes o Yes o No o No o No o No o If you answered “No” to all of the above, STOP HERE and enter ZERO (0) as total allowances on Form NC-4, Line 1. If you answered “Yes” to any of the above, you may choose to go to Page 2, Part II to determine if you qualify for additional allowances. Otherwise, enter ZERO (0) on Form NC-4, Line 1. Married Filing Jointly - 1. 2. 3. 4. 5. Will your N.C. itemized deductions from Page 3, Schedule 1 exceed $27,999? Will your N.C. Child Deduction Amount from Page 3, Schedule 2 exceed $2,499? Will you have federal adjustments or State deductions from income? Will you be able to claim any N.C. tax credits or tax credit carryovers? Will your spouse receive combined wages and taxable retirement benefits of less than $10,250 or only retirement benefits not subject to N.C. income tax? Yes o Yes o Yes o Yes o No o No o No o No o Yes o No o If you answered “No” to all of the above, STOP HERE and enter ZERO (0) as total allowances on Form NC-4, Line 1. If you answered “Yes” to any of the above, you may choose to go to Page 2, Part II to determine if you qualify for additional allowances. Otherwise, enter ZERO (0) on Form NC-4, Line 1. Married Filing Separately - 1. Will your portion of N.C. itemized deductions from Page 3, Schedule 1 exceed $15,249? Yes 2. Will your N.C. Child Deduction Amount from Page 3, Schedule 2 exceed $2,499? 3. Will you have federal adjustments or State deductions from income? 4. Will you be able to claim any N.C. tax credits or tax credit carryovers? Yes Yes Yes o o o o No o No o No o No o If you answered “No” to all of the above, STOP HERE and enter ZERO (0) as total allowances on Form NC-4, Line 1. If you answered “Yes” to any of the above, you may choose to go to Page 2, Part II to determine if you qualify for additional allowances. Otherwise, enter ZERO (0) on Form NC-4, Line 1. Head of Household - 1. Will your N.C. itemized deductions from Page 3, Schedule 1 exceed $21,624? 2. Will your N.C. Child Deduction Amount from Page 3, Schedule 2 exceed $2,499? 3. Will you have federal adjustments or State deductions from income? 4. Will you be able to claim any N.C. tax credits or tax credit carryovers? Yes o Yes o Yes o Yes o No o No o No o No o If you answered “No” to all of the above, STOP HERE and enter ZERO (0) as total allowances on Form NC-4, Line 1. If you answered “Yes” to any of the above, you may choose to go to Page 2, Part II to determine if you qualify for additional allowances. Otherwise, enter ZERO (0) on Form NC-4, Line 1. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 2 NC-4 Allowance Worksheet NC-4 Part II 1. Enter your total estimated N.C. itemized deductions from Page 3, Schedule 1 ..................................................... 1. _$ . based on your filing status. { $12,750 if Married Filing Separately 2. Enter the applicable $12,750 if Single N.C. standard deduction $25,500 if Married Filing Jointly or Surviving Spouse $19,125 if Head of Household ................................................................ 2. _$ . 3. Subtract Line 2 from Line 1. If Line 1 is less than Line 2, enter ZERO (0) ............................................................ 3. _$ . 4. Enter an estimate of your total N.C. Child Deduction Amount from Page 3, Schedule 2 ....................................... 4. _$ . 5. Enter an estimate of your total federal adjustments to income and State deductions from federal adjusted gross income................................................................................................................................ 5. _$ . 6. Add Lines 3, 4, and 5.............................................................................................................................................. 6. _$ . 7. Enter an estimate of your nonwage income (such as dividends or interest) ............ 7. $ . 8. Enter an estimate of your State additions to federal adjusted gross income ................................................................................................................... 8. _$ . 9. Add Lines 7 and 8................................................................................................................................................... 9. _$ . 10. Subtract Line 9 from Line 6 (Do not enter less than zero)..................................................................................... 10. _$ . 11. Divide the amount on Line 10 by $2,500 . Round down to whole number ............................................................ 11. Ex. $3,900 ÷ $2,500 = 1.56 rounds down to 1 12. Enter the amount of your estimated N.C. tax credits ........................................... 12. _$ . 13. Divide the amount on Line 12 by $122. Round down to whole number ................................................................ 13. Ex. $200 ÷ $122 = 1.64 rounds down to 1 14. If filing as Single, Head of Household, or Married Filing Separately, enter zero (0) on this line. If filing as Surviving Spouse, enter 5. If filing as Married Filing Jointly, enter the appropriate number from either (a), (b), (c), (d), (e), or (f) below. (a) Your spouse expects to have combined wages and taxable retirement benefits of less than or equal to $250 for N.C. purposes, enter 5. (Taxable retirement benefits do not include: Bailey, Certain Military Retirement, Social Security, and Railroad retirement) (b) Your spouse expects to have combined wages and taxable retirement benefits of more than $250 but less than or equal to $2,750, enter 4. (c) Your spouse expects to have combined wages and taxable retirement benefits of more than $2,750 but less than or equal to $5,250, enter 3. (d) Your spouse expects to have combined wages and taxable retirement benefits of more than $5,250 but less than or equal to $7,750, enter 2. (e) Your spouse expects to have combined wages and taxable retirement benefits of more than $7,750 but less than or equal to $10,250, enter 1. (f) Your spouse expects to have combined wages and taxable retirement benefits of more than $10,250, enter 0...........................................................................................................................................14. 15. Add Lines 11, 13, and 14, and enter the total here................................................................................................. 15. 16. If you completed this worksheet on the basis of Married Filing Jointly, the total number of allowances determined on Line 15 may be split between you and your spouse, however, you choose. Enter the number of allowances from Line 15 that your spouse plans to claim ......................................................................................................... 16. 17. Subtract Line 16 from Line 15 and enter the total number of allowances here and on Line 1 of your Form NC-4, Employee’s Withholding Allowance Certificate ............................................................................ 17. Surviving Spouse - 1. Will your N.C. itemized deductions from Page 3, Schedule 1 exceed $27,999? 2. Will your N.C. Child Deduction Amount from Page 3, Schedule 2 exceed $2,499? 3. Will you have federal adjustments or State deductions from income? 4. Will you be able to claim any N.C. tax credits or tax credit carryovers? Yes o Yes o Yes o Yes o No o No o No o No o If you answered “No” to all of the above, STOP HERE and enter FIVE (5) as total allowances on Form NC-4, Line 1. If you answered “Yes” to any of the above, you may choose to go to Part II to determine if you qualify for additional allowances. Otherwise, enter FIVE (5) on Form NC-4, Line 1. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 3 Schedule 2 Estimated N.C. Child Deduction Amount A taxpayer who is allowed a federal child tax credit under section 24 of the Internal Revenue Code is allowed a deduction for each qualifying child unless adjusted gross income exceeds the threshold amount shown below. The N.C. Child Deduction Amount can be claimed only for a child who is under 17 years of age on the last day of the year. Filing Status Adjusted Gross Income No. of Children Deduction Amount per Qualifying Child Estimated Deduction NC-4 Allowance Worksheet Schedules Important: If you cannot reasonably estimate the amount to enter in the schedules below, you should enter ZERO (0) on Line 1, NC-4. Single Up to $ 20,000 $ 3,000 Over $ 20,000 Up to $ 30,000 $ 2,500 Over $ 30,000 Up to $ 40,000 $ 2,000 Over $ 40,000 Up to $ 50,000 $ 1,500 Over $ 50,000 Up to $ 60,000 $ 1,000 Over $ 60,000 Up to $ 70,000 $ 500 Over $ 70,000 $ - MFJ or SS Up to $ 40,000 $ 3,000 Over $ 40,000 Up to $ 60,000 $ 2,500 Over $ 60,000 Up to $ 80,000 $ 2,000 Over $ 80,000 Up to $ 100,000 $ 1,500 Over $ 100,000 Up to $ 120,000 $ 1,000 Over $ 120,000 Up to $ 140,000 $ 500 Over $ 140,000 $ - HOH Up to $ 30,000 $ 3,000 Over $ 30,000 Up to $ 45,000 $ 2,500 Over $ 45,000 Up to $ 60,000 $ 2,000 Over $ 60,000 Up to $ 75,000 $ 1,500 Over $ 75,000 Up to $ 90,000 $ 1,000 Over $ 90,000 Up to $ 105,000 $ 500 Over $ 105,000 $ - MFS Up to $ 20,000 $ 3,000 Over $ 20,000 Up to $ 30,000 $ 2,500 Over $ 30,000 Up to $ 40,000 $ 2,000 Over $ 40,000 Up to $ 50,000 $ 1,500 Over $ 50,000 Up to $ 60,000 $ 1,000 Over $ 60,000 Up to $ 70,000 $ 500 Over $ 70,000 $ - Schedule 1 Estimated N.C. Itemized Deductions Qualifying mortgage interest _$ . Real estate property taxes _$ . Total qualifying mortgage interest and real estate property taxes* _$ . Charitable Contributions (Same as allowed for federal purposes) _$ . Medical and Dental Expenses (Same as allowed for federal purposes) _$ . Repayment of Claim of Right Income _$ . Total estimated N.C. itemized deductions. Enter on Page 2, Part II, Line 1 _$ . *The sum of your qualified mortgage interest and real estate property taxes may not exceed $20,000. For married taxpayers, the $20,000 limitation applies to the combined total of qualified mortgage interest and real estate property taxes claimed by both spouses, rather than to each spouse separately. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Page 4 Multiple Jobs Table Find the amount of your estimated annual wages from your lowest paying job(s) in the left hand column. Follow across to find the amount of additional tax to be withheld for each pay period. Enter the additional amount to be withheld on Line 2 of your Form NC-4. Additional Withholding for Single, Married, or Surviving Spouse with Jobs Estimated Annual Wages Payroll Period At Least But Less Than Monthly Semimonthly Biweekly Weekly 0 1000 2 1 1 0 1000 2000 6 3 3 1 2000 3000 10 5 5 2 3000 4000 14 7 7 3 4000 5000 18 9 8 4 5000 6000 22 11 10 5 6000 7000 26 13 12 6 7000 8000 30 15 14 7 8000 9000 34 17 16 8 9000 10000 38 19 18 9 10000 11000 42 21 20 10 11000 12000 46 23 21 11 12000 12750 50 25 23 12 12750 Unlimited 52 26 24 12 Additional Withholding for Head of Household Filers with Jobs Estimated Annual Wages Payroll Period At Least But Less Than Monthly Semimonthly Biweekly Weekly 0 1000 2 1 1 0 1000 2000 6 3 3 1 2000 3000 10 5 5 2 3000 4000 14 7 7 3 4000 5000 18 9 8 4 5000 6000 22 11 10 5 6000 7000 26 13 12 6 7000 8000 30 15 14 7 8000 9000 34 17 16 8 9000 10000 38 19 18 9 10000 11000 42 21 20 10 11000 12000 46 23 21 11 12000 13000 51 25 23 12 13000 14000 55 27 25 13 14000 15000 59 29 27 14 15000 16000 63 31 29 14 16000 17000 67 33 31 15 17000 18000 71 35 33 16 18000 19000 75 37 35 17 19000 Unlimited 77 38 35 18 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Employment Eligibility Verification Department of Homeland Security U.S. Citizenship and Immigration Services USCIS Form I-9 OMB No.1615-0047 Expires 07/31/2026 START HERE: Employers must ensure the form instructions are available to employees when completing this form. Employers are liable for failing to comply with the requirements for completing this form. See below and the Instructions. ANTI-DISCRIMINATION NOTICE: All employees can choose which acceptable documentation to present for Form I-9. Employers cannot ask employees for documentation to verify information in Section 1, or specify which acceptable documentation employees must present for Section 2 or Supplement B, Reverification and Rehire. Treating employees differently based on their citizenship, immigration status, or national origin may be illegal. Section 1. Employee Information and Attestation: Employees must complete and sign Section 1 of Form I-9 no later than the first day of employment, but not before accepting a job offer. Last Name (Family Name) First Name (Given Name) Middle Initial (if any) Other Last Names Used (if any) Address (Street Number and Name) Apt. Number (if any) City or Town State ZIP Code Date of Birth (mm/dd/yyyy) U.S. Social Security Number Employee's Email Address Employee's Telephone Number I am aware that federal law provides for imprisonment and/or fines for false statements, or the use of false documents, in connection with the completion of this form. I attest, under penalty of perjury, that this information, including my selection of the box attesting to my citizenship or immigration status, is true and correct. Check one of the following boxes to attest to your citizenship or immigration status (See page 2 and 3 of the instructions.): 1. A citizen of the United States 2. A noncitizen national of the United States (See Instructions.) 3. A lawful permanent resident (Enter USCIS or A-Number.) 4. A noncitizen (other than Item Numbers 2. and 3. above) authorized to work until (exp. date, if any) If you check Item Number 4., enter one of these: USCIS A-Number OR Form I-94 Admission Number OR Foreign Passport Number and Country of Issuance Signature of Employee Today's Date (mm/dd/yyyy) If a preparer and/or translator assisted you in completing Section 1, that person MUST complete the Preparer and/or Translator Certification on Page 3. Section 2. Employer Review and Verification: Employers or their authorized representative must complete and sign Section 2 within three business days after the employee's first day of employment, and must physically examine, or examine consistent with an alternative procedure authorized by the Secretary of DHS, documentation from List A OR a combination of documentation from List B and List C. Enter any additional documentation in the Additional Information box; see Instructions. List A OR List B AND List C Document Title 1 Issuing Authority Document Number (if any) Expiration Date (if any) Document Title 2 (if any) Additional Information Issuing Authority Check here if you used an alternative procedure authorized by DHS to examine documents. Document Number (if any) Expiration Date (if any) Document Title 3 (if any) Issuing Authority Document Number (if any) Expiration Date (if any) Certification: I attest, under penalty of perjury, that (1) I have examined the documentation presented by the above-named employee, (2) the above-listed documentation appears to be genuine and to relate to the employee named, and (3) to the best of my knowledge, the employee is authorized to work in the United States. First Day of Employment (mm/dd/yyyy): Last Name, First Name and Title of Employer or Authorized Representative Signature of Employer or Authorized Representative Today's Date (mm/dd/yyyy) Employer's Business or Organization Name Employer's Business or Organization Address, City or Town, State, ZIP Code For reverification or rehire, complete Supplement B, Reverification and Rehire on Page 4. Form I-9 Edition 08/01/23 Page 1 of 4 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE LISTS OF ACCEPTABLE DOCUMENTS All documents containing an expiration date must be unexpired. *Documents extended by the issuing authority are considered unexpired. Employees may present one selection from List A or a combination of one selection from List B and one selection from List C. Examples of many of these documents appear in the Handbook for Employers (M-274). LIST A Documents that Establish Both Identity and Employment Authorization OR LIST B Documents that Establish Identity LIST C Documents that Establish Employment Authorization AND 1.U.S. Passport or U.S. Passport Card 1.Driver's license or ID card issued by a State or outlying possession of the United States provided it contains a photograph or information such as name, date of birth, gender, height, eye color, and address 1.A Social Security Account Number card, unless the card includes one of the following restrictions: (1)NOT VALID FOR EMPLOYMENT (2)VALID FOR WORK ONLY WITH INS AUTHORIZATION (3)VALID FOR WORK ONLY WITH DHS AUTHORIZATION 2.Permanent Resident Card or Alien Registration Receipt Card (Form I-551) 3.Foreign passport that contains a temporary I-551 stamp or temporary I-551 printed notation on a machine- readable immigrant visa 2.ID card issued by federal, state or local government agencies or entities, provided it contains a photograph or information such as name, date of birth, gender, height, eye color, and address4.Employment Authorization Document that contains a photograph (Form I-766)2.Certification of report of birth issued by the Department of State (Forms DS-1350, FS-545, FS-240)3.School ID card with a photograph5.For an individual temporarily authorized to work for a specific employer because of his or her status or parole: a.Foreign passport; and b.Form I-94 or Form I-94A that has the following: (1)The same name as the passport; and (2)An endorsement of the individual's status or parole as long as that period of endorsement has not yet expired and the proposed employment is not in conflict with any restrictions or limitations identified on the form. 4.Voter's registration card 3.Original or certified copy of birth certificate issued by a State, county, municipal authority, or territory of the United States bearing an official seal 5.U.S. Military card or draft record 6.Military dependent's ID card 4.Native American tribal document7.U.S. Coast Guard Merchant Mariner Card 5.U.S. Citizen ID Card (Form I-197)8.Native American tribal document 6.Identification Card for Use of Resident Citizen in the United States (Form I-179)9.Driver's license issued by a Canadian government authority 7.Employment authorization document issued by the Department of Homeland Security For examples, see Section 7 and Section 13 of the M-274 on uscis.gov/i-9-central. The Form I-766, Employment Authorization Document, is a List A, Item Number 4. document, not a List C document. For persons under age 18 who are unable to present a document listed above: 10.School record or report card 6.Passport from the Federated States of Micronesia (FSM) or the Republic of the Marshall Islands (RMI) with Form I-94 or Form I-94A indicating nonimmigrant admission under the Compact of Free Association Between the United States and the FSM or RMI 11.Clinic, doctor, or hospital record 12.Day-care or nursery school record Acceptable Receipts May be presented in lieu of a document listed above for a temporary period. For receipt validity dates, see the M-274. ● Receipt for a replacement of a lost, stolen, or damaged List A document. ● Form I-94 issued to a lawful permanent resident that contains an I-551 stamp and a photograph of the individual. ● Form I-94 with “RE” notation or refugee stamp issued to a refugee. OR Receipt for a replacement of a lost, stolen, or damaged List B document. Receipt for a replacement of a lost, stolen, or damaged List C document. *Refer to the Employment Authorization Extensions page on I-9 Central for more information. Form I-9 Edition 08/01/23 Page 2 of 4 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Supplement A, Preparer and/or Translator Certification for Section 1 Department of Homeland Security U.S. Citizenship and Immigration Services USCIS Form I-9 Supplement A OMB No. 1615-0047 Expires 07/31/2026 Last Name (Family Name) from Section 1. First Name (Given Name) from Section 1. Middle initial (if any) from Section 1. Instructions: This supplement must be completed by any preparer and/or translator who assists an employee in completing Section 1 of Form I-9. The preparer and/or translator must enter the employee's name in the spaces provided above. Each preparer or translator must complete, sign, and date a separate certification area. Employers must retain completed supplement sheets with the employee's completed Form I-9. I attest, under penalty of perjury, that I have assisted in the completion of Section 1 of this form and that to the best of my knowledge the information is true and correct. Signature of Preparer or Translator Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial (if any) Address (Street Number and Name) City or Town State ZIP Code I attest, under penalty of perjury, that I have assisted in the completion of Section 1 of this form and that to the best of my knowledge the information is true and correct. Signature of Preparer or Translator Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial (if any) Address (Street Number and Name) City or Town State ZIP Code I attest, under penalty of perjury, that I have assisted in the completion of Section 1 of this form and that to the best of my knowledge the information is true and correct. Signature of Preparer or Translator Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial (if any) Address (Street Number and Name) City or Town State ZIP Code I attest, under penalty of perjury, that I have assisted in the completion of Section 1 of this form and that to the best of my knowledge the information is true and correct. Signature of Preparer or Translator Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial (if any) Address (Street Number and Name) City or Town State ZIP Code Form I-9 Edition 08/01/23 Page 3 of 4 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Supplement B, Reverification and Rehire (formerly Section 3) USCIS Form I-9 Supplement B OMB No. 1615-0047 Expires 07/31/2026 Department of Homeland Security U.S. Citizenship and Immigration Services Last Name (Family Name) from Section 1. First Name (Given Name) from Section 1. Middle initial (if any) from Section 1. Instructions: This supplement replaces Section 3 on the previous version of Form I-9. Only use this page if your employee requires reverification, is rehired within three years of the date the original Form I-9 was completed, or provides proof of a legal name change. Enter the employee's name in the fields above. Use a new section for each reverification or rehire. Review the Form I-9 instructions before completing this page. Keep this page as part of the employee's Form I-9 record. Additional guidance can be found in the Handbook for Employers: Guidance for Completing Form I-9 (M-274) New Name (if applicable)Date of Rehire (if applicable) Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial Reverification: If the employee requires reverification, your employee can choose to present any acceptable List A or List C documentation to show continued employment authorization. Enter the document information in the spaces below. Document Title Document Number (if any) Expiration Date (if any) (mm/dd/yyyy) I attest, under penalty of perjury, that to the best of my knowledge, this employee is authorized to work in the United States, and if the employee presented documentation, the documentation I examined appears to be genuine and to relate to the individual who presented it. Name of Employer or Authorized Representative Signature of Employer or Authorized Representative Today's Date (mm/dd/yyyy) Additional Information (Initial and date each notation.) Check here if you used an alternative procedure authorized by DHS to examine documents. Date of Rehire (if applicable) New Name (if applicable) Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial Reverification: If the employee requires reverification, your employee can choose to present any acceptable List A or List C documentation to show continued employment authorization. Enter the document information in the spaces below. Document Title Document Number (if any) Expiration Date (if any) (mm/dd/yyyy) I attest, under penalty of perjury, that to the best of my knowledge, this employee is authorized to work in the United States, and if the employee presented documentation, the documentation I examined appears to be genuine and to relate to the individual who presented it. Name of Employer or Authorized Representative Signature of Employer or Authorized Representative Today's Date (mm/dd/yyyy) Additional Information (Initial and date each notation.) Check here if you used an alternative procedure authorized by DHS to examine documents. Date of Rehire (if applicable) New Name (if applicable) Date (mm/dd/yyyy) Last Name (Family Name) First Name (Given Name) Middle Initial Reverification: If the employee requires reverification, your employee can choose to present any acceptable List A or List C documentation to show continued employment authorization. Enter the document information in the spaces below. Document Title Document Number (if any) Expiration Date (if any) (mm/dd/yyyy) I attest, under penalty of perjury, that to the best of my knowledge, this employee is authorized to work in the United States, and if the employee presented documentation, the documentation I examined appears to be genuine and to relate to the individual who presented it. Name of Employer or Authorized Representative Signature of Employer or Authorized Representative Today's Date (mm/dd/yyyy) Additional Information (Initial and date each notation.) Check here if you used an alternative procedure authorized by DHS to examine documents. Form I-9 Edition 08/01/23 Page 4 of 4 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE EXHIBIT “A” Orange County Sportsplex Independent Contractor Information Form **** Please include a copy of Certificate of Insurance **** **** Please include a completed W-9 form **** Full Name: _________________________________________________________________________________ Last First M.I. Address: _________________________________________________________________________________ Street Address __________________________________________________________________________ City State Zip Code Primary Phone: __(______)______________________ Alternate Phone: __(______)______________________ Email Address: ______________________________________________________________________________ Social Security Number or Government ID: _______________________________________________________ Birth Date: _________________________________________________________________________________ Full Name: _________________________________________________________________________________ Last First M.I. Address: _________________________________________________________________________________ Street Address __________________________________________________________________________ City State Zip Code Primary Phone: __(______)______________________ Alternate Phone: __(______)______________________ Relationship: _______________________________________________________________________________ Title: _________________________________ Commission Rate: _____________________________________ Start Date: _____________________________ Class/Clinic Rate: _____________________________________ Supervisor: ________________________________ Department: _____________________________________ Personal Information Emergency Contact Information Services Information Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AGREEMENT FOR INDEPENDENT CONTRACTOR SERVICES Final 2/16/2023 THIS AGREEMENT FOR Independent Contactor Services (this “Agreement”) is made effective as of _____________________________________ (INSERT DATE) by and between Recreation Factory Partners dba Orange County Sportsplex, located at 101 Meadowlands Drive, Hillsborough, NC 27278., on the one hand, and ______________________________________________________ (“Contractor”), on the other hand. AGREEMENT In consideration of the mutual covenants that are contained in this Agreement, the parties hereto hereby agree as follows: 1. SCOPE OF SERVICES. Recreation Factory Partners dba Orange County Sportsplex hereby engages Contractor, and Contractor hereby agrees, to provide skating coaching and training services to individuals or groups at its respective Facility (the “Servi ces”). Contractor shall provide all personnel required in order to provide the Services. Except for those items, if any, expressly required by this Agreement to be furnished by Recreation Factory Partners dba Orange County Sportsplex, Contractor shall furnish or provide all of the materials (including equipment and supplies) and all other items necessary to perform the Services and to carry out and perform all of Contractor’s obligati ons under or pursuant to this Agreement. Upon request from Recreation Factory Partners dba Orange County Sportsplex, Contractor shall immediately reassign or remove from the performance of the Services hereunder any of its employees or personnel supplied by Contractor, i ncluding any supervisory personnel, who, in the sole judgment of Recreation Factory Partners dba Orange County Sportsplex, engage in improper conduct, are not suitably attired or neatly groomed, or are not otherwise, in the reasonable judgment of an Recreation Factory Partners dba Orange County Sportsplex suitable or acceptable to perform the Services or any tasks assigned to them. Contractor shall comply with and conform to all rules, regulations and directives issued by Recreation Factory Partners dba Orange County Sportsplex or their designees f rom time to time, and shall cause all of its employees, personnel, agents, independent contractors (if any) and invitees at all times to abide by and conform to all of the same. The Contractor shall use his/her best efforts to immediately notify Recreation Factory Partners dba Orange County Sportsplex if his/her instruction time at the Recreation Factory Partners dba Orange County Sportsplex is interfering with other instruction opportunities outside of the Recreation Factory Partners dba Orange County Sportsplex, so that the parties can reduce or otherwise amend instruction schedules to avoid any such conflicts. 2. COMPENSATION. As full and complete compensation and consideration for all of the Services to be provided by Contractor under or pursuant to this Agreement, Recreation Factory Partners dba Orange County Sportsplex shall be available to Contractor at such times and on such dates as mutually agreed upon by Recreation Factory Partners dba Orange County Sportsplex and Contractor, and, if applicable, pay t o Contractor the rates as set forth in Exhibit A. Any sums due to Contractor under this Agreement shall be paid by Recreation Factory Partners dba Orange County Sportsplex to Contractor within thirty (30) days following receipt by the Recreation Factory Partners dba Orange County Sportsplex of an undisputed invoice from Contractor describing the work performed, including the applicable charges and compensation for such work due to Contractor. In addition, Contractor shall pay Recreation Factory Partners dba Orange County Sportsplex the professional fees as set forth in Exhibit A payable monthly in advance. In addition, if Contractor fails to provide a scheduled instruction, Contractor shall either find a suitable replacement contractor (that has an executed Independent Contractor Agreement with the Recreation Factory Partners dba Orange County Sportsplex and is in good standing with the Recreation Factory Partners dba Orange County Sportsplex) or inform Recreation Factory Partners dba Orange County Sportsplex in a reasonable fashion so as to allow Recreation Factory Partners dba Orange County Sportsplex to find a replacement contractor. To the extent that a scheduled instruction has to be cancelled due to the Contractor failing to either find a substitute or providing reasonable notice to Recreation Factory Partners dba Orange County Sportsplex, then Contractor shall pay the Recreation Factory Partners dba Orange County Sportsplex the professional fees set forth in Exhibit A. 3. SAFETY AND LEGAL REQUIREMENTS. Without in any way limiting any other term or provision of this Agreement or any obligation of Contractor hereunder, Contractor shall do or cause to be done all of the following: (a) perform the Services in a first -class manner that shall protect the health and safety of all patrons, employees and other users of the Facility; (b) adhere to all laws, policies, rules, and regulations applicable to the Services to be provided by Contractor pursuant to this Agreement; (c) if an authorized management person of the Recreation Factory Partners dba Orange County Sportsplex is not available, then contact the proper local authorities for assistance at the Facility when such assistance is appropriate for safety; and (d) obtain, maintain and comply with all licenses, permits an d franchises or approvals from any governmental authority that may be required to enable Contractor to perform all of the Services and fulfill all of its obliga tions under this Agreement. 4. INDEMNIFICATION. Contractor agrees to indemnify, defend and forever save and hold harmless Recreation Factory Partners dba Orange County Sportsplex, such entities affiliates or related entities, and their respective principals, shareholders, members, part ners, officers, directors, employees, representatives, tenants, agents, contractors and volunteers (sometimes collectively referred to herein as the “Indemnified Parties”), from and against any and all damages, claims, losses, demands, costs, expenses, obligations, liens, l iabilities, actions and causes of action (including attorneys’ fees and costs), threatened or actual, which any one of the Indemnified Parties may suffer or incur Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE arising directly or indirectly out of or in connection with the performance of the Services or the failure of Contractor to perform the Services in accordance with the terms of this Agreement, except to the extent arising solely from the gross negligence or willful misc onduct of Recreation Factory Partners dba Orange County Sportsplex. The foregoing indemnification shall survive any terminati on or the expiration of the term of this Agreement. 5. INSURANCE. Contractor shall at all times maintain, at Contractor’s sole cost and expense, liability insurance for (i) all occurrences resulting in personal injury to any person or property of any person in connection with Contractor’s use of the Facility, presence at the Facility, or Services (ii) any indemnification obligation of Contractor set forth in this Agreement, (iii) any act, omission or negligence of Contractor, its agents, employees, clients or invitees, (iv) any accident, injury or damage caused to persons or to property occurring in or about the Facility relating directly or indirectly to Contractor’s activities at the Facility or Services, and (v) such additional endorsements and coverage’s as Recreation Factory Partners dba Orange County Sportsplex may from time to time specify. Such insurance shall (i) name the Ind emnified Parties, as an additional insured/loss payee; (ii) be written with carrier(s) subject to Recreation Factory Partners dba Orange County Sportsplex’s approval; (iii) be in an amount not less than $1,000,000, combined single -limit; (iv) contain a provision that the policy shall not be terminated, amended, or altered except upon 30 days’ prior written notice to Recreation Factory Partners dba Orange County Sportsplex; (v) be primary to any other insurance Recreation Factory Partners dba Orange County Sportsplex may have; and (vi) contain a w aiver of subrogation. Contractor shall provide Recreation Factory Partners dba Orange County Sportsplex with certificate(s) evidencing such insurance. 6. WAIVER BY CONTRACTOR. Contractor agrees that the Indemnified Parties shall not be responsible for any loss or damage to any person or property of Contractor resulting from fire, theft or any other cause unless due solely to the gross negligence or willful misconduct of Recreation Factory Partners dba Orange County Sportsplex and, except to the extent expressly provided herein, Contractor expressly assumes all risks of loss, damage, injury or destruction of or to Contractor or any of Contractor’s property resulting from any such causes. 7. TERMINATION. This Agreement may be terminated (i) by Recreation Factory Partners dba Orange County Sportsplex or Contractor at any time, with or without cause, upon 10 days’ written notice to the other party, or (ii) by Recreation Factory Partners dba Orange County Sportsplex immediately upon notice to Contractor if Recreation Factory Partners dba Orange County Sportsplex determines, in its sole discretion, that any of the Services performed or to be performed by Contractor are unsatisfactory or do not satisfy the requirem ents of a first-class fitness/recreation/sport contractor or upon the breach by or failure of Contractor to perform any of its obligations or covenants under this Agreement. Following any termination of this Agreement, Recreation Factory Partners dba Orange County Sportsplex shall only be required to pay to Contractor any compensation earned by Contractor for any Services satisfactori ly performed by Contractor prior to the date of such termination. Contractor shall pay Recreation Factory Partners dba Orange County Sportsplex any amounts due pursu ant to Exhibit A. 8. INDEPENDENT CONTRACTOR STATUS. Contractor is engaged hereunder as an independent contractor and as such shall be solely responsible for full compliance with all requirements under all laws and regulations now or in the future applicable to Contractor, its b usiness affairs and its performance of its duties under or pursuant to this Agreement, including, without limitation, state and federal taxes applicable to this Agreement (including payroll taxes), unemployment insurance and other insurance applicable and necessary with respect to its employees and all of its duties and obligations as an employer (such as general liability insurance). The relationship created by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be deemed or construed as creating any partnership, joint venture, employment relationship, agency, or other relationship between the parties or to make Recreation Factory Partners dba Orange County Sportsplex liable for the debts or obligations of Contractor. Contractor nor any employee or agent of Contractor shall be deemed at any time to be an employee or agent of Recreation Factory Partners dba Orange County Sportsplex for any purpose whatsoever. Contractor shall have no right or authority to bind Recreation Factory Partners dba Orange County Sportsplex and shall not represent that it has such authority to any party. 9. INTELLECTUAL PROPERTY. Contractor agrees that (a) nothing in this Agreement is intended to convey any ownership or other rights in the trademarks, service marks, copyrights or other intellectual property rights to Recreation Factory Partners dba Orange County Sportsplex or any of the teams playing or practicing at the Facility (“Trademarks”), (b) ownership of all such Trademarks shall remain the property of Recreation Factory Partners dba Orange County Sportsplex, or the teams as the case may be, and (c) Contractor will not use any Recreation Factory Partners dba Orange County Sportsplex’s Trademarks under any circumstances without the prior written consent of Recre ation Factory Partners dba Orange County Sportsplex, which consent Recreation Factory Partners dba Orange County Sportsplex may withhold in its sole and absolute discretion. 10. CONFIDENTIAL INFORMATION. During the term of this Agreement, Contractor and its officers, directors, shareholders, employees, agents, contractors, and representatives may gain access or be exposed to certain confidential and proprietary information relating to the business of Recreation Factory Partners dba Orange County Sportsplex or its affiliates. Contractor agrees, for itself and its officers, directors, shareholders, employees, agents and representatives, that all such confidential and proprietary information shall remain and be kept in strictest confidence and shall not be disclosed to or used by any person or entity without the prior written consent of Recre ation Factory Partners dba Orange County Sportsplex, which consent may be withheld by Recreation Factory Partners dba Orange County Sportsplex in its sole and absolute discretion. The obligation to maintain confidentiality provided herein shall survive any termination or expiration of the term of this Agreement and may be enforced by injunctive relief or other equitable or legal remedies without the necessity of prov ing inadequacy of legal remedies and without proving that Recreation Factory Partners dba Orange County Sportsplex or any of its affiliates or any of their respective officers, directors, shareholders, partners, employees, agents, contractors or representatives would suffer irrepa rable harm as a result of a violation of such confidentiality obligation. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 11. EFFECT OF AGREEMENT/ASSIGNMENT. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and to their respective permitted successors and assigns; provided, however, that this Agreement may not be assigned by Contractor, nor ma y any of Contractor’s duties hereunder be delegated, without the prior written consent of Recreation Factory Partners dba Orange County Sportsplex. 12. NOTICES. Except as otherwise expressly provided in this Agreement, any and all notices or other communication required or permitted under or pursuant to this Agreement shall be in writing and shall be delivered either by personal delivery or by certified or registered mail, return receipt requested, postage prepaid by United States mail, addressed as follows: Orange County Sportsplex, 101 Meadowlands Drive, Hillsborough, NC 27278 Attention: General Manager Contractor Name: ___________________________________________________________________________________ Contractor Address: _________________________________________________________________________________ _________________________________________________________________________________ All notices shall be deemed delivered either upon actual receipt thereof if personally delivered or, if mailed, on the third day following deposit in the United States mails as provided above. Either party may change the address at which it receives notices by notifying t he other party of such change in the manner provided herein. 13. WAIVER. No course of dealing or delay by either party to this Agreement in exercising any right, power or remedy under this Agreement will operate as a waiver of any right, power or remedy of that party, and no waiver by a party of a breach of any provision of th is Agreement will be considered or constitute a waiver of any succeeding breach of the provision or a waiver of the provision itself. 14. CHOICE OF LAW. The validity, interpretation, construction and enforcement of this Agreement shall be governed and controlled by the laws of the State of North Carolina, without regard to that State’s rules with respect to choice of law. 15. ENTIRE AGREEMENT / MISC. This Agreement expresses and contains the entire agreement and understanding between the parties heret o with respect to the subject matter hereof and supersedes and replaces any and all prior agreements and understandings, either oral or written, with respect to the subject matter hereof. If any covenant, term or provision of this Agreement is deemed to be contrary to law, that covenant, term or provision will be deemed separable from the remaining covenants, terms and provisions of this Agreement and will not affect the validity, interpretation or effect of the remainder of this Agreement. This Agreement may not be modified, altered or amended- except by a written instrument signed by both parties. This Agreement may be executed in counterparts, each of which shall be an original, but all of which together shall constitute one and the same agreement. The parties agree to take such further acts and to execute such further documents that may be necessary or convenient to carry out the intents and purposes of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement and have made it effective as of the day and year first above written. CONTRACTOR: Recreation Factory Partners dba Orange County Sportsplex By: _________________________________________ By: ____________________________________________ Name: _______________________________________ Name: _________________________________________ Title: __________________________________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE SportsPlex Employee Benefits Salaried and Full Time Hourly (minimum 30 hours per week) Unless Listed, payment is at full price. Employee Benefit Discounts are NOT STACKABLE. Department Discount Restrictions Membership (Employee) 100% Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. Membership (Employee’s immediate family/significant other) 30% Discount extended to the employee’s immediate family and residing in the same household. Fitness- Paid Programs and Classes 50% Be aware of class size and limitations, members and other customers must come first. Health and Safety Classes 100% First Aid and CPR classes. Must pre- register, subject to availability. Ice Rink-Paid Programs/Classes/Open Sessions/Admissions 50% Be aware of class size and limitations, members and other customers must come first. Swimming-Paid Programs/Classes/Admissions 50% Be aware of class size and limitations, members and other customers must come first. KidsCorner 50% To be used in moderation. Not to be used as full time childcare. Two hour time limit. KidsPlex Programs 40% This includes Afterschool, Preschool, and Camp days. Discount will be applied to full non-member price. Massage Therapy 10% All employees receive 10% off massages Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Part-time Employees (minimum of 8 hours per week on a consistent, not seasonal, basis) Unless Listed, payment is at full price. Employee Benefit Discounts are NOT STACKABLE. Department Discount Restrictions Membership (Employee) 100% Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. Membership (Employee’s immediate family/significant other) 30% Discount extended to the employee’s immediate family, dependent, and residing in the same household. Fitness- Paid Programs and Classes 30% Be aware of class size and limitations, members and other customers must come first. Health and Safety Classes 100% First Aid and CPR classes. Must pre- register, subject to availability. Ice Rink-Paid Programs/Classes/Open Sessions/Admissions 30%* *Adult Hockey League 50% Be aware of class size and limitations, members and other customers must come first. Swimming-Paid Programs/Classes/Admissions 30% Be aware of class size and limitations, members and other customers must come first. KidsCorner 40% To be used in moderation. Not to be used as full time childcare. 2 hour time limit. KidsPlex Programs 15% This is the standard Membership Discount. This includes Afterschool, Preschool, and Camp days. Discount will be applied to full non-member price. Massage Therapy 10% All employees receive 10% off massages Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Independent Contractors Unless Listed, payment is at full price. Employee Benefit Discounts are NOT STACKABLE. Department Discount Restrictions Membership 30%* Full benefits of a Platinum membership (skate rental not included). Must be aware that members come first when it comes to equipment use and class size. Membership for employee only. *Group Exercise Instructors will be granted access to the fitness center at no additional membership cost. Health and Safety Classes 30% First Aid and CPR classes. Must pre-register, subject to availability. KidsCorner 40%* To be used while contractor is working. Two hour time limit. *100% Discount for Fitness Instructors. While teaching class only. Two hour time limit. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE KidsPlex Programs 15% This is the standard Member Discount. This includes Afterschool, Preschool, and Camp days. Discount will be applied to full non-member price. Birthday Parties 20% off Package Price Dates Subject to Availability SnackPlex 40% Regularly Priced Items Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 1 | Page Accounts Receivable Manual (Updated 5/21/2018) PAYMENT FAILED NOTIFICATION PAGE 2 ADDING A NEW MEMBER TO THE “ACCOUNTS RECEIVABLE” SPREADSHEET PAGE 4 PHONE CALL NOTICE PAGE 7 FOLLOW UP EMAIL PAGE 9 CASH ONLY PAYMENTS PAGE 10 ADDING A LATE FEE PAGE 11 2ND MONTH OF FAILED DRAFTS PAGE 14 3RD MONTH OF FAILED DRAFTS PAGE 16 UPLOAD TO GEORGE BROWN COLLECTION AGENCY PAGE 18 CHECK ON COLLECTION AGENCY STATUS PAGE 20 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 2 | Page PAYMENT FAILED NOTIFICATION Log into the Member Service email account in Office 365. Click on the “Membership Accounts Receivable” spreadsheet. Run the “Schedule Payments Results” report under All Reports in DASH. Under “Result Code”: click on “Bad Payment Information”, “Failed”, “No Payment Information”. Set dates ranged needed and click Search. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 3 | Page First alpha sort the “Customer” and “Result Message” column. Review the following errors to see if they are membership failed draft: Error 12: Declined Error 24: Invalid expiration date: 0118 No payment information on account (Typically paid in full memberships) Check to see if the member from the report is already in the spreadsheet. See if they have an amount under “Balance”. You may need to look up their invoices to see if there are multiple invoices from different departments. Process payment one more time to make sure it does not work. Sometimes folks have NFS and once funds are back in their debit account payment can be taken. • If payment does not work for someone who is not listed in the in the “Accounts Receivable” spreadsheet, go to the “Adding a New Member to the Accounts Receivable Spreadsheet” section below on page 4… • If someone is already listed in the in the “Accounts Receivable” spreadsheet, see when and how they were contacted. If the last communication was an email, this time contact them by phone. See the “Phone Call Notice” section below on page 8… • If someone is already listed in the in the “Accounts Receivable” spreadsheet, see when and how they were contacted. If the last communication was by phone, this time contact them by email. See the “Follow Up Email” section below… • If a member does not have an amount due on their personal page, check to see if a payment was received which reflects the amount due on the spreadsheet. Just look on the invoice page to see payment amounts. If they are all set, delete their row of information from the spreadsheet. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 4 | Page ADDING A NEW MEMBER TO THE “ACCOUNTS RECEIVABLE” SPREADSHEET If payment does not work for someone who is not listed continue to fill out their information in the “Accounts Receivable” spreadsheet. Name, Member ID, Amount Due, Invoice Date, Card Error, Late Fee Apply Date (usually 10 days from first payment failed notification), Note on How notified about payment failure (phone or email). Send an email from the Office 365 “Memberservices” email account. Under the “Subject” drop down menu use the “Orange County Sportsplex Monthly Draft Failed” title. Update the following email with the correct dates, invoice #, amount and card info, and why their draft failed. You can easily get their email from their invoice. Click “Send Email”. Orange County Sportsplex Monthly Draft Failed Dear Sam, We were unable to process your monthly draft on 2/8/2018 for your membership at the Orange County Sportsplex. Invoice #40214 Amount $25.00 Error for Card Number: xxxxxxxxxxxx4043 Expiration: 07/18 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 5 | Page Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. If you prefer, you are welcome to stop by the front desk and take care of this in person. We offer a grace period to pay your balance. To avoid a $25 late fee, please pay your balance by 2/18/2018. Your invoice will be emailed separately. We look forward to hearing from you soon and thank you for taking care of this matter. Member Services Orange County Sportsplex 101 Meadowlands Drive Hillsborough, NC 27278 (919) 644-0339 ext 0 After this email is sent, go back to their Invoice page and their invoice, click on the email button and email a copy of their invoice. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 6 | Page Go back to the “Accounts Receivable” spreadsheet and add under the “Note” column that an email was sent with the date and your initials. Once all of the new emails are sent in Office 365, go back and “move” all of the new send emails into the “Accounts Receivable” folder. If the member has a paid if full contract, just send the following email notice. Sportsplex Annual Membership Payment Due Dear Joan Levitt, Your membership at the Orange County Sportsplex renewed on 5/8/2019. It renewed as a monthly draft of $25.00 per month but if you would like to take care of your contract as paid in full, we can process one payment of $300.00. Please call us at (919) 644-0339 ext 0 or stop by the front desk to pay your balance or let us know if you are not interested in renewing your contract. If you would like to renew and have a monthly draft, we will need to add a credit card number to your account. We look forward to hearing from you soon and thank you for taking care of this matter. Member Services Orange County Sportsplex 101 Meadowlands Drive Hillsborough, NC 27278 (919) 644-0339 ext 0 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 7 | Page PHONE CALL NOTICE After reviewing the “Accounts Receivable” spreadsheet and you see it is time to call a member to let them know about their draft failure and balance. Pick from the following scripts to use the one that applies to their situation. You can update the dates if that helps with the script which usually ends up as a voicemail. You can review the comment section on the invoice to for help with the script. Note: Usually start with the home phone number, if this is the second call try the cell phone number instead. Voice Mail CC Declined: 5/17/2019 We were unable to process your monthly membership draft on May 12th. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. Or if you prefer, you're always welcome to stop by the front desk and take care of this in person. We do offer a grace period to pay your balance, so to avoid a $25 late fee, please pay your balance by May 24th. Again our number here is (919) 644-0339 ext 0. Thank you and have a great day. Voice Mail CC Expired: 5/2/2019 We were unable to process your monthly membership draft on May 1st as your credit card on file has expired. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. Or if you prefer, you're always welcome to stop by the front desk and take care of this in person. We do offer a grace period to pay your balance, so to avoid a $25 late fee, please pay your balance by May 14th. Again our number here is (919) 644-0339 ext 0. Thank you and have a great day. Voice Mail CC Declined and Late Fee Applied: 5/17/2019 We were unable to process your monthly membership draft on May 10th. A late fee has been applied to your balance due because your invoice is more than ten days past due. Please call us at (919) 644-0339 ext 0 to update your information and pay your balance of $57.89. Or if you prefer, you are always welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good day. Voice Mail CC Expired and Late Fee Applied: 5/17/2019 We were unable to process your monthly membership draft on April 24th as your credit card on file has expired. A late fee of $25.00 has now been applied to your balance due because your bill is more than 10 days past due. Please call us at (919) 644-0339 ext 0 to update your information and pay your balance. Or if you prefer, you are always welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good evening. Voice Mail Annual Contract Payment Due: 5/7/2019 Your paid in full membership renewed on May 3rd. It renewed as a monthly draft of $53.89 per month but if you would like to take care of your contract as paid in full, we can process one payment of $646.68. Please call us at (919) 644-0339 ext 0 or stop by the front desk to pay your balance or let us know if you are not interested in renewing your contract. If you would like to have a monthly draft, we will need to add a credit card number to your account. Again our number here is (919) 644-0339 ext 0. Thank you and have a great day. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 8 | Page Make a record of a voicemail/message on the member’s personal page. Add a general note on their homepage. If this is a second phone call, just edit the note to reflect the date of the second notice and save. Go back to the “Accounts Receivable” spreadsheet and add under the “Note” column that a voicemail was left or that you talked to them. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 9 | Page FOLLOW UP EMAIL If a member has not paid their balance and you see that the last contact was made by phone, this time send then an email (if they have one). • Check to see if they have passed their Late Fee date. If needed add the late fee (see“Adding A Late Fee” section. • If you do not need to add a late fee. Just resend the email notice and a copy of the invoice. You can forward the original one in the “Accounts Receivable” folder of the “Memberservices” account. After this email is sent, go back to their Invoice page and their invoice, click on the email button and email a copy of their invoice. Go back to the “Accounts Receivable” spreadsheet and add under the “Note” column that an email was sent. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 10 | Page CASH ONLY PAYMENTS Some members do not want to leave a credit card on file so come in each month to pay for their membership. I have started to keep a list of them in the spreadsheet. You can more their information up into the active list of members with failed drafts. Sample email: Orange County Sportsplex Monthly Draft Due Dear Naoshad Eduljee, Your monthly draft on 5/2/2019 for your membership at the Orange County Sportsplex is due. Invoice #:171242 Amount: $ 35.00 Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. If you prefer, you are welcome to stop by the front desk and take care of this in person. We offer a ten day grace period to pay your balance. To avoid a $25 late fee, please pay your balance by 5/14/2019. We look forward to hearing from you soon and thank you for taking care of this matter. Your invoice will be emailed separately. CASH PAYMENTS Voice Mail Orange County Sportsplex Monthly Draft Due 4/25/2019 Your monthly membership draft was due on April 21st. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to pay your balance. Or if you prefer, you're always welcome to stop by the front desk and take care of this in person. We do offer a grace period to pay your balance, so to avoid a $25 late fee, please pay your balance by May 3rd. Again our number here is (919) 644-0339 ext 0. Thank you and have a great day. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 11 | Page ADDING A LATE FEE If the member has not paid their balance and they have passed the 10 day grace period the late fee needs to be applied. Hopefully they have received both an email and phone call notice about their draft failure. Update the following note with the date of the failed draft and their invoice # and copy it to be added in the note section of the late fee invoice: Late fee applied to failed monthly membership draft on 6/1/2018 (Invoice # 69752). Go to the cash Register and click on the “Late Fee Membership” item. Link the shopping cart to the member and click on the “Checkout” button. Click on the “Cash” Payment option and put “0.00” in the “Cash Received” box. Uncheck the “Email Receipt” box. Paste the late fee note “Late fee applied to failed monthly membership draft on 6/1/2018 (Invoice # 69752).” in the “Add Note” box. Click on the “Process Checkout” button. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 12 | Page Send an email from the Office 365 “Memberservices” email account. Under the “Subject” drop down menu use the “Late Fee Applied to Sportsplex Failed Draft” title. Update the following email with the correct name and date. You can easily get their email from their invoice. Click “Send Email”. Dear Rob Downing, We were unable to process your monthly membership draft on 6/1/2018 for your membership at the Orange County Sportsplex. Since your membership payment is now more than 10 days past due, a $25.00 late fee invoice has been added to your account. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. If you prefer, you are always welcome to stop by the front desk and take care of this in person. Thank you. Your invoices will be emailed separately. Member Services Orange County Sportsplex 101 Meadowlands Drive Hillsborough, NC 27278 (919) 644-0339 ext 0 After this email is sent, go back to their Invoice page and open their late fee invoice, click on the email button and email a copy of their invoice. Also open their failed draft invoice and email that one too. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 13 | Page Go back to the “Accounts Receivable” spreadsheet and under the “Amount” column change the amount to reflect the added late fee, change the comment under the “To avoid Late Fee must pay balance by 10pm on this date” column to reflect when the late fee was added and under “Notes” column that an email was sent. Once all of the new emails are sent in Office 365, go back and “move” all of the new send emails into the “Accounts Receivable” folder. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 14 | Page 2ND MONTH OF FAILED DRAFTS Just repeat the attempted to communication and if needed charging a late fee. Below are sample communications for these failed drafts. Email CC Declined 2nd Failed Draft: Orange County Sportsplex Monthly Draft Failed on 5/10/2019 with Previous Month Outstanding Balance Dear Alisha Williams, We were unable to process your monthly draft on 5/10/2019 for your membership at the Orange County Sportsplex. Invoice #173627 Amount $77.99 Error for Card Number: xxxxxxxxxxxx0532 Expiration: 08/21 After each failed draft, we offer a grace period to pay your balance. To avoid a $25 late fee on your 5/10/2019 failed draft, please pay your balance of $158.97 by 5/24/2019. We were also unable to process your monthly membership draft on 4/10/2019. A late fees of $25.00 each have been applied this failed draft because it is more than ten days past due. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance. If you prefer, you are welcome to stop by the front desk and take care of this in person. Your 5/10/2019 invoice will be emailed separately. We look forward to hearing from you soon and thank you for taking care of this matter. Voice Mail Failed Draft and 1 Previous Month Outstanding Balance: 5/17/2019 We were unable to process your monthly membership drafts on April and May 10th. We do offer a grace period to pay your balance after each failed draft, so to avoid a $25 late fee on your May draft, please pay your balance of $90.78 by May 17th. A late fee of has already been applied to your April failed draft. Give us a call at (919) 644-0339 ext 0 to update your information and pay your balance. If you prefer, you are always welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good day. Email CC Declined 2nd Failed Draft and 2nd Late Fee Applied: Note to put in new invoice: Late fee applied to failed monthly membership draft on 11/28/2018 (Invoice #118009). Late Fee Applied to Sportsplex Failed Draft on 11/28/2018 Dear Lisa Ann Corrow, We were unable to process your monthly membership draft on 11/28/2018 for your membership at the Orange County Sportsplex. Since your membership payment is now more than 10 days past due, a $25.00 late fee invoice has been added to your account. Also, we were unable to process your monthly membership draft on 10/28/2018. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance of $143.98. If you prefer, you are always welcome to stop by the front desk and take care of this in person. Your invoices will be emailed separately. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 15 | Page We look forward to hearing from you soon and thank you for taking care of this matter. Voice Mail Late Fee Applied and Previous Month Outstanding Balance: We were unable to process your monthly membership drafts on October and November 28th for your membership at the Orange County Sportsplex. Late fees have been applied to your two failed drafts since they are more than ten days past due. Please call us at (919) 644-0339 ext 0 to update your information and pay your current balance of $143.98. Or if you prefer, you are welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good day. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 16 | Page 3RD MONTH OF FAILED DRAFTS After the third failed monthly draft, uncheck the Auto Renew options under their membership profile: Just repeat the attempted to communication and if needed charging a late fee. Below are sample communications for these failed drafts. Email CC Declined 3rd Failed Draft: Orange County Sportsplex Monthly Draft Failed on 12/28/2018 with Previous Months Outstanding Balance Dear Lisa Ann Corrow, We were unable to process your monthly draft on 12/28/2018 for your membership at the Orange County Sportsplex. Invoice #127871 Amount $56.99 Error for Card Number: xxxxxxxxxxxx6454 Expiration: 10/20 We offer a grace period to pay the balance on your new failed draft. To avoid a $25 late fee on your 12/28/2018 failed draft, please pay your balance by 1/7/2019. Also we were unable to process your monthly membership drafts on 10/28/2018 and 11/28/2018. Two late fees of $25.00 each have been applied to these two failed drafts because they is more than ten days past due. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance of $190.97. If you prefer, you are welcome to stop by the front desk and take care of this in person. Your 12/28/2018 invoice will be emailed separately. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 17 | Page We look forward to hearing from you soon and thank you for taking care of this matter. Voice Mail Failed Draft and 2 Previous Month Outstanding Balance: We were unable to process your monthly membership drafts on October, November, and December 28th. Late fees have already been applied to your October and November failed drafts. We do offer a grace period to pay your balance after each failed draft, so to avoid a $25 late fee on your December draft, please pay your balance by January 7th. Please call us at (919) 644-0339 ext 0 to update your information and pay your current balance of $190.97. Or if you prefer, you are welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good day. Email CC Declined 3rd Failed Draft and 3rd Late Fee Applied: Note to put in new invoice: Late fee applied to failed monthly membership draft on 12/28/2018 (Invoice # 127871). Late Fee Applied to 12/28/2018 Sportsplex Failed Draft Dear Lisa Ann Corrow, We were unable to process your monthly membership draft on 12/28/2018 for your membership at the Orange County Sportsplex. Since your membership payment is now more than 10 days past due, a $25.00 late fee invoice has been added to your account. Also we were unable to process your monthly membership drafts on 10/28/2018 and 11/28/2018. Please call us at (919) 644-0339 ext 0 or log into your DASH profile to update your information and pay your balance of $215.97. If you prefer, you are always welcome to stop by the front desk and take care of this in person. We look forward to hearing from you soon and thank you for taking care of this matter. Voice Mail Late Fee Applied and Previous Month Outstanding Balance: We were unable to process your monthly membership draft on August, September and October 9th for your membership at the Orange County Sportsplex. Late fees have been applied to all of your failed drafts since they are more than ten days past due. Please call us at (919) 644-0339 ext 0 to update your information and pay your balance of $245.97. Or if you prefer, you are always welcome to stop by the front desk and take care of this in person. Again our number here is (919) 644-0339 ext 0. Thank you and have a good evening. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 18 | Page FAILED DRAFTS LETTERS After three failed drafts and late fees, the Sportsplex will send a collections letter in the mail to give the former member one last chance to pay their outstanding balance before it is sent to the collections agency. These collections letter draft can be found in the COLLECTIONS folder on the Public drive. P:\COLLECTIONS\Collections letter Final.docx Save the updated letter in the Membership folder. Update the letter and mail it to the members. Also update the member’s DASH profile to indicate that the collection letter has been sent. “Sent collection letter on 2/4/2020.” Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 19 | Page UPLOAD TO GEORGE BROWN COLLECTION AGENCY If a member does not pay their outstanding balance by the end of the month that the collection letter was sent out, it is time to send their information to the George Brown Collection Agency. Download a copy of the collection spreadsheet for that month with the following information. Title the new spreadsheet for the appropriate month. “Orange County Sportsplex Collections for May 2016” Log into the collection site. https://www.gbacollections.com/ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 20 | Page Login: lwagner@oc-sportsplex.com Password: see Laura Wagner Upload your spreadsheet and click on “Send File” “Orange County Sportsplex Collections for August 2018” Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE DASH Membership Manual (revised 8/29/2017) CREATING A NEW MEMBERSHIP IN DASH If a new or existing member does not want to create a profile in DASH, go ahead and create one for them. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Add Billing Information Set the “Billing Day” to the closest day coming after the expiration date. Example: expires on 8/22, use the “25th”. Set “Credit Limit” to 1000.00 Profile Picture and Key Fob Next, you will want to take their picture by using the laptop or the camera connected to the main computer. In DASH, click the photo spot in the top left-hand corner and let them use the laptop camera to take their picture by clicking “CAPTURE”. Give them their new DASH scan-in tag. ***If timing is an issue, just write their tag numbers on the paper membership form.*** Go down to “Card ID” on the customer profile and scan the corresponding white tag. The old tags from EZ will not work in DASH. Click “Save” before you give it to them. Children do not Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE need these scan-in fobs/tags and any partners on family/couple accounts should still come in on their own to get their tag so we can get their profile set up and get their picture. Add Membership Click on the “Buy” button. And find the membership they want. Click on the type. Check to make sure it is the right type. And if there is a registration fee click on the “Cash Register” tab. New Member $50 Initiation Fee – this can be found on the Cash Register Page under “FITNESS”. You do not have to worry about this with current members migrating over to DASH from EZ, but for new members, you will want to set them up in DASH and when purchasing the membership and taking that first month payment, go to the cash register and click on “NEW MEMBERSHIP Initiation Fee” to charge them the $50 fee along with their first month payment. When the shopping cart is complete click the “checkout” button. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE To use the card on file, click on the green button with the saved card info. Add the members partner and children if applicable. They should automatically be added to the membership. Once the member is set up in DASH you can send an email to them so they can create/update a password so they have access to their account. https://apps.dashplatform.com/dash/?action=Auth/login&company=ocsportsplex Click on the “I forgot my password” link Paste the member’s email address and send the reset request. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE TRANSFER AN EXISTING MEMBERSHIP FROM EZ TO DASH Encourage the member to set up their online account. There is a link on the Sportsplex homepage in the Latest News section that will take them to the log-in screen. Once they set it up, they can come back and have their membership moved over, get their picture taken, and get their scan-in membership tag. If they are not able to set it up, you can do it for them or have them do it on the laptop that we have. They will need to confirm their account through an e-mail sent to their personal e-mail address before you are able to access it. If they choose to set it up at the front desk, it will be best if they go home to do the confirmation e-mail and stop by next time to transfer their membership over, as well as get their tag and picture. You may also set up their profile for them. If you do that, make sure you put all their information in correctly. Have them add in their children and partner whenever possible because that will take extra time. If you set it up in Dash for them, MAKE SURE YOU GO TO THE DASH LOG-IN SITE AND CLICK “I FORGOT MY PASSWORD” and then put THEIR E-MAIL address in and reset it. That way they will get an e-mail that prompts them to go back and complete the online account set-up process. If they never do that, that’s on them. https://apps.dashplatform.com/dash/?action=Auth/login&company=ocsportsplex Click on the “I forgot my password” link Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Paste the member’s email address and send the reset request. PURCHASING THE MEMBERSHIP Once the account has been set-up in Dash, you will need to purchase the membership exactly as it is set- up under their name in EZ. Please give Andrew a list of all members who are set-up under the Orange County Employee, Weaver Street, or Duke Live-for-Life program, which fall under the $0.00 “GOLD Fitness Mbrship -OR. CO. EMP/Corporate” or “PLATINUM Fitness Mbrship – OR. CO. EMP/Corp.”. I will need to confirm that the deduction is being taken out of their paycheck. Since those memberships are $0, they are all set in the family category – you do not have to select the appropriate Category, such as Individual, Family, Parent + Child, etc. There are different membership products for every other type – Gold and Platinum - including for those that receive the 30% and 40% discounts. If they are on any other discount plan, please take down their information and give it to Andrew to look at. Click on the “Buy” button. And find the membership they want. Click on the type. This next step is very important: You will need to zero out the transaction so that we are not actually charging them. The only exception Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE would be if their membership is expiring that day or the next and has not been paid yet. To do so, go to the “Cash Register” in the top Navigation Bar. On the Cash Register page, scroll down to the bottom where you will find negative amounts under “MISC FEES”. You will need to select the -$1.00 amount and also use the other 3 amounts to zero out the transaction (-$0.99 , -$0.10 , & -$0.09). To get to the correct amounts, you will always need to change the “Qty” field in your shopping cart for the -$1.00 and possibly also the -$0.10 if they are on a discounted membership. Once you update the “Qty” field, click “Update” at the bottom of the shopping cart section (next to “Checkout”). This will update the amounts. You just have to make sure that the Total ends up at $0.00 before you go to checkout. You can do multiple updates. The last step is to “Checkout” – run the transaction under “CASH” and un- check the “E-Mail Receipt” box under the “Cash Received” section since there is no actual monetary transaction taking place. You have now purchased their membership for them, but you are not done. If the membership has more than one person on it, you will need to add the additional members. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Go to EZ and see when their next invoice is scheduled for. You will then go back to their profile in DASH and select the day BEFORE THAT, as the expiration date of their Dash membership. For example, if their next invoice/payment is set for 9/20/17, then you will want to set their DASH membership to expire on 9/19/17. To do that, under their Dash profile, you will select “edit” under their FITNESS Membership in the top right corner and select the new expiration date. Again, that should be the day BEFORE the next invoice/payment date that is set up in EZ. Click Save and make sure the auto-renew box is still checked. If their EZ membership was PIF update the expiration date to the when their EZ contract expires. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Make sure they have payment information stored in DASH. They can supply that for you or you can take their payment information from EZ and stick it in DASH for them. Do not assume they will do it themselves at home or come back!! THIS IS EXTREMELY IMPORTANT AS WELL SO THAT WE DO NOT HAVE A BUNCH OF MEMBERSHIPS THAT DO NOT AUTO-RENEW. To do this, scroll to the bottom of their Dash profile and you will see a section that says “ADD PAYMENT INFORMATION”. They can do Credit Card or ACH. If they can’t set this up, delete the membership in DASH and they will have to come back. Get in the habit of asking/checking for this before starting the process. Set the “Billing Day” to the closest day coming after the expiration date. Example: expires on 8/22, use the “25th”. Set “Credit Limit” to 1000.00 Profile Picture and Key Fob Next, you will want to take their picture by using the laptop. In DASH, click the photo spot in the top left-hand corner and let them use the laptop camera to take their picture by clicking “CAPTURE”. Give them their new DASH scan-in tag. Go down to “Card ID” on the customer profile and scan the corresponding white tag. The old tags from EZ will not work in DASH. Click “Save” before you give it to them. Children do not need these scan-in fobs/tags and any partners on family/couple accounts should still come in on their own to get their tag so we can get their profile set up and get their picture. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Cancel exciting membership in EZ THE LAST STEP IS TO CANCEL THEIR MEMBERSHIP IN EZ. To do this, make sure you set it up to cancel before their next payment date. It is okay if it stays active past today’s date (if needed for any reason), but you have to make sure that you set it up to cancel BEFORE their next due date so they don’t get charged in both DASH and EZ. Double check that they no longer have any open invoices under their billing tab. Encourage them to add their children online at home. You can do that for them and add them to family memberships if you have time or have them use the laptop to set them up and add them to the family membership after that. If they go home to add their children, just tell them to stop by again if they need them to be added to their membership. If they show up in the customer (middle) info section under their name as a “Partner” or “Child”, it does not necessarily mean they are on the membership. That has to be done underneath the Membership section in the right-hand column. MAKE SURE YOU ONLY ADD FAMILY MEMBERS WHO ARE ON THEIR MEMBERSHIP IN EZ into DASH. If they are trying to add children that are not listed in EZ, please talk to Andrew or leave him a note. PIF MEMBERSHIP If the member wants to pay for the entire year at once, click on renew membership 11 times which will create multiple invoices. Their amount due should add up to the amount of an annual paid in full membership. Then collect payment for all of the invoices. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE How customers purchase PASSES (what we used to call punch cards): 1. Can be purchased at the front desk or online. To purchase online, the customer goes under “Passes” in the bottom right hand corner and clicks on “New”. Pretty straight forward from there. 2. To purchase at the front desk. Pull up or create the customer. 3. Click on “New” under “Passes” in the right hand column underneath where we normally purchase memberships. 4. Click the appropriate pass and the customer pays for the entire pass at that initial transaction. Go through check out as normal. Once purchased, it will now be loaded to that customer profile. 5. Print receipt if the customer wants one – transaction is complete. The customer will be able to track the usage online and you can also read off what they have from their customer profile. No physical punch cards are required. It is okay to use up the remaining punch cards, but do not sell any more physical cards. How customers redeem PASSES to pay for admissions: 1. Go to cash register and bring into the shopping cart exactly what they are “purchasing”. Do this even though you will use the pass to “pay for it”. It won’t matter if you select adult, child, etc. The redeemable products are listed below after the pass. Even though the cash register will pull it up in the shopping cart at full individual price, the pass will satisfy full payment. 2. Go to “Customer Search” and pull up the customer or have them scan in with their membership tag or id bar code from their mobile DASH App on their phone. Remember, the shopping cart will stay open. 3. After clicking on the customer or pulling them up, click “Use” in the PASS section to pay for session(s). It is okay to pay for multiple admissions with the same pass – click it however many times you need it to apply credit towards an admission, even if there are adult and child admission in 1 shopping cart. The admission will be zeroed out by doing this. For example, if a customer is skating 3 freestyle sessions, ring in 3 freestyle walk ins from the cash register, pull up the customer, and click “USE” 3 times to redeem 3 freestyle sessions or “punches”. 4. If the pass satisfies the entire transaction (no other charges to be paid), then check out with Cash - $0. Print receipt if the customer wants one – transaction is complete. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County SportsPlex Emergency Plan The purpose of the emergency operations plan for the Orange County SportsPlex is to provide a systematic approach to follow in the event of an emergency, with an emphasis on patron and employee safety. The order of priority in any emergency should be: 1. The safety and well-being of our patrons, guests and employees. 2. The securing and restoration of operations to the Orange County SportsPlex. Definition of an Emergency Situation: Any incident or situation that affects the safety or security of persons in or near the facility, causes damage/destruction to the facility and equipment, and/or disrupts the normal facility operation. Authority -- Declaration of Emergency The General Manager in coordination with Public Officials is responsible for emergency actions to the Orange County SportsPlex. In his absence, the Assistant General Manager may make this decision. Office of Homeland Security Threat Levels The Orange County SportsPlex will utilize the current threat levels established by the Office of Homeland Security and adopted by the International Association of Assembly Managers (IAAM) to determine the level of risk to patrons and personnel. It is the policy of the Orange County SportsPlex to adhere to the risk levels set by the Homeland Security Advisory System during times of possible terrorist activities. TYPES OF EMERGENCIES Bomb Threat While 95% of all written or telephones bomb threats are hoaxes, the first line of defense is threat analysis. Procedures to follow: 1. Note the exact time of call and complete the bomb threat call checklist. 2. Pay close attention to the caller and make every attempt to determine the location, time of expected detonation and type of explosive device. 3. At the conclusion of the telephone call, notify the on duty management team member (General Manager or Assistant General Manager). 4. The management team member will call authorities and determine the most appropriate response (warn employees, evacuate building, etc.) 5. Refrain from radio communication. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 6. The management team will contact any Groups/Event Managers with information of the threat and possible evacuation of the patrons if necessary. 7. Immediate evacuation of the building will take place in the event that authorities find an explosive device. 8. After the situation has been assessed, the decision will be made by the General Manager with input from the police representatives, whether to evacuate the facility or a portion of the facility. BOMB THREAT CHECKLIST o Date and exact time of call: o Exact words of caller: o Questions to ask: • When is bomb going to explode? • Where is the bomb? • What does it look like? • What kind of bomb is it? • What will cause it to explode? • Did you place the bomb? • Why? • Where are you calling from? • What is your address? • What is your name? o CALLER'S VOICE (circle) Calm Slow Crying Slow Stutter Deep Loud Broken Giggling Accent Angry Rapid Stressed Nasal Lisp Excited Disguised Sincere Squeaky Normal o If voice is familiar, whom did it sound like? o Were there any backgrounds noises? o Remarks: o Person receiving call: o Telephone number call received at: o Report call immediately to: General or Assistant General Manager Fire Regardless of fire size, sound the alarm to call the Fire Department. Fire alarm pull stations are distributed evenly throughout the SportsPlex. Pull stations are located at all main entrances and exits. Provide concise, accurate information about the location and severity of fire. The Fire Department automatically reacts to smoke and fire detection in buildings of the SportsPlex. In the event of a fire, on duty staff assists with emergency/evacuation plans. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Reporting Fires Fires should be immediately reported to the Manager on Duty via phone. The following information should be given to the Fire Department. • Nature of report (fire, smoke, etc.) • Approximate location • Number of functions in the facility • Approximate number of customers • Where an employee will meet the fire truck upon arrival to the facility. If safe to do so, fight minor fires (waste basket, etc.) with the nearest fire extinguisher. If possible, have a backup person with another extinguisher. Keep an exit between you and the fire. Managers will direct patrons and employees away from the fire and attempt to secure the area. When operating the fire extinguisher, remember the P-A-S-S procedure: P – Pull the pin on the extinguisher handle. A – Aim the nozzle or hose at the base of the fire. S – Squeeze or press the handle. S – Sweep from side-to-side at the base of the fire until it is extinguished. 1. If smoke is evident, near or in between you and the nearest exit, use the next closest alternate route. If you must use an escape route where there is smoke, stay as low as possible. Crawling lets you breathe the cleaner air near the floor as you move toward the exit. 2. Leave the fire area as quickly as possible, closing the door to the room where you saw the fire, if possible. Close all doors that you pass through on your escape. 3. Proceed directly to the nearest fire exit. 4. Before you open a closed door, feel it with the back of your hand. If it is hot, leave it closed and use your alternate escape route. If it feels normal, brace your body against the door and open it -- be prepared to slam it shut if heat/smoke starts to rush in. 5. Proceed to the previously designated location and form a group. A head count needs to be taken to ascertain that no one has been left inside the building. As you are evacuating, follow directions from on duty staff stationed to assist evacuees. Once outside, move well away from the building toward the assembly area. After the fire has been extinguished, customers and employees will be kept clear of the area until the Fire Department declares the area safe to re-enter. Elevator Operation If anyone is stranded in the elevator, Management will respond with facility maintenance personnel and, if necessary, the Fire Department to assist. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Flood Most floods will occur as a result of a hurricane or extensive rainfall. There will be sufficient time to perform an orderly and systematic response in operations. The following precautions will apply: 1. Turn off all utilities at main switch. 2. Move all valuables to a higher level. 3. Place sandbags outside entranceways. Hurricane Hurricane season runs from May 15th through November 30th. Once a Hurricane warning has been determined the approved emergency management steps will be taken to protect employees, patrons and property. Recommended Hurricane safety procedures: 1. Remove valuable papers from bottom files and put in higher locations, preferably not out in the open. 2. Clear desk surfaces of all papers, books, etc. 3. Put chairs on top of desks. 4. Unplug all electrical items except telephones. 5. Cover computer equipment and telephones with plastic. 6. Close all doors inside building. 7. Tape outside windows. 8. Remove perishables from refrigerators. 9. Move plants from the windows. After the storm, contact your supervisor regarding your whereabouts and safety. Division managers or their designated representatives are responsible for contacting the Management Team to provide information about their employees and to determine the next course of action. Tornado Usually very little preparation can be done in advance of a tornado. If a tornado warning is issued, employees should take shelter immediately and crouch down, covering their heads. It is safer to be on the first floor instead of any upper floors. The safest areas on the first floor are those areas that are well away from any windows, in hallways, enclosed offices, parking garages, near load-bearing and support walls. In the SportsPlex, the safest areas of the building in case of a tornado are: o Locker Rooms o Restrooms o Fire exit stairwells Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Power Outages In the event of a power outage, turn off any electrical equipment you are using and follow the emergency egress lighting to the nearest exit. Management and other duty staff will be responsible for checking all public space areas and escorting guests to designated assembly areas. Terrorism It is the policy of the SportsPlex to adhere to the risk levels set by the Department of Homeland Security Advisory System during times of possible terrorist activities. The Homeland Security Advisory System is a means to disseminate information regarding the risk of terrorist acts to federal, state, and local authorities and to the public. The Homeland Security Advisory System recommends progressive security measures in the form of elevated "Threat Conditions” that rise as risk of the threat increases. Terrorism is defined as the "calculated use of violence or the threat of violence to inculcate fear; intended to coerce or to intimidate governments or societies in the pursuit of goals that are generally political, religious, or ideological." Bio- Terrorism Bio-terrorism is defined as "the premeditated, unlawful use or threat of use of microorganisms or toxins derived from living organisms to produce death or disease in humans, animals, or plants which is intended to create fear and/or intimidate governments or societies in the pursuit of political, religious, or ideological goals." Two examples of Bio-Terrorism are Anthrax and air conditioning contamination. Anthrax Contamination-Suspicious mail/packages The following procedure should be followed in the event of any item suspected to be contaminated with Anthrax. o Inform immediate supervisor. o Isolate area or item in question. o Employees in contact with unknown suspected substance are required to shower immediately and properly dispose of suspected contaminated, gloves, etc., in an isolated area. o Secure area to prevent access to suspect area, article or item. o Management will contact the local authorities and relay the information regarding the unknown substance to the police for investigation. o The local authorities will arrange for the removal of the substance or article from the premises. o The authorities will determine isolation, evacuation or other necessary action. o The authorities will provide information about the substance at a later date after laboratory testing and will communicate the findings to the General Manager. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Air Conditioning Contamination Contaminations of HVAC systems will likely result from biological or chemical agent release into the air ducts. Notify your Supervisor immediately upon observation or reports of simultaneous symptoms such as: o Headaches o Dizziness o Eye irritation o Dimmed or blurred vision o Nausea o Shortness of breath o Chest tightening o Any other suspicious mass physical reactions. Violence or Inappropriate Behavior Violence and/or Inappropriate Behavior in the workplace are becoming an increasing concern for both employees and management. The SportsPlex has a policy against threats of violence, acts of violence, and inappropriate behavior. Any employee, who becomes aware of an act of violence, a threat of violence or inappropriate behavior, should notify the Manager on Duty. o Take implied threats seriously, avoid confrontation, and notify Management. o If the threat is real, or you are physically confronted by an employee or guest with intent to do bodily harm remain calm. o Try to notify other staff without being obvious. o Do not make sudden moves or show excitement in your voice. Be patient and calm. o Discussing the cause of the hostility may allow you to diffuse the situation or provide you the opportunity to escape. Evacuation and Assembly The evacuation and assembly plan requires patrons and employees to orderly exit the building in the event of a major emergency. Emergency exits are clearly marked and evacuation routes are posted in all areas. o In the event that there is an emergency that calls for immediate evacuation of the building, Management will notify employees and patrons. o A Supervisor will notify staff when evacuation is necessary. Each staff person will be responsible for turning off all office machines, lights, etc. and proceeding to the nearest exit door. If the nearest exit is near the scene of the emergency, then proceed to the next safest exit door. o After exiting, report to the [designated assembly location]. o Each division head will account for all of his/her personnel. o Remain at the assembly location until released by the Emergency Management Team. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Disabled/Wheelchair Patrons During the evacuation process additional assistance will be provided to wheelchair-bound and/or disabled patrons. Given time constraints, an effort will be made to evacuate wheelchair/disabled patrons before the rest of the customers. If all patrons and employees are to evacuate the building immediately with no further notice, SportsPlex employees must be prepared to offer assistance to any disabled patrons requiring assistance to safely evacuate the building. Note: Elevators must NOT be utilized to evacuate disabled patrons during an emergency. Key Points for Employees to Follow o Know where the nearest evacuation plan is and how to read it. o Respond quickly, but do not panic. o Be accounted for to prevent others from looking for you in the event of a real emergency. IMPORTANT PHONE NUMBERS EMERGENCY – 911 – FIRE, POLICE, EMS FIRE (Non-Emergency) – 919-732-7911 POLICE (Non-Emergency) – 919-732-9381 POISON CONTROL – 800-222-1222 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Emergency Action Plan (EAP) — Ice Rink Orange County Sportsplex 101 Meadowlands Dr., Hillsborough, NC 27278 Effective Date: July 1, 2025 Approved By: Andrew Stock, General Manager 1. Purpose This Emergency Action Plan (EAP) provides policies, procedures, and responsibilities for responding to emergencies occurring within the Ice Rink premises of the Orange County Sportsplex. The intent is to ensure a safe, efficient, and legally compliant response that minimizes risk to life, property, and liability. 2. Scope This EAP applies to all staff, contractors, athletes, coaches, spectators, and patrons occupying the Ice Rink area. It includes but is not limited to the rink surface, player benches, penalty boxes, locker rooms, bleachers, and ice resurfacing zones. 3. Definitions • Emergency: Any situation posing immediate risk to health, life, property, or environment. • EAP Team: Staff members designated and trained to coordinate emergency responses. • AED: Automated External Defibrillator. • EMS: Emergency Medical Services. 4. Authority & Compliance This document complies with: • Occupational Safety and Health Administration (OSHA) 29 CFR 1910.38 • NFPA 101: Life Safety Code • USA Hockey Safety Guidelines • North Carolina General Statutes (Chapter 95, Occupational Safety and Health Act) • Orange County Sportsplex HR Policies Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 5. Responsibilities • General Manager (GM) • Maintains final authority over EAP implementation. • Coordinates post-incident debriefs and insurance claims. • Ice Rink Manager • Oversees the on-site response. • Ensures all ice rink staff are trained in CPR/AED and EAP protocols. • Verifies that safety equipment (AED, first aid kits, spine board) are fully stocked and accessible. • Facility Staff (All Departments) • Immediately alert management in emergencies. • Participate in training and drills. • Do not leave post unless instructed. • Human Resources Director • Maintains records of training, incidents, and legal reporting. • Ensures compliance with federal/state workplace laws. 6. Emergency Equipment & Locations Equipment Location AED #1 Ice Rink Lobby (left wall near doors) AED #2 Upstairs fitness hallway Spine Board Inside Zamboni Garage (labeled wall) First Aid Kit Staff Office & Skate Counter Emergency Shut-Offs Zamboni Room & Mechanical Rooms 7. Types of Emergencies & Protocols 7.1 Medical Emergency (Injury, Cardiac, Illness) • Call 911 immediately and provide: - Address: 101 Meadowlands Dr., Hillsborough, NC 27278 - Description of injury or incident. • Render aid only if trained (CPR/AED, First Aid). • Assign staff to: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE - Meet EMS at the main entrance. - Clear area of bystanders. - Record time, location, witnesses. • Post-Incident: - Complete Incident Report within 24 hours. - Notify Ice Rink Manager and HR. 7.2 Ice-Related Injury or Fall • Secure scene; stop activity. • Assess for spinal or head injury (do not move unless necessary). • Notify Ice Rink Manager immediately. • Use spine board and call EMS if needed. 7.3 Fire or Explosion • Activate fire alarm and evacuate. • Call 911 and report fire type and location. • Evacuate to designated assembly point in front parking lot. • Do not use elevators. Assist patrons with disabilities. 7.4 Gas Leak or Hazardous Material Spill • Evacuate immediately. • Do not operate lights or electronics. • Notify Fire Department and Facility Maintenance. • Seal area if safe. 7.5 Missing Child or Vulnerable Person • Alert front desk and activate lockdown protocol if needed. • Broadcast description over radio. • Assign exits to staff to monitor doors. • Contact guardians and law enforcement if unresolved after 5 minutes. 7.6 Active Threat or Violence • Call 911 (if safe to do so). • Run – Hide – Fight protocol. • Lock down facility and secure exits. • Follow law enforcement directives. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 8. Evacuation Procedures Primary Exits (Ice Rink) • Main Lobby Entrance • Emergency Exit at South End (Skate Rental) • Emergency Exit at East End (Zamboni side) Assembly Area Front Parking Lot (marked area near main sign) Evacuation Roles • Ice Rink Manager: Confirm all zones cleared. • Facility Staff: Escort public to safety; check restrooms/locker rooms. • Manager on Duty: Conduct headcount if applicable. 9. Communication Procedures • Radios must be carried at all times during active shifts. • Channel 1 is the emergency channel. • If cell signal is poor, use landline at Skate Counter or Admin Office. • Emergency contact sheet located at each desk and employee manual. 10. Drills & Training • Mandatory annual EAP training. • Quarterly safety drills (fire, evacuation, first aid). • Documentation stored by HR. 11. Post-Incident Reporting & Debrief • Incident Report submitted within 24 hours. • HR conducts internal review within 72 hours. • Debrief scheduled for all involved parties. • External communication coordinated through GM or Designated PR. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE 12. Legal Notice This document is considered a legally binding internal policy and must be adhered to by all employees, independent contractors, and affiliated personnel of the Orange County Sportsplex. Failure to comply may result in disciplinary action, up to and including termination. 13. Acknowledgment of Receipt All staff must sign the acknowledgment form indicating they have read, understood, and agreed to abide by the Orange County Sportsplex Ice Rink EAP. Signature: _______________________ Name (Print): ____________________ Date: ___________________________ Position: ________________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Policy on Assisting Physically Disabled Patrons Members and customers must be in a physical condition that allows them to participate in specific Sportsplex fitness classes and activities. The Sportsplex is not a licensed medical provider and represents no expertise in treating medical conditions or determining the effect of a specific exercise on a medical condition. We recommend that individuals consult with a physician before participating in any Sportsplex class or program. All participants should understand that when participating in any exercise or exercise program, there is the possibility of physical injury. If you engage in this exercise or exercise program, you agree that you do so at your own risk, are voluntarily participating in these activities, and assume all risk of injury to yourself. To that end, if any individual has a mobility or physical disability that requires specialized assistance to participate in the fitness class or activity, the individual must be accommodated by an appropriate caregiver. Sportsplex staff are not qualified to, and therefore not permitted to physically move or assist individuals where this assistance may place either the participant or the staff at risk from a safety and injury perspective. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE KIDSPLEX EMPLOYEE MANUAL Confidential Information As a counselor, you may be aware of information regarding children, families, and other employees that is both sensitive and confidential. Such information should never be discussed casually and never within hearing range of children. Discussions with parents and staff should be kept at a professional level. If you don’t feel comfortable disscussing a matter with a parent, refer him/her to the Director. In addition, confidential information concerning the Triangle SportsPlex or KidsPlex should not be discussed. No one is permitted to remove or make copies of any KidsPlex records, reports or documents without prior approval from management, nor should any of the information be made available to any child. The Triangle SportsPlex believes that compensation and related information is a personal matter. An individual’s wages, benefits and any other personal/professional information should not be discussed with co-workers, parents or customers. Emergency Procedures In the event of an emergency, communication (especially via radio) will be essential. The code word ‘NOW’ will be used. All children must be with their counselor in times Of emergency and rosters must be up-to-date. Head count and face check should be done Immediately. Once all kids are accounted for, all groups should head towards a central Location or designated location. Fire: In the event of a fire emergency: exit the building, in an orderly fashion, via the nearest exit. All groups should meet on the playground on the hill or underneath the basketball goal, keeping in mind that fire trucks may need to come through parking lot to get to the back of the building. Adverse weather (i.e. tornado or hurricane): All groups should meet in hockey locker rooms #1 or #2. In the event that conditions do not allow for a centralized meeting, groups should head to closest windowless room with interior walls (pool locker rooms, lobby bathrooms) and communicate location to the rest of the counselors and KidsPlex Director via radio. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE First Aid First aid kits are located behind the skate counter, on the pool deck next to the office and lifeguard room doors, and behind each front desk. An AED device is located behind each of the front desks and on the Fitness Mezzanine. In addition, counselors should have basic first aid supplies (gloves, band-aids, gauze pads) with them at all times. Cell Phones Counselors are permitted to carry cell phones on their person, but must not be answered while working with children. If you receive, or need to make a personal phone call while at work, conversations should be limited to things of absolutely necessity (or emergency) and only if someone is available to cover your position. Do not hold personal conversations in front of the children. Children should not hold or play with counselors’ cell phones. Radios Each counselor must have a two-way radio with them at all times and listen consistently. Be mindful of conversations that are held over the airwaves – parents, co-workers and other children can hear everything that is being broadcast. If a counselor is not going to be available on the radio (i.e. playing with children, talking to a parent), then he/she should notify the other counselors that they are unavailable and announce when they are back. Rosters Given the size of our facility and the number of guests that come through each day, frequent head counts are necessary. Counselors are required to carry an up-to-date roster Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE at all times as well as know the names of all the campers in their group. Discipline Policy A firm, positive approach will be used regarding discipline. Each situation will be evaluated on its own merit. When disciplinary action is required the following 3-step procedure will be observed: - Camper receives a verbal warning - Camper receives a time-out; - Camper’s parents are notified - Continual problems may result in suspension from the program, as determined by the KidsPlex Director. Managing Children Counselors should always know how many children are in the group and keep a list of names with them at all times. Always have every child in sight (“back to the wall”). Frequently scan the entire group making sure you know what is happening with each child/small group of children. Focus briefly on individual children. Do not stay with one child for more than a few minutes. Set the limits and boundaries with the children at all times and consistently enforce the limits. Give the children the opportunity to make choices within the limits and enforce each child staying with their choice for some time period. Consistently use a signal to get the attention of the children. Before giving directions, make sure to get every child’s attention. Directions must be clear and concise. Do not hesitate to say ‘no’ when appropriate. SnackPlex Employees may purchase food from the snack bar with a 40% discount. Discount does Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE not apply to KidsPlex camp menu. Counselors are not allowed to go to the snack bar when on duty with the children unless they are purchasing lunch at the same time the children are eating. Medication Children are not allowed to self medicate. Any medication that a child may need throughout the day will be kept in the KidsPlex Director’s office. For medication to be administered, parents must complete a Medication Authorization Form. Camper Participation KidsPlex is a physically active camp that skates and swims daily. We have sports activities as well. Kids are expected to participate in activities. The only exception is if the child has a written note from a parent/guardian. Counselor Expectations Always greet children and parents as they arrive. Learn and know each child’s name. Always say goodbye to children and parents as they leave Be prepared to answer questions from parents – counselors should have a baseline knowledge of KidsPlex programs and services offered at the SportsPlex; but should direct most questions to one of the KidsPlex Directors or Front Desk. Communication between counselors and directors is very important. Be sure to relay all concerns or incidents to KidsPlex Directors even if the situation has already been managed. Check out all problems that a camper may express to you. Do not leave campers alone for any reason – safety is our top priority. Address any first aid issues as soon as they arise; notify one of the Directors. Complete the accident form. ACCIDENT FORMS – are in the office. Be aware of any allergies or illnesses campers may have. Read staff notes, look at campers Master’s Registration Form (BLUE/GREEN/BLACK binders if you have questions. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Everyone is responsible for cleaning – children should be involved in the process. We are a physically active camp - DVDs are considered as a last resort. If played, they must be child appropriate and an alternative activity offered during viewing. Carry a clipboard and radio at all times. First aid items should be easily at your disposal. WHERE ARE THEY LOCATED- Make sure you have access to one. Always know how many children you have in the group and all of their names. Keep a list of names with you at all times Know where each child is and what they are doing. Separate from other staff members at all times. You are not there to stand or sit and gossip, you are there to keep our campers safe. If you need to communicate do so over the radios. Pool Expectations Counselors are expected to assist lifeguards while at the pool. Conflicts between children, walking to the bathroom and monitoring behavior are all the responsibility of the counselors; lifeguards are responsible for the safety of the entire pool area. Counselors are also expected to station themselves at different points around the pool area. There should never be two counselors in the same spot. Ice Rink Expectations Counselors are expected to spread out in such a way that one counselor is monitoring the door, one counselor is at the top of the rink and one counselor is on the ice. Counselors not on the ice are also responsible for monitoring the penalty box. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Turf Field/Courts (Playground) Expectations To ensure playground safety and keen supervision of the children, counselors need to be in different zones when out on the playground. There should always be one counselor in each area at all times. Areas are listed below in order of priority: Zone 1: Door to Turf Field/Courts leading to the Field House hallways. Responsible for supervising the dismissal of children, supervising children near door area, supervision of children getting snack and/or water, ensuring children have permission before going into the building and are supervised. Zone 2: Far end of the Turf Field towards the back fence, back to the road, facing/supervising field. Responsible for getting balls that leave the play area, being keenly aware of any vehicles that attempt to communicate with children, being keenly aware of anyone walking down Hwy 70A, and being ready to move all the children to the entrance to the Field House off the turf field or against the wall if necessary to ensure safety. Zone 3: Middle of Turf Field. Head on a swivel. Responsible for supervising children. Zone 4: If there are additional counselors on the turf fied, they should station themselves at areas with the most children, walk around the playground or play with the children. Each “zoned” counselor should make sure that the additional counselors are helping to ensure a safe playground. Ice Skating Rules • Do not skate against the flow of traffic • Do not crash into the boards • No racing, chasing or playing follow-the-leader Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE • No playing tag or horseplay of any kind • No trains of any kind – children may only skate 3 across • No digging or making holes • No picking up/throwing snow or debris • No eating or drinking on the ice • No hockey pucks or sticks on the ice • Children must skate in a circle – no cutting through the middle • No spraying • No sliding or falling on purpose • No playing/hiding in boxes • If not seriously injured, get up – do not sit on the ice • Do not walk in skates that are not tied properly • Only authorized personnel is allowed to touch the radio system Pool Rules • Baby pool is off limits • Shower before getting in the pool • Feet first into the pool – NO diving • No running • No hanging on ropes or rails • Do not yell for help unless it is needed • Do not pretend to drown • No horseplay, piggyback rides or dunking Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE • Jump in face forward (no spinning or jumping in backwards) • Children in lifejackets must stay in 3’ end • Balls must stay in the pool during play • If a whistle is sounded, children must stop what they are doing and direct their attention to the sound of the whistle. Turf/Court Rules • Kids must have on sneakers or play shoes that will stay on their feet – NO sandals • All food and water (including cups) must stay on the dock • Kids may not play or make habitats for insects or play in the mud or bushes • Kids are not allowed past the tree line on the hill by the basketball goals • Kids are not allowed on hill beside (or behind) sandbox General Rules • No running in the building • Keep hands to yourself • No name calling or inappropriate words • Candy machines and video games are off limits • Children must stay with their group • Children must have permission from a counselor before leaving a group • Be Safe • Have fun! Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual _________________________________________________________________________________________ Updated June 2024 Aquatics Manager: Anna Varnell Effective June 17, 2024 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 2 TABLE OF CONTENTS 1. COVER ................................................................................................................................................ 1 2. TABLE OF CONTENTS........................................................................................................................... 2 3. JOB OBJECTIVES ................................................................................................................................. 3 4. AQUATICS DEPARTMENT ORGANIZATIONAL CHART .............................................................................. 5 5. LIFEGUARD CERTIFICATIONS & TRAINING ............................................................................................ 6 6. ON-GUARD RESPONSIBILITIES ............................................................................................................. 8 7. CELL PHONE POLICY: ........................................................................................................................... 9 8. SCHEDULING POLICIES ...................................................................................................................... 10 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 3 1. JOB OBJECTIVES Lifeguards at the Orange County Sportsplex are expected to uphold the highest standards of safety and customer service for all members/guests by committing to achieve the following standards: A. Commitment to Prevention: Lifeguards are expected to uphold the Aquatic Department’s commitment to prevention by ensuring the safety of all member/guests. Lifeguards should be actively addressing unsafe behaviors to prevent injury or life-threatening situations from occurring by following the below prevention policies… • Enforce all pool rules fairly and equitably with all members/guests (and staff if necessary.) • When on-deck, Lifeguards should always wear their staff shirt, bathing suit, whistle, rescue pack (with CPR mask and gloves) and rescue tube (strap should be over the shoulder and slack should be always in-hand.) • While on-duty, all Lifeguards are expected to be sitting on-stand or walking the pools perimeter unless performing other job duties (rescue pack and rescue tube should still be worn or with in reaching distance while other duties are being done) or while actively pacing and scanning their assigned zone. • While guarding, Lifeguards are expected to scan the top, middle, and bottom of their assigned zone in 10 seconds or less. • Lifeguards should use their whistle to get the attention of anyone engaging in unsafe behavior. • Lifeguards should clearly communicate what behaviors need to stop and why it is unsafe. • Lifeguards should use the following steps to enforce rules… o Verbal Warning #1 o Verbal Warning #2 o Sit-Out (5 minutes max for children; removal from Aquatics Center for adults) o Removal from Aquatics Center In situations where individuals or groups have refused to correct unsafe behavior after multiple requests, Lifeguards have the authority to remove them from the Aquatics Center. Inform the Aquatics Management (or other Sportsplex Director) of the situation and allow them to handle the issue. If no Director is on duty, ask another staff person for assistance. After the situation has been handled, write an Incident Report and place it in the Aquatic Manager Mail box at the Front Desk. B. Commitment to Service: Lifeguards are expected to uphold the Aquatic Department’s commitment to care and service by providing excellent customer service to all members and guests. Lifeguards are expected to treat everyone on-deck and in the pool with kindness and respect, even when enforcing pool rules. When enforcing pool rules, Lifeguards are expected to use their whistles and speak to members/guests ‘firmly, but with respect’ so that unsafe behavior does not continue, but also to ensure that members/guests do not feel like they are being spoken down to, disrespected, or targeted. It is expected that Lifeguards will use terms such as ‘please’ and ‘thank you’ during these conversations. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 4 C. Commitment to Professionalism: Swim Instructors are expected to maintain all department and facility standards of professionalism... • Treat all members, guests, and participants with kindness and respect. • Avoid behaviors or language that are inappropriate or do not reflect the values of the department and facility. • Ensure all daily chemical readings, cleaning, and other job tasks are done on time and correctly. • Follow Lifeguards Dress Code… i. All Lifeguards should wear a well-fitting swimsuit that does not unnecessarily restrict their ability to move in the water and have their whistle and rescue pack, at all times. ii. Men should wear designated staff shirt, swim shorts, slide on shoes. iii. Women should wear designated staff shirt, one-piece swimsuit, shorts/skirt/or leggings, and slide on shoes. iv. Lifeguards should not wear any clothing, jewelry or have anything on their person that they would not want to get wet as they may need to enter the water at any time. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 5 2. AQUATICS DEPARTMENT ORGANIZATIONAL CHART While the Aquatics Director, HAC Head Coach, or HAC Assistant Head Coach does not always directly oversee the Lifeguard and Swim Instructor staff, they can enforce all staff policies and procedures should the Aquatics Manager or Assistant Manager not be on-site or available to do so. This also applies to all other Sportsplex Directors and Managers. GENERAL MANAGER Andrew Stock AQUATICS MANAGER/SWIM LESSONS DIRECTOR Anna Varnell ASSISTANT MANAGER/ HEAD LIFEGUARD Jordyn Newman LIFEGUARD STAFF ASSISTANT MANAGER/SWIM LESSON COORDINATOR SWIM INSTRUCTOR STAFF AQUATICS DIRECTOR/HAC HEAD COACH Brad Langfrod HAC ASSISTANT COACHES Matt Graham AQUATICS STAFF OTHER DEPARTMENT DIRECTORS/MANAGEMENT & MAINTENANCE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 6 3. LIFEGUARD CERTIFICATIONS & TRAINING A. Certification Requirements: • American Red Cross Lifeguard/First Aid/CPR/AED Certification, valid 2 years (or approved comparable certification; may be required to cross over to American Red Cross) • Lifeguards with expired certifications will not be allowed to work B. Monthly Swims: Lifeguards and Swim Instructors are required to complete the following monthly swim requirements… • Swim 300 yards freestyle OR breaststroke non-stop • Tread water for 2 minutes without using hands • Tread water for 1 minute with the brick • Timed 10lb Brick Event… o Start at one end of the pool and sprint 20 yards o Feet-first or head-first surface dive to the bottom of the pool to retrieve 10lb brick without pushing off the bottom o Swim brick back to start while keeping face above water C. Monthly Safety Checks: On a monthly basis, all Lifeguards will undergo unannounced safety checks to ensure they are completing all job objectives and following prevention policies. The safety check is as follows…  Lifeguard is wearing Sportsplex or Aquatics staff shirt, whistle, rescue pack, and rescue tube  Lifeguard is holding the rescue tube, with the strap over the shoulder and excess strap in hand  Lifeguard is sitting in the upright in the guard chair or pacing on the deck in a way that allows them to see their area of responsibility including the bottom of the pool  Lifeguard is actively scanning the pool(s) and not engaging in extended conversations  Lifeguard is positioned so they can enter the water in approximately 10 seconds or less Lifeguards who do not pass safety checks will be subject to unannounced scenario testing that may include a red ball test, a flag test. All scenario testing will be graded on the speed of which a Lifeguard recognizes the situation, blows their whistle, and points at the scenario. The grading scale is as follows… • Green (Pass): less than 20 seconds • Yellow (Pass): between 20-40 seconds • Red (Fail): more than 40 seconds In the event a Lifeguard, fails an unannounced safety check or scenario test, they will be required to have a meeting with the Aquatics Manager to discuss additional training options. In the event of multiple failed safety checks and unannounced scenarios, they may not work until they complete additional safety training. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 7 D. In-Service Training: Regular In-Service training will be held approximately 4-10 times per year, or as needed, and will be scheduled by the Aquatics Manager to ensure all staff stay familiar with rescue skills and stay up to date on relevant policies and procedures. Attendance at all in-service training courses is mandatory for all staff. All staff will be given 2 unexcused absence per year. All absences must be approved by the Aquatics Manager. Once approved, excused staff must schedule a time to make-up the training with the Aquatics Manager. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 8 4. ON-GUARD RESPONSIBILITIES A. On-Guard Do’s and Do Not’s: On-Guard Do’s… • DO – Sit on the stand or pace the pool deck in a consistent pattern • DO – Wear your rescue pack (with CPR mask and gloves) • DO – Have your rescue tube (strap over the shoulder and slack in-hand) • DO – Scan the top, middle, bottom of your zone in 10 seconds or less • DO – Avoid unnecessary conversations • DO – Use your whistle to get the attention of individuals engaging in unsafe behavior • DO – Clearly communicate to members/guests why their behavior is unsafe On-Guard Do-Not’s… • DO NOT – Use your cell phone while watching the pool • DO NOT – Yell to get the attention of members/guests engaging in unsafe behavior • DO NOT – Engage in long conversations that distract you from scanning your zone • DO NOT – Assume the safety of an individual that regularly visits the Aquatics Center • DO NOT – Leave the pool deck unattended • DO NOT – Take a break without making sure another Lifeguard or Deck Supervisor is on-deck (they need to know where you are going and how long you will be) B. Zone Responsibilities (see Zone Charts): • One Guard Scenario – Lifeguard should sit either of the guard stands in the center of the Aquatics Center or pace in the middle area between the Competition and Recreation Pool • Multiple Guard Scenario – One lifeguard should sit in the stand closest to the aquatic office and the other guard(s) should sit in the stand closest to high-use area(s). If multiple guards are on duty at the same time, lifeguards should rotate positions every 20 minutes to ensure daily chemical and cleaning checklists are being completed. Any breaks should be limited to 10-15 minutes. During swim lessons, groups/camps or scheduled programming, no breaks should be taken unless it is due to an emergency. C. Daily Chemical Logs: Lifeguards are expected to check the Chlorine and pH levels of the Competition Pool, Recreation Pool, and Baby Pool every 2-3 hours. Readings should be recorded in the Daily Pool Log.The chlorine level should be between 2-5ppm, and pH levels should be between 7.2-7.8. If levels are not in this range wait one hour and test again before logging the information. Also, let the MOD (manager on duty) know OR contact the Aquatics Director/Manager IMMEDIATELY (GroupMe and TEXT are fine for this.) If the Aquatics Director/Manager does not respond within an hour, let the front desk know and ask them to reach out to the Aquatics Management Staff. *If the Aquatics Department is low on testing materials, notify the Aquatics Management Staff. * Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 9 5. CELL PHONE POLICY: Lifeguards MUST NOT use their cell phone while they are on-stand or while they should be actively engaged in scanning the pool. This policy includes the use of wired or Bluetooth headphones. Lifeguards with smartwatches may be asked to remove them while on-stand if they are being used in the same way as a cell phone. The ONLY exception is when a Lifeguard is the only aquatics staff-person in the Aquatics Center, and they need to contact the Aquatics Director or other Sportsplex Director/Manager. Violation of this policy is subject to immediate disciplinary action, up to termination of employment. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Lifeguard Manual Page 10 6. SCHEDULING POLICIES A. Clocking In & Out: Lifeguards are allowed to clock-in up to 5 minutes before their shift and clock-out up to 15 minutes after their shift in order to complete the daily chemical, cleaning/equipment checklist, and allowing a fellow guard who will remain on duty after you to take a break. Additional time may be allowed with Aquatics Management’s approval. B. Monthly Availability: Lifeguards are expected to provide Aquatics Management with their availability for the upcoming month by the 15th of the current month. Aquatics Management will make every effort to post next month’s schedule for review by the 24th of the current month. Once posted, the staff will have 48 hours to review the schedule for errors. After the review period, the schedule will become official. C. Substitute Policy: If a Lifeguard cannot work a scheduled shift, it is their responsibility to find a sub to cover their shift by following the below steps… • Contact the Aquatics Management to inform them you need a sub • Use the Aquatics Department GroupMe Chat to contact other staff to see if they can sub • Once someone has agreed to cover a shift, give their name to Aquatics Management and put it into Sling for approval. • If no one is available, inform the Aquatics Management and they will determine next steps *If you agree to take a shift from someone else, it becomes your responsibility. If you become unable to cover the shift, it is your responsibility to find coverage using the above steps. * D. Time-Off & Absence Policy: All time-off requests must be given to the Aquatics Director in a timely manner (for the upcoming month, by the 15th or the month – see “Item B. Monthly Availability” under Part 6 Scheduling Policies.) Any unexpected or uncommunicated absences from assigned shifts, regardless of reason, will result in disciplinary action. Every effort will be made to accommodate time-off requests due to unexpected illness or emergency if communicated in a timely manner. Staff are required to be available to work Memorial Day Weekend, Independence Day Weekend, and Labor Day Weekend during the summer season. Those who need to request time off on these weekends must do so in writing a minimum of 4 weeks in advance. Time-off on these weekends may be denied due to the higher-than-normal patron volume that occurs during these times. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual _________________________________________________________________________________________ Updated April 2024 Aquatics Manager: Anna Varnell Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual Page 2 TABLE OF CONTENTS 1. JOB OBJECTIVES ................................................................................................................................. 2 2. AQUATICS DEPARTMENT ORGANIZATIONAL CHART .............................................................................. 3 3. SWIM INSTRUCTOR CERTIFICATIONS & TRAINING ............................................................................... 4 4. GROUP SWIM LESSON POLICIES & PROCEDURES .................................................................................. 4 5. PRIVATE SWIM LESSON POLICIES & PROCEDURES: ............................................................................... 5 1. JOB OBJECTIVES Swim Instructors at the Orange County Sportsplex are expected to uphold the highest standards of safety and quality for all swim lesson participants by committing to achieve the following standards: A. Commitment to Safety: Swim Instructors are expected to uphold the Aquatics Department’s commitment to safety by following all swim lesson safety procedures… • NEVER turn your back to participants (you should always have eyes on all participants) • Ensure participants follow all general pool rules. • When using the dock, ensure all participants… i. Keep both feet on the dock. ii. Keep their heads above water. iii. Keep at least one hand on the dock rail. • Use the 3-Strike Method to enforce rules… i. Verbal Warning #1 ii. Verbal Warning #2 iii. Sit-Out (no more than 5 minutes) iv. If the behavior continues to occur, remove them from the class B. Commitment to Professionalism: Swim Instructors are expected to maintain all department and facility standards of professionalism... • Treat all members, guests, and participants with kindness and respect. • Ensure all job specific tasks are completed on time and accurately. • Avoid behaviors or language that are inappropriate or do not reflect the values of the department and facility. • Follow Swim Instructor Dress Code… i. All Swim Instructors should wear a well-fitting swimsuit that does not unnecessarily restrict their ability to move in the water. ii. Men should wear designated swim shirt and board shorts. iii. Women should wear designated swim shirt and one-piece suit. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual Page 3 C. Commitment to Consistency: Swim Instructors are expected to conduct swim lessons consistent with the existing swim lesson curriculum. Swim Instructors are encouraged to make use of curriculum lessons plans but are allowed to plan and conduct lessons as they deem fit, so long as curriculum standards and skill requirements are being met in a timely and appropriate manner. D. Commitment to Achievement: The foundational responsibility of the Swim Instructor is to ensure that swim lesson participants are learning and mastering the swimming skills necessary for them to be safe in the water and to become life-long swimmers. As such, Swim Instructors are to be dedicated to seeking out the bests ways to teach and communicate skills to ensure the best possible program. 2. AQUATICS DEPARTMENT ORGANIZATIONAL CHART GENERAL MANAGER Andrew Stock AQUATICS DIRECTOR Brad Langford HAC HEAD COACH Brad Langford COACHING STAFF HEAD LIFEGUARD Jordyn Newman LIFEGUARD STAFF LESSONS DIRECTOR Anna Varnell HEAD SWIM INSTRUCTOR SWIM INSTRUCTOR STAFF AQUATICS MANAGER Anna Varnell Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual Page 4 3. SWIM INSTRUCTOR CERTIFICATIONS & TRAINING A. Certification Requirements: • American Red Cross First Aid/CPR/AED, valid 2 years (or approved comparable certification) • OPTIONAL: American Red Cross Lifeguard Certification B. Monthly Swims: Swim Instructors are required to complete the following monthly swim requirements… • Swim 200 yards freestyle OR breaststroke nonstop • Tread water for 2 minutes without using hands C. In-Service Training: Regular In-Service training will take place 4-6 times per year, or as needed, and will be scheduled by the Lessons Director to ensure all staff stay familiar with swim lesson curriculum materials and update them on changes to any relevant policies and procedures. These trainings will also provide Swim Instructors the opportunity to provide feedback on curriculum lesson plans and the program itself. Attendance at all scheduled in-service training is mandatory for all staff. All staff will be given 1 unexcused absence per year. All absences must be approved by the Lessons Director. Once approved, excused staff must schedule a time to make-up the training with the Lessons Director. 4. GROUP SWIM LESSON POLICIES & PROCEDURES A. Scheduling Policy: Swim Instructors will be asked to send their availability to the Lessons Director approximately 2-4 weeks before the beginning of each new swim lesson session. If no availability is given, it will be assumed that an instructor will be available to work all class times. Once the instructor schedule has been completed, staff will have 48 hours to inform the Lessons Director of any scheduling errors before the schedule becomes official. To ensure consistency for participants, Swim Instructors will be assigned to teach the same groups for the duration of each swim lesson session and are expected to teach all assigned classes. If you are unable to teach a class due to illness/emergency, follow the below Substitute Policy. Once classes have been assigned, all time-off requests must be provided to the Lessons Director with at least 2 weeks’ notice. Any unexpected/uncommunicated absence from assigned classes unrelated to illness/emergency, will result in disciplinary action. B. Time-Off Requests: All time-off requests must be given to the Lessons Director in writing with at least 2 weeks’ notice. Any unexpected or uncommunicated absences from assigned classes unrelated to illness or emergency with result in disciplinary action. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual Page 5 C. Clocking In & Clocking Out: • Swim Instructors are expected to arrive and clock-in 15 minutes before the start of their first group lesson to set-up their class area and make sure their roster attendance and progress tracker sheets are up to date. • Instructors are given up to 15 minutes of paid time after their last group lesson ends to clean up their class areas and make sure all paperwork is completed correctly. • Additional time can be given before or after group lessons with Lessons Director approval. D. Substitute Policy: If a Swim Instructor is unable to work an assigned class, they should follow the below steps… • Contact the Lessons Director to inform them you need a sub. • Use the Swim Lessons – GroupMe Chate to contact other staff to see if they can sub. • Once someone has agreed to cover the class, give their name to the Lessons Director • If no one is available, inform the Lessons Director and they will determine the next steps. If you agree to cover a class, it becomes your responsibility. If you become unable to cover the shift after agreeing to sub, it is your responsibility to find coverage, not the original instructor. 5. PRIVATE SWIM LESSON POLICIES & PROCEDURES: A. Private Lessons Assignments: When a private lesson registration has been received by the Lessons Director, it will be assigned to a Swim Instructor based on how their availability matches with the potential clients and their ability to take on additional clients. B. Beginning Private Lessons: Once a Swim Instructor has been assigned a private lesson client, it is their responsibility to contact the instructor to schedule their lessons and to ensure that the client has paid for their selected package before the first lesson. The instructor MUST verify payment asking the client to GIVE them a copy of the purchase receipt. (The front desk can provide this as well or ask the Lessons Director to verify their payment in DaySmart prior to the start of the first lesson) C. Record Keeping: Swim Instructors are expected to keep each registration sheet in their notebook and ensure they are recording the following information on the client’s lesson tracker for each lesson… • The time and date of each lesson. • The skills that were taught each lesson. • Have the client or designated parent/guardian sign before the beginning on each lesson. DO NOT initial in the ‘Director Initials’ column. The Lessons Director will initial while processing payroll. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS DEPARTMENT STANDARD OPERATING PROCEDURES Swim Instructor Manual Page 6 D. Private Lesson Payroll: Swim Instructors are paid for private lessons on a commission basis. To ensure commission payments are accurate and on-time, please complete the following… • Record each lesson completed on the private lesson tracker sheet, located on the back of the privet lessons form. (Ask the Lessons Director for a tracker sheet if you do not have one and attach the privet lessons form.) The Swim Lesson Director will use this to process private lessons and complete payroll. Commission checks will be available for pick-up at the front desk the Friday after the previous payroll has ended. E. Re-Occurring Clients: Once a client has completed a private lesson package, they must re-register by completing a registration form and turning it in to the front desk or the Lessons Director. If they wish to continue with their current instructor, they can write their name on the ‘Preferred Instructor’ part of the form. The client should also pay for their new package before the first lesson. Clients are ONLY allowed 24 privet lessons. At the end of 24 lessons a client should be ready to move the next phase of there swimming journey (group swim lessons, swim team, or are considered water safe.) If your Client feels they need to continue with privet lessons, reach out to the Lessons Director to discuss what options are available. My signature acknowledges that I have read and understand the contents of the Swim Instructor Manual… Employee Signature: __________________________________________________ Date: ____________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS General Operations Manual Opening There are a couple of items that need to be checked as soon as you arrive to the pool. These are things that could prevent the pool from opening for the day • Ensure that the pumps and filters are running correctly --Check the flow meters on all three pools this will demonstrate that the pumps are causing water to flow --Check the influent and effluent gauges on the recreation and competition pools there should be a 5 to 10 pound pressure differentials for both. IF THERE IS MORE THAN A 12 POUND DIFFERENTIAL THIS RESULTS IN LOW FLOW. LOW FLOW COULD RESULT IN -THE HEATER NEEDING TO BE RESET -THE DECTRON NEEDING TO BE RESET -THE CHEMICAL FEEDERS MALFUNCTIONING Do not do any of the above until the pool has been backwashed and the differential within range • Ensure the chemical feeders are on and within acceptable ranges --If not enough water is flowing thru the chemical feeders they automatically turn themselves off --Be sure that all appropriate valves are open, both in coming and out going valve points --Ensure that the chlorine pump head is not broken, leaking, or otherwise malfunctioning --Check all three units to see if they have reached a feed limit warning. If this light is on even if the controller calls for Cl or CO2 they will not feed. To reset the controllers simply unplug them for 10 seconds and plug them back in --The ORP should be no greater than 800 and no less than 650 -If it is too high there is too much chlorine in the pool -If it is too low there is not enough chlorine in the pool --The PH should be no greater than 7.8 and no less than 7.2 • Ensure that all the lights turn on in the pool area, guard room, and pump room --If the lights do not come on all breaker boxes will need to be checked to see if it is an electrical malfunction that can be reset • Check to be sure that there is enough Chlorine and CO2 --The Chlorine level should be at least two feet high to last three to four days it is supplied by Coastal Carolina --The C02 should be at least at 25 percent to last five to ten days it is supplied by National Carbonation • Check to see if HVAC units are online Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE --If the air is muggy, smells strongly of any chemical or abnormal odors, or the walls and doors are sweating there is an issue with the HVAC units During Normal Business Hours Every couple of hours there are several pieces of equipment and pool reading that need to be taken to identify potential problems that are both immediate and longer reaching. If issues are identified during normal operation hours they can be fixed before the problem can be left to exacerbate itself overnight while no one id here. • Check the ensure that all pumps and filters are functional --See above opening list for points to check • Check to ensure that all chemical feeders are functioning properly and within appropriate ranges --See above opening list for points to check • Check the pool temperature for the recreation and competition pools on both ends of the pool. --If the temperature is more than two degrees below 85 in the recreation and 81 in the competition pool there are three components that need to be checked -The recreation pool boiler in the boiler room should be checked to see if the temperature controller is on and functioning properly also check to see if the boiler needs to be reset -The Dectron unit should be checked to see if it is functioning properly -The competition pool boiler in the boiler room should be checked to see if the temperature controller is on and functioning properly also check to see if the boiler needs to be reset --------------If there is low flow in any of the pools the heater will not function properly. If any of this equipment is malfunctioning check the filter pressures as stated in opening check list. If there is too high of a pressure differential that specific filter must be backwashed and logged on the white board in the office.--------------- As mentioned above if these components are checked every three to four hours during the day issues can be identified early and appropriate actions taken to ensure a quick recovery. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Closing A total run down of the equipment should be done each night. This is a part of early problem identification. If a major issue has not been identified during the day it will be very obvious at the end of the night and may not be able to be corrected until the following day. • As mentioned in other sections a systems check must be done including -Pumps and filters -Chemical feeders -Pool heaters -Chemical readings -Temperature readings -HVAC units • Check to make sure that all doors that should be locked when the pool is closed are closed and locking properly --This includes -The two main lobby doors -The door in the pump room leading to the loading dock -The door in the electrical room leading to the loading dock -The women’s and men’s locker room doors -The side handicap door by the men’s locker room -The two double doors at the end of the competition pool, both the top and bottom of these doors latches If any issues are identified at this point a call to the appropriate service number will be required so that the proper repair men will come the following morning. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE What to do/who to call if pool systems fail • HVAC Units --Both the Dectron and Munters Unit are covered by Lee Heating and Air -Lee Heating and Air (919) 383-1588 -Call the home office to report any malfunctions with the heating, cooling, or recreation pool water temperature -Be sure to report to the commercial service department -Be sure to give them the facility name and address -Be sure to give them a contact number for someone that knows what the nature of the problem is • Pool boilers or domestic hot water heaters --Both the recreation and competition pool boilers are covered by Comfort Engineering -Comfort Engineering (919) 383-0158 -Call the home office to report any malfunctions with the pool boilers or domestic hot water heaters -Be sure to report to the commercial service department -Be sure to give them the facility names -Give as much information as the to the nature of the problem as possible -Be sure proper contact information is given so that someone can be contacted • Automatic Chemical Feeders --All three pool’s automatic chemical controllers are covered by Coastal Carolina Supply -Coastal Carolina 1(800) 849-8464 -Call the home office and report any malfunctions with the wading, recreation, or competition pool chemical controllers -Be sure to give the facility name -Describe what the nature of the problem is -Give contact information so that someone can be contacted by the company IF THERE IS A QUESTION IN TERMS OF CHEMICALS CALL DAVE CATALANO HE IS A CERTIFIED CPO AND HAS EXPERIENCE WITH ADJUSTING THE WATER. CHUCK IS ALSO A VALID PERSON TO ASK FOR HELP. Dave Catalano Cell 336-562-5070 Home 919-302-6752 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE General Pool Issues -Ch--If the Chlorine level is too high eck the automatic feeder to see if the ORP is within the acceptable range -If the Ph is out of range, especially too high, it will throw off the ORP and cause the pool to feed too much chlorine -Switch off the chlorine pump -If the Ph is too high, would cause this problem, adjust the set point to the left, down, one notch. This should cause CO2 to feed into the pool. -Once the Cl level and Ph has dropped turn the Cl pump back on and set the dial to the click point --If the Chlorine level is too low -Check to see that the chemical feeders are functioning properly and within range -Every two gallons of Chlorine you add the recreation pool should raise the Cl level 1.5 ppm. Add two gallons wait 45 min re check and add more accordingly --If the Ph is level is too high/low -Check to see that the chemical feeders are functioning correctly and are within range. Adding CO2 lowers the Ph letting Chlorine cycle on and off without adding CO2 raises the Ph --If the pool pumps are off -Check to see that the main breakers for the pumps in the compressor room (front left side) are in the hand position and the breakers are reset properly --If the pool heaters are off -Check to see that there is good flow if the filter for the corresponding boiler is running too high of a differential the heater will not turn on. Backwash the corresponding filter for approximately 3 min. Be sure that the water level of the pool does not go below the skimmers this would introduce AIR into the system which is deadly to the equipment. If backwashing the filter and resetting the boiler does not work a call to Comfort Engineering is required. The Dectron may or may not need to be reset as well check the compressor pipes on the roof for warmth if they are cold the Dectron needs to be reset. A call to Lee Heating and Air is required. --If there is feces/vomit in the pool -If the feces is solid or in the case of vomit. Clear the pool of all patron. Scoop all solid waste out of the pool and remove from the pool deck. Reopen the pool 30 minutes from when you have completed this for feces and immediately reopen in the case of vomit removal -If the feces is liquid or diarrhea clear the pool. Remove as much material as possible. Check the Chlorine level of the pool. If it is a 3.0 or above wait six hours and reopen the pool. If there is less than 3.0 in the pool add Chlorine until it reaches this level and wait six hours to reopen Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE --If the pool filters are not functioning properly -Check to be sure that the water level is not too low in the pools causing air bubbles. The wading pool should be two inches below the top of the tile. The recreation pool should be 3 to 4 inches below the top of the tile. The competition pool should be half a centimeter below the top lip of the gutter. -Check the filter pressures to be sure the pool does not need to be backwashed. Be sure there is enough water in the pool to backwash without introducing air into the system. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE AQUATICS Opening Duties 1. Grab keys from front desk 2. Unlock lobby pool doors 3. Turn on lights 4. Unlock locker room doors 5. Put shower mats down 6. Make sure reservation signs and cones are out 7. Pull vacuum out of pool and put away neatly 8. Adjust deck furniture a. Chairs b. Tables c. Mats 9. Test chemicals 10. If there is equipment on deck, pick it up and put it away 11. Adjust lifejackets Closing Duties 1. Check deck for trash and throw it away 2. Pick up lost and found and put it in bin 3. Check locker rooms a. Sweep b. Pick up trash c. Check toilet paper d. Check paper towels 4. Take out trash on pool deck if over half full (including office) 5. Adjust/put up lifejackets 6. Adjust deck furniture (See step 7 of opening duties) 7. Hang shower mats over baby pool fence 8. Put out reservation signs and cones 9. Squeegee all standing water a. Behind blocks b. By shower c. Infront of bleachers 10. Put vacuum in pool a. M/W/F Comp pool b. TU/TH/SAT/SUN Rec pool c. Check that the filter bags are in the vacuum 11. Grab keys from front desk 12. Lock lobby pool doors 13. Lock locker room doors 14. Turn off lights Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Swim Meet Closing Checklist Hospitality Room - Empty trash ____________ - Vacuum (if necessary) ____________ Locker Rooms - Re stock (paper towels, toilet paper, soap, body wash) ____________ - Pick up trash ____________ - Empty trash ____________ - Wipe down counter tops ____________ Bathrooms - Re stock (paper towels, toilet paper, soap) ____________ - Pick up trash ____________ - Empty trash ____________ - Wipe down counter tops ____________ Pool - Pick up trash on deck ____________ - Lift up bleachers/ sweep/ pick up trash under ____________ - Empty trash ____________ - Swap out any full recycle bins from ice rink ____________ - Store any chairs left on deck in guard room ____________ - Bucket deck in front of bleachers ____________ - Bucket AND squeegee behind blocks ____________ General - Take ALL trash to dumpster (do last) ____________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE OPENING/CLOSING FRONT DESK CHECKLIST 1. OPENING ☐ Enter the building through the back doors by the pool area. ☐ Open the two front doors. (Keys- Allen Wrenches) are located in drawer at the front desk near the snack bar door ☐ Turn lights on in the front desk area located to the left of the entrance into the front desk area ☐ Place freestyle book on counter for sign-in ☐ Take daily schedule and fill out the schedule board located at the entrance of the locker rooms ☐ Unlock snack bar with keys on the key bar in the drawer at the front desk near the snack bar ☐ Open snack bar doors up turn on the lights to the left of the entrance and start a pot of coffee ☐ Retrieve the cash box from the safe, count it, and complete daily revenue sheet ☐ Check voicemail on phone located to the left of front desk 2. CLOSING ☐ Count down drawer, drop deposit and place cash box in the safe. ☐ Sign sheet on clip board ☐ Lock door of safe room ☐ Turn off snack bar lights ☐ Lock snack bar doors ☐ Turn off lights at front desk and at the front two doors. ☐ If there are no evening activities, lock front doors before leaving Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE FIELD HOUSE CLOSING CHECKLIST Closers must use a dry erase marker to check off and sign each night. Openers, please text Melanie (909)709-4878 if checklist is not completed. ___ All Keys returned to drawer Turf light key Basketball court keys Allen wrench keys “ASM” Master Key ___ TV and lights turned off Remotes returned to drawer ___ If you couldn’t sweep; pick up trash/clothes/water bottles on court, turf, weight room, hallway, desk, and bathrooms ___ Cash box and drop placed in safe Heater turned off ___ Scotts Field House Checklist completed Please sign, set alarm, and have a wonderful night! X________________________________ Day ____________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE FRONT DESK CLOSING CHECKLIST Closers must use a dry erase marker to check off and sign each night. Openers, please text Melanie (909)709-4878 if checklist is not completed. ___ All Keys returned to drawer “ASM” Master Key stick Allen Wrench ___ Pick up trash/clothes/water bottles that may have been left on tables and chairs in the lobby. ___ Empty trash at main desk, especially if there’s food in trash can ___ Cash box and drop placed in safe ___ Safe, office door, and garage snack bar (slide hinge) door locked ___ Heater turned off ___ Lights off Please sign and have a wonderful night! X________________________________ Day ____________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ICE RINK Closing Duties -Dry Cut -Lay Water -Re-fill Zamboni (if tanks are empty change them) -Check Locker Rooms (ice) -Check Lobby -Check Fitness locker rooms -Lock Front Doors -Check skate Rental -Check group Ex Room -Check Elevator/Turn off Elevator -Turn off lights upstairs -Turn off lights in building -Check pool doors (outside) -Make sure all doors are shut -Set Alarm -Make sure alarm door is locked. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Freestyle Figure Skating Session Etiquette and Guidelines Right-of-Way Protocols • Prioritize safety above all else. Always stay attentive and aware of your surroundings. • The primary right-of-way belongs to skaters who may not see potential hazards. All skaters should yield to those performing programs or taking lessons whenever possible, with safety remaining the top priority. • Having music playing does not grant priority over safety considerations. • Maintain constant awareness of other skaters around you and respect their rights on the ice. • Skaters participating in lessons have the right-of-way over those not in lessons. • Skaters with their program music playing (either freestyle or dance) have the right-of-way over other skaters, unless the other skater is also in a lesson. • When using a harness, both skater and coach should yield priority to skaters performing their routines. • Coaches and skaters involved in lessons should be aware of ongoing programs and attempt to avoid interference when feasible. • A safety sash is available for skaters performing programs to increase visibility and awareness among others. • Be mindful of skaters who are spinning; they may not see nearby skaters and cannot move out of the way promptly. Positioning on the Ice • Arrive on time and exit the ice promptly at the end of your session. • The standard skating direction is counterclockwise. • Spins should be performed in the center of the rink unless you are executing a routine. Jumps should be performed outside the blue lines. • Avoid skating near a spinning skater, as they may not see other skaters in close proximity and cannot respond accordingly. • Allow ample space around spinning skaters to accommodate potential changes in their movements, such as transitioning from a scratch spin to a camel spin. • When possible, refrain from skating between a coach and their student during lessons. • Do not stand and socialize in the middle of the ice. • Coaches utilizing training tools (such as bands, sticks, stuffed animals, hockey pucks, etc.) should remain attentive to other skaters on the ice. • For safety, re-tie your skates in the designated hockey box or off the ice. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Music Play and Requests • Skaters in lessons have priority for music playback. Following this, music requests will be honored on a first-come, first-served basis. • During a 15-minute lesson, a skater’s music may be played once upon request. During a 30- minute lesson, it may be played twice. Coaches may request additional plays of the music during a lesson, but these requests do not take priority over other music requests. • If a skater or coach no longer requires their music, they should indicate this by waving it off. Attire Guidelines • Wear “fitted” clothing suitable for skating on the ice; avoid loose garments. • Do not wear jeans or non-stretch pants. • Keep your hair secured and out of your face to maintain clear vision of others. • Avoid headbands or bobby pins that could become loose or fly off during skating. • Refrain from wearing bulky jackets or winter coats; instead, opt for lightweight sweatshirts or jackets that facilitate movement. • Appropriate skating attire includes tights, close-fitting stretch pants, skating dresses, skirts, shorts, sweatshirts, lightweight jackets, and gloves. Essential Items to Bring • A water bottle made of plastic or metal (shatterproof and clearly identifiable as yours). No glass containers. • Tissues (please dispose in the trash can) • Program music • Rulebook • Ensure you bring everything needed to stay on the ice for the duration of your session. Prohibited Items and Conduct • No food or drink, except water, should be on the ice • Gum is not permitted on the ice • Use respectful language and conduct within the facility • Be courteous and respectful of all skaters and coaches, both on and off the ice • Remember that everyone is equal on the ice • If someone is in your way, politely ask them to move — this is often the quickest and safest way to create space • Immediately get up if you fall and are unharmed • Report any concerns or issues to the Skating Director • Refrain from kicking the ice or the boards under any circumstances Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE INIT Men's Bathroom / Lobby: _____________Staff 1. Spot sweep all lobby area including eating area, front entrance, and hallways 2. Spot Sweep Men's Bathroom 3. Mop Men's Bathroom if necessary 4. Wipe down all sinks, bathroom stall walls, and countertops 5. Clean all toilets and urinals 6. Re-stock toilet paper, paper towels, and soap as needed. If it's low, change it 7. Wipe down benches and chairs 8. Pull trash and take to dumpster. Replace liner. Skate Rental Area and Around the Rink: _____________Staff 1. Put away all skates in proper order of sizing and slots. Tuck in all laces. 2. Check to see that all skates previously put away are in their proper slots. 3. Skate Rental floor swept, counter clean, and shelves cleaned and in order. 3. Spot sweep around the rink - start with bleacher area, including under bleachers and work back towards skate rental 4. Spot Mop Around Rink if there are any spots that need it, such as spills 5. Pull any trashes that are more than half full and make sure Chris gets it. Replace liner 6. Make sure there are no skates left lying around and benches are organized. 7. Walk around rink area, search for trash around boards and in corners and pick up any pucks. Snackbar: _____________Staff 1. Restock all food items, drinks, condiments, napkins, plastic silverware, etc. 2. Fill ice bin. 3. Turn off all appliances not being used. 4. Clean out coffee maker, coffee pot, and popcorn machine. 5. Sweep behind counter and out front. 6. Mop floor behind counter. 7. Pull Trash for staff on trash clean up and clean towel sanitation bucket. 8. Clean and disinfect counter tops. 9. Wipe down tables and chairs in lobby. 10. Wash dirty dishes and put away. Women's Bathroom / Lobby: _____________Staff 1. Spot sweep all lobby area including eating area, front entrance, and hallways 2. Spot Sweep Women's Bathroom 3. Mop Women's Bathroom if necessary 4. Wipe down all sinks, bathroom stall walls, and countertops 5. Clean all toilets and urinals 6. Re-stock toilet paper, paper towels, and soap as needed. If it's low, change it 7. Wipe down benches and chairs 8. Pull trash and take to dumpster. Replace liner. If you are finished - help somebody else out! MOD must sign off on all completed assigments before you are dismissed. ICE RINK CLEAN UP ASSIGNMENTS Date:_____/______ / Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Men's and Women's Bathrooms (Ice Rink Pool Side & Field House Side) 1. Sweep all areas including in stalls and behind trash cans.Men's 2. Mop all areas including in stalls and behind trash cans. 3. Wipe down all sinks, bathroom stall walls, and countertops. 4. Use glass cleaner to clean all mirrors. 5. Clean all toilets and urinals. 6. Re-stock toilet paper, paper towels, and soap as needed. If it's low, change it. 7. Change urinal screens, urinal mats, and feminine waste bags as needed. 8. Wipe down benches and chairs. 9. Empty Trash and check for odors. Clean and deodorize if necessary. 10. Lobby Areas, Halls, and Around the Rink 1. Sweep all lobby area including eating area, front entryway (interior), and hallways. 2. Mop or use floor machine on all lobby areas listed above. 3. Empty Trash around entire facility. 4. Check trash cans for odors. If changing liner does not solve, need to clean and deodorize. 5. Spot Mop Around Rink if there are any spots that need it, such as spills 6. Vacuum Front Entrance Mats (ok to use vacuum in Kidsplex and PUT BACK WHEN DONE). 7. Men's and Women's Locker Rooms (Lobby/Pool) 1. Sweep all areas including in stalls and behind trash cans.Men's 2. Pick up shower mats and mop all areas including in stalls and behind trash cans. Can use floor machine. 3. Wipe down all sinks, bathroom stall walls, and countertops. 4. Use glass cleaner to clean all mirrors. 5. Clean all toilets and urinals. 6. Re-stock toilet paper, paper towels, and soap as needed. If it's low, change it. 7. Change urinal screens, urinal mats, and feminine waste bags as needed. 8. Wipe down benches and chairs. 9. Empty Trash and check for odors. Clean and deodorize if necessary. 10. Wipe down tops of lockers. 11. CLEAN SHOWERS! MAKE SURE ALL DRAINS ARE CLEAN AND HAIR-FREE. 12. Front Entrance (exterior), Parking Lot, and Outside Perimeter of Building 1. Spot sweep front entranceway. 2. Arrange tables, chairs, and scraper mats. 3. Empty Trash and check for odors. Clean and deodorize if necessary. 4. Wipe down tables and chairs as needed. 5. Clean windows and glass doors. 6. Walk around parking lot and perimeter of building looking and pick up trash. 7. INITI NIGHTLY CLEAN UP ASSIGNMENTS - Maintenance DATE: _____________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Snackbar Closing Checklist o Wipe down all surfaces o Sweep floors behind snackbar and in front of snackbar area o Mop behind snackbar o Make sure all trash is taken out, floors are swept and mopped in rooms used for birthday parties o SUNDAYS: Sweep and mop the whole big group ex room and vacuum the multipurpose room o Throw away any old coffee filters o Take out all trash (to dumpster out back) and replace trash bags o Empty out the popcorn machine and wipe it down o Keep all vending machines fully stocked (Sunday shifts should especially make sure to have vending fully stocked to last most of the week) o Cash drawer has been counted and drop has been made o Cash box has been physically handed to a front desk staff member to put in the safe (do NOT leave the cash box out on the counter) o All signs for party rooms have been taken down and put away o All food, drinks, hot drink prep, cups, napkins, and coffee products are fully stocked o Ice bind is full o FOR SUMMER: Friday night shift will be taking down all the tables and chairs in the multipurpose room so that classes and parties can use it Saturday morning. Sunday afternoon shift will be in charge of putting all the tables and chairs back up (pictures of the room set-up can be found in the black snackbar binder). o All staff working, initial the bottom of the sheet once all tasks are completed. Please leave this sheet in my box as you leave. Initials of Employees: _____________________________________ Date: _________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Massage Department Check List in PT ROOM Get Key from draw fix lock setting on door so you don’t get locked out Set up room to your liking Spare sheets are available in basket under desk Speaker is already set up in room Make sure shades are completely down Dust or vacuum if needed If you want to move any therapy balls or steps out put it by curtain area near other PT table closing up PT space Close up massage table and put in carry case in corner move PT table back to center of room Pull shades up to have slight light coming through Put all equipment back the way it was Make sure door is locked when leaving (fix lock setting back to locking upon door shutting) Laundry: If there are 2 sets of sheets in hamper, please put in basket and take to laundry. If laundry is available please wash. If wash is already in use, place basket on floor in front of washer. Folders: Client folders should be placed in file cabinet and used when client comes to next session to take any notes or look at history. Write on the back of paper if necessary. Folders should be written out in pencil First Name, Last Name. Make sure to put folders in cabinet when done. Never leave folders sitting out (HIPA laws) All Packages-make sure you and client both initial and date box and keep in folder. Scheduling: Make sure to mark your client as attended so you can get paid for session When scheduling, make sure to either take payment at scheduling or take cc info to save in EZ. Let client be aware of our 24 hr cancellation policy and they will be charged if canceling less than 24 hrs notice. Block your time out as unavailable if you need to. Make sure it is in grey not yellow or you may get booked. Check in with front desk occasionally if you are available when not scheduled. Make sure, when scheduling a client you are not overlapping on another therapist's schedule. Leave at least 15- 20 min of time in between bookings. Also look to see that UNC is not in the front room if you are looking to book in that room. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ---- ';T:'-(. Recreation Factory Partners, LLC dba ORANG E CO UNTY SPORTSPLEX 101 Meadowlands Drive Hillsborough, NC 27278 PLEASE PRINT (919) 644~0339 Equal access to programs, services, and employment is available to all persons . Those applicants requiring reasonable accomodation to the application and/or interview process should notify the Assistant General Manager. [~~~~~~~~~~~~~~~~~~~~~I~~~~[~1~~p~flC~g~!~f~J~f~]~~~JnE~!~~EIYr~~~~~~~~~~~~~~~J ! Aquatics/Lifeguard Birthday Parties Cleaning Fitness! : Front Desk Ice Rink/Skate Guard KidsPlex :i____~~J~~~_n_~~9_~____________ ~~_~~~!:~_~~~_________________~~~_~~~J~~__________________! Name Date of application LAST FIRST M.1. Address __ __-L_____________________~Telephone # Mobile / Other # E-mail Address (required) If you are under 18, and it is required, can you furnish a permit? DYes 0 No If no, please explain Have you ever been employed here before? 0 Yes 0 No If yes, give dates and positions Are you legally eligible for employment in this country? 0 Yes 0 No Date available for work / / What is your desired salary range? $ Type of employment desired 0 Full-Time 0 Part-Time 0 Temporary 0 Seasonal LEducational Co-Op Are you able to meet the attendance requirements of the position? 0 Yes 0 No Have you ever pled "guilty" or "no contest" to, or been convicted of a crime? 0 Yes 0 No If yes, please provide date(s) and details ANSWERING ''YES'' TO THESE QUESTIONS DOES NOT CONSTITUTE AN AUTOMATIC BAR TO EMPLOYMENT. FACTORS SUCH AS DATE OF THE OFFENSE, SERIOUSNESS, AND NATURE OF THE VIOLATION, REHABILIATION, AND POSITION APPLIED FOR WILL BE TAKEN INTO ACCOUNT. Driver's license number State Summarize any training, skills, licenses and/or certificates that may qualify you as being able to perform jOb-related functions in the position for which you are applying, ~ -NAME OF·SCHOOL ----. ­.. . . lOCATION NUMBER OF YEARS DID YOU GRADUATE? COURSE OF STUDY COMPLETED HIGH SCHOOL YEAR COLLEGE YEAR I DEGREE OTHER Q TITLE YEARS KNOWN TELEPHONE Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Provide the following information of your past (3) employers, assignments or volunteer activities, startingwith the most recent. FROM ITO EMPLOYER ITELEPHONE STARTING JOB TITLE / FINAL JOB TITLE ADDRESS IMMEDIATE SUPERVISOR AND TITLE SUMMARIZE THE NATURE OF WORK PERFORMED AND JOB RESPONSIBILITIES MAY WE CONTACT FOR REFERENCE? REASON FOR LEAVING HOURLY RATES / SALARY START $ PER FINAL $ PER FROM ITO EMPLOYER ITELE P HONE STARTING JOB TITLE / FINAL JOB TITLE ADDRESS IMMEDIATE SUPERVISOR AND TITLE SUMMARIZE THE NATURE OF WORK PERFORMED AND JOB RESPONSIBILITIES MAY WE CONTACT FOR REFERENCE? REASON FOR LEAVING HOURLY RATES / SALARY START $ PER FINAL $ PER FROM ITO EMPLOYER ITELEPHONE STARTING JOB TITLE / FINAL JOB TITLE ADDRESS IMMEDIATE SUPERVISOR AND TITLE SUMMARIZE THE NATURE OF WORK PERFORMED AND JOB RESPONSIBILITIES MAY WE CONTACT FOR REFERENCE? REASON FOR LEAVING HOURLY RATES / SALARY START $ PER FINAL $ PER I certify that all information I have provided in order to apply for and secure work with the employer is true, complete and correct. I understand that any information provided by me that is found to be false, incomplete or misrepresented in any respect, will be sufficient cause to (i) cancel further consideration of this application, or (ii) immediately discharge me from the employer's service, whenever it is discovered. I expressly authorize, without reservation, the employer, its representatives, employees or agents to contact and obtain information from all refereneces (personal and professional), employers, public agencies, licensing authorities and educational instititutions and to otherwise verify the accuracy of all information provided by me in this application, resume, or job interview. I hereby waive any and all rights and claims I may have regarding the employer, its agents, employees or representatives, for seeking, gathering and using such information in the employment process and all other persons, corporations or organizations for fumishing such information about me. I understand that the employer does not unlawfully discriminate in employment and no question on this application is used for the purpose of limiting or excusing any applicant from consideration for employment on a basis prohibited by applicable local, state or federal law. I understand that this application remains current for only 30 days. At the conclusion of that time, if I have not heard from the employer and still wish to be considered for employment, it will be necessary to reapply and fill out a new application. If I am hired, I understand that I am free to reSign at any time, with or without cause and without prior notice, and the employer reserves the same right to terminate my employment at any time, with or without cause and without prior notice, except as may be required by law. This application does not constitute an agreement or contract for employment for any specified period or definite duration. I understand that no supervisor or representative of the employer is authorized to make any assurances to the contrary and that no implied, oral or written agreements contratry to the foregoing express language are valid unless they are in writing a signed by the employer's president. I also understand that if I am hired, I will be required to provide proof of idendity, including current driver's license and/or social security card or birth certificate, and legal authority to work in the United States and that federal immigration laws require me to complete an 1-9 Form in this regard. DO NOT SIGN UNTIL YOU HAVE READ THE ABOVE APPLICANT STATEMENT. I certify that I have read, fully understand and accept all terms of the foregoing Applicant Statement. Signature of Applicant Date TSP initials : OFFICEI I ~ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Employee Evaluation Form Name: ________________________________ Date: _______________________________ Department: ____________________________ Job Title: ____________________________ Areas to grow, improve, and develop include: 1. ____________________________________________________________________________ 2. ____________________________________________________________________________ 3. ____________________________________________________________________________ And this can be accomplished by doing the following: ________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Major strong points are: 1. ____________________________________________________________________________ 2. ____________________________________________________________________________ 3. ____________________________________________________________________________ By signing below, the “Employee” being evaluated is verifying that this evaluation has been discussed with them and a copy of this has been given to them. Salary/Wage Increase (if applicable): Present Amount: $____________ Increase to: $___________ _____________________________ __________________________________________ Employee’s Name (please print) Employee’s Signature Date _____________________________ __________________________________________ Manager/Supervisor’s Name (please print) Manager/Supervisor’s Signature Date Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Employee Evaluation Form Name: ________________________________ Date: _______________________________ Department: ____________________________ Job Title: ____________________________ Purposes of this Employee Evaluation: • To take a personal inventory • To pin-point weaknesses and strengths, and • To outline and agree upon a practical improvement program. Periodically conducted, these evaluations will provide a history of work-related development and progress. Instructions: Listed below are a number of traits, abilities, and characteristics that are important for success in any job. For each ability/characteristic, place an “X” mark beside the descriptive phrase which best describes the person being evaluated. (This form can also be used for self-evaluations.) Carefully evaluate each of the qualities separately. Two common mistakes are: (1) a tendency to rate nearly everyone as “average” on every trait instead of being more critical in judgment—the person completing the evaluation should use the ends of the scale as well as the middle— and (2) the “halo effect”—a tendency to rate the same individual “excellent” every trait or “poor” on every trait base on the overall picture one has of the person being rated. Each person has strong points as well as weak points; these should be indicated on the rating scale. Accuracy is the correctness of work duties performed ______ Makes frequent errors. ______ Careless; makes recurrent errors ______ Usually accurate; makes only average number of errors ______ Requires little supervision; is exact and precise most of the time ______ Requires absolute minimum of supervision; is almost always accurate (continued on next page) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Alertness is the ability to grasp instructions, to meet changing conditions and to solve novel or problem situations ______ Slow to “catch up” ______ Requires more than average instructions and explanations ______ Grasps instructions with average ability ______ Usually quick to understand and learn ______ Exceptionally keen and alert Creativity is talent for having new ideas, for finding new and better ways of doing things and for being imaginative ______ Rarely has a new idea; is unimaginative ______ Occasionally comes up with a new idea ______ Has average imagination; has reasonable number of new ideas ______ Frequently suggests new ways of doing things; is very imaginative ______ Continually seeks new and better ways of doing things; is extremely imaginative Friendliness is the sociability and warmth which an individual imparts in his/her attitude toward customer, other employees, his/her supervisor and the person he/she may supervise ______ Very distant and aloof ______ Approachable; friendly once known by others ______ Warm, friendly-sociable ______ Very sociable and out-going ______ Extremely sociable; excellent at establishing good will Personality is an individual’s behavior characteristics or his/her personal suitability for the job ______ Personality unsatisfactory for this job ______ Personality questionable for this job ______ Personality satisfactory for this job ______ Very desirable personality for this job ______ Outstanding personality for this job (continued on next page) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Personal Appearance is the personal impression an individual makes on others (Consider cleanliness, grooming, nearness and appropriateness of dress on the job) ______ Very untidy; poor taste in dress ______ Sometimes untidy and careless about personal appearance ______ Generally neat and clean; satisfactory personal appearance ______ Careful about personal appearance; good taste in dress ______ Usually well groomed, very neat; excellent taste in dress Physical Fitness is the ability to work consistently and with only moderate fatigue (Consider physical alertness and energy) ______ Tires easily; is weak and frail ______ Frequently tires and is slow ______ Meets physical and energy job requirements ______ Energetic; seldom tires ______ Excellent health; no fatigue Attendance is faithfulness in coming in work daily and conforming to work hours ______ Often absent without good excuse and/or frequently reports for work late ______ Lax in attendance and/or reporting for work on time ______ Usually present and on time ______ Very prompt; regular in attendance ______ Always regular and prompt; volunteers for overtime when needed Housekeeping is the orderliness and cleanliness in which and individual keeps his/her work area ______ Disorderly or untidy ______ Some tendency to be careless and untidy ______ Ordinarily keeps work area fairly neat ______ Quite conscientious about neatness and cleanliness ______ Usually neat, clean and orderly (continued on next page) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Dependability is the ability to do required jobs well with a minimum of supervision ______ Requires close supervision; is unreliable ______ Sometimes requires prompting ______ Usually take care of necessary tasks and completes with reasonable promptness ______ Requires little supervision; is reliable ______ Requires absolute minimum of supervision and is very reliable Drive is the desire to attain goals, to achieve ______ Has poorly defined goals and acts without purpose; puts forth practically no effort ______ Sets goals too low; puts forth effort to achieve ______ Has average goals and usually puts forth effort to reach these ______ Strives hard; has high desire to achieve ______ Sets high goals and strives incessantly to reach these Job Knowledge is the information concerning work duties which an individual should know for a satisfactory job performance ______ Poorly informed about work duties ______ Lacks knowledge of some phases of work ______ Moderately informed; can answer most common questions ______ Understands all phases of work ______ Has complete mastery of all phases of job Quantity of work is the amount of work an individual does in a work day ______ Does not meet minimum requirements ______ Does just enough to get by ______ Volume of work is satisfactory ______ Very industrious; does more than is required ______ Superior work production record (continued on next page) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Stability is the ability to withstand pressure and to remain calm in crisis situations ______ Goes “to pieces” under pressure; is “jumpy” and nervous ______ Occasionally “blows up” under pressure; is easily irritated ______ Has average tolerance for crises; usually remains calm ______ Tolerates most pressure; very good tolerance for crises ______ Thrives under pressure; really enjoys solving crises Courtesy is the polite attention an individual give other people ______ Blunt; discourteous; antagonistic ______ Sometimes tactless ______ Agreeable and pleasant ______ Always very polite and willing to help ______ Inspiring to others in being courteous and very pleasant Overall Evaluation is comparison with other employees with the same length of service on this job ______ Definitely unsatisfactory ______ Substandard but making progress ______ Doing an average job ______ Definitely above average ______ Outstanding (continued on next page) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Comments Major weak points are: 1. ____________________________________________________________________________ 2. ____________________________________________________________________________ And these can be strengthened by doing the following: _________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Major strong points are: 1. ____________________________________________________________________________ 2. ____________________________________________________________________________ _____________________________ __________________________________________ Evaluator’s Name (please print) Employee’s Signature Date ____________________________ Title (If not a self-evaluation, the employee should sign below) A copy of this evaluation has been given to me and has been discussed with me. Wage Increase (if applicable): Present Amount: $____________ Increase to: $___________ _____________________________ __________________________________________ Employee’s Name (please print) Employee’s Signature Date Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Employee Incident Write-Up Employee Bring Written Up:________________________________________________ Date of Report: _____________________ Date of Incident: _____________________ Description of Incident:____________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ Action to be Taken:________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ _____________________________________________________________ Employee/Manager Acknowledgement of Write-Up (sign below): Print:________________________ Sign:____________________ Date:________________________ (Employee) Print:________________________ Sign:____________________ Date:________________________ (Manager) Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County SportsPlex INCIDENT REPORT FORM Date Of Report:____________________ Date of Incident:______________________ Time of Incident:___________________ AM PM Facility: Orange County SportsPlex Phone: (919) 644-0339 Address: 101 Meadowlands Drive Hillsborough, NC 27278 Personal Data- Injured Party Name: _______________________________________ Age: _______ Male Female Address:____________________________ City: _____________ State: ____ Zip:____ Phone Numbers: (h) _____________________ (w)_______________________ Family Contact: (Name): _______________________ Phone #: ____________________ Incident Data Location of Incident: ___________________________________________ Description of Incident: (ex: fell hit head on the ice while skating) _______________________________________________________________________ ________________________________________________________________________ Was an injury sustained? Yes No If yes, describe the type of injury sustained: (ex: 3 inch long, ½ inch deep cut to chin) _______________________________________________________________________ _______________________________________________________________________ Witnesses: 1. Name: ______________________________ Phone #: _________________________ Address: ________________________City: _____________ State: ____ Zip: ________ 2. Name: ______________________________ Phone #: ________________________ Address: ________________________City: _____________ State: ____ Zip: ________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Care Provided Did facility staff provide care? Yes No Name of Person that provided care: _________________________________________ Describe in detail of care given: ___________________________________________ _____________________________________________________________________ _____________________________________________________________________ Was EMS called? Yes No If yes, by whom? ____________________________ Time EMS was called: _______________ AM PM Was the victim transported to a medical facility? Yes No If yes, where?_________________________________ If no, did the person return to activity? Yes No Victims signature (Parent/Guardian if victim is a minor) ______________________________________________________________________ Aquatics Only Number of Lifeguards at the time of incident: __________________________________ Number of Patron in the Pool area at the time of the incident: _____________________ What where the chemical levels in the pool? CL__________ PH___________ Name(s) of Lifeguard involved and on Duty: ___________________________________ _______________________________________________________________________ Report Prepared by: Name: __________________________________ Position: ________________________ Signature: _______________________________________________________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Check Request / Reimbursement Form All check requests/reimbursements must be approved by the Executive Director or the General Manager Date __________________ Total of Check Request $ __________________ Person Requesting Check/Reimbursement _________________________________________ Department Charged ___________________________________________________________ Explanation ___________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Make Check Payable to ________________________________________________________ Street Address or PO Box _______________________________________________________ City ________________________________ State ______________ Zip ____________ ________________________________________________________________________ Signature Date ________________________________________________________________________ Approval Signature Date Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Date Submitted: ______________________________________________________________________ Employee Name: _____________________________________________________________________ Department: _________________________________________________________________________ Manager or Supervisor: ________________________________________________________________ Reason for Time Off Request: Medical Vacation Other ____________________________ Dates Requested Off: ________________________________ _____________ Employee Signature Date Shift Substitute Employee Name: __________________________________________________________ Shift Substitute Employee Signature Date Approved Not Approved Comments: Manager Signature Date Human Resources Signature Date Time Off Information: *All Time Off Requests must be submitted a minimum of 3 weeks in advance to obtain approval Time Off Request / Shift Change Form Manager Approval Shift Switch Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Orange County SportsPlex Photo Release Form I understand that the Orange County SportsPlex may take photos and/or videos of it ’s program’s and participants during program activities and events for use in promotional materials in print, multimedia, or web form. Photos/videos will only be used for purposes relating to the Orange County SportsPlex. Please check the correct box below as to whether you do wish or do not wish to grant Orange County SportsPlex permission to use your (or your child’ s) photos/videos taken during a program. Additionally, please complete the information below and sign this form in verification of your permission regarding Orange County SportsPlex’s use of your (or your child’s) photos/videos. Please check one of the following: ☐ I DO grant permission for the use of my (or my child’s) photo/video. ☐ I DO NOT grant permission for the use of my (or my child’s) photo/video. Name (or child’s name) ______________________________________________________ Guardian Name (if child under 18) _____________________________________________ Phone ___________________________________________________________________ Email ____________________________________________________________________ Address __________________________________________________________________ Signature _____________________________________ Date _______________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Sportsplex Dress/Attire Policy All employees must report to work in clean, neat attire including being clean shaven or trimmed. It is the policy of our company to present “sport/business casual” attire, and our employees are expected to dress in the appropriate and professional manner. For example: hair must be kept in a neat, clean, and professional manner; appropriate undergarments must be worn at all times; fingernail length should not interfere with the performance of any duties; blue jeans will not be allowed to be worn; shorts should be on a casual length; body markings, logo, insignia that may be considered offensive to others are prohibited. Employees are required to wear company issued uniform items at all times when performing their duties. The Orange County SportsPlex uniform should not be worn while you are off the working time clock. Lifeguards and Aquatic Center staff are permitted to wear appropriate swim wear. All clothing worn over top of swim wear or otherwise should comply with the policy stated above. Lifeguards should wear a red, Sportsplex lifeguard shirt and/or carry a lifeguard rescue tube at all times. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Sportsplex Repair and Maintenance Work Request Form All requests should be made in writing and given to Ron Kondub for further examination. Person Requesting Repair____________________________________ Date____________________________________ Department _______________________________________________ Date Problem was Discovered________________ Problem Description and Location __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ How the problem was first discovered __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ Actions that have been taken by the department to remedy the problem __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ Research on costs or materials needed to fix the problem (attach any extras notes) __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ Priority _____Emergency- immediate safety/health issue (please see management immediately as well as filling out this form) _____Urgent – needs attention in the next 24 hours if possible _____Not urgent, but needed by ________________(day/month/year) _____When possible, no hurry _____Big picture project, something to consider for the future ************************************************************************************************** Maintenance Department Notes __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ __________________________________________________________________________________________________ Date Completed_____________________________________________________________________________________ Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE LEFT RIGHT TANKS PLEASE MARK X = OK, C = CHANGED FOR BLADE POSITION PLEASE MARK 3,6,9, OR 12 ICE RESURFACER LOG PROPANE TANKS COMMENTSINT.DATE TIME ZAM HRS Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ZAMBONI MAINTENANCE LOG DATE DESCRIPTION HOUR READING INI. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE JOHN STOCK CEO ANDREW STOCK General Manager KEVIN KAMENSKI Ice Rink Director NATHAN CROOKS Ice Rink Manager / Hockey Director GAYLE DELVECCHIA- COULOMBE KidsPlex Director OWEN BAILES Full-Time KidsPlex Counselor / Teacher LAURA WAGNER Membership/ Customer Service Director MELANIE MASCARENHA Customer Service Manager SOHILA IBRAHIMI Customer Service Manager SCOTT GREEN Field House Director / Fitness Director GRACIE FINCH Field House / Fitness Manager KRISTEN JONES KidsCorner Manager BRAD LANDFORD Aquatics Director / Head Coach – HAC Swim Team ANNA VARNELL Aquatics Manager / Swim Lesson Director HEATHER DELISLE Accountant / HR Director KRISTEN JONES Marketing Director SOHILA IBRAHIMI Snackbar / Parties Manager DIA MCGAUGHEY Skating Director MIKE LAW Asst. Adult Hockey League Director RON KONDUB Maintenance Director KAREN O’NEAL Lead Massage Therapist Sportsplex Leadership Andrew Stock General Manager Kevin Kamenski Assistant General Manager Scott Green Assistant General Manager Gayle DelVecchia-Coulombe Director of Business Development ORANGE COUNTY SPORTSPLEX Organization Chart Jan. 2024 JORDYN NEWMAN Assistant Aquatics Manager NABIL KAVARI Maintenance Manager Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 1 of 16 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY EXTENDED ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A.Endorsement -Table of Contents: Coverage:Begins on Page: 1.Employee Benefit Liability Coverage.......................................................................................2 2.Unintentional Failure To Disclose Hazards .............................................................................9 3.Damage To Premises Rented To You ......................................................................................9 4.Supplementary Payments ......................................................................................................11 5.180 Day Coverage For Newly Formed Or Acquired Organizations ...................................11 6.Waiver Of Subrogation ...........................................................................................................11 7.Automatic Additional Insured -Specified Relationships:..................................................11 (a)Managers Or Lessors Of Premises (b)Lessor Of Leased Equipment (c)Vendors (d)State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises (e)Mortgagee,Assignee Or Receiver 8.Property Damage To Borrowed Equipment .........................................................................14 9.Employees As Insureds -Specified Health Care Services And Good Samaritan Services ...................................................................................................................................15 10.Broadened Notice Of Occurrence .........................................................................................15 11.Nonowned Aircraft..................................................................................................................15 12.Bodily Injury Redefined ..........................................................................................................15 13.Expected Or Intended Injury Redefined ...............................................................................16 14.Former Employees As Insureds ............................................................................................16 B.Limits Of Insurance: The Commercial General Liability Limits of Insurance apply to the insurance provided by this endorse- ment, except as provided below: 1.Employee Benefit Liability Coverage Each Employee Limit:$1,000,000 Aggregate Limit:$3,000,000 Deductible Amount:$1,000 3.Damage To Premises Rented To You The lesser of: a.The Each Occurrence Limit shown in the Declarations; or b.$500,000 unless otherwise stated $ 4.Supplementary Payments a.Bail Bonds:$2,500 b.Loss Of Earnings:$500 8.Property Damage To Borrowed Equipment Each Occurrence Limit:$10,000 Deductible Amount:$250 Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 2 of 16 C.Coverages 1.Employee Benefit Liability Coverage a.The following is added to Section I - Coverages: EMPLOYEE BENEFIT LIABILITY COVERAGE (1)Insuring Agreement (a)We will pay those sums that the insured becomes legally obligated to pay as damag- es caused by any act,error or omission of the insured, or of any other person for whose acts the insured is legally liable,to which this insurance applies.W e will have the right and duty to defend the insured against any "suit"seeking those damages.However,we will have no duty to defend against any "suit"seeking damages to which this in- surance does not apply.We may,at our discretion, in- vestigate any report of an act,error or omission and settle any claim or "suit"that may result.But: 1)The amount we will pay for damages is limited as described in C.Cov- erages,1.Employee Benefit Liability Cover- age,c.Limits Of Insur- ance of this endorse- ment; and 2)Our right and duty to defend ends when we have used up the appli- cable limit of insurance in the payment of judg- ments or settlements. No other obligation or liabil- ity to pay sums or perform acts or services is covered unless explicitly provided for under Supplementary Pay- ments. (b)This insurance applies to damages only if the act,er- ror or omission is negligently committed in the "admin- istration"of your "employee benefit program"; and 1)Occurs during the policy period; or 2)Occurred prior to the "first effective date"of this endorsement pro- vided: a)You did not have knowledge of a claim or "suit"on or before the "first ef- fective date"of this endorsement. You will be deemed to have knowledge of a claim or "suit" when any insured listed under C. Coverages,1. Employee Benefit Liability Coverage, b.Who Is An In- sured,(1)of this endorsement or any "employee" authorized by you to give or receive notice of a claim or "suit": i)Reports all,or any part,of the act,error or omission to us or any other insurer; ii)Receives a written or ver- bal demand or claim for dam- ages because of the act,er- ror or omis- sion;and b)There is no other applicable insur- ance. (2)Exclusions This insurance does not apply to: (a)Bodily Injury,Property Damage Or Personal And Advertising Injury "Bodily injury", "property damage"or "personal and advertising injury". (b)Dishonest,Fraudulent, Criminal Or Malicious Act Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 3 of 16 Damages arising out of any intentional,dishonest, fraudulent, criminal or mali- cious act,error or omission, committed by any insured, including the willful or reck- less violation of any statute. (c)Failure To Perform A Con- tract Damages arising out of fail- ure of performance of con- tract by any insurer. (d)Insufficiency Of Funds Damages arising out of an insufficiency of funds to meet any obligations under any plan included in the "employee benefit program". (e)Inadequacy Of Perfor- mance Of Invest- ment/Advice Given With Respect To Participation Any claim based upon: 1)Failure of any invest- ment to perform; 2)Errors in providing in- formation on past per- formance of investment vehicles;or 3)Advice given to any person with respect to that person's decision to participate or not to par- ticipate in any plan in- cluded in the "employee benefit program". (f)Workers'Compensation And Similar Laws Anyclaim arising out of your failure to comply with the mandatory provisions of any workers'compensation,un- employment compensation insurance, social security or disability benefits law or any similar law. (g)ERISA Damages for which any in- sured is liable because of li- ability imposed on a fiduci- ary by the Employee Re- tirement Income Security Act of 1974,as now or hereafter amended,or by any similar federal, state or local laws. (h)Available Benefits Any claim for benefits to the extent that such benefits are available,with reasonable effort and cooperation of the insured,from the applicable funds accrued or other col- lectible insurance. (i)Taxes, Fines Or Penalties Taxes, fines or penalties, in- cluding those imposed un- der the Internal Revenue Code or any similar state or local law. (j)Employment-Related Prac- tices Any liability arising out of any: 1)Refusal to employ; 2)Termination of employ- ment; 3)Coercion,demotion, evaluation,reassign- ment,discipline,defa- mation,harassment, humiliation,discrimina- tion or other employ- ment-related practices, acts or omissions;or 4)Consequential liability as a result of 1),2)or 3) above. This exclusion applies whether the insured may be held liable as an employer or in any other capacity and to any obligation to share damages with or repay someone else who must pay damages because of the in- jury. (k)Cyber Any liability, costs,expenses or damages arising,directly or indirectly,out of or as a consequence of any: 1)"Computer attack"; 2)"Network security inci- dent"; 3)"Privacy violation"; or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 4 of 16 4)Fraudulent communica- tion that impersonates any person or organiza- tion that results in the transfer of funds or oth- er property,regardless of the medium or tech- nique used. (3)Supplementary Payments Section I -Supplementary Pay- ments -Coverages A and B also apply to this Coverage,however 1.b.and 2.of the Supplementary Payments provision do not apply. b.Who Is An Insured As respects Employee Benefit Liabil- ity Coverage,Section II -Who Is An Insured is replaced by the following: (1)If you are designated in the Dec- larations as: (a)An individual, you and your spouse are insureds,but on- ly with respect to the con- duct of a business of which you are the sole owner. (b)A partnership or joint ven- ture,you are an insured. Your members,your part- ners,and their spouses are also insureds but only with respect to the conduct of your business. (c)A limited liability company, you are an insured.Your members are also insureds, but only with respect to the conduct of your business. Your managers are in- sureds,but only with respect to their duties as your man- agers. (d)An organization other than a partnership,joint venture or limited liability company,you are an insured.Your "execu- tive officers"and directors are insureds,but only with respect to their duties as your officers or directors. Your stockholders are also insureds,but only with r e- spect to their liability as stockholders. (e)A trust,you are an insured. Your trustees are also in- sureds,but only with respect to their duties as trustees. (2)Each of the following is also an insured: (a)Each of your "employees" who is or was authorized to administer your "employee benefit program"; (b)Any persons,organizations or "employees"having prop- er temporary authorization to administer your "employ- ee benefit program"if you die,but only until your legal representative is appointed; or (c)Your legal representative if you die,but only with re- spect to duties as such.That representative will have all your rights and duties under this Coverage Part. (3)Any organization you newly ac- quire or form,other than a part- nership, joint venture or limited liability company,and over which you maintain ownership or major- ity interest,will qualify as a Named Insured if no other similar insurance applies to that organi- zation.However,coverage under this provision: (a)Is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; and (b)Does not apply to any act, error or omission that was committed before you ac- quired or formed the organi- zation. c.Limits Of Insurance As respects Employee Benefit Liabil- ity Coverage,Section III -Limits Of Insurance is replaced by the follow- ing: (1)The Limits of Insurance shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement and the rules below fix the most we will pay regardless of the number of: (a)Insureds; Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 5 of 16 (b)Claims made or "suits" brought; (c)Persons or organizations making claims or bringing "suits"; (d)Acts,errors or omissions;or (e)Benefits included in your "employee benefit program". (2)The Aggregate Limit shown in Section B.Limits Of Insurance, 1.Employee Benefit Liability Coverage of this endorsement is the most we will pay for all dam- ages because of acts,errors or omissions negligently committed in the "administration"of your "employee benefit program". (3)Subject to the limit described in (2)above,the Each Employee Limit shown in Section B.Limits Of Insurance,1.Employee Bene- fit Liability Coverage of this en- dorsement is the most we will pay for all damagessustained by any one "employee",including damages sustained by such "employee's"dependents and beneficiaries, as a result of: (a)An act, error or omission; or (b)A series of related acts,er- rors or omissions,regard- less of the amount of time that lapses between such acts, errors or omissions; negligently committed in the "administration"of your "employ- ee benefit program". However,the amount paid under this endorsement shall not ex- ceed,and will be subject to the limits and restrictions that apply to the payment of benefits in any plan included in the "employee benefit program." (4)Deductible Amount (a)Our obligation to pay dam- ages on behalf of the in- sured applies only to the amount of damages in ex- cess of the Deductible Amount shown in Section B. Limits Of Insurance,1.Em- ployee Benefit Liability Cov- erage of this endorsement as applicable to Each Em- ployee.The limits of insur- ance shall not be reduced by the amount of this de- ductible. (b)The Deductible Amount shown in Section B.Limits Of Insurance,1.Employee Benefit Liability Coverage of this endorsement applies to all damages sustained by any one "employee",includ- ing such "employee's"de- pendents and beneficiaries, because of all acts,errors or omissions to which this in- surance applies. (c)The terms of this insurance, including those with respect to: 1)Our right and duty to defend the insured against any "suits" seeking those damag- es; and 2)Your duties,and the du- ties of any other in- volved insured, in the event of an act,error or omission, or claim; apply irrespective of the ap- plication of the Deductible Amount. (d)We may pay any part or all of the Deductible Amount to effect settlement of any claim or "suit"and,upon no- tification of the action taken, you shall promptly reim- burse us for such part of the Deductible Amount as we have paid. d.Additional Conditions As respects Employee Benefit Liabil- ity Coverage,Section IV -Commer- cial General Liability Conditions is amended as follows: (1)Item 2.Duties In The Event Of Occurrence,Offense,Claim Or Suitis replaced by the following: 2.Duties In The Event Of An Act,Error,Omission, Claim Or Suit a.You must see to it that we are notified as soon as practicable of an act, error or omission which may result in a claim. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 6 of 16 To the extent possible, notice should include: (1)What the act,error or omission was and when it oc- curred; and (2)The names and addresses of any- one who may suf- fer damages as a result of the act, error or omission. b.If a claim is made or "suit"is brought against any insured,you must: (1)Immediately record the specifics of the claim or "suit"and the date received; and (2)Notify us as soon as practicable. You must see to it that we receive written no- tice of the claim or "suit" as soon as practicable. c.You and any other in- volved insured must: (1)Immediately send us copies of any demands,notices, summonses or le- gal papers re- ceived in connec- tion with the claim or "suit"; (2)Authorize us to ob- tain records and other information; (3)Cooperate with us in the investigation or settlement of the claim or defense against the "suit"; and (4)Assist us,upon our request,in the en- forcement of any right against any person or organi- zation which may be liable to the in- sured because of an act,error or omission to which this insurance may also apply. d.No insured will,except at that insured's own cost,voluntarily make a payment,assume any obligation,or incur any expense without our consent. (2)Item 4.Other Insurance is re- placed by the following: 4.Other Insurance If other valid and collectible insurance is available to the insured for a loss we cover under this Employee Benefit Liability Coverage,our obli- gations are limited as fol- lows: a.Primary Insurance This insurance is prima- ry except when c.below applies.If this insurance is primary,our obliga- tions are not affected unless any of the other insurance is also prima- ry.Then,we will share with all that other insur- ance by the method de- scribed in Paragraph b. below. b.Method Of Sharing If all of the other insur- ance permits contribu- tion by equal shares, we will follow this meth- od also.Under this ap- proach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other in- surance does not permit contribution by equal shares,we will contrib- ute by limits.Under this method,each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insur- ers. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 7 of 16 c.No Coverage This insurance shall not cover any lossfor which the insured is entitled to recovery under any other insurance in force previous to the effective date of this Employee Benefit Liability Cover- age. e. Additional Definitions As respects Employee Benefit Liabil- ity Coverage,Section V -Definitions is amended as follows: (1)The following definitions are added: 1."Administration"means: a.Providing information to "employees", including their dependents and beneficiaries,with re- spect to eligibility for or scope of "employee benefit programs"; b.Interpreting the "em- ployee benefit pro- grams"; c.Handling records in connection with the "employee benefit pro- grams"; or d.Effecting,continuing or terminating any "em- ployee's"participation in any benefit included in the "employee benefit program". However,"administration" does not include: a.Handling payroll deduc- tions; or b.The failure to effect or maintain any insurance or adequate limits of coverage of insurance, including but not limited to unemployment insur- ance,social security benefits,workers'com- pensation and disability benefits. 2."Biometric information" means any: a.Biological measurement or physical characteris- tic of an individual,in- cluding but not limited to a retina or iris scan, fingerprint,palmprint, voiceprint,hand or face geometry,vein pattern, genetic data,move- ment,or any other in- formation that can be used as a form of identi- fication or authentica- tion;or b.Information,regardless of how it is captured, converted, stored or shared,based on an in- dividual's biological measurement or physi- cal characteristic. 3."Cafeteria plans"means plans authorized by applica- ble law to allow "employees" to elect to pay for certain benefits with pre-tax dollars. 4."Computer attack" means: a.Unauthorized access or authorized access for an unauthorized pur- pose; b.A "malware attack"; or c.A "denial of service at- tack"; against any computer,com- puter system or network of computers or computer sys- tems,including any other machinery or equipment,in- cluding their control sys- tems,which are accessed by or integrated into a com- puter,computer system or network of computers or computer systems. 5."Denial of service attack" means an attack against a target computer or network of computers designed to overwhelm the capacity of the target computer or net- work in order to deny or im- pede users from gaining ac- cess to the target computer or network through the in- ternet. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 8 of 16 6."Employee benefit pro- grams"means a program providing some or all of the following benefits to "em- ployees",whether provided through a "cafeteria plan"or otherwise: a.Group life insurance; group accident or health insurance;dental, vision and hearing plans;and flexible spending ac- counts;provided that no one other than an "em- ployee"may subscribe to such benefits and such benefits are made generally available to those "employees"who satisfy the plan's eligibil- ity requirements; b.Profit sharing plans, employee savings plans,employee stock ownership plans,pen- sion plans and stock subscription plans,pro- vided that no one other than an "employee" may subscribe to such benefits and such bene- fits are made generally available to all "employ- ees"who are eligible under the plan for such benefits; c.Unemployment insur- ance, social security benefits,workers'com- pensation and disability benefits;and d.Vacation plans, includ- ing buy and sell pro- grams;leave of ab- sence programs,includ- ing military,maternity, family,and civil leave; tuition assistance plans; transportation and health club subsidies. 7."First effective date"means the date upon which cover- age was first effected in a series of uninterrupted re- newals of insurance cover- age. 8."Malware attack"means an attack that damages a com- puter,computer system or network of computers or computer systems, including any other machinery or equipment,including their control systems,which are accessed by or integrated into a computer,computer system or network of com- puters or computer systems, or data contained therein arising from malicious code, including,but not limited to, viruses,worms,Trojans, spyware,keyloggers and ransomware. 9."Network security incident" means a security failure or weakness with respect to a computer,computer system or network of computers or computer systems which al- lowed one or more of the fol- lowing to happen: a.The propagation or for- warding of malware,in- cluding,but not limited to,viruses,worms,Tro- jans, spyware, keylog- gers and ransomware; b.The abetting of a "deni- al of service attack" against one or more other systems; c.The loss,release or disclosure of data; d.The inability to access a computer system; e.The unauthorized ac- cess to a computer sys- tem. 10."Privacy law"means any law, statute or regulation enacted or promulgated by or on behalf of any federal, state,local or foreign gov- ernmental entity in such en- tity's regulatory or official capacity that creates legally enforceable responsibilities with respect to: a.The collection,use, storage,disclosure, disposal, sharing or dis- seminating as well as correction or supple- mentation of personally identifying information, including,but not limited Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 9 of 16 to,"biometric infor- mation";or b.The adoption and communication of,as well as compliance with, a "privacy policy". "Privacy laws"include,but are not limited to,the Euro- pean Union General Data Protection Regulation, the California Consumer Privacy Act and the Illinois Biometric Information Privacy Act. 11."Privacy policy"means an entity's policy for collection, use,storage,disclosure, disposal, sharing,dissemi- nating and correction or supplementation of person- ally identifying information, including,but not limited to, "biometric information". 12."Privacy violation"means failure to comply for any reason with a "privacy law" or "privacy policy". (2)The following definitions are de- leted in their entirety and re- placed by the following: 5."Employee"means a person actively employed,formerly employed,on leave of ab- sence or disabled,or retired. "Employee"includes a "leased worker". "Employee" does not include a "tempo- rary worker". 18."Suit"means a civil proceed- ing in which money damag- es because of an act,error or omission to which this in- surance applies are alleged. "Suit"includes: a.An arbitration proceed- ing in which such dam- ages are claimed and to which the insured must submit or does submit with our consent; b.Any other alternative dispute resolution pro- ceeding in which such damages are claimed and to which the in- sured submits with our consent; or c.An appeal of a civil pro- ceeding. 2.Unintentional Failure To Disclose Haz- ards Section IV -Commercial General Liabil- ity Conditions,6.Representations is amended by the addition of the following: Based on our dependence upon your rep- resentations as to existing hazards,if un- intentionally you should fail to disclose all such hazards at the inception date of your policy,we will not reject coverage under this Coverage Part based solely on such failure. 3.Damage To Premises Rented To You a.The last paragraph of 2.Exclusions under Section I -Coverage A -Bod- ily Injury And Property Damage Li- ability is replaced by the following: Exclusions c.through n.do not apply to damage by fire,explosion,light- ning, smoke or soot to premises while rented to you or temporarily occupied by you with permission of the owner, for which the amount we will pay is limited to the Damage To Premises Rented To You Limit as described in Section III -Limits Of Insurance. b.The insurance provided under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability applies to "property damage"arising out of wa- ter damage to premises that are both rented to and occupied by you. As respects W ater Damage Legal Li- ability,as provided in Paragraph 3.b. above: The exclusions under Section I - Coverage A -Bodily Injury And Prop- erty Damage Liabil ity,2.Exclusions, other than i.War and the Nuclear Energy Liability Exclusion (Broad Form),are deleted and the following are added: This insurance does not apply to: (a)"Property damage": (i)Assumed in any contract or agreement; or (ii)Caused by or resulting from any of the following: 1)Wear and tear; 2)Rust or other corrosion, decay,deterioration, Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 10 of 16 hidden or latent defect or any quality in proper- ty that causes it to damage or destroy it- self; 3)Smog; 4)Mechanical breakdown, including rupture or bursting caused by cen- trifugal force; 5)Settling,cracking, shrinking or expansion; 6)Nesting or infestation, or discharge or release of waste products or secretions,by insects, birds,rodents or other animals; or 7)Presence,growth,pro- liferation,spread or any activity of fungus,in- cluding mold or mildew, and any mycotoxins, spores, scents or by- products produced or released by fungi. (b)"Property damage" caused di- rectly or indirectly by any of the following: (i)Earthquake,volcanic erup- tion, landslide or any other earth movement; (ii)Water that backs up or over- flows or is otherwise dis- charged from a sewer,drain, sump, sump pump or related equipment; (iii)Water under the ground sur- face pressing on,or flowing or seeping through: 1)Foundations,walls, floors or paved surfac- es; 2)Basements,whether paved or not; or 3)Doors, windows or other openings. (c)"Property damage"caused by or resulting from water that leaks or flows from plumbing,heating,air conditioning,fire protection sys- tems,or other equipment, caused by or resulting from freezing, unless: (i)You did your best to main- tain heat in the building or structure; or (ii)You drained the equipment and shut off the water sup- ply if the heat was not main- tained. (d)"Property damage"to: (i)Plumbing,heating,air condi- tioning,fire protection sys- tems,or other equipment or appliances; or (ii)The interior of any building or structure,or to personal property in the building or structure,caused by or re- sulting from rain, snow,sleet or ice,whether driven by wind or not. c.Limit Of Insurance With respect to the insurance afford- ed in Paragraphs 3.a.and 3.b.above, the Damage To Premises Rented To You Limit as shown in the Declara- tions is amended as follows: (1)Paragraph 6.of Section III -Lim- its Of Insurance is replaced by the following: 6.Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A -Bodily Injury And Property Damage Liability for damages be- cause of "property damage" to any one premises: a.While rented to you,or temporarily occupied by you with permission of the owner; b.In the case of damage by fire,explosion, light- ning,smoke or soot, while rented to you; or c.In the case of damage by water,while rented to and occupied by you. (2)The most we will pay is limited as described in Section B.Limits Of Insurance,3.Damage To Prem- ises Rented To You of this en- dorsement. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 11 of 16 4.Supplementary Payments Under Section I -Supplementary Pay- ments -Coverages A and B: a.Paragraph 1.b.is replaced by the fol- lowing: Up to the limit shown in Section B. Limits Of Insurance,4.a.Bail Bonds of this endorsement for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage ap- plies.We do not have to furnish these bonds. b.Paragraph 1.d.is replaced by the fol- lowing: All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to the limit shown in Sec- tion B.Limits Of Insurance,4.b.Loss Of Earnings of this endorsement per day because of time off from work. 5.180 Day Coverage For Newly Formed Or Acquired Organizations Section II -Who Is An Insured is amended as follows: Subparagraph a.of Paragraph 3.is re- placed by the following: a.Coverage under this provision is af- forded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier; 6.Waiver Of Subrogation Section IV -Commercial General Liabil- ity Conditions,8.Transfer Of Rights Of Recovery Against Others To Us is amended bythe addition of the following: We waive any right of recovery against any additional insured under this en- dorsement,because of any payment we make under this endorsement,to whom the insured has waived its right of recov- ery in a written contract,written agree- ment,written permit or written authoriza- tion.Such waiver by us applies only to the extent that the insured has waived its right of recovery against such additional insured prior to loss. 7.Automatic Additional Insured -Speci- fied Relationships a.The following is added to Section II - Who Is An Insured: (1)Any person(s)or organization(s) described in Paragraph 7.a.(2)of this endorsement (hereinafter re- ferred to as additional insured) whom you are required to add as an additional insured under this Coverage Part by reason of a written contract,written agree- ment,written permit or written authorization. (2)Only the following persons or or- ganizations are additional in- sureds under this endorsement, and insurance coverage provided to such additional insureds is lim- ited as provided herein: (a)Managers Or Lessors Of Premises The manager or lessor of a premises leased to you you are required per Paragraph 7.a.(1)of this endorsement to provide insurance,but on- ly with respect to liability for "bodily injury", "property damage"or "personal and advertising injury"caused,in whole or in part,by you or those acting on your behalf in connection with the own- ership,maintenance or use of that part of the premises leased to you,subject to the following additional exclu- sions: This insurance does not ap- ply to: (i)Any "occurrence"which takes place after you cease to be a tenant in that premises; (ii)Structural alterations, new construction or demolition operations performed by or on be- half of such additional insured. (b)Lessor Of Leased Equip- ment Any person(s)or organiza- tion(s)from whom you lease equipment you are required per Paragraph 7.a.(1)of this endorsement to provide in- surance.Such person(s)or Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 12 of 16 organization(s)are insureds only with respect to liability for "bodily injury", "property damage"or "personal and advertising injury"caused,in whole or in part,by your maintenance,operation or use of equipment leased to you by such person(s)or or- ganization(s).A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends.However, this insurance does not ap- ply to any "occurrence" which takes place after the equipment lease expires. (c)Vendors Any person or organization (referred to below as ven- dor)you are required per Paragraph 7.a.(1)of this en- dorsement to provide insur- ance,but only with respect to liability for "bodily injury" or "property damage"arising out of "your products"which are distributed or sold in the regular course of the ven- dor's business, subject to the following additional ex- clusions: (i)The insurance afforded the vendor does not apply to: 1)"Bodily injury"or "property damage" for which the ven- dor is obligated to pay damages by reason of the as- sumption of liability in a contract or agreement.This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; 2)Any express war- ranty unauthorized by you; 3)Any physical or chemical change in the product made intentionally by the vendor; 4)Repackaging,ex- cept when un- packed solely for the purpose of in- spection,demon- stration,testing,or the substitution of parts under in- structions from the manufacturer,and then repackaged in the original con- tainer; 5)Any failure to make such inspections, adjustments,tests or servicing as the vendor has agreed to make or normal- ly undertakes to make in the usual course of busi- ness,in connection with the distribution or sale of the products; 6)Demonstration,in- stallation, servicing or repair opera- tions,except such operations per- formed at the ven- dor's premises in connection with the sale of the product; 7)Products which,af- ter distribution or sale by you,have been labeled or re- labeled or used as a container,part or ingredient of any other thing or sub- stance by or for the vendor; or 8)"Bodily injury"or "property damage" arising out of the sole negligence of the vendor for its own acts or omis- sions or those of its employees or anyone else acting on its behalf.How- ever,this exclusion does not apply to: Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 13 of 16 a)The excep- tions contained in Paragraphs (c)(i)4)or 6)of this endorse- ment;or b)Such inspec- tions,adjust- ments, tests or servicing as the vendor has agreed to make or nor- mally under- takes to make in the usual course of business, in connection with the distri- bution or sale of the prod- ucts. (ii)This insurance does not apply to any insured person or organization: 1)From whom you have acquired such products,or any ingredient,part or container,enter- ing into,accompa- nying or containing such products; or 2)When liability in- cluded within the "products- completed opera- tions hazard"has been excluded un- der this Coverage Part with respect to such products. (d)State Or Governmental Agency Or Subdivision Or Political Subdivision - Permits Or Authorizations Relating To Premises Any state or governmental agency or subdivision or po- litical subdivision you are required per Paragraph 7.a.(1)of this endorsement to provide insurance,subject to the following additional provision: This insurance applies only with respect to the following hazards for which the state or governmental agency or subdivision or political sub- division has issued a permit or authorization in connec- tion with premises you own, rent or control and to which this insurance applies: (i)The existence,mainte- nance,repair,construc- tion,erection or removal of advertising signs, awnings, canopies, cel- lar entrances, coal holes,driveways,man- holes,marquees,hoist away openings,side- walk vaults,street ban- ners or decorations and similar exposures; (ii)The construction,erec- tion or removal of eleva- tors; or (iii)The ownership,mainte- nance or use of any el- evators covered by this insurance. (e)Mortgagee,Assignee Or Receiver Any person or organization you are required per Para- graph 7.a.(1)of this en- dorsement to provide insur- ance,but only with respect to their liability as mortga- gee,assignee or receiver and arising out of the own- ership,maintenance or use of the premises by you. However,this insurance does not apply to structural alterations,new construction and demolition operations performed by or for that per- son or organization. (3)The insurance afforded to addi- tional insureds described in Par- agraph 7.a.(1)of this endorse- ment: (a)Only applies to the extent permitted by law; (b)Will not be broader than that which you are required by the written contract,written agreement,written permit or written authorization to pro- vide for such additional in- sured; and Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 14 of 16 (c)Does not apply to any per- son,organization,vendor, state,governmental agency or subdivision or political subdivision,specifically named as an additional in- sured under any other provi- sion of,or endorsement added to,this Coverage Part,provided such other provision or endorsement covers the injury or damage for which this insurance ap- plies. b.With respect to the insurance afford- ed to the additional insureds de- scribed in Paragraph 7.a.(1)of this endorsement,the following is added to Section III -Limits Of Insurance: The most we will pay on behalf of the additional insured is the amount of in- surance: (1)Required by the written contract, written agreement,written permit or written authorization described in Paragraph 7.a.(1)of this en- dorsement.For the purpose of determining the required amount of insurance only,we will include the minimum amount of any Um- brella liability or Excess Liability coverage required for that addi- tional insured in that written con- tract,written agreement,written permit or written authorization; or (2)Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. c.Section IV -Commercial General Liability Conditions is amended to include the following: Automatic Additional Insured Pro- vision This insurance applies only if the "bodily injury"or "property damage" occurs,or the "personal and advertis- ing injury"offense is committed: (1)During the policy period; and (2)Subsequent to your execution of the written contract or written agreement,or the issuance of a written permit or written authori- zation,described in Paragraph 7.a.(1). d.Section IV -Commercial General Liability Conditions is amended as follows: Condition 4.Other Insurance is amended to include: Primary And Noncontributory In- surance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured per Paragraph 7.a.(1)of this endorsement provided that: (1)The additional insured is a Named Insured under such other insurance;and (2)You have agreed in writing in a contract,agreement,permit or authorization described in 7.a.(2) of this endorsement that this in- surance would be primary and would not seek contribution from any other insurance available to the additional insured. 8.Property Damage To Borrowed Equip- ment a.The following is added to Exclusion 2.j.Damage To Property under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability: Paragraphs (3)and (4)of this exclu- sion do not apply to tools or equip- ment loaned to you,provided they are not being used to perform operations at the time of loss. b.With respect to the insurance provid- ed by this section of the endorse- ment,the following additional provi- sions apply: (1)The Limits of Insurance shown in the Declarations are replaced by the limits shown in Section B. Limits Of Insurance,8.Property Damage To Borrowed Equip- ment of this endorsement with respect to coverage provided by this endorsement.These limits are inclusive of and not in addi- tion to the limits being replaced. The Limits of Insurance shown in Section B.Limits Of Insurance, 8.Property Damage To Bor- rowed Equipment of this en- dorsement fix the most we will pay in any one "occurrence"re- gardless of the number of: (a)Insureds; Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 15 of 16 (b)Claims made or "suits" brought; or (c)Persons or organizations making claims or bringing "suits". (2)Deductible Clause (a)Our obligation to pay dam- ages on your behalf applies only to the amount of dam- ages for each "occurrence" which are in excess of the Deductible Amount shown in Section B.Limits Of Insur- ance,8.Property Damage To Borrowed Equipment of this endorsement.The limits of insurance will not be re- duced by the application of such deductible amount. (b)Section IV -Commercial General Liability Conditions, 2.Duties In The Event Of Occurrence,Offense,Claim Or Suit,applies to each claim or "suit"irrespective of the amount. (c)We may pay any part or all of the deductible amount to effect settlement of any claim or "suit"and,upon no- tification of the action taken, you shall promptly reim- burse us for such part of the deductible amount as has been paid by us. 9.Employees As Insureds -Specified Health Care Services And Good Samar- itan Services Paragraph 2.a.(1)(d)under Section II - Who Is An Insured does not apply to: 1)Your "employees"who provide pro- fessional health care services on your behalf as a duly licensed nurse, emergency medical technician or paramedic in the jurisdiction where an "occurrence"or offense to which this insurance applies takes place; or 2)Your "employees"or "volunteer work- ers",other than an employed or vol- unteer doctor,providing first aid or good samaritan services during their work hours for you will be deemed to be acting within the scope of their employment by you or performing du- ties related to the conduct of your business. 10.Broadened Notice Of Occurrence Paragraph a.of Condition 2. Duties In The Event Of Occurrence,Offense, Claim Or Suit under Section IV -Com- mercial General Liability Conditions is replaced by the following: a.You must see to it that we are notified as soon as practicable of an "occur- rence"or an offense which may result in a claim.To the extent possible,no- tice should include: (1)How,when and where the "oc- currence"or offense took place; (2)The names and addresses of any injured persons and wit- nesses;and (3)The nature and location of any injury or damage arising out of the "occurrence"or offense. This requirement applies only when the "occurrence"or offense is known to any insured listed under Paragraph 1.of Section II -Who Is An Insured or any "employee"authorized by you to give or receive notice of an "occur- rence"or offense. 11.Nonowned Aircraft The following is added to Exclusion 2.g. Aircraft,Auto Or Watercraft under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability: This exclusion does not apply to an air- craft you do not own, provided that: a.The pilot in command holds a current effective certificate,issued by a duly constituted authority of the United States of America or Canada,desig- nating that person as a commercial or airline transport pilot; b.The aircraft is rented with a trained, paid crew; and c.The aircraft does not transport per- sons or cargo for a charge. 12.Bodily Injury Redefined Section V -Definitions,3."Bodily injury" is replaced by the following: 3."Bodily injury"means bodily harm or injury,sickness,disease,disability, humiliation, shock,fright,mental an- guish or mental injury,including care, loss of services or death resulting from any of these at any time. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Includes copyrighted material of Insurance GA 227 06 23 Services Office, Inc.,with its permission.Page 16 of 16 13.Expected Or Intended Injury Redefined The last sentence of Exclusion 2.a.Ex- pected Or Intended Injury under Sec- tion I -Coverage A -Bodily Injury And Property Damage Liability is replaced by the following: This exclusion does not apply to "bodily injury"or "property damage"resulting from the use of reasonable force to protect per- sons or property. 14.Former Employees As Insureds The following is added to Paragraph 2. under Section II -Who Is An Insured: 2.Each of the following is also an in- sured: Any of your former "employees",di- rectors,managers,members,part- ners or "executive officers",including but not limited to retired,disabled or those on leave of absence,but only for acts within the scope of their em- ployment by you or for duties related to the conduct of your business. Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT:If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD RECRE-1 OP ID: ML 07/24/2025 Michelle R. Long, CIC, CISR Insurance People of NC P.O. Box 3006 Durham, NC 27715 919-383-0442 michelle@inspeople.com Cincinnati Insurace Co Recreation Factory Partners, LLC DBA Triangle Sportsplex 101 Meadowlands Dr. Hillsborough, NC 27278 A X 1,000,000 X Y ETD 0468096 12/15/2024 12/15/2025 500,000 5,000 1,000,000 2,000,000 X 2,000,000 1,000,000A X ETD 0468096 12/15/2024 12/15/2025 XX 5,000,000A ETD 0468096 12/15/2024 12/15/2025 5,000,000 XA EWC0285684 12/15/2024 12/15/2025 1,000,000 1,000,000 1,000,000 A ETD 0468096 12/15/2024 12/15/2025 EE Theft 500,000 Ded.1,000 ORANGCO Orange County 300 West Tryon St. PO Box 8181 Hillsborough, NC 27278 919-383-0442 10677 Crime Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE Date HOLDER CODE INSURED'S NAME PAGENOTEPAD: Carrier: Cincinnati Insurance Company, Policy #: ETD0468096 Effective Date: 12/15/24-12/15/25 Coverage: Sexual Abuse or Sexual Molestation Liability:$1,000,000 each claim/$2,000,000 Annual Aggregate Business Liability Forms Attached: Commercial Gen. Liab. Extended Endorsement - GA227 06/23 Umbrella sits over the General Liability,Auto Liability, Employers Liability, Sexual Misconduct/Sexual Molestation Liability 30 days written Notice of Cancellation except 10 for Non-Pay in favor of: Orange County, North Carolina, Attention: Orange County Risk Manager, P.O. Box 8181, Hillsborough, NC 27278, ORANGCO 2 Recreation Factory Partners, LLC 07/24/2025 RECRE-1 OP ID: ML Docusign Envelope ID: 177AA06A-30B4-42FF-A85A-78B5A7C51DBE