MINUTES OF THE BOROUGH OF HANOVER STORMW ATER AUTHORITY MEETING

December 4, 2018

Solicitor Shultis called the first meeting of the Borough of Hanover Stormwater Authority to order at 6:00 PM, Tuesday, December 4, 2018 in the Hanover Borough Municipal Building, 44 Frederick Street, Hanover, P A, as advertised.

Attendance: In attendance were Stormwater Authority Members David Benfield, Michael Bowersox, R. Daniel Noble, Jeanine Pranses and William W. Reichart, II; Solicitor Timothy Shultis; Staff Members Secretary Dorothy Felix, Finance Director R. Samuel Miller, MS4 Coordinator Falyn Morningstar and EIT Zachary Steckler; and Mr. Eric Mains from Gannett Fleming.

Announcement of the Legal and Procedural Precedents for the Establishment of the Borough of Hanover Stormwater Authority:

Solicitor Shultis outlined the following:

a. On October 24, 2018, the Borough of Hanover conducted a public hearing to consider the formation of an authority for the purpose of stormwater planning, management and implementation.

b. On October 24, 2018, the Borough of Hanover enacted Ordinance Number 2277 signifying the intention of the Borough to organize a municipal authority known as the Borough of Hanover Stormwater Authority.

c. On November 1, 2018, Notice of the Adoption of Ordinance Number 2277 as well as Notice of Intention to File Articles of Incorporation on November 5, 2018 was advertised pursuant to law.

d . On November 5, 2018, Articles of Incorporation of the Borough of Hanover Stormwater Authority were filed with the Pennsylvania Department of State.

Nominations and Appointment of Chairperson:

Mr. Shultis asked for nominations for Chairperson. Ms. Pranses nominated Mr. Reichart for Chairperson. There were no other nominations. It was moved by Mr. Bowersox, seconded by Mr. Noble to close the nominations for Chairperson. Motion carried.

It was moved by Ms. Pranses, seconded by Mr. Noble to appoint Mr. Reichart as Chairman of the Borough of Hanover Stormwater Authority. Motion carried.

Mr. Reichart accepted his position as Chairman of the meeting.

MINUTES OF THE BOROUGH OF HANOVER STORMWATER AUTHOR11Y MEETING December 4, 2018 Page2

Nominations and Appointments of Other Officers:

Vice-Chairperson:

Chairman Reichart asked for nominations for Vice-Chairperson. Mr. Reichart nominated Ms. Pranses for Vice-Chairperson. There were no other nominations. It was moved by Mr. Bowersox, seconded by Mr. Noble to close the nominations for Vice-Chairperson. Motion carried.

It was moved by Mr. Reichart, seconded by Mr. Benfield to appoint Ms. Pranses as Vice-Chairperson of the Borough of Hanover Stormwater Authority. Motion carried.

Ms. Pranses accepted her position as Vice-Chairperson of the Authority.

Secretary:

Chairman Reichart asked for nominations for Secretary. Mr. Bowersox nominated himself as Secretary. There were no other nominations. It was moved by Ms. Pranses, seconded by Mr. Benfield to close the nominations for Secretary. Motion carried.

It was moved by Ms. Pranses, seconded by Mr. Benfield to appoint Mr. Bowersox as Secretary of the Borough of Hanover Stormwater Authority. Motion carried.

Mr. Bowersox accepted his position as Secretary of the Authority.

Treasurer:

Chairman Reichart asked for nominations for Treasurer. Mr. Noble nominated Mr. Benfield as Treasurer. There were no other nominations. It was moved by Mr. Bowersox, seconded by Mr. Noble to close the nominations for Treasurer. Motion carried.

It was moved by Mr. Noble, seconded by Ms. Pranses to appoint Mr. Benfield as Treasurer of the Borough of Hanover Stormwater Authority. Motion carried.

Mr. Benfield accepted his position as Treasurer of the Authority.

Adoption of By-Laws:

It was moved by Mr. Benfield, seconded by Mr. Bowersox to adopt the by-laws as presented. Motion carried.

MINUTES OF THE BOROUGH OF HANOVER STORMWATER AUTHORITY MEETING December 4, 2018 Page3

Consulting Engineer & Solicitor:

It was moved by Mr. Bowersox, seconded by Ms. Pranses to appoint Gannett Fleming Engineering as consulting engineer for the Authority. Motion carried. Mr. Eric Mains was present on behalf of Gannett Fleming was present to accept the appointment.

It was moved by Mr. Bowersox, seconded by Ms. Pranses to appoint Timothy Shultis as Solicitor for the Authority. Motion carried. Solicitor Shultis accepted the appointment as Solicitor for the Authority.

Regular Meeting Dates & Times:

The members of the Authority agreed to have monthly meetings on the second Thursday of each month at 7:00PM.

Financial Accounts and EIN:

It was moved by Mr. Noble, seconded by Ms. Pranses to authorize the establishment of bank accounts in the name of the Authority and to apply for an Employer Identification Number (EIN). Motion carried.

Update on Establishment of Stormwater Fees:

Mr. Mains, Gannett Fleming Engineering stated the final refinement of GIS data is 95% completed, which is the basis for the billing. The information for the establishment of fees was generated from the Stakeholders Meeting. Within the next two weeks the final fee schedule should be established.

Solicitor Shultis noted the Authority would need to set the fee through a public hearing process. Solicitor Shultis recommended a resolution should be drafted to include such things as fees, process for fee collection, appeals, etc.

Mr. Mains stated the credit program logistics are still being evaluated, such as rain gardens, etc., and may not be finalized in time to be included with the initial resolution. It can be adopted at a later date; Mr. Mains noted it could take up to six months to evaluate the data for credits.

It was moved by Ms. Pranses, seconded by Mr. Noble to authorize Solicitor Shultis to begin preparing the resolution framework.

MINUTES OF THE BOROUGH OF HANOVER STORMWATER AUTHORITY MEETING December 4, 2018 Page4

Public Education and Outreach:

MS4 Coordinator Morningstar would like to have the Authority's permission to advertise 1 full page advertisement twice in the Hanover Merchandiser for the planned upcoming interactive workshops and public hearing. The cost of an individual mailing was approximately $10,000, so it will be more cost effective to utilize the Merchandiser. Ms. Morningstar proposed a commercial -industrial customer mailing to invite businesses to an interactive session to specifically address the impact of stormwater fees on businesses. Mr. Noble asked for an additional public interactive meeting to be held for residential customers in addition to the public meeting for businesses.

The Committee noted the costs of advertising and mailings would need to be paid for by the Borough and reimbursed later by the Authority.

The Committee agreed that the public hearing to set the fee and both interactive public sessions could be held on the same day as the next Authority meeting on January lOth.

Finance Director Miller stated the stormwater fee will appear on the first quarterly bill mailing at the end of January and at the end of March (billing dates of 2/1/19 and 4/1/19), since Borough customers are billed in 2 separate zones.

Initial Capital Improvements Planning:

Mr. Mains pointed out that one of the Authority's main functions is to examine the aging infrastructure of the stormwater system, in the same manner as it would be for the Water Department or Sanitary Sewer Department to perform necessary maintenance and improvements on their individual systems. Discussions on CIP will take place each month at the Authority meeting.

Management Agreement between The Borough of Hanover Stormwater Authority and The Borough of Hanover:

Solicitor Shultis noted because the Stormwater Authority does not have its own employees, so it will have to utilize Borough employees to work for the Authority which brings about budgeting concerns, etc.

Mr. Noble inquired about the bill in the State Legislature which would allow the Borough to manage stormwater without the need to establish the authority. The Committee agreed that this bill is no longer on the table, and not up for reconsideration in the near future.

MINUTES OF THE BOROUGH OF HANOVER STORMWATER AUTHORITY MEETING December 4, 2018 PageS

It was moved by Ms. Pranses, seconded by Mr. Benfield to authorize Solicitor Shultis to prepare a draft management agreement between the Borough of Hanover and the Stormwater Authority as indicated. Motion carried.

Public Comment:

~ Rebecca Stevens, Hanover Borough Property Owner: Ms. Stevens asked if there are stormwater regulations enforced when a developer submits plans for Council approval.

Manager Bowersox answered affirmatively, and noted the Borough has a stormwater ordinance and all building permits must comply with stormwater regulations and the stormwater management plan.

Ms. Stevens added that there are higher storm drains on Elm A venue where the stormwater does not reach during a rainstorm, and there are also flooding issues on Maple A venue and High Street at Utz' s, and in the area of the intersection of Kuhn Drive on High Street.

Two property owners on Kuhn Drive were present and noted their driveways are frequently filled half way up with stormwater.

Chairman Reichart noted these complaints are all part of the reason why the stormwater infrastructure needs to be evaluated and maintained. He encouraged those citizens present this evening to attend the upcoming public interactive session to receive more information.

Adjournment: Chairman Reichart thanked all for their attendance this evening. It was moved by Ms. Pranses, seconded by Mr. Noble to adjourn the meeting at 6:44PM.

Respectfully submitted,

{) /k( ~ Dorothy C. Felix Recording Secretary

COMMONWEALTH OF PENNSYLVANIA DEPARTMENT OF STATE

TO ALL WHOM THESE PRESENTS SHALL COME, GREETING:

BE IT KNOWN THAT,

CERTIFICATE OF INCORPORATION

has been granted to

BOROUGH OF HANOVER STORMWATER AUTHORITY

under the authority of Act 22 or 2001, known as the Municipality Authorities Act.

Filed this 05th day or November, 2018

. -51 IJ· . .. I. ~ . Jx~~:

Actmg·."Secr~t.acy · 6.f ilie c~huhci'!1weah'h

BELINDA SCHORY Entity# : 6793978

Date Filed: 11/05/2018 Pennsylvania Department of State PENNCORP SERVICEGROUP, INC.

600"NORTI-I SECOND STREET PO BOX 1210 .HARRISBURG, PA 17108·1210 ,/ ~J.ile3lliG:Ol!L'•0:·~

' \ .

ARTICLES OF INCORPORATION OF BOROUGH OF HANOVER STORMWATER AUTHORITY

To the Secretary ofthe Commonwealth of Pennsylvania, Harrisburg, Pennsylvania

IIIUIUIIIIIIIliiRIIIIIlllllllllllmllllllllmlllllllllllllllmlllllllllllllll TC0181105MC 1119

In compliance with the requirements of the Municipality Autholities Act, Act of May 2; 1945, P.L~ 382,53 Pa. C.S.A. §~601 et seq., as amend~d, and pursuant to th~ desire of the duly elected officials of the Borough ofHanover, York County, Pennsylvania, signified by duly enacting Ordinance No. 2277 of the Borough ofHanover authorizing the organization of a Municipal Authority and the obtaining of a Certificate of Incorporation to be issued to said Authority, the Borough of Hanover does hereby certify:

a. The name of the Authority shall be "Borough ofHanover Stonnwater Authority", and 1he registered o:ffice of the Authority is 44 Frederick Street, Hanover, York County, Pennsylvania 17331;

b. The Authority is fonned under the provisions of the Pennsylvania Municipality Authorities Act, 53 Pa. C.S.A. §5601 et seq., as amended, Act of May 2, 1945, P.L. 382, and its various amendments;

c. No other Authority has been organized under the Municipal Authorities Act of 1945 or under the fonner the Act of June 28, 1935 (P.L. 463, No. 191) and is in existence in the Borough of Hanover;

d. The names, titles and addresses ofthe members of the Borough Council of the Borough ofHano:ver, the incorporating Municipality, are as follows:

William W. Reichart, Il Barbara A. Rupp Brian J. Shea Heath Chesney

. R. Daniel Noble Jeanine Pranses Ray Hoover Brian O'Neil James E. Baumgardner Christopher Lockard

Address

990 McCosh Street, Hanovel', PA 17331 President 270 Frederick Street, Hanover, PA 17331 Vice-President 330 E. Hanover Street, Hanover, P A 1 7331 Council Member 321 Spi·ing Street, Hanover, PA 17331 Council Member 509 Parkview Lane, Hanover, P A 17331 Council Member 27 Monroe Street, Hanover, PA 17331 Council Member 10 Stock Street, Hanover, PA 17331 Council Member l9 Carlisle Street, Hanover, PA 17331 Council Member 540 W. Middle Street, Hanover, PA 17331 Council Member 308 Centennial A venue, Hanover, PA 17331 Council Member

e. The mimes, addresses and terms of office of the members of the Board of the proposed Authority are as follows:

U;U NOV -5 PM I: 32

PA. DEPT. OF STATE

-. ......

David Benfield R. Daniel Noble Jeanine Pranses Wil1iam W. Reichart, ll Michael R. Bowersox

· Address

50 Orchard Drive, Hanover, PA 17331 509 Parkway Lane, Hanover, PA 17331 27 Monroe Street, Hanover, PA 17331 990 McCosh Street, Hanover, PA 17331 537 W. Middle Street, Hanover, PA 1?331

Term of Office

One (1) year Two (2) years Three (3) years Four (4) years Five (5) years ·

· f. The purpose of this Authority is to provide the financing; operation, and maintenance of a comprehensive Stormwater Management System, including underground pipes, conduits, inlets, outfalls, culverts, catch basins, dams, flood control structures, gutters, ditches, channels, detention ponds, best management practices, public streets, curbs, conveyances, appurtenances, and drains and to establish reasonable and uniform rates based in whole or in part on.property characteristics for the inhabitants ofthe Borough ofHanover. For such purposes, the Authority shall have and exercise aU powers granted by Jaw pursuant to the Municipalities Authorities Act; and

g. The Designated Servi.ce Area for the Authority is the Borough of Hanover, York County, Pennsylvania.

WITNESSETH, the signature of the President of Council of the Borough ofHanover and the Secretary of the Borough Cotmcil.

ATTEST:

-liJb ( (_ 14ft Bo · e~retary

(SEAL)

BOROUGH OF HANOVER

---== 2'~ William-W. Reichart~ II Council President

Proof of Publication State of Pennsylvania

Ad# 1745020

The Evening Sun Is the names of the daily newspaper(s) of general ,circulation published continuously for more than six months at "its principal iplace of business, 37 Broadway, Hanover, PA 17331.

"The printed copy of the advertisement hereto attached Is a true copy, exaclly as printed and published, of an ~dvertlsemenl printed In the regular "Issues of the said The Evenlng.Sun published on the folloWi!19 dates, viz:

11/01/2018

·coMMONWEALTH QF :PENNSYLVANIA COUNTY OF YORK . Before me, a Notary Public, personally came Nachelle Whllmoyerwho being duly sworn depos.es and says that she ls·Cierk afThe Evenhig Sun

· · and her personal knowledge of the publication of the.advertisement mentioned In the foregoing statement as to· the time', place and character of publications are true, and that the affiant Is not interested In the subjecl · ·

· matter of the above mentioned advertisement.

Sworn and subscribed to before me, on this 5 day of November 2018·

The charge for the following publication of a·bove.mentioned Advertisement and (he expense of the affidavit

NOTICE . Nollc:Q b horeb'~ gt-/on IliA\ 00 OclollOI 24, 20\8. tho HCIIIOVOI I!OraiiOh

COUIICR alloplo<t Ordnaooo No. 2277, Ill\ Ordfn!lnct Ot tho CoUndl Ol thO BOtollati ol Honovor, Yc111< Ccunl)', Ponl\:yiV&rlo, olgnlly~g tho In· to noon ot !Jorouoh Countl to <>roanlz• a Munfdl"!l AulhorttY undor 1ho p10\11lan ot lho l'omoylwria Mtfnl.c:lpall!)l AUihoiiUta Act. eo amondod, to bo known o• \Ito Borouoll of Honovor Stori!1Wotor Aulho<lty; ~oiling torth Qlo fonn of 1ho Artldu of lnC"Orporollon; .nP1>Gh111nv lho 11111 mom• 11orc ollht Board ot tho A\nllartly and fbdnQ lllofr ronn ot on~c:<o; dostg. naUng 1119 pufiiO'Itt ror oold AIIIMrlty. aulfiorlzlno 11\o laklnv 01 oM ••· non as moy bO noe11nary.or awR>Pifata 10 oroenlza oald Alllhorllr, In• cludng tho p\bllcaUon ol 11.- l&<lUitod P!Jbllo nat~; ol\d wntalntno ciMos tor eDVII~b!lty, npoolar, Oo<lilk:lrton, one! an oflocl,.,a dato. A copy ol lito Oldiolnc:t moy 1M uarrlnod In lho Borougll olrlcn, ~4 fnX!orlck srru1, HonoVIr. Ponnsylv~nl:l 11331 dudno ro6o~1r8~1-nosa houro. P.IDuo bo luntror .cfvlooel lhol on Novombor , ~u kubo,o o101ellild 1\rtlms 01 ln~rallon ot tho f'Cj>O&Od NllllodiY t11a tUod"llll SoCiollrv of 111e Commonwullh o Ponm~onlll.

Advertisement Cost $ 72.60 Affidavit Fee · $ 5.00 Total Cost $ 77.60

fro of of fub Ucation of Legal Advertisement in

~orh 1Ltgal jl\eco·rb

YORK LEGAL RECORD· is the nnmo ·of a ·legal newspaper ns designated by the Act of Assembly npproved April 24, 1931, P.L. 67, escablished on March 4, 1880, nnd issued continuously during a ·period of at least 6 months prior lo the date hcrepf; owned nnd published by the Yorlt County Bn1· Association, n corporotion, having its plnco of business at 13.7 East Mnrkel Slrcet, jn the City of York, Pennsyl:vnnia.

The printed copy of the advertisement hereto attached Is a true copy, exactly as printed and publisl1ed, of an advertisement printed in the regular issue of said York Legal Record published on the dnte following:

November t, 2018

Before me, Jennifer E. R. Mischke,. duly commissioned nnd residing in snid Coun1y, personally came Cheryl R. K~uffmnu who being by me duly sworn, deposes and says thot she is a designated ond duly anlhorizcd agent of the York County Bnr Association to verilY proofs .of publicn.tion of advertisements and notices published in York Leg$1 Record, for and on bchalfofsnid Associnlion, and hns personal knowledge of the publicntion of the advcrtisemenl' or notice mentioned in the foregoing statement on the d11y or days above stated a.nd that the allegations in said statement relative to the Yol'lt Legal RccoJ·d arc true accOrding to the bc.'>t of her knowledge, info1mntion nnd bolief, nnd thnt she is not interested, dil'ectly or indirectly, itt the subject matter mentioned in snid ndvertisement or notice.

Commonwenlth of Pennsylvania CountyofYork · ~ Sworn. and subscribed before me "'(.~,_ . · -::;2 .~ obis Sib day of November 2018 J:_JJe:,;;z_"4-__ :n_J..;....J.~_..:..;:;;.;:::;~~

COMMON'I'/EI.t:rH OF PF.NNSYI.VANIA

~--l«ii~f'<:t.t"G~:i\.'L··~---J

enntror f. .R. Ml&chk<'!, Notury Pltllllc City or Yarl<, YtJrk Couuty

ConJm!G~Inn l!xpirt'lu Supt. 14, ::!01!1 ~ ffi.fliliffil\mms"&iiiftQli&'r:iOr'Xil'rt'

No1lco Is hrrch)"t:il•cu lhqf on Ocroh~:r 2.:f. 2011!. the llunovcr Uoroul:!h ('mlncil ndo~tcd Ordinnn~c No. 2277, nn Onlinnn~c of tho: Coun· cil of'r.hc Uoro~gh or Bnnovcr, York ('ollllly. Pcnnsyl\•anin, ~isniryiuJ: tho im~nlion of lhu'­!lllgh Cuuncil to mynnlz~ n Municfrnl Attlhnrirv

. 11111/~r l~c llttll'i~iun of lhc J'cnu,yh·nnln M1i· nlripulhy Authorities· Acr. n~ amundcd, to llu I:.IILI\\'11 0$ the Boroujlh ur 11111111\'er Stormwnlur o\UIIJ!lrily: ~ullllll! (urlh the: fonllll(lll~ futioJcH: or lncmpumtiuu: :~ppuiulilll! the fin'l llltntbcr.>· nf lhc: llnnrd or lhc: 1\Uihuril}" IIIli( llxinj,!' lhcir lrrm ul'ollico; d~:sisnntinyth c: JliiiJliiSC.~ tbrsuitl Alllhurh}•: onthorl7.1ng the •~Icing or oil ncr ion n.< muy hc: nc:cc~~ny 11r nt'j'",prlntc 111 orgmtil.\! ~ofcll\llthcnft)•. mclndlng 1 1c publicmfon ul' th~ rrttulred flllbllc notice: :Uid cunlniuing clnusc~ fnr Sc\'Cml!llity, T~P.:"Icr. codilirntion, nnd nn clfcctil'c dntc. A copy of the Ordlnnucc mny he c~nmlncd In lhc Uornngh ullicc:~. -14 Prodcrlcl: Strcc:r, H~llll\'Cr, l'~nnsylwmln 17.13 I <lmins ret· ulnr husiucs~ hours. l'lcn~c be littthcr nd\'i6o<l rhnt.au Nu~ntbcr S, 201R, the ~lurcs.1id .Arli· eros or 11\Cilftlorntiuu nfth~ rroflUSCd Authority ~!toll b.: lilccl with SccMury uf the C,lllllnoU· \l'l.".lllh or Pcllllsyii"Jilin.

11.01·11

BOROUGH OF HANOVER YORK COUNTY, PENNSYLVANIA

ORDINANCE NO. 2277

AN ORDINANCE OF THE BOROUGH OF HANOVER, YORK COUNTY, PENNSYLVANIA SIGNIFYING THE INTENTION OF THE BOROUGH COUNCIL TO

ORGANIZE A MUNICIPAL AUTHORITY UNDER THE PROVISIONS OF THE . PEI_'mSYLV ANIA MU]\fiCIP ALITY AUTHQRITIES ACT, AS ;\MENDED, ro BE KNOWN AS THE "BOROUGH OF HANOVER STORMW ATER AUTHORITY";

SETTING FORTH THE FORM OF THE ARTICLES OF INCORPORATION; APPOINTING THE FIRST MEMBERS OF THE BOARD OF THE AUTHORITY AND

FIXING THEIR TERM OF OFFICE; DESIGNATING THE PURPOSES FOR SAID ARTICLES OF INCORPORATING; AUTHORIZING THE TAKING OF ALL SUCH

ACTION AS MAY BE NECESSARY OR APPROPRIATE TO ORGANIZE SAID AUTHORITY, INCLUDING THE PUBLICATION OF REQUIRED PUBLIC NOTICE;

AND CONTAINING CLAUSES FOR SEVERABILITY, REPEAL, CODIFICATION, AND EFFECTIVE DATE.

WHEREAS, a comprehensive program of stom1water management is fundamental to the public health, safety, welfare and the protection of the residents of the Borough of Hanover (the Borough"), their property, resources and the environment in order to control items such as flooding, erosion, and pollution; and

WHEREAS, Federal and State regulations require the Borough to implement and properly maintain a program of stormwater controls. The Borough is required to obtain a permit for stormwater discharges from their municipal separate storm sewer system (MS4) under the National Pollutant Discharge Elimination System (NPDES) permit; and

WHEREAS, in an urban environment such as the Borough, each property uses or is in some fashion connected with, serviced by, or· benefitted by the pubiic Storm water Management System; and

WHEREAS, the Borough is empowered to establish, organize, and incorporate an authority pursuant to §5603 ofthe.Pennsylvania Municipality Authorities Act, ·53 Pa. C.S.A. §5601 et seq.~ as amended; and

WHEREAS, in preparation for the enactment of this Ordinance, a public hearing was held on October 24, 2018 by the Borough Council of the Borough of Hanover pursuant to notice duly advertised as required by the Municipality Authorities Act.

NOW THEREFORE, BE IT ORDAINED AND ENACTED, by the Borough Council of the Borough of Hanover and it is hereby ORDAINED and ENACTED by the authority of the same, as follows:

SECTION 1. INTENT. It is the intent of the Borough Council of the Borough of Hanover to organize an authority under provisions of the Municipality Authorities Act.

SECTION 2. NAME OF AUTHORITY. The name of the Authority shall be the "Bor~mgh of Hanover Stonp.water Authority."

SECTION 3. ARTICLES OF INCORPORATION. The proposed Articles of Incorporation of said Borough of Hanover Storm water Authority are attached hereto as Exhibit "A".

SECTION 4. MEMBERS. The first members of the Board of the Borough ofHanover Stormwater Authority, named in the proposed Articles of!ncorporation (Exhibit "A"), are specifically appointed members of said Board for the terms set after their respective names as set forth in the proposed Articles of Incorporation (Exhibit "A"), commencing on the date of appointment and computed from the first Monday in January, 2019.

SECTION 5. AUTHORITY TO EFFECT THE INCORPORATION OF THE AUTHORITY. The President of the Borough Council is hereby authorized and directed to execute the Aliicles of Incorporation of the Borough of Hanover Storm water Authority in substantially the form set forth in this Ordinance, and the Borough Secretary of the Borough is hereby authorized and directed to execute and deliver such other documents, agreements, certificates, and instruments and to do all acts necessary or appropriate to effect the incorporation of the Borough of Hanover Stormwater Authority, including, but not limited to, to cause notice of the substance of this Ordinance, including the substance of the foregoing Articles of Incorporation, and the filing of said Articles of Incorporation, to be published as required by the Municipality Authorities Act.

The President of the Borough and the Borough Secretary of the Borough are authorized and directed to file such Articles of Incorporation and necessary proofs of publication with the Secretary of the Commonwealth of Pennsylvania and to do all other things necessary to effect the incorporation of the Borough of Hanover Stonnwa:ter Authority, including payments of the required filing fees.

SECTION 6. PURPOSES AND PROJECTS AUTHORIZED. The Borough of Hanover St01mwater Authmity shall have all of the purposes, powers, and rights as provided by Act 68 of2013 (53 Pa.C.S.A. Section 5607 (a) 18], and Act 123 of2014 (53 Pa.C.S.A. Section 5607 (d) 34), and including, but not limited to, financing working capital; acquiring, holding, constructing, financing, improving, maintaining and operating, owning or leasing, either in the capacity oflessor or lessee, providing fmancing for insurance reserves for the follwing:

stormwater planning, management and implementation and establishing reasonable and uniform rates based in whole or in part on property characteristics for the inhabitants of the Borough, as set forth in the Articles of Incorporation.

SECTION 7. SEVERABILITY. In the event any provision, section, sentence, clause or part of this Ordinance shall be held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect or impair any remaining provision, section, sentence, clause or part of this chapter, it being the intent of this Borough that such remainder shall be and shall rerqain in full force and effect.

SECTION 8. REPEALER. All ordinanqes or parts of ordinances inconsistent with this Ordinance shall be and the same expressly are repealed.

SECTION 9. CODIFICATION. This Ordinance shall be codified in the Codified Ordinances ofthe Borough of Hanover.

SECTION 10. EFFECTIVE DATE. This Ordinance shall take effect upon its advertisement and enactment as required by law.

DULY ENACTED, this 24th day of October, 2018, BY THE COUNCIL OF THE BOROUGH OF HANOVER, YORK COUNTY, PENNSYLVANIA, IN LAWFUL SESSION DULY ASSEMBLED.

ATTEST: BOROUGH OF HANOVER

--=:? <= --- _/ ---William W. Reichart, II Cow1cil President

Mayor

·. ' '

'

EXHIBIT "A"

ARTICLES OF INCORPORATION OF THE BOROUGH OF HANOVER STORMWATER AUTHORITY

To the Secretary of the Commonwealth of Pennsylvania, HaiTisburg, Pennsylvania

In compliance wit4 the requirements oft!le Municipality Authqri~ies Act, Act ofMay 2, 1945, P.L. 382, 53 Pa. C.S.A. §560I et seq., as a~ended, and pursuant to the desire of the duly elected officials of the Borough ofHanover, York County, Pennsylvania, signified by duly enacting Ordinance No. 2277 of the Borough of Hanover authorizing the organization of a Municipal Authority and the obtaining of a Certificate of Incorporation to be issued to said Authority, the Borough of Hanover does hereby certify:

a. The name of the Authority shall be "Borough ofHanover Stormwater Authority", and the registered office of the Authority is 44 Frederick Street, Hanover, Pennsylvania 173 31;

b. The Authority is formed under the provisions of the Pennsylvania Municipality Authorities Act, 53 Pa. C.S.A. §5601 et seq., as amended, Act of May 2, 1945, P.L. 382, and its various amendments;

c. No other Authority has been organized under the Municipal Authorities Act of I945 or under the former the Act of June 28, 1935 (P.L. 463, No. 19I) and is in existence in the Borough of Hanover;

d. The names, titles and addresses of the members of the Borough Council ofthe Borough of Hanover, the incorporating Municipality, are as follows:

William W. Reichart, II Barbara A. Rupp Brian J. Shea Heath Chesney R. Daniel Noble Jeanine Pranses Ray Hoover Brian O'Neil James E. Baumgardner Christopher Lockard

Adda·ess Office

990 McCosh Street, Hanover, P A 17331 President 270 Frederick Street, Hanover, P A 17331 Vice-President 330 E. Hanover Street, Hanover, P A I 7331 Council Member 3 21 · Spring Street, Hanover, P A 173 31 Council Member 509 Parkview Lane, Hanover, PA 17331 Council Member 27 Monroe Street, Hanover, P A 1733 I Council Member 10 Stock Street, Hanover, PA I 7331 Council Member 19 Carlisle Street, Hanover, P A 17331 Council Member 540 W. Middle Street, Hanover, PA 17331 Council Member 308 Centennial A venue, Hanover, P A 17331 Council Member

e. · The names, addresses and te1ms of office of the members of the Board of the proposed Authority are as follows:

David Benfield R. Daniel Noble Jeanine Pranses William W. Reichart, II Michael R. Bowersox·

Address

50 Orchard Drive, Hanover, PA 17331 509 Parkway Lane, Hanover, P A 17331 27 Monroe Street, Hanover, P A 17331 990 McCosh Street, Hanover, PA 17331 537 W. Middle Street, Hanover, PA ·17331

Term of Office

One (1) year Two (2) years Three (3) years Four (4) years Five (5) years

f. The purpose of this Authority is to provide the financing, operation, and maintenance of a comprehensive St01mwater Management System, including underground pipes, conduits, inlets, outfalls, culverts, catch basins, dams, flood control structures, gutters, ditches, channels, detention ponds, best management practices, public streets, curbs, conveyances, appurtenances, and drains and to establish reasonable and uniform rates based in whole or in part on property characteristics for the inhabitants ofthe Borough of Hanover. For such purposes, the Authority shall have and exercise all powers granted by law pursuant to the Municipalities Authorities Act; and

g. The Designated Service Area for the Authority is the Borough of Hanover, York County, Pennsylvania.

WITNESSETH, the signature ofthe President of Council ofthe Borough of Hanover and the Secretary of the Borough Council.

ATTEST:

(SEAL)

BOROUGH OF HANOVER

William W. Reichart, II Council President

SHULTIS LAW, LLC 1147 EICHELBERGER ST #F

HANOVER, PA 17331 ATTN:

Acct:137293

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MEDIA.!}~PA j"_,.•: .... ; :: !" .i:. ·.: ('.· . . :.·. ·. ··~ ·:: . ':. : :·:

PROOF OF PUBLICATION State of Pennsylvania .

0001740939

The Evening Sun, is the name of the newspaper(s) of general circulation published continuously for more than six months as its principal place of business, 3 7 Broadway Hanover P A 17331

The printed copy if the advertisement hereto attached is a true copy, exactly as printed and published, of an advettisement printed in the regular issues of the Said The Evening Sun published on the following dates, viz:

09/20/18

COMMONWEALTH OF PENNSYLVANIA COUNTY OF YORK Before me, a Notary Public, personally came Linda Gracey who being duly sworn deposes and says that she is the Legal Advertising Clerk of The Evening Sun and her personal knowledge ofthe publication of the advertisement mentioned in the foregoing statement as to the time, place and character of publications are true, and that the affiant is not interested in the subject matter of the above-mentiont:d adve1tisement.

Sworn and subscribed to before me, on this 20 day of September, 2018

COMMONWEALTH Of PffiNSYLVANIA

NOTARIAL SEAL l Advettisement Cost $45.98 AMYL MILLER 1 Notary Public Affidavit Fee $5.00 WEST MANCHESTER TWP. YORK COUNTY ~

My Commission E>:plrc~ Apr 7. 2!!19 :

.......... -r.:l'l::'E"'C ~-:;:.r,"o;..,.-.e..-~-· • Total Fee $50.98

Jroof of Jubttcatton of Legal Advertisement in

!Jork JLegatl\ecorb

YORK LEGAL RECORD is the name of a legal newspaper as designated by the Act of Assembly approved April 24, 1931, P .L. 67, established on March 4, 1880, and issued continuously during a period of at least 6 months prior to the date hereof, owned and published by the York County Bar Association, a

· corporation, having its place of business at 13 7 East Market Street, in the City of Y ark, Pennsylvania.

The printed copy of the advertisement hereto attached is a true copy, exactly as printed and published, of an advertisement printed in the regular issue of said York Legal Record published on the date following:

September 20, 2018

Cheryl R. Kauffman ~- Jf. ~ Agent of the York County Bar Ass ation designate d authonzed to venfy Proofs of Publication of advertisements and notices published in the York Legal Record.

Before me, Jennifer E. R. Mischke, duly commissioned and residing in said County, personally came Cheryl R. Kauffinan who being by me duly sworn, deposes and says that she is a designated and duly authorized agent of the York County Bar Association to verify proofs of publication of advertisements and notices published in York Legal Record, for and on behalf of said Association, and has personal knowledge of the publication of the advertisement or notice mentioned in the foregoing statement on the day or days above stated and that the allegations in said statement relative to the York Legal Record are true according to the best of her knowledge, infonnation and belief, and that she is not interested, directly or indirectly, in the subject matter mentioned in said advertisement or notice.

Commonwealth of Pennsylvania County of York Sworn and subscribed before me ~ R rVl \" L _ this 20th day of September 2018 }rp· E. .ll[iJ.~

COMMONWEALTH OF PENNSYLVANIA . NOTARII,L SEAL :

Jennifer E.R. Mischl<e, Notary Public I City of York, Yorl< Couoty

My Commission Expires Sept. 14, ~OHI · MEMBER, PENNSYLVANIA ASSOCir.T:ON Or t:•Jfid~:f

Notice is hereby given that the H;mover : Borough Council shall hold a public heotring at its regul01rly scheduled meeting on October 2-'l, 2018 beginning at 7:00p.m. prevailing time : at the Hanover Borough Municipal Building, -'1-'l Frederick Street. H:mover, Peml$y)vanin ; 17331 to consider lhe formation of an authoritv f pursuant to the Municipality Authorities Act, 53 i l'a. C.S. Sections 560 I ct seq .. for the purpose · of stormwotcr plnnning. management. ;md imJ>lementation and to adopt an Ordinance · signifying the intent of the Borongh of Hnnov.:r ro so organize u munic ipal authority for the · pur[Josc of ~tonnwater planning, management, and impl<mJcnt<Jtion.

09.::!0-lt Solicitor :

BYLAWSOFTHEBOROUGHOFHANOVER STORMW ATER AUTHORITY

ARTICLE I- NAME

Section 1.1 The name of this organization shall be the Borough of Hanover Stormwater Authority (hereinafter referred to as the "Authority").

ARTICLE II- AUTHORIZATION

Section 2.1 The authorization for the establishment and operation of the Borough of Hanover Storm water Authority is set forth under the provisions of the Municipal Authorities Act, 53 Pa. C.S. §5601 et seq., act of May 2, 1945, P.L. 382, as amended. Powers and duties are delegated to the Authority by the Borough Council of the Borough of Hanover, (the "Council") by Ordinance No. 2277, in accordance with the above-mentioned law and the Ce1iificate of Incorporation recorded with the Secretary of the Commonwealth on November 5, 2018.

ARTICLE III- REGISTERED OFFICE

Section 3.1 The registered office of the Authority shall be at 44 Frederick Street, Hanover, Pennsylvania 17331. The Authority may also have offices at such other places as·the Board of Directors may from time to time designate or the business of the Authority may require.

ARTICLE IV- MEMBERSHIP

Section 4.1 Membership ofthe Board ofDirectors shall consist of five (5) persons appointed by the Council. In the first instance, one (I) Director ofthe Authority shall be appointed for one (1) year, one (1) Director for two (2) years, one (1) Director for three (3) years, one (1) Director for four (4) years and one (1) Director for five (5) years. Vacancies shall be filled as required by law. An appointment to fill a vacancy shall be only for the unexpired pmiion ofthe term. All Directors ofthe Authority shall reside within the Borough of Hanover. Each Director shall be entitled to one vote. Directors shall hold office until a successor has been appointed or until his/her earlier death, resignation or removal.

Section 4.2 Directors shall not receive compensation for the· services, but shall be · entitled to necessary expenses, including travel expenses, incurred in the discharge of their duties upon approval of the majority of a quorum of the Board of Directors present at a public meeting.

ARTICLE V- MEETINGS

Section 5.1 Regular Meetings. Regular meetings of the Authority shall be held monthly or at the call of the Chairman or any other such times as the Authority may dete1mine. Meetings of the members Board of Directors of the Authority may be held in the Council

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Chambers of the Borough of Hanover Municipal Building, 44 Frederick Street, Hanover, Pennsylvania, 17331 or at such place within this Commonwealth, or elsewhere, as a majority of the quorum of the Board of Directors present at a public meeting members may from time to time designate or as may be designated in the notice calling the meeting.

Section 5.2 Special Meetings. The Chairman or a majority of the Board ofDirectors may call a special meeting at any time with seven (7) calendar days' notice. Business other than the specified stated purpose of the called meeting shall not occur at said special meeting.

Section 5.3 Quorum. A quorum shall consist of three (3) members of the Board of Directors and a majority of those present shall be sufficient to decide all matters which come before the Authority.

Section 5.4 Attendance. Unless excused by the Board of Directors, a member of the Board who fails to attend three (3) consecutive meetings of the Board may be removed by the Board of Directors up to sixty (60) days after the date of the third meeting of the Board that the member failed to attend.

Section 5.5 Telephonic Meeting. Telephonic conferencing to allow a Board member to pat1icipate in meetings of the Board including voting is permitted if.approved by a majority vote of a quorum of the Board of Directors at a public meeting. In such instances all Directors must be able to hear the comments of those Directors not physically present.

Section 5.6 Sunshine Act. All meetings or portions of meetings at which official action is taken shall be open to the general public. However, the Directors may meet in closed session for purposes permitted by law.

Section 5.7 Procedures at Meetings. Unless otherwise specified, Robeti's Rules of Order shall govern the proceedings at the meeting of this Authority.

Section 5.8 Committees. The Chairman, with the concurrence of the Authority shall appoint various standing and temporary committees to further the purposes of the Authority. Such committees may include staff members of the Borough of Hanover, residents and business owners in the Borough of Hanover, and other individuals whose background and knowledge may be of benefit to the Authority in accomplishing its purpose,·duties, and responsibilities. The purpose of committees shall be to make detailed investigations, studies, and recommendations to the Authority. The Chairman or Vice-Chairman shall be an ex-officio member of all committees.

ARTICLE VI- POWERS OF THE BOARD

Section 6.1 The business and affairs of the Authority shall be managed under the direction of the Board of Directors, which may exercise all such powers of the Authority and do

2

all such lawful acts and things as are directed or required to be exercised and done by statute, the Articles of Incorporation or these Bylaws.

Section 6.2 The Directors of the Authority may appoint an Executive Director, technical experts, consultants, legal staff and counsel, and such other agents and employees, permanent or temporary, as may be required. The Directors may determine the qualifications and fix the compensation of such persons.

Section 6.3 The Authority shall be empowered with ~he authority to draw upon the resources and knowledge of all Borough of Hanover departments, boards, and authorities as deemed necessary for the fulfillment of its purpose, duties, and responsibilities. Borough staff, upon request, shall furnish to the Authority all such information that the Authority may reasonably require, to the extent that said information is available and within a reasonable period of time.

ARTICLE VII- LIABILITY OF DIRECTORS

Section 7.1 A Director of the Authority shall stand in a fiduciary relation to the Authority and shall perform their duties as a Director, in a manner reasonably believed to be in the best interests of the Authority, and in such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence would use under similar circumstances.

Section 7.2 Absent any breach of fiduciary duty, lack of good faith or self-dealing, actions taken as a Director, or any failure to tak~ action, shall be presumed to be in the best interest of the Authority.

Section 7.3 A Director (or Directors) shall not be personally liable, as such, for monetary damages for any action taken, or any failure to take any action, unless (a) a breach or failure to perform the duties of office occurs; and (b) the breach or failure to perfmm constitutes self-dealing, willful misconduct, or recklessness.

ARTICLE VIII- OFFICERS AND EMPLOYEES

Section 8.1 The Authori~y shall have a Chairperson, Vice Chairperson, Secretary, Treasurer and other such officers and assistant officers as the Board of Directors may authorize from time to time. Each officer shall hold office at the pleasure of the Board of Directors and until his/her successor has been selected and qualified or until his/her death, resignation or removal. Any officer may resign at any time upon written notice to the Authority. The resignation shall be effective upon receipt thereof by the Authority or at such subsequent time as may be specified in the notice of resignation.

Section 8.2 Except as otherwise provided in the Articles of Incorporation, an officer shall perform his/her duties as an officer in good faith, in a manner reasonably believed to be in

3

the best interest of the Authority and with such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence would use under similar circumstances.

Section 8.3 Any officer (Chairperson, Vice-Chairperson, Secretary, Treasurer) or agent ofthe Authority may be removed by a majority vote of a quorum ofthe Board of Directors at a public meeting with or without cause. If the office of any officer becomes vacant for any reason, the vacancy may be filled by the Board of Directors.

ARTICLE IX- THE CHAIRPERSON

Section 9.1 The Chairperson shall preside at all meetings and hearings of the Authority and shall have the duties conferred upon such office by Robert's Rules of Order and the procedures of meetings heretofore adopted.

ARTICLE X- VICE CHAIRPERSON

Section 10.1 The Vice Chairperson shall, in the absence or incapacity ofthe Chairperson, have the authority to exercise all powers and perform all duties of the Chairperson.

ARTICLE XI- SECRETARY

Section 11.1 The Secretary or his/her designee shall keep the minutes and. records of the Authority and with the assistance of such staff as is available, shall prepare the agenda of regular and special meetings under the direction or the Chairperson, provide notice of all meetings to the Authority Directors, anange proper and legal notice of public hearings, att~nd the correspondence of the Authority and such other duties as are normally canied out by a Secretary.

ARTICLE XII- TREASURER

Section 12.1 The Treasurer or his/her designee shall disbmse the funds of the Authority as may . .be ordered by the Board of Directors and shall maintain and keep records of all receipts and disbursements which records shall be furnished to each Director of the Authority and others as directed by the Board of Directors of the Authority.

ARTICLE XIII- DUTIES OF OFFICERS

Section 13.1 Contracts shall be signed by the Chairperson and the Secretary, or in his/her absence or incapacity, the Vice Chairperson and the Secretary. Checks drawn by the Authority shall be signed by the Chairperson and Treasurer, or in his/her absence or incapacity, the Vice Chairperson and Treasurer. In the absence ofthe Treasurer, checks may be signed by the Chairperson and the Vice Chairperson.

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Section 13.2 The Chairperson or Vice Chairperson is authorized to administer oaths, conduct public hearings, take affidavits and issue subpoenas.

Section 13.3 The Secretary shall file a copy ofthe Bylaws and all amendments to the Bylaws with the appropriate governmental bodies as required by law.

ARTICLE XIV- ELECTION OF OFFICERS

S~ction 14.1 An annual reorganization meeting shall be _held at the regular January monthly meeting unless the meeting date is changed by previous resolution. The election of officers shall occur at the annual reorganization meeting.

Section 14.2 A candidate receiving a majority vote of the quorum ofthe Board of . Directors at a public meeting of the Authority shall be declared elected and shall hold such office

for one (1) year or thereafter until his or her successor shall take office. In the case of the Chairperson and Vice Chairperson, no Director shall hold office for more than four ( 4) consecutive one (1) year terms. No Director shall hold the office of Treasurer and/or Secretary for more than four (4) consecutive one (1) year terms.

Section 14.3 Vacancies in office shall be filled immediately by regular election procedure.

ARTICLE XV- POLICY REVIEWS

Section 15.1 The Directors shall, at least once in each calendar year, conduct a review of the Authority's policies concerning the investment and management of Authority funds.

Section 15.2 The Directors shall, at least every three (3) years, conduct a review of the Authority's personnel policies.

ARTICLE XVI- ORDER OF BUSINESS

Section 16.1 The order ofbusiness at regular meetings shall conform to Robert's Rules of Order and/or the procedures heretofore adopted.

ARTICLE XVII- INTEREST OF MEMBERS OR EMPLOYEES

Section 17.1 No Director or employee of the Authority shall acquire any interest, direct or indirect, in any development project or in any property included or planned to be included in any development area under the jurisdiction of the Authority, or in any area which he/she may have reason to believe may be certified to be in a development area, nor shall he/she have any interest, direct or indirect, in any contract or proposed contract for materials or services to be furnished or used by the Authority, or in any contract with a developer or prospective developer

5

relating, directly or indirectly, to any development project under the jurisdiction of the Authority. If any Director or employee shall already own or control any interest, direct or indirect, in any prope1ty later included or planned to be included in any development project under the jurisdiction of the Authority, or has any such interest in any contract for materials or services to be furnished or used in connection with any development project under the jurisdiction of the Authority, he/she shall disclose such interest in writing to the Authority and to the Department of Community Affairs and the local governing body, and such disclosure shall be entered in writing upon the minute books of the Authority. Failure to make such disclosure shall constitute misconduct in office.

ARTICLE XVIII- INDEMNIFICATION OF MEMBERS, OFFICERS AND OTHER AUTHORIZED REPRESENTATIVES

Section 18.1 The Authority shall indemnify and hold harmless, to the full extent not prohibited by law, each person who was or is made a party or is threatened to be made a patty to or is otherwise involved in (as a witness or otherwise) any threatened, pending or completed action, suit or proceeding, whether criminal, administrative or investigative and whether or not by or in the right ofthe Authority or otherwise (hereinafter "proceeding"), by reason of the fact that he or she, or a person of whom he or she is the heir, executor or administrator, is or was a Director or officer of the Authority, or where the basis of the proceeding is any alleged action or failure to take any action by the person while acting in an official capacity as a Director or officer of the Authority, or in any capacity on behalf of the Authority while that person is or was serving as a Director or officer of the Authority, against all expenses, liabilities and losses, including but not limited to attorneys' fees, judgments, fines, ERISA excise taxes or penalties and amounts paid or to be paid in settlement (whether with or without court approval), actually and reasonably incurred or paid by that person in connection with the proceeding.

Section 18.2 The right of indemnification provided for in Section 18.1 of this Article shall only apply to the extent that the claims asse1ted in the threatened, pending or completed action, suit or proceeding are not covered by the Authority's insurance policies .

. Section 18.3 The right to indemnification confened in this section shall be a contract right and shall include the right to be paid by the Authority for the expenses incurred in defending any such pro.ceeding (or palt of it) or in enforcing his or her rights under this section in advance of the final disposition of the proceeding. Such payment shall be made promptly after receipt by the Authority of a request for payment stating in reasonable detail the expenses incun·ed. However, to the extent required by law, the payment of such expenses incuned by a Director or officer of the Authority in advance of the final disposition of a proceeding shall be made only upon receipt of an undettaking, by or on behalf of that person, to repay all amounts so advanced and to the extent it shall ultimately be determined by a comt that he or she is not entitled to be indemnified by the Authority under this section or otherwise.

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Section 18.4 The right to indemnification and advancement of expenses provided herein shall continue for a person who has ceased to be a Director or officer of the Authority or to serve in any of the other capacities described herein, and shall insure to the benefit of the heirs, executors and administrators of such person.

Section 18.5 The right to indemnification and the payment of expenses incurred in defending a proceeding in advance of a final disposition and the right to payment of expenses conferred herein shall both be deemed exclusive of any other rights to which those persons s~eking indemnification or advancement of expenses hereunde~ may be entitled under any bylaw, agreement, vote of Directors or otherwise, both as to actions in his or her official capacity and as to actions in any other capacity while holding that office. The Authority shall have the express authority to enter into such agreements or anangements as the Directors deem appropriate for the indemnification of any advancement of expenses to present or future Directors and officers as well as employees, representatives or agents of the Authority in connection with their status or with services to or on behalf of the Authority.

ARTICLE XIX- RECORDS

Section 19.1 There shall be kept at the registered office of the Authority an original or duplicate record ofthe proceedings ofthe Directors, and the original or a copy of its Bylaws, including all amendments or alterations thereto to date, certified by the Secretary of the Authority.

ARTICLE XX- ANNUAL FINANCIAL AU.DIT

Section 20.1 The Chairperson or his/her designee shall present at each annual meeting a full and complete financial statement of the business and affairs of the Authority for the preceding year. Such statement shall be prepared and presented in whatever manner the Directors shall deem advisable and shall be verified by a certified public accountant following generally accepted accounting principles.

ARTICLE XXI - AMENDMENTS

Section 21.1 These Bylaws may be amended by a majority vote of the quorum of the Board of Directors present at a public meeting of the Authority. When ariy amendment of these Bylaws is proposed, all Directors of the Authority shall be provided a copy of the proposed amendments no less than seven (7) days in advance of the meeting at which the proposed amendment is to be presented.

ADOPTED THIS DATE: ----------------------

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ATTESTED:

Secretary Chairperson

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MANAGEMENT AGREEMENT (STORMWATER SYSTEM)

THIS MANAGEMENT AGREEMENT ("Agreement"), dated as of the _ _ _ day of

______ , 2018 by and between the BOROUGH OF HANOVER STORMWATER

AUTHORITY, a municipal authority of the Commonwealth of Pennsylvania (the "Authority"),

-AND- the BOROUGH OF HANOVER, York County, Pennsylvania, a Pennsylvania.

Borough (the "Borough").

WITNESSETH:

WHEREAS, the Borough owns stonnwater drainage systems, which together with all

appurtenant facilities and properties which the Borough has acquired or hereafter may acquire in

connection therewith, including all property, real, personal and mixed, rights, powers, licenses,

easements, rights of way, privileges and any and all other prope11y or interests in prope11y of

whatsoever nature, used or useful in connection with such facilities, and together with all

additions, extensions, alterations and improvements thereto which may be made or may be

acquired, from time to time, by the Borough, herein referred to as the "Stormwater System"; and

WHEREAS, the Authority has the responsibility of managing and operating the

Stonnwater System including establishing user rates, creating and issuing invoices and bills,

collecting payment, and maintaining related records; and

WHEREAS, the Borough and the Authority desire to memorialize and otherwise set

forth terms, conditions and provisions which shall govern the administration, management,

maintenance, and operation of the Stonnwater System and the performance of other functions

with respect to the Stormwater System; and

1

WHEREAS, the Borough shall remain the permittee with respect to any permits related

to the Stormwater System including, but not limited to, the National Pollution Discharge

Elimination System Municipal Separate Storm Sewer System Permit ("MS4").

NOW, THEREFORE, the Authority and the Borough, each intending to be legally

bound, covenant and agree as follows:

1. The Authority has the responsibility for the Stonnwater System, including the

day-to-day responsibility of managing and operating the Storm water System, establishing user

rates, creating and issuing invoices and bills, collecting payment, and maintaining records related

to these functions.

2. The Borough, on behalf of the Authority, agrees to perform the day-to-day

managing and operating of the Stormwater System, creating and issuing invoices and bills,

collecting payment, and maintaining records related to these functions, subject to reimbursement

by the Authority as set forth in this Agreement. In addition to the day-to-day responsibility of

managing and operating the Stormwater system, the Borough shall be responsible for:

a. The receipt and collection of receipts, revenues and money due and

payable to the Authority from time-to-time, in connection with the Stormwater System, and the

keeping of proper and appropriate records in connection therewith; and

b. The calculating, preparing and rendering of all bills or statements for

services .rendered in connection with the Stormwater.System, such bills or ~tatements shall be in .

accordance with Pennsylvania Law(s), laws of the Borough, and the appropriate resolution(s) of

the Authority; and

c. The keeping of proper accounts and records relating to the performance of

its functions with respect to the Stormwater System identified herein; and

2

d. The deposit of all receipts, revenues, and money collected by the Borough,

in any manner or from any source, from or in connection with the use and operation of the

Stormwater System, which receipts, revenues, and money shall be deposited into an account

owned by the Authority.

3. The Borough shall properly allocate its costs and expenditures related to its

functions performed pursuant to this Agreement including, but not limited to, wages and

benefits, leases, insurances, audit expenses, communications, information technology, supplies,

legal costs, dues, memberships, and other applicable expenses. Payment for such costs and

expenditures shall be paid by the Authority from user rates collected by the Authority.

4. The Borough shall submit to the Authority monthly invoices for expenses

incuned related to the Stonnwater System along with supporting documentation as required by

the Authority. The Borough shall invoice the Authority for all time Borough employees perform

services under and pursuant to this Agreement at a rate equal to the fully loaded labor rate, as

indicated on the attached Schedule A, ("Labor Rate"), paid by the Borough to said employees.

Schedule A may be amended as necessary to accurately reflect the current Labor Rate of

Borough employees perfmming services pursuant to this Agreement. The Authority shall issue

payment for such invoices within thirty (30) days of receipt.

5. Costs incurred in association with the calculation of a stormwater user rate and

formation of the Storm water Authority shall be reimbursed from stormw~ter user rates in the fi~·st

fiscal year following enactment of such rate.

6. The parties shall perform their respective obligations and duties under this

Agreement in a competent and business-like manner and shall exercise due care, diligence, and

control in connection with costs, fees, and expenses related to such performance so that the

3

customers served by the Stormwater System will receive the benefits accruing from proper and

efficient administration, operation, and maintenance of the Storm water System.

7. The Borough and the Authority shall cooperate fully in any reasonable request for

records made by one to the other related to the operation of the Storm water System.

8. The Borough shall provide to the Authority an annual budget for expenses related

to the Storm water System no later than October 151 of each year ("Annual Budget"). The Annual

Budget shall include information regarding reasonable estimated costs for administration,

maintenance, operation of the Storm water System necessary for the Authority to establish rates

sufficient to fully fund all anticipated expenses related to the Stormwater System. The Annual

Budget documents shall include line items for each function related to the Stormwater System.

The Annual Budget shall be mutually agreed upon by the Authority ~nd Borough. In the event

the parties fail to agree upon the Annual Budget, the prior year's Annual Budget and related rates

shall apply until such time as the parties mutually ~gree upon a new Annual Budget.

9. The Authority shall reimburse the Borough for all expenses related to the

Stormwater System incuiTed by the Borough pursuant to this Agreement and included in the

Annual Budget. In order to maintain operations within budget constraints, the Borough shall not

incur, nor will the Authority reimburse, expenses in excess of line items within the Annual

Budget" except as expressly authorized by the Authority.

10. The Borough and Authority shall, as necessary, meet and confer regarding the

terms of this Agreement including, but not limited to, the duration of this Agreement, the rates

charged or fees assessed hereunder, and any other issue related to the Stormwater System.

11 . This Agreement shall be for an initial term beginning upon its effective date as

provided herein and ending no later than five (5) years from the effective date of said agreement.

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This Agreement shall automatically renew on an annual basis starting on the termination date

without any affirmative action by the Borough and the Authority, unless either the Borough or

the Authority, on or before September 30 of the year of termination, shall serve written notice

upon the other of the intent and desire to terminate this Agreement as of the next succeeding

December 31, in which event this Agreement shall terminate as of such succeeding December

31.

12. Upon termination of this Agreement, the Borough and the Authority, promptly,

but in no event more than ninety (90) days after the annual audited financials are completed by

the Authority, shall make final settlement with respect to this Agreement and each shall do

whatever properly and reasonably shall be necessary to effectuate and insure an orderly

transition in the change of the method of administration, operation, and maintenance of the

Stormwater System.

13. If any provision hereof shall be held to be invalid, such invalidity shall not affect

any other provision hereof, and the remaining provisions hereof shall be construed and shall be

enforced as if such invalid provision had not been contained herein.

14. The Borough and the Authority, from time to time, by mutual agreement, in

writing, may an1end and/or supplement this Agreement, so that this Agreement fully and

completely canies out the intent and pmposes of the Borough and the Authority with respect to

the Stormwater System.

15. This Agreement may be executed in multiple counterparts, each of which shall be

regarded for all purposes as an original. Such counterpruis shall constitute but one and the same

instrument.

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16. This Agreement shall be governed by and construed in accordance with the laws

of the Commonwealth of Pennsylvania. Any action related to any dispute arising out of this

Agreement shall be brought in the Comt of Common Pleas of York County.

IN WITNESS WHEREOF, the Borough of Hanover, York County, Pennsylvania, has

caused this Agreement to be executed in its name and on its behalf, by its President, and its

official seal to be affixed hereunto and attested by its Secretary, and the Borough of Hanover

Stmmwater Authority has caused this Agreement to be executed in its name and on its behalf, by

its Chairperson, and its official seal to be affixed hereunto and attested by its Secretary, all as of

the day and year first above written.

ATTEST:

Secretary

ATTEST:

Secretary

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BOROUGH OF HANOVER

BOROUGH OF HANOVER STORMWATER AUTHORITY