Muskegon County Airport Airport Advisory Committee

Tuesday, November 6, 2018 12:00 Noon Airport Terminal Lake Michigan Room

Agenda

1. Call to Order

2. Approval of Minutes – Approval of October meeting minutes

3. Informational Items

a. Airport Manager’s Report – November 2018

4. Action Items

a. Approve Contract Amendment with C&S Companies for DBE/ACDBE Consulting

b. Approve Award of Contract for Purchase of Sidewalk Snow Removal Equipment

5. Old Business

6. New Business

7. Adjournment

Airport Advisory Committee Members Robert Gustafson (Public) – Term Exp. 12/31/19 Terry Boer (Business Park) – Term Exp. 12/31/18 Brandon Popps (Private) – Term Exp. 12/31/18 Anthony Chandler (Norton Shores) – Term Exp. 12/31/19 Robert Scolnik (Commissioner) – Term Exp. 12/31/18 Rich Houtteman (Private) – Term Exp. 12/31/19 Rillastine Wilkins (Commissioner) – Term by Virtue of Office Kenneth Mahoney (Commissioner) – Term Exp. 12/31/18 Cindy Larsen (Chamber) – Term Exp. 12/31/17 David Kendall (Public) – Term Exp. 12/31/19 Vacant (Business Park)

Muskegon County Airport  99 Sinclair Drive  Muskegon, MI 49441  231-798-4596

Muskegon County Airport Airport Advisory Committee

Lake Michigan Room October 2, 2018 Muskegon County Airport

CALL TO ORDER

The Airport Advisory Committee meeting was called to order at 12:00 pm

Present: Terry Boer, Anthony Chandler, Robert Gustafson, Dave Kendall, Ken Mahoney, Brandon Popps, Bob Scolnik, Rillastine Wilkins

Excused: Rich Houtteman, Cindy Larsen,

Staff: Bob Lukens, Rita Bierman

Guests: James Perri, SkyWest Airlines

APPROVAL OF MINUTES

A motion was made by Wilkins, supported by Popps, to approve the Minutes of July 10, 2018, as written. Motion Carried

INFORMATIONAL ITEMS

The Airport Manager’s Report was included in the packets distributed to the Committee prior to the meeting. The various activities and projects were discussed.

ACTION ITEMS Approve Airport to Submit Project Request for FAA Supplemental Grant Funding A motion was made by Mahoney, supported by Chandler, to recommend approval to submit a project request for FAA Supplemental Grant Funding. Motion Carried Approve Mead & Hunt Air Service Consulting Contract Year 3 Scope of Services A motion was made by Chandler, supported by Popps, to recommend approval of the Mead & Hunt Air Service Consulting Contract Year 3 Scope of Services. Motion Carried

OLD BUSINESS

None

Airport Advisory Committee October 2, 2018

NEW BUSINESS

None

ADJOURNMENT There being no further business to come before the Airport Advisory Committee, the meeting adjourned at 12:24 pm.

AIRPORT MANAGER’S REPORT November 6, 2018

1. Airline/Charter Operations Report – September 2018

The airline & charter service operations reports for September are included as Attachments 1, 2 and 3. In September, SkyWest Airlines enplaned 1,450 revenue & non-revenue passengers and deplaned 1,271 revenue & non-revenue passengers for a total passenger count of 2,721 and an overall airline Load Factor of 45%.

The Laughlin and Atlantic City casino charters enplaned/deplaned 495 total passengers in September.

During calendar year 2018 the airport has handled 28,456 total airline and charter passengers (+8% over CY2017 YTD) with 14,447 enplanements and 14,009 deplanements and an YTD Load Factor of 56%. For the September 2017 to September 2018 period, the flight completion rate is 94% (759 scheduled/44 cancelled).

The Laughlin flight enplaned/deplaned 202 total passengers; there was no Atlantic City flight in October.

During calendar year 2018 the airport has handled 31,861 total airline, charter and general aviation passengers (+8% over CY2017 YTD). For the September 2017 to September 2018 period, the airline flight completion rate is 95% (761 scheduled/41 cancelled). As of October 30, the airline has not had a cancelled flight in 54 days.

SkyWest Charters GA Total Total 2018 Enp Dep Total Enp Dep Total Enp Dep Total Enp Dep Jan 882 699 1581 162 162 324 73 73 146 1117 934 Feb 929 795 1724 162 162 324 84 83 167 1175 1040 Mar 1595 1312 2907 168 168 336 46 53 99 1809 1533 Apr 1364 1567 2931 160 160 320 56 67 123 1580 1794 May 1385 1518 2903 141 139 280 99 100 199 1625 1757 Jun 1753 1893 3646 311 311 622 88 89 177 2152 2293 Jul 2372 2204 4576 161 161 322 58 57 115 2591 2422 Aug 2182 2026 4208 136 135 271 80 75 155 2398 2236 Sep 1450 1271 2721 248 247 495 96 93 189 1794 1611 Oct Nov Dec TOTAL 13912 13285 27197 1649 1645 3294 680 690 1370 16241 15620 31861

2. Air Service & Charter Programs

A. Airline Schedule – The new schedule has commenced; we are still around the 50% load factor level. It is hoped the new marketing efforts will see positive results as people start to Check MKG First when booking flights.

B. Casino Flights.

ATLANTIC CITY, NJ LAUGHLIN, NV November & December – None Scheduled December 30 – January 3 (Sold Out)

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C. Muskegon Air Service Team (MAST).

Work is continuing to organize the committee. It is anticipated the group will be comprised of members from the region’s largest business entities, regional economic development associations, and chambers of commerce.

3. Airport Budget

A. FY19 Budget. No Update.

4. Airport Capital Improvement Program / Grant Program

A. FAA Supplemental Grant Funding. The County Board approved the Airport’s proposed project list on October 25 to apply for supplement al project funding for an Airport Master Plan Update, purchase an Airport Sweeper, Design and construct a new Snow Removal Equipment facility, and design and construction of terminal upgrades and improvements. All requests are subject to final approval and receipt of funding from FAA.

B. MDOT Air Service Grant – ARFF training. The Airport submitted our annual request to MDOT Aeronautics for $2,000 in Air Service Program funding to help off-set the annual live burn training conducted by the Norton Shores Fire Department.

5. Economic Development

A. Airport Restaurant/Liquor License. Work continues towards finalizing the lease details and restaurant concept. Staff is waiting for word from the state Liquor Control Commission on the status of our liquor license request.

6. Airport Public Relations, Marketing & Advertising

A. Air Service Marketing. Staff is working to maximize use of the new fiscal year budget starting October 1 to heavily promote the new air service schedule in the October 1 through December 31 and the January 1 to March 31 periods as we head into the traditionally slower winter months. We are working with SkyWest Airlines for up to $20,000 of airline funding for use in digital media advertising.

7. Airport Administration, Operations, and Maintenance Programs

A. PFAS Testing. The testing of homes identified by the County continues.

8. Federal & State Legislative Issues

A. FAA Reauthorization Act of 2018. Congress passed the FAA Reauthorization Act of 2018 and it was signed into law by the President on October 3, 2018. The Act does address PFAS containing Airport Firefighting Foam (AFFF) and some air service items.

SEC. 332. AIRPORT RESCUE AND FIREFIGHTING.

(a) FIREFIGHTING FOAM. Not later than 3 years after the date of enactment of this Act, the Administrator, using the latest version of National Fire Protection Association 403, “Standard for Aircraft Rescue and Fire-Fighting Services at Airports”, and in coordination with the Administrator of the Environmental Protection Agency, aircraft manufacturers and airports, shall not require the use of fluorinated chemicals to meet the performance standards referenced in chapter 6 of AC No: 150/5210–6D and acceptable under 139.319(l) of title 14, Code of Federal Regulations.

SEC. 451. ESSENTIAL AIR SERVICE AUTHORIZATION.

(a) Section 41742(a)(2) of title 49, United States Code, is amended by striking “$150,000,000 for fiscal year 2011” and all that follows before “to carry out” and inserting “$155,000,000 for fiscal year 2018, $158,000,000 for fiscal year 2019, Page | 2

$161,000,000 for fiscal year 2020, $165,000,000 for fiscal year 2021, $168,000,000 for fiscal year 2022, and $172,000,000 for fiscal year 2023”.

SEC. 452. STUDY ON ESSENTIAL AIR SERVICE REFORM.

(a) STUDY.

(1) IN GENERAL. The Comptroller General of the United States shall conduct a study on the effects of section 6 of the Airport and Airway Extension Act of 2011, Part IV (Public Law 112–27), section 421 of the FAA Modernization and Reform Act of 2012 (Public Law 112–95), and other relevant Federal laws enacted after 2010, including the amendments made by those laws, on the Essential Air Service program.

(2) SCOPE. In conducting the study under paragraph (1), the Comptroller General shall analyze, at a minimum—

(A) the impact of each relevant Federal law, including the amendments made by each law, on the Essential Air Service program;

(B) what actions communities and air carriers have taken to reduce ticket prices or increase enplanements as a result of each law;

(D) whether budgetary savings resulted from each law; and

(E) options for further reform of the Essential Air Service program. (This is the section that could potentially impact MKG in the future if reforms include modifying eligibility requirements due to our proximity to Grand Rapids Airport).

(b) RE QUIRED A NALYSI S O N COMMUNITIES.—In carrying out subsection (a)(2)(E) the Comptroller General shall include, for each option for further reform, an analysis of the impact on local economies of communities with airports receiving Essential Air Service funding, access to air travel for residents of rural communities and the impact to local businesses in such communities.

(c) REPORT. Not later than 180 days after the date of enactment of this Act, the Comptroller General shall submit to the appropriate committees of Congress a report on the results of the study conducted under subsection (a).

C. Michigan Legislature. .

The State commercial air service committee held a teleconference on October 29 to discuss the following items:

1. Adjusting the MDOT Air Service Program to allow eligibility for environmentally conscious firefighting foam equipment and a general update on PFAS issues. 2. Adjusting the MDOT Air Service Program to include some additional components in the air carrier recruitment and retention area.

MDOT Aeronautics will request adjusting the State Air Service Program to allow for use of state aeronautics funds for allowing purchase of appropriate AFFF testing equipment (not currently eligible). Approximate cost range is $15- 20,000 plus $500 per truck for nozzle adapter. It is anticipated that the standard funding splits will be used. In MKG;s case, we are a Tier 4 airport therefore any such purchases would be at 90% MDOT/10% County.

MDOT Aeronautics is exploring the possibility of a buyback program to assist airports with the disposal of non- complaint airport firefighting foam (AFFF). One of the items requested is to see if there are funding opportunities from other state or federal agencies in lieu of using the existing state aviation fund.

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9. Action Items

The Airport is planning to bring the following item(s) to the Board of Commissioners in November:

 Approve Contract Amendment with C&S Companies to provide DBE/ACDBE consulting services  Approve Award of Contract for Purchase of Sidewalk Snow Removal Equipment

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Muskegon County Airport Operations Report

Calendar Year 2018

PASSENGER ACTIVITY AIRCRAFT OPERATIONS CARGO

Avail Comm Load Vs. Air Carrier/ General Vs. Vs. Seats Pass Factor Enplaned Deplaned Total CY2017 Charter Aviation Military Total CY2017 Pounds CY2017

JANUARY 5,624 1905 34% 1117 934 2051 -4% 183 1083 4 1270 24% 10262 1257% FEBRUARY 5,124 2048 40% 1175 1040 2215 -9% 173 821 16 1010 -42% 2784 231% MARCH 6,436 3243 50% 1809 1533 3342 5% 200 1745 18 1963 17% 41 -99% APRIL 6,220 3251 52% 1580 1794 3374 9% 192 1400 26 1618 -26% 111 -87% MAY 6,082 3183 52% 1625 1757 3382 -7% 206 2282 85 2573 -11% 1101 -92% JUNE 6,422 4268 66% 2152 2293 4445 29% 209 2152 178 2539 -20% -100% JULY 6,122 4898 80% 2591 2422 5013 14% 220 2869 286 3375 5% 1021 117% AUGUST 6,271 4479 71% 2398 2236 4634 19% 261 2135 163 2559 -20% 1554 183% SEPTEMBER 6,295 3216 51% 1794 1611 3405 15% 202 1952 41 2195 -22% 3359 2% OCTOBER NOVEMBER DECEMBER

YTD TOTALS 54596 30491 56% 16241 15620 31861 9% 1846 16439 817 19102 -13% 20233 -27%

H:\Bierman\MONTHLY REPORTS\Airport Statistical Reports\2018\Monthly Reports CY2018, Ops Report, 10/12/2018 Month United Charters Sep-18 2721 495 Aug-18 4208 271 Muskegon County Airport Jul-18 4576 322 Passenger Activity Jun-18 3646 311 May-18 2903 280 5000 Apr-18 2391 320 4576 4500 Mar-18 2907 336 4208 18-Feb 1724 324 4000 18-Jan 1581 324 3646 17-Dec 2216 314 3500

17-Nov 2135 226 2907 3000 17-Oct 2101 320 2903 2522 17-Sep 2522 316 2721 2500 2216 2391 2000

# of Passengers # of Passengers 2101 2135

1724 1500 1581 1000

495 500 316 320 314 324 324 336 320 311 322 226 280 271 0

Month

United

10/3/18 Charters

H:\Bierman\MONTHLY REPORTS\Airport Statistical Reports\2018\Monthly Reports CY2018, Passenger Activity Chart, 10/23/2018 AIRLINE PERFORMANCE 13-Month Period September 2017 through September 2018

UNITED SCH CAN PER September 2017 55 0 100% October 2017 58 1 98% November 2017 56 1 98% December 2017 54 4 93% January 2018 58 5 91% February 2018 54 6 89% March 2018 62 1 98% April 2018 60 1 98% May 2018 61 11 82% June 2018 60 2 97% July 2018 61 3 95% August 2018 62 4 94% September 2018 60 2 97%

Total 761 41 95%

SCH = Scheduled Flights CAN = Cancelled Flights (Weather and Other) PER = Percentage of Scheduled Flights Flown

Source: Monthly Airline Station Reports

H:\Bierman\MONTHLY REPORTS\Airport Statistical Reports\2018\Monthly Reports CY2018, Airline Performance, 10/23/2018

July 11, 2018

Jeffrey S. Tripp, AAE Muskegon County Airport 99 Sinclair Drive Muskegon, MI 49441

Re: County of Muskegon Grants Administration and Program Management Services FY-2018 Letter Agreement

File: S76.004.001

Dear Mr. Tripp:

C&S Engineers, Inc. is pleased to submit this Letter Agreement for Grants Administration and Program Management Services to assist the County of Muskegon comply with the Disadvantaged Business Enterprise (DBE) and the Airport Concession Disadvantaged Business Enterprise (ACDBE) Program. C&S will provide professional services as described below and this Agreement shall be between the County of Muskegon (COUNTY) and C&S Engineers, Inc. (CONSULTANT).

1. DESCRIPTION OF SERVICES:

The Consultant shall provide required professional grants administrative and program management services to assist the County of Muskegon in meeting the Federal requirements of 49 CFR Part 26 Disadvantaged Business Enterprise (DBE) Program and 49 CFR Part 23 Airport Concession Disadvantaged Business Enterprise (ACDBE) Program at Muskegon County Airport.

The specific items of work include the following:

49 CFR Part 26 – Disadvantaged Business Enterprise (DBE) Program

A. Prepare and submit the required annual Uniform Report of DBE Accomplishments as required by recipients of FAA Airport Improvement Program funds for FFY 2017 - 2019, including a Shortfall Analysis as needed. (time not included in fee, this can be included in project specific agreements, it is AIP eligible) a. The COUNTY will aide in acquiring any DBE utilization information needed for projects in which the CONSULTANT was not involved.

B. Draft the County’s updated Disadvantaged Business Enterprise (DBE) Program. a. The CONSULTANT shall utilize the FAA’s sample DBE Program and the County’s previously approved DBE Program. b. The COUNTY will supply the CONSULTANT with the COUNTY’s existing DBE plan (complete). Mr. Jeffrey Tripp, AAE July 11, 2018 Page 2 of 4

c. The CONSULTANT will provide the COUNTY with a draft final document. The COUNTY will review the draft final version and provide comments to the CONSULTANT.

C. Prepare the County’s 3-Year DBE Goal for FFY 2019/2020/2021 and obtain FAA approval. a. The CONSULTANT will supply detailed cost estimates for all AIP projects on the Airport Capital Improvement Plan (ACIP) for 2019, 2020 and 2021.

D. Assist the County by acting as a liaison and program coordinator with the FAA Office of Civil Rights.

49 CFR Part 23 – Airport Concession Disadvantaged Business Enterprise (ACDBE) Program

A. Draft the County’s Airport Concession Disadvantaged Business Enterprise (ACDBE) Program. a. The CONSULTANT shall utilize the FAA’s sample ACDBE Program and the County’s previously approved ACDBE Program. b. The CONSULTANT will provide the COUNTY with a draft final document. The COUNTY will review the draft final version and provide comments to the CONSULTANT.

B. Prepare the County’s 3-Year ACDBE goal for car rentals for Fiscal Years 2017/2018/2019. a. The COUNTY will provide the CONSULTANT with the gross receipts for all car rental concessions for Federal Fiscal Year 2013-2018 (complete). b. The COUNTY will provide the CONSULTANT with a description of the existing and proposed car rental concessions for the years 2016, 2017, and 2018 (complete). c. The COUNTY will provide the CONSULTANT with a description of and confirm the existing and proposed car rental concessions for the years 2017, 2018, and 2019.

C. Based on information previously provided by the COUNTY, a 3-Year goal for non-car rentals is not required because the annual gross receipts for the previous three years do not exceed $200,000.

D. Prepare and submit the required annual Uniform Report of ACDBE Accomplishments (due March 1, 2019) for Fiscal Year 2018. c. The COUNTY will provide the CONSULTANT with the gross receipts for all car rental concessions for Fiscal Year 2018. d. The COUNTY will provide the CONSULTANT with the gross receipts for all airport non-car rental concessions for Fiscal Year 2018.

E. Assist the County by acting as a liaison and program coordinator with the FAA Office of Civil Rights.

F. The COUNTY will request permission for the CONSULTANT to have access to the Airport’s records in the FAA Civil Rights Connect System from the FAA Office of Civil Rights

H:\DBE\DBE (Capital)\2019-2021\Muskegon Co DBE Program Management Letter Agreement.doc Mr. Jeffrey Tripp, AAE July 11, 2018 Page 3 of 4

2. PERIOD OF SERVICES:

Services shall be provided starting on the date this Letter Agreement is signed by the COUNTY or after a written Notice to Proceed is sent from the County. The scope of services shall be completed within 365 days, unless an extension of time is otherwise approved.

3. PAYMENT FOR SERVICES:

A. Lump Sum Consultant Agreement - The COUNTY shall pay to the CONSULTANT, and the CONSULTANT shall accept, as full compensation for the performance by the CONSULTANT of the Basic Services described above in Section 1, a lump sum fee of $12,725, which covers salaries of employees assigned to the Project, all indirect costs, all direct expenses, and profit. The maximum fee under this Agreement cannot be exceeded for any reason, unless Additional Services are authorized. The method of computation of the CONSULTANT’s lump sum fee is prescribed in Schedule “B”, which is attached hereto and made a part hereof.

Partial payments of the lump sum fee shall be made monthly on account. The portion of the fee billed for the CONSULTANT’S Basic Services will be based upon the CONSULTANT’S estimate of the proportion of the total Basic Services actually completed and expenses actually incurred at the time of billing. Payment of the final invoice will be made upon the substantial completion of the Basic Services covered by the lump sum fee.

If the COUNTY fails to make any payment due the CONSULTANT for services and expenses within forty-five (45) days after receipt of the CONSULTANT’S invoice therefore, then the amounts due the CONSULTANT shall be increased at the rate of 1.5% per month from said forty-fifth (45th) day. Payments will be credited first to principal and then to interest. Additionally, the CONSULTANT may, after giving seven (7) days’ notice to the COUNTY, suspend services under this Agreement until the invoice is paid. Upon payment in full by the COUNTY, the CONSULTANT shall resume performance or furnishing of services under this Agreement, and the time schedule and compensation set forth in Schedule “B” hereto shall be equitably adjusted to compensate for the period of suspension.

Execution of this Agreement by the COUNTY and the CONSULTANT constitutes the COUNTY’s written authorization to the CONSULTANT to proceed as of the above-written date with the performance of Basic Services as set forth in Section 1 above. The time for completion of the Basic Services under this Agreement, shall be 365 days.

4. SPECIAL REQUIREMENTS:

The following Special Requirements for the Project shall serve to amend affected portions of the basic Agreement where applicable, the unaltered portion thereof to remain in force:

NONE

H:\DBE\DBE (Capital)\2019-2021\Muskegon Co DBE Program Management Letter Agreement.doc Mr. Jeffrey Tripp, AAE July 11, 2018 Page 4 of 4

SPONSOR: MUSKEGON COUNTY

By: Executed this ______day of 20__ NAME, TITLE

ATTESTED:

Date: NAME, TITLE

CONSULTANT: C&S ENGINEERS, INC.

By: Date: Robert J. Koller, P.E., Department Manager

ATTACHMENTS:

Schedule “B”, consisting of 1 page Terms and Conditions

H:\DBE\DBE (Capital)\2019-2021\Muskegon Co DBE Program Management Letter Agreement.doc EXHIBIT “B” TERMS & CONDITIONS (DBE Program Management Services)

These Terms and Conditions govern the performance by or through representative with respect to the services to be rendered under this Consultant of the Scope of Services set forth in the letter part of this Agreement. Such person shall have complete authority to transmit Agreement. Capitalized terms used herein, unless otherwise defined, instructions, receive information, interpret and define County's policies shall have the meanings ascribed thereto in the letter and/or scope of and decisions with respect to Consultant's services for the Project. services. County and Consultant agree as follows: Consultant shall not rely on directions from anyone outside the scope of that person’s authority as set forth in written delegations. Directions and 1.01 Basic Agreement decisions made by the County’s representatives shall be binding on the County. Consultant shall provide, or cause to be provided, the services set forth in the letter part of this Agreement, and County shall pay B. Provide all criteria and full information as to County's Consultant for such Services as set forth in Section 2.01. requirements for the Project, including DBE Program Management Services objectives and constraints; space, capacity, and performance 2.01 Payment Procedures requirements; flexibility and expandability; and any budgetary limitations; and furnish copies of all DBE Program Management A. Terms of Payment. Refer to the letter part of this Agreement Services standards which County will require to be included in the between County and Consultant for the method of payment to Drawings and Specifications. Consultant. C. Assist Consultant by placing at Consultant's disposal all B. Preparation of Invoices. Consultant will prepare a monthly available information pertinent to the Project including previous reports invoice in accordance with Consultant’s standard invoicing practices and and any other data relative to DBE Program Management Services. submit the invoice to County. D. Furnish to Consultant, as required for performance of C. Payment of Invoices. Invoices are due and payable within Consultant's Basic Services (except to the extent provided otherwise in 45 days of receipt. If County fails to make any payment due Consultant Section 1.01) the following: for services and expenses within 45 days after receipt of Consultant’s invoice, the amounts due Consultant will be increased at the rate of 1.5% 1. Data prepared by or services of others including, per month (or the maximum rate of interest permitted by law, if less) without limitation, borings, probings, subsurface explorations and from said thirtieth day. In addition, Consultant may, without liability, hydrographic surveys at or contiguous to the site, laboratory tests after giving seven days written notice to County, suspend services under and inspections of samples, materials, and equipment; this Agreement until Consultant has been paid in full all amounts due for services, expenses, and other related charges. Payments will be credited 2. Appropriate professional interpretations of all of the first to interest and then to principal. In addition, County agrees to pay foregoing; all expenses incurred by Consultant as a result of County’s failure to fulfill its obligations under this Agreement, including but not limited to, 3. Environmental assessments, audits, investigations and costs, disbursements, and attorney’s fees. impact statements, and other relevant environmental or cultural studies as to the Project, the site and adjacent areas; D. Payment upon Termination. In the event of termination of Consultant's services by County, Consultant will be paid for Basic 4. Property, boundary, easement, right-of-way, topographic Services rendered to date of termination in accordance with the method and utility surveys; of payment defined in the letter part of this Agreement except that under the lump sum method, the adjusted fee shall be determined by 5. Property descriptions; proportioning the stipulated amount to reflect the percentage of completion of the Project, as mutually agreed to by County and 6. Zoning, deed and other land use restrictions; and Consultant. Consultant will also be paid for additional services rendered to date of termination in accordance with the method of payment defined 7. All information needed from the County listed in in the letter part of this Agreement. Section 1. Description of Services.

3.01 Additional Services 8. Other special data or consultations not covered in Section 3.01; all of which Consultant may use and rely upon in A. If authorized by County, or if required because of changes performing services under this Agreement. in the Project, Consultant shall furnish services in addition to those set forth in the letter part of this Agreement. E. Arrange for access to and make all provisions for Consultant and any necessary equipment to enter upon public and B. County shall pay Consultant for such additional services as private property as required for Consultant to objectively and follows: For additional services of Consultant’s employees engaged independently perform services under this Agreement. directly on the Project an amount equal to the cumulative hours charged to the Project by each class of Consultant’s employees times standard F. Examine all studies, reports, sketches, drawings, hourly rates for each applicable billing class; plus reimbursable expenses specifications, proposals and other documents presented by Consultant, and Consultant’s consultants’ charges, if any. obtain advice of an attorney, insurance counselor and other consultants as County deems appropriate for such examination and render in writing 4.01 County’s Responsibilities decisions pertaining thereto within a reasonable time so as not to delay the service of Consultant. County shall perform the following in a timely manner so as not to delay the services of Consultant under this Agreement. County shall be G. Furnish approvals and permits from all governmental responsible for, and Consultant may rely upon, the accuracy and authorities having jurisdiction over the Project and such approvals and completeness of all reports, data and other information furnished consents from others as may be necessary for completion of the Project. pursuant to this paragraph. Consultant may use such reports, data and information in performing or furnishing services under this Agreement. H. Provide such accounting, independent cost estimating and insurance counseling services as may be required for the Project, such A. Designate in writing a person to act as County's legal services as County may require or Consultant may reasonably

Portions of this document have been taken from EJCDC E-520 Short Form Agreement Between Owner and Engineer for Professional Services Copyright© 2002 National Society for Professional Engineers for EJCDC. All rights reserved. EXHIBIT “B” TERMS & CONDITIONS (DBE Program Management Services) request with regard to legal issues pertaining to the Project including any c. Notwithstanding the foregoing, this that may be raised by Contractor(s), such auditing service as County Agreement will not terminate as a result of a substantial may require to ascertain that Contractor(s) are complying with any law, failure under paragraph 5.01.A.1.a if the party receiving rule, regulation, ordinance, code or order applicable to their furnishing such notice begins, within seven days of receipt of such and performing the work. notice, to correct its failure and proceeds diligently to cure such failure within no more than 30 days of receipt of I. If more than one prime contract is to be awarded for notice; provided, however, that if and to the extent such construction, materials, equipment and services for the entire Project, substantial failure cannot be reasonably cured within such designate a person or organization to have authority and responsibility 30 day period, and if such party has diligently attempted to for coordinating the activities among the various prime contractors. cure the same and thereafter continues diligently to cure the same, then the cure period provided for herein shall J. Furnish to Consultant data or estimated figures as to extend up to, but in no case more than, 60 days after the County's anticipated costs for services to be provided by others for date of receipt of the notice. County (such as services pursuant to paragraphs G through I inclusive) so that Consultant may make the necessary findings to support opinions 2. For convenience, by either party effective upon the of probable Total Project Costs. receipt of notice by the other party.

K. Give prompt written notice to Consultant whenever County B. The terminating party under paragraphs 5.01.A.1 or observes or otherwise becomes aware of any constituent of concern or 5.01.A.2 may set the effective date of termination at a time up to 30 days any development that affects the scope or timing of Consultant's later than otherwise provided to allow Consultant to demobilize services, or any defect or non-conformance in the work of any personnel and equipment from the Project site, to complete tasks whose Contractor. value would otherwise be lost, to prepare notes as to the status of completed and uncompleted tasks, and to assemble Project materials in L. Place and pay for advertisement for Bids in appropriate orderly files. publications. 6.01 Controlling Law M. Inform Consultant in writing of any specific requirements of safety or security programs that are applicable to Consultant, as a This Agreement is to be governed by the law of the State of visitor to the Site. Michigan without regard to any conflict of laws provisions, which may apply the laws of other jurisdictions. It is further agreed that any legal N. Furnish, or direct Consultant to provide, Additional action between the County and Consultant arising out of this Agreement Services as stipulated in Section 3.01. or the performance of the services shall be brought in a court of competent jurisdiction in Muskegon County, Michigan. O Except as provided in paragraph N, bear all costs incident to compliance with the requirements of this Section 4.01. 7.01 Successors, Assigns, and Beneficiaries

5.01 Termination A. County and Consultant each is hereby bound and the partners, successors, executors, administrators, and legal representatives A. The obligation to provide further services under this of County and Consultant (and to the extent permitted by paragraph Agreement may be terminated: 7.01.B the assigns of County and Consultant) are hereby bound to the other party to this Agreement and to the partners, successors, executors, 1. For cause, administrators, and legal representatives (and said assigns) of such other party, in respect of all covenants, agreements, and obligations of this a. By either party upon 30 days written notice in Agreement. the event of substantial failure by the other party to perform in accordance with the Agreement’s terms through B. Neither County nor Consultant may assign, sublet, or no fault of the terminating party. transfer any rights under or interest (including, but without limitation, moneys that are due or may become due) in this Agreement without the b. By Consultant: written consent of the other, except to the extent that any assignment, subletting, or transfer is mandated or restricted by law. Unless 1) upon seven days written notice if specifically stated to the contrary in any written consent to an Consultant believes that Consultant is being assignment, no assignment will release or discharge the assignor from requested by County to furnish or perform services any duty or responsibility under this Agreement. contrary to Consultant’s responsibilities as a licensed professional; or 8.01 General Considerations

2) upon seven days written notice if the A. The standard of care for all professional Consultanting and Consultant’s services for the Project are delayed or related services performed or furnished by Consultant under this suspended for more than 90 days for reasons beyond Agreement will be the care and skill ordinarily used by members of the Consultant’s control. subject profession practicing under similar circumstances at the same time and in the same locality. Consultant makes no warranties, express 3) Consultant shall have no liability to or implied, under this Agreement or otherwise, in connection with County on account of such termination. Consultant’s services. Consultant and its consultants may use or rely upon the DBE Program Management Services of others, including, but not limited to, contractors, manufacturers, and suppliers.

B. County agrees that if Consultant is not employed to provide professional services during the Bidding (if the work is put out for bids) and the Construction Phases of the Project, Consultant will not

Portions of this document have been taken from EJCDC E-520 Short Form Agreement Between Owner and Engineer for Professional Services Copyright© 2002 National Society for Professional Engineers for EJCDC. All rights reserved. EXHIBIT “B” TERMS & CONDITIONS (DBE Program Management Services) be responsible for, and County shall indemnify, hold Consultant (and 15B of the Securities Exchange Act of 1934 (15 U.S.C. 78o-4) to Consultant's professional associates and consultants) harmless, and County or other obligated person with respect to the information and defend Consultant from all claims, damages, losses and expenses material contained in this Agreement or any Project deliverable; and including attorneys' fees arising out of, or resulting from any interpreta- (iii) County or other obligated person should discuss any tion, clarification, substitution acceptance, shop drawing or sample information and material contained in this Agreement or Project approval or modification of such documentation issued or carried out by deliverable with any and all internal or external advisors and experts that County or others. Nothing contained in this paragraph shall be County or other obligated person deems appropriate before acting on construed to release Consultant (or Consultant's professional associates this information or material. or consultants) from liability for failure to perform in accordance with professional standards any duty or responsibility which Consultant has undertaken or assumed under this Agreement. 9.01 Period of Service

A. The specific schedule of services is more specifically described C. All DBE Program Management Services documents in the letter part of this Agreement or an exhibit thereto. The term of prepared or furnished by Consultant are instruments of service, and this agreement commences upon the acceptance of this Agreement Consultant retains an Countyship and property interest (including the (including all exhibits) by County and terminates upon completion of the copyright and the right of reuse) in such documents, whether or not the services described in the letter part of this Agreement. Project is completed. Such documents are not intended or represented to be suitable for reuse by County or others in extensions of the facility B. The provisions of this Section 9.01 and the various rates of beyond that now contemplated or on any other facility. Any reuse by compensation for Consultant's services provided for elsewhere in this County or others without specific written verification or adaptation by Agreement have been agreed to in anticipation of the orderly and Consultant for the specific purpose intended will be at user's sole risk continuous progress of the Project through completion of the and without liability or legal exposure to Consultant, or to Consultant's Construction Phase. If execution of this Agreement and authorization to independent professional associates or consultants, and County shall proceed with the Bidding or Negotiating Phase is delayed beyond the indemnify and hold harmless Consultant and Consultant's independent date and time frame established in the letter part of the agreement, or if professional associates and consultants from all claims, losses, damages Consultant's services are delayed or suspended for more than three (3) of any kind or nature, judgments, and expenses (including, but not months by County or for reasons beyond Consultant's control, all rates, limited to, reasonable attorney's fees and any costs), arising out of or measures and amounts of compensation provided herein shall be subject resulting therefrom. Any such verification and adaptation will entitle to equitable adjustment. Consultant to further compensation at rate to be agreed upon by Consultant and County. C. If County has requested significant modifications or changes in the general scope, extent or character of the Project, the time D. To the fullest extent permitted by law, County and of performance of Consultant's services shall be adjusted equitably. Consultant (1) waive against each other, and the other’s employees, officers, directors, agents, insurers, partners, and consultants, any D. Any delay in or failure of performance of any party to this and all claims for or entitlement to special, incidental, indirect, or Agreement shall not constitute a default under this Agreement nor give consequential damages arising out of, resulting from, or in any way rise to any claim for damage, if and to the extent such delay or failure is related to the Project, and (2) agree that Consultant’s (including caused by occurrences or events beyond the control of the party affected, Consultant’s employees, officers, directors, agents and insurers, including but not limited to, acts of God; expropriation or confiscation partners, and consultants) total liability to County under this of facilities or compliance with any order or request of government Agreement shall be limited to $50,000 or the total amount of authority, affecting to a degree not presently existing, the supply, compensation received by Consultant, whichever is greater. The availability, or use of personnel or equipment; strikes; flood blizzard, County may negotiate with the Consultant in the event the County labor unrest, riot; or any cause the affected party is unable to prevent or wishes to change the total liability described herein but foresee with reasonable diligence. A party who is prevented from acknowledges that any change may result in an additional fee. This performing for any reason shall immediately notify the other in writing additional fee is in consideration of the greater risk involved in of the reason for the nonperformance and the anticipated extent of any performing work for which there is an increase or no limitation of delay and its efforts to minimize the extent of delay and resume liability. performance under this Agreement.

E. The parties acknowledge that Consultant’s scope of services 10.01 Opinions of Probable Cost does not include any services related to a Hazardous Environmental Condition (the presence of asbestos, PCBs, petroleum, hazardous Since Consultant has no control over the cost of labor, materials, substances or waste, and radioactive materials). If Consultant or any equipment or services furnished by others, or over the Contractor(s)' other party encounters a Hazardous Environmental Condition, methods of determining prices, or over competitive bidding or market Consultant may, at its option and without liability for consequential or conditions, Consultant's opinions of probable Total Project Costs and any other damages, suspend performance of services on the portion of Construction Cost provided for herein are to be made on the basis of the Project affected thereby until County: (i) retains appropriate Consultant's experience and qualifications and represent Consultant's specialist consultants or contractors to identify and, as appropriate, best judgment as an experienced and qualified professional Consultant, abate, remediate, or remove the Hazardous Environmental Condition; familiar with the construction industry; but Consultant cannot and does and (ii) warrants that the Site is in full compliance with applicable Laws not guarantee that proposals, bids or actual Total Project or Construction and Regulations. Costs will not vary from opinions of probable cost prepared by Consultant. If prior to the Bidding or Negotiating Phase County wishes F. County acknowledges that: greater assurance as to Total Project or Construction Costs, County shall employ an independent cost estimator. (i) Consultant is not recommending any action to County or other obligated person hereunder that would cause Consultant to be considered 11.01 Dispute Resolution a municipal advisor for purposes of the Securities and Exchange Commission Registration of Municipal Advisors Rule, 78 Fed. Reg. A. County and Consultant agree to negotiate in good faith for 67468 (2013); a period of thirty (30) days from the date of notice of disputes between (ii) Consultant does not owe a fiduciary duty pursuant to Section them as to the execution, meaning of, or performance under the terms of

B. If any dispute cannot be resolved pursuant to paragraph 11.01(A) and only if mutually agreed by County and Consultant, said dispute and all unsettled claims, counterclaims and other matters in question between them arising out of or relating to the execution, meaning of, or performance under the terms of this Agreement or the breach thereof ("disputes") shall be submitted to mediation by a mediator, to be selected by the parties jointly, prior to initiating a legal action against the other, unless initiating mediation would irrevocably prejudice one of the parties. It is the intention of the parties that any agreement reached at mediation become binding upon them. The cost of mediation shall be shared equally between the parties.

C. This Section 11.01 shall survive any termination or cancellation of this Agreement.

12.01 Total Agreement/ Severability

This Agreement (consisting of the letter part of this Agreement, Exhibit “A” and any additional exhibits referenced in the letter part of this Agreement), constitutes the entire agreement between County and Consultant and supersedes all prior written or oral understandings. This Agreement may only be amended, supplemented, modified, or canceled by a duly executed written instrument. Any provision or part of this Agreement held by a court of law to be invalid or unenforceable under any law or regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon County and Consultant, who agree that the Agreement shall be reformed to replace such stricken provision or part therefore with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision.

13.01 Notice

Any notice required by the terms of this Agreement to be given by one party to another shall be in writing, and shall be deemed to have been duly given (a) on the date of service, if served personally on the party to whom notice is to be given, or (b) on the third day after mailing, if mailed to the party to whom notice is to be given by first-class certified mail, postage prepaid, return receipt requested, at the addresses and to the persons set forth in the letter part of this Agreement. Either party hereto may change its address for notice purposes by giving notice to the other party as prescribed by this paragraph 13.01. For purposes of this notice provision, failure or refusal to accept receipt of notice shall constitute notice nonetheless.

Portions of this document have been taken from EJCDC E-520 Short Form Agreement Between Owner and Engineer for Professional Services Copyright© 2002 National Society for Professional Engineers for EJCDC. All rights reserved. C&S ENGINEERS, INC. ARCHITECTURAL/ENGINEERING WORK SUMMARY Date: 7/11/18 PROJECT: DBE & ACDBE Program Management Services (2017 – 2019) Service Group Mgr: R. Koller SERVICES: Consulting Facility Manager: K. Jost CLIENT: Couty of Muskegon - Muskegon County Airport Project Manager: K. Jost CLIENT MGR: Jeffrey Tripp, AAE Project Number: S76.004.001

GRANT ASST SEN TOTAL CONT PHASE ADMIN PROG GRANT GRANT SEN MAN GROUP TECH DIRECT SERVICES BY HOURS NO. NO. TASK ASST MAN ADM ADM DES ENG MGRADMIN COSTS OTHERS TOTALS PER TASK

Update and submit the County’s Disadvantaged Business 101 Enterprise (DBE) Program. 10 5 4 $2,160 19 Update Annual DBE Goal and obtain FAA approval. (2019- 105 2021) 10 12 6 $3,019 28 106 Prepare ACDBE Program 10 10 4 $2,511 24 Prepare and submit the required annual ACDBE reports for 108 FFY 2018. 8 8 4 $2,150 20 Update Annual DBE Goal (car rental) and obtain FAA 111 approval. (2017-2019) 15 8 4 $2,875 27

53 43 22 $12,725 99