Winnetka Village Council REGULAR MEETING Village Hall 510 Green Bay Road December 5, :00 p.m. AGENDA

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1 Winnetka Village Council REGULAR MEETING Village Hall 510 Green Bay Road December 5, :00 p.m. s regarding any agenda item are welcomed. Please and your will be relayed to the Council members. s for the Tuesday Council meeting must be received by Monday at 4 p.m. Any may be subject to disclosure under the Freedom of Information Act. AGENDA 1) Call to Order 2) Pledge of Allegiance 3) Quorum a) December 12, 2017 Study Session b) December 19, 2017 Regular Meeting c) January 2, 2018 Regular Meeting 4) Public Comment 5) Reports 6) Approval of Agenda 7) Consent Agenda a) Approval of Village Council Minutes i) November 9, 2017 Budget Meeting...3 ii) November 21, 2017 Regular Meeting...6 b) Approval of Warrant List dated November 17 30, c) Resolution No. R : Approving Funding Authorization and Change Order with B-Max Inc. for Electric Distribution System Work (Adoption)...13 d) Resolution No. R : Approving an Amended Agreement with Tyler Technologies (Adoption)...17 e) Public Safety Pension Annual Report...27 f) Village Council Meeting Schedule for g) Resolution No. R : Resolution Approving A Professional Services Agreement With Deuchler Environmental, Inc. For Submission Of A NPDES Permit (Adoption) Agenda Packet P. 1

2 8) Ordinances and Resolutions a) Ordinance No. M : 564 Lincoln Avenue Coldwell Banker Special Use Permit (Adoption) b) Ordinance No. M : Authorizing the Disposition of Surplus Personal Property Owned by the Village of Winnetka (Introduction) c) Budget and Rate Resolutions i) Resolution No. R : Village Budget (Adoption) ii) Resolution No. R : Utility Rates and Fees (Adoption) iii) Resolution No. R : General Fees (Adoption) d) Property Tax Levy and Abatement Ordinances i) Ordinance No. M : An Ordinance Levying Taxes for the Year 2017 (Adoption) ii) Ordinance No. M : An Ordinance levying Taxes for the Year 2017 for Village of Winnetka, Cook County, Illinois Special Service Area No. 3 (Adoption) iii) Ordinance No. M : An Ordinance Abating the Tax Heretofore Levied for the Year 2017 to pay the Principal of and Interest on $9,000,000 General Obligation Bonds, Series 2013, of the Village of Winnetka, Cook County, Illinois (Adoption) iv) Ordinance No. M : An Ordinance Abating the Tax Heretofore Levied for the Year 2017 to pay the Principal of and Interest on $7,500,000 General Obligation Bonds, Series 2014, of the Village of Winnetka, Cook County, Illinois (Adoption) ) Old Business: None. 10) New Business: None. 11) Appointments 12) Closed Session 13) Adjournment NOTICE All agenda materials are available at villageofwinnetka.org (Government > Council Information > Agenda Packets & Minutes); the Reference Desk at the Winnetka Library; or in the Manager s Office at Village Hall (2 nd floor). Webcasts of the meeting may be viewed on the Internet via a link on the Village s web site: The Village of Winnetka, in compliance with the Americans with Disabilities Act, requests that all persons with disabilities who require certain accommodations to allow them to observe and/or participate in this meeting or have questions about the accessibility of the meeting or facilities, contact the Village ADA Coordinator Megan Pierce, at 510 Green Bay Road, Winnetka, Illinois 60093, ; T.D.D Agenda Packet P. 2

3 MINUTES WINNETKA VILLAGE COUNCIL BUDGET MEETING November 9, 2017 (Approved: xx) A record of a legally convened meeting of the Council of the Village of Winnetka, which was held in the Village Hall Council Chambers on Thursday, November 9, 2017, at 6:00 p.m. 1) Call to Order. President Rintz called the meeting to order at 6:05 p.m. Present: Trustees Andrew Cripe, Robert Dearborn, Penny Lanphier, Scott Myers John Swierk, and Kristin Ziv. Absent: None. Also in attendance: Village Manager Robert Bahan, Assistant Village Manager Megan Pierce, Finance Director Tim Sloth, Assistant Finance Director Nick Mostardo, Interim Police Chief Marc Hornstein, Public Safety Analyst Keri Kaup, Director of Community Development David Schoon, Public Works Director Steve Saunders, Director of Water & Electric Brian Keys, Assistant Director of Water & Electric Giovanni McLean, and one person in the audience. 2) Public Comment. None. President Rintz announced that the evening s agenda had been changed to include a review of the Business District Revitalization Fund. 3) Budget Review Topic: a) Police Department. Interim Chief Hornstein reviewed the proposed 2018 Department Budget, noting that it is slightly below the amount budgeted in Expenditure highlights for next year include: (i) replacement of three vehicles; (ii) installation of new software for citation and crash reporting; and (iii) renovation of the former communications center. He explained that the old communications room will be expanded and used by the Investigations and Records Departments. He added that the savings in 2018 from participating in consolidated dispatching is estimated to be $94, The Council briefly discussed the project for electronic citation and crash reporting, as well as the community s reaction to the new consolidated dispatch model. Manager Bahan offered to schedule tours of the consolidated dispatch center for any interested Council members. b) Business District Revitalization Fund. Mr. Schoon explained that this fund provides for investment in the business districts, and is managed through the coordination of Public Works, Community Development, and Village Manager s Office. After reviewing proposed streetscape, signage, and maintenance projects for 2018, Mr. Schoon explained that the Village needs to identify a funding source for streetscape improvements. The Council discussed the issue of funding for business district improvement projects. Trustees Ziv and Dearborn expressed a desire to determine the scope of the projects, get their cost estimates, and identify funding sources before moving forward with any projects. Trustee Ziv also voiced opposition to implementing a Tax Increment Financing district unless all other possibilities are exhausted. Trustees Myers and Lanphier explained that the Budget is a planning tool that sets funds aside for proposed projects based on the priorities set by the Council. The actual projects Agenda Packet P. 3

4 Winnetka Village Council Budget Meeting November 9, 2017 will be reviewed and approved by the Council once the Downtown Master Plan (DMP) Task Force makes its recommendations to the Council. President Rintz noted that previous Councils have determined that small and incremental projects do not provide the desired impact for the business districts. He explained that a gateway project is a meaningful change to inform the public about what a large-scale streetscape plan would look like, and he added that there will be more discussion when the projects come up for bid approvals. Trustee Myers said the DMP Task Force will develop a plan for the Council to discuss and approve before any money gets spent. In tandem with these efforts, the Council will make the bigger decision on whether to use a TIF for financing, or to do the projects piecemeal over the years, when funds are available. Manager Bahan observed that 2018 is a year where planning is not yet complete, so a good option is to preserve capacity in the absence of a Budget that doesn t line up perfectly with the planning timeline. c) Water & Electric Department: i) Water Fund. Mr. Keys explained that water consumption is on the decline due to conservation efforts in the community, putting pressure on the Water Fund. Very little capital work is planned for 2018, since the Forest Glen water main project was moved up to The fund will regroup next year, and get back into compliance with the fund balance policy. Mr. Keys explained the Village is implementing last year s rate study recommendations by adding a usage fee and a service charge based on water meter size. He reviewed water rates of other area communities, showing Winnetka s charges are on the low end of the spectrum at this time. Mr. Keys reviewed key 2018 operating expenditures, which include maintenance programs, consulting services, vehicles/equipment, and others. Capital projects include the lining for a water main that crosses the railroad right of way at Willow Road, and replacement of a truck which was purchased in ii) Electric Fund. Mr. Keys reviewed the electric sales, coming in slightly under the forecast, along with operating revenues and expenses. The fund balance policy is being met, and the rate increase of 2.4% for 2018 is on track with findings from the 2016 rate study, with an additional 1.6% increase potentially needed for the Purchase Power Cost Adjustment. Mr. Keys explained that since the current rate structure is not equitably balanced across the customer classes, the rate study recommended a bandwith, which is a parameter for moving certain rates incrementally either higher or lower. This method gradually moves the customer classes into equity, instead of shocking users with a sudden adjustment. Mr. Keys said Winnetka s rates are still very competitive with ComEd. He noted that if the long-range cost of power forecast is on target, a slight increase for the Power Cost Adjustment will need to be added next year. 2 Agenda Packet P. 4

5 Winnetka Village Council Budget Meeting November 9, 2017 Mr. Keys reviewed the operating expenditures and proposed capital projects for 2018, which includes a project to overhaul three steam turbines over the next four years. He explained that the benefits to continuing to run the electric utility continue outweigh the costs; the utility currently contributes a net of $654,824 to the General Fund. President Rintz noted that the electric utility reduces the tax levy, and is a critical piece of the Village s financial stability. Trustee Lanphier added that it also results in extremely reliable electric service. Trustee Myers suggested that some modeling be done about the impact of a potential property tax freeze being considered by the State Legislature, along with projections of the impact on property values if the property tax deduction is eliminated on Federal tax returns. 4) Adjournment. Trustee Myers, seconded by Trustee Cripe, moved to adjourn the meeting. By voice vote, the motion carried. The meeting adjourned at 8:31 p.m. Deputy Clerk 3 Agenda Packet P. 5

6 MINUTES WINNETKA VILLAGE COUNCIL REGULAR MEETING November 21, 2017 (Approved: xx) A record of a legally convened regular meeting of the Council of the Village of Winnetka, which was held in the Village Hall Council Chambers on Tuesday, November 21, 2017, at 7:00 p.m. 1) Call to Order. President Rintz called the meeting to order at 7:02 p.m. Present: Trustees Andrew Cripe, Robert Dearborn, Penfield Lanphier, Scott Myers, John Swierk, and Kristin Ziv. Absent: None. Also present: Village Manager Robert Bahan, Assistant Village Manager Megan Pierce, Village Attorney Peter M. Friedman, Community Development Director David Schoon, Director of Water & Electric Brian Keys, Finance Director Tim Sloth, Assistant Finance Director Nick Mostardo, and approximately 15 persons in the audience. 2) Pledge of Allegiance. Trustee Dearborn led the group in the Pledge of Allegiance. 3) Quorum. a) December 5, 2017 Regular Meeting. All of the Council members present said they expect to attend. b) December 12, 2017 Study Session. All of the Council members present said they expect to attend. c) December 19, 2017 Regular Meeting. All of the Council members present except Trustee Ziv said they expect to attend. 4) Public Comment. Pat Balsamo, 1037 Cherry Street. Ms. Balsamo urged Winnetka residents to give thanks for their family, friends, Village Staff, and Village Council, and she wished everyone a happy Thanksgiving. 5) Reports: a) Trustees. None. b) Attorney. None. c) Manager. None. d) Village President. President Rintz invited the community to the annual holiday tree lighting ceremony on Friday, December 1. 6) Approval of the Agenda. Trustee Myers, seconded by Trustee Dearborn, moved to approve the Agenda. By voice vote, the motion carried. Agenda Packet P. 6

7 Winnetka Village Council Regular Meeting November 21, ) Consent Agenda a) Village Council Minutes. i) November 2, 2017 Budget Meeting. ii) November 7, 2017 Regular Meeting. b) Approval of Warrant List dated November 3-16, 2017 in the amount of $1,610, c) Resolution No. R : Supplemental Engineering Design Costs (Adoption). Authorizing a payment of $7, to Ciorba Group Consulting Engineers for design work associated with the proposed Chestnut Street and Spruce Street Streetscape Improvement project. Trustee Myers, seconded by Trustee Ziv, moved to approve the foregoing items on the Consent Agenda by omnibus vote. By roll call vote, the motion carried. Ayes: Trustees Cripe, Dearborn, Lanphier, Myers, Swierk, and Ziv. Nays: None. Absent: None. 8) Ordinances and Resolutions. a) Ordinance No. M : 191 Sheridan Road, Variation (Adoption). Mr. Schoon briefly reviewed the variation request, which has been discussed at two prior Council meetings. He noted that a letter from a neighbor and some information from a Lakefront engineer had been placed on the dais for the Trustees. There being no further comments from the applicants, President Rintz called for public comment. Leo Birov, 195 Sheridan Road. Mr. Birov, referring to a letter written by his wife to the Council the previous week, asked who would answer the questions that Mrs. Birov raised. President Rintz explained that the questions in Mrs. Birov s letter are concerned with the means and methods of construction, which is the purview of the applicant and the general contractor. Zibby Miechowicki, the applicant s general contractor, said he has spoken to Mr. Birov about the construction and structural plans, and that many of the issues will be reviewed during the building permit process. He explained that the Village Engineer will receive the results of soil borings and other mechanical information, and the design will be approved by the Village s Engineering and Community Development departments. Next, President Rintz suggested the Trustees have a discussion on the variation request and try to reach a consensus. The Council complied, and each Trustee gave their rationale for being for or against granting the variation request. After a thorough discussion, it became apparent no consensus would be reached, as Trustees Dearborn, Lanphier, and Swierk were against granting the request, and Trustees Cripe, Myers, and Ziv were in favor. President Rintz then explained that the Council has latitude in considering zoning variations beyond the standards that bind the Zoning Board of Appeals. He noted that the Subject Property has the unique circumstance of having Lake Michigan for a property line, which is a moving target. He noted that the applicants desire to preserve the home is a powerful consideration, and he added that the architect has developed a beautiful and consistent 2 Agenda Packet P. 7

8 Winnetka Village Council Regular Meeting November 21, 2017 project. He concluded that he would cast the tie-breaking vote to grant the variation request. Trustee Ziv, seconded by Trustee Cripe, moved to adopt Ordinance No. M By roll call vote, the motion carried. Ayes: Trustees Cripe, Myers, Ziv and President Rintz. Nays: Trustees Dearborn, Lanphier and Swierk. Absent: None. b) Ordinance No. M : 984 Green Bay Road Special Use Permit for Dental Office within the Commercial Overlay District (Adoption). Mr. Schoon explained that this request was discussed at the October 17 Council meeting, and he noted that the only new item to report is the receipt of a letter from a resident asking the Council to deny the requested special use permit. President Rintz asked if there were any additional comments from the applicant or audience. There being none, he asked the Council if it was ready to vote on adoption. Trustee Dearborn, seconded by Trustee Myers, moved to adopt Ordinance No. M By roll call vote, the motion carried. Ayes: Trustees Cripe, Dearborn, Lanphier, Myers, Swierk, and Ziv. Nays: None. Absent: None. c) Ordinance No. M : 725 Elm Street Special Use Permit for Real Estate Sales, Rental and Management Office within the Commercial Overlay District (Adoption). Mr. Schoon said some clarifying language had been added to the Subject Ordinance since introduction in October. There were no public comments on the request. Trustee Lanphier stated for the record that while she supports using 725 Elm as a leasing office while construction of One Winnetka is ongoing, she felt the office should be moved into the One Winnetka building once it is built. President Rintz commented that approving the One Winnetka leasing office prior to the final Planned Development approval seems out of synch; and he proposed an amendment that the Ordinance approving the special use permit will take effect upon final approval of the One Winnetka Planned Development application. There was agreement on the Council to add the suggested amendment, and Attorney Friedman said a provision could be added in Section 7 to that effect. Trustee Myers, seconded by Trustee Swierk, moved to amend Ordinance No. M to add a condition that the Ordinance will take effect upon the final Planned Development application approval for One Winnetka. By voice vote, the motion carried. Trustee Myers, seconded by Trustee Ziv, moved to adopt amended Ordinance No. M By roll call vote, the motion carried. Ayes: Trustees Cripe, Dearborn, Lanphier, Myers, Swierk, and Ziv. Nays: None. Absent: None. d) Ordinance No. M : 564 Lincoln Avenue Special Use Permit for expansion of Real Estate Office within the Commercial Overlay District (Adoption or Amendment). Mr. Schoon noted that this request for a special use permit, introduced at the October 17 Council meeting, had been modified to include a retail element. Karen Arenson, Coldwell Banker. Ms. Aronsen explained that, in an effort to appeal to the Council, community and retail neighbors, and to increase foot traffic in the areas, she is proposing a modification to the special use permit application to provide a popup retail 3 Agenda Packet P. 8

9 Winnetka Village Council Regular Meeting November 21, 2017 area in the expanded office space. Nearly 12 feet of street frontage will be dedicated to the concept. She described some of the interested retailers, and noted that this is a unique opportunity that is not being done anywhere else. The Council asked questions and briefly discussed the concept, and then President Rintz called for public comment. Louise Holland, 545 Oak Street and LPC Chair. Ms. Holland said while it is an innovative idea, she would object to granting the special use request, and she expressed concern about the continued requests for special uses in the Overlay District. She cautioned against chipping away at the Overlay District until the Downtown Master Plan is implemented and the Council has a thorough discussion about whether to change or eliminate the Overlay. Dan Burns, leasing agent for the Galleria building. Mr. Burns expressed support for the proposal as it could provide a vision to bring new concepts into the Overlay District. He added that the Winnetka Galleria Condominium Board is also in favor of the request. The Council discussed the popup retail concept, and were nearly unanimous in their support of the idea and of incorporating it into the special use permit. Attorney Friedman said the proposal could be incorporated into the Ordinance by amending it to include Attachment E from the agenda materials. Trustee Myers, seconded by Trustee Cripe, moved to amend Ordinance No. M to incorporate Attachment E, on pp of the Agenda Materials. By voice vote, the motion carried. e) Public Hearing: FY 2018 Village Budget. President Rintz opened the Public Hearing at 8:33 p.m. Mr. Sloth explained the process for adopting the annual budget and reviewed the FY 2018 budget process. He noted the budget is balanced, with expenditures funded by operating revenues, and he reviewed the fee increases and their residential impact. President Rintz noted that on this very night, Cook County was laying off 300 employees because of a budget crisis. He commended Manager Bahan and Village staff for presenting a balanced budget, and he added that the modest fee increases are for cost of living increases and funding of critical infrastructure improvements. There being no public comment or testimony, President Rintz closed the public hearing at 8:37 p.m. i) Resolution No. R : Village Budget (Introduction). Trustee Myers commented that this year s Budget contains a stop-gap measure to keep the Refuse Fund solvent; however, the Council must figure out a long-term solution in Trustee Dearborn, seconded by Trustee Myers, moved to introduce Resolution No. R By voice vote, the motion carried. 4 Agenda Packet P. 9

10 Winnetka Village Council Regular Meeting November 21, 2017 ii) Resolution No. R : Utility Rates and Fees (Introduction). iii) Resolution No. R : General Fees (Introduction). Mr. Sloth summarized the rate and fee increases for 2018, which are being enacted to fund capital requirements for the Village s utilities. Pat Balsamo, Cherry Street. Ms. Balsamo asked why her refuse rate was being raised. President Rintz explained that past practice has been to subsidize refuse collection with a fund transfer from the General Fund, since the service runs at a deficit. The rates were raised to eliminate that General Fund transfer. He added that the Council will gather public input and discuss a more equitable funding structure for refuse collection in Trustee Ziv, seconded by Trustee Cripe, moved to introduce Resolutions No. R and No. R By voice vote, the motion carried. f) Property Tax Levy and Abatement Ordinances. Mr. Sloth noted that property tax revenues fund over half of the Village s operations, and that tax levies since 2004 have been below tax cap amounts. For the fourth year in a row, the Village will not raise taxes on existing properties; and only small fee increases are being enacted. i) Ordinance No. M : An Ordinance Levying Taxes for the Year 2017 (Introduction). Trustee Cripe, seconded by Trustee Ziv, moved to introduce Ordinance No. M By voice vote, the motion carried ii) Ordinance No. M : An Ordinance levying Taxes for the Year 2017 for Village of Winnetka, Cook County, Illinois Special Service Area No. 3 (Introduction). Trustee Myers, seconded by Trustee Dearborn, moved to introduce Ordinance No. M By voice vote, the motion carried iii) Ordinance No. M : An Ordinance Abating the Tax Heretofore Levied for the Year 2017 to pay the Principal of and Interest on $9,000,000 General Obligation Bonds, Series 2013, of the Village of Winnetka, Cook County, Illinois (Introduction). Trustee Cripe, seconded by Trustee Myers, moved to introduce Ordinance No. M By voice vote, the motion carried iv) Ordinance No. M : An Ordinance Abating the Tax Heretofore Levied for the Year 2017 to pay the Principal of and Interest on $7,500,000 General Obligation Bonds, Series 2014, of the Village of Winnetka, Cook County, Illinois (Introduction). Trustee Myers, seconded by Trustee Cripe, moved to introduce Ordinance No. M By voice vote, the motion carried. 9) Old Business. None. 10) New Business. None. 11) Appointments. None. 5 Agenda Packet P. 10

11 Winnetka Village Council Regular Meeting November 21, ) Closed Session. Trustee Cripe moved to adjourn into Closed Session to discuss Litigation and the Sale or Lease of Property, pursuant to Sections 2(c)11 and 2c(5) of the Illinois Open Meetings Act. Trustee Ziv seconded the motion. By roll call vote, the motion carried. Ayes: Trustees Cripe, Dearborn, Lanphier, Myers, Swierk, and Ziv. Nays: None. Absent: None. President Rintz announced that the Council would not return to the open meeting after Executive Session. The Council adjourned into Executive Session at 8:48 p.m. 13) Adjournment. Trustee Myers, seconded by Trustee Ziv, moved to adjourn the meeting. By voice vote, the motion carried. The meeting adjourned at 9:49 p.m. Deputy Clerk 6 Agenda Packet P. 11

12 Title: Agenda Item Executive Summary Presenter: Robert M. Bahan, Village Manager Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: None. Warrant List Executive Summary: The Warrant List dated November 17-30, 2017 was ed to each Village Council member. Recommendation: Consider approving the Warrant List dated November 17-30, Attachments: None. Agenda Packet P. 12

13 Agenda Item Executive Summary Title: Resolution No. R : Approving Funding Authorization and Change Order with B-Max Inc. for Electric Distribution System Work (Adoption) Presenter: Brian Keys, Director of Water & Electric Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: At the April 19, 2016 Village Council Meeting, the Council approved Resolution No. R , approving a contract with B-Max Inc. for directional boring services which included the installation of conduit and equipment pads for the electrical distribution system through December 31, At the December 20, 2016 Village Council, the Council approved Resolution No. R , approving change order #1 with B-Max Inc. with a funding authorization of $214,000 for directional boring work during the period of January 1 through May 31, A second change order was approved at the June 6, 2017 Village Council meeting for work performed during the period of June 1 through December 31, Executive Summary: In 2016, the Village issued Request for Bid # for directional boring services. Contractors were asked to provide fixed prices for units of work for three (3) contract years; Year 1 (June 1, 2016 through May 31, 2017), Year 2 (June 1, 2017 through May 31, 2018), and Year 3 (June 1, 2018 through May 31, 2019). At the June 6, 2017 Village Council meeting, the Council approved the second year of unit prices and authorized funding for work performed through December 31, Staff is requesting authorization of funding for anticipated directional boring work in the first five months of For fiscal year 2018, the Electric Fund Budget contains $598,000 for directional boring services. Of this funding, $75,000 (account # ) is allocated for system reinforcement and $523,000 (account ) is allocated for new business projects initiated by customer requests. Staff is requesting approval to utilize B-Max Inc. for directional boring services during the period of January 1 through May 31, 2018 with an initial funding authorization of $250,000. The work performed during this period will be at the Year 2 unit prices from Bid # Resolution No. R , prepared by the Village Attorney, authorizes the Village President and Village Clerk to execute and attest, a change order to the contract with B-Max Inc. pursuant to the funding authorization. Recommendation: Consider adoption of Resolution No. R , approving funding authorization and change order #3 to the contract with B-Max Inc. for electric distribution system work. Attachments: Resolution No. R : Approving Funding Authorization and Change Order No. 3 to the Contract with B-Max Inc. for Electric Distribution System Work Exhibit 1: Unit Prices for B-Max Inc. Agenda Packet P. 13

14 RESOLUTION NO. R A RESOLUTION APPROVING A FUNDING AUTHORIZATION AND CHANGE ORDER NO. 3 TO THE CONTRACT WITH B-MAX, INC. FOR ELECTRIC DISTRIBUTION SYSTEM WORK WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the Village of Winnetka ( Village ) to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, on April 19, 2016, the Village Council approved Resolution R authorizing the Village to enter into a contract ( Contract ) with B-Max, Inc. ( Contractor ) for the performance of directional boring, equipment pad installation, splice box installation, conduit installation, and related work necessary to maintain and support the Village s electric distribution system ( Work ) during the period of June 1, 2016 to May 31, 2017 ( Term ); and WHEREAS, the Contract permitted the Village, at its option, to extend the Term of the Contract for the period of June 1, 2017 to May 31, 2018 ( Contract Extension ); and WHEREAS, the Contract provided the price for Work conducted during the Contract Extension; and WHEREAS, pursuant to Resolution R , the Village: (i) granted the Contract Extension; and (ii) approved a funding authorization of up to $250,000 for Work during the portion of the Contract Extension from June 1, 2017 through December 31, 2017; and WHEREAS, the Village has allocated $598,000 in its 2018 Electrical Fund Budget for directional boring services during the 2018 fiscal year; and WHEREAS, the Village Council has determined that it is in the best interest of the Village and its residents to approve: an additional funding authorization of up to $250,000 for Work during the remaining portion of the Contract Extension ( Funding Authorization ); and (ii) a change order to the Contract to authorize the Contractor to carry out the Work during the remaining portion of the Contract Extension; NOW, THEREFORE, BE IT RESOLVED, by the Council of the Village of Winnetka, Cook County, Illinois, as follows: SECTION 1: RECITALS. The Village Council hereby adopts the foregoing recitals as its findings, as if fully set forth herein. SECTION 2: APPROVAL OF ADDITIONAL FUNDING AUTHORIZATIONS. The Village Council hereby approves the Funding Authorization for the Work during the remaining portion of the Contract Extension in an amount not to exceed $250,000. SECTION 3: AUTHORIZATION TO EXECUTE CHANGE ORDER NO. 3. The Village Council hereby authorizes and directs the Village President and the Village Clerk to December 5, 2017 R Agenda Packet P. 14

15 execute and attest, respectively, on behalf of the Village, a change order to the Contract to authorize the Contractor to do the Work for the remaining portion Contract Extension pursuant to the funding authorizations approved in Section 2 of this Resolution, which change order shall be in a final form approved by the Village Attorney. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. ADOPTED this 5th day of December 2017, pursuant to the following roll call vote: AYES: NAYS: ABSENT: ABSTAIN: Signed Countersigned: Village President Village Clerk December 5, 2017 R Agenda Packet P. 15

16 EXHIBIT 1 - B-MAX RFB# Directional Boring 6/1/2016 to 5/31/17 6/1/2017 to 5/31/18 6/1/2018 to 5/31/19 Vendor B-MAX $ 367, $ 380, $ 395, Work Process: EVALUATION QUANTITIES UNIT PRICE "E" PRICE "E" TOTAL UNIT PRICE "F" PRICE "F" TOTAL UNIT PRICE "G" PRICE "G" TOTAL Start or End Pit: For 2 conduit 155 $ $ 8, $ $ 9, $ $ 9, Start or End Pit: For 4 conduit $ $ 6, $ $ 6, $ $ 7, Start or End Pit: For 5 conduit 0 $ $ - $ $ - $ $ - Start or End Pit: For 6 conduit 0 $ $ - $ $ - $ $ - 0 Test Holes In: Concrete 1 $ $ $ $ $ $ Test Holes In: Asphalt 10 $ $ 3, $ $ 3, $ $ 3, Test Holes In: Parkway 202 $ $ 19, $ $ 20, $ $ 21, Excavation for: Xfmr Pad 5 X5 X $ $ $ $ $ $ Excavation for: Xfmr Pad 8 X8 X20 0 $ $ - $ $ - $ $ - Excavation for and Installation of: Xfmr Pad 5 X5 X20 12 $ $ 4, $ $ 4, $ $ 4, Excavation for and Installation of: Xfmr Pad 8 X8 X20 1 $ $ $ $ $ $ Excavation for: Splice Box 28 X40 X30 3 $ $ $ $ $ $ Excavation for: Splice Box 40 X50 X $ $ $ $ $ $ Excavation for and Installation of: Splice Box 28 X40 X $ $ 10, $ $ 10, $ $ 10, Excavation for and Installation of: Splice Box 40 X50 X22 3 $ $ 1, $ $ 1, $ $ 1, Conduit/ft. (Material and Installation) 1 ¼ (Orange) w/ pull line $ 1.10 $ 15, $ 1.20 $ 17, $ 1.30 $ 18, Conduit/ft. (Material and Installation) $ 1.30 $ 10, $ 1.40 $ 11, $ 1.50 $ 11, Conduit/ft. (Material and Installation) $ 3.70 $ 23, $ 4.00 $ 25, $ 4.30 $ 27, Conduit/ft. (Material and Installation) 5 50 $ 6.00 $ $ 6.20 $ $ 6.50 $ Conduit/ft. (Material and Installation) 6 0 $ 7.00 $ - $ 7.50 $ - $ 8.00 $ - Bore/Ream Size/ft $ 8.00 $ $ 8.50 $ $ 9.00 $ Bore/Ream Size/ft $ 9.25 $ 28, $ 9.50 $ 29, $ 9.75 $ 30, Bore/Ream Size/ft $ $ 59, $ $ 60, $ $ 62, Bore/Ream Size/ft $ $ 62, $ $ 65, $ $ 67, Bore/Ream Size/ft $ $ 12, $ $ 13, $ $ 13, Bore/Ream Size/ft $ $ 6, $ $ 6, $ $ 7, Bore/Ream Size/ft $ $ 4, $ $ 2, $ $ 3, Bore/Ream Size/ft $ $ - $ $ - $ $ - Tie into Existing Manhole First Conduit 7.5 $ $ 3, $ $ 3, $ $ 4, Tie into Existing Manhole Additional Conduits 6.5 $ $ $ $ $ $ Tie into Existing Splice Box First Conduit 32.5 $ $ 12, $ $ 13, $ $ 13, Tie into Existing Splice Box Additional Conduits 0.5 $ $ $ $ $ $ E-Loc Couplings or Approved Equivalent (Material and Labor): 1 1/4" 30 $ 8.00 $ $ 8.50 $ $ 9.00 $ E-Loc Couplings or Approved Equivalent (Material and Labor): 2 32 $ $ $ $ $ $ E-Loc Couplings or Approved Equivalent (Material and Labor): 4 70 $ $ 1, $ $ 1, $ $ 1, E-Loc Couplings or Approved Equivalent (Material and Labor): 5 0 $ $ - $ $ - $ $ - E-Loc Couplings or Approved Equivalent (Material and Labor): 6 0 $ $ - $ $ - $ $ - Fusion Butt Splice (Material and Labor): 2 0 $ $ - $ $ - $ $ - Fusion Butt Splice (Material and Labor): 4 0 $ $ - $ $ - $ $ - Fusion Butt Splice (Material and Labor): 5 0 $ $ - $ $ - $ $ - Fusion Butt Splice (Material and Labor): 6 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, Steel) 2 18 Sweep 12 $ $ $ $ $ $ º Bends (Material Only, PVC) 2 18 Sweep 2 $ $ $ $ $ $ º Bends (Installation Only) 2 18 Sweep 14 $ $ $ $ $ $ º Bends (Material Only, Steel) 2 24 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, PVC) 2 24 Sweep 3.5 $ $ $ $ $ $ º Bends (Installation Only) 2 24 Sweep 3.5 $ $ $ $ $ $ Steel Conduit w/coupling (Material Only) $ $ $ $ $ $ Steel Conduit w/coupling (Installation Only) 2 11 $ $ $ $ $ $ PVC Conduit w/coupling (Material Only) $ $ $ $ $ $ PVC Conduit w/coupling (Installation Only) 2 3 $ $ $ $ $ $ º Bends (Material Only, Steel) 4 24 Sweep 2.5 $ $ $ $ $ $ º Bends (Material Only, PVC) 4 24 Sweep 62.5 $ $ 1, $ $ 2, $ $ 2, º Bends (Installation Only) 4 24 Sweep 65.5 $ $ 2, $ $ 3, $ $ 3, º Bends (Material Only, Steel) 4 36 Sweep 5 $ $ $ $ $ $ º Bends (Material Only, PVC) 4 36 Sweep 10.5 $ $ $ $ $ $ º Bends (Installation Only) 4 36 Sweep 15 $ $ 1, $ $ 1, $ $ 1, Steel Conduit w/coupling (Material Only) 4" 10 $ $ 1, $ $ 1, $ $ 2, Steel Conduit w/coupling (Installation Only) 4" 10.5 $ $ $ $ $ $ PVC Conduit w/coupling (Material Only) 4" 17.5 $ $ 1, $ $ 1, $ $ 1, PVC Conduit w/coupling (Installation Only) 4" 16.5 $ $ $ $ $ $ º Bends (Material Only, Steel) 5 36 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, PVC) 5 36 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Installation Only) 5 36 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, Steel) 5 48 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, PVC) 5 48 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Installation Only) 5 48 Sweep 0 $ $ - $ $ - $ $ - 10 Steel Conduit w/coupling (Material Only) 5" 0 $ $ - $ $ - $ $ - 10 Steel Conduit w/coupling (Installation Only) 5" 0 $ $ - $ $ - $ $ - 10 PVC Conduit w/coupling (Material Only) 5" 0 $ $ - $ $ - $ $ - 10 PVC Conduit w/coupling (Installation Only) 5" 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, Steel) 6 48 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, PVC) 6 48 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Installation Only) 6 48 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, Steel) 6 60 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Material Only, PVC) 6 60 Sweep 0 $ $ - $ $ - $ $ - 90º Bends (Installation Only) 6 60 Sweep 0 $ $ - $ $ - $ $ - 10 Steel Conduit w/coupling (Material Only) 6" 0 $ $ - $ $ - $ $ - 10 Steel Conduit w/coupling (Installation Only) 6" 0 $ $ - $ $ - $ $ - 10 PVC Conduit w/coupling (Material Only) 6" 0 $ $ - $ $ - $ $ - 10 PVC Conduit w/coupling (Installation Only) 6" 0 $ $ - $ $ - $ $ - Color Coded (Markup for red color or striped conduits $ 0.10 $ $ 0.20 $ $ 0.30 $ Color Coded (Markup for red color or striped conduits 4 0 $ 0.10 $ - $ 0.20 $ - $ 0.30 $ - Color Coded (Markup for red color or striped conduits 5 0 $ 0.10 $ - $ 0.20 $ - $ 0.30 $ - Color Coded (Markup for red color or striped conduits 6 0 $ 0.10 $ - $ 0.20 $ - $ 0.30 $ - Hourly Labor Rates: Foreman $ $ 12, $ $ 12, $ $ 13, Hourly Labor Rates: Laborer 301 $ $ 25, $ $ 25, $ $ 26, Hourly Equipment Rates: Pickup Truck $ $ 7, $ $ 7, $ $ 8, Hourly Equipment Rates: Dump Truck 10 $ $ $ $ $ $ Hourly Equipment Rates: Mini Excavator w/trailer $ $ 4, $ $ 5, $ $ 5, Hourly Equipment Rates: Air Compressor 0 $ $ - $ $ - $ $ - Traffic Ballards Install 4" steel pipe filled with concrete 1 $ $ $ $ $ $ Agenda Packet P. 16

17 Title: Agenda Item Executive Summary Presenter: Nicholas A. Mostardo, Assistant Finance Director Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: The Village entered into an agreement with New World Systems, Inc. on December 7, 2012 that provided for the licensing, implementation, and maintenance of the Village's accounting, human resources, utility billing, and community development software suite, New World ERP. Executive Summary: Resolution No. R : Approving an Amended Agreement with Tyler Technologies (Adoption) In late 2015, New World Systems, Inc. was acquired by Tyler Technologies, Inc. As part of the implementation agreement with New World Systems, Inc., the Village agreed to a five (5) year initial software maintenance and support period with the annual cost based on the number of licensed software modules. This initial maintenance period expires on December 31, Tyler Technologies has proposed an amendment to the implementation agreement which provides for an automatic annual renewal of maintenance services subject to a maximum increase of 5% annually for the first five (5) renewal periods under the amendment. Either party may withdraw from the maintenance agreement on an annual basis. The attached agreement is the product of a series of revisions proposed by the Village Attorney to maximize the rights of the Village. Continuing the maintenance and support agreement for New World ERP is vital to ensuring a high level of responsiveness in virtually all areas of the Village's operation. The agreement provides for software enhancements, troubleshooting, bug fixes, and user education. Services provided under the expiring maintenance agreement cost between $50,000-$60,000 per year depending on the number of software modules licensed by the Village. This same formula will be applied to the amended agreement, resulting in a 2018 cost of $56, I will be available at the December 5, 2017 Regular Meeting to answer any questions. Resolution No. R , prepared by the Village Attorney, provides for the approval of an amendment to the implementation agreement with Tyler Technologies, originally signed on December 7, Recommendation: Consider adoption of Resolution No. R , which authorizes the Village President and Village Clerk to sign an amendment to the implementation agreement between the Village of Winnetka and the Tyler Technologies, Inc. (formerly New World Systems, Inc.), originally executed on December 7, Attachments: 1) Resolution No. R , A Resolution Approving an Amended Agreement with Tyler Technologies, Inc. for Software Maintenance and Support Services 2) Exhibit A, Amended Agreement with Tyler Technologies, Inc. Agenda Packet P. 17

18 RESOLUTION NO. R A RESOLUTION APPROVING AN AMENDED AGREEMENT WITH TYLER TECHNOLOGIES, INC. FOR SOFTWARE MAINTENANCE AND SUPPORT SERVICES WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the Village of Winnetka ( Village ) to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, on December 7, 2012, the Village entered into an agreement ( Agreement ) with New World Systems, Inc. ( New World ) for New World to license to the Village software and provide the Village maintenance and support services for the software ( Services ); and WHEREAS, Tyler Technologies, Inc. ( Tyler ) acquired New World; and WHEREAS, Tyler and the Village desire to enter in to an amended agreement for Tyler to continue to provide the Services ( Amended Agreement ); and WHEREAS, the Village Council has determined that it is in the best interests of the Village and its residents to enter into the Amended Agreement with Tyler; NOW, THEREFORE, BE IT RESOLVED, by the Council of the Village of Winnetka, Cook County, Illinois, as follows: SECTION 1: RECITALS. The Village Council hereby adopts the foregoing recitals as its findings, as if fully set forth herein. SECTION 2: APPROVAL OF AMENDED AGREEMENT. The Village Council hereby approves the Amended Agreement in a final form approved by the Village Attorney. SECTION 3: AUTHORIZATION TO EXECUTE AMENDED AGREEMENT. The Village Council hereby authorizes and directs the Village President and the Village Clerk to execute and attest, respectively, on behalf of the Village, the final Amended Agreement after receipt by the Village Manager of two executed copies of the final Amended Agreement from Tyler; provided, however, that if the Village Manager does not receive two executed copies of the final Amended Agreement from Tyler within 60 days after the date of adoption of this Resolution, then this authority to execute and seal the final the Amended Agreement will, at the option of the Village Council, be null and void. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. [SIGNATURE PAGE FOLLOWS] Agenda Packet P. 18

19 ADOPTED this 5 th day of December, 2017, pursuant to the following roll call vote: AYES: NAYS: ABSENT: ABSTAIN: Signed Countersigned: Village President Village Clerk December 5, R Agenda Packet P. 19

20 EXHIBIT A AMENDED AGREEMENT December 5, R Agenda Packet P. 20

21 Support Agreement This Support Agreement is made, as of the date set forth below (the Effective Date ) by and between Tyler Technologies, Inc. with offices at 840 West Long Lake Road, Troy, MI ( Tyler ) and the client identified below ( Client ). WHEREAS, Tyler and Client are parties to an original agreement, dated December 7, 2012 ( Agreement ) under which Client licensed the New World software itemized therein; and WHEREAS, Tyler and New World merged effective November 16, 2015, with Tyler as the surviving entity; and WHEREAS, Tyler and Client desire to update the applicable maintenance and support services terms; NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and Client agree as follows: 1. The New World software Client licensed under the Agreement, and on which Client has paid maintenance and support fees through the Effective Date, shall mean the Tyler Software for purposes of this Support Agreement. 2. Tyler shall provide maintenance and support services on the Tyler Software according to the terms of Exhibit 1 to this Support Agreement. 3. For the term specified in the applicable invoice, Client shall remit to Tyler maintenance fees in the amount set forth therein. Payment is due within thirty (30) days of the invoice date. 4. This Support Agreement shall be governed by and construed in accordance with the terms and conditions of the Agreement. 5. All other terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Support Agreement as of the dates set forth below. Tyler Technologies, Inc. By: Name: Robert Kennedy-Jensen Client: Village of Winnetka, IL By: Name: Title: Senior Corporate Attorney Title: Date: Date: Agenda Packet P. 21

22 Exhibit 1 Maintenance and Support Agreement Tyler ( we or us ) will provide Client ( you ) with the following maintenance and support services for the Tyler Software. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Support Agreement. 1. Term. We provide maintenance and support services on an annual basis. The initial term commences on January 1, 2018, and remains in effect for one (1) year. The term will renew automatically for additional one (1) year terms unless terminated in writing by either party at least ninety (90) days prior to the end of the then-current term. We will adjust the term to match your first use of the Tyler Software in live production if that event precedes the one (1) year anniversary of the Effective Date. 2. Maintenance and Support Fees. Your year 1 maintenance and support fees for the Tyler Software are listed in the applicable invoice as $56, Tyler agrees that the increase in the annual maintenance shall not exceed 5% per year over the prior year for the first five (5) annual maintenance renewals. We reserve the right to suspend maintenance and support services if you fail to pay undisputed maintenance and support fees within thirty (30) days of our written notice. We will reinstate maintenance and support services only if you pay all past due maintenance and support fees, including all fees for the periods during which services were suspended. 3. Maintenance and Support Services. As long as you are not using the Help Desk as a substitute for our training services on the Tyler Software, and you timely pay your maintenance and support fees, we will, consistent with our then-current Support Call Process: 3.1 perform our maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects, as defined in the Agreement, in the Tyler Software (limited to the then-current version and the immediately prior version); provided, however, that if you modify the Tyler Software without our consent, our obligation to provide maintenance and support services on and warrant the Tyler Software will be void; 3.2 provide telephone support during our established support hours, currently Monday through Friday from 8:00 a.m. to 8:00 p.m (Eastern Time Zone) 3.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and third party software, if any, in order to provide maintenance and support services; 3.4 provide you with a copy of all major and minor releases to the Tyler Software (including updates and enhancements) that we make generally available without additional charge to customers who have a maintenance and support agreement in effect; and 3.5 provide non-defect resolution support of prior releases of the Tyler Software in accordance with our thencurrent release life cycle policy. 4. Client Responsibilities. We will use all reasonable efforts to perform any maintenance and support services remotely. Therefore, you agree to maintain a high-speed internet connection capable of connecting us to your PCs and server(s). You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services. We will, at our option, use the secure connection to assist with Agenda Packet P. 22

23 proper diagnosis and resolution, subject to any reasonably applicable security protocols. If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control. Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us. We strongly recommend that you also maintain a VPN for backup connectivity purposes. 5. Hardware and Other Systems. If in the process of diagnosing a software support issue it is discovered that one of your peripheral systems or other software is the cause of the issue, we will notify you so that you may contact the support agency for that peripheral system. We cannot support or maintain third party products except as expressly set forth in the Agreement. In order for us to provide the highest level of software support, you bear the following responsibility related to hardware and software: (a) All infrastructure executing Tyler Software shall be managed by you; (b) You will maintain support contracts for all non-tyler software associated with Tyler Software (including operating systems and database management systems, but excluding Third-Party Software, if any); and (c) You will perform daily database backups and verify that those backups are successful. 6. Other Excluded Services. Maintenance and support fees do not include fees for the following services: (a) initial installation or implementation of the Tyler Software; (b) onsite maintenance and support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above); (c) application design; (d) other consulting services; (e) maintenance and support of an operating system or hardware; (f) support outside our established support hours (unless we change such hours); or (g) installation, training services, or third party product costs related to a new release. Requested maintenance and support services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) weeks advance notice. 7. Current Support Call Process. Our current Support Call Process for the Tyler Software is provided Schedule A to Exhibit Representations of Tyler. We represent and certify that our maintenance and support services will be performed in accordance with the standards of professional practice, care, and diligence practiced by recognized firms in performing services of a similar nature in existence at the time of performance. The representations and certifications expressed shall be in addition to any other representations and certifications expressed in this Support Agreement, or expressed or implied by law, which are hereby reserved unto the Village. 9. Confidentiality. Both parties recognize that their respective employees and agents, in the course of performance of this Support Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties. Confidential information is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e.g., social security numbers) and trade secrets, each as defined by applicable state law. Each party agrees that it will not disclose any confidential information of the other party and further agrees to Agenda Packet P. 23

24 take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Support Agreement. This obligation of confidentiality will not apply to information that: (a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Support Agreement by a party or its employees or agents; (b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure; (c) a party receives from a third party who has a right to disclose it to the receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Support Agreement; provided, however, that in the event you receive an open records or other similar applicable request, you will give us prompt notice and otherwise perform the functions required by applicable law. 10. Intellectual Property Infringement Indemnification. (a) We will defend you against any third party claim(s) that the Tyler Software or Documentation infringes that third party s patent, copyright, or trademark, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final judgment (or settlement to which we consent). You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense. (b) Our obligations under this Section 10, will not apply to the extent the claim or adverse final judgment is based on your: (a) use of a previous version of the Tyler Software and the claim would have been avoided had you installed and used the current version of the Tyler Software, and we provided notice of that requirement to you; (b) combining the Tyler Software with any product or device not provided, contemplated, or approved by us; (c) altering or modifying the Tyler Software, including any modification by third parties at your direction or otherwise permitted by you; (d) use of the Tyler Software in contradiction of this Support Agreement, including with non-licensed third parties; or (e) willful infringement, including use of the Tyler Software after we notify you to discontinue use due to such a claim. (c) If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Support Agreement. (d) If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either: (a) procure the right to continue its use; (b) modify it to make it non-infringing; (c) replace it with a functional equivalent; or (d) terminate your license and refund the license fees paid for the infringing Tyler Software, as depreciated on a straight-line basis measured over seven (7) years from the Effective Date. We will pursue those options in the order listed herein. This section provides your exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims. 11. General Indemnification. (a) We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our Agenda Packet P. 24

25 negligence or willful misconduct; or (b) our violation of a law applicable to our performance under this Support Agreement. You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense. (b) To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Support Agreement. We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement. We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense. 12. Conflicts of Interest. We represent and certify that, to the best of our knowledge: (1) none of your employees or agents are interested in our business or this Support Agreement; (2) as of the date of this Support Agreement, neither us nor any person employed or associated with us has any interest that would conflict in any manner or degree with the performance of the obligations under this Support Agreement; and (3) neither us nor any person employed by or associated with us shall at any time during the term of this Support Agreement obtain or acquire any interest that would conflict in any manner or degree with the performance of the obligations under this Support Agreement. 13. No Collusion. We represent and certify that we are not barred from contracting with a unit of state or local government as a result of (1) a delinquency in the payment of any tax administered by the Illinois Department of Revenue unless we are contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax, as set forth in Section et seq. of the Illinois Municipal Code, 65 ILCS 5/ et seq.; or (2) a violation of either Section 33E-3 or Section 33E-4 of Article 33E of the Criminal Code of 1961, 720 ILCS 5/33E-1 et seq. If at any time it shall be found that we have, in procuring this Support Agreement, colluded with any other person, firm, or corporation, then we shall be liable to you for all loss or damage that you may suffer, and this Support Agreement shall, at your option, be null and void. 14. Compliance with Laws. We shall give all notices, pay all fees, and take all other action that may be necessary to ensure that the maintenance and support services are provided, performed, and completed in accordance with all required applicable governmental permits, licenses, or other approvals and authorizations that may be required in connection with providing, performing, and completing the maintenance and support services, and with all applicable statutes, ordinances, rules, and regulations, including without limitation the Fair Labor Standards Act; any statutes regarding qualification to do business; any statutes prohibiting discrimination because of, or requiring affirmative action based on, race, creed, color, national origin, age, sex, or other prohibited classification, including, without limitation, the Americans with Disabilities Act of 1990, 42 U.S.C et seq., and the Illinois Human Rights Act, 775 ILCS 5/1-101 et seq. 15. Binding Effect; No Assignment. This Support Agreement shall be binding on, and shall be for the benefit of, our either your or our successor(s) or permitted assign(s). Neither party may assign this Support Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets. Agenda Packet P. 25

26 Exhibit 1 Schedule A Support Call Process If, after you have cut over to live production use of the Tyler Software, you believe that the Tyler Software is Defective, as Defect is defined in the Agreement, then you will notify us by phone, in writing, by , or through the support website. Please reference the applicable Customer Support page at for information on how to use these various means of contact. Documented examples of the claimed Defect must accompany each notice. We will review the documented notice, if reasonably available and when there is a Defect, we shall resolve it at no additional cost to you beyond your thencurrent maintenance and support fees. In receiving and responding to Defect notices and other support calls, we will follow the priority categorizations below. These categories are assigned based on your determination of the severity of the Defect and our reasonable analysis. If you believe a priority categorization needs to be updated, you may contact us again, via the same methods outlined above, to request the change. In each instance of a Priority 1 or 2 Defect, prior to final Defect correction, the support team may offer you workaround solutions, including patches, configuration changes, and operational adjustments, or may recommend that you revert back to the prior version the Tyler Software pending Defect correction. (a) Priority 1: A Defect that renders the Tyler Software inoperative; or causes the Tyler Software to fail catastrophically. After initial assessment of the Priority 1 Defect, if required, we shall assign a qualified product technical specialist(s) within one business (1) hour. The technical specialist(s) will then work to diagnose the Defect and to correct the Defect, providing ongoing communication to you concerning the status of the correction until the Tyler Software is operational without Priority 1 defect. The goal for correcting a Priority 1 Defect is 24 hours or less. (b) Priority 2: A Defect that substantially degrades the performance of the Tyler Software, but does not prohibit your use of the Tyler Software. We shall assign a qualified product technical specialist(s) within four (4) business hours of our receipt of your notice. The product technical specialist will then work to diagnose and correct the Defect. We shall work diligently to make the correction, and shall provide ongoing communication to you concerning the status of the correction until the Tyler Software is operational without Priority 2 Defect. The goal for correcting a Priority 2 event is to include a correction in the next Tyler Software release. (c) Priority 3: A Defect which causes only a minor impact on the use of the Tyler Software. We may include a correction in subsequent Tyler Software releases. Agenda Packet P. 26

27 Title: Agenda Item Executive Summary Public Safety Pension Annual Report Presenter: Timothy J. Sloth, Finance Director Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: The Illinois legislature implemented public safety pension reforms in the fall of This law requires an annual report from the Police and Fire Pension Boards to the Village Council on the health and performance of the pension plans prior to adoption of the annual property tax levy. Executive Summary: The purpose of the law can be categorized into three broad areas: 1) improve dissemination of pension information, 2) encourage good business practices, and 3) strengthen ethics / increase enforcement. The materials presented here are designed to improve the dissemination of pension fund information as contemplated by the new law. Both the Police and Fire Pension Boards have been made aware of this legislation and have directed the Village Treasurer to meet the annual reporting requirement on behalf of the Boards. Attached are the Police and Fire Pension reports for 12/31/2016. The attached Police and Fire Pension reports show that the Tax Levy Requirements for each Pension Fund are as follows: Fire Pension - $1,776,163 (Last Year - $1,723,1762) Police Pension - $1,488,956 (Last Year - $1,446,664) I will be attending the December 5, 2017 Council Meeting to answer any questions. Recommendation: Informational only for Council review. Attachments: 1) Winnetka Police Pension Fund - Compliance Report for the calendar year ended 12/31/2016 2) Winnetka Police Pension Fund - Investment Policy dated 10/28/2016 3) Winnetka Police Pension Fund - Actuarial Valuation Report as of 12/31/2016 4) Winnetka Fire Pension Fund - Compliance Report for the calendar year ended 12/31/2016 5) Winnetka Fire Pension Fund - Investment Policy dated 8/10/2016 6) Winnetka Fire Pension Fund - Actuarial Valuation Report as of 12/31/2016 Agenda Packet P. 27

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49 VILLAGE OF WINNETKA POLICE PENSION FUND ACTUARIAL VALUATION AS OF JANUARY 1, 2017 CONTRIBUTIONS APPLICABLE TO THE PLAN/FISCAL YEAR ENDING DECEMBER 31, 2018 GASB 67/68 DISCLOSURE INFORMATION AS OF DECEMBER 31, 2016 Agenda Packet P. 49

50 May 16, 2017 Nicholas A. Mostardo Assistant Finance Director Village of Winnetka 510 Green Bay Road Winnetka, IL Re: Actuarial Valuation Report (including GASB Statements No. 67 and No. 68) Village of Winnetka Police Pension Fund Dear Nicholas: We are pleased to present this report of the annual actuarial valuation of the Village of Winnetka Police Pension Fund. Included are the related results for GASB Statements No. 67 and No. 68. The funding valuation was performed to determine whether the assets and contributions are sufficient to provide the prescribed benefits and to develop the appropriate funding requirements for the applicable plan year. The calculation of the liability for GASB results was performed for the purpose of satisfying the requirements of GASB Statements No. 67 and No. 68. Use of the results for other purposes may not be applicable and produce significantly different results. The valuations have been conducted in accordance with generally accepted actuarial principles and practices, including the applicable Actuarial Standards of Practice as issued by the Actuarial Standards Board, and reflects laws and regulations issued to date pursuant to the provisions of Article 3, Illinois Pension Code, as well as applicable federal laws and regulations. In our opinion, the assumptions used in this valuation, as adopted by the Board of Trustees, represent reasonable expectations of anticipated plan experience. Future actuarial measurements may differ significantly from the current measurements presented in this report for a variety of reasons including: changes in applicable laws, changes in plan provisions, changes in assumptions, or plan experience differing from expectations. In conducting the valuation, we have relied on personnel, plan design, and asset information supplied by the Village, financial reports prepared by the custodian bank and the actuarial assumptions and methods described in the Actuarial Assumptions section of this report. While we cannot verify the accuracy of all this information, the supplied information was reviewed for consistency and reasonableness. As a result of this review, we have no reason to doubt the substantial accuracy of the information and believe that it has produced appropriate results. This information, along with any adjustments or modifications, is summarized in various sections of this report. The total pension liability, net pension liability, and certain sensitivity information shown in the GASB results are based on an actuarial valuation performed as of the valuation date. Certain schedules should include a 10-year history of information. As provided for in GASB Statements No. 67 and No. 68, this historical information is only presented for the years in which the information was measured. This conforms to the requirements of GASB Statements No. 67 and No. 68. One Oakbrook Terrace, Suite 720 Oakbrook Terrace, IL (630) Fax (239) Agenda Packet P. 50

51 The undersigned is familiar with the immediate and long-term aspects of pension valuations and meets the Qualification Standards of the American Academy of Actuaries necessary to render the actuarial opinions contained herein. All of the sections of this report are considered an integral part of the actuarial opinions. To our knowledge, no associate of Foster & Foster, Inc. working on valuations of the program has any direct financial interest or indirect material interest in the Village of Winnetka, nor does anyone at Foster & Foster, Inc. act as a member of the Board of Trustees of the Village of Winnetka Police Pension Fund. Thus, there is no relationship existing that might affect our capacity to prepare and certify this actuarial report. If there are any questions, concerns, or comments about any of the items contained in this report, please contact us at Respectfully submitted, Foster & Foster, Inc. By: Jason L. Franken Enrolled Actuary # JLF/lke Enclosures Agenda Packet P. 51

52 TABLE OF CONTENTS Section Title Page I Introduction a. Summary of Report 5 b. Changes Since Prior Valuation 7 c. Comparative Summary of Principal Valuation Results 8 II Valuation Information a. Development of Amortization Payment 14 b. Statutory Minimum Required Contribution 15 c. Projection of Benefit Payments 16 d. Actuarial Assumptions and Methods 17 e. Glossary 19 III Trust Fund 20 IV Member Statistics a. Statistical Data 24 b. Age and Service Distribution 25 c. Valuation Participant Reconciliation 26 V Summary of Current Plan 27 VI Governmental Accounting Standards Board Statements No. 67 and No. 68 Disclosure Information 30 Village of Winnetka Police Pension Fund FOSTER & FOSTER 4 Agenda Packet P. 52

53 SUMMARY OF REPORT The regular annual actuarial valuation of the Village of Winnetka Police Pension Fund, performed as of January 1, 2017, has been completed and the results are presented in this Report. The contribution amounts set forth herein are applicable to the plan/fiscal year ended December 31, The contribution requirements, compared with those set forth in the January 1, 2016 actuarial report, are as follows: Valuation Date 1/1/2017 1/1/2016 Applicable to Fiscal Year Ending 12/31/ /31/2017 Total Required Contribution $1,747,371 $1,703,782 % of Projected Annual Payroll 67.0% 66.8% Member Contributions (Est.) 258, ,117 % of Projected Annual Payroll 9.9% 10.1% Village Required Contribution 1,488,956 1,446,665 % of Projected Annual Payroll 57.1% 56.7% As you can see, the Total Required Contribution, when expressed as a percentage of annual payroll, shows a slight increase when compared to the results determined in the January 1, 2016 actuarial valuation report. The increase is attributable to the changes in assumptions and methodologies. This increase was offset somewhat by favorable plan experience resulting from a 6.86% investment return (Actuarial basis), which exceeded the assumed 6.25% return, and higher than expected mortality experience. Village of Winnetka Police Pension Fund FOSTER & FOSTER 5 Agenda Packet P. 53

54 The balance of this Report presents additional details of the actuarial valuation and the general operation of the Fund. The undersigned would be pleased to meet with the Board of Trustees in order to discuss the Report and answer any pending questions concerning its contents. Respectfully submitted, FOSTER & FOSTER, INC. By: Jason L. Franken, FSA, EA, MAAA Village of Winnetka Police Pension Fund FOSTER & FOSTER 6 Agenda Packet P. 54

55 Plan Changes Since Prior Valuation No plan changes have occurred since the prior valuation. Actuarial Assumption/Method Changes Since Prior Valuation The administrative expenses have been included in the determination the annual contribution to the fund. Assumption changes: o o o The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP-2014 Disabled Retiree Mortality Table, projected to the valuation date with Scale MP The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior actuary. Village of Winnetka Police Pension Fund FOSTER & FOSTER 7 Agenda Packet P. 55

56 COMPARATIVE SUMMARY OF PRINCIPAL VALUATION RESULTS A. Participant Data New Asmp/Mthd Old Asmp/Mthd 1/1/2017 1/1/2017 1/1/2016 ¹ Number Included Actives Service Retirees Beneficiaries Disability Retirees Terminated Vested Total Total Annual Payroll $2,607,617 $2,607,617 $2,549,901 Payroll Under Assumed Ret. Age 2,607,617 2,607,617 2,549,901 Annual Rate of Payments to: Service Retirees 1,567,115 1,567,115 1,574,004 Beneficiaries 219, ,621 91,500 Disability Retirees 42,829 42,829 42,828 Terminated Vested 47,075 47,075 67,032 B. Assets Actuarial Value 27,256,965 27,256,965 25,794,490 Market Value 27,118,359 27,118,359 25,238,201 C. Liabilities Present Value of Benefits Actives Retirement Benefits 16,718,554 17,521,413 N/A Disability Benefits 1,591,715 1,027,811 N/A Death Benefits 238, ,067 N/A Vested Benefits 1,487, ,511 N/A Service Retirees 24,108,352 23,538,161 N/A Beneficiaries 1,878,739 1,727,634 N/A Disability Retirees 750, ,752 N/A Terminated Vested 387, ,498 N/A Total 47,161,098 45,867,847 N/A ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Police Pension Fund FOSTER & FOSTER 8 Agenda Packet P. 56

57 New Asmp/Mthd Old Asmp/Mthd C. Liabilities - (Continued) 1/1/2017 1/1/2017 1/1/2016 ¹ Present Value of Future Salaries 24,105,273 26,730,380 N/A Present Value of Future Member Contributions 2,388,833 2,648,981 N/A Normal Cost (Retirement) 470, ,035 N/A Normal Cost (Disability) 113,235 69,338 N/A Normal Cost (Death) 10,777 11,861 N/A Normal Cost (Vesting) 80,544 46,247 N/A Total Normal Cost 674, , ,710 Present Value of Future Normal Costs 5,573,230 5,887,922 N/A Accrued Liability (Retirement) 12,730,664 12,735,232 N/A Accrued Liability (Disability) 628, ,136 N/A Accrued Liability (Death) 157, ,334 N/A Accrued Liability (Vesting) 945, ,178 N/A Accrued Liability (Inactives) 27,125,306 26,390,045 N/A Total Actuarial Accrued Liability 41,587,868 39,979,925 41,529,135 Unfunded Actuarial Accrued Liability (UAAL) 14,330,903 12,722,960 15,734,645 Funded Ratio (AVA / AL) 65.5% 68.2% 62.1% ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Police Pension Fund FOSTER & FOSTER 9 Agenda Packet P. 57

58 New Asmp/Mthd Old Asmp/Mthd 1/1/2017 1/1/2017 1/1/2016 ¹ D. Actuarial Present Value of Accrued Benefits Vested Accrued Benefits Inactives 27,125,306 26,390,045 N/A Actives 5,966,287 4,820,211 N/A Member Contributions 2,477,840 2,477,840 N/A Total 35,569,433 33,688,096 N/A Non-vested Accrued Benefits 587, ,160 N/A Total Present Value Accrued Benefits 36,157,015 34,145,256 N/A Funded Ratio (MVA / PVAB) 75.0% 79.4% N/A Increase (Decrease) in Present Value of Accrued Benefits Attributable to: Plan Amendments 0 N/A Assumption Changes 2,011,759 N/A New Accrued Benefits 0 N/A Benefits Paid 0 N/A Interest 0 N/A Other 0 N/A Total 2,011,759 N/A ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Police Pension Fund FOSTER & FOSTER 10 Agenda Packet P. 58

59 New Asmp/Mthd Old Asmp/Mthd Valuation Date 1/1/2017 1/1/2017 1/1/2016 Applicable to Fiscal Year Ending 12/31/ /31/ /31/2017 E. Pension Cost Normal Cost (with interest) $716,812 $679,449 $643,567 % of Total Annual Payroll ¹ Administrative Expenses (with interest) 26, % of Total Annual Payroll ¹ Payment Required to Amortize Unfunded Actuarial Accrued Liability over 19 years (as of 1/1/2017, with interest) 1,004, ,642 1,060,214 % of Total Annual Payroll ¹ Total Required Contribution 1,747,371 1,571,091 1,703,782 % of Total Annual Payroll ¹ Expected Member Contributions 258, , ,117 % of Total Annual Payroll ¹ Expected Village Contribution 1,488,956 1,312,676 1,446,664 % of Total Annual Payroll ¹ F. Past Contributions Plan Years Ending: 12/31/2016 Total Required Contribution 1,596,225 Village Requirement 1,308,146 Actual Contributions Made: Members (excluding buyback) 288,079 Village 1,302,493 Total 1,590,572 G. Net Actuarial (Gain)/Loss (3,026,983) ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. ² Contributions developed as of 1/1/2017 are expressed as a percentage of total annual payroll at 1/1/2017 of $2,607,617. Village of Winnetka Police Pension Fund FOSTER & FOSTER 11 Agenda Packet P. 59

60 H. Schedule Illustrating the Amortization of the Total Unfunded Actuarial Accrued Liability as of: Year Projected Unfunded Accrued Liability ,330, ,222, ,071, ,968, ,090, ,092, I. (i) 3 Year Comparison of Actual and Assumed Salary Increases Actual Assumed Year Ended 12/31/ % 4.98% Year Ended 12/31/ % N/A (ii) 3 Year Comparison of Investment Return on Actuarial Value Actual Assumed Year Ended 12/31/ % 6.25% Year Ended 12/31/ % 6.25% Village of Winnetka Police Pension Fund FOSTER & FOSTER 12 Agenda Packet P. 60

61 STATEMENT BY ENROLLED ACTUARY This actuarial valuation was prepared and completed by me or under my direct supervision, and I acknowledge responsibility for the results. To the best of my knowledge, the results are complete and accurate, and in my opinion, the techniques and assumptions used are reasonable and meet the requirements and intent of the Illinois Pension Code and adhere to the Actuarial Standards of Practice. There is no benefit or expense to be provided by the plan and/or paid from the plan's assets for which liabilities or current costs have not been established or otherwise taken into account in the valuation. All known events or trends which may require a material increase in plan costs or required contribution rates have been taken into account in the valuation. Jason L. Franken, FSA, EA, MAAA Enrolled Actuary # Village of Winnetka Police Pension Fund FOSTER & FOSTER 13 Agenda Packet P. 61

62 DEVELOPMENT OF JANUARY 1, 2017 AMORTIZATION PAYMENT (1) Unfunded Actuarial Accrued Liability as of January 1, 2016 $15,734,645 (2) Sponsor Normal Cost developed as of January 1, ,015 (3) Expected administrative expenses for the year ended December 31, (4) Expected interest on (1), (2) and (3) 1,005,479 (5) Sponsor contributions to the System during the year ended December 31, ,302,493 (6) Expected interest on (5) 40,703 (7) Expected Unfunded Actuarial Accrued Liability¹ as of December 31, 2016, (1)+(2)+(3)+(4)-(5)-(6) 15,749,943 (8) Change to UAAL due to Assumption Change 1,607,943 (9) Change to UAAL due to Actuarial (Gain)/Loss (3,026,983) (10) Unfunded Accrued Liability as of January 1, ,330,903 Date Years 1/1/2017 Amortization Established Remaining Amount Amount 1/1/ ,330, ,250 ¹ Components of the Expected Unfunded Actuarial Accrued Liability shown (Items 1 through 6) Village of Winnetka Police Pension Fund FOSTER & FOSTER 14 Agenda Packet P. 62

63 STATUTORY MINIMUM REQUIRED CONTRIBUTION Contribution requirements shown on this page are calculated according to statutory minimum funding requirements of the Illinois Pension Code. We do not believe this method is sufficient to fund future benefits; as such, we recommend funding according to the contributions developed in Section E of this report. New Asmp/Mthd Old Asmp/Mthd Valuation Date 1/1/2017 1/1/2017 1/1/2016 Applicable to Fiscal Year Ending 12/31/ /31/ /31/2017 Actuarial Accrued Liability (PUC) 40,574,249 38,831,223 36,813,444 Actuarial Value of Assets 27,256,965 27,256,965 25,794,490 Unfunded Actuarial Accrued Liability (UAAL) 13,317,284 11,574,258 11,018,954 UAAL Subject to Amortization 9,259,859 7,691,136 7,337,610 Normal Cost (with interest) $835,157 $788,381 $874,593 % of Total Annual Payroll ¹ Administrative Expenses (with interest) 26, % of Total Annual Payroll ¹ Payment Required to Amortize Unfunded Actuarial Accrued Liability over 24 years (as of 1/1/2017, with interest) 545, , ,633 % of Total Annual Payroll ¹ Total Required Contribution 1,406,592 1,241,222 1,294,226 % of Total Annual Payroll ¹ Expected Member Contributions 258, , ,117 % of Total Annual Payroll ¹ Expected Village Contribution 1,148, ,807 1,037,109 % of Total Annual Payroll ¹ Assumptions and Methods: Actuarial Cost Method Amortization Method Projected Unit Credit. 90% Funding by 2040, level percent of payroll, 3.5% payroll growth assumption. All other assumptions and methods are as described in the Actuarial Assumptions and Methods section. ¹ Contributions developed as of 1/1/2017 are expressed as a percentage of total annual payroll at 1/1/2017 of $2,607,617. Village of Winnetka Police Pension Fund FOSTER & FOSTER 15 Agenda Packet P. 63

64 PROJECTION OF BENEFIT PAYMENTS Payments for Payments for Total Year Current Actives Current Inactives Payments ,665 1,831,950 1,900, ,098 1,854,505 2,007, ,335 1,882,723 2,115, ,565 1,909,484 2,222, ,862 1,934,634 2,366, ,194 1,957,984 2,507, ,797 1,979,287 2,631, ,335 1,998,228 2,741, ,770 2,014,403 2,851, ,246 2,027,319 2,968, ,024,582 2,036,393 3,060, ,129,470 2,040,980 3,170, ,243,934 2,056,645 3,300, ,347,640 2,051,231 3,398, ,439,816 2,039,306 3,479, ,540,043 2,020,281 3,560, ,643,565 1,993,657 3,637, ,735,895 1,959,069 3,694, ,864,899 1,916,314 3,781, ,982,812 1,865,376 3,848, ,085,044 1,806,472 3,891, ,187,290 1,775,332 3,962, ,279,735 1,703,008 3,982, ,388,516 1,624,687 4,013, ,468,023 1,541,408 4,009, ,536,550 1,454,306 3,990, ,595,122 1,364,547 3,959, ,663,643 1,273,278 3,936, ,735,633 1,181,591 3,917, ,772,218 1,090,488 3,862, ,799,436 1,000,887 3,800, ,818, ,598 3,732, ,828, ,313 3,658, ,831, ,579 3,579, ,825, ,792 3,496, ,810, ,260 3,409, ,785, ,241 3,316, ,751, ,929 3,219, ,706, ,467 3,116, ,652, ,952 3,008,690 Village of Winnetka Police Pension Fund FOSTER & FOSTER 16 Agenda Packet P. 64

65 ACTUARIAL ASSUMPTIONS AND METHODS Mortality Rate Disabled Mortality Rate Interest Rate Retirement Age Disability Rate Termination Rate Salary Increases RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP RP-2014 Disabled Retiree Mortality, projected to the valuation date with Scale MP % per year compounded annually, net of investment related expenses. See table on following page. This is based on an experience study performed in See table on following page. 70% of the disabilities are assumed to be in the line of duty. This is based on an experience study performed in See table on following page. This is based on an experience study performed in Rates vary by service from 0 to 10 years, with level increases after 10 years. This assumption is consistent with assumed increase rates for other municipal Police plans. Service Rate % % % % % % % % % % % Payroll Growth 3.50%. Inflation 2.50%. Cost-of-Living Adjustment Tier 1: 3.00% per year after age 55. Those that retire prior to age 55 receive an increase of 1/12 of 3.00% for each full month since benefit commencement upon reaching age 55. Tier 2: 1.25% per year after the later of attainment of age 60 or first anniversary of retirement. Village of Winnetka Police Pension Fund FOSTER & FOSTER 17 Agenda Packet P. 65

66 Administrative Expenses Marital Status Spouse s Age Funding Method Actuarial Asset Method Funding Policy Amortization Method Expenses paid out of the fund other than investment-related expenses are assumed to be equal to those paid in the previous year. 80% of Members are assumed to be married. Male spouses are assumed to be three years older than female spouses. Entry Age Normal Cost Method. Investment gains and losses are smoothed over a 5-year period. 100% of the UAAL is amortized according to a Level Percentage of Payroll method over a period ending in Decrement Tables % Terminating % Becoming Disabled % Retiring During the Year During the Year During the Year Age Rate Age Rate Age Rate % % <=49 0% % % % % % % % % % % % % % % >=70 100% % % >= % % % % Village of Winnetka Police Pension Fund FOSTER & FOSTER 18 Agenda Packet P. 66

67 GLOSSARY Total Annual Payroll is the projected annual rate of pay for the fiscal year following the valuation date of all covered members. Present Value of Benefits is the single sum value on the valuation date of all future benefits to be paid to current Members, Retirees, Beneficiaries, Disability Retirees and Vested Terminations. Normal (Current Year's) Cost is the current year's cost for benefits yet to be funded. Unfunded Accrued Liability is a liability which arises when a pension plan is initially established or improved and such establishment or improvement is applicable to all years of past service. Total Required Contribution is equal to the Normal Cost plus an amount sufficient to amortize the Unfunded Accrued Liability over a period ending in The required amount is adjusted for interest according to the timing of contributions during the year. Entry Age Normal Cost Method - Under this method, the normal cost is the sum of the individual normal costs for all active participants. For an active participant, the normal cost is the participant s normal cost accrual rate, multiplied by the participant s current compensation. (a) The normal cost accrual rate equals: (i) the present value of future benefits for the participant, determined as of the participant s entry age, divided by (ii) the present value of the compensation expected to be paid to the participant for each year of the participant s anticipated future service, determined as of the participant s entry age. (b) In calculating the present value of future compensation, the salary scale is applied both retrospectively and prospectively to estimate compensation in years prior to and subsequent to the valuation year based on the compensation used for the valuation. (c) The accrued liability is the sum of the individual accrued liabilities for all participants and beneficiaries. A participant s accrued liability equals the present value, at the participant s attained age, of future benefits less the present value at the participant s attained age of the individual normal costs payable in the future. A beneficiary s accrued liability equals the present value, at the beneficiary s attained age, of future benefits. The unfunded accrued liability equals the total accrued liability less the actuarial value of assets. (d) Under this method, the entry age used for each active participant is the participant s age at the time he or she would have commenced participation if the plan had always been in existence under current terms, or the age as of which he or she first earns service credits for purposes of benefit accrual under the current terms of the plan. Village of Winnetka Police Pension Fund FOSTER & FOSTER 19 Agenda Packet P. 67

68 STATEMENT OF FIDUCIARY NET POSITION December 31, 2016 ASSETS MARKET VALUE Cash and Cash Equivalents: Checking Account 285,428 Certificates of Deposit 529,933 Money Market 643,735 Total Cash and Equivalents 1,459,096 Receivables: Accrued Past Due Interest 59,889 Total Receivable 59,889 Investments: U.S. Gov't and Agency Obligations 5,206,871 Stocks 8,911,051 Insurance Company Contracts 1,782,643 Corporate Bonds 3,524,223 Mutual Funds 7,210,838 Total Investments 26,635,626 Total Assets 28,154,611 LIABILITIES Liabilities: Payable: To Other Funds 1,036,252 Total Liabilities 1,036,252 Net Assets: Active and Retired Members' Equity 27,118,359 NET POSITION RESTRICTED FOR PENSIONS 27,118,359 TOTAL LIABILITIES AND NET ASSETS 28,154,611 Village of Winnetka Police Pension Fund FOSTER & FOSTER 20 Agenda Packet P. 68

69 STATEMENT OF CHANGES IN FIDUCIARY NET POSITION FOR THE YEAR ENDED December 31, 2016 Market Value Basis ADDITIONS Contributions: Member 288,079 Village 1,302,493 Total Contributions 1,590,572 Investment Income: Miscellaneous Income 5,000 Net Realized Gain (Loss) 617,671 Unrealized Gain (Loss) 899,436 Net Increase in Fair Value of Investments 1,522,107 Interest & Dividends 769,975 Less Investment Expense ¹ (133,248) Net Investment Income 2,158,834 Total Additions 3,749,406 DEDUCTIONS Distributions to Members: Benefit Payments 1,653,022 Refund of Contributions/Transfers 210,839 Total Distributions 1,863,861 Administrative Expenses 24,688 Total Deductions 1,888,549 Net Increase in Net Position 1,860,857 NET POSITION RESTRICTED FOR PENSIONS Beginning of the Year 25,238,201 Adjustment to beginning of year 19,301 End of the Year 27,118,359 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. Village of Winnetka Police Pension Fund FOSTER & FOSTER 21 Agenda Packet P. 69

70 Village of Winnetka Police Pension Fund ACTUARIAL ASSET VALUATION December 31, 2016 Actuarial Assets for funding purposes are developed by recognizing the total actuarial investment gain or loss for each Plan Year over a five year period. In the first year, 20% of the gain or loss is recognized. In the second year 40%, in the third year 60%, in the fourth year 80%, and in the fifth year 100% of the gain or loss is recognized. The actuarial investment gain or loss is defined as the actual return on investments minus the actuarial assumed investment return. Actuarial Assets shall not be less than 80% nor greater than 120% of the Market Value of Assets. Gains/(Losses) Not Yet Recognized Plan Year Amounts Not Yet Recognized by Valuation Year Ending Gain/(Loss) /31/2013 1,238, , /31/2014 (770,594) (308,238) (154,119) /31/2015 (1,529,463) (917,678) (611,785) (305,893) /31/ , , , , ,910 0 Total (506,562) (412,173) (70,072) 117,910 0 Development of Investment Gain/Loss Market Value of Assets, 12/31/ ,257,502 Contributions Less Benefit Payments & Administrative Expenses (297,977) Expected Investment Earnings¹ 1,569,282 Actual Net Investment Earnings 2,158, Actuarial Investment Gain/(Loss) 589,552 ¹ Expected Investment Earnings = 6.25% x (25,257, x -297,977) Development of Actuarial Value of Assets Market Value of Assets, 12/31/ ,118,359 (Gains)/Losses Not Yet Recognized 506,562 Actuarial Value of Assets, 12/31/ ,624,921 (A) 12/31/2015 Actuarial Assets: 25,794,490 (I) Net Investment Income: 1. Interest and Dividends 774, Realized Gains (Losses) 617, Change in Actuarial Value 869, Investment Expenses (133,248) Total 2,128,408 (B) 12/31/2016 Actuarial Assets: 27,624,921 Actuarial Asset Rate of Return = (2 x I) / (A + B - I): 8.30% Market Value of Assets Rate of Return: 8.58% 12/31/2016 Limited Actuarial Assets: 27,624,921 Village of Winnetka Police Pension Fund FOSTER & FOSTER 22 Agenda Packet P. 70

71 CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS December 31, 2016 Actuarial Asset Basis INCOME Contributions: Member 288,079 Village 1,302,493 Total Contributions 1,590,572 Earnings from Investments Interest & Dividends 769,975 Miscellaneous Income 5,000 Net Realized Gain (Loss) 617,671 Change in Actuarial Value 869,010 Total Earnings and Investment Gains 2,261,656 EXPENSES Administrative Expenses: Investment Related¹ 133,248 Other 24,688 Total Administrative Expenses 157,936 Distributions to Members: Benefit Payments 1,653,022 Refund of Contributions/Transfers 210,839 Total Distributions 1,863,861 Change in Net Assets for the Year 1,830,431 Net Assets Beginning of the Year 25,794,490 Net Assets End of the Year² 27,624,921 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. ² Net Assets may be limited for actuarial consideration. Village of Winnetka Police Pension Fund FOSTER & FOSTER 23 Agenda Packet P. 71

72 STATISTICAL DATA ¹ Actives - Tier 1 1/1/2014 1/1/2015 1/1/2016 1/1/2017 Number N/A N/A N/A 16 Average Current Age N/A N/A N/A 47.1 Average Age at Employment N/A N/A N/A 29.3 Average Past Service N/A N/A N/A 17.8 Average Annual Salary N/A N/A N/A $110,008 Actives - Tier 2 Number N/A N/A N/A 11 Average Current Age N/A N/A N/A 31.9 Average Age at Employment N/A N/A N/A 29.6 Average Past Service N/A N/A N/A 2.3 Average Annual Salary N/A N/A N/A $77,044 Service Retirees Number N/A N/A Average Current Age N/A N/A Average Annual Benefit N/A N/A $68,435 $74,625 Beneficiaries Number N/A N/A 3 5 Average Current Age N/A N/A Average Annual Benefit N/A N/A $30,500 $43,924 Disability Retirees Number N/A N/A 1 1 Average Current Age N/A N/A Average Annual Benefit N/A N/A $42,829 $42,829 Terminated Vested Number N/A N/A 4 8 Average Current Age N/A N/A Average Annual Benefit N/A N/A $16,758 $15,692 ² ¹ Foster & Foster does not have enough historical data to include complete data prior to 1/1/2016. We will add historical data going forward. ² Average Annual Benefit for Terminated Vested members reflects the benefit for members entitled to a future annual benefit from the plan. Village of Winnetka Police Pension Fund FOSTER & FOSTER 24 Agenda Packet P. 72

73 AGE AND SERVICE DISTRIBUTION PAST SERVICE AGE Total Total Village of Winnetka Police Pension Fund FOSTER & FOSTER 25 Agenda Packet P. 73

74 VALUATION PARTICIPANT RECONCILIATION 1. Active lives a. Number in prior valuation 1/1/ b. Terminations i. Vested (partial or full) with deferred benefits (1) ii. Non-vested or full lump sum distribution received 0 iii. Transferred service to other fund 0 c. Deaths i. Beneficiary receiving benefits 0 ii. No future benefits payable 0 d. Disabled 0 e. Retired (1) f. Continuing participants 25 g. New entrants 2 h. Total active life participants in valuation Non-Active lives (including beneficiaries receiving benefits) Service Retirees, Vested Receiving Receiving Receiving Death Disability Vested Benefits Benefits Benefits Deferred Total a. Number prior valuation Retired Vested Deferred Death, With Survivor (2) Death, No Survivor (1) (1) Disabled Refund of Contributions Transfer to New Fund (1) (1) Expired Annuities Data Corrections Hired/Termed in Same Year b. Number current valuation Village of Winnetka Police Pension Fund FOSTER & FOSTER 26 Agenda Packet P. 74

75 SUMMARY OF CURRENT PLAN Article 3 Pension Fund Plan Administration The Plan is established and administered as prescribed by Article 3. Police Pension Fund Municipalities 500,000 and Under of the Illinois Pension Code. The Plan is administered by a Board of Trustees comprised of: a) Two members appointed by the Municipality, b) Two active Members of the Police Department elected by the Membership, and c) One retired Member of the Police Department elected by the Membership. Credited Service Complete years of service as a sworn police officer employed by the Municipality. Normal Retirement Date Tier 1: Age 50 and 20 years of Credited Service. Tier 2: Age 55 with 10 years of service. Benefit Tier 1: 50% of annual salary attached to rank on last day of service plus 2.50% of annual salary for each year of service over 20 years, up to a maximum of 75% of salary. The minimum monthly benefit is $1,000 per month. Tier 2: 2.50% per year of service times the average salary for the eight consecutive years prior to retirement times the number of years of service, up to a maximum of 75% of average salary. The minimum monthly benefit is $1,000 per month. Form of Benefit Early Retirement Date Tier 1: For married retirees, an annuity payable for the life of the Member; upon the death of the member, 100% of the Member s benefit payable to the spouse until death. For unmarried retirees, the normal form is a Single Life Annuity. Tier 2: Same as above, but with 66 2/3% of benefit continued to spouse. Tier 1: Age 60 and 8 years of Credited Service. Tier 2: Age 50 with 10 years of service. Benefit Tier 1: Normal Retirement benefit with no minimum. Tier 2: Normal Retirement benefit, reduced 6% each year before age 55, with no minimum benefit. Form of Benefit Same as Normal Retirement. Village of Winnetka Police Pension Fund FOSTER & FOSTER 27 Agenda Packet P. 75

76 Disability Benefit Eligibility Benefit Amount Total and permanent as determined by the Board of Trustees. A maximum of: Cost-of-Living Adjustment Tier 1: Pre-Retirement Death Benefit a.) 65% of salary attached to the rank held by Member on last day of service, and; b.) The monthly retirement pension that the Member is entitled to receive if he or she retired immediately. For non-service connected disabilities, a benefit of 50% of salary attached to rank held by Member on last day of service. Retirees: An annual increase equal to 3.00% per year after age 55. Those that retire prior to age 55 receive an increase of 1/12 of 3.00% for each full month since benefit commencement upon reaching age 55. Disabled Retirees: An annual increase equal to 3.00% per year of the original benefit amount beginning at age 60. Those that become disabled prior to age 60 receive an increase of 3.00% of the original benefit amount for each year since benefit commencement upon reaching age 60. Tier 2: An annual increase each January 1 equal to 3.00% per year or one-half of the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1, whichever is less, of the original pension after the attainment of age 60 or first anniversary of pension start date whichever is later. Service Incurred Non-Service Incurred 100% of salary attached to rank held by Member on last day of service. A maximum of: a.) 50% of salary attached to the rank held by Member on last day of service, and; b.) The monthly retirement pension earned by the deceased Member at the time of death, regardless of whether death occurs before or after age 50. For non-service deaths with less than 10 years of service, a refund of member contributions is provided. Village of Winnetka Police Pension Fund FOSTER & FOSTER 28 Agenda Packet P. 76

77 Vesting (Termination) Vesting Service Requirement Tier 1: 8 years. Tier 2: 10 years. Non-Vested Benefit Refund of Member Contributions. Vested Benefit Either the termination benefit, payable upon reaching age 60, provided contributions are not withdrawn, or a refund of member contributions. The termination benefit is 2.50% of annual salary held in the year prior to termination (8-year final average salary for Tier 2) times creditable service. Contributions Employee Municipality 9.91% of Salary. Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability. Village of Winnetka Police Pension Fund FOSTER & FOSTER 29 Agenda Packet P. 77

78 GASB 67 STATEMENT OF FIDUCIARY NET POSITION December 31, 2016 ASSETS MARKET VALUE Cash and Cash Equivalents: Checking Account 285,428 Certificates of Deposit 529,933 Money Market 643,735 Total Cash and Equivalents 1,459,096 Receivables: Accrued Past Due Interest 59,889 Total Receivable 59,889 Investments: U.S. Gov't and Agency Obligations 5,206,871 Stocks 8,911,051 Insurance Company Contracts 1,782,643 Corporate Bonds 3,524,223 Mutual Funds 7,210,838 Total Investments 26,635,626 Total Assets 28,154,611 LIABILITIES Liabilities: Payable: To Other Funds 1,036,252 Total Liabilities 1,036,252 Net Assets: Active and Retired Members' Equity 27,118,359 NET POSITION RESTRICTED FOR PENSIONS 27,118,359 TOTAL LIABILITIES AND NET ASSETS 28,154,611 Village of Winnetka Police Pension Fund FOSTER & FOSTER 30 Agenda Packet P. 78

79 GASB 67 STATEMENT OF CHANGES IN FIDUCIARY NET POSITION FOR THE YEAR ENDED December 31, 2016 Market Value Basis ADDITIONS Contributions: Member 288,079 Village 1,302,493 Total Contributions 1,590,572 Investment Income: Miscellaneous Income 5,000 Net Realized Gain (Loss) 617,671 Unrealized Gain (Loss) 899,436 Net Increase in Fair Value of Investments 1,522,107 Interest & Dividends 769,975 Less Investment Expense ¹ (133,248) Net Investment Income 2,158,834 Total Additions 3,749,406 DEDUCTIONS Distributions to Members: Benefit Payments 1,653,022 Refund of Contributions/Transfers 210,839 Total Distributions 1,863,861 Administrative Expenses 24,688 Total Deductions 1,888,549 Net Increase in Net Position 1,860,857 NET POSITION RESTRICTED FOR PENSIONS Beginning of the Year 25,238,201 Adjustment to beginning of year 19,301 End of the Year 27,118,359 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. Village of Winnetka Police Pension Fund FOSTER & FOSTER 31 Agenda Packet P. 79

80 GASB 67 NOTES TO THE FINANCIAL STATEMENTS (For the Year Ended December 31, 2016) Plan Description Plan Administration The Plan is a single employer defined benefit pension plan administered by a Board of Trustees comprised of: a.) Two members appointed by the Village, b.) Two active Members of the Police Department elected by the Membership, and c.) One retired Member of the Police Department elected by the Membership. Plan Membership as of December 31, 2016: Inactive Plan Members or Beneficiaries Currently Receiving Benefits 27 Inactive Plan Members Entitled to but Not Yet Receiving Benefits 8 Active Plan Members Benefits Provided The Plan provides retirement, termination, disability and death benefits. Normal Retirement: Age: Tier 1: Age 50 and 20 years of service. Tier 2: Age 55 with 10 years of service. Benefit: 2.50% of Average Final Compensation times Credited Service. Early Retirement: Age: Tier 1: Age 60 and 8 years of service. Tier 2: Age 50 with 10 years of service. Benefit: Determined as for Normal Retirement; Benefit for members hired after January 1, 2011 is reduced 6.00% for each year that Early Retirement precedes Normal Retirement. Vesting (Termination): Tier 1: Less than 8 years: Refund of accumulated contributions without interest. 8 or more: Refund of Contributions or accrued benefit payable at retirement age. Tier 2: Less than 10 years: Refund of accumulated contributions without interest. 10 or more: Refund of Contributions or accrued benefit payable at retirement age. Disability: Eligibility: Total and permanent as determined by the Board of Trustees. Benefit: Benefit accrued to date of disability. Minimum benefit for Service Incurred is 65% of AFC. For Non-Service Incurred benefit is 50% of Salary. Pre-Retirement Death Benefits: Service Incurred: 100% of Salary. Non-Vested: Refund of Required Contribution Account. Cost-of-Living Adjustments: Tier 1: Retirees % per year upon attaining age 55. For retirements prior to age 55, 1/12 of 3.00% per month benefit commences prior to reaching age 55. Disabled Retirees - annual increase of 3.00% of the original benefit amount upon attaining age 60. For disablements prior to age 60, 3.00% of original benefit per year benefit commenced prior to age 60. Tier 2: An annual increase equal to the lesser of 3.00% per year or 1/2 the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1 of the original pension after attaining age 60. Contributions Employee: 9.91% of Salary. Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability over a period ending in Village of Winnetka Police Pension Fund FOSTER & FOSTER 32 Agenda Packet P. 80

81 GASB 67 Investments Investment Policy: The following was the Board's adopted asset allocation policy as of December 31, 2016: Asset Class Target Allocation US Equity 48% International Equity 11% Real Estate 5% US Fixed Income 36% Total 100% Concentrations: The Plan did not hold investments in any one organization that represent 5 percent or more of the Pension Plan's fiduciary net position. Rate of Return: For the year ended December 31, 2016 the annual money-weighted rate of return on Pension Plan investments, net of pension plan investment expense, was 8.10 percent. The money-weighted rate of return expresses investment performance, net of investment expense, adjusted for the changing amounts actually invested. Village of Winnetka Police Pension Fund FOSTER & FOSTER 33 Agenda Packet P. 81

82 GASB 67 NET PENSION LIABILITY OF THE SPONSOR The components of the net pension liability of the sponsor on December 31, 2016 were as follows: Total Pension Liability $ 41,235,668 Plan Fiduciary Net Position $ (27,118,359) Sponsor's Net Pension Liability $ 14,117,309 Plan Fiduciary Net Position as a percentage of Total Pension Liability 65.76% Actuarial Assumptions: The Total Pension Liability was determined by an actuarial valuation as of December 31, 2016 using the following actuarial assumptions: Inflation 2.50% Salary Increases Service-Based Investment Rate of Return 6.25% Mortality Rate: RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP Disability Mortality Rate: RP-2000 Disabled Retiree Mortality, projected to the valuation date with Scale MP The demographic assumptions used in the December 31, 2016 valuation were based on the results of an actuarial experience study performed by the State of Illinois Department of Insurance dated September 26, The Long-Term Expected Rate of Return on Pension Plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of Pension Plan investment expenses and inflation) are developed for each major asset class. For 2016, the inflation rate assumption of the investment advisor was 2.50%. These ranges are combined to produce the Long-Term Expected Rate of Return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the Pension Plan's target asset allocation as of December 31, 2016 are summarized in the following table: Long Term Expected Real Rate Asset Class of Return US Equity 7.5% International Equity 8.5% Real Estate 4.5% US Fixed Income 2.5% Discount Rate: The Discount Rate used to measure the Total Pension Liability was 6.25 percent. The projection of cash flows used to determine the Discount Rate assumed that Plan Member contributions will be made at the current contribution rate and that Sponsor contributions will be made at rates equal to the difference between actuarially determined contribution rates and the Member rate. Based on those assumptions, the Pension Plan's Fiduciary Net Position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the Long-Term Expected Rate of Return on Pension Plan investments was applied to all periods of projected benefit payments to determine the Total Pension Liability. Village of Winnetka Police Pension Fund FOSTER & FOSTER 34 Agenda Packet P. 82

83 GASB 67 For purpose of this valuation, the expected rate of return on pension plan investments is 6.25 percent; the municipal bond rate is 3.78 percent (based on the weekly rate closest to but not later than the measurement date of the Bond Buyer 20-Bond Index as published by the The Bond Buyer); and the resulting single discount rate is 6.25 percent. 1% Decrease Current Discount Rate 1% Increase 5.25% 6.25% 7.25% Sponsor's Net Pension Liability $ 19,912,474 $ 14,117,309 $ 9,373,538 Village of Winnetka Police Pension Fund FOSTER & FOSTER 35 Agenda Packet P. 83

84 GASB 67 SCHEDULE OF CHANGES IN NET PENSION LIABILITY AND RELATED RATIOS Last 10 Fiscal Years 12/31/ /31/2015 ¹ 12/31/2014 ² Total Pension Liability Service Cost 646, , ,981 Interest 2,577,752 2,308,101 2,092,535 Changes of Benefit Terms Differences Between Expected and Actual Experience (3,226,369) 1,146,129 (42,166) Changes of Assumptions 1,572,183 1,429,187 2,499,986 Benefit Payments, Including Refunds of Employee Contributions (1,863,861) (1,779,229) (1,809,323) Net Change in Total Pension Liability (293,467) 3,709,898 3,434,013 Total Pension Liability - Beginning 41,529,135 37,819,237 34,385,224 Total Pension Liability - Ending (a) $ 41,235,668 $ 41,529,135 $ 37,819,237 Plan Fiduciary Net Position Contributions - Employer 1,302,493 1,154,177 1,095,000 Contributions - Employee 288, , ,185 Net Investment Income 2,158, ,423 1,552,792 Benefit Payments, Including Refunds of Employee Contributions (1,863,861) (1,779,229) (1,809,324) Administrative Expense (24,688) (41,620) (21,144) Net Change in Plan Fiduciary Net Position 1,860,857 (254,689) 1,066,509 Plan Fiduciary Net Position - Beginning 25,257,502 25,512,191 24,445,682 Plan Fiduciary Net Position - Ending (b) $ 27,118,359 $ 25,257,502 $ 25,512,191 Net Pension Liability - Ending (a) - (b) $ 14,117,309 $ 16,271,633 $ 12,307,046 Liability 65.76% 60.82% 67.46% Covered Employee Payroll $ 2,607,617 $ 2,546,092 $ 2,440,019 Net Pension Liability as a Percentage of covered Employee Payroll % % % Notes to Schedule: ¹ The 2015 results were provided by the prior actuary, Lauterbach & Amen, LLP, Warrenville, IL. ² The 2014 results were provided by, Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Changes of Assumptions: For measurement date 12/31/2016, amounts reported as changes of assumptions resulted from the following changes: o The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP o The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP-2014 Disabled Retiree Mortality Table, projected to the valuation date with Scale MP o The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior Furthermore, the administrative expenses have been included in the determination the annual contribution to the fund. Village of Winnetka Police Pension Fund FOSTER & FOSTER 36 Agenda Packet P. 84

85 GASB 67 SCHEDULE OF CONTRIBUTIONS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Actuarially Determined Contribution ¹ 1,308,146 1,110,899 1,089,023 Contributions in Relation to the Actuarially Determined Contributions 1,302,493 1,154,177 1,095,000 Contribution Deficiency (Excess) $ 5,653 $ (43,278) $ (5,977) Covered Employee Payroll $ 2,607,617 $ 2,546,092 $ 2,440,019 Contributions as a Percentage of Covered Employee Payroll 49.95% 45.33% 44.88% ¹ Prior Actuarially Determined Contribution amounts were provided by Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Notes to Schedule: Valuation Date: 01/01/2015 Actuarially determined contribution is calculated as of January 1, two years prior to the year in which contributions are reported. Methods and assumptions used to determine contribution rates: Funding Method: Amortization Method: Remaining Amortization Period: Asset Valuation Method: Investment Return: Salary Scale: Mortality: Entry Age Normal Cost Method. Level percentage of pay, closed. 18 years (as of 01/01/2015 Valuation). Market Value. 5-year Average Market Value (PA ). 6.25% net of investment expenses. 5.50%. RP 2000 Mortality Table (CHBCA). There is no margin for future mortality improvement beyond the valuation date. Withdrawal: Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Disability Rates: Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Retirement: Based on studies of the Fund and the Department of Insurance, see Sample Rates below (100% by age 70). Marital Status: 80% Married, Female spouses 3 years younger. Sample Annual Rates Per 100 Participants: Age Mortality Withdrawal Disability Retirement Village of Winnetka Police Pension Fund FOSTER & FOSTER 37 Agenda Packet P. 85

86 GASB 67 SCHEDULE OF INVESTMENT RETURNS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Annual Money-Weighted Rate of Return Net of Investment Expense 8.10% 0.51% 6.25% Village of Winnetka Police Pension Fund FOSTER & FOSTER 38 Agenda Packet P. 86

87 GASB 68 NOTES TO THE FINANCIAL STATEMENTS (For the Year Ended December 31, 2016) General Information about the Pension Plan Plan Administration The Plan is a single employer defined benefit pension plan administered by a Board of Trustees comprised of: a.) Two members appointed by the Village, b.) Two active Members of the Police Department elected by the Membership, and c.) One retired Member of the Police Department elected by the Membership. Plan Membership as of December 31, 2016: Inactive Plan Members or Beneficiaries Currently Receiving Benefits 27 Inactive Plan Members Entitled to but Not Yet Receiving Benefits 8 Active Plan Members Benefits Provided The Plan provides retirement, termination, disability and death benefits. Normal Retirement: Age: Tier 1: Age 50 and 20 years of service. Tier 2: Age 55 with 10 years of service. Benefit: 2.50% of Average Final Compensation times Credited Service. Early Retirement: Age: Tier 1: Age 60 and 8 years of service. Tier 2: Age 50 with 10 years of service. Benefit: Determined as for Normal Retirement; Benefit for members hired after January 1, 2011 is reduced 6.00% for each year that Early Retirement precedes Normal Retirement. Vesting (Termination): Tier 1: Less than 8 years: Refund of accumulated contributions without interest. 8 or more: Refund of Contributions or accrued benefit payable at retirement age. Tier 2: Less than 10 years: Refund of accumulated contributions without interest. 10 or more: Refund of Contributions or accrued benefit payable at retirement age. Disability: Eligibility: Total and permanent as determined by the Board of Trustees. Benefit: Benefit accrued to date of disability. Minimum benefit for Service Incurred is 65% of AFC. For Non-Service Incurred benefit is 50% of Salary. Pre-Retirement Death Benefits: Service Incurred: 100% of Salary. Non-Vested: Refund of Required Contribution Account. Cost-of-Living Adjustments: Tier 1: Retirees % per year upon attaining age 55. For retirements prior to age 55, 1/12 of 3.00% per month benefit commences prior to reaching age 55. Disabled Retirees - annual increase of 3.00% of the original benefit amount upon attaining age 60. For disablements prior to age 60, 3.00% of original benefit per year benefit commenced prior to age 60. Tier 2: An annual increase equal to the lesser of 3.00% per year or 1/2 the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1 of the original pension after attaining age 60. Contributions Employee: 9.91% of Salary. Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability over a period ending in Village of Winnetka Police Pension Fund FOSTER & FOSTER 39 Agenda Packet P. 87

88 GASB 68 Net Pension Liability The measurement date is December 31, The measurement period for the pension expense was January 1, 2016 to December 31, The reporting period is January 1, 2016 through December 31, The Sponsor's Net Pension Liability was measured as of December 31, The Total Pension Liability used to calculate the Net Pension Liability was determined as of that date. Actuarial Assumptions: The Total Pension Liability was determined by an actuarial valuation as of December 31, 2016 using the following actuarial assumptions: Inflation 2.50% Salary Increases Service-Based Investment Rate of Return 6.25% Mortality Rate: RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP Disability Mortality Rate: RP-2000 Disabled Retiree Mortality, projected to the valuation date with Scale MP The demographic assumptions used in the December 31, 2016 valuation were based on the results of an actuarial experience study performed by the State of Illinois Department of Insurance dated September 26, The Long-Term Expected Rate of Return on Pension Plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of Pension Plan investment expenses and inflation) are developed for each major asset class. For 2016, the inflation rate assumption of the investment advisor was 2.50%. These ranges are combined to produce the Long-Term Expected Rate of Return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the Pension Plan's target asset allocation as of December 31, 2016 are summarized in the following table: Asset Class Target Allocation Long Term Expected Real Rate of Return US Equity 48% 7.5% International Equity 11% 8.5% Real Estate 5% 4.5% US Fixed Income 36% 2.5% Total 100% Discount Rate: The Discount Rate used to measure the Total Pension Liability was 6.25 percent. The projection of cash flows used to determine the Discount Rate assumed that Plan Member contributions will be made at the current contribution rate and that Sponsor contributions will be made at rates equal to the difference between actuarially determined contribution rates and the Member rate. Based on those assumptions, the Pension Plan's Fiduciary Net Position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the Long-Term Expected Rate of Return on Pension Plan investments was applied to all periods of projected benefit payments to determine the Total Pension Liability. For purpose of this valuation, the expected rate of return on pension plan investments is 6.25 percent; the municipal bond rate is 3.78 percent (based on the weekly rate closest to but not later than the measurement date of the Bond Buyer 20-Bond Index as published by the The Bond Buyer); and the resulting single discount rate is 6.25 percent. Village of Winnetka Police Pension Fund FOSTER & FOSTER 40 Agenda Packet P. 88

89 GASB 68 CHANGES IN NET PENSION LIABILITY Increase (Decrease) Total Pension Liability Plan Fiduciary Net Position Net Pension Liability (a) (b) (a)-(b) Balances at January 1, 2016 $ 41,529,135 $ 25,257,502 $ 16,271,633 Changes for a Year: Service Cost 646, ,828 Interest 2,577,752-2,577,752 Differences Between Expected and Actual Experience (3,226,369) - (3,226,369) Changes of Assumptions 1,572,183-1,572,183 Changes of Benefit Terms Contributions - Employer - 1,302,493 (1,302,493) Contributions - Employee - 288,079 (288,079) Net Investment Income - 2,158,834 (2,158,834) Benefit Payments, Including Refunds of Employee Contributions (1,863,861) (1,863,861) - Administrative Expense - (24,688) 24,688 New Changes (293,467) 1,860,857 (2,154,324) Balances at December 31, 2016 $ 41,235,668 $ 27,118,359 $ 14,117,309 Sensitivity of the net pension liability to changes in the discount rate. 1% Decrease Current Discount Rate 1% Increase 5.25% 6.25% 7.25% Sponsor's Net Pension Liability $ 19,912,474 $ 14,117,309 $ 9,373,538 Pension plan fiduciary net position. Detailed information about the pension plan's fiduciary net position is available in a separately issued Plan financial report. Village of Winnetka Police Pension Fund FOSTER & FOSTER 41 Agenda Packet P. 89

90 GASB 68 PENSION EXPENSE AND DEFERRED OUTFLOWS OF RESOURCES AND DEFERRED INFLOWS OF RESOURCES RELATED TO PENSIONS For the year ended December 31, 2016, the Sponsor will recognize a pension expense of $1,815,563. On December 31, 2016, the Sponsor reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows of Resources Deferred Inflows of Resources Differences Between Expected and Actual Experience 626,342 2,581,096 Changes of Assumptions 2,038,776 - Net Difference Between Projected and Actual Earnings on Pension Plan Investments 393,661 - Total $ 3,058,779 $ 2,581,096 Amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in pension expense as follows: OUTFLOW INFLOW Year ended December 31: 2017 $ 423, $ 423, $ 79, $ (448,747) 2021 $ - Thereafter $ - Village of Winnetka Police Pension Fund FOSTER & FOSTER 42 Agenda Packet P. 90

91 GASB 68 SCHEDULE OF CHANGES IN NET PENSION LIABILITY AND RELATED RATIOS Last 10 Fiscal Years 12/31/ /31/2015 ¹ 12/31/2014 ² Total Pension Liability Service Cost 646, , ,981 Interest 2,577,752 2,308,101 2,092,535 Changes of Benefit Terms Differences Between Expected and Actual Experience (3,226,369) 1,146,129 (42,166) Changes of Assumptions 1,572,183 1,429,187 2,499,986 Benefit Payments, Including Refunds of Employee Contributions (1,863,861) (1,779,229) (1,809,323) Net Change in Total Pension Liability (293,467) 3,709,898 3,434,013 Total Pension Liability - Beginning 41,529,135 37,819,237 34,385,224 Total Pension Liability - Ending (a) $ 41,235,668 $ 41,529,135 $ 37,819,237 Plan Fiduciary Net Position Contributions - Employer 1,302,493 1,154,177 1,095,000 Contributions - Employee 288, , ,185 Net Investment Income 2,158, ,423 1,552,792 Benefit Payments, Including Refunds of Employee Contributions (1,863,861) (1,779,229) (1,809,324) Administrative Expense (24,688) (41,620) (21,144) Net Change in Plan Fiduciary Net Position 1,860,857 (254,689) 1,066,509 Plan Fiduciary Net Position - Beginning 25,257,502 25,512,191 24,445,682 Plan Fiduciary Net Position - Ending (b) $ 27,118,359 $ 25,257,502 $ 25,512,191 Net Pension Liability - Ending (a) - (b) $ 14,117,309 $ 16,271,633 $ 12,307,046 Plan Fiduciary Net Position as a Percentage of the Total Pension Liability 65.76% 60.82% 67.46% Covered Employee Payroll $ 2,607,617 $ 2,546,092 $ 2,440,019 Net Pension Liability as a Percentage of covered Employee Payroll % % % Notes to Schedule: ¹ The 2015 results were provided by the prior actuary, Lauterbach & Amen, LLP, Warrenville, IL. ² The 2014 results were provided by, Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Changes of Assumptions: For measurement date 12/31/2016, amounts reported as changes of assumptions resulted from the following changes: o The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP o The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP Disabled Retiree Mortality Table, projected to the valuation date with Scale MP o The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior actuary. Furthermore, the administrative expenses have been included in the determination the annual contribution to the fund. Village of Winnetka Police Pension Fund FOSTER & FOSTER 43 Agenda Packet P. 91

92 GASB 68 SCHEDULE OF CONTRIBUTIONS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Actuarially Determined Contribution ¹ 1,308,146 1,110,899 1,089,023 Contributions in Relation to the Actuarially Determined Contributions 1,302,493 1,154,177 1,095,000 Contribution Deficiency (Excess) $ 5,653 $ (43,278) $ (5,977) Covered Employee Payroll $ 2,607,617 $ 2,546,092 $ 2,440,019 Contributions as a Percentage of Covered Employee Payroll 49.95% 45.33% 44.88% ¹ Prior Actuarially Determined Contribution amounts were provided by Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Notes to Schedule: Valuation Date: 01/01/2015 Actuarially determined contribution is calculated as of January 1, two years prior to the year in which contributions are reported. Methods and assumptions used to determine contribution rates: Funding Method: Amortization Method: Remaining Amortization Period: Asset Valuation Method: Investment Return: Salary Scale: Mortality: Entry Age Normal Cost Method. Level percentage of pay, closed. 18 years (as of 01/01/2015 Valuation). Market Value. 5-year Average Market Value (PA ). 6.25% net of investment expenses. 5.50%. RP 2000 Mortality Table (CHBCA). There is no margin for future mortality improvement beyond the valuation date. Withdrawal: Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Disability Rates: Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Retirement: Based on studies of the Fund and the Department of Insurance, see Sample Rates below (100% by age 70). Marital Status: 80% Married, Female spouses 3 years younger. Sample Annual Rates Per 100 Participants: Age Mortality Withdrawal Disability Retirement Village of Winnetka Police Pension Fund FOSTER & FOSTER 44 Agenda Packet P. 92

93 GASB 68 COMPONENTS OF PENSION EXPENSE FISCAL YEAR DECEMBER 31, 2016 Net Pension Deferred Deferred Liability Inflows Outflows Beginning Balance $ 16,271,633 $ - $ 3,145,077 Pension Expense Total Pension Liability Factors: Service Cost 646, ,828 Interest 2,577, ,577,752 Changes in Benefit Terms Differences Between Expected and Actual Experience With Regard to Economic or Demographic Assumptions (3,226,369) 3,226, Current Year Amortization (645,273) (259,893) (385,380) Changes in Assumptions About Future Economic or Demographic Factors or Other Inputs 1,572,183-1,572,183 - Current Year Amortization - - (638,515) 638,515 Benefit Payments (1,863,861) - - (1,863,861) Net Change (293,467) 2,581, ,775 1,613,854 Plan Fiduciary Net Position: Contributions - Employer 1,302, Contributions - Employee 288, (288,079) Projected Net Investment Income 1,569, (1,569,282) Difference Between Projected and Actual Earnings on Pension Plan Investments 589, ,552 - Current Year Amortization - (117,913) (288,434) 170,521 Benefit Payments (1,863,861) - - 1,863,861 Administrative Expenses (24,688) ,688 Net Change 1,860, ,639 (288,434) 201,709 Ending Balance $ 14,117,309 $ 3,052,735 $ 3,530,418 $ 1,815,563 Village of Winnetka Police Pension Fund FOSTER & FOSTER 45 Agenda Packet P. 93

94 GASB 68 AMORTIZATION SCHEDULE - EXPERIENCE Year Base Established Differences Between Expected and Actual Experience Increase (Decrease) in Pension Expense Arising from the Recognition of the Effects of Differences between Expected and Actual Experience Recognition Period (Years) $ (3,226,369) 5 $ (645,273) $ (645,274) $ (645,274) $ (645,274) $ (645,274) $ - $ $ 1,146, $ 259,893 $ 259,893 $ 259,893 $ 106,556 $ - $ - $ - Net Increase (Decrease) in Pension Expense $ (385,380) $ (385,381) $ (385,381) $ (538,718) $ (645,274) $ - $ - Village of Winnetka Police Pension Fund FOSTER & FOSTER 46 Agenda Packet P. 94

95 GASB 68 AMORTIZATION SCHEDULE - CHANGES OF ASSUMPTIONS Year Base Established Change of Assumptions Increase (Decrease) in Pension Expense Arising from the Recognition of the Effects of Changes of Assumptions Recognition Period (Years) $ 1,572,183 5 $ 314,436 $ 314,436 $ 314,437 $ 314,437 $ 314,437 $ - $ $ 1,429, $ 324,079 $ 324,079 $ 324,079 $ 132,871 $ - $ - $ - Net Increase (Decrease) in Pension Expense $ 638,515 $ 638,515 $ 638,516 $ 447,308 $ 314,437 $ - $ - Village of Winnetka Police Pension Fund FOSTER & FOSTER 47 Agenda Packet P. 95

96 GASB 68 AMORTIZATION SCHEDULE - INVESTMENTS Year Base Established Differences Between Projected and Actual Earnings Increase (Decrease) in Pension Expense Arising from the Difference Between Projected and Actual Earnings Recognition Period (Years) $ (589,552) 5 $ (117,913) $ (117,909) $ (117,910) $ (117,910) $ (117,910) $ - $ $ 1,442,168 5 $ 288,434 $ 288,434 $ 288,434 $ 288,432 $ - $ - $ - Net Increase (Decrease) in Pension Expense $ 170,521 $ 170,525 $ 170,524 $ 170,522 $ (117,910) $ - $ - Village of Winnetka Police Pension Fund FOSTER & FOSTER 48 Agenda Packet P. 96

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105 Investment Policy Statement Village of Winnetka Firefighters Pension Fund Approved August 10, 2016 Page 1 Agenda Packet P. 105

106 TABLE OF CONTENTS Section Page I. Introduction 3 II. Statement of Purpose 3 III. Roles and Responsibilities 5 IV. Asset Allocation 8 V. Investment Guidelines 9 VI. Reporting / Performance Monitoring 11 Appendices A. Ethics and Conflicts of Interest 12 B. Internal Control Procedures 13 Page 2 Agenda Packet P. 106

107 I. Introduction The Village of Winnetka Firefighters Pension Fund is a defined benefit, single employer pension plan. Although a single employer pension plan, the defined benefits, as well as the employee and employer contribution levels are mandated by Illinois State Statutes and may be amended only by the Illinois State Legislature. The Plan provides retirement, death, and disability benefits for its participants. II. Statement of Purpose Mission statement The fundamental goal of the Village of Winnetka Firefighters Pension Fund is to provide pension benefits to plan participants. As such, the Board of Trustees will invest plan assets solely in the interests of plan participants and beneficiaries, for the exclusive purpose of providing pension benefits to plan participants and beneficiaries. Investment philosophy The Board of Trustees believes that plan assets should be managed in a fashion that reflects the plan s unique liabilities and funding resources, incorporating accepted investment theory and reliable, empirical evidence. Specifically, the Board has adopted the following principles: That asset allocation is the key determinant of return and, therefore, commitments to asset allocation targets will be maintained through a disciplined rebalancing program. That diversification, both by and within asset classes, is a primary risk control element. That the investment program is ultimately for the purpose of meeting the pension plan s obligations for benefit payments. That the investment program must be cognizant of the total pension plan s cash flow obligations. Page 3 Agenda Packet P. 107

108 Goals and objectives For total plan assets, the goals and objectives are as follows: The foremost purpose of the Fund is to provide for the payment of pension benefits to current eligible beneficiaries and future beneficiaries over an infinite period of time. Over the long-term, the assets of the plan and their purchasing power should be preserved thus the preservation of capital is a primary objective. To preserve and/or improve the actuarial soundness of the plan in order to meet benefit obligations. To prudently manage the inherent investment risks that are related to the achievement of investment goals. Overall level of risk (volatility) in the total plan is comparable to the risk associated with the benchmarks specified below. Risk may be measured by the annualized standard deviation of returns. A long-term (one to two market cycles) rate of return, net of fees, of at least the actuarial earnings rate. A long-term (one to two market cycles) rate of return, net of fees, in excess of its policy benchmark and/or appropriate peer groups. The policy benchmark is a hypothetical portfolio of index funds weighted by asset allocation targets. Policy Benchmark Asset Class Index Weight US Equity large cap value Russell 1000 Value 17% US Equity large cap growth Russell 1000 Growth 17% US Equity mid cap value Russell Mid Cap Value 15% Non-US Equity developed MSCI AC World ex USA 11% Real Estate Equity NCREIF ODCE 5% US Fixed Income Barclays Intermediate Aggregate 35% 100% Page 4 Agenda Packet P. 108

109 III. Roles and Responsibilities Board of Trustees Within the parameters established under Illinois Statutes, the Board has the responsibility of establishing and maintaining broad policies and objectives for all aspects of the Fund's operation. In keeping with their obligation to serve as governing fiduciaries, changes to any of the following will require the Board s involvement and approval. The investment policy statement and appendices; The strategic asset allocation; Performance benchmarks for the strategic asset allocation; and All other issues of the investment policy statement not specifically enumerated here. Investment Consultant 1. Assists the Board of Trustees in developing investment policy guidelines, including asset class choices, asset allocation targets, and risk diversification. 2. Conducts investment manager searches when requested by the Board of Trustees. 3. Provides the Board of Trustees with objective information on a broad spectrum of investment decisions, and assists in evaluating the merits of each particular investment product or investment manager, as to their track records, management styles, and quality. 4. Monitors the performance of the aggregate plan and the investment managers and provides regular quarterly reports to the Board of Trustees, which aids them in determining the progress toward the investment objectives. 5. Serves as a fiduciary to the Pension Fund. 6. Monitors investment managers to ensure compliance with the Illinois Pension Code. Investment Managers Duties Investment managers will select, buy, and sell specific securities pursuant Illinois Statutes or prospectus, and the investment policy and guidelines contained in contractual agreements, which may be amended from time to time. Discretion is delegated to the investment managers to carry out investment actions as directed by the Fund. Standard of care The standard of prudence applied to investment managers shall be the prudent expert standard and shall be applied in the context of managing an overall portfolio. Acknowledgement of fiduciary obligations Separately managed investment managers will acknowledge in writing that they are a fiduciary of the pension plan. Page 5 Agenda Packet P. 109

110 Disclosure of fees Separately managed investment managers must fully disclose on a quarterly basis any direct or indirect fees, commissions, and any other compensation that was received by them, including reimbursement for expenses paid by or on behalf of the investment manager in connection with its services to the Fund and must update any changes to those fees promptly after modification of those payments. Communication Separately managed investment managers will provide the Board with reporting on, at least a quarterly basis, the market value of all holdings as well as the gross of fees and net of fees rates of return. Net of fees rates of return are to be calculated after the payment of investment fees, and any other compensation. Investment managers must also promptly communicate any major changes in policy, in the investment organization or investment team. Conflicts of interest Investment managers are prohibited from knowingly causing or advising the Fund to engage in any investment transaction in which they have any direct interest in the income, gains or profits of the broker or other entity through which the investment transaction is made or has a business relationship with the broker or other entity that would result in a pecuniary benefit to the investment manager as a result of the transaction. Page 6 Agenda Packet P. 110

111 Other external providers The Fund shall retain custodians, actuaries, accounting professionals, investment consultants, depository/financial institutions, and attorneys to implement its investment program. The custodian(s) will hold cash and securities. The custodian will be responsible for providing a records maintenance system, fund accounting on a trade date basis, and other services as defined in the contract. A depository/financial institution(s) may be utilized to accept and hold cash prior to allocating it to the investment managers, and to invest such cash in liquid, interestbearing instruments. The Fund will retain an actuary to prepare actuarial valuations and periodically analyze the actuarial assumptions and experience of the plan. The Fund will retain accounting professionals and ensure an independent audit of the financials is performed and review internal controls. The Fund may retain an investment consultant to independently prepare performance reports on the total plan and each investment manager, as well as conduct investment manager and custodial searches, prepare investment policy/asset allocation analysis, and assist in associated investment related issues. Standard of care The standard of prudence applied to other external providers shall be the prudent expert standard. Acknowledgement of fiduciary obligations The external providers will acknowledge in writing that they are fiduciaries of the pension plan. Fiduciaries are prohibited from knowingly causing or advising the Fund to engage in any investment transaction in which they have any direct interest in the income, gains or profits of the investment manager or other entity through which the investment transaction is made or has a business relationship with the investment manager or other entity that would result in a pecuniary benefit to the fiduciary as a result of the transaction. Page 7 Agenda Packet P. 111

112 IV. Asset Allocation The purpose of Section IV is to manage risk associated with investment in an asset class (i.e., systematic risk). Risk associated with an investment in an individual security (non-systematic risk) is addressed in Section V. Role and importance of asset allocation The asset allocation decision is generally regarded as the most important decision to be made in the investment management process. The purpose of a strategic asset allocation is to provide an optimal mix of investments that has the potential to produce the desired returns with the least amount of fluctuation in the overall value of the investment portfolio. By spreading funds among several styles or investment types, there is an increased probability that if one investment type is decreasing in value, another is increasing in value. Asset allocation range To further the long-term goals and objectives of the Fund set forth in Section II, the following asset allocation guidelines are established. Asset Class Asset Allocation Range Minimum* % Target % Maximum* % Total Equity Total US Equity US Equity large cap US Equity mid cap Total Non-US Equity Non-US Equity developed Total Real Estate Equity Real Estate Equity Total Fixed Income and Cash US Fixed Income Cash and Cash equivalents *Minimum and Maximum may not add up to 100%. Rebalancing policy The primary purpose of rebalancing is to ensure that the Fund adheres to its strategic asset allocation, which is the Fund s explicit statement of its investment approach. The Fund will carry out rebalancing in a cost-effective manner. If feasible, cash flow, as well as indexed and mutual fund investment strategies, will be used to maintain target allocations. Securities may be liquidated from the over-funded investment managers until the desired allocations are met. The Board and investment consultant will review the portfolio at least twice a year to determine if rebalancing is required. Page 8 Agenda Packet P. 112

113 V. Investment Guidelines The purpose of Section V is to limit the risk associated with an investment in an individual security (e.g., non-systematic risk). The selection of investments will be guided by the prudent person and prudent expert standards. Prohibited investments As a unit of local government in the State of Illinois, the Village of Winnetka Firefighters Pension Fund is regulated by 40 ILCS 5/ through 5/ For separately managed investment managers prohibited investments include, but are not limited to: investments precluded by law or regulation securities purchased on margin short selling derivatives Under no circumstances will separately managed investment managers use any instruments to create financial leverage within a portfolio, except for mortgages in real estate portfolios. Permissible investments For separately managed investment managers permissible investments include those investments permitted by Illinois Statutes and this policy. As a unit of local government in the State of Illinois, the Village of Winnetka Firefighters Pension Fund is regulated by 40 ILCS 5/ through 5/ Diversification and credit quality To limit the Fund s risk associated with holding individual securities (e.g., non-systematic risk), asset class diversification requirements and other risk management requirements are set forth. The pension plan will comply with Illinois Statute requirements that the market value of stock in any one corporation does not exceed 5% of the total assets of the pension plan, and the investments in the stock of any one corporation do not exceed 5% of the total outstanding stock of that corporation. Diversification relative to a single issuer Any separately managed investment manager operating within any asset class should not hold more than 5% of the outstanding securities of any single issuer (for publicly traded securities), except for U.S. Treasury notes, bills or bonds. Diversification relative to plan assets No more than 5% of Fund assets shall be invested in the securities of a single issuer, except for U.S. Treasury notes, bills or bonds. This will be measured on a market value basis. 5% of Fund assets in any one publicly traded U.S. stock. 5% of Fund assets in any one domestic bond (except U.S. Treasury notes, bills or bonds). 5% of Fund assets in any one cash equivalent security (except money market/stif funds and Illinois Funds). Page 9 Agenda Packet P. 113

114 Credit risk The fixed income assets will maintain an A- or better weighted average quality rating. Minimum quality rating for any fixed income issue is an investment grade rating as determined by at least one nationally recognized credit rating agency. In the event that a credit is downgraded below investment grade, the investment manager shall immediately notify Trustees and provide an evaluation and recommended course of action, but in no event shall the bond be held beyond 90 days from date of downgrade. Fixed Income Sector Risk The maximum commitment to U.S. corporate bonds in a separately managed bond portfolio is 50%. No non-u.s. bonds shall be purchased and any acquired as a result of mergers, re-organization, etc. shall be sold within 90 days unless it is imprudent to do so. Page 10 Agenda Packet P. 114

115 VI. Reporting / Performance Monitoring The purpose of monitoring and reporting on investment performance is for the Board to be able to (a) ensure compliance with plan s policy and applicable law, (b) manage the risk of the portfolio, and (c) assess the performance of the total plan and investment managers retained by the Fund. Quarterly reporting by investment manager On a quarterly basis, the Board of Trustees shall receive the following information: An outline of current strategy and investments; Investment managers performance relative to the assigned benchmark index; and Separately managed investment managers performance reported gross of fee and net of fee. Quarterly reporting by the investment consultant On a quarterly basis the Board of Trustees shall receive the following information: Portfolio performance relative to the assigned benchmark/index and peer group; and Portfolio composition relative to the asset allocation policy. Reports should contain the following: A review of performance relative to assigned benchmarks and peer groups for the most recent quarter end, for one-, three-, and five-year periods ending with the most recent quarter, and for the most recent period if not a quarter end. Performance relative to assigned benchmarks will be reported for the total portfolio, for each asset class, and for each investment manager. Both gross of fee and net of fee performance calculations shall be presented for separately managed investment managers. Communications Listed below are the reports required and the appropriate individuals who will receive copies of these reports: A. Custodial Monthly Statements Village Finance Director and Investment Consultant B. Consultant Quarterly Performance Reports C. Investment Manager Quarterly Reports All Trustees Village Finance Director and Investment Consultant D. Determination of Benefits Village Finance Director and all Trustees The Board, at minimum, expects to meet with the investment consultant quarterly. It is the Board s responsibility to relate to the investment consultant and investment managers any changes that might affect the investment of the Fund s assets. Page 11 Agenda Packet P. 115

116 Appendix A Ethics and Conflicts of Interest Trustees and staff involved in the investment process shall refrain from personal business activity that could conflict with the proper execution and management of the investment program or that could impair their ability to make impartial decisions. Trustees and staff shall disclose any material interests in financial institutions with which they conduct business. They shall further disclose any personal financial/investment positions that could be related to the performance of the investment portfolio. Trustees and staff shall refrain from undertaking personal investment transactions with the same individual with whom business is conducted on behalf of the Fund. In addition, the Board of Trustees or staff managing the investment manager contract should comply with the following ethical considerations: Adherence to all jurisdiction s and pension board s ethics laws, rules, and regulations related to procurement and involvement with contractors, including those related to political contributions; and Disclosure to Board of Trustees of any inherent or potential conflicts of interest in dealing with specific investment advisers prior to taking any official action. Page 12 Agenda Packet P. 116

117 Authorized Persons: Appendix B Village of Winnetka Internal Control Procedures Promulgated by the Finance Director as of August 2016 Persons authorized to purchase investments and release collateral: Finance Director Assistant Finance Director Village Manager Investment Transactions and Security Measures: All investment transactions shall be processed, as delivery versus payment or DVP, to ensure that the Village ownership of securities purchased or sold is always clear. All Village investments shall be: 1) Held by a third party financial institution and evidenced by a safekeeping agreement in a form acceptable to the Village and the Village s independent auditors. 2) Purchased, sold, and held such that the lowest possible level of risk, as defined by the Governmental Accounting Standards Board (GASB), can be maintained for the investment. The Village shall utilize security codes mutually agreed to by the Village and financial institutions to process investment transactions, collateral transactions, and wire transfers. At a minimum, these procedures shall include at least one of the following: passwords, taped phone conversations, call back on non-repetitive wire transfers, limiting authorized account numbers, and designation of repetitive transaction types. Internal Controls: The internal controls as stated in the policy will be performed monthly. The Village Accountant or Assistant Finance Director shall prepare and initial monthly bank reconciliations within 60 days of the cut off statement date. The Finance Director shall approve of the monthly reconciliations by initialing and dating them. The Village s investment consultant, who serves as a fiduciary of the Fund, shall prepare quarterly reports of the investment portfolio. The December investment performance reports shall be retained by the Pension Fund for a period of at least 5 years. Page 13 Agenda Packet P. 117

118 List of Authorized Investment Advisors, Investment Money Managers, and Financial Institutions As of August ) Harris Bank 2) Any Federal Reserve Bank 3) Wells Fargo Bank 4) T. Rowe Price Associates 5) Wintrust Financial Corporation 6) The Bogdahn Group 7) J.P. Morgan Chase 8) Seizert Capital Partners, LLC 9) Holland Capital Management 10) Harbor Funds 11) CS McKee Investment Managers 12) Great Lakes Advisors 13) Principal Real Estate Investors 14) Prudential Investment Management Services Page 14 Agenda Packet P. 118

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120 VILLAGE OF WINNETKA FIREFIGHTERS PENSION FUND ACTUARIAL VALUATION AS OF JANUARY 1, 2017 CONTRIBUTIONS APPLICABLE TO THE PLAN/FISCAL YEAR ENDING DECEMBER 31, 2018 GASB 67/68 DISCLOSURE INFORMATION AS OF DECEMBER 31, 2016 Agenda Packet P. 120

121 May 16, 2017 Nicholas A. Mostardo Assistant Finance Director Village of Winnetka 510 Green Bay Road Winnetka, IL Re: Actuarial Valuation Report (including GASB Statements No. 67 and No. 68) Village of Winnetka Firefighters Pension Fund Dear Nicholas: We are pleased to present this report of the annual actuarial valuation of the Village of Winnetka Firefighters Pension Fund. Included are the related results for GASB Statements No. 67 and No. 68. The funding valuation was performed to determine whether the assets and contributions are sufficient to provide the prescribed benefits and to develop the appropriate funding requirements for the applicable plan year. The calculation of the liability for GASB results was performed for the purpose of satisfying the requirements of GASB Statements No. 67 and No. 68. Use of the results for other purposes may not be applicable and produce significantly different results. The valuations have been conducted in accordance with generally accepted actuarial principles and practices, including the applicable Actuarial Standards of Practice as issued by the Actuarial Standards Board, and reflects laws and regulations issued to date pursuant to the provisions of Article 4, Illinois Pension Code, as well as applicable federal laws and regulations. In our opinion, the assumptions used in this valuation, as adopted by the Board of Trustees, represent reasonable expectations of anticipated plan experience. Future actuarial measurements may differ significantly from the current measurements presented in this report for a variety of reasons including: changes in applicable laws, changes in plan provisions, changes in assumptions, or plan experience differing from expectations. In conducting the valuation, we have relied on personnel, plan design, and asset information supplied by the Village, financial reports prepared by the custodian bank and the actuarial assumptions and methods described in the Actuarial Assumptions section of this report. While we cannot verify the accuracy of all this information, the supplied information was reviewed for consistency and reasonableness. As a result of this review, we have no reason to doubt the substantial accuracy of the information and believe that it has produced appropriate results. This information, along with any adjustments or modifications, is summarized in various sections of this report. The total pension liability, net pension liability, and certain sensitivity information shown in the GASB results are based on an actuarial valuation performed as of the valuation date. Certain schedules should include a 10-year history of information. As provided for in GASB Statements No. 67 and No. 68, this historical information is only presented for the years in which the information was measured. This conforms to the requirements of GASB Statements No. 67 and No. 68. One Oakbrook Terrace, Suite 720 Oakbrook Terrace, IL (630) Fax (239) Agenda Packet P. 121

122 The undersigned is familiar with the immediate and long-term aspects of pension valuations and meets the Qualification Standards of the American Academy of Actuaries necessary to render the actuarial opinions contained herein. All of the sections of this report are considered an integral part of the actuarial opinions. To our knowledge, no associate of Foster & Foster, Inc. working on valuations of the program has any direct financial interest or indirect material interest in the Village of Winnetka, nor does anyone at Foster & Foster, Inc. act as a member of the Board of Trustees of the Village of Winnetka Firefighters Pension Fund. Thus, there is no relationship existing that might affect our capacity to prepare and certify this actuarial report. If there are any questions, concerns, or comments about any of the items contained in this report, please contact us at Respectfully submitted, Foster & Foster, Inc. By: Jason L. Franken Enrolled Actuary # JLF/lke Enclosures Agenda Packet P. 122

123 TABLE OF CONTENTS Section Title Page I Introduction a. Summary of Report 5 b. Changes Since Prior Valuation 7 c. Comparative Summary of Principal Valuation Results 8 II Valuation Information a. Development of Amortization Payment 14 b. Statutory Minimum Required Contribution 15 c. Projection of Benefit Payments 16 d. Actuarial Assumptions and Methods 17 e. Glossary 19 III Trust Fund 20 IV Member Statistics a. Statistical Data 24 b. Age and Service Distribution 25 c. Valuation Participant Reconciliation 26 V Summary of Current Plan 27 VI Governmental Accounting Standards Board Statements No. 67 and No. 68 Disclosure Information 30 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 4 Agenda Packet P. 123

124 SUMMARY OF REPORT The regular annual actuarial valuation of the Village of Winnetka Fire Pension Fund, performed as of January 1, 2017, has been completed and the results are presented in this Report. The contribution amounts set forth herein are applicable to the plan/fiscal year ended December 31, The contribution requirements, compared with those set forth in the January 1, 2016 actuarial report, are as follows: Valuation Date 1/1/2017 1/1/2016 Applicable to Fiscal Year Ending 12/31/ /31/2017 Total Required Contribution $2,005,130 $1,958,153 % of Projected Annual Payroll 82.8% 80.2% Member Contributions (Est.) 228, ,977 % of Projected Annual Payroll 9.5% 9.6% Village Required Contribution 1,776,163 1,723,176 % of Projected Annual Payroll 73.3% 70.6% As you can see, the Total Required Contribution, when expressed as a percentage of annual payroll, increased when compared to the results determined in the January 1, 2016 actuarial valuation report. The increase is attributable to a change in assumptions. Favorable plan experience resulted from a 6.88% investment return (Actuarial basis), which exceeded the assumed 6.25% return and salary increases that were lower than expected. This favorable experience was offset by no mortality experience and the change in actuarial assumptions and methodologies. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 5 Agenda Packet P. 124

125 The balance of this Report presents additional details of the actuarial valuation and the general operation of the Fund. The undersigned would be pleased to meet with the Board of Trustees in order to discuss the Report and answer any pending questions concerning its contents. Respectfully submitted, FOSTER & FOSTER, INC. By: Jason L. Franken, FSA, EA, MAAA Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 6 Agenda Packet P. 125

126 Plan Changes Since Prior Valuation No plan changes have occurred since the prior valuation. Actuarial Assumption/Method Changes Since Prior Valuation The administrative expenses have been included in the determination the annual contribution to the fund. Assumption changes: o o o The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP-2014 Disabled Retiree Mortality Table, projected to the valuation date with Scale MP The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior actuary. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 7 Agenda Packet P. 126

127 COMPARATIVE SUMMARY OF PRINCIPAL VALUATION RESULTS A. Participant Data New Asmp/Mthd Old Asmp/Mthd 1/1/2017 1/1/2017 1/1/2016 ¹ Number Included Actives Service Retirees Beneficiaries Disability Retirees Terminated Vested Total Total Annual Payroll $2,421,648 $2,421,648 $2,442,466 Payroll Under Assumed Ret. Age 2,421,648 2,328,085 2,442,466 Annual Rate of Payments to: Service Retirees 1,605,064 1,605,064 1,490,448 Beneficiaries 328, , ,788 Disability Retirees 41,507 41,507 40,824 Terminated Vested B. Assets Actuarial Value 25,657,469 25,657,469 24,131,072 Market Value 25,405,725 25,405,725 23,575,768 C. Liabilities Present Value of Benefits Actives Retirement Benefits 17,103,470 18,128,270 N/A Disability Benefits 2,503,434 1,623,426 N/A Death Benefits 319, ,669 N/A Vested Benefits 627, ,379 N/A Service Retirees 25,607,145 25,076,715 N/A Beneficiaries 2,803,242 2,571,020 N/A Disability Retirees 527, ,925 N/A Terminated Vested 1,383 1,383 N/A Total 49,492,932 48,411,787 N/A ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 8 Agenda Packet P. 127

128 New Asmp/Mthd Old Asmp/Mthd C. Liabilities - (Continued) 1/1/2017 1/1/2017 1/1/2016 ¹ Present Value of Future Salaries 24,876,459 26,842,930 N/A Present Value of Future Member Contributions 2,352,069 2,537,999 N/A Normal Cost (Retirement) 565, ,116 N/A Normal Cost (Disability) 163,686 91,802 N/A Normal Cost (Death) 21,013 19,425 N/A Normal Cost (Vesting) 36,909 18,569 N/A Total Normal Cost 787, , ,460 Present Value of Future Normal Costs 7,386,890 7,405,965 N/A Accrued Liability (Retirement) 11,672,434 11,993,766 N/A Accrued Liability (Disability) 1,011, ,514 N/A Accrued Liability (Death) 131, ,770 N/A Accrued Liability (Vesting) 350,656 66,729 N/A Accrued Liability (Inactives) 28,939,611 28,158,043 N/A Total Actuarial Accrued Liability 42,106,042 41,005,822 42,320,232 Unfunded Actuarial Accrued Liability (UAAL) 16,448,573 15,348,353 18,189,160 Funded Ratio (AVA / AL) 60.9% 62.6% 57.0% ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 9 Agenda Packet P. 128

129 New Asmp/Mthd Old Asmp/Mthd 1/1/2017 1/1/2017 1/1/2016 ¹ D. Actuarial Present Value of Accrued Benefits Vested Accrued Benefits Inactives 28,939,611 28,158,043 N/A Actives 4,494,412 3,980,385 N/A Member Contributions 3,619,844 3,619,844 N/A Total 37,053,867 35,758,272 N/A Non-vested Accrued Benefits 366, ,049 N/A Total Present Value Accrued Benefits 37,420,766 35,927,321 N/A Funded Ratio (MVA / PVAB) 67.9% 70.7% N/A Increase (Decrease) in Present Value of Accrued Benefits Attributable to: Plan Amendments 0 N/A Assumption Changes 1,493,445 N/A New Accrued Benefits 0 N/A Benefits Paid 0 N/A Interest 0 N/A Other 0 N/A Total 1,493,445 N/A ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 10 Agenda Packet P. 129

130 New Asmp/Mthd Old Asmp/Mthd Valuation Date 1/1/2017 1/1/2017 1/1/2016 ¹ Applicable to Fiscal Year Ending 12/31/ /31/ /31/2017 E. Pension Cost Normal Cost (with interest) $836,540 $740,469 $732,551 % of Total Annual Payroll ² Administrative Expenses (with interest) 15, % of Total Annual Payroll ² Payment Required to Amortize Unfunded Actuarial Accrued Liability over 19 years (as of 1/1/2017, with interest) 1,152,737 1,075,633 1,225,602 % of Total Annual Payroll ² Total Required Contribution 2,005,130 1,816,102 1,958,153 % of Total Annual Payroll ² Expected Member Contributions 228, , ,977 % of Total Annual Payroll ² Expected Village Contribution 1,776,163 1,595,982 1,723,176 % of Total Annual Payroll ² F. Past Contributions Plan Years Ending: 12/31/2016 Total Required Contribution 1,703,457 Village Requirement 1,451,602 Actual Contributions Made: Members (excluding buyback) 251,855 Village 1,434,948 Total 1,686,803 G. Net Actuarial (Gain)/Loss (2,985,022) ¹ Values reported for 1/1/2016 are consistent with the report issued by Lauterbach & Amen, LLC. ² Contributions developed as of 1/1/2017 are expressed as a percentage of total annual payroll at 1/1/2017 of $2,421,648. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 11 Agenda Packet P. 130

131 H. Schedule Illustrating the Amortization of the Total Unfunded Actuarial Accrued Liability as of: Year Projected Unfunded Accrued Liability ,448, ,323, ,151, ,884, ,581, ,993, I. (i) 3 Year Comparison of Actual and Assumed Salary Increases Actual Assumed Year Ended 12/31/ % 4.91% Year Ended 12/31/ % N/A (ii) 3 Year Comparison of Investment Return on Actuarial Value Actual Assumed Year Ended 12/31/ % 6.25% Year Ended 12/31/ % 6.25% Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 12 Agenda Packet P. 131

132 STATEMENT BY ENROLLED ACTUARY This actuarial valuation was prepared and completed by me or under my direct supervision, and I acknowledge responsibility for the results. To the best of my knowledge, the results are complete and accurate, and in my opinion, the techniques and assumptions used are reasonable and meet the requirements and intent of the Illinois Pension Code and adhere to the Actuarial Standards of Practice. There is no benefit or expense to be provided by the plan and/or paid from the plan's assets for which liabilities or current costs have not been established or otherwise taken into account in the valuation. All known events or trends which may require a material increase in plan costs or required contribution rates have been taken into account in the valuation. Jason L. Franken, FSA, EA, MAAA Enrolled Actuary # Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 13 Agenda Packet P. 132

133 DEVELOPMENT OF JANUARY 1, 2017 AMORTIZATION PAYMENT (1) Unfunded Actuarial Accrued Liability as of January 1, 2016 $18,189,160 (2) Sponsor Normal Cost developed as of January 1, ,525 (3) Expected administrative expenses for the year ended December 31, (4) Expected interest on (1), (2) and (3) 1,165,480 (5) Sponsor contributions to the System during the year ended December 31, ,434,948 (6) Expected interest on (5) 44,842 (7) Expected Unfunded Actuarial Accrued Liability¹ as of December 31, 2016, (1)+(2)+(3)+(4)-(5)-(6) 18,333,375 (8) Change to UAAL due to Assumption Change 1,100,220 (9) Change to UAAL due to Actuarial (Gain)/Loss (2,985,022) (10) Unfunded Accrued Liability as of January 1, ,448,573 Date Years 1/1/2017 Amortization Established Remaining Amount Amount 1/1/ ,448,573 1,084,929 ¹ Components of the Expected Unfunded Actuarial Accrued Liability shown (Items 1 through 6) Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 14 Agenda Packet P. 133

134 STATUTORY MINIMUM REQUIRED CONTRIBUTION Contribution requirements shown on this page are calculated according to statutory minimum funding requirements of the Illinois Pension Code. We do not believe this method is sufficient to fund future benefits; as such, we recommend funding according to the contributions developed in Section E of this report. New Asmp/Mthd Old Asmp/Mthd Valuation Date 1/1/2017 1/1/2017 1/1/2016 Applicable to Fiscal Year Ending 12/31/ /31/ /31/2017 Actuarial Accrued Liability (PUC) 41,828,120 40,377,406 37,973,578 Actuarial Value of Assets 25,657,469 25,657,469 24,131,072 Unfunded Actuarial Accrued Liability (UAAL) 16,170,651 14,719,937 13,842,506 UAAL Subject to Amortization 11,987,839 10,682,196 10,045,148 Normal Cost (with interest) $805,601 $745, ,597 % of Total Annual Payroll ¹ Administrative Expenses (with interest) 15, % of Total Annual Payroll ¹ Payment Required to Amortize Unfunded Actuarial Accrued Liability over 24 years (as of 1/1/2017, with interest) 705, , ,475 % of Total Annual Payroll ¹ Total Required Contribution 1,527,277 1,374,746 1,425,072 % of Total Annual Payroll ¹ Expected Member Contributions 228, , ,977 % of Total Annual Payroll ¹ Expected Village Contribution 1,298,310 1,154,626 1,190,095 % of Total Annual Payroll ¹ Assumptions and Methods: Actuarial Cost Method Amortization Method Projected Unit Credit. 90% Funding by 2040, level percent of payroll, 3.5% payroll growth assumption. All other assumptions and methods are as described in the Actuarial Assumptions and Methods section. 1 Contributions developed as of 1/1/2017 are expressed as a percentage of total annual payroll at 1/1/2017 of $2,421,648. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 15 Agenda Packet P. 134

135 PROJECTION OF BENEFIT PAYMENTS Payments for Payments for Total Year Current Actives Current Inactives Payments ,043 1,958,765 2,074, ,761 1,985,074 2,182, ,704 2,011,321 2,275, ,982 2,035,889 2,360, ,133 2,067,774 2,451, ,900 2,090,331 2,540, ,433 2,110,467 2,633, ,560 2,127,889 2,731, ,754 2,142,295 2,847, ,262 2,153,377 2,957, ,557 2,160,817 3,069, ,009,058 2,164,278 3,173, ,103,005 2,163,403 3,266, ,214,816 2,157,833 3,372, ,361,608 2,147,216 3,508, ,486,179 2,131,203 3,617, ,608,198 2,109,451 3,717, ,732,484 2,081,648 3,814, ,859,575 2,047,503 3,907, ,002,005 2,006,775 4,008, ,118,057 1,959,272 4,077, ,224,683 1,904,854 4,129, ,331,834 1,843,458 4,175, ,445,595 1,775,124 4,220, ,558,965 1,699,999 4,258, ,652,105 1,618,357 4,270, ,731,934 1,530,618 4,262, ,813,315 1,437,360 4,250, ,873,942 1,339,348 4,213, ,933,493 1,237,578 4,171, ,975,675 1,133,261 4,108, ,009,474 1,027,797 4,037, ,036, ,703 3,959, ,057, ,564 3,877, ,070, ,940 3,790, ,076, ,291 3,701, ,074, ,855 3,611, ,064, ,600 3,520, ,046, ,161 3,428, ,020, ,830 3,337,721 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 16 Agenda Packet P. 135

136 ACTUARIAL ASSUMPTIONS AND METHODS Mortality Rate Disabled Mortality Rate Interest Rate Retirement Age Disability Rate Termination Rate Salary Increases RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP RP-2014 Disabled Retiree Mortality, projected to the valuation date with Scale MP % per year compounded annually, net of investment related expenses. See table on following page. This is based on an experience study performed in See table on following page. 90% of the disabilities are assumed to be in the line of duty. This is based on an experience study performed in See table on following page. This is based on an experience study performed in See table on following page. This is based on an experience study performed in Inflation 2.50%. Payroll Growth Cost-of-Living Adjustment 3.50% per year. Tier 1: 3.00% per year after age 55. Those that retire prior to age 55 receive an increase of 1/12 of 3.00% for each full month since benefit commencement upon reaching age 55. Tier 2: 1.25% per year after the later of attainment of age 60 or first anniversary of retirement. Administrative Expenses Marital Status Spouse s Age Funding Method Actuarial Asset Method Expenses paid out of the fund other than investment-related expenses are assumed to be equal to those paid in the previous year. 80% of Members are assumed to be married. Male spouses are assumed to be three years older than female spouses. Entry Age Normal Cost Method Investment gains and losses are smoothed over a 5-year period Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 17 Agenda Packet P. 136

137 Funding Policy Amortization Method 100% of the UAAL is amortized according to a Level Percentage of Payroll method over a period ending in Decrement Tables % Terminating During the Year % Becoming Disabled During the Year % Retiring During the Year Salary Scale Age Rate Age Rate Age Rate Service Rate % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 18 Agenda Packet P. 137

138 GLOSSARY Total Annual Payroll is the projected annual rate of pay for the fiscal year following the valuation date of all covered members. Present Value of Benefits is the single sum value on the valuation date of all future benefits to be paid to current Members, Retirees, Beneficiaries, Disability Retirees and Vested Terminations. Normal (Current Year's) Cost is the current year's cost for benefits yet to be funded. Unfunded Accrued Liability is a liability which arises when a pension plan is initially established or improved and such establishment or improvement is applicable to all years of past service. Total Required Contribution is equal to the Normal Cost plus an amount sufficient to amortize the Unfunded Accrued Liability over a period ending in The required amount is adjusted for interest according to the timing of contributions during the year. Entry Age Normal Cost Method - Under this method, the normal cost is the sum of the individual normal costs for all active participants. For an active participant, the normal cost is the participant s normal cost accrual rate, multiplied by the participant s current compensation. (a) The normal cost accrual rate equals: (i) the present value of future benefits for the participant, determined as of the participant s entry age, divided by (ii) the present value of the compensation expected to be paid to the participant for each year of the participant s anticipated future service, determined as of the participant s entry age. (b) In calculating the present value of future compensation, the salary scale is applied both retrospectively and prospectively to estimate compensation in years prior to and subsequent to the valuation year based on the compensation used for the valuation. (c) The accrued liability is the sum of the individual accrued liabilities for all participants and beneficiaries. A participant s accrued liability equals the present value, at the participant s attained age, of future benefits less the present value at the participant s attained age of the individual normal costs payable in the future. A beneficiary s accrued liability equals the present value, at the beneficiary s attained age, of future benefits. The unfunded accrued liability equals the total accrued liability less the actuarial value of assets. (d) Under this method, the entry age used for each active participant is the participant s age at the time he or she would have commenced participation if the plan had always been in existence under current terms, or the age as of which he or she first earns service credits for purposes of benefit accrual under the current terms of the plan. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 19 Agenda Packet P. 138

139 STATEMENT OF FIDUCIARY NET POSITION December 31, 2016 ASSETS MARKET VALUE Cash and Cash Equivalents: Checking Account 550,395 Certificates of Deposit 484,706 Cash 214,572 Total Cash and Equivalents 1,249,673 Receivables: Accrued Past Due Interest 55,448 Total Receivable 55,448 Investments: U.S. Gov't and Agency Obligations 4,586,694 Stocks 8,794,511 Insurance Company Contracts 1,242,486 Corporate Bonds 3,266,931 Mutual Funds 6,736,232 Total Investments 24,626,854 Total Assets 25,931,975 LIABILITIES Liabilities: Payable: Pensions and Benefits Due and Unpaid 9,665 To Other Funds 516,011 Expenses 574 Total Liabilities 526,250 Net Assets: Active and Retired Members' Equity 25,405,725 NET POSITION RESTRICTED FOR PENSIONS 25,405,725 TOTAL LIABILITIES AND NET ASSETS 25,931,975 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 20 Agenda Packet P. 139

140 STATEMENT OF CHANGES IN FIDUCIARY NET POSITION FOR THE YEAR ENDED December 31, 2016 Market Value Basis ADDITIONS Contributions: Member 251,855 Village 1,434,948 Total Contributions 1,686,803 Investment Income: Miscellaneous Income 5,000 Net Realized Gain (Loss) 541,083 Unrealized Gain (Loss) 469,549 Net Increase in Fair Value of Investments 1,015,632 Interest & Dividends 1,043,951 Less Investment Expense ¹ (121,371) Net Investment Income 1,938,212 Total Additions 3,625,015 DEDUCTIONS Distributions to Members: Benefit Payments 1,801,967 Refund of Contributions/Transfers 0 Total Distributions 1,801,967 Administrative Expenses 14,920 Total Deductions 1,816,887 Net Increase in Net Position 1,808,128 NET POSITION RESTRICTED FOR PENSIONS Beginning of the Year 23,575,768 Adjustment to beginning of year 21,829 End of the Year 25,405,725 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 21 Agenda Packet P. 140

141 Village of Winnetka Firefighters' Pension Fund ACTUARIAL ASSET VALUATION December 31, 2016 Actuarial Assets for funding purposes are developed by recognizing the total actuarial investment gain or loss for each Plan Year over a five year period. In the first year, 20% of the gain or loss is recognized. In the second year 40%, in the third year 60%, in the fourth year 80%, and in the fifth year 100% of the gain or loss is recognized. The actuarial investment gain or loss is defined as the actual return on investments minus the actuarial assumed investment return. Actuarial Assets shall not be less than 80% nor greater than 120% of the Market Value of Assets. Gains/(Losses) Not Yet Recognized Plan Year Amounts Not Yet Recognized by Valuation Year Ending Gain/(Loss) /31/2013 1,292, , /31/ ,852 34,741 17, /31/2015 (1,531,401) (918,841) (612,560) (306,280) /31/ , , , ,971 93,485 0 Total (251,744) (314,734) (119,309) 93,485 0 Development of Investment Gain/Loss Market Value of Assets, 12/31/ ,597,597 Contributions Less Benefit Payments & Administrative Expenses (130,084) Expected Investment Earnings¹ 1,470,785 Actual Net Investment Earnings 1,938, Actuarial Investment Gain/(Loss) 467,427 ¹ Expected Investment Earnings = 6.25% x (23,597, x -130,084) Development of Actuarial Value of Assets Market Value of Assets, 12/31/ ,405,725 (Gains)/Losses Not Yet Recognized 251,744 Actuarial Value of Assets, 12/31/ ,657,469 (A) 12/31/2015 Actuarial Assets: 24,131,072 (I) Net Investment Income: 1. Interest and Dividends 1,048, Realized Gains (Losses) 541, Change in Actuarial Value 187, Investment Expenses (121,371) Total 1,656,481 (B) 12/31/2016 Actuarial Assets: 25,657,469 Actuarial Asset Rate of Return = (2 x I) / (A + B - I): 6.88% Market Value of Assets Rate of Return: 8.21% 12/31/2016 Limited Actuarial Assets: 25,657,469 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 22 Agenda Packet P. 141

142 CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS December 31, 2016 Actuarial Asset Basis INCOME Contributions: Member 251,855 Village 1,434,948 Total Contributions 1,686,803 Earnings from Investments Interest & Dividends 1,043,951 Miscellaneous Income 5,000 Net Realized Gain (Loss) 541,083 Change in Actuarial Value 187,818 Total Earnings and Investment Gains 1,777,852 EXPENSES Administrative Expenses: Investment Related¹ 121,371 Other 14,920 Total Administrative Expenses 136,291 Distributions to Members: Benefit Payments 1,801,967 Total Distributions 1,801,967 Change in Net Assets for the Year 1,526,397 Net Assets Beginning of the Year 24,131,072 Net Assets End of the Year² 25,657,469 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. ² Net Assets may be limited for actuarial consideration. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 23 Agenda Packet P. 142

143 STATISTICAL DATA ¹ Actives - Tier 1 1/1/2014 1/1/2015 1/1/2016 1/1/2017 Number N/A N/A N/A 19 Average Current Age N/A N/A N/A 45.6 Average Age at Employment N/A N/A N/A 29.5 Average Past Service N/A N/A N/A 16.1 Average Annual Salary N/A N/A N/A $105,462 Actives - Tier 2 Number N/A N/A N/A 5 Average Current Age N/A N/A N/A 30.8 Average Age at Employment N/A N/A N/A 27.4 Average Past Service N/A N/A N/A 3.4 Average Annual Salary N/A N/A N/A $83,573 Service Retirees Number N/A N/A Average Current Age N/A N/A Average Annual Benefit N/A N/A $70,974 $72,957 Beneficiaries Number N/A N/A 8 8 Average Current Age N/A N/A Average Annual Benefit N/A N/A $41,099 $41,099 Disability Retirees Number N/A N/A 1 1 Average Current Age N/A N/A Average Annual Benefit N/A N/A $40,824 $41,507 Terminated Vested Number N/A N/A 0 1 Average Current Age N/A N/A N/A 34.8 Average Annual Benefit N/A N/A N/A N/A ² ¹ Foster & Foster does not have enough historical data to include complete data prior to 1/1/2016. We will add historical data going forward. ² Average Annual Benefit for Terminated Vested members reflects the benefit for members entitled to a future annual benefit from the plan. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 24 Agenda Packet P. 143

144 AGE AND SERVICE DISTRIBUTION PAST SERVICE AGE Total Total Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 25 Agenda Packet P. 144

145 VALUATION PARTICIPANT RECONCILIATION 1. Active lives a. Number in prior valuation 1/1/ b. Terminations i. Vested (partial or full) with deferred benefits 0 ii. Non-vested or full lump sum distribution received 0 iii. Transferred service to other fund 0 c. Deaths i. Beneficiary receiving benefits 0 ii. No future benefits payable 0 d. Disabled 0 e. Retired (1) f. Continuing participants 23 g. New entrants 1 h. Total active life participants in valuation Non-Active lives (including beneficiaries receiving benefits) Service Retirees, Vested Receiving Receiving Receiving Death Disability Vested Benefits Benefits Benefits Deferred Total a. Number prior valuation Retired Vested Deferred Death, With Survivor Death, No Survivor Disabled Refund of Contributions Transfer to New Fund Expired Annuities Data Corrections Hired/Termed in Same Year b. Number current valuation Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 26 Agenda Packet P. 145

146 SUMMARY OF CURRENT PLAN Article 4 Pension Fund Plan Administration The Plan is established and administered as prescribed by Article 4. Firefighters Pension Fund Municipalities 500,000 and Under of the Illinois Pension Code. The Plan is administered by a Board of Trustees comprised of: a) Two members appointed by the Municipality, b) Two active Members of the Fire Department elected by the Membership, and c) One retired Member of the Fire Department elected by the Membership. Credited Service Salary Years and fractional parts of years of service (except as noted below) as a sworn Firefighter employed by the Municipality. Annual salary, including longevity, attached to firefighter s rank, as established by the municipality appropriation ordinance, excluding overtime pay, bonus pay and holiday pay except for the base 8 hours of the 10 pensionable holidays which is included. Normal Retirement Date Tier 1: Age 50 and 20 years of Credited Service. Tier 2: Age 55 and 10 years of service. Benefit Tier 1: 50% of annual salary attached to rank on last day of service plus 2.50% of annual salary for each year of service over 20 years, up to a maximum of 75% of salary. The minimum monthly benefit is $1, per month. Tier 2: 2.50% per year of service times the average salary for the eight consecutive years prior to retirement times the number of years of service, up to a maximum of 75% of average salary. The minimum monthly benefit is $1, per month. Form of Benefit Tier 1: For married retirees, an annuity payable for the life of the Member; upon the death of the member, 100% of the Member s benefit payable to the spouse until death. For unmarried retirees, the normal form is a Single Life Annuity. Tier 2: Same as above, but with 66 2/3% of benefit continued to spouse. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 27 Agenda Packet P. 146

147 Early Retirement Date Tier 1: Age 60 and 10 years of Credited Service. Tier 2: Age 50 and 10 years of service. Benefit Tier 1: 1.5% plus 0.1% for each year of service in excess of 10 years, times salary x service (complete years). Tier 2: Normal Retirement Benefit, reduced 6% for each year before age 55, with no minimum benefit. Form of Benefit Same as Normal Retirement Disability Benefit Eligibility Benefit Amount Total and permanent as determined by the Board of Trustees. Seven years of service required for non-service connected disability. A maximum of: Cost-of-Living Adjustment Tier 1: a.) 65% of salary attached to the rank held by Member on last day of service, and; b.) The monthly retirement pension that the Member is entitled to receive if he or she retired immediately. For non-service connected disabilities, a benefit of 50% of salary attached to rank held by Member on last day of service. Retirees: An annual increase equal to 3.00% per year after age 55. Those that retire prior to age 55 receive an increase of 1/12 of 3.00% for each full month since benefit commencement upon reaching age 55. Disabled Retirees: An annual increase equal to 3.00% per year of the original benefit amount beginning at age 60. Those that become disabled prior to age 60 receive an increase of 3.00% of the original benefit amount for each year since benefit commencement upon reaching age 60. Tier 2: An annual increase each January 1 equal to 3.00% per year or one-half of the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1, whichever is less, of the original pension after the attainment of age 60 or first anniversary of pension start date whichever is later. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 28 Agenda Packet P. 147

148 Pre-Retirement Death Benefit Service Incurred Non-Service Incurred 100% of salary attached to rank held by Member on last day of service. A maximum of: a.) 54% of salary attached to the rank held by Member on last day of service, and; b.) The monthly retirement pension earned by the deceased Member at the time of death, regardless of whether death occurs before or after age 50. Vesting (Termination) Less than 10 years Refund of Member Contributions. 10 or more years Either the termination benefit, payable upon reaching age 60, provided contributions are not withdrawn, or a refund of member contributions. Benefit Contributions Employee Municipality Based on the monthly salary attached to the Member s rank at separation from service and equals: 1.5% plus 0.1% for each year of service in excess of 10 years, times salary x service (based on complete years) % of Salary. Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 29 Agenda Packet P. 148

149 GASB 67 STATEMENT OF FIDUCIARY NET POSITION December 31, 2016 ASSETS MARKET VALUE Cash and Cash Equivalents: Checking Account 550,395 Certificates of Deposit 484,706 Cash 214,572 Total Cash and Equivalents 1,249,673 Receivables: Accrued Past Due Interest 55,448 Total Receivable 55,448 Investments: U.S. Gov't and Agency Obligations 4,586,694 Stocks 8,794,511 Insurance Company Contracts 1,242,486 Corporate Bonds 3,266,931 Mutual Funds 6,736,232 Total Investments 24,626,854 Total Assets 25,931,975 LIABILITIES Liabilities: Payable: Pensions and Benefits Due and Unpaid 9,665 To Other Funds 516,011 Expenses 574 Total Liabilities 526,250 Net Assets: Active and Retired Members' Equity 25,405,725 NET POSITION RESTRICTED FOR PENSIONS 25,405,725 TOTAL LIABILITIES AND NET ASSETS 25,931,975 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 30 Agenda Packet P. 149

150 GASB 67 STATEMENT OF CHANGES IN FIDUCIARY NET POSITION FOR THE YEAR ENDED December 31, 2016 Market Value Basis ADDITIONS Contributions: Member 251,855 Village 1,434,948 Total Contributions 1,686,803 Investment Income: Miscellaneous Income 5,000 Net Realized Gain (Loss) 541,083 Unrealized Gain (Loss) 469,549 Net Increase in Fair Value of Investments 1,015,632 Interest & Dividends 1,043,951 Less Investment Expense ¹ (121,371) Net Investment Income 1,938,212 Total Additions 3,625,015 DEDUCTIONS Distributions to Members: Benefit Payments 1,801,967 Refund of Contributions/Transfers 0 Total Distributions 1,801,967 Administrative Expenses 14,920 Total Deductions 1,816,887 Net Increase in Net Position 1,808,128 NET POSITION RESTRICTED FOR PENSIONS Beginning of the Year 23,575,768 Adjustment to beginning of year 21,829 End of the Year 25,405,725 ¹ Investment Related expenses include investment advisory, custodial and performance monitoring fees. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 31 Agenda Packet P. 150

151 GASB 67 NOTES TO THE FINANCIAL STATEMENTS (For the Year Ended December 31, 2016) Plan Description Plan Administration The Plan is a single employer defined benefit pension plan administered by a Board of Trustees comprised of: a.) Two members appointed by the Village, b.) Two active Members of the Fire Department elected by the Membership, and c.) One retired Member of the Fire Department elected by the Membership. Plan Membership as of December 31, 2016: Inactive Plan Members or Beneficiaries Currently Receiving Benefits 31 Inactive Plan Members Entitled to but Not Yet Receiving Benefits 1 Active Plan Members Benefits Provided The Plan provides retirement, termination, disability and death benefits. Normal Retirement: Age: Tier 1: Age 50 and 20 years of service. Tier 2: Age 55 with 10 years of service. Benefit: 2.50% of Average Final Compensation times Credited Service. Early Retirement: Age: Tier 1: Age 60 and 10 years of service. Tier 2: Age 50 with 10 years of service. Benefit: Tier 1: 1.5% plus 0.1% for each year of service in excess of 10 years, times salary times service (complete years). Tier 2: Determined as for Normal Retirement; Benefit for members hired after January 1, 2011 is reduced 6.00% for each year before age 55, with no minimum benefit. Vesting (Termination): Less than 10 years: Refund of accumulated contributions without interest. 10 or more: Refund of Contributions or accrued benefit payable at retirement age. Disability: Eligibility: Total and permanent as determined by the Board of Trustees. Benefit: Benefit accrued to date of disability. Minimum benefit for Service Incurred is 65% of AFC. For Non-Service Incurred benefit is 50% of Salary. Pre-Retirement Death Benefits: Service Incurred: 100% of Salary. Non-Service Incurred: Greater of 54% of salary or accrued benefit. Non-Vested: Refund of Required Contribution Account. Cost-of-Living Adjustments: Tier 1: Retirees % per year upon attaining age 55. For retirements prior to age 55, 1/12 of 3.00% per month benefit commences prior to reaching age 55. Disabled Retirees - annual increase of 3.00% of the original benefit amount upon attaining age 60. For disablements prior to age 60, 3.00% of original benefit per year benefit commenced prior to age 60. Tier 2: An annual increase equal to the lesser of 3.00% per year or 1/2 the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1, of the original pension after attaining age 60. Contributions Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability over a period ending in Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 32 Agenda Packet P. 151

152 GASB 67 Investments Investment Policy: The following was the Board's adopted asset allocation policy as of December 31, 2016: Asset Class Target Allocation US Equity 49% International Equity 11% Real Estate 5% US Fixed Income 35% Total 100% Concentrations: The Plan did not hold investments in any one organization that represent 5 percent or more of the Pension Plan's fiduciary net position. Rate of Return: For the year ended December 31, 2016 the annual money-weighted rate of return on Pension Plan investments, net of pension plan investment expense, was 7.99 percent. The money-weighted rate of return expresses investment performance, net of investment expense, adjusted for the changing amounts actually invested. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 33 Agenda Packet P. 152

153 GASB 68 NET PENSION LIABILITY OF THE SPONSOR The components of the net pension liability of the sponsor on December 31, 2016 were as follows: Total Pension Liability $ 41,980,228 Plan Fiduciary Net Position $ (25,405,725) Sponsor's Net Pension Liability $ 16,574,503 Plan Fiduciary Net Position as a percentage of Total Pension Liability 60.52% Actuarial Assumptions: The Total Pension Liability was determined by an actuarial valuation as of December 31, 2016 using the following actuarial assumptions: Inflation 2.50% Salary Increases Service-Based Investment Rate of Return 6.25% Mortality Rate: RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP Disabled Mortality Rate:RP-2000 Disabled Retiree Mortality, projected to the valuation date with Scale MP The demographic assumptions used in the December 31, 2016 valuation were based on the results of an actuarial experience study performed by the State of Illinois Department of Insurance dated September 26, The Long-Term Expected Rate of Return on Pension Plan investments was determined using a building-block method in which best-estimate ranges of expected future real rates of return (expected returns, net of Pension Plan investment expenses and inflation) are developed for each major asset class. For 2016, the inflation rate assumption of the investment advisor was 2.50%. These ranges are combined to produce the Long-Term Expected Rate of Return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the Pension Plan's target asset allocation as of December 31, 2016 are summarized in the following table: Long Term Expected Real Asset Class Rate of Return US Equity 7.5% International Equity 8.5% Real Estate 4.5% US Fixed Income 2.5% Discount Rate: The Discount Rate used to measure the Total Pension Liability was 6.25 percent. The projection of cash flows used to determine the Discount Rate assumed that Plan Member contributions will be made at the current contribution rate and that Sponsor contributions will be made at rates equal to the difference between actuarially determined contribution rates and the Member rate. Based on those assumptions, the Pension Plan's Fiduciary Net Position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the Long-Term Expected Rate of Return on Pension Plan investments was applied to all periods of projected benefit payments to determine the Total Pension Liability. For purpose of this valuation, the expected rate of return on pension plan investments is 6.25 percent; the municipal bond rate is 3.78 percent (based on the weekly rate closest to but not later than the measurement date of the Bond Buyer 20-Bond Index as published by the The Bond Buyer); and the resulting single discount rate is 6.25 percent. 1% Decrease Current Discount Rate 1% Increase 5.25% 6.25% 7.25% Sponsor's Net Pension Liability $ 22,404,219 $ 16,574,503 $ 11,800,389 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 34 Agenda Packet P. 153

154 GASB 67 SCHEDULE OF CHANGES IN NET PENSION LIABILITY AND RELATED RATIOS Last 10 Fiscal Years 12/31/ /31/2015 ¹ 12/31/2014 ² Total Pension Liability Service Cost 709, , ,947 Interest 2,633,016 2,267,675 2,095,789 Changes of Benefit Terms Differences Between Expected and Actual Experience (2,992,031) 593,014 (99,297) Changes of Assumptions 1,111,971 3,413,518 1,815,395 Benefit Payments, Incl. Refunds of Employee Contributions (1,801,967) (1,852,469) (1,810,863) Net Change in Total Pension Liability (340,004) 5,111,198 2,770,971 Total Pension Liability - Beginning 42,320,232 37,209,033 34,438,062 Total Pension Liability - Ending (a) $ 41,980,228 $ 42,320,231 $ 37,209,033 Plan Fiduciary Net Position Contributions - Employer 1,434,948 1,391,267 1,321,000 Contributions - Employee 251, , ,546 Net Investment Income 1,938,212 (15,892) 1,494,221 Benefit Payments, Incl. Refunds of Employee Contributions (1,801,967) (1,852,469) (1,810,863) Administrative Expense (14,920) (31,244) (13,037) Net Change in Plan Fiduciary Net Position 1,808,128 (275,895) 1,216,867 Plan Fiduciary Net Position - Beginning 23,597,597 23,873,492 22,656,625 Plan Fiduciary Net Position - Ending (b) $ 25,405,725 $ 23,597,597 $ 23,873,492 Net Pension Liability - Ending (a) - (b) $ 16,574,503 $ 18,722,634 $ 13,335,541 Plan Fiduciary Net Position as a Percentage of the Total Pension Liability 60.52% 55.76% 64.16% Covered Employee Payroll $ 2,421,648 $ 2,440,604 $ 2,409,734 Net Pension Liability as a Percentage of covered Employee Payroll % % % Notes to Schedule: ¹ The 2015 results were provided by the prior actuary, Lauterbach & Amen, LLP, Warrenville, IL. ² The 2014 results were provided by, Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Changes of Assumptions: For measurement date 12/31/2016, amounts reported as changes of assumptions resulted from the following changes: The administrative expenses have been included in the determination the annual contribution to the fund. The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP-2014 Disabled Retiree Mortality Table, projected to the valuation date with Scale MP The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior actuary. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 35 Agenda Packet P. 154

155 GASB 67 SCHEDULE OF CONTRIBUTIONS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Actuarially Determined Contribution ¹ 1,451,602 1,327,823 1,315,341 Contributions in Relation to the Actuarially Determined Contributions 1,434,948 1,391,267 1,321,000 Contribution Deficiency (Excess) $ 16,654 $ (63,444) $ (5,659) Covered Employee Payroll $ 2,421,648 $ 2,440,604 $ 2,409,734 Contributions as a Percentage of Covered Employee Payroll 59.26% 57.01% 54.82% ¹ Prior Actuarially Determined Contribution amounts were provided by Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Notes to Schedule Valuation Date: 01/01/2015 Actuarially determined contribution rates are calculated as of January 1, two years prior to the year in which contributions are reported. Methods and assumptions used to determine contribution rates: Funding Method: Amortization Method: Remaining Amortization Period: Asset Valuation Method: Investment Return: Salary Scale: Mortality: Withdrawal: Disability Rates: Retirement: Marital Status: Entry Age Normal Cost Method. Level percentage of pay, closed. 18 years (as of 01/01/2015 Valuation). Market Value. 5-year Average Market Value (PA ). 6.25% net of investment expenses. 5.50%. RP 2000 Mortality Table (CHBCA). There is no margin for future mortality improvement beyond the valuation date. Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Based on studies of the Fund and the Department of Insurance, see Sample Rates below (100% by age 70). 80% Married, Female spouses 3 years younger. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 36 Agenda Packet P. 155

156 GASB 67 Sample Annual Rates Per 100 Participants: Age Mortality Withdrawal Disability Retirement Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 37 Agenda Packet P. 156

157 GASB 67 SCHEDULE OF INVESTMENT RETURNS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Annual Money-Weighted Rate of Return Net of Investment Expense 7.99% -0.07% 6.57% Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 38 Agenda Packet P. 157

158 GASB 68 NOTES TO THE FINANCIAL STATEMENTS (For the Year Ended December 31, 2016) General Information about the Pension Plan Plan Administration The Plan is a single employer defined benefit pension plan administered by a Board of Trustees comprised of: a.) Two members appointed by the Village, b.) Two active Members of the Fire Department elected by the Membership, and c.) One retired Member of the Fire Department elected by the Membership. Plan Membership as of December 31, 2016: Inactive Plan Members or Beneficiaries Currently Receiving Benefits 31 Inactive Plan Members Entitled to but Not Yet Receiving Benefits 1 Active Plan Members Benefits Provided The Plan provides retirement, termination, disability and death benefits. Normal Retirement: Age: Tier 1: Age 50 and 20 years of service. Tier 2: Age 55 with 10 years of service. Benefit: 2.50% of Average Final Compensation times Credited Service. Early Retirement: Age: Tier 1: Age 60 and 10 years of service. Tier 2: Age 50 with 10 years of service. Benefit: Tier 1: 1.5% plus 0.1% for each year of service in excess of 10 years, times salary times service (complete years). Tier 2: Determined as for Normal Retirement; Benefit for members hired after January 1, 2011 is reduced 6.00% for each year before age 55, with no minimum benefit. Vesting (Termination): Less than 10 years: Refund of accumulated contributions without interest. 10 or more: Refund of Contributions or accrued benefit payable at retirement age. Disability: Eligibility: Total and permanent as determined by the Board of Trustees. Benefit: Benefit accrued to date of disability. Minimum benefit for Service Incurred is 65% of AFC. For Non-Service Incurred benefit is 50% of Salary. Pre-Retirement Death Benefits: Service Incurred: 100% of Salary. Non-Service Incurred: Greater of 54% of salary or accrued benefit. Non-Vested: Refund of Required Contribution Account. Cost-of-Living Adjustments: Tier 1: Retirees % per year upon attaining age 55. For retirements prior to age 55, 1/12 of 3.00% per month benefit commences prior to reaching age 55. Disabled Retirees - annual increase of 3.00% of the original benefit amount upon attaining age 60. For disablements prior to age 60, 3.00% of original benefit per year benefit commenced prior to age 60. Tier 2: An annual increase equal to the lesser of 3.00% per year or 1/2 the annual unadjusted percentage increase in the consumer price index-u for the 12 months ending with the September preceding each November 1, of the original pension after attaining age 60. Contributions Remaining amount necessary for payment of Normal (current year s) Cost and amortization of the accrued past service liability over a period ending in Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 39 Agenda Packet P. 158

159 GASB 68 Net Pension Liability The measurement date is December 31, The measurement period for the pension expense was January 1, 2016 to December 31, The reporting period is January 1, 2016 through December 31, The Sponsor's net pension liability was measured as of December 31, The total pension liability used to calculate the net pension liability was determined as of that date. Actuarial Assumptions: The Total Pension Liability was determined by an actuarial valuation as of December 31, 2016 using the following actuarial assumptions: Inflation 2.50% Salary Increases Service-Based Investment Rate of Return 6.25% Mortality Rate: RP-2014 Combined Healthy Mortality with a blue collar adjustment, projected to the valuation date with Scale MP Disabled Mortality Rate:RP-2000 Disabled Retiree Mortality, projected to the valuation date with Scale MP The demographic assumptions used in the December 31, 2016 valuation were based on the results of an actuarial experience study performed by the State of Illinois Department of Insurance dated September 26, The Long-Term Expected Rate of Return on Pension Plan investments was determined using a building-block method in which bestestimate ranges of expected future real rates of return (expected returns, net of Pension Plan investment expenses and inflation) are developed for each major asset class. For 2016, the inflation rate assumption of the investment advisor was 2.50%. These ranges are combined to produce the Long-Term Expected Rate of Return by weighting the expected future real rates of return by the target asset allocation percentage and by adding expected inflation. Best estimates of arithmetic real rates of return for each major asset class included in the Pension Plan's target asset allocation as of December 31, 2016 are summarized in the following table: Asset Class Target Allocation Long Term Expected Real Rate of Return US Equity 49% 7.5% International Equity 11% 8.5% Real Estate 5% 4.5% US Fixed Income 35% 2.5% Total 100% Discount Rate: The Discount Rate used to measure the Total Pension Liability was 6.25 percent. The projection of cash flows used to determine the Discount Rate assumed that Plan Member contributions will be made at the current contribution rate and that Sponsor contributions will be made at rates equal to the difference between actuarially determined contribution rates and the Member rate. Based on those assumptions, the Pension Plan's Fiduciary Net Position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the Long-Term Expected Rate of Return on Pension Plan investments was applied to all periods of projected benefit payments to determine the Total Pension Liability. For purpose of this valuation, the expected rate of return on pension plan investments is 6.25 percent; the municipal bond rate is 3.78 percent (based on the weekly rate closest to but not later than the measurement date of the Bond Buyer 20-Bond Index as published by the The Bond Buyer); and the resulting single discount rate is 6.25 percent. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 40 Agenda Packet P. 159

160 GASB 68 CHANGES IN NET PENSION LIABILITY Increase (Decrease) Total Pension Liability Plan Fiduciary Net Position Net Pension Liability (a) (b) (a)-(b) Balances at January 1, 2016 $ 42,320,232 $ 23,597,597 $ 18,722,635 Changes for a Year: Service Cost 709, ,007 Interest 2,633,016-2,633,016 Differences Between Expected and Actual Experience (2,992,031) - (2,992,031) Changes of Assumptions 1,111,971-1,111,971 Changes of Benefit Terms Contributions - Employer - 1,434,948 (1,434,948) Contributions - Employee - 251,855 (251,855) Net Investment Income - 1,938,212 (1,938,212) Benefit Payments, Including Refunds of Employee Contributions (1,801,967) (1,801,967) - Administrative Expense (14,920) 14,920 New Changes (340,004) 1,808,128 (2,148,132) Balances at December 31, 2016 $ 41,980,228 $ 25,405,725 $ 16,574,503 Sensitivity of the net pension liability to changes in the discount rate. 1% Decrease Current Discount Rate 1% Increase 5.25% 6.25% 7.25% Sponsor's Net Pension Liability $ 22,404,219 $ 16,574,503 $ 11,800,389 Pension plan fiduciary net position. Detailed information about the pension plan's fiduciary net position is available in a separately issued Plan financial report. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 41 Agenda Packet P. 160

161 GASB 68 PENSION EXPENSE AND DEFERRED OUTFLOWS OF RESOURCES AND DEFERRED INFLOWS OF RESOURCES RELATED TO PENSIONS For the year ended December 31, 2016, the Sponsor will recognize a pension expense of $2,164,379. On December 31, 2016, the Sponsor reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred Outflows of Resources Deferred Inflows of Resources Differences Between Expected and Actual Experience 405,647 2,493,361 Changes of Assumptions 3,261,640 - Net Difference Between Projected and Actual Earnings on Pension Plan Investments 537,942 - Total $ 4,205,229 $ 2,493,361 Amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized in pension expense as follows: OUTFLOW INFLOW Year ended December 31: 2017 $ 530, $ 530, $ 530, $ 226, $ (104,471) Thereafter $ - Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 42 Agenda Packet P. 161

162 GASB 68 SCHEDULE OF CHANGES IN NET PENSION LIABILITY AND RELATED RATIOS Last 10 Fiscal Years 12/31/ /31/2015 ¹ 12/31/2014 ² Total Pension Liability Service Cost 709, , ,947 Interest 2,633,016 2,267,675 2,095,789 Changes of Benefit Terms Differences Between Expected and Actual Experience (2,992,031) 593,014 (99,297) Changes of Assumptions 1,111,971 3,413,518 1,815,395 Benefit Payments, Including Refunds of Employee Contributions (1,801,967) (1,852,469) (1,810,863) Net Change in Total Pension Liability (340,004) 5,111,198 2,770,971 Total Pension Liability - Beginning 42,320,232 37,209,033 34,438,062 Total Pension Liability - Ending (a) $ 41,980,228 $ 42,320,231 $ 37,209,033 Plan Fiduciary Net Position Contributions - Employer 1,434,948 1,391,267 1,321,000 Contributions - Employee 251, , ,546 Net Investment Income 1,938,212 (15,892) 1,494,221 Benefit Payments, Including Refunds of Employee Contributions (1,801,967) (1,852,469) (1,810,863) Administrative Expense (14,920) (31,244) (13,037) Net Change in Plan Fiduciary Net Position 1,808,128 (275,895) 1,216,867 Plan Fiduciary Net Position - Beginning 23,597,597 23,873,492 22,656,625 Plan Fiduciary Net Position - Ending (b) $ 25,405,725 $ 23,597,597 $ 23,873,492 Net Pension Liability - Ending (a) - (b) $ 16,574,503 $ 18,722,634 $ 13,335,541 Plan Fiduciary Net Position as a Percentage of the Total Pension Liability 60.52% 55.76% 64.16% Covered Employee Payroll $ 2,421,648 $ 2,440,604 $ 2,409,734 Net Pension Liability as a Percentage of covered Employee Payroll % % % Notes to Schedule: ¹ The 2015 results were provided by the prior actuary, Lauterbach & Amen, LLP, Warrenville, IL. ² The 2014 results were provided by, Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Changes of Assumptions: For measurement date 12/31/2016, amounts reported as changes of assumptions resulted from the following changes: The administrative expenses have been included in the determination the annual contribution to the fund. The mortality rates for healthy lives were updated to the RP-2014 Blue Collar Mortality Table, projected to the valuation date with Scale MP For inactive members, the previous assumption was a table developed by the prior actuary. For active members, the previous assumption was the RP-2014 Blue Collar Mortality Table, projected 5 years beyond the valuation date with Scale MP The mortality rates for disabled lives were updated from RP-2014 Disabled Retiree Mortality Table, with no projection to the RP Disabled Retiree Mortality Table, projected to the valuation date with Scale MP The retirement rates, termination rates and disability rates were updated to reflect the tables from the 2012 experience study performed by the Department of Insurance. Tables for the prior year s valuation were tables developed by the prior actuary. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 43 Agenda Packet P. 162

163 GASB 68 SCHEDULE OF CONTRIBUTIONS Last 10 Fiscal Years 12/31/ /31/ /31/2014 Actuarially Determined Contribution ¹ 1,451,602 1,327,823 1,315,341 Contributions in Relation to the Actuarially Determined Contributions 1,434,948 1,391,267 1,321,000 Contribution Deficiency (Excess) $ 16,654 $ (63,444) $ (5,659) Covered Employee Payroll $ 2,421,648 $ 2,440,604 $ 2,409,734 Contributions as a Percentage of Covered Employee Payroll 59.26% 57.01% 54.82% ¹ Prior Actuarially Determined Contribution amounts were provided by Timothy W. Sharpe, Enrolled Actuary, Geneva, IL. Notes to Schedule Valuation Date: 01/01/2015 Actuarially determined contribution rates are calculated as of January 1, two years prior to the year in which contributions are reported. Methods and assumptions used to determine contribution rates: Funding Method: Amortization Method: Remaining Amortization Period: Asset Valuation Method: Investment Return: Salary Scale: Mortality: Withdrawal: Disability Rates: Retirement: Marital Status: Entry Age Normal Cost Method. Level percentage of pay, closed. 18 years (as of 01/01/2015 Valuation). Market Value. 5-year Average Market Value (PA ). 6.25% net of investment expenses. 5.50%. RP 2000 Mortality Table (CHBCA). There is no margin for future mortality improvement beyond the valuation date. Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Based on studies of the Fund and the Department of Insurance, see Sample Rates below. Based on studies of the Fund and the Department of Insurance, see Sample Rates below (100% by age 70). 80% Married, Female spouses 3 years younger. Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 44 Agenda Packet P. 163

164 GASB 68 Sample Annual Rates Per 100 Participants: Age Mortality Withdrawal Disability Retirement Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 45 Agenda Packet P. 164

165 GASB 68 COMPONENTS OF PENSION EXPENSE FISCAL YEAR DECEMBER 31, 2016 Net Pension Deferred Deferred Liability Inflows Outflows Beginning Balance $ 18,722,635 $ - $ 4,589,431 Pension Expense Total Pension Liability Factors: Service Cost 709, ,007 Interest 2,633, ,633,016 Changes in Benefit Terms Differences Between Expected and Actual Experience With Regard to Economic or Demographic Assumptions (2,992,031) 2,992, Current Year Amortization - (498,670) (93,683) (404,987) Changes in Assumptions About Future Economic or Demographic Factors or Other Inputs 1,111,971-1,111,971 - Current Year Amortization - - (724,588) 724,588 Benefit Payments (1,801,967) - - (1,801,967) Net Change (340,004) 2,493, ,700 1,859,657 Plan Fiduciary Net Position: Contributions - Employer 1,434, Contributions - Employee 251, (251,855) Net Investment Income 1,470, (1,470,785) Difference Between Projected and Actual Earnings on Pension Plan Investments 467, , Current Year Amortization - (93,486) (303,961) 210,475 Benefit Payments (1,801,967) - - 1,801,967 Administrative Expenses (14,920) ,920 Net Change 1,808, ,941 (303,961) 304,722 Ending Balance $ 16,574,503 $ 2,867,302 $ 4,579,170 $ 2,164,379 Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 46 Agenda Packet P. 165

166 GASB 68 AMORTIZATION SCHEDULE - EXPERIENCE Year Base Established Differences Between Expected and Actual Experience Increase (Decrease) in Pension Expense Arising from the Recognition of the Effects of Differences between Expected and Actual Experience Recognition Period (Years) $ (2,992,031) 6 $ (498,670) $ (498,673) $ (498,672) $ (498,672) $ (498,672) $ (498,672) $ $ 593, $ 93,683 $ 93,683 $ 93,683 $ 93,683 $ 93,683 $ 30,915 $ - Net Increase (Decrease) in Pension Expense $ (404,987) $ (404,990) $ (404,989) $ (404,989) $ (404,989) $ (467,757) $ - Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 47 Agenda Packet P. 166

167 GASB 68 AMORTIZATION SCHEDULE - CHANGES OF ASSUMPTIONS Year Base Established Change of Assumptions Increase (Decrease) in Pension Expense Arising from the Recognition of the Effects of Changes of Assumptions Recognition Period (Years) $ 1,111,971 6 $ 185,328 $ 185,328 $ 185,328 $ 185,329 $ 185,329 $ 185,329 $ $ 3,413, $ 539,260 $ 539,260 $ 539,260 $ 539,260 $ 539,260 $ 177,957 $ - Net Increase (Decrease) in Pension Expense $ 724,588 $ 724,588 $ 724,588 $ 724,589 $ 724,589 $ 363,286 $ - Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 48 Agenda Packet P. 167

168 GASB 68 AMORTIZATION SCHEDULE - INVESTMENTS Year Base Established Differences Between Projected and Actual Earnings Increase (Decrease) in Pension Expense Arising from the Recognition of the Effects of Changes of Assumptions Recognition Period (Years) $ (467,427) 5 $ (93,486) $ (93,486) $ (93,485) $ (93,485) $ (93,485) $ - $ $ 1,519,805 5 $ 303,961 $ 303,961 $ 303,961 $ 303,961 $ - $ - $ - Net Increase (Decrease) in Pension Expense $ 210,475 $ 210,475 $ 210,476 $ 210,476 $ (93,485) $ - $ - Village of Winnetka Firefighters' Pension Fund FOSTER & FOSTER 49 Agenda Packet P. 168

169 Title: Agenda Item Executive Summary Village Council Meeting Schedule for 2018 Presenter: Megan E. Pierce, Assistant Village Manager Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: Section (A) of the Village Code requires that the Village Council "shall hold its regular meetings on the first and third Tuesday of each month at (7:00 PM), or as otherwise set forth in the annual meetings notice posted pursuant to the Illinois Open Meetings Act." For Study Sessions, the established practice is for the Council to meet for that purpose as a Committee of the Whole at 7:00 PM on the second Tuesday of each month. The Open Meetings Act requires an annual meeting notice be posted at the beginning of each year. Executive Summary: The proposed 2018 Village Council meeting schedule is below. Additional special meetings may be convened as needed Village Council Regular Meetings: January 2 April 3 July 4 October 2 January 16 April 17 July 17 October 16 February 6 May 1 August 7 November 8** (Thursday) February 20 May 15 August 21 November 20 March 6 June 5 September 4 December 4 March 22* (Thursday) June 19 September 18 December 18 *Rescheduled for the Primary Election. **Rescheduled for the General Election Village Council Study Sessions: January 9 April 10 July 10 October 9 February 13 May 8 August 14* November 13 March 13 June 12 September 13** (Thursday) December 11 *Traditionally cancelled, but held if necessary. **Rescheduled for Rosh Hoshana. Recommendation: Consider approving the 2018 Village Council regular meeting schedule for publication. Attachments: None. Agenda Packet P. 169

170 Agenda Item Executive Summary Title: Resolution No. R : Resolution Approving A Professional Services Agreement With Deuchler Environmental, Inc. For Submission Of A NPDES Permit(Adoption) Presenter: Brian Keys, Director of Water & Electric Agenda Date: 12/05/2017 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: None Executive Summary: Request for Proposal (RFP) # was issued for the professional services required to submit a renewal application for a National Pollutant Discharge Elimination System (NPDES) permit. The Village's Electric Plant is required to have this type of permit for the electric generation which utilizes Lake Michigan cooling water for condenser and equipment cooling. The present permit was issued in September 2013 and expires in August The required professional services include thermal calculations required for the application, review and revision to the plants' storm water pollution prevention plan (SWPPP), compilation and submittal of the NPDES renewal application. The scope also includes review of any draft permit issued by the regulatory entities. Three responses were received for the requested professional services. The RFP is attached as Exhibit A to the Professional Services Agreement. With respect to cost, the three firm proposed completing the required services at the following cost: Horner - Shifrin: $66,500 Clark Dietz: $64,998 Deuchler Environmental: $60,665 Winnetka s staff evaluated the proposals based on each firm s expertise, project understanding, responsiveness and fees. The proposal submitted by Deuchler Environmental Inc. was selected over the other two firms. Deuchler has proposed partnering with Geosyntec to perform the thermal modeling required in the renewal process. Geosyntec has completed thermal modeling for other utilities located in the United States. Deuchler has worked on NPDES applications and storm water prevention plans for other governmental entities. Individuals contacted about their professional services provided positive feedback. Upon further clarification on the data available for the thermal modeling, Deuchler Environmental reduced the cost of the required professional services to $51,045. With assistance of the Village Attorney, an agreement for professional services (Exhibit A) has been negotiated with Deuchler Environmental Inc. for the Village Council s approval. Resolution No. R , prepared by the Village Attorney, approves the agreement and authorizes the Village President to execute, and the Village Clerk to attest, the document. The Electric Fund 2017 Budget and the proposed 2018 Budget both contain $60,000 (account # ) for consulting services associated with renewal of the Electric Plant's NPDES permit renewal. Recommendation: Consider adoption of Resolution No. R ; A Resolution Approving A Professional Services Agreement With Deuchler Environmental, Inc. For Submission Of A NPDES Permit(Adoption) Attachments: Resolution No. R ; A Resolution Approving A Professional Services Agreement With Deuchler Environmental, Inc. For Submission Of A NPDES Permit(Adoption) Exhibit A: Village of Winnetka Professional Services Agreement with Deuchler Environmental, Inc. a) Proposal from Deuchler Environmental, Inc dated November 22, Agenda Packet P. 170

171 RESOLUTION NO. R A RESOLUTION APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH DEUCHLER ENVIRONMENTAL, INC. FOR SUBMISSION OF A NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM PERMIT WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the Village of Winnetka ( Village ) to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, the Village is required to have a Nation Pollutant Discharge Elimination Permit ( Permit ) from the United Stated Environmental Protection Agency ( EPA ) to use Lake Michigan water to cool its electric generation condenser and equipment; and WHEREAS, the Village s current Permit is set to expire in August of 2018; and WHEREAS, the Village desires to retain a professional services firm to prepare and submit an application to the EPA to renew the Permit on the Village s behalf ( Services ); and WHEREAS, on October 6, 2017, the Village requested proposals from firms to perform the Services; and WHEREAS, three firms submitted proposals to the Village to provide the Services; and WHEREAS, the Village Council has determined that the proposal to perform the Services from Deuchler Environmental, Inc. ( Contractor ) was the lowest responsive and responsible proposal and best meets the needs of the Village; and WHEREAS, the Village Council desires to enter into a contract with Contractor for the performance of the Services in an amount not to exceed $51, ( Contract ); and WHEREAS, the Village Council has determined that it is in the best interests of the Village and its residents to enter into the Contract with Contractor; NOW, THEREFORE, BE IT RESOLVED, by the Council of the Village of Winnetka, Cook County, Illinois, as follows: SECTION 1: RECITALS. The Village Council hereby adopts the foregoing recitals as its findings, as if fully set forth herein. SECTION 2: APPROVAL OF CONTRACT. The Village Council hereby approves the Contract in substantially the form attached to this Resolution as Exhibit A and in a final form approved by the Village Attorney. SECTION 3: AUTHORIZATION TO EXECUTE CONTRACT. The Village Council hereby authorizes and directs the Village President and the Village Clerk to execute and attest, respectively, on behalf of the Village, the final Contract after receipt by the Village December 5, 2017 R Agenda Packet P. 171

172 Manager of two executed copies of the final Contract from Contractor; provided, however, that if the Village Manager does not receive two executed copies of the final Contract from Contractor within 60 days after the date of adoption of this Resolution, then this authority to execute and seal the final Contract will, at the option of the Village Council, be null and void. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. ADOPTED this 5 th day of December, 2017, pursuant to the following roll call vote: AYES: NAYS: ABSENT: ABSTAIN: Signed Countersigned: Village President Village Clerk December 5, 2017 R Agenda Packet P. 172

173 EXHIBIT A CONTRACT Agenda Packet P. 173

174 VILLAGE OF WINNETKA PROFESSIONAL SERVICES AGREEMENT This PROFESSIONAL SERVICES AGREEMENT ( Agreement ) is dated as of the day of,, and is by and between the VILLAGE OF WINNETKA, an Illinois home rule municipal corporation ( Village ), and the Consultant identified in Section 1.A of this Agreement. IN CONSIDERATION OF the recitals and the mutual covenants and agreements set forth in this Agreement, and pursuant to the Village s statutory and home rule powers, the parties agree as follows: SECTION 1. CONSULTANT. A. Engagement of Consultant. The Village desires to engage the Consultant identified below to perform and to provide the proposed professional consulting services to perform the work in connection with the project identified below: Consultant Name ("Consultant"): Deuchler Environmental, Inc. Address: 230 Woodlawn Ave., Aurora, IL Telephone No.: jfrerich@deuchler.com Project Name/Description: Professional Services for NPDES Permit Renewal Agreement Amount: $51,045 B. Project Description. Providing professional services required to submit a renewal application for a National Pollutant Discharge Elimination System (NPDES) permit, as more fully described in the proposal attached to this Agreement as Exhibit A ("Proposal"). C. Representations of Consultant. The Consultant represents that it is financially solvent, has the necessary financial resources, and is sufficiently experienced and competent to perform and complete the consulting services that are set forth in the Proposal ("Services") in a manner consistent with the standards of professional practice by recognized consulting firms providing services of a similar nature. 1 Agenda Packet P. 174

175 SECTION 2. SCOPE OF SERVICES. A. Retention of the Consultant. The Village retains the Consultant to perform, and the Consultant agrees to perform, the Services. B. Services. The Consultant shall provide the Services pursuant to the terms and conditions of this Agreement. C. Commencement; Term. The Consultant shall commence the Services immediately upon receipt of written notice from the Village that this Agreement has been fully executed by the Parties ( Commencement Date ). The Consultant shall diligently and continuously prosecute the Services until the completion of the Services or upon termination of this Agreement by the Village, but in no event later than the date that is five years after the Commencement Date ("Time of Performance"). D. Reporting. The Consultant shall regularly report to the Village Manager, or his designee, regarding the progress of the Services during the term of this Agreement. SECTION 3. COMPENSATION AND METHOD OF PAYMENT. A. Agreement Amount. The total amount paid by the Village for the Services pursuant to this Agreement shall not exceed the amount identified as the Agreement Amount in Section 1.A of this Agreement. No claim for additional compensation shall be valid unless made in accordance with Sections 3.D or 3.E of this Agreement. B. Invoices and Payment. The Consultant shall submit invoices in an approved format to the Village for costs incurred by the Consultant in performing the Services. The amount billed in each invoice for the Services shall be based solely upon the rates set forth in the Proposal. The Village shall pay to the Consultant the amount billed in accordance with the Local Government Prompt Payment Act. C. Records. The Consultant shall maintain records showing actual time devoted and costs incurred, and shall permit the Village to inspect and audit all data and records of the Consultant for work done pursuant to this Agreement. The records shall be made available to the Village at reasonable times during the term of this Agreement, and for one year after the termination of this Agreement. D. Claim In Addition To Agreement Amount. 1. The Consultant shall provide written notice to the Village of any claim for additional compensation as a result of action taken by the Village, within 15 days after the occurrence of such action. 2. The Consultant acknowledges and agrees that: (a) the provision of written notice pursuant to Section 3.D.1 of this Agreement shall not be deemed or interpreted as entitling the Consultant to any additional compensation; and (b) any changes in the Agreement Amount shall be valid only upon written amendment pursuant to Section 8.A of this Agreement. 2 Agenda Packet P. 175

176 3. Regardless of the decision of the Village relative to a claim submitted by the Consultant, the Consultant shall proceed with the work required to complete the Services under this Agreement, as determined by the Village, without interruption. Proceeding with work pursuant to this section by Consultant shall not be deemed to be a waiver of a claim by Consultant. E. Additional Services. The Consultant acknowledges and agrees that the Village shall not be liable for costs incurred by the Consultant in connection with services provided by the Consultant that are outside the scope of this Agreement ( Additional Services ) unless approved of in advance in writing by the Village. F. Taxes, Benefits, and Royalties. Each payment by the Village to the Consultant includes all applicable federal, state, and Village taxes of every kind and nature applicable to the Services, as well as all taxes, contributions, and premiums for unemployment insurance, old age or retirement benefits, pensions, annuities, or similar benefits, and all costs, royalties, and fees arising from the use on, or the incorporation into, the Services, of patented or copyrighted equipment, materials, supplies, tools, appliances, devices, processes, or inventions. All claims or rights to claim additional compensation by reason of the payment of any such tax, contribution, premium, cost, royalty, or fee are hereby waived and released by the Consultant. G. Final Acceptance. The Services, or, if the Services are to be performed in separate phases, each phase of the Services, shall be considered complete on the date of final written acceptance by the Village of the Services or each phase of the Services, as the case may be, which acceptance shall not be unreasonably withheld or delayed. SECTION 4. PERSONNEL; SUBCONTRACTORS. A. Key Project Personnel. The Key Project Personnel identified in the Proposal shall be primarily responsible for carrying out the Services on behalf of the Consultant. The Key Project Personnel shall not be changed without the Village's prior written approval. B. Availability of Personnel. The Consultant shall provide all personnel necessary to complete the Services including, without limitation, any Key Project Personnel identified in this Agreement. The Consultant shall notify the Village as soon as practicable prior to terminating the employment of, reassigning, or receiving notice of the resignation of, any Key Project Personnel. The Consultant shall have no claim for damages and shall not bill the Village for additional time and materials charges as the result of any portion of the Services which must be duplicated or redone due to such termination or for any delay or extension of the Time of Performance as a result of any such termination, reassignment, or resignation. C. Approval and Use of Subcontractors. The Consultant shall perform the Services with its own personnel and under the management, supervision, and control of its own organization unless otherwise approved in advance by the Village in writing. All subcontractors and subcontracts used by the Consultant shall be acceptable to, and 3 Agenda Packet P. 176

177 approved in advance by, the Village. The Village s approval of any subcontractor or subcontract shall not relieve the Consultant of full responsibility and liability for the provision, performance, and completion of the Services as required by this Agreement. All Services performed under any subcontract shall be subject to all of the provisions of this Agreement in the same manner as if performed by employees of the Consultant. For purposes of this Agreement, the term Consultant shall be deemed also to refer to all subcontractors of the Consultant, and every subcontract shall include a provision binding the subcontractor to all provisions of this Agreement. D. Removal of Personnel and Subcontractors. If any personnel or subcontractor fails to perform the Services in a manner satisfactory to the Village and consistent with commonly accepted professional practices, the Consultant shall immediately upon notice from the Village remove and replace such personnel or subcontractor. The Consultant shall have no claim for damages, for compensation in excess of the amount contained in this Agreement, or for a delay or extension of the Time of Performance as a result of any such removal or replacement. SECTION 5. CONFIDENTIAL INFORMATION. A. Confidential Information. The term Confidential Information shall mean information in the possession or under the control of the Village relating to the technical, business, or corporate affairs of the Village; Village property; user information, including, without limitation, any information pertaining to usage of the Village's computer system, including and without limitation, any information obtained from server logs or other records of electronic or machine readable form; and the existence of, and terms and conditions of, this Agreement. Village Confidential Information shall not include information that can be demonstrated: (1) to have been rightfully in the possession of the Consultant from a source other than the Village prior to the time of disclosure of such information to the Consultant pursuant to this Agreement ( Time of Disclosure ); (2) to have been in the public domain prior to the Time of Disclosure; (3) to have become part of the public domain after the Time of Disclosure by a publication or by any other means except an unauthorized act or omission or breach of this Agreement on the part of the Consultant or the Village; or (4) to have been supplied to the Consultant after the Time of Disclosure without restriction by a third party who is under no obligation to the Village to maintain such information in confidence. 4 Agenda Packet P. 177

178 B. No Disclosure of Confidential Information by the Consultant. The Consultant acknowledges that it shall, in performing the Services for the Village under this Agreement, have access, or be directly or indirectly exposed, to Confidential Information. The Consultant shall hold confidential all Confidential Information and shall not disclose or use such Confidential Information without the express prior written consent of the Village. The Consultant shall use reasonable measures at least as strict as those the Consultant uses to protect its own confidential information. Such measures shall include, without limitation, requiring employees and subcontractors of the Consultant to execute a non-disclosure agreement before obtaining access to Confidential Information. SECTION 6. STANDARD OF SERVICES AND INDEMNIFICATION. A. Representation and Certification of Services. The Consultant represents and certifies that the Services shall be performed in accordance with the standards of professional practice, care, and diligence practiced by recognized consulting firms in performing services of a similar nature in existence at the Time of Performance. The representations and certifications expressed shall be in addition to any other representations and certifications expressed in this Agreement, or expressed or implied by law, which are hereby reserved unto the Village. B. Indemnification. The Consultant shall, and does hereby agree to, indemnify, save harmless, and defend the Village against all damages, liability, claims, losses, and expenses (including reasonable attorneys' fees) that may arise, or be alleged to have arisen, out of or in connection with the Consultant s performance of, or failure to perform, the Services or any part thereof, or any failure to meet the representations and certifications set forth in Section 6.A of this Agreement. This Section shall not apply to damages, liability, claims, losses, and expenses to the extent caused solely by the negligence or fault of the Village. C. Insurance. The Consultant shall provide, at its sole cost and expense, liability insurance in the aggregate amount of $2,000,000, which insurance shall include, without limitation, protection for all activities associated with the Services. The insurance shall be for a minimum of $1,000,000 per occurrence for bodily injury and $1,000,000 per occurrence for property damage. The Consultant shall cause the Village to be named as an additional insured on the insurance policy described in this Section 6.C. Not later than 10 days after the Commencement Date, the Consultant shall provide the Village with either: (a) a copy of the entire insurance policy; or (b) a Certificate of Insurance along with a letter from the broker issuing the insurance policy to the effect that the Certificate accurately reflects the contents of the insurance policy. The insurance coverages and limits set forth in this Section 6.C shall be deemed to be minimum coverages and limits, and shall not be construed in any way as a limitation on the Consultant s duty to carry adequate insurance or on the Consultant s liability for losses or damages under this Agreement. 5 Agenda Packet P. 178

179 D. No Personal Liability. No elected or appointed official or employee of the Village shall be personally liable, in law or in contract, to the Consultant as the result of the execution of this Agreement. SECTION 7. CONSULTANT AGREEMENT GENERAL PROVISIONS. A. Relationship of the Parties. The Consultant shall act as an independent contractor in providing and performing the Services. Nothing in, nor done pursuant to, this Agreement shall be construed: (1) to create the relationship of principal and agent, employer and employee, partners, or joint venturers between the Village and Consultant; or (2) to create any relationship between the Village and any subcontractor of the Consultant. B. Conflict of Interest. The Consultant represents and certifies that, to the best of its knowledge: (1) no elected or appointed Village official, employee or agent has a personal financial interest in the business of the Consultant or in this Agreement, or has personally received payment or other consideration for this Agreement; (2) as of the date of this Agreement, neither Consultant nor any person employed or associated with Consultant has any interest that would conflict in any manner or degree with the performance of the obligations under this Agreement; and (3) neither Consultant nor any person employed by or associated with Consultant shall at any time during the term of this Agreement obtain or acquire any interest that would conflict in any manner or degree with the performance of the obligations under this Agreement. C. No Collusion. The Consultant represents and certifies that the Consultant is not barred from contracting with a unit of state or local government as a result of: (1) a delinquency in the payment of any tax administered by the Illinois Department of Revenue, unless the Consultant is contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax, as set forth in Section et seq. of the Illinois Municipal Code, 65 ILCS 5/ et seq.; or (2) a violation of either Section 33E-3 or Section 33E-4 of Article 33E of the Criminal Code of 1961, 720 ILCS 5/33E-1 et seq. The Consultant represents that the only persons, firms, or corporations interested in this Agreement as principals are those disclosed to the Village prior to the execution of this Agreement, and that this Agreement is made without collusion with any other person, firm, or corporation. If at any time it shall be found that the Consultant has, in procuring this Agreement, colluded with any other person, firm, or corporation, then the Consultant shall be liable to the Village for all loss or damage that the Village may suffer, and this Agreement shall, at the Village s option, be null and void. D. Termination. Notwithstanding any other provision hereof, the Village may terminate this Agreement at any time upon 15 days written notice to the Consultant. In the event that this Agreement is so terminated, the Consultant shall be paid for Services actually performed and reimbursable expenses actually incurred, if any, prior to termination, not exceeding the value of the Services completed, which shall be determined on the basis of the rates set forth in the Proposal. 6 Agenda Packet P. 179

180 E. Compliance With Laws and Grants. 1. Compliance with Laws. The Consultant shall give all notices, pay all fees, and take all other action that may be necessary to ensure that the Services are provided, performed, and completed in accordance with all required governmental permits, licenses, or other approvals and authorizations that may be required in connection with providing, performing, and completing the Services, and with all applicable statutes, ordinances, rules, and regulations, including, without limitation: any applicable prevailing wage laws; the Fair Labor Standards Act; any statutes regarding qualification to do business; any statutes requiring preference to laborers of specified classes; any statutes prohibiting discrimination because of, or requiring affirmative action based on, race, creed, color, national origin, age, sex, or other prohibited classification, including, without limitation, the Americans with Disabilities Act of 1990, 42 U.S.C et seq., and the Illinois Human Rights Act, 775 ILCS 5/1-101 et seq. The Consultant shall also comply with all conditions of any federal, state, or local grant received by the Village or the Consultant with respect to this Agreement or the Services. Further, the Consultant shall have a written sexual harassment policy in compliance with Section of the Illinois Human Rights Act. 2. Liability for Noncompliance. The Consultant shall be solely liable for any fines or civil penalties that are imposed by any governmental or quasigovernmental agency or body that may arise, or be alleged to have arisen, out of or in connection with the Consultant's, or any of its subcontractors, performance of, or failure to perform, the Services or any part thereof. This Section shall not apply to any fines or civil penalties to the extent caused by the sole negligence or fault of the Village. 3. Required Provisions. Every provision of law required by law to be inserted into this Agreement shall be deemed to be inserted herein. F. Default. If it should appear at any time that the Consultant has failed or refused to prosecute, or has delayed in the prosecution of, the Services with diligence at a rate that assures completion of the Services in full compliance with the requirements of this Agreement, or has otherwise failed, refused, or delayed to perform or satisfy the Services or any other requirement of this Agreement ( Event of Default ), and fails to cure any such Event of Default within ten business days after the Consultant s receipt of written notice of such Event of Default from the Village, then the Village shall have the right, without prejudice to any other remedies provided by law or equity, to pursue any one or more of the following remedies: 1. Cure by Consultant. The Village may require the Consultant, within a reasonable time, to complete or correct all or any part of the Services that are the subject of the Event of Default; and to take any or all other action necessary to bring the Consultant and the Services into compliance with this Agreement. 2. Termination of Agreement by Village. The Village may terminate this Agreement without liability for further payment of amounts due or to become due under this Agreement after the effective date of termination. 7 Agenda Packet P. 180

181 3. Withholding of Payment by Village. The Village may withhold from any payment, whether or not previously approved, or may recover from the Consultant, any and all costs, including reasonable attorneys fees and administrative expenses, incurred by the Village as the result of any Event of Default by the Consultant or as a result of actions taken by the Village in response to any Event of Default by the Consultant. G. No Additional Obligation. The Parties acknowledge and agree that the Village is under no obligation under this Agreement or otherwise to negotiate or enter into any other or additional contracts or agreements with the Consultant or with any vendor solicited or recommended by the Consultant. H. Village Council Authority. Notwithstanding any provision of this Agreement, any negotiations or agreements with, or representations by the Consultant to, vendors shall be subject to the approval of the Village Council. For purposes of this Section 7.H, "vendors" shall mean entities engaged in subcontracts for the provision of additional services directly to the Village. The Village shall not be liable to any vendor or third party for any agreements made by the Consultant without the knowledge and approval of the Village Council. I. Mutual Cooperation. The Village agrees to cooperate with the Consultant in the performance of the Services, including meeting with the Consultant and providing the Consultant with such non-confidential information that the Village may have that may be relevant and helpful to the Consultant s performance of the Services. The Consultant agrees to cooperate with the Village in the performance and completion of the Services and with any other consultants engaged by the Village. J. News Releases. The Consultant shall not issue any news releases, advertisements, or other public statements regarding the Services without the prior written consent of the Village Manager. K. Ownership. Designs, drawings, plans, specifications, photos, reports, information, observations, calculations, notes, and any other documents, data, or information, in any form, prepared, collected, or received from the Village by the Consultant in connection with any or all of the Services to be performed under this Agreement ( Documents ) shall be and remain the exclusive property of the Village. At the Village s request, or upon termination of this Agreement, the Consultant shall cause the Documents to be promptly delivered to the Village. L. GIS Data. The Village has developed digital map information through Geographic Information Systems Technology ( GIS Data ) concerning the real property located within the Village. If requested to do so by the Consultant, the Village agrees to supply the Consultant with a digital copy of the GIS Data, subject to the following conditions: 8 Agenda Packet P. 181

182 1. Limited Access to GIS Data. The GIS Data provided by the Village shall be limited to the scope of the Services that the Consultant is to provide for the Village; 2. Purpose of GIS Data. The Consultant shall limit its use of the GIS Data to its intended purpose of furtherance of the Services; and 3. Agreement with Respect to GIS Data. The Consultant does hereby acknowledge and agree that: a. Trade Secrets of the Village. The GIS Data constitutes proprietary materials and trade secrets of the Village, and shall remain the property of the Village; b. Consent of Village Required. The Consultant will not provide or make available the GIS Data in any form to anyone without the prior written consent of the Village Manager; c. Supply to Village. At the request of the Village, the Consultant shall supply the Village with any and all information that may have been developed by the Consultant based on the GIS Data; d. No Guarantee of Accuracy. The Village makes no guarantee as to the accuracy, completeness, or suitability of the GIS Data in regard to the Consultant s intended use thereof; and e. Discontinuation of Use. At such time as the Services have been completed to the satisfaction of the Village, the Consultant shall cease its use of the GIS Data for any purpose whatsoever, and remove the GIS Data from all of the Consultant's databases, files, and records; and, upon request, an authorized representative of the Village shall be afforded sufficient access to the Consultant s premises and data processing equipment to verify compliance by the Consultant with this Section 7.L.3.e. SECTION 8. GENERAL PROVISIONS. A. Amendment. No amendment or modification to this Agreement shall be effective until it is reduced to writing and approved and executed by the Village and the Consultant in accordance with all applicable statutory procedures. B. Assignment. This Agreement may not be assigned by the Village or by the Consultant without the prior written consent of the other party. C. Binding Effect. The terms of this Agreement shall bind and inure to the benefit of the Village, the Consultant, and their agents, successors, and assigns. D. Notice. All notices required or permitted to be given under this Agreement shall be in writing and shall be delivered (1) personally, (2) by a reputable overnight 9 Agenda Packet P. 182

183 courier, or by (3) by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid. Unless otherwise expressly provided in this Agreement, notices shall be deemed received upon the earlier of: (a) actual receipt; (b) one business day after deposit with an overnight courier, as evidenced by a receipt of deposit; or (c) four business days following deposit in the U.S. mail, as evidenced by a return receipt. By notice complying with the requirements of this Section 8.D, each party shall have the right to change the address or the addressee, or both, for all future notices and communications to the other party, but no notice of a change of addressee or address shall be effective until actually received. Notices and communications to the Village shall be addressed to, and delivered at, the following address: Village of Winnetka 510 Green Bay Road Winnetka, Illinois Attention: Village Manager With a copy to: Holland & Knight LLP 131 S. Dearborn, 30 th Floor Chicago, Illinois Attention: Peter M. Friedman Notices and communications to the Consultant shall be addressed to, and delivered at, the following address: With a copy to: Deuchler Environmental Inc. 230 Woodlawn Avenue Aurora, IL Attention: John Frerich, P.E. Mickey, Wilson, et al P.C 140 S. Municipal Drive Sugar Grove, IL Attn: Peter K. Wilson Jr. E. Third Party Beneficiary. No claim as a third party beneficiary under this Agreement by any person, firm, or corporation shall be made or be valid against the Village. F. Provisions Severable. If any term, covenant, condition, or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated. 10 Agenda Packet P. 183

184 G. Time. Time is of the essence in the performance of all terms and provisions of this Agreement. H. Calendar Days and Time. Unless otherwise provided in this Agreement, any reference in this Agreement to "day" or "days" shall mean calendar days and not business days. If the date for giving of any notice required to be given, or the performance of any obligation, under this Agreement falls on a Saturday, Sunday, or federal holiday, then the notice or obligation may be given or performed on the next business day after that Saturday, Sunday, or federal holiday. I. Governing Laws. This Agreement shall be governed by, construed and enforced in accordance with the internal laws, but not the conflicts of laws rules, of the State of Illinois. J. Authority to Execute. 1. The Village. The Village hereby warrants and represents to the Consultant that the persons executing this Agreement on its behalf have been properly authorized to do so by its corporate authorities. 2. The Consultant. The Consultant hereby warrants and represents to the Village that the persons executing this Agreement on its behalf have the full and complete right, power, and authority to enter into this Agreement and to agree to the terms, provisions, and conditions set forth in this Agreement and that all legal actions needed to authorize the execution, delivery, and performance of this Agreement have been taken. K. Entire Agreement. This Agreement constitutes the entire agreement between the parties to this Agreement and supersedes all prior agreements and negotiations between the parties, whether written or oral, relating to the subject matter of this Agreement. L. Waiver. Neither the Village nor the Consultant shall be under any obligation to exercise any of the rights granted to them in this Agreement except as it shall determine to be in its best interest from time to time. The failure of the Village or the Consultant to exercise at any time any such rights shall not be deemed or construed as a waiver of that right, nor shall the failure void or affect the Village's or the Consultant's right to enforce such rights or any other rights. M. Consents. Unless otherwise provided in this Agreement, whenever the consent, permission, authorization, approval, acknowledgement, or similar indication of assent of any party to this Agreement, or of any duly authorized officer, employee, agent, or representative of any party to this Agreement, is required in this Agreement, the consent, permission, authorization, approval, acknowledgement, or similar indication of assent shall be in writing. N. Grammatical Usage and Construction. In construing this Agreement, pronouns include all genders and the plural includes the singular and vice versa. 11 Agenda Packet P. 184

185 O. Interpretation. This Agreement shall be construed without regard to the identity of the party who drafted the various provisions of this Agreement. Moreover, each and every provision of this Agreement shall be construed as though all parties to this Agreement participated equally in the drafting of this Agreement. As a result of the foregoing, any rule or construction that a document is to be construed against the drafting party shall not be applicable to this Agreement. P. Headings. The headings, titles, and captions in this Agreement have been inserted only for convenience and in no way define, limit, extend, or describe the scope or intent of this Agreement. Q. Exhibits. Exhibits A through attached to this Agreement are, by this reference, incorporated in and made a part of this Agreement. In the event of a conflict between an Exhibit and the text of this Agreement, the text of this Agreement shall control. R. Rights Cumulative. Unless expressly provided to the contrary in this Agreement, each and every one of the rights, remedies, and benefits provided by this Agreement shall be cumulative and shall not be exclusive of any other rights, remedies, and benefits allowed by law. S. Counterpart Execution. This Agreement may be executed in several counterparts, each of which, when executed, shall be deemed to be an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the Parties have executed this Agreement this day of, 20. ATTEST: VILLAGE OF WINNETKA By: Village Clerk By: Village Manager ATTEST: CONSULTANT By: Title: By: Its: 12 Agenda Packet P. 185

186 EXHIBIT A PROPOSAL 13 Agenda Packet P. 186

187 PROFESSIONAL SERVICES FOR NPDES PERMIT RENEWAL Village of Winnetka, Illinois Prepared by: Prepared for: Karen Clementi 230 Woodlawn Avenue Aurora, IL (630) Due: November 6, 2017, 11AM Revised: November 28, Kensington Road Suite 103 Oak Brook, IL Nicholas Mostardo Assistant Finance Director Village of Winnetka Agenda Packet P. 187

188 TABLE OF CONTENTS SECTION 1. EXECUTIVE SUMMARY... 1 SECTION 2. CONTENT REQUIREMENTS... 2 PROJECT SCOPE... 2 Task a) Project Management... 2 Task b) Data Review and Collection... 3 Task c) Kick off Meeting... 4 Task d1) Thermal Plume Analysis... 5 Tasks d2 and d3) NPDES Renewal Application... 6 Task e) Site Storm Water Pollution Prevention Plan (SWPPP)... 7 SECTION 3. DOCUMENTATION... 8 Task a) Project Management... 8 Task b) Data Review and Collection... 8 Task d1) Thermal Plume Analysis... 8 Tasks d2 and d3)... 8 Task e) Site Storm Water Pollution Prevention Plan (SWPPP)... 8 SECTION 4. CONSULTANT QUALIFICATIONS... 9 QUALIFICATIONS OVERVIEW... 9 RELEVANT EXPERIENCE SUMMARIES AND REFERENCES... 9 NPDES Permitting... 9 Modeling... Error! Bookmark not defined. Thermal Plume Modeling SWPPP KEY INDIVIDUALS SECTION 5. OWNER S RESOURCE REQUIREMENT SECTION 6. PROJECT SCHEDULE SECTION 7. OTHER RELEVANT INFORMATION APPENDICES Appendix A Appendix B Appendix C Appendix D Project Timelines Gantt Chart Relevant Experience Project Summaries Key Personnel Resumes Proposer s Sworn Work History Statement Village of Winnetka Professional Services for NPDES Permit Renewal Deuchler Environmental Services Geosyntec Consultants Page i Agenda Packet P. 188

189 SECTION 1. EXECUTIVE SUMMARY Thank you for this opportunity to submit this proposal in response to the Request for Proposals from the Village of Winnetka s Power Generation Station for NPDES Permit Renewal tasks (RFP # ). The project team of Deuchler Environmental, Inc. (Deuchler) and Geosyntec Consultants, Inc. (Geosyntec) offer several qualities that make our team exceptionally well qualified to respond to your request, including the following: PROJECT STAFFING AND APPROACH Karen Clementi, project manager for Deuchler, will coordinate with the Village of Winnetka to facilitate the timely and successful completion of the project. She has recently completed the Fox Valley Park District s NPDES Permit Application in October 2017 and will be completing the Fox Metro Water Reclamation District s NPDES Permit Application in November 2017, so will have the availability to dedicate to the Village of Winnetka s project. We have established three task leads for the significant pieces of the project: Karen Clementi from Deuchler will coordinate the NPDES permit application, Rishab Mahajan from Geosyntec will coordinate the NPDES thermal modeling, and Carrie Carter from Deuchler will coordinate the SWPPP. This approach will allow for the concurrent completion of these major portions in an expedited schedule. RELEVENT PROJECT EXPERIENCE SUMMARY Deuchler and Geosyntec have: extensive NPDES permitting experience with many municipal clients, including permit applications, negotiations, modifications, and compliance as well as managing issues associated with NPDES and other environmental permits. extensive expertise with thermal monitoring and modeling experience to support NPDES permit applications for Power Plants. substantial experience with preparing Storm Water Pollution Prevention Plans for municipal clients. In 2017, we have completed two SWPPPs for clients: the Fox Metro Water Reclamation District and the Salt Creek Sanitary District. Village of Winnetka Professional Services for NPDES Permit Renewal Page 1 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 189

190 SECTION 2. CONTENT REQUIREMENTS The teaming arrangement between Deuchler and Geosyntec will allow for the accelerated schedule to complete the NPDES Permit Application and SWPPP by February 15, A GANTT chart is supplied in Appendix A to show the proposed schedule. In summary, we propose the simultaneous completion of the three largest portions if the project: the NPDES permit renewal application forms, the NPDES thermal modeling, and the SWPPP by designating task leads. Specifically, Karen Clementi from Deuchler will coordinate the NPDES permit application, Rishab Mahajan from Geosyntec will coordinate the NPDES thermal modeling, and Carrie Carter from Deuchler will coordinate the SWPPP. All three (3) staff leads will begin working on the project quickly and concurrently to meet the project s deadlines. We suggest staggered completion dates to allow the Village of Winnetka s staff to sufficiently review all deliverables. Specifically, we propose completion and submittal to the client of the draft modeling technical memorandum in early January, the draft SWPPP in mid January, and the draft NPDES permit application forms by February 1, Then each of these three primary deliverables would have an approximately 5 day review time by the Village of Winnetka and a final report would be issued approximately 5 days after the receipt of the Village s comments. If needed, we suggest one additional on site presentation or meeting with the Village Board and/or staff after February 15, 2018 to focus on the time sensitive NPDES and SWPPP submittals. PROJECT SCOPE The following tasks are proposed to complete the NPDES Permit Application and SWPPP by the scheduled deadline. Task a) Project Management Objective The objective of this task is to facilitate good communication and streamline the task completion process to meet the accelerated deadlines for this project. Activities The activities that will be performed under this task include: Work Plan preparation. Two regular meetings, either via telephone or in person with the Project Manager or appropriate personnel to monitor progress and ensure client expectations are being met. These meetings are tentatively scheduled for mid December and mid January. If needed, one additional on site presentation or meeting with the Village Board and/or staff after February 15, 2018 to focus on the time sensitive NPDES and SWPPP submittals. Village of Winnetka Professional Services for NPDES Permit Renewal Page 2 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 190

191 Deliverables Work Plan Assumptions None Task b) Data Review Objective The objective of this task is to acquire and review existing data to support the permit renewal application for the Winnetka Power Plant. NPDES Permit for Winnetka Power Generation Station. Drawings and site plans for the facility. Operating records for the facility. Storm water plan for the facility. Storm water management plan for the Village of Winnetka. Outlet structure size and configuration. Effluent flow and temperature data. Bathymetry and water level data for Lake Michigan in the vicinity of the discharge (see Figure 1). Lake current magnitude and direction near the discharge. Temperature horizontal profile within 1,000 feet (ft) of the discharge. The data reviewed under this task will be used to support the development of thermal plume model (Task d1). Activities The activities that will be conducted under this task will include the following: Acquire existing data for the facility from the Village of Winnetka. Request additional information if needed. Obtain nearshore bathymetry of Lake Michigan from National Oceanic Atmospheric Agency ( Obtain water level and lake current magnitude and direction in the vicinity of the discharge from the Great Lakes Coastal Forecasting System (GLCFS). Village of Winnetka Professional Services for NPDES Permit Renewal Page 3 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 191

192 Figure 1: Thermal Mixing Zone for Winnetka Power Plant Deliverables Assumptions Database of data reviewed under this task. Effluent flow and temperature data will be provided by Village of Winnetka. Task c) Kick-off Meeting Objective The objective of this task is to facilitate good communication and streamline the task completion process to meet the accelerated deadlines for this project. Village of Winnetka Professional Services for NPDES Permit Renewal Page 4 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 192

193 Activities The activities that will be performed under this task include: Deliverables None Assumptions Kick off meeting to assist with work plan preparation and gather information for the project. Kick off meeting on site with Karen Clementi and Carrie Carter. Task d1) Thermal Plume Analysis Objective The objective of this task is to develop a computer model to predict temperature at the edge of the mixing zone. The model will be used to determine compliance with Special Condition 3 of the current NPDES permit for the Village of Winnetka Electric Generation Plant. This approach is consistent with the recommendation of the Illinois Environmental Protection Agency (IEPA). An IEPA approved modeling framework Cornell Mixing Zone Expert System (CORMIX) will be used to develop the model. Activities The activities that will be performed under this task include: Identify the worst case scenario for mixing of the thermal discharge from the power plant based on ambient lake conditions (current and water level) and thermal discharge. Develop a thermal mixing zone model using existing data. Predict the thermal plume resulting from the heated discharge from the facility under the worst case scenario. Assess compliance with requirements of Special Condition 3. Deliverables Assumptions Document the results of thermal plume modeling in a technical memorandum to be submitted with the permit application. CORMIX input and output files. Draft technical memorandum. Final technical memorandum. No additional bathymetry data collection is required for developing the thermal plume model. Village of Winnetka Professional Services for NPDES Permit Renewal Page 5 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 193

194 CORMIX is applicable to site specific conditions. Verification of model results to field data will not be requested by IEPA. The current conditions will be compliant with Special Condition 3 and no additional scenarios will need to be modeled. A phone meeting with IEPA will be sufficient. The draft technical memorandum will undergo one round of review by the client and one round of review to incorporate IEPA comments before being finalized. Tasks d2 and d3) NPDES Renewal Application Objective The objective of these two tasks are to successfully complete the NPDES Permit Application forms and supporting documents. Activities The activities that will be performed under this task include: Deliverables Assumptions Compile the required data for the successful completion of the appropriate forms. Submit the draft permit renewal application for review and approval by the client. Submit the final permit renewal application to the IEPA prior to the assumed due date of February 28, 2018 and preferably no later than February 15, Draft permit application. Final permit application. Supply any newly created GIS exhibits for the facility for the client s use on future projects. NPDES Permit Forms 1 and 2C are the appropriate forms to be completed for this submittal. With the exception of the data needed for the modeling effort discussed in Tasks b1 and d1, all other necessary data for the NPDES permit application form will be readily available and supplied by the client within 2 weeks of the contract award. The client will supply any available GIS data for the site for use in the project exhibits. The client will supply a copy of the IEPA s Permit Renewal Application letter that specifies the forms to be completed. The client will supply a copy of the prior application submittal in order to keep the Village of Winnetka Professional Services for NPDES Permit Renewal Page 6 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 194

195 relevant permit application form consistent between submittals. The draft permit application will undergo one round of review by the client before being finalized. Task e) Site Storm Water Pollution Prevention Plan (SWPPP) Objective The objective of this task is to update the existing Site Storm Water Pollution Prevention Plan (SWPPP) prepared by Strand and Associates, Inc. in Activities The activities that will be performed under this task include: Analyze the existing SWPPP. Identify improvements and make recommendations to the client. Review recommendations from client s staff to improve existing SWPPP. Review the Village of Winnetka s stormwater management program plan and incorporate any relevant components into the new SWPPP. Meet with staff via telephone or in person to finalize the changes to the existing SWPPP. Submit a draft SWPPP to the client. Meet with staff via telephone or in person to finalize the draft document. Submit the final SWPPP to the client by February 1, Deliverables Assumptions Draft SWPPP. Final SWPPP. Supply any newly created GIS exhibits for the facility for the client s use on future projects. The client will supply any needed documentation for updating the SWPPP no later than 3 weeks after the contract award. The client will supply any available GIS data for the site for use in the project exhibits. The draft SWPPP will undergo one round of review by the client before being finalized. Village of Winnetka Professional Services for NPDES Permit Renewal Page 7 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 195

196 SECTION 3. DOCUMENTATION The following deliverables will be produced under the proposed tasks: Task a) Project Management Work Plan describing the task completion process to meet the accelerated deadlines for the project. Task b) Data Review Database of data reviewed. Task d1) Thermal Plume Analysis Computer model input and output files. Draft technical memorandum describing the results of thermal plume modeling. Final technical memorandum describing the results of thermal plume modeling. Tasks d2 and d3) Draft NPDES permit application with appropriate supporting documentation. Final NPDES permit application with appropriate supporting documentation. Task e) Site Storm Water Pollution Prevention Plan (SWPPP) Draft SWPPP with appropriate supporting documentation. Final SWPPP with appropriate supporting documentation. Supply any newly created GIS exhibits for the facility for the client s use on future projects. Village of Winnetka Professional Services for NPDES Permit Renewal Page 8 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 196

197 SECTION 4. CONSULTANT QUALIFICATIONS QUALIFICATIONS OVERVIEW Deuchler Environmental, Inc. (Deuchler) has assembled a multidisciplinary team of professionals with the skills, training, and real world expertise to provide the highest quality services for the tasks and projects listed in the Village of Winnetka s Request for Proposals # Deuchler will lead the project team, serving in an overall project management capacity and performing the NPDES permit application task and Storm Water Pollution Prevention Plan (SWPPP). Geosyntec will fulfill a critical role on this team, leading and performing the thermal modeling efforts. We strongly believe that this team is uniquely qualified to ensure project success. Deuchler and Geosyntec have successfully partnered in the past. The team has an ongoing contract with the Chicago Metropolitan District for Planning (CMAP) for engineering technical support and policy recommendations with regard to Wastewater Planning and Watershed/Water Resources Planning. RELEVANT EXPERIENCE SUMMARIES AND REFERENCES A summary of most relevant projects is provided in Table below. Detailed one page project descriptions for both Deuchler and Geosyntec in Appendix B Project IEPA Coordination/ Negotiations NPDES Permit Application Paperwork NPDES Permit Thermal Modeling NPDES Permit Application Data Compilation SWPP FMWRD Biological and Water Chemistry Sampling NPDES Permit Applications and Compliance FVPD Splash Country and Phillips Park Permits NPDES Permit Applications and Compliance Salt Creek Sanitary District Storm Water Pollution Prevention Plan FMWRD Biological and Water Chemistry Sampling Power Station Thermal Discharge Plume Modeling, Confidential Client NPDES Permit Support Services for Nuclear Power Plant, Confidential Client NPDES Permitting The team has prepared and/or assisted with the preparation of NPDES Permit Applications and related compliance tasks for the following entities: Village of Winnetka Professional Services for NPDES Permit Renewal Page 9 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 197

198 Fox Metro Water Reclamation District (FMWRD) 1990s to present Fox Valley Park District (FVPD) 1997 to present Village of Newark, Illinois 2017 City of Aurora, Illinois 1990s to present Salt Creek Sanitary District (SCSD) 2011 to present Yorkville Bristol Sanitary District (YBSD) 1990s to present City of Plano, Illinois 1990s to present City of Aurora, Illinois 1990s to present DuPage County Department of Public Works Thermal Plume Modeling The project team has personnel highly experienced in the use of computer models for simulating thermal plume discharges into surface water. These models may include: Near field models which model the receiving water in the vicinity of the plume (e.g. CORMIX, PLUMES). Far field models which model the receiving water farther downstream or farther away from the plume (e.g. EFDC, CE QUAL W2). CFD models which provide finer details of complicated discharge or receiving waterbody conditions for which a typical near field or far field model is not well suited (e.g. OpenFOAM, FLOW 3D). Geosyntec has developed computer models for several clients throughout the US in support of NPDES permit applications including: Several Power Plants in Eastern US for a Confidential Client Duane Arnold Energy Center in Iowa for a Confidential Client Municipal wastewater treatment plants and water treatment plant residuals discharges SWPPP The project team members have prepared Storm Water Pollution Prevention Plans (SWPPPs) for the following agencies in the listed years: Fox Metro Water Reclamation District 2011, 2014, 2017 Salt Creek Sanitary District 2014 and 2017 Figure 2: Example contour plot showing the extent of the predicted thermal plume in surface waters. Village of Winnetka Professional Services for NPDES Permit Renewal Page 10 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 198

199 KEY INDIVIDUALS Brief biographies of our key staff are included below. Our organizational chart, a summary table for the proposed staff on this project, their relevant experience, and their respective roles are included on the following pages. Detailed resumes are included in Appendix C. Karen Clementi, Project Manager (Deuchler). Ms. Clementi is a Vice President at DEI with experience in many aspects of scientific consulting work and project management. She and her team were instrumental in the preparation of Fox Metro Water Reclamation District s CSO Long Term Control Plan. She also assembled and managed the team of engineers and scientists assigned to assist Fox Metro Water Reclamation District in complying with NPDES permit requirements. She prepared the most recent NPDES Permit Applications for the FMWRD and the Fox Valley Park District and the CSO Public Notification (PN) Plan and CSO Operational and Maintenance (O&M) Plan for Fox Metro Water Reclamation District and the City of Aurora. Her anticipated role on this project is to provide overall project management and take the lead on the NPDES Permit Application. Carrie Carter, SWPPP Lead (Deuchler). Ms. Carter is a Project Manager at DEI with many years of experience in environmental consulting and engineering. She is in the process of completing NPDES permit applications for Fox Metro Water Reclamation District and Newark, updating Storm Water Pollution Prevention Plans (SWPPPs) for FMWRD and Salt Creek and renewing Fox Metro s and Plano s biosolids land application permits. Her anticipated role for Winnetka s project will be to take the lead on the Storm Water Pollution Prevention Plan (SWPPP). She will manage the tasks to be completed for the SWPPP and be the primary author of the plan. Matt Drabik, NPDES Permit Data Assistance (Deuchler). Mr. Drabik is a scientist and environmental technician at DEI. Recently, he assisted with the completion of the Fox Metro Water Reclamation District s and the City of Aurora s various NPDES permit compliance requirements. His anticipated role on Winnetka s project will be general assistance and research. Elaine Batchev, P.E., SWPPP Data Assistance (Deuchler). Ms. Batchev has recently been involved on various IEPA permit applications, including construction permits and the Village of Newark s Sanitary District NPDES permit renewal. She will assist with the data compilation portion of the SWPPP. Greg Weber, NPDES Permit and SWPPP Exhibits (Deuchler). Mr. Weber is the GIS Manager at Deuchler. Specific duties include database creation, aerial imagery, utility mapping and GPS locating and municipal GIS services. He will assist on this project with exhibits for both the NPDES Permit Application and the SWPPP. John Frerich, P.E., IEPA Coordination, QA/QC (Deuchler). Mr. Frerich is the President of both Walter E. Deuchler Associates, Inc. and Deuchler Environmental, Inc. He manages the municipal utility and collections systems group. Mr. Frerich is also well versed in IEPA permitting and loan funding programs serving as the firms liaison with the IEPA Permits and Financial Assistance Village of Winnetka Professional Services for NPDES Permit Renewal Page 11 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 199

200 Sections. Mr. Frerich has assisted in the preparation of NPDES permit applications and CSO permitting requirements for other clients. He provides general QA/QC and management for both firms. For the Winnetka project, he will provide IEPA coordination, if needed. Rishab Mahajan, P.E., Modeling Lead (Geosyntec). Rishab Mahajan is a Project Engineer at Geosyntec Consultants principally involved in hydrodynamic, sediment transport and water quality modeling with a focus on regulatory permits and requirements, stormwater management, surface water system assessments, TMDL development and implementation, and nutrient criteria limit development. He has 8 years of experience in the development and calibration of hydrodynamic and water quality models, including CORMIX, QUAL2k, EFDC and WASP. For the Winnetka Project, he will serve as lead for the development of thermal plume model. Rob Annear, Ph.D., P.E., Modeling QA/QC (Geosyntec). Dr. Annear is a water resources engineer principally involved in hydrodynamic and water quality modeling supporting clients with regulatory permits and requirements, stormwater management, NPDES Permit support, mixing zone analyses, Total Maximum Daily Loads (TMDL) development, implementation and compliance, Endangered Species Act (ESA), and water quality management for multiple uses (supply, salmon, recreation etc.). He has considerable experience in conducting mixing zone analyses for clients using CORMIX and other analyses. For the Winnetka Project, he will serve as modeling QA/QC officer for thermal plume modeling. Jacob Krall, Ph.D., P.E., Modeling Support (Geosyntec). Dr. Jacob Krall has over 10 years of applied experience in consulting and academia, including sophisticated environmental modeling, data management and visualization, and statistical analyses. Dr. Krall s project work has included mixing zone analyses, hydrodynamic, sediment transport and contaminant fate and transport modeling in rivers, hydrodynamic and temperature modeling in reservoirs, and analyses of water availability under current and future conditions. For the Winnetka Project, he will provide support for development of thermal plume model. Village of Winnetka Professional Services for NPDES Permit Renewal Page 12 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 200

201 ORGANIZATIONAL CHART STAFFING MATRIX Staff Assignments by Task Project Management and Project QA IEPA Coordination/ Negotiations Site Meeting NPDES Permit Application Paperwork NPDES Permit Thermal Modeling NPDES Permit Application Data Compilation Exhibits for Permit and SWPPP SWPPP Data Compilation SWPPP Report Writing Karen Clementi, ENV SP Carrie Carter Matt Drabik Elaine Batchev, P.E. Greg Weber John Frerich, P.E. Rishab Mahajan, P.E., CFM Rob Annear, Ph.D., P.E. Jacob Krall, Ph.D., P.E. Village of Winnetka Professional Services for NPDES Permit Renewal Page 13 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 201

202 SECTION 5. OWNER S RESOURCE REQUIREMENT In addition to the items listed in the RFP document under Section 2: Scope of Work, b) Data Collection, the following items are requested by the proposing team: Any available additional data to support the permit renewal for the NPDES permit application and modeling efforts. Any available GIS data for the facility. Any available documentation needed for updating the SWPPP. Village of Winnetka Professional Services for NPDES Permit Renewal Page 14 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 202

203 SECTION 6. PROJECT SCHEDULE The accelerated schedule for this project will be met by dividing this project into three main portions and each team lead concurrently ensuring each task is completed in a thorough and timely manner. The GANTT chart is provided in Appendix A. The project schedule and timelines are discussed further in the CONTENT REQUIREMENT SECTION. Village of Winnetka Professional Services for NPDES Permit Renewal Page 15 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 203

204 SECTION 7. OTHER RELEVANT INFORMATION The cost proposal is included on the following page. Deuchler Environmental, Inc. agrees to maintain the minimum insurance requirements as stipulated in Attachment 2 of the Village of Winnetka s RFP # The Deuchler s sworn work history statement is included in Appendix D. Village of Winnetka Professional Services for NPDES Permit Renewal Page 16 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 204

205 COST PROPOSAL The services described herein will be provided on a time and materials, not to exceed basis. This estimate is based on best professional judgement and our understanding of the project scope. Task Subtask Description Subtotal Total Cost A Project Management $6,520 B Data Review $6,850 C Site Meeting $2,515 D 1 NPDES Permit: Modeling $15,760 D 2 and D 3 NPDES Permit: Application $9,420 D NPDES Permit: Total $25,180 E SWPPP $9,980 TOTAL $51,045 Village of Winnetka Professional Services for NPDES Permit Renewal Page 17 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 205

206 Appendix A PROJECT TIMELINES GANTT CHART Village of Winnetka Professional Services for NPDES Permit Renewal Page 18 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 206

207 Agenda Packet P. 207

208 Appendix B RELEVANT EXPERIENCE PROJECT SUMMARIES Village of Winnetka Professional Services for NPDES Permit Renewal Page 19 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 208

209 FMWRD Biological and Water Chemistry Sampling NPDES Permit Applications and Compliance: ongoing Oswego, Illinois Client: Fox Metro Water Reclamation District (FMWRD) Services Provided: 2011 and 2017 NPDES Permit Application Forms: Application Forms 1 and 2A, Parts A-G Capacity, Management, Operations, and Maintenance (CMOM) Plan Combined Sewer Overflow (CSO) Compliance: o Pollution Prevention Plans o Operational and Maintenance Plans o Public Notification Plans Project Objective Completing NPDES permit application forms and NPDES requirements for FMWRD. Deuchler s Scope of Services/Project Summary Walter E. Deuchler Associates, Inc. (WEDA) has been the District Engineers for the Fox Metro Water Reclamation District (FMWRD) since their inception as the Aurora Sanitary District in As such, WEDA has provided permit and water quality assistance from the beginning to today. Since 1996 when Deuchler Environmental, Inc. was formed, Deuchler Environmental has been assisting WEDA with these ongoing permitting requirements. In 2011, Deuchler Environmental, Inc. completed the NPDES renewal permit paperwork for FMWRD. Nine volumes in length, this substantial permit application was completed in a timely and organized manner. In 2015, FMWRD s most recent NPDES permit was issued and Deuchler Environmental, Inc. completed the several NPDES permit tasks over the next 2 years, including the technical re-evaluation of local limits, CSO PPP, CSO O&M Plan, CSO Public Notification Plan, CSO Annual Public Meetings, CSO Long Term Control Plan Progress Reports, Phosphorus Removal Implementation Progress Reports, and a Capacity, Management, Operations, and Maintenance (CMOM) Plan. In November 2017, Deuchler Environmental, Inc. will again be completing the NPDES renewal permit paperwork for FMWRD to include Forms 1 and 2A, Parts A through G. Reference Contact Information Mr. Thomas Muth, District Manager Tel: (630) Fox Metro Water Reclamation District tmuth@foxmetro.org 682 Rt. 31 Oswego, Illinois Agenda Packet P. 209

210 FMWRD Biological and Water Chemistry Sampling NPDES and CSO LTCP Compliance: 2007 to present Aurora, Illinois Client: Fox Metro Water Reclamation District (FMWRD) Services Provided: Monitoring of Fish, Macroinvertebrates, and Mussels Water Chemistry Monitoring Project Development and QAPP Development Data Collection, Management, and Reporting Public Outreach and Communication Regulatory Negotiation Project Objective The purpose of this biological sampling is to establish a baseline for the biological components of the Fox River for both the future expansion of the FMWRD wastewater treatment plant and as a comparison to post-construction monitoring upon implementation of the FMWRD s combined sewer overflow long term control plan. Deuchler s Scope of Services/Project Summary Deuchler has been performing an extensive monitoring of the urban and rural parts of the City of Aurora/Fox Metro Water Reclamation District (FMWRD) watershed area for point source and non-point source pollution continuously since A portion of this work has included biological sampling including fish, mussels, macroinvertebrates, and habitat. DEI has prepared a Quality Assurance Project Plan (QAPP) defining sampling strategies and procedures for this work, which is updated annually and when changes necessitate. Data analysis via various scoring metrics (IBI, MBI, MCI, QHEI) and report writing is a significant portion of this project. In-stream work using boats, nets, safe wading methods, and equipment is a large portion of the project. Some of the noteworthy findings to date include: Fish IBI scores in the Good category, both upstream and downstream of the FMWRD discharge. Several live and healthy individuals of the state-listed endangered species Greater Redhorse, Moxostoma valenciennesi, throughout the study area. No significant difference in Macroinvertebrate MBI scores upstream and downstream of the FMWRD effluent discharge point or inside and outside of the FMWRD effluent plume. A mussel bed located approximately 1800 downstream of the FMWRD effluent discharge point, inside the effluent plume. Dams had a larger influence on the biota than any point sources. Reference Contact Information Mr. Thomas Muth, District Manager Tel: (630) Fox Metro Water Reclamation District tmuth@foxmetro.org 682 Rt. 31 Oswego, Illinois Agenda Packet P. 210

211 FVPD Splash Country and Phillips Park Permits NPDES Permit Applications and Compliance: ongoing Aurora, Illinois Client: Fox Valley Park District (FVPD) Services Provided: Splash Country NPDES Permit Application Forms 1 and 2E: every 5 years Phillips Park Family Aquatic Center NPDES Permit Application Forms 1 and 2E: every 5 years Discharge Monitoring Reports (DMRs) data collection, analysis, reporting, and signature: monthly since both pools were permitted Negotiation and Assistance during IEPA Inspections Project Objective Completing NPDES permit application forms and NPDES requirements for FVPD. Deuchler s Scope of Services/Project Summary Deuchler has been responsible for the NPDES permit applications and associated discharge monitoring reports since both pools were permitted with the IEPA. Both facilities have sand filters that require backwashing as part of pool operations. These filters must be backwashed and the backwash water discharges to the respective receiving ponds and eventually flow to Waters of the United States, requiring NPDES permits. Deuchler Environmental, Inc. completes the NPDES permit for each facility every five years, most recently completing the NPDES renewal permit paperwork for Splash Country in October 2016 and Phillips Park in October Deuchler also assists the FVPD with the IEPA inspections of the paperwork and facilities with no known deficiencies reported by IEPA. Since both pools were permitted by the IEPA, Deuchler has collected the discharge data, coordinated the backwash events with the FVPD and analytical results with a commercial laboratory, and reported the data on the Discharge Monitoring Reports (DMRs), To date, Deuchler has completed and submitted over 400 DMRs on the FVPD s behalf for these two facilities. Reference Contact Information Mr. John Kramer, Director of Operations Tel: (630) Cole Center: 101 W. Illinois Ave. jkramer@fvpd.net Aurora, Illinois Agenda Packet P. 211

212 Salt Creek Sanitary District Storm Water Pollution Prevention Plan Villa Park, Illinois Client: Salt Creek Sanitary District (SCSD) Services Provided: 2011 and 2017 Storm Water Pollution Prevention Plans (SWPPP) Project Objective Completing a comprehensive and useful SWPPP for SCSD. Deuchler s Scope of Services/Project Summary In 2011, the Salt Creek Sanitary District (SCSD) requested that Deuchler complete a Storm Water Pollution Prevention Plan (SWPPP) as part of their NPDES permit compliance. The scope of services included: analysis of their existing SWPPP, improving and updating the existing plan, incorporating SCSD staff s input and recommendations, and report preparation. Specific aspects of SCSD s plan include: regulatory requirement summary, roles and responsibilities, site description, identification of potential pollutant sources and control measures, preventative maintenance, good housekeeping practices, spill prevention and response, stormwater management practices, sediment and erosion practices, employee training initatives, inspection procedures, and record keeping requirements. In 2017, the SCSD requested that Deuchler update the existing SWPPP with the current information and changes that had been made at the facility since the past report. The updated SWPPP was completed in September Reference Contact Information Mr. Jim Listwan, Plant Manager Tel: (630) Salt Creek Sanitary District jlistwan.scsd@gmail.com 201 South Route 83 Villa Park, IL Agenda Packet P. 212

213 Power Station Thermal Discharge Plume Modeling Eastern U.S. Client: Confidential (U.S. Power Company) Services Provided: Thermal Plume Modeling Hydrodynamic Modeling Assessment of Multiport Diffuser Design Client Representation Evidence for NPDES Submittal Project Objective Our client was developing a new nuclear power station at a site in the eastern U.S., which would comprise two AP1000 reactor units with closed-circuit circulating water system for cooling. This type of system uses cooling towers and must take in cooling water from an external source for make-up of evaporative losses. The cooling water is extracted from a nearby river and heated water from blowdown and other site services is to be discharged to a location further down stream on the same river. The thermal discharge diffuser is actually planned to be within the forebay of a run-of-the-river reservoir which is used to provide the hydraulic head for a hydro-power station owned by the same company. Due to the obligations of CWA 316a regulations (incorporated in the local state s own environmental regulations) the power company had to apply for a NPDES permit for the thermal discharge. Geosyntec s Scope of Services Geosyntec provided support to our client in gaining the NPDES permit application. This included carrying out modeling studies using Computational Fluid Dynamics (CFD) methods to provide the required evidence for the NPDES permit application. On reviewing the proposed design for the thermal discharge, we quickly realized that standard models for thermal discharges (such as the Cornell University CORMIX code) would not be appropriate due to the location and orientation of the multiport diffuser in the forebay. Instead we selected to use Computational Fluid Dynamics (CFD) methods as these could incorporate the more detailed effects of the forebay Detail on multiport diffuser (green); thermal plume (blue/red) and hydro intakes in operation (orange circles) bathymetry, turning of the stream direction in the location of the discharge and interaction with the hydro-power station operation. This last point was a particular concern, as in periods of low flow, the hydro-power operation was operated for discrete periods each hour to maintain the river s level. There was the potential that during periods when the hydro-power station was not operated, hot water from the thermal discharge could accumulate in the forebay. We defined a number of thermal discharge and river flow conditions for a range of operations and used the CFD models to determine the surface area extent and depth of the thermal plumes and hence the size of the Mixing Zone which had to be requested on the NPDES permit application. Notable Accomplishments The issuing authority for the NPDES permit was the local state Department of Health and Environmental Control. They had previously been used to receiving NPDES permit and Mixing Zone applications based on the results of codes such as CORMIX this was the first time that they had received a request backed by evidence from CFD models. At our clients request, we met with the DHEC environmental regulators and presented the CFD methods, models validation, and results to inform them of what was then a novel approach. The regulators accepted the evidence based on our presentation and ultimately the NPDES permit was awarded. NPDES thermal plume modeling power station Agenda Packet P. 213

214 NPDES Permit Support Services for a Nuclear Power Plant Iowa Project Objective The nuclear power plant is in Cedar River Basin, Iowa. The plant features one nuclear-powered, steam electric generating Client: unit with a total rating of approximately 615 megawatts. Unit 1 uses water from the Cedar River to remove heat from the main condensers. Cooling water gravity flows through a small tributary and returns to the Cedar River downstream of the intake structure. The small tributary that receives cooling water from plant was reclassified as a fishable and swimmable waterbody by the Iowa Department of Natural Resources (IDNR). As a result, stringent aluminum and temperature limits were issued to the plant in a recent NPDES operating permit. To compliment environmental compliance planning, Geosyntec successfully conducted a rapid and comprehensive NPDES screening evaluation to identify effective administrative solutions to comply with new stringent effluent limits. Administrative solutions were considered appropriate because effluent limitations were set at levels approaching background conditions. Geosyntec s Scope of Services Geosyntec conducted a comprehensive NPDES screening level analysis to identify administrative compliance approaches for aluminum and temperature limits. Geosyntec s scope of services included: Characterization of background temperature, aluminum, solids, and metals partitioning data for Iowa streams and rivers. Conduct preliminary aluminum water effect ratio toxicity study to determine potential site-specific criteria. Review biological and natural history databases to recalculate criteria based on aquatic communities expected in Cedar River. Perform mixing zone and scenario modeling with CORMIX software to assess benefit of pursuing a site-specific mixing allowance and diffusor installation. Identify aluminum criteria updates being pursued by other States and EPA. Conduct preliminary intake credit and thermal variance analyses. Confidential Client Services Provided: Aluminum and Temperature NPDES Compliance Analyses Water Effect Ratio and Toxicity Assessment Natural History Database Review and Species Recalculation Review and Compilation of Surface Water Quality Data for Iowa Stream and Rivers Site-Specific Temperature Criteria CORMIX Mixing Zone and Scenario Modeling Metals Partitioning Analysis NPDES Intake Credit Analysis Strategic Regulatory Negotiation Lead regulatory negotiations with Iowa DNR. Notable Accomplishments Geosyntec managed a comprehensive and multidisciplinary investigation along an accelerated timeline. Iowa DNR scientists and administrators agreed with the findings of the Geosyntec team. These agreements include removal of aluminum limits and modification of temperature limits in the plant permit. These regulatory analyses are expected to save the client over $3.5 million in unnecessary infrastructure and process modification costs. NPDES metals criteria power plant Agenda Packet P. 214

215 Appendix C KEY PERSONNEL RESUMES Village of Winnetka Professional Services for NPDES Permit Renewal Page 20 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 215

216 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Karen Clementi, ENV SP Project Manager Distinctive, Dedicated, Professional Service EXPERIENCE 18 Years EDUCATION Western Illinois University Master of Science (1999) Bachelor of Science (1997) REGISTRATION Envision ISI Green Infrastructure Sustainability Professional (2017) DISCIPLINE Biology RESPONSIBILITIES Ms. Clementi is a Vice President at Deuchler Environmental, Inc. and manages several projects for DEI. She plays a key role with client permit management. She supervises all biological survey activities including: wetland delineations, macroinvertebrate studies, mussel surveys, fish assessments, water quality sampling, etc. She is additionally responsible for all Phase I Environmental Site Assessments (ESAs). EXPERIENCE Ms. Clementi is a scientist with experience in many aspects of environmental consulting including industrial sites, commercial facilities, and unimproved properties. The majority of these projects have involved various inspection activities and subsurface soil and groundwater investigation or remediation. Ms. Clementi s area of expertise is Phase I Environmental Site Assessments (ESAs). She also performs Phase 2 ESA s and assists in soil and groundwater sampling and investigations. Ms. Clementi is also a Wetland Specialist and conducts tree surveys for Deuchler Environmental, Inc. Over her 17 year career at Deuchler, she has become involved with several wastewater and water issues due to the municipal client base. Most recently, she has been assisting several clients with NPDES permitting requirements and compliance matters. REPRESENTATIVE PROJECTS NPDES Permit Renewal Fox Metro WRD, IL (2017) Phillips Park NPDES Permit Renewal Fox Valley Park District (2017, 2012, 2007, 2002) Splash Country NPDES Permit Renewal Fox Valley Park District (2016, 2011, 2006, 2001) NPDES Phosphorus Feasibility Study and PDOP DuPage County Public Works (2017) NPDES Phosphorus Removal Progress Reports Fox Metro WRD (ongoing, every 6 months) NPDES CSO Long Term Control Plan (LTCP) Progress Reports Fox Metro WRD (ongoing, every 6 months) NPDES Local Limits Assistance Fox Metro WRD, IL (2016) CSO O&M Plan -- Fox Metro/City of Aurora, IL (2015) CSO Public Notification Plan -- Fox Metro/City of Aurora, IL (2015) CMOM Plan Assistance Fox Metro WRD, IL. ( ) Pretreatment Program Assistance -- Fox Metro WRD (ongoing) CSO LTCP Assistance Fox Metro WRD ( ) Phillips Park Discharge Monitoring Report Data Collection, Compliance, Reporting Fox Valley Park District (monthly from 2000 to present) Splash Country DMR Data Collection, Compliance, Reporting Fox Valley Park District (monthly from 2000 to present) Agenda Packet P. 216

217 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Carrie Carter, E.I. EXPERIENCE 26 Years EDUCATION Duke University Master of Science (1990) Valparaiso University Bachelor of Science (1982) REGISTRATION Engineer Intern in Illinois # DISCIPLINE Environmental Engineering Project Engineer Distinctive, Dedicated, Professional Service RESPONSIBILITIES As a project manager with DEI, Ms. Carter is responsible for wastewater permitting, coordinating biosolids disposal, managing environmental site assessment projects, designing and conducting soil and groundwater investigations and site remediation activities, and providing clients with a wide range of environmental consulting services. EXPERIENCE Ms. Carter has 26 years of experience in environmental consulting, including work at landfills, industrial facilities and road construction sites. The majority of these projects have involved subsurface soil and groundwater investigation or remediation. Ms. Carter is responsible for the set up and implementation of a Long Term Control Plan monitoring program. The monitoring program s purpose is to characterize potential impacts to the Fox River from a regional wastewater treatment and local municipalities combined sewer overflow discharges. Responsibilities include creating a Quality Assurance Project Plan, which details sampling protocol, ordering equipment, scheduling sampling events, and coordinating and training staff. As part of this project, Ms. Carter is also responsible for managing all water quality data within an Access database. REPRESENTATIVE PROJECTS Biosolids Land Application Permit Renewal Fox Metro WRD and Plano, IL (2017) Annual Biosolids Reporting to USEPA Fox Metro WRD (ongoing) Local Limits Assistance and Certification Fox Metro WRD, IL (2016) CSO Pollution Prevention Plan -- Fox Metro/City of Aurora, IL (2015) Local Limits Assistance -- Yorkville-Bristol Sanitary District, IL (2015) Pretreatment Program Assistance -- Fox Metro WRD (ongoing) Pretreatment Assistance -- Yorkville-Bristol Sanitary District, IL (ongoing) CSO Discharge Monitoring Report (DMR) Preparation -- City of Aurora, IL (1999-present) Biological Solids Assistance Fox Metro WRD, IL (ongoing) NPDES Permit Renewal Fox Metro WRD, IL (2011, 2017) NPDES Permit Renewal City of Aurora, IL (2011) NPDES Permit Renewal Newark, IL (2017) Stormwater Pollution Prevention Plan Fox Metro WRD (2011, 2014, 2017) Stormwater Pollution Prevention Plan Salt Creek SD (2011, 2017) CSO Long Term Control Plan Fox Metro WRD ( ) Agenda Packet P. 217

218 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Leonard Dane Aquatic Biologist Distinctive, Dedicated, Professional Service EXPERIENCE 20+ Years EDUCATION University of Wisconsin at Stevens Point Bachelor of Science (1996) Biology and Water Resources -Fisheries DISCIPLINE Environmental Biology AFFILIATIONS Illinois Lake Management Association, Past President and Past Vice President Illinois Chapter of American Fisheries Society RESPONSIBILITES Mr. Dane is responsible for the fisheries sampling and other aquatic biology work at Deuchler Environmental, Inc. (DEI). EXPERIENCE Mr. Dane has a broad background in environmental biology, with an emphasis on fisheries. He started his career with the Wisconsin Department of Natural Resources (WDNR) by conducting fisheries assessments on lakes and streams and installing fish habitat in lakes and stream. Subsequently, he worked as a private consultant conducting larval and adult fisheries assessments on lakes, rivers, and streams throughout the Midwest and East. In 2005, Mr. Dane began work at the Lake County Health Department as a Water Quality Specialist. At Lake County, he monitored the surface waters, provided detailed reports to various agencies and municipalities, and provided recommendations to maintain or improve water quality. At DEI, Mr. Dane designs, supervises, and executes the fisheries sampling. He operates and maintains DEI s boat, electrofisher and electric seine. He also performs water quality monitoring using data sondes, YSI meters, and velocity meters as well as collects water quality samples for laboratory analysis. Mr. Dane assists with the collection of macroinvertebrate and mussel samples. He also provides Quality Analysis and Quality Control of various documents and projects throughout the office. Finally, Mr. Dane conducts metric scoring, statistical analysis, and report writing for DEI. REPRESENTATIVE PROJECTS MS-4 Permit Quarterly Stormwater Monitoring Aurora, IL (ongoing) Benthic Algae and Water Quality Monitoring Fox River Study Group Fox River, Illinois (2016) Fox River Bioassessment of Fish, Macroinvertebrates, and Mussels Fox Metro Water Reclamation District (2011-present) Biological and Water Chemistry Monitoring City of Beaver Dam, WI (2015) Low Flow Water Quality Sampling Project Fox River Study Group (2012) Water Quality Sampling on Bridges and Multiparameter Sonde Work Fox Metro Water Reclamation District and Fox River Study Group (ongoing) Agenda Packet P. 218

219 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Matthew T. Drabik Environmental Technician Distinctive, Dedicated, Professional Service EXPERIENCE 3 Years EDUCATION University of Illinois Bachelor of Science (2013) DISCIPLINE Natural Sciences Environmental Concentration RESPONSIBILITIES Mr. Drabik is a biological technician for Deuchler Environmental Inc. He has experience using a wide variety of field sampling techniques and watercraft to survey fish, mussels, and macroinvertebrates. Mr. Drabik collects, identifies, and compiles macroinvertebrate index scores as part of our biological monitoring. In addition, he also monitors fish population assemblages with several different types of sampling equipment and later processes preserved fish to supplement any on-site catch data. When not in the field, Mr. Drabik operates Geographic Information Systems (GIS) to identify, qualify, and map storm and sanitary sewer structures for the City of Aurora and other miscellaneous tasks. He also plays a key role in data input, development, and QA/QC for multiple clients. EXPERIENCE Prior to his employment at Deuchler Environmental Inc., Mr. Drabik worked as an Aquatic Technician for the Forest Preserve of DuPage County collecting fish, mussel, and macroinvertebrate data. In addition to biological monitoring, he gained experience using GPS locational equipment for mapping cross-sections of a river. As a technician for the Forest Preserve, he was also tasked with maintaining their laboratory systems including raceways, incubators, and mussel propagation systems. REPRESENTATIVE PROJECTS CSO LTCP Progress Reports and Phosphorus Reduction Progress Reports assistance Fox Metro WRD (ongoing) MS-4 Permit Quarterly Stormwater Monitoring Aurora, IL (ongoing) CSO PPP, O&M Plan, CMOM, PN general assistance Fox Metro WRD and City of Aurora, IL ( ) CSO LTCP Interim Report assistance Fox Metro WRD, IL (2015) Biological and Water Chemistry Monitoring Fox Metro WRD, IL (2014- present) Biological and Water Chemistry Monitoring City of Beaver Dam, WI (2015) Agenda Packet P. 219

220 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Elaine Batchev, P.E. Project Engineer Distinctive, Dedicated, Professional Service EXPERIENCE 10 Years EDUCATION The Pennsylvania State University Master of Engineering (1996) The State University of New York at Buffalo Bachelor of Science (1992) REGISTRATION Professional Engineer in Illinois # DISCIPLINES Environmental Engineering Civil Engineering RESPONSIBILITIES As a project engineer with DEI, Ms. Batchev is responsible for wastewater treatment plant (WWTP) studies, including researching and recommending odor control treatment technologies. Work has also included conducting laboratory jar studies to determine optimum ferric chloride dosages needed by a WWTP to attain permissible total effluent phosphorus levels. EXPERIENCE Ms. Batchev has 10 years of experience in environmental consulting, including environmental investigative work at railway yards, schools and airports. Her work has included: subsurface soil and groundwater investigations, oversight of lead & asbestos remediation sub-consultants; and determination of tunnel boring machine (TBM) muck disposal options generated from the excavation of new underground rail road in New York City for the Metropolitan Transportation Authority (MTA). Ms. Batchev is responsible for the planning and implementation of various soil and groundwater sampling projects (including railway yards and leaky underground storage tanks). Responsibilities included developing a sampling protocol, scheduling and coordinating sampling events, performing the soil and groundwater sampling, and the oversight of lead and asbestos remediation sub-consultants. Since the start of her career as an environmental engineer, Ms. Batchev has provided soil management assistance for a variety of municipalities including the City of New York, NY and the City of Meriden, CT. REPRESENTATIVE PROJECTS NPDES Permit Renewal Fox Metro WRD, IL (2017) NPDES Permit Renewal Newark, IL (2017) IEPA Construction Permit Application (WPC-PS-1) and associated Schedules Fox Metro WRD, IL (2017) Phase I ESAs for schools in New York City New York City School Construction Authority ( ) Phase II ESAs for the East Side Access transportation project in New York City MTA ( , ) Construction Contaminant Management Plan (CCMP) for a Metro North rail yard MTA ( ) Agenda Packet P. 220

221 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP Gregory J. Weber GIS Specialist Distinctive, Dedicated, Professional Service EXPERIENCE 10 Years EDUCATION Northern Illinois University Bachelor of Science (2002) DISCIPLINE Geographical Information Services AFFILIATIONS Illinois GIS Association RESPONSIBILITIES Mr. Weber s current duties include the supervision of all GIS services. Specific duties include database creation, aerial imagery, utility mapping and GPS locating and municipal GIS services. EXPERIENCE Since joining Walter E. Deuchler Associates, Inc. in 2011, Mr. Weber has been instrumental in the creation of the company s GIS database. Mr. Weber maps utilities for use by various municipal entities. Previously, Mr. Weber was the GIS coordinator for the United City of Yorkville. He created and implemented the City s first GIS system. Much of the utility data had to be manually entered using engineering plans. He was also involved with GPS locating over 20,000 of the City s utility structures. He created zoning and street maps for distribution on the web and provided training and technical support of GIS software. Mr. Weber has also worked for the Village of Lisle and for the Sidwell Company. While at Lisle he was involved with creating and maintaining the Villages GIS data by adding information on utility structures. His daily activities included providing training and technical support, creation of street and zoning maps, and developing new methods for GIS production. While at the Sidwell Company he served as a GIS technician. Mr. Weber s duties included compilation of geographic and political townships, interpretation of aerial photos, sorting plats and tax maps and analyzing highway maps to build centerlines and right-of-way features. REPRESENTATIVE PROJECTS Designed/Created, Supports & Maintains Sanitary System GIS - Fox Metro WRD and Yorkville-Bristol Sanitary District, IL Ongoing Assistance with GIS Services City of Aurora, IL Supported & Maintained GPS project locating all city owned/maintained trees in parkways, parks and city owned properties United City of Yorkville, IL Designed/Created Stormwater GIS - United City of Yorkville, IL Designed/Created Water System GIS United City of Yorkville, IL Designed/Created Sanitary System GIS United City of Yorkville, IL Helped develop City Land Use Map for 2008 Comprehensive Plan update United City of Yorkville, IL Assisted Yorkville CUSD #115 in creating new Elementary/Grade School boundaries upon completion of 2 new schools (2007 & 2009) United City of Yorkville, IL GPS located Sanitary/Storm/Water Utility structure locations throughout city United City of Yorkville, IL Created City Street Map with Street Index/Grid locater United City of Yorkville, IL Mapped out Building Permit Locations to track new construction United City of Yorkville, IL Agenda Packet P. 221

222 VILLAGE OF WINNETKA 2017 NPDES PERMIT ASSISTANCE AND SWPPP John Frerich, P.E. EXPERIENCE 24 Years EDUCATION Rose-Hulman Institute of Technology Bachelor of Science (1994) IEPA Coordination Distinctive, Dedicated, Professional Service RESPONSIBILITIES Mr. Frerich assists with the corporate organization and management of the firm. Mr. Frerich manages the municipal utility and transportation group. His responsibilities include QA/QC of plans and specifications, design plan and specification production, and management of construction services on municipal utility and transportation projects. REGISTRATION Professional Engineer in Illinois # DISCIPLINE Civil Engineering AFFILIATIONS Water Environment Federation American Society of Civil Engineers Illinois Society of Professional Engineers (Legislative Committee Member) National Society of Professional Engineers Illinois Water Environment Association EXPERIENCE Mr. Frerich joined Walter E. Deuchler Associates, Inc. in 1991 and became a Principal of the firm in 2006, subsequently followed by Deuchler Environmental, Inc. His experience includes: municipal wastewater collection and pumping station systems, storm sewers and storm water retention systems, hydrologic/hydraulic modeling and drainage studies, municipal water supply and distribution, urban and rural street design, bridge evaluations, field supervision of construction, utility planning, title research, easement negotiation and document preparation, construction supervision, commercial site development and redevelopment, I&I and SSES studies. Mr. Frerich is also well versed in IEPA grant and loan funding programs and serves as the firm s liaison with the IEPA Permits and Financial Assistance Sections. REPRESENTATIVE PROJECTS Fox Metro Phase II Regulatory Permitting (ongoing) CSO Long Term Control Plan Fox Metro WRD, IL ( ) New Laboratory Facility Fox Metro WRD, IL ( ) Rob Roy Creek Interceptor Contracts 1 thru 6, East Branch Rob Roy Creek Interceptor Contracts 1 & 2, North Branch Rob Roy Creek Interceptor Contracts 1 & 2 United City of Yorkville, IL ( ) I&I Analysis City of Geneva, IL (2004) SSES & Rehab in Subareas 1A, 3B and 3C City of Geneva, IL (2003) SSES & Rehab in Subareas 2A, 2B and 2C City of Geneva, IL (2002) Basin 13 Storm Sewer Improvements City of Aurora, IL ( ) West Park Storm Sewer Improvements City of Aurora, IL (2004) Downtown Redevelopment Infrastructure Improvements City of Aurora, IL ( ) SSES City of Plano, IL (2007) I&I Analysis Village of Elburn, IL (2006) Nicoll Way Land Bridge Rehab Village of Glen Ellyn, IL (2014) Park Boulevard, et al Roadway and Utility Improvements Village of Glen Ellyn, IL ( ) North Main Basin and Ellyn Avenue Roadway and Utility Improvements Village of Glen Ellyn, IL ( ) Hill Avenue Water Main and Sanitary Sewer Extensions Village of Glen Ellyn, IL ( ) Agenda Packet P. 222

223 RISHAB MAHAJAN, P.E., CFM, CPSWQ CAREER SUMMARY Rishab Mahajan is a water resources engineer and principally involved in hydrodynamic, sediment transport and water quality modeling with a focus on regulatory permits and requirements, stormwater management, surface water system assessments, TMDL development and implementation, and nutrient criteria limit development. He has 8 years of experience in the development and calibration of hydrodynamic and water quality models, including CORMIX QUAL2k, EFDC and WASP. He specializes in geographic information system (GIS) analysis and programming in Java, Visual Basic, and database management. Specialties Thermal Plume Modeling Mixing Zone Modeling Water Quality Modeling Hydraulics and Hydrology Hydrodynamics Education M.S., Environmental Engineering, University of Cincinnati, Cincinnati, Ohio, 2009 B.S., Civil Engineering, Punjab Engineering College, Chandigarh, India, 2007 Registrations and Certifications Licensed Professional Engineer: Georgia No ; Ohio No Certified Floodplain Manager (CFM) Rishab has worked on several mixing zone analysis projects including thermal plume modeling to support NPDES permit applications. REPRESENTATIVE PROJECTS NPDES Permit Support Services for Power Plant Utility. Confidential Client. Assistant Project Manager and Lead Modeler. Geosyntec is currently developing a mixing zone and thermal plume model for power plant in support of NPDES permit application. The results of mixing zone model will be used by the regulatory agency to establish water quality based effluent limits at the edge of the mixing zone. Columbia Water Plant Residuals Study. City of Columbia, MO and Carollo Engineers. Assistant Project Manager and Lead Modeler.The City of Columbia, MO is expanding capacity at their water treatment plant (WTP) to accommodate growth in the service area. Currently, treatment residuals are decanted and held in a four-cell lagoon until they are dredged and land applied. As part of the WTP expansion, the City is evaluating a direct discharge of residuals to the Missouri River to affordably accommodate the necessary increase in water production. Geosyntec has been tasked by the City to characterize the Missouri River in the vicinity of the proposed discharge, calculate effluent limits, and evaluate potential environmental impacts associated with the discharge. Mr. Mahajan is currently leading the development of mixing zone and water quality model to quantify the impact of lime sludges discharges into the Missouri river. Sullivan Creek Mixing Zone Study. Lehigh Cement Company. Lead Modeler. Mr. Mahajan developed a mixing zone model to support the NPDES permit renewal for a groundwater treatment remedy discharging into Sullivan Creek, Metaline Falls, WA. The results of the mixing zone study would be used by the regulatory agency to calculate alternative effluent limits. Agenda Packet P. 223

224 Assessing Feasibility of Treatment Plant Residual Discharges to Missouri River, Missouri River Public Water Supply Association. Lead Modeler. Geosyntec conducted a feasibility study to assess the feasibility study to assess the feasibility of discharge of lime softening treatment residuals to Missouri River. As part of this study, Mr. Mahajan is developed a mixing zone and water quality model to assess the probability of in stream water quality criteria. Models to Assess Integrated Wastewater and Stormwater Planning to Improve Water Quality, City of Akron, Ohio. Lead Modeler. Developed a database and a Water Quality Model for Cuyahoga River, Little Cuyahoga River, Ohio Canal, and Camp Brook within the limits of City of Akron, Ohio. Applied the model to evaluate Integrated Plan (IP) alternatives as compared to the current CSO Long Term Control Plan. Directed the development of a database for hydrological and water quality data in the entire Cuyahoga River Watershed. Performed detailed analysis on these data to determine the impact of treated and untreated CSOs on E. coli levels in the waterways. The work supported the City s efforts to save $300 million through modification of their federal consent decree. Illinois River Watershed and Tenkiller Ferry Lake Nutrient Transport Model Review, Northwest Arkansas Regional Planning Commission, Fayetteville. AR. Project Engineer. Conducted a critical review of the HSPF model of the Illinois River Watershed and a 3-D EFDC model of Tenkiller Ferry Lake as part of a nutrient TMDL lead by the USEPA. Analyzed expert opinions on the models, examined model files and ran models to evaluate various aspects of the modeling to determine their adequacy for determining nutrient sources in the watershed and examining various load reduction scenarios. Several major issues were found with feedback provided to the client and the EPA, who is currently revising the models. Technical Support for Assessment and Watershed Protection: TMDL Development for Black Warrior Reservoirs, Alabama, United States Environmental Protection Agency (USEPA), Region 4. Project Engineer. Mr. Mahajan was responsible for developing a hydrodynamic and water quality model for the Black Warrior River, Alabama to assess nutrient loading. TMDLs Development in WBIDs (Water Body Identification Numbers), Florida Department of Environmental Protection (FDEP). Modeler. Developed TMDLs in WBIDs located throughout Florida as part of a consent decree. Performed water quality analyses and modeling to support TMDL development for dissolved oxygen (DO), biochemical oxygen demand (BOD), nutrients, and fecal coliform. Initial tasks included assembling readily available water quality and flow data from Impaired Waters Rule 44 and preparing recommended technical approaches and water quality assessment/modeling tools to be used to develop the necessary TMDLs. Supported FDEP by preparing modeling tools for their use for TMDL development. Florida Nutrient Standard Development, United States Environmental Protection Division (USEPA) Headquarters. Water Quality Modeler. Mr. Mahajan worked on setting up and calibrating hydrodynamic (EFDC) and water quality models (WASP) for Choctawhatchee Bay and Tampa-Sarasota Bay Estuaries. He also developed a Water Quality Loading Analysis Spreadsheet in Visual Basic for analyzing LSPC outputs, and assisted in the development of water quality segments for Florida Estuaries based on the salinity gradient and other geomorphological considerations using ArcGIS spatial analyst. In addition, Mr. Mahajan compiled measured data into a database management system. Georgia Comprehensive State-wide Water Management Plan, Georgia, Georgia Environmental Protection Agency. Watershed Modeler. Developed and calibrated a watershed model for the Upper Ocmulgee River Basin in Georgia for determining the assimilative capacity and compliance with the water quality standards as part of the Georgia state-wide water management plan. Fate of Methanol in the Columbia River, EIR and Permitting Support, Northwest Innovation Works, Inc., Port of Kalama, Washington, Lead Modeler Served as lead modeler for development of an Environmental Fluid Dynamics Code (EFDC) model of the lower Columbia River to evaluate impacts of hypothetical methanol spills at several locations. The hydrodynamic and water quality model simulated lateral mixing, flow reversal, and mixing due to tidal action. The model was adapted to enable the biological decay of methanol and the associated consumption of dissolved oxygen. The model was then used to evaluate dissolved oxygen concentrations relative to threshold criteria for biological stress for hypothetical releases to the river. releases at select locations throughout the river. Agenda Packet P. 224

225 ROBERT ANNEAR, Ph.D., P.E. CAREER SUMMARY Specialties Hydrodynamic and Water Quality Modeling Hydraulics and Hydrology Sediment Transport Contaminant Fate and Transport Pollutant Load Modeling Education Ph.D., Civil and Environmental Engineering, Portland State University, Portland, OR, 2007 M.S., Civil Engineering, Portland State University, Portland, OR, 1997 B.S., Aerospace Engineering, Boston University, Boston, MA, 1993 Registrations and Certifications Licenses Professional Engineer, Environmental, Oregon No ; Idaho No 14190; Washington No ; Florida No Graduate Certificate in Hydrology, Portland State University, Portland, OR Dr. Annear is a water resources engineer principally involved in hydrodynamic and water quality modeling supporting clients with regulatory permits and requirements, stormwater management, NPDES Permit support, mixing zone analyses, Total Maximum Daily Loads (TMDL) development, implementation and compliance, Endangered Species Act (ESA), and water quality management for multiple uses (supply, salmon, recreation etc.). He has over 18 years of experience in the development and calibration of hydrodynamic and water quality models (1-D, 2-D, and 3-D) throughout the U.S. He has considerable experience in conducting mixing zone analyses for clients using CORMIX and other analyses. His experience includes conducting technical reviews of hydrodynamic and sediment transport and fate & transport models of riverine and estuarine systems. He has also served as expert witness in cases involving hydrology; water rights; and hydrodynamic, sediment transport and chemical fate and transport modeling. Dr. Annear has considerable experience leading multidisciplinary teams of professionals to implement complex projects, including managing projects, budgets, work flow processes, and quality control and assurance. He has conducted numerous surface water model peer reviews for agencies such as the U.S. EPA, Oregon Department of Environmental Quality, Washington Department of Ecology, and the U.S. Bureau of Reclamation. REPRESENTATIVE PROJECTS L.V. Sutton Steam Electric Plant NPDES Permit Support, Duke Energy Progress LLC, Wilmington, NC, Senior Advisor. In August 2017 the North Carolina Department of Environmental Quality (NCDEQ) issued, in draft form, a set of NPDES discharge requirements from Sutton to the Cape Fear River. As part of the efforts to comply with the new NPDES permit requirements Geosyntec is currently supporting Duke Energy by conducting a mixing zone analysis to analyze the impacts of their discharge on the tidally influenced lower Caper Fear River. Columbia Residuals Water Quality Permitting, City of Columbia, MO, Senior Reviewer. As part of the City s effort to update their water treatment plant NPDES permit, a dilution study was conducted for their effluent discharge. A key aspect of the mixing zone study was the use of CORMIX mixing zone model to understand the dilution of total suspended solids as a surrogate for analyzing visual impacts to the receiving water. The CORMIX modeling was used to understand the discharge plume movement in the water column, and then defining the allowable Zone of Initial Dilution and Mixing Zone. Agenda Packet P. 225

226 CORMIX Modeling for WWTP Permitting, City of Columbia, IL, Technical Lead. As part of the City s effort to renew their WWTP NPDES permit, a new dilution study needed to be conducted for their effluent discharge to the Mississippi River. A key aspect of the mixing zone study plan was the use of CORMIX mixing zone model to study the ammonia dilution under critical river flow conditions to define an allowable Zone of Initial Dilution and Mixing Zone. The modeling demonstrated that the achievable dilution was such that no effluent ammonia concentration limit was required. Yaquina Bay Project, City of Toledo, Oregon, Lead Modeler. Conducted a mixing zone study (CORMIX) for the city's wastewater treatment plant outfall in Yaquina River- developed both a near field mixing zone model and a far field river and bay 2-D hydrodynamic and water quality model (CE-QUAL-W2). The study considered the impacts of upgrading the wastewater treatment plant and resulting increase in effluent discharges. Siletz Bay Project, Lincoln City, Oregon, Modeler. Conducted a mixing zone study (CORMIX) for the city's wastewater treatment plant outfall to Schooner Creek, a tributary to Siletz Baydeveloped a near field mixing zone model (to support developing a hydrodynamic and water quality model of Siletz Bay using CE- QUAL-W2). With model, determined the water quality impacts from planned upgrades at the Lincoln City treatment plant on Schooner Creek and Siletz Bay. Fossil River Reach Thermal Model Updates, Tennessee Valley Authority (TVA), Tennessee. Project Manager. The TVA manages a large energy system which includes fossil and nuclear plants, dams and reservoirs. The TVA uses a series of numerical models (CE-QUAL-W2, ADYN-RQUAL, and an internally developed model (BETTER) to evaluate water temperature and water quality in its river-reservoir reaches to help meet regulatory criteria and identify potential regulatory issues and solutions. Geosyntec is assisting the TVA in updating their numerical models, used for the fossil plant river-reservoir reaches, to ensure the most appropriate tools are utilized. The TVA is also interested in improving the accuracy of the models, where possible, to improve their ability to predict water temperature changes and assist them with maintaining regulatory compliance while maximizing the energy system production. As project manager and modeling lead, led the updating of models to the latest version of the CE-QUAL-W2 framework, comparisons of model results to data, adjustments to model calibration, and analysis of bathymetric data. Provided targeted recommendations for further study to improve the utility of the models. Pend Oreille River TMDL Model, Washington Department of Ecology, Senior Modeler. Developed a 2-D hydrodynamic and temperature model for the Box Canyon Reach of the Pend Oreille River (CE-QUAL-W2) in Washington. The model was used by Washington Department of Ecology to develop a temperature TMDL. Conducted a peer-review of the temperature model developed for the Boundary Dam river reach below Box Canyon Dam. Upper Spokane River TMDL Model, U.S. EPA Region 10, Idaho, Senior Modeler. Developed a 2-D hydrodynamic and water quality model (CE-QUAL-W2) for the Spokane River from the outlet of Lake Coeur d Alene to the WA-ID State line (for improvement of water quality conditions in the Spokane River in ID as part of a TMDL). Refined and developed water quality model for Upper Spokane River in 2001 and 2004 and calibrated it for both years. Willamette River Main Stem Temperature TMDL, U.S. Army Corps of Engineers, Portland, Oregon; and Department of Environmental Quality (DEQ), Oregon, Lead Modeler. Developed a 2-D hydrodynamic and water quality model (CE-QUAL-W2) of the Willamette River main stem system and part of the Lower Columbia River - used to develop temperature load allocations as part of the Temperature TMDL plan. Supervised work on various submodels for the project. Attended modeling technical meetings to discuss model development, calibration results, and model scenarios needed by the Oregon DEQ. Participated in Willamette River TMDL Watershed Council meetings to answer technical questions. Upper Spokane River TMDL Model, Washington, U.S. Army Corps of Engineers, Waterways Experiments Station, Vicksburg, Mississippi, Senior Modeler. Developed a 2-D hydrodynamic and water quality model (CE-QUAL-W2) for the Upper Spokane River system (WA-ID state line to the outlet of Long Lake Reservoir) to develop a TMDL plan. Conducted three-day modeling training workshop for stakeholder with specific application to the Upper Spokane River system model. Illinois River Watershed and Tenkiller Ferry Lake Nutrient Transport Model Review, Northwest Arkansas Regional Planning Commission, Fayetteville. AR. Project Manager and Technical Lead. Conducted a critical review of the HSPF model of the Illinois River Watershed and a 3-D EFDC model of Tenkiller Ferry Lake as part of a nutrient TMDL lead by the USEPA. Analyzed expert opinions on the models, examined model files and ran models to evaluate various aspects of the modeling to determine their adequacy for determining nutrient sources in the watershed and examining various load reduction scenarios. Several major issues were found with feedback provided to the client and the EPA, who is currently revising the models. Agenda Packet P. 226

227 JACOB KRALL, Ph.D., P.E. Specialties Hydrodynamic and Sediment Transport Modeling Water Resources Water Quality Geomorphology Education Ph.D., Civil and Environmental Engineering, Stanford University, Stanford, CA 2014 M.S., Civil and Environmental Engineering, Stanford University, Stanford, CA, 2007 B.S., Civil and Environmental Engineering, Cornell University, Ithaca, NY, 2006 Certifications Licensed Professional Engineer: Oregon No ; California No CAREER SUMMARY Dr. Jacob Krall is a Registered Professional Engineer (Civil) in Oregon and California and has over 10 years of applied experience in consulting and academia, including sophisticated environmental modeling, data management and visualization, and statistical analyses. Since joining Geosyntec in August 2013, Dr. Krall s project work has included mixing zone analyses, hydrodynamic, sediment transport and contaminant fate and transport modeling in rivers, hydrodynamic and temperature modeling in reservoirs, and analyses of water availability under current and future conditions. Dr. Krall has experience in modeling for a range of watershed and receiving water projects. He has played central roles in numerical modeling projects in support of CERCLA litigation and administrative hearings related to water rights. He has project management experience including aspects of large-scale modeling projects. He has expertise in hydrology, hydrodynamics, water quality, sediment transport and geomorphology. REPRESENTATIVE PROJECTS CORMIX Modeling for WWTP Permitting, City of Columbia, IL. As part of the City s effort to renew their WWTP NPDES permit, a new dilution study needed to be conducted for their effluent discharge to the Mississippi River. A key aspect of the mixing zone study plan was the use of CORMIX mixing zone model to study the ammonia dilution under critical river flow conditions to define an allowable Zone of Initial Dilution and Mixing Zone. The modeling demonstrated that the achievable dilution was such that no effluent ammonia concentration limit was required. Sullivan Creek River Restoration Project, Lehigh Hanson, Metaline Falls, WA. Conducted hydraulic modeling in support of the development a process-based stream restoration design that would 1) promote long-term bank stability and protection of the existing groundwater treatment system and, by extension, the water quality in Sullivan Creek and 2) enhance local habitat development through increased stream complexity, habitat connectivity and design hydraulics to help capture additional allochthonous materials. Assisted with analyses of mixing downstream of the treatment bank using CORMIX. Lower Clackamas River Water Rights, Ring Bender McKown & Castillo LLLP, Oregon, Assistant Project Manager. Extended a previously developed model for 7 additional model years, developed technical reports, reviewed previous testimony and assisted in preparation of testimony for an administrative hearing in support of drinking water providers along a river in Oregon seeking a water rights permit extension for their communities. Agenda Packet P. 227

228 Bull Run Reservoir System, Preliminary Climate Change Impacts Assessment, City of Portland, Oregon, Assistant Project Manager. CE-QUAL-W2 was evaluated to determine if it could be a useful tool for assessing future effects on water temperature under a range of climate conditions. 15 different scenarios were developed and analyzed to assess whether CE- QUAL-W2 could be used effectively in the future to assist the City of Portland in its work towards ensuring their system is adaptable and resilient under a range of potential future climate conditions. This project required working with the client do develop and document scientifically defensible assumptions for model inputs where data was limited. Results were promising and suggested potential for leveraging water quality modeling to assist in understanding impacts of future climate conditions on the reservoir system. Akron Waterways Receiving Water Quality Modeling, City of Akron, Ohio. Played a key role in the development of a Water Quality Model for Cuyahoga River, Little Cuyahoga River, Ohio Canal, and Camp Brook within the limits of City of Akron, Ohio. Applied the model to evaluate Integrated Plan (IP) alternatives as compared to the current CSO Long Term Control Plan. The work supports the City s efforts to save $300 million through modification of their federal consent decree. Fate of Methanol in the Columbia River, EIR and Permitting Support, Northwest Innovation Works, Inc., Port of Kalama, Washington. Assisted with the technical development of a numerical model of the Lower Columbia River to evaluate impacts of hypothetical methanol spills. The numerical model facilitated an evaluation of dissolved oxygen concentrations relative to threshold criteria for biological stress for hypothetical releases at select locations throughout the river. Hydrodynamic, Sediment Transport and Water Quality Modeling Review, Confidential Client, New York, NY. a confidential client for the Newtown Creek Superfund Site (regulated by USEPA Region 2 under CERCLA and in Remedial Investigation stage), reviewed Phase 1 hydrodynamic and sediment transport modeling work. Led focused analyses of several topics including geochronology and propeller wash. Assisted with review of the phase 2 3-D model of hydrodynamic, sediment and chemical (PCBs, PAHs, metals and other Potential Chemicals of Concern) fate and transport modeling (EFDC) as part of the Remedial Investigation process and for use in the Feasibility Study for determining remedial action alternatives. Fossil River Reach Thermal Model Updates, Tennessee Valley Authority (TVA), Tennessee, Assistant Project Manager. The TVA uses a series of numerical models to evaluate water temperature and water quality in its river-reservoir reaches to help meet regulatory criteria and identify potential regulatory issues and solutions. Geosyntec is assisting the TVA in updating their numerical models, used for the fossil plant river-reservoir reaches, to ensure the most appropriate tools are utilized. As assistant project manager and modeling lead, led the updating of models to the latest version of the CE-QUAL-W2 framework, comparisons of model results to data, adjustments to model calibration, and analysis of bathymetric data. Provided targeted recommendations for further study to improve the utility of the models. Bull Run Reservoir System, Dam 2 Tower Operations, Water Bureau, City of Portland, Oregon. In a multi-year collaboration with the water bureau, identified and developed modeling scenarios to test potential operations of a new multi-level intake structure. These scenarios were run with 2001 and 2005 conditions using previously existing model setups, as well as Year-2011, 2014 and 2015 models that were developed, calibrated and validated as part of these projects. Worked directly with PWB staff to increase their familiarity with the model and allow the PWB to independently develop future management scenarios as needed. Numerical Modeling, Technical Analysis and Litigation Support, CERCLA site, Confidential Client, Great Lakes Region. In support of CERCLA site litigation where PCBs are the key contaminant, conducted a range of technical analyses including reviewing and conducting independent analyses with opposing party numerical models and reviewing expert reports. Worked closely with attorneys in reviewing expert materials and preparing for depositions. CERCLA Liability and Allocation Support, Glacier Northwest Cement (CalPortland), Lower Duwamish Waterway Superfund Site, Seattle, Washington. Assisting the client and legal counsel in preparation of environmental documentation for the current Lower Duwamish Waterway (LDW) Superfund Site allocation proceedings and evaluation of potential environmental liabilities for defense in a pending lawsuit. Specifically, leading an effort to use an existing numerical model to analyze the sediment transport environment in an around the site under current and historical conditions. Hydrodynamic, Sediment Transport and Contaminant Fate and Transport Modeling, CERCLA site, Confidential Client, Great Lakes Region. For a 2 nd Great Lakes Region CERCLA site, played a central role in the development of a fate and transport model using EFDC. Geosyntec s role within a larger technical team was leading the numerical modeling in support of site litigation. Reviewed expert reports produced by other parties and assisted in preparation for depositions and trial testimony. Agenda Packet P. 228

229 CODY LUEBBERING CAREER SUMMARY Cody Luebbering is a scientist with the firm s Jefferson City, Missouri office. Cody has coupled water quality monitoring and sampling, sediment sampling, aquatic biological sampling, and natural resource management in support of water quality modeling/decision making, NPDES permit requirements, environmental and remedial investigations, and research in biology and natural resource management. Cody has more than 10 years of experience supporting and implementing surface water and biological monitoring projects in the Midwest. REPRESENTATIVE PROJECTS Specialties Surface/Groundwater Assessments and Monitoring Hydrological and Aquatic Biological Assessments Watershed and Stormwater Management Industrial and Municipal Wastewater Natural Resources Conservation Education B.S., Agriculture and Natural Resource Management, Lincoln University, Jefferson City, Missouri, 2007 Certifications 40 HR OSHA HAZWOPER Missouri State Water Patrol License DOI MOTC Missouri Department of Conservation Wildlife Collector s Permit Confined Space Entry Certified Mixing Zone Analysis, City of Boonville Wastewater Treatment Plant, Boonville, Missouri. Field staff for a Missouri River Mixing Zone study to support the City s National Pollutant Discharge Elimination System (NPDES) permit negotiations. In 2011 as part of a facility rerating, Missouri Department of Natural Resources (MDNR) suggested the City install an outfall pipe to the Missouri River. Concerns about the local mixing dynamics; in particular wing dikes and an island side channel, prompted the City to conduct a technical analysis of mixing at the proposed discharge location. Geosyntec s field study and mixing analysis confirmed there was not sufficient mixing at the proposed location. MDNR agreed the proposed location would not support direct discharge and allowed the City default mixing assumptions at the confluence of the discharge stream and the Missouri River, contingent on the City moving the discharge to an alternate location as part of future facility upgrades. V.C. Summer Nuclear Station, Jenkinsville, South Carolina. Field Manager collecting continuous temperature and level data along with bathymetry and velocity profile data using a Sontek s Acoustic Doppler Current Profiler (ADCP) on Monticello Reservoir. Data collected went in support of a computational fluid dynamic model (CFD) to evaluate thermal discharge mixing characteristics of the facility as part of the Clean Water Act Section 316 (a) permit requirements. Lee Nuclear Station, Real Time Total Suspended Solids Station, Gaffney, South Carolina. Water Quality Scientist designing and installing a remote, realtime, Laser Diffraction Particle Size Analyzer (LISST) monitoring station for the potential development of an energy client s site. LISST technology monitoring incorporated with real time telemetry and green power provided made this truly state of the art for a remote application. Columbia Water Treatment Plant Residuals Study, Carollo Engineers, Columbia, Missouri. Water Quality Scientist. Assisting Carollo Engineers in deve- Agenda Packet P. 229

230 lopment and implementation of a monitoring plan to evaluate the necessary requirements to permit a new lime residuals discharge to the Missouri River that meets the state numeric and narrative water quality standards. Consists of Missouri River water quality and hydrological characterization along with characterization of existing lime residuals waste streams and the interaction with Missouri River water. Site-Specific Dissolved Oxygen Criteria, Bioassessment Monitoring Study, and Variance Renewal, City of Blue Springs, Missouri. Field manager and leader for the coordination and performance of in-stream continuous water quality monitoring and sampling, stream habitat characterization, and aquatic biological assessment of Sni-A-Bar Creek and East Fork Crooked River. The purpose of the study was to renew the City s existing EPA-approved dissolved oxygen variance for the wastewater treatment facility (WWTF). Continuous water quality, sediment oxygen demand, and stream biological community assessments tools used to evaluate in-stream conditions. Instream studies confirmed the WWTF is compliant of the original dissolved oxygen variance. The Missouri Department of Natural Resources (MDNR) issued the variance renewal based on the study outcomes. Water Quality Monitoring, Data Management, and Analysis, Metropolitan St. Louis Sewer District, Missouri. Field manager overseeing collection of surface water quality measurements, depth integrated samples, and field observations for sites on the Missouri and Mississippi Rivers in the St. Louis area throughout the calendar year. Monitoring events often require the crew to traverse more than 100 river miles per day. Storm flow discharges (locations without USGS gaging stations) are measured using acoustic doppler technology. Reviews and validates the MSD laboratory data, manages the data, and prepares annual reports meeting regulatory agencies requirements. Meramec River Flood Sampling, Saint Louis Metropolitan Sewer District, Missouri. Project manager assisting MSD in development and implementation of a Meramec River monitoring program after flooding shut down the Fenton Wastewater Treatment Facility (WWTF). Coordinated and directed monitoring requirements with the Missouri Department of Natural Resources and reported data findings immediately for public safety concerns. Monitoring continued weekly until all treatment processes were fully restored at the Fenton WWTF. Site-Specific Water Quality Criteria Development for Chloride and Sulfate, Confidential Client, Southwest Missouri. Field manager for water quality studies to assist a coal-fired power plant address the impact of naturally high sulfate and chloride on discharge permit conditions for cooling water. The receiving stream was on the 303(d) List of Impaired Waters for impairing aquatic life due to exceedances of instream chloride and sulfate criteria. Collected biological community data and stream and effluent samples to support development of sitespecific criteria modifications through Water Effect Ratios and Whole Effluent Toxicity (WET) testing. Remedial Investigation/Feasibility Study at the Berry s Creek Superfund Site, Bergen County, New Jersey. Field Manager of an extensive, long-term sampling program to aid the remedial efforts within the New Jersey Meadowlands and Berry s Creek Study Area. Provides extensive field experience in the collection of clean hands/dirty hands surface water data collection, water quality monitoring, remedial sediment efforts, and aquatic biological assessments. Biological Assessment of Little Vermillion River, Carus, LaSalle, Illinois. Provided aquatic biology experience and water quality data collection in support of the biological assessment of the Little Vermillion River. Collected aquatic macroinvertebrates, fish, water quality, and habitat characterization data on the river. Several species of predatory fish and sport fish of harvestable sizes were collected for tissue analyses. Data collected helped establish a biological impact characterization imposed on the Little Vermillion River. Urban Stream Biological and Water Quality Monitoring Services, City of Kansas City, Missouri Stormwater Utility Division (SUD). Staff scientist who successfully completed eight stream assessments within and adjacent to the municipal separate storm sewer system (MS4). Collected aquatic macroinvertebrate and water quality samples and conducted a Missouri Department of Natural Resources (MDNR) stream habitat assessment at each preselected site. Data collected aid in the ongoing effort to characterize the health and impacts of headwater streams within the Kansas City metropolitan area. Duane Arnold Energy Center NPDES, Nextera Energy Resources, Palo, IOWA. In response to the facility exceeding established water quality aluminum permit limits Mr. Luebbering conducted a water quality evaluation of the facilities cooling water discharge and receiving stream water quality characteristics. The evaluation included collecting water quality samples and conducting a whole effluent toxicity test of the ZID to established revised limits applicable for the facility. The project was successful in establishing applicable limits for the facility protective of aquatic life. Agenda Packet P. 230

231 Appendix D PROPOSERS S SWORN WORK HISTORY STATEMENT Village of Winnetka Professional Services for NPDES Permit Renewal Page 21 Deuchler Environmental Services Geosyntec Consultants Agenda Packet P. 231

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234 Agenda Packet P. 234

235 Title: Agenda Item Executive Summary Presenter: David Schoon, Director of Community Development Agenda Date: 12/05/17 Ordinance Resolution Bid Authorization/Award Consent: YES NO Policy Direction Informational Only Item History: Executive Summary: Ordinance No. M : 564 Lincoln Avenue Coldwell Banker Special Use Permit (Adoption) November 7, The Village Council reviewed the application, heard from the Petitioner, heard from members of the public, and approved introduction of Ordinance No. M November 21, The Village Council reviewed an amended proposal by the Petitioner and directed Staff to amend Ordinance No. M to incorporate a pop-up retail store area for consideration at a future Council meeting (please refer to the last two paragraphs in the Executive Summary). INTRODUCTION On December 5, 2017, the Village Council is scheduled to consider adoption of an amended Ordinance M regarding a request from Coldwell Banker Residential Brokerage (the Petitioner ), as prospective lessee of the commercial space at 564 Lincoln Avenue (the Subject Property ). The Petitioner is seeking a Special Use Permit to permit expansion of Coldwell Banker's existing offices to include additional area located on the ground floor within the C-2 Commercial Overlay District. The Subject Property is located within the Winnetka Galleria building on the west side of Lincoln Avenue. Coldwell Banker currently occupies approximately 8,000 square feet at the rear of the Galleria building, which is located more than 50 feet from the front street line and outside of the Overlay District. The Petitioner proposes to expand and occupy an additional 1,339 square feet. The subject property is currently vacant, previously occupied by A Perry Homes. It should be noted that on March 16, 2010 the Village Council adopted Ordinance M , which granted a Special Use Permit to allow Coldwell Banker to occupy office space on the north side of the Winnetka Galleria building at 572 Lincoln Avenue within the Overlay District Overlay. (Note: The current request is to occupy space on the south side of the Winnetka Galleria.) The applicant did not move forward with that the expansion authorized by Ordinance M , and the approval lapsed when the occupancy did not occur within 18 months of approval. RECOMMENDATIONS OF PLAN COMMISSION The Plan Commission considered the current application at a special meeting on October 11, After receiving no public comment, the Plan Commission closed public comment and discussed the application. Commission members who spoke in favor of the application noted that Coldwell Banker is an existing use and that the proposed 1,339 square foot expansion would not significantly increase employee count or parking demand. Agenda Packet P. 235

236 Executive Summary (continued): Other Commission members expressed concern regarding the current difficulty parking on Lincoln Avenue and the perception that office uses on Lincoln Avenue put pressure on parking availability to the detriment of nearby retailers and restaurants. In addition, some Commission members expressed concern that a real estate office does not promote pedestrian activity in the form of visitor foot traffic to benefit other nearby businesses. On October 11, 2017, the Plan Commission adopted, by a vote of 6-4 (one voting member and one non-voting member absent) to adopt findings in support of the application and to recommend approval of the special use permit to the Village Council. The staff report and minutes from the October 11 Plan Commission meeting are included for reference. At the November 21 Village Council meeting, the Petitioner submitted an amended proposal (Attachment E) to incorporate a "pop-up" retail sales area within its expanded space along the street frontage. The space would be made available at no charge to third-party businesses to display and sell their goods. At that meeting the Council directed staff to work with the Petitioner to further refine the concept and incorporate it into the special use permit ordinance for the Council's consideration at a future meeting. Included for consideration, at the December 5 meeting, is an amended Ordinance No. M incorporating the "pop-up" retail area concept. The amendments to the Ordinance or noted as tracked changes; the bulk of the amendments are in Section 3. Also, in response to a question from a Village Council member, Section 5 addresses what action the Village could take should the applicant not comply with requirements of the special use permit ordinance. Recommendation: Consider adoption of amended Ordinance No. M , granting a Special Use Permit to allow Coldwell Banker Residential Brokerage to occupy an additional 1,339 square feet, which would include a pop-up retail area, at 564 Lincoln Avenue located within the Overlay District. Attachments: Attachment A: Amended Ordinance No. M Attachment B: Plan Commission Agenda Report October 11, 2017 meeting Attachment C: Plan Commission Draft Minutes October 11, 2017 meeting Attachment D: Village Council Ordinance No. M , adopted March 16, 2010 Attachment E: November 16, 2017, Amended Proposal from Petitioner Agenda Packet P. 236

237 ORDINANCE NO. M AN ORDINANCE GRANTING A SPECIAL USE PERMIT FOR THE EXPANSION AND OPERATION OF A REAL ESTATE OFFICE WITHIN THE C-2 RETAIL OVERLAY DISTRICT OF THE VILLAGE (564 Lincoln Avenue) WHEREAS, Coldwell Banker Residential Real Estate, LLC, d/b/a Coldwell Banker Residential Brokerage ("Applicant"), is the lessee of: (i) the property commonly known as Lincoln Avenue, at which it currently operates a real estate office ( Existing Property ); and (ii) the property commonly known as 564 Lincoln Ave, Winnetka, Illinois, and legally described in Exhibit A ( Subject Property ) attached to and, by this reference, made a part of this Ordinance; and WHEREAS, the Applicant desires to expand the existing real estate office located in Existing Property into the Subject Property ( Expanded Office Area ); and WHEREAS, Lincoln Avenue, LLC ( Owner ), is the record title owner of the Existing Property and the Subject Property, and Owner consents to the expansion by the Applicant of the real estate office currently operated at the Existing Property into the Subject Property and the operation by the Applicant of a real estate office at the Subject Property along with other retail operations as set forth in this Ordinance; and WHEREAS, the Subject Property is located within the C-2 General Retail Commercial District and the C-2 Commercial Overlay District of the Village (collectively, "C-2 Retail Overlay District"); and WHEREAS, pursuant to Section and the table of uses set forth in Section of the Winnetka Zoning Ordinance ("Zoning Ordinance"), the operation of a real estate office, is not permitted within the C-2 Retail Overlay District without a special use permit; and WHEREAS, on August 28, 2017, the Applicant filed an application for a special use permit pursuant to Section B and Chapter of the of the Zoning Ordinance to allow the operation of a real estate office at the Subject Property ("Special Use Permit"); and WHEREAS, the Owner of the Subject Property has consented to the application for the Special Use Permit filed by the Applicant; and WHEREAS, on October 11, 2017, after due notice thereof, the Plan Commission conducted a public hearing on the proposed Special Use Permit and, by a vote of six in favor and four opposed, recommended that the Village Council approve the Special Use Permit; and WHEREAS, the Applicant appeared before the Village Council on November 21, 2017, and amended its Special Use Permit request to incorporate and provide for a portion of the Expanded Office Area to be used as a retail pop-up shop in the space at the front of the building on the Subject Property ( Pop-Up Retail Area ); and November 21,December 5, 2017 M Agenda Packet P. 237

238 WHEREAS, the Village Council has determined that approval of the proposed Special Use Permit for the operation of a real estate at the Subject Property, including the Pop-Up Retail Area, satisfies the standards for the approval of special use permits within the C-2 Retail Overlay District set forth in Chapter and Section B of the Zoning Ordinance and is in the best interest of the Village and its residents; NOW, THEREFORE, the Council of the Village of Winnetka dodoes ordain as follows: SECTION 1: RECITALS. The foregoing recitals are hereby incorporated into this Section 1 as the findings of the Council of the Village of Winnetka, as if fully set forth herein. SECTION 2: SPECIAL USE PERMIT. Subject to, and contingent upon, the terms and conditions set forth in Section 3 of this Ordinance, the Special Use Permit is hereby granted, pursuant to Chapter and Section B of the Zoning Ordinance and the home rule powers of the Village, to allow the expansion and operation of a real estate office by the Applicant at the Subject Property within the C-2 Retail Overlay District. SECTION 3: CONDITIONS. The Special Use Permit granted by Section 2 of this Ordinance is subject to, and contingent upon, compliance by the Applicant with the following conditions: A. B. Commencement of Operation. The Applicant must commence operation of the proposed expandedadditional real estate office uses in the Expanded Office Area no later than 12 months after the effective date of this Ordinance. Pop-Up Retail Area. 1. Beginning on March 1, 2018, the Applicant shall provide a Pop-Up Retail Area, which shall be made available to third-parties retail users ( Vendors ) to display goods for sale to the general public The Pop-Up Retail Area shall at a minimum consist of the northeast corner of the Subject Property and include display windows along Lincoln Avenue as well as along the courtyard of the Galleria Building, identified as Proposed Permanent Pop Up Space on the floor plan submitted by the Applicant, consisting of one sheet, a copy of which is attached to and, by this reference, made a part of this Ordinance as Exhibit B ( Floor Plan ). The Pop-Up Retail Area shall be allowed, but is not obligated, to extend into the remainder of the Subject Property identified as Proposed Flex Space on Floor Plan. The Pop-Up Retail Area shall be used only for the display of retail goods which a customer can view and directly purchase while in the Pop-Up Retail Area or view and order for delivery to their home or business. The Pop-Up Retail Area shall be occupied with goods available for purchase at all times, except for periods of one week or less for the sole purpose of allowing one Vendor to remove its display and another Vendor to set up its display. For those periods during which a Vendor is not occupying the Pop-Up Retail Area, the Applicant shall maintain a display of smart home November 21,December 5, 2017 M Agenda Packet P. 238

239 technology products or other luxury home related products available for purchase by the general public The Pop-Up Retail Area shall be open to the public, at a minimum, from 11:00 a.m. to 5:00 p.m. Monday through Saturday, except for holidays, and be staffed during business hours by the Vendor, or in the absence of the Vendor s representative, by Applicant s reception staff. The Applicant shall actively and continuously market the Pop-Up Retail Area to Vendors, and the Applicant must work with commercial brokers, the Winnetka-Northfield and other Chambers of Commerce, and the Village to identify potential Vendors to use the Pop-Up Retail Area. The Applicant shall prepare a plan for review and approval by the Design Review Board. The plan must provide for window signage on the Subject Property to identify Vendors. All signage must comply with the Village Sign Code. The Applicant will not install or allow to be installed window signage on the Subject Property except in conformance with the plans approved by the Design Review Board. Prior to the Applicant or first Vendor occupying the Pop-Up Retail Area, the Applicant must schedule an appointment with the Village s Fire Department and Community Development Department to review how the Pop-Up Retail Area will be used by Vendors and the public to ensure that the use of the Pop-Up Retail Area complies with fire code, building egress, and other life safety requirements. C. D. E. B. Compliance with Regulations. The development, use, and maintenance of the Subject Property, including the Pop-Up Retail Area, must comply at all times with all applicable Village codes and ordinances, as they have been or may be amended over time. C. Reimbursement of Village Costs. In addition to any other costs, payments, fees, charges, contributions, or dedications required under applicable Village codes, ordinances, resolutions, rules, or regulations, the Applicant must pay to the Village, promptly upon presentation of a written demand or demands therefor, of all fees, costs, and expenses incurred or accrued in connection with the review, negotiation, preparation, consideration, and review of this Ordinance. Payment of all such fees, costs, and expenses for which demand has been made shall be made by a certified or cashier's check. Further, the Applicant must pay upon demand all costs incurred by the Village for publications and recordings required in connection with the aforesaid matters. D. Compliance with Plans. The development, use, and maintenance of the real estate office at the Subject Property and the Pop-Up Retail Area must be in strict accordance with the Floor Plan submitted by the Applicant, consisting of one sheet, a copy of which is attached to and, by this reference, made a part of this Ordinance as Exhibit B, except for minor changes and site work approved by the November 21,December 5, 2017 M Agenda Packet P. 239

240 Director of Community Development (within his permitting authority) in accordance with all applicable Village codes, ordinances, and standards. SECTION 4: RECORDATION; BINDING EFFECT. A copy of this Ordinance will be recorded with the Cook County Recorder of Deeds. This Ordinance and the privileges, obligations, and provisions contained herein inure solely to the benefit of, and are binding upon, the Applicant, the Owner, and each of their heirs, representatives, successors, and assigns. SECTION 5: FAILURE TO COMPLY. Upon the failure or refusal of the Applicant or the Owner to comply with any or all of the conditions, restrictions, or provisions of this Ordinance, in addition to all other remedies available to the Village, the Special Use Permit granted in Section 2 of this Ordinance will, at the sole discretion of the Village Council, by ordinance duly adopted, be revoked and become null and void; provided, however, that the Village Council may not so revoke the Special Use Permit granted in Section 2 of this Ordinance unless it first provides the Applicant with two months advance written notice of the reasons for revocation and an opportunity to be heard at a regular meeting of the Village Council. In the event of revocation, the development and use of the Subject Property will be governed solely by the regulations of the applicable zoning district and the applicable provisions of the Zoning Ordinance, as the same may be amended from time to time. Further, in the event of such revocation, the Village Manager and Village Attorney are hereby authorized and directed to bring such zoning enforcement action as may be appropriate under the circumstances. SECTION 6: AMENDMENT OF SPECIAL USE PERMIT. Any amendments to the Special Use Permit granted in Section 2 of this Ordinance or the conditions set forth in Section 3 of this Ordinance that may be requested by the Applicant after the effective date of this Ordinance may be granted only pursuant to the procedures, and subject to the standards and limitations, provided in the Zoning Ordinance. SECTION 7: EFFECTIVE DATE. A. This Ordinance will be effective only upon the occurrence of all of the following events: 1. Passage by the Village Council in the manner required by law; 2. Publication in pamphlet form in the manner required by law; and 3. The filing by the Applicant and the Owner with the Village Clerk of an Unconditional Agreement and Consent in the form of Exhibit C attached to and, by this reference, made a part of this Ordinance, to accept and abide by each and all of the terms, conditions, and limitations set forth in this Ordinance and to indemnify the Village for any claims that may arise in connection with the approval of this Ordinance. B. In the event that the Applicant does not file with the Village Clerk a fully executed copy of the unconditional agreement and consent described in Section 7.A.3 of this Ordinance within 60 days after the date of passage of this Ordinance by the Village Council, the November 21,December 5, 2017 M Agenda Packet P. 240

241 Village Council shall have the right, in its sole discretion, to declare this Ordinance null and void and of no force or effect. [SIGNATURE PAGE FOLLOWS] November 21,December 5, 2017 M Agenda Packet P. 241

242 PASSED this day of, 2017, pursuant to the following roll call vote: AYES: NAYS: ABSENT: APPROVED this day of, Signed: Countersigned: Village President Village Clerk Introduced: November 7, 2017 Passed and Approved:, 2017 Published by authority of the President and Board of Trustees of the Village of Winnetka, Illinois, this day of, November 21,December 5, 2017 M Agenda Packet P. 242

243 EXHIBIT A LEGAL DESCRIPTION OF SUBJECT PROPERTY PARCEL 1: UNITS C-1, C-2, C-3, C-4 AND C-8 IN THE WINNETKA GALLERIA CONDOMINIUM, AS DELINEATED ON A SURVEY OF THE FOLLOWING DESCRIBED REAL ESTATE: LOT 1 IN CUMMINS WINNETKA GALLERIA CONSOLIDATION PLAT, BEING A SUBDIVISION OF LOT 6 IN LEWIS D. WEBSTER S RESUBDIVISION OF BLOCK 11 (EXCEPT THE NORTH FEET THEREOF); ALSO PART OF LOT 11 AND 12 IN BLOCK 12 IN PARK ADDITION TO WINNETKA SUBDIVISION BY WILLIAM H. CAIRNDUFF; ALSO PART OF LOT 15 IN BLOCK 13 IN WINNETKA PARK BLUFFS, ALL IN SECTION 20, TOWNSHIP 42 NORTH, RANGE 13, EAST OF THE THIRD PRINCIPAL MERIDIAN, FORMERLY KNOWN AS. LOT 15 (EXCEPT THAT PART LYING WEST OF A LINE FEET NORTHEASTERLY OF AND PARALLEL WITH EASTERLY LINE OF CHICAGO AND NORTHWESTERN RAILROAD COMPANY RIGHT OF WAY) IN BLOCK 13 IN WINNETKA PARK BLUFFS, BEING A SUBDIVISION BY WILLIAM CAIRNDUFF OF PARTS OF SECTIONS 16, 17, AND 20. TOWNSHIP 42 NORTH, RANGE 13, EAST OF THE THIRD PRINCIPAL MERIDIAN; AND LOT 11 (EXCEPT WESTERLY FEET THEREOF) IN BLOCK 12 IN PARK ADDITION TO WINNETKA SUBDIVISION BY WILLIAM H. CAIRNDUFF OF PART OF SECTIONS 16, 17, AND 20. TOWNSHIP 42 NORTH, RANGE 13, EAST OF THE THIRD PRINCIPAL MERIDIAN; AND THE SOUTH 5.00 FEET OF LOT 6 IN LEWIS D. WEBSTER S RESUBDIVISION OF BLOCK 11 (EXCEPT THE NORTH FEET THEREOF) AND OF LOTS 6, 8, 9 AND 10 IN BLOCK 12 IN PARK ADDITION TO WINNETKA AFORESAID, EAST OF THE THIRD PRINCIPAL MERIDIAN AND THAT PART OF LOTS 11 AND 12 IN BLOCK 12 IN PARK ADDITION TO WINNETKA SUBDIVISION BY WILLIAM H. CAIRNDUFF; ALSO PART OF LOT 15 IN BLOCK 13 IN WINNETKA PARK BLUFFS, BEING A STRIP OF LAND FEET IN WIDTH MEASURED AT RIGHT ANGLES TO AND LYING SOUTHWESTERLY FROM A LINE FEET NORTHEASTERLY OF AND PARALLEL WITH THE EASTERLY LINE OF THE CHICAGO AND NORTHWESTERN RAILROAD COMPANY RIGHT-OF-WAY AND LYING SOUTH OF THE WESTERLY EXTENSION OF THE NORTH LINE OF THE SOUTH 5.00 FEET OF LOT 6 IN LEWIS D. WEBSTER S SUBDIVISION AND NORTH OF THE SOUTH LINE OF SAID LOT 15 IN BLOCK 13 IN WINNETKA PARK BLUFFS, ALL IN SECTION 20, TOWNSHIP 42 NORTH, RANGE 13, EAST OF THE THIRD PRINCIPAL MERIDIAN, WHICH SURVEY IS ATTACHED AS EXHIBIT A TO THE DECLARATION OF CONDOMINIUM RECORDED SEPTEMBER 14, 2000 AS DOCUMENT , AS AMENDED BY FIRST AMENDMENT RECORDED OCTOBER 17, 2001 AS DOCUMENT TOGETHER WITH ITS UNDIVIDED PERCENTAGE INTEREST IN THE COMMON ELEMENTS, ALL IN COOK COUNTY, ILLINOIS. PARCEL 2: THE EXCLUSIVE RIGHT TO THE USE OF PARKING SPACES 3, 4, 16, 17, 18, 19, 27, 28, 29, 30, 31, 32 AND 33, LIMITED COMMON ELEMENTS AS DELINEATED ON THE Agenda Packet P. 243

244 SURVEY ATTACHED TO DECLARATION AFORESAID RECORDED AS DOCUMENT PARCEL 3: AN EASEMENT FOR VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS FOR THE BENEFIT OF PARCELS 1 AND 2, AS SET FORTH IN AN ACCESS AGREEMENT MADE BY AND BETWEEN THE VILLAGE OF WINNETKA AND CUMMINS WINNETKA GALLERIA, LLC., RECORDED OCTOBER 06, 2000 AS DOCUMENT Commonly known as: Lincoln Ave., Winnetka, Illinois Pin: ; ; ; ; Agenda Packet P. 244

245 EXHIBIT B FLOOR PLAN (SEE ATTACHED EXHIBIT B) Agenda Packet P. 245

246 Expansion of Existing Real Estate Office Agenda Packet P. 246

247 EXHIBIT C UNCONDITIONAL AGREEMENT AND CONSENT TO: The Village of Winnetka, Illinois ("Village"): WHEREAS, Coldwell Banker Residential Real Estate, LLC, d/b/a Coldwell Banker Residential Brokerage ("Applicant"), desires to operate a real estate office located at 564 Lincoln Avenue in the Village ( Subject Property ); and WHEREAS, Lincoln Avenue, LLC ( Owner ), is the record title owner of the Subject Property and consents to the operation of a real estate office by Applicant at the Subject Property; and WHEREAS, Ordinance No. M , adopted by the Village Council on, 2017 ("Ordinance"), grants a special use permit to the Applicant for the operation of a real estate office at the Subject Property within the C-2 General Retail Commercial District and the C-2 Commercial Overlay District of the Village, subject to various terms and conditions; and WHEREAS, Section 7 of the Ordinance provides, among other things, that the Ordinance will be of no force or effect unless and until the Applicant and the Owner have filed, within 60 days following the passage of the Ordinance, their unconditional agreement and consent to accept and abide by each and all of the terms, conditions, and limitations set forth in the Ordinance; NOW, THEREFORE, the Applicant and the Owner do hereby agree and covenant as follows: 1. The Applicant and the Owner do hereby unconditionally agree to accept, consent to, and abide by each and all of the terms, conditions, limitations, restrictions, and provisions of the Ordinance. 2. The Applicant and the Owner acknowledge that public notices and hearings have been properly given and held with respect to the adoption of the Ordinance, have considered the possibility of the revocation provided for in the Ordinance, and agree not to challenge any such revocation on the grounds of any procedural infirmity or a denial of any procedural right. 3. The Applicant and the Owner acknowledge and agree that the Village is not and will not be, in any way, liable for any damages or injuries that may be sustained as a result of the Village's grant of a special use permit for the Subject Property or its adoption of the Ordinance, and that the Village's approvals do not, and will not, in any way, be deemed to insure the Applicant or the Owner against damage or injury of any kind and at any time. Agenda Packet P. 247

248 4. The Applicant and the Owner do hereby agree to hold harmless and indemnify the Village, the Village's corporate authorities, and all Village elected and appointed officials, officers, employees, agents, representatives, and attorneys, from any and all claims that may, at any time, be asserted against any of such parties in connection with the Village's adoption of the Ordinance granting the special use permit for the Subject Property. 5. The Applicant and the Owner hereby agree to pay all expenses incurred by the Village in defending itself with regard to any and all of the claims mentioned in this Unconditional Agreement and Consent. These expenses will include all out-of-pocket expenses, such as attorneys' and experts' fees, and will also include the reasonable value of any services rendered by any employees of the Village. Dated:, 2017 ATTEST: By: Its: COLDWELL BANKER RESIDENTIAL REAL ESTATE, LLC, D/B/A COLDWELL BANKER RESIDENTIAL BROKERAGE By: Its: ATTEST: By: Its: LINCOLN AVENUE, LLC, an Illinois limited liability company By: Its: Agenda Packet P. 248

249 Document comparison by Workshare Compare on Wednesday, November 29, :56:49 AM Input: Document 1 ID Description Document 2 ID Description Rendering set Legend: Insertion Deletion Moved from Moved to Style change Format change Moved deletion Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: file://c:\users\blschust\desktop\vow - Ordinance M Special Use Permit for Real Estate Office Expansion (564 Lincoln Ave)_ _2.DOCX VOW - Ordinance M Special Use Permit for Real Estate Office Expansion (564 Lincoln Ave)_ _2 interwovensite://hkdms/active/ /6 # v6<Active> - VOW - Ordinance M Special Use Permit for Real Estate Office Expansion (564 Lincoln Ave) Standard Count Insertions 34 Deletions 9 Moved from 0 Moved to 0 Style change 0 Agenda Packet P. 249

250 Format changed 0 Total changes 43 Agenda Packet P. 250

251 PLAN COMMISSION AGENDA REPORT SUBJECT: 564 Lincoln Avenue Coldwell Banker Real Estate Office Case No SU (1) Special Use Permit: Real Estate Office DATE: October 3, 2017 PREPARED BY: Ann Klaassen, Planning Assistant Brian Norkus, Assistant Director of Community Development On October 11, 2017 the Plan Commission is scheduled to consider an application submitted by Coldwell Banker Residential Brokerage, (the Petitioner ), concerning a Special Use Permit in accordance with Chapter [C-2 General Retail Commercial District] and Chapter [Special Uses] of the Winnetka Zoning Ordinance. The applicant is currently a tenant in the Winnetka Galleria building and is proposing to expand its presence in the Galleria building in the space at 564 Lincoln Avenue (the Subject Property ). PROPERTY DESCRIPTION The Subject Property is located on the south side of Lincoln Avenue, north of its intersection with Elm Street. The space is currently vacant and was most recently occupied by A Perry Homes. The space currently occupied by Coldwell Banker Real Estate is located more than 50 feet from Lincoln Avenue, and as such is located outside of the Overlay District. The proposed expansion would result in a portion of the applicant s office being located within the Commercial Overlay District, with the proposed expansion requiring consideration as a Special Use Permit. It should be noted in 2010, the Petitioner did receive Village Council approval to occupy the Subject Property. At that time, the Petitioner decided not to proceed forward with occupying the space. COMMERCIAL OVERLAY DISTRICT BACKGROUND The Overlay District was established in 1987 out of concern about the viability of the business districts as a whole if non-retail occupancies were allowed to proliferate and occupy significant areas within retail shopping districts. At the time of adoption there was a concern about the possible proliferation of real estate offices and financial institutions. The Village Zoning Ordinance describes the purpose of the Overlay District, and its restrictions on non-retail uses as being to encourage retailing of comparison shopping goods and personal services compatible with such retailing on ground floor in order to encourage a clustering of such uses, to provide for a wide variety of retail shops and expose such shops to maximum foot traffic, while keeping such traffic in concentrated (yet well distinguished) channels throughout the district. Since its adoption in 1987, the Overlay District has been revised on more than one occasion to alter district boundaries, or to modify the types of uses which are permitted within each district. Agenda Packet P. 251

252 In January 2017 the Village Council adopted a Downtown Master Plan, which included within its recommendations a call for review of the Overlay District boundaries and use limitations to assure that they are consistent with current development trends and community goals. An excerpt of the adopted Downtown Master Plan (Attachment D) provides additional background on the recommended review. ELM STREET BSUINESS DISTRICT OVERLAY BOUNDARIES A map depicting the zoning classification of the Elm Street Business District is included as Figure 1 below. The subject property is highlighted yellow. Gray areas indicate the underlying C-2 Commercial zoning, which permits a relatively broad array of uses, including various retail uses, along with a number of non-retail uses such as professional offices, financial service firms, medical offices and the like. Red crosshatch area represents those portions areas subject to the restrictions of the Commercial Overlay District. The boundaries of the Overlay District are established along certain public streets, and extend for depth of 50 feet from the front property line. Figure 1 Agenda Packet P. 252

253 DESCRIPTION OF REQUEST The applicant currently occupies approximately 8,000 square feet located at the rear of the Galleria building, and located outside the Overlay District. The current application proposes to expand Coldwell Banker s offices by occupying an additional 1,339 s.f. (See Figure 2 and Figure 3) Figure 2 Agenda Packet P. 253

254 Figure 3 The attached application materials (Attachment B) note that the proposed expansion will allow for an increase in full time employees from 5 to 6 employees, and an increase in the projected typical ( average ) number of agents in the facility at one time from 10 to 12 agents. The applicant s narrative goes on to explain that existing employees are adequately served by existing parking in the area. Due to the fact this is an expansion of an existing business and in light of the minimal increase in staffing, the customarily required traffic and parking study was waived after review by the Community Development Department and Village Engineer Steve Saunders. On-street parking is currently provided on Lincoln Avenue, with additional off-street parking is currently available in the Village s Lincoln Avenue surface lot immediately adjacent to the rear of the Galleria building. The Galleria building is also served by underground private parking. Village Engineer Steve Saunders has evaluated the proposed Special Use and issued his comments to the Plan Commission in a memorandum dated September 15, 2017 (Attachment C). STANDARDS FOR EVALUATION Section of the Zoning Ordinance provides a series of eleven (11) standards for the evaluation of Special Use applications within the Retail Overlay District, providing a framework for evaluation by the Plan Commission. The applicant has supplied as part of their application materials a narrative addressing how this proposal complies with the eleven standards. Agenda Packet P. 254

255 RECOMMENDATION Draft findings have been prepared for consideration by the Plan Commission (Attachment A) based on the eleven standards established by Section of the Zoning Ordinance. Upon completion of public comment regarding the request, the Plan Commission should evaluate the request for consistency with the eleven standards addressed by the applicant, and issue findings as the petition s consistency with those standards. The Commission may consider the eleven standards and issue findings individually or by omnibus vote. This request is subject to final approval by the Village Council. ATTACHMENTS Attachment A: Draft Findings Attachment B: Application Materials Attachment C: Village Engineer Steve Saunders Memo Attachment D: 2016 Downtown Master Plan excerpt Agenda Packet P. 255

256 DRAFT Findings of the Winnetka Plan Commission Coldwell Banker Real Estate 564 Lincoln Avenue Special Use Permit After considering the application and testimony, the Plan Commission makes its findings as follows: That the proposed sales center and management office to be located within the C2 Commercial (Retail) Overlay District [is/is not] consistent with the eleven (11) standards of Chapter of the Zoning Ordinance, as outlined below: 1. The establishment, maintenance, and operation of the Special Use will not be detrimental to or endanger the public health, safety, comfort, morals, or general welfare; 2. The Special Use will not be substantially injurious to the use and enjoyment of other property in the immediate vicinity which are permitted by right in the district or districts of concern, nor substantially diminish or impair property values in the immediate vicinity; 3. The establishment of Special Use will not impede the normal and orderly development or improvement of other property in the immediate vicinity for uses permitted by right in the district or districts of concern; 4. Adequate measures have been or will be taken to provide ingress and egress in a manner which minimize pedestrian and vehicular traffic congestion in the public ways; 5. Adequate parking, utilities, access roads, drainage, and other facilities necessary to the operation of the Special Use exists or are to be provided; 6. The Special Use in all other respects conforms to the applicable regulations of this and other village ordinances and codes; 7. The proposed special use at the proposed location will encourage, facilitate and enhance the continuity, concentration, and pedestrian nature of the area in a manner similar to that of retail uses of a comparison shopping nature; 8. Proposed street frontages providing access to or visibility for one or more special uses shall provide for a minimum interruption in the existing and potential continuity and concentration of retail uses of a comparison shopping nature; 9. The proposed special use at the proposed location will provide for display windows, facades, signage and lighting similar in nature and compatible with that provided by retail uses of a comparison shopping nature; Agenda Packet P. 256

257 10. If a project or building has, proposes or contemplates a mix of retail, office and service-type uses, and the retail portions of the project or building shall be located adjacent to the sidewalk. The minimum frontage for each retail use adjacent to the sidewalk shall be twenty (20) feet with a minimum gross floor area of four hundred (400) square feet. In addition, such retail space shall be devoted to active retail merchandising which maintains typical and customary hours of operation; 11. The proposed location and operation of the proposed special use shall not significantly diminish the availability of parking for district clientele wishing to patronize existing retail businesses of a comparison shopping nature. RESOLUTION NOW THEREFORE BE IT RESOLVED that the Winnetka Plan Commission finds that the proposed Special Use Permit application for the property at 564 Lincoln Avenue (is/is not) consistent with the standards for Special Use Permits. Passed by a vote of in favor and opposed. Date: October 11, 2017 Agenda Packet P. 257

258 Agenda Packet P. 258

259 ***************************************************************************** Proposed Use. The expansion of Coldwell Banker is a residential brokerage which has been established in this community for many years. Our business deals in the high-end luxury market and the first-time starter home and everything in between. We bring in clients with income and funds as patrons of the surrounding retail businesses in the immediate downtown area of Winnetka. We would like to expand into the front space on the street simply to expand our current space for more visibility, better ease for our clientele, and to provide more space for those who are already in our current space. We have agents tripled up on desks. And while we have become more mobile in our operation, workspace is still a premium. ***************************************************************************** Hours of Operation have not changed since we moved into 568 Lincoln Avenue: M-F 9:00 5:30 Sat 9:30 5:00 Sun 10:00 4:00 Peak Hours for Employees and brokers: Mondays 9:00 12:00 Other days, early morning and late afternoon are heavier than between 10:00-3:00, which are our quietest hours. ***************************************************************************** Expansion of Premises. As of the Expansion Commencement Date (as hereinafter defined), the Premises shall expand to include (a) 1,339 rentable square feet, consisting of the remaining east portion of the Condominium Unit C-2 (the Remainder Space ), and (b) 832 rentable square feet of the lower level storage space in Condominium Unit C-8 (the Storage Space ) (collectively the Remainder Space and the Storage Space, the Expansion Space ). From and after the Expansion Commencement Date, the Original Premises and the Expansion Space, taken together, shall be known as the Premises, and all reference to the Premises in the Lease be referring to the Original Premise and the Expansion Space taken together. As of the Expansion Commencement Date, the Premises shall consist of 9,369 rentable square feet. Agenda Packet P. 259

260 In addition, two extra underground parking places are included with the proposed space which would alleviate two spots in the A lot usage for our administrative staff. Agenda Packet P. 260

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269 Memorandum To: Winnetka Plan Commission CC: Ann Klaassen From: Steven M. Saunders, Director of Public Works/Village Engineer Date: September 18, 2017 Re: Special Use Permit Application 564 Lincoln Avenue: Coldwell Banker Office Expansion I have reviewed the Special Use permit application to allow expansion of an existing Coldwell Banker Residential Brokerage office at 564 Lincoln Avenue, in the C2 Retail Overlay District. The proposed location is on the west side of Lincoln Avenue, in the Winnetka Galleria development. Among the conditions to be satisfied for a Special Use to be granted is the following: That adequate parking, utilities, access roads, drainage, and other facilities necessary to the operation of the Special Use exists or are to be provided; Currently, parking in the vicinity of the proposed special use is located on Lincoln Avenue, and in the Village-owned Lincoln Avenue parking lot. The application materials indicate that the proposed expansion includes window space in the Lincoln Avenue frontage of the building. The proposed expansion will increase the space by 2,171 square feet, including 882 square feet of lower lever storage space, and includes an additional two spaces in the underground parking garage. The applicant has stated in their materials that the purpose of the proposed expansion is for better visibility to the community with the same traffic that we currently have, not adding any additional capacity that would diminish the availability of parking for clientele of surrounding retail businesses. Coldwell Banker has supplied information on the number of employees, agents, and clients in the office, using the 2009 number, current (2017) numbers, and proposed numbers. They anticipate one additional full-time employee and two additional agents on average, and a maximum of five additional agents and two additional clients. It is my opinion that these anticipated staffing and customer levels should create no adverse impact on parking or traffic, and ample parking exists for this proposed special use. Agenda Packet P. 269

270 CHAPTER 6 LAND USE + ZONING general recommendations CODE AMENDMENTS Recent changes to the Zoning Ordinance are recognized as a sound step in creating a development approval process more in keeping with the practices of business district users and supporting Village development objectives. Based on input from the Downtown Master Plan process and technical evaluation of the Zoning Ordinance, further code amendments are recommended. The form and purpose of those changes are outlined below. The specific changes to be adopted into the Village code are expected to be defined and drafted as a follow up to adopting this plan, as they merit further and public deliberation. 1. REDUCE / CLARIFY STANDARDS FOR ZONING ENTITLEMENT: Per the Village Zoning Ordinance, Special Uses, Planned Unit Development, and Variations must be considered against a set of established standards to affirm that the proposed use or development is appropriate for the Village and the location where it will be located. The Winnetka Zoning Ordinance has multiple sets of standards for each of these approvals that must be addressed. In practical application, these multiple sets of standards lack focus and can be applied subjectively. This makes the approval process confusing for the applicant and Village officials, and does not constructively add value to the approval process or ultimate development. The standards should be consolidated and clarified without diminishing the regulatory control the Village maintains over proposed developments or its expectations for their quality. 2. REVISE THE COMMERCIAL OVERLAY DISTRICT: Winnetka s C-2 Overlay zoning district regulates the uses (businesses) permitted in the core parts of the Elm Street and Hubbard Woods business districts. It permits fewer types of businesses than the underlying C-2 District, primarily allowing retail and personal service businesses on the first floor with the intent of supporting an active commercial street front. However, it has been noted during the planning process that lifestyles have changed in recent years and a notable level of activity is also generated by other types of uses. Recognizing this change and incorporating it into downtown zoning can advance stronger business districts. For this regulatory tool to be better in step with the direction of this Plan, four aspects of the C-2 Overlay should be changed, as noted on the following page. 78 WINNETKA DOWNTOWN PLAN Agenda Packet P. 270

271 CHAPTER 6 LAND USE + ZONING CODE AMENDMENTS 2. REVISE THE COMMERCIAL OVERLAY DISTRICT (CONTINUED): q a w i 1. PERMITTED USES: 2. SPECIAL USES: 3. OVERLAY BOUNDARY: 4. OVERLAY TITLE: Evaluate list of permitted uses to better reflect current trends in downtown business districts and potentials for success identified in this Plan s Market Assessment. The potential for foot traffic generated by a broader range of personal services and office uses should be reflected in the use list as permitted. In some cases, businesses that attract activity are prohibited in the Overlay or require a Special Use process. This approach to regulating downtown uses is no longer a best practice in light of how people s use of downtown business districts have changed. In addition, there is increased competition for consumers entertainment and shopping dollars from the surrounding communities and the internet. Reduce number of uses considered as Special Uses. Best practice is to consider Special Uses as those that are desirable for a district, but merit further evaluation to address potential adverse impacts (points of traffic conflict, potential nuisances, impacts on adjacent properties, etc.). If a particular type of business is not a good fit for the district because it generates limited activity or is contrary to the plan s vision, that status should be clearly conveyed in the code and the use not permitted. This change should not be seen as restricting businesses in the overlay the recommendation above suggests creating a broader list of permitted uses but will create clarity in the code. Evaluate the merits of narrowing the extent of the C-2 Overlay geography in the Elm Street and Hubbard Woods districts. In keeping with the theme of creating vibrant business districts, the Overlay should be evaluated as to whether all areas designated support that objective. If not, it is appropriate to permit the broader range of land uses set by the underlying C-2 District and shrink the Overlay boundary. Strongest commercial activity will be located at key intersections, sites located farther from such intersections may no longer add value to the Overlay District and that designation can be removed. Change the C-2 Overlay District name. The most common and appropriate use of overlay zoning is to set additional standards that will work in concert with the underlying district (as is often applied with historic preservation or urban design criteria to a specific part of the community). While the C-2 Overlay does have different standards in that it allows fewer businesses by right, it does not follow the conventional application of an overlay district. This can be confusing to business and property owners or developers. The most straightforward approach would be to rename the overlay as a C-3 Commercial Core District and apply it as a conventional zoning district. WINNETKA Agenda Packet DOWNTOWN P. 271 PLAN 79

272 WINNETKA PLAN COMMISSION EXCERPT OF SPECIAL MEETING MINUTES OCTOBER 11, 2017 Members Present: Tina Dalman, Chairperson Mamie Case Jack Coladarci John Golan Louise Holland Matt Hulsizer Keta McCarthy Bridget Orsic John Thomas Joni Johnson Members Absent: Jeanne Morette Kristen Ziv Village Staff: David Schoon, Director of Community Development Brian Norkus, Assistant Director of Community Development Ann Klaassen, Planning Assistant *** Case No SU: Consideration of Special Use Permit Request by Coldwell Banker Real Estate to Permit a Real Estate Office on the Ground Floor Within the C2(Retail) Overlay District at 564 Lincoln Avenue Chairperson Dalman asked Mr. Norkus for a summary. Mr. Norkus stated that the applicant for this case is seeking to expand its current offices in The Winnetka Galleria building. He noted that they would occupy the now vacant space at 564 Lincoln Avenue. Mr. Norkus identified the property location on the east side of Lincoln Avenue north of Elm. Mr. Norkus informed the Commission that Coldwell Banker occupies 8,000 square feet of The Winnetka Galleria as shown on page 3 of the materials. He referred to the area shown in dark gray in the floor plan illustration. Mr. Norkus then noted that the existing space is located more than 50 feet from the Lincoln Avenue property line and located outside of the retail overlay district. Mr. Norkus then stated that the map on page 2 of the agenda report highlights the location of The Winnetka Galleria building with regard to the retail overlay district boundaries. He informed the Commission that the Galleria is at the north end of the overlay district and that the building north of the Galleria is not within the overlay district. Mr. Norkus then referred to the same patterns carried across in the illustration. Agenda Packet P. 272

273 October 11, 2017 Page Mr. Norkus stated that the Coldwell Banker proposed expansion would occupy an additional 1,339 square feet of ground floor space of The Winnetka Galleria as shown on the illustration in yellow. He noted that the applicant has provided additional information on the anticipated additional employee count to allow the Village staff to evaluate the proposed special use on the availability of parking. Mr. Norkus stated that for this location, on the street, there is parking on Lincoln Avenue and the Lincoln Avenue off-street lot to the west of the Galleria. Mr. Norkus also stated that the Galleria has private onsite parking in a location below grade and that the project provides a certain amount of parking for both the residences and tenants. He also stated that the materials indicate their right to use a certain number of below grade spaces. Mr. Norkus went on to state that the application notes the modest expansion will result in two additional agents on average in the office as a result of the expansion. He informed the Commission that the Village Engineer provided his review and comment on the application and that it concludes that the proposal would have a minimal impact on the availability of parking in the area. Mr. Norkus concluded that there would be the same issue with regard to how the Commission is to apply the standards and asked the Commission Members if they had any questions. Chairperson Dalman also asked the Commission if they had any questions. Ms. Holland asked were any other landlords and owners on Lincoln Avenue questioned as to this special use. Mr. Norkus confirmed that a notice was sent to the property owners within 500 feet of the Galleria which included all of Lincoln Avenue. He then informed the Commission that they have received no written response on this application. Mr. Bradley asked what is the vacancy and how long for that building. Mr. Norkus responded that the subject space was vacant for an estimated 1 to 2 years. Ms. McCarthy asked what was there before. Mr. Norkus stated that Perry Homes was permitted as an architectural design firm which did retail sales as part of their approval. Chairperson Dalman asked if there were any other questions for Mr. Norkus. No additional questions were raised by the Commission at this time. She then stated that the applicant would now make their presentation and swore in those that would be speaking to this matter. Karen Arenson introduced herself to the Commission as the management broker at Coldwell Banker at 568 Lincoln Avenue and that the request is to consider and approve their petition to expand into the space which was vacated by Perry Homes. She stated that Coldwell Banker has been part of the community for 20 years. Ms. Arenson informed the Commission that they used to have two spaces on Lincoln Avenue, one in the overlay district and one which was not. She then stated that in 2012, they merged into the back space at the Galleria and commented that they love it there. Ms. Arenson stated that they love their neighbors and condominium neighbors and expressed a desire to move forward and take care of the space at Galleria which would be quiet and not a restaurant. She also stated that they work well with the neighbors including the real estate Agenda Packet P. 273

274 October 11, 2017 Page neighbors around them. Ms. Arenson then stated that as far as they consider themselves in terms of their role, she stated that there is a disjoint with real estate in general and that people see them as ambassadors to the Village and the North Shore. She stated that when people move here from the city and other suburbs, they are their first stop when they come to the Village. Ms. Arenson also stated that they are the biggest proponent of the lifestyles of the community and that they take their clients to restaurants and that they go to the doctors, dentists, etc. and retail across the street. She then stated that there is a great amount of street traffic into their office and estimated that they see 20 clients per week. Ms. Arenson informed the Commission that their agents live nearby and also provide street traffic. She added that they are active in the community and give back in terms of children fairs, horse carriages, etc. and that they have been involved on the Chamber of Commerce for years contributing back to retail in favor of the retail district. Ms. Arenson went on to state that as far as the proposed expansion, they would not be adding additional personnel and noted that one person has left since the petition was filed. She also stated that there is current parking underground and that they have three parking spots and have five full time personnel. Ms. Arenson then stated that if they get the additional front space, they would have two more additional underground parking spots and that all of their employees use off-street parking and that there would be no additional agents added. Ms. Arenson then stated that in terms of the visual impact, they already have a blade sign and that there would be no additional signage. She then stated that they have seen Hoffman put up a sign in their window and that their signage would be no bigger than theirs. Ms. Arenson noted that it would be a frosted Coldwell Banker sign and that they would be taking away the lit sign in the back. She described Perry Homes as having a beautiful space and that they would be leaving the fireplace and living room façade. Ms. Arenson informed the Commission that they would not be putting in desks in the front except for the reception desk and that they would be putting in a conference room. She stated that they would use the space in a similar manner and that it is their hope to entertain the community with events to bring people in the back area. Ms. Arenson reiterated that there would be minimal signage and that there would be no hanging signs in the front window. She concluded by stating that they aspire to continue to provide the Village support and would work with the neighbors and be the best ambassadors of all they have to offer in Winnetka. Chairperson Dalman asked if there were any questions. Ms. Johnson stated that in 2010, they received approval and did not move forward. Ms. Arenson referred to the crash and financial constraints. Ms. Holland informed the Commission that there was another reason why Coldwell Banker did not move forward. She then stated that when the Village crafted the special use permit, Coldwell Banker had to indemnify the Village if the Village was sued by the owner s of the then Coldwell Banker space on Lincoln Avenue. Ms. Holland stated that O Rourke agreed to indemnify Winnetka while Coldwell Banker National did not. Ms. Arenson agreed that is correct. Ms. Holland stated that is why she asked if the landlords on Lincoln Avenue were notified. She Agenda Packet P. 274

275 October 11, 2017 Page stated that in 2010, people were up in arms about a real estate office and that this would be the exact same space on the other side of the courtyard. Ms. Johnson stated that she was on the ZBA and was a liaison to the Commission then. She referred to Coldwell Banker s landlord and that it was the space to the south that was threatening to sue. Ms. Arenson informed the Commission that she was in the other building and was not involved then. She also stated that Coldwell Banker moved into the former Merrill Lynch space back there and then they moved. Ms. Arenson stated that the 2010 proposal was to move forward from that. Ms. McCarthy questioned whether the issue was relevant regarding the lawsuit. Ms. Holland stated that the Commission concern at that time was that one of the major reasons was that Coldwell wanted to move and that they did not need more space. She referred to the internet and digital world taking over the real estate industry. She wondered why in the digital world did they need more space. Ms. Arenson responded that it is because in the digital world, in person communication among real estate agents is more important than ever. She informed the Commission that they come in and use the community computers and like the ability to be together. Ms. Arenson noted that the computers are filled every day for collaboration and communication. Ms. Arenson also informed the Commission that they buy 10 parking passes for the employees. Ms. McCarthy asked Ms. Arenson if they have sales meetings. Ms. Arenson responded on Monday morning before the retail overlay district opens, they have one hour meetings sometimes until 10:15 or 10:30 a.m. She noted that their staff uses underground parking. Ms. Johnson referred to the beauty lash space which is the same size they are seeking now. Mr. Norkus stated that he is not certain about the size of the beauty lash space but that it appears smaller than the subject space. Ms. Arenson agreed that it is slightly smaller. Chairperson Dalman stated that she is confused and that the application materials indicate that they would have a staff increase which is the reason for the need for the additional space. She asked Ms. Arenson if they are saying that the amount of employees is flat and that there would be no additional employees. Ms. Arenson responded that they thought there might be one additional person but there is not going to be. She noted that they put in the application three months ago and that their staffing has changed since then. Chairperson Dalman stated that she is curious and that the request seemed to be going against the trend for brokerage reducing its footprint. She asked if it is partly that the agents do not have their own computers. Ms. Arenson stated that there are lots of trends now. She stated that they still have clients face- Agenda Packet P. 275

276 October 11, 2017 Page to-face and that they are also handling checks and walk ins. Ms. Arenson then stated that with regard to the pendulum swing, it used to be very digital and remote and now agents more and more want to be to back together again which is why they want community events in the area. Ms. Arenson also stated that Conlon discussed having gatherings in the space and that they would use the same concept as them. She informed the Commission that there would be informative seminars in the evening. Ms. Arenson then stated that the agents like the sense of community in the office and referred to the pendulum which has swung back to the center and that the agents like to be in the office. She added that with regard to pre-mls listings, they are able find out about them before they are put on the MLS. She stated that the trend of the constant pendulum is flying against the face of what it was 4 or 5 years ago. Chairperson Dalman stated that they appreciated their presence in Winnetka and what they do for the community. She stated that the challenge is that they have the overlay district and that based on what Ms. Arenson is saying, there would only be 20 clients [per week] and no traffic other than employees. Ms. Arenson informed the Commission that there would be agents in and out of the office daily and that the average is 12 per day except for Monday. She then assured the Commission that they come in and out and grab lunch with their clients. Ms. Arenson stated that you can see that there is a lot of foot traffic if you watch their doors. Ms. Johnson stated that if the request is approved by the Village Council, she asked if they planned to do what the brokerage firm at Elm and Chestnut has done with the windows having pictures of the homes they are listing. Ms. Arenson confirmed that they will not do that. She then stated that the signage would be white frosted and that there would be no signs of homes in the windows. Ms. Arenson also stated that there would be no agent desks in the front windows and that it will be open space where you can see the receptionist and couch, two chairs and two staff members in the back. She informed the Commission that the window be half frosted and that there would be a conference room as well and a table there. Ms. Arenson stated that you would see people and the décor. Ms. Holland stated that in connection with the existing 8,000 square feet, they would be adding 1,339 square feet which would make it close to 10,000 square feet. She stated that with regard to Lincoln Avenue, she is there daily trying to find parking. Ms. Holland then questioned whether they have talked to the tenants who say that is because of the real estate offices. She stated that coupled with what would be happening south of them across Elm for the next 2 to 3 years, there would be hundreds of people coming to the area for a number of reasons and that she doubted that the contractors would hold everything on their site. Ms. Holland then stated that these are public parking spaces and that density and the parking problem will be overwhelming. She stated that she cannot vote in favor of the request for that reason and added that now as a resident, you cannot find a parking space. Ms. Arenson stated that she appreciated the frustration with parking and that it would be no different than what they have in taking one more person off of the street. She reiterated that they buy passes for all of their agents and that a majority of them come in the back door from the parking lot. Ms. Arenson also stated that they go to the shops which is what they want and that Agenda Packet P. 276

277 October 11, 2017 Page they want the density to feed the retailers. She then stated that they do not want density because people cannot park. Ms. Holland described that as a particularly serious problem. She then stated that she applauded the Village which refurbished the parking lot nearby. Ms. Holland also stated that they have the Community House, commuter parking and employee parking and described the situation as a constant battle. She added that the nursery school is also there. Ms. Holland then stated that as a resident and given what would happen south on Elm, she would not vote in favor even though they do a great job. Mr. Thomas stated that Mr. Saunders says that the application anticipated the staff and levels would have no adverse impact on parking or traffic. He then stated that as Ms. Holland points out, there is already a parking issue in the area and that with One Winnetka, it would be an even bigger problem for the whole area. Mr. Thomas then suggested that the Village think hard about the expansion of the garage parking now so that in 5 years, there would be no problem on Elm. Chairperson Dalman asked if there were any other questions for the applicant. Ms. Case referred to when Ms. Arenson is no longer the head of this office who stated that she would not put up signage of homes and that someone who is her successor may have a different view and plaster homes in the windows. Ms. Arenson informed the Commission that as far as history has indicated, they have had the space at 552 Lincoln and 586 Lincoln and when both were theirs, they have never had signs of homes in the windows. She added that it is not done in their offices in other communities either. Chairperson Dalman asked if there were any other questions. No additional questions were raised by the Commission at this time. She then asked if there were any questions from the audience. No questions were raised by the audience at this time. Chairperson Dalman stated that they would now close the public hearing portion of the meeting and open the matter for discussion by the Commission. Ms. McCarthy stated that she had a question for the Commission or Mr. Norkus and asked is there another viable alternative rather than a real estate office. She stated that is the issue and that if they do not want Coldwell Banker, then who. Ms. McCarthy also asked would this space be available to others who would want it as retail. Ms. Johnson stated that down the street in the other courtyard building, there is now a diet store where there is very little foot traffic. She noted that they did not need a special use permit since they sell diet products. Ms. Johnson then stated that the store on the flip side of the courtyard did need a special use permit since it is a rehab place with physical therapy in the window. She informed the Commission that at the hearing stage, they were told that the physical therapy would be in private rooms and that is not the case. Ms. Johnson stated that is further in the overlay district. She then stated that it is difficult and that they know that each space is unique. Ms. Johnson stated that space was approved a few years ago and commented that this is a more attractive space although it is not retail and referred to if a retail tenant would have moved in. Agenda Packet P. 277

278 October 11, 2017 Page She also stated that Jack Perry Homes did not need a special use. Ms. Johnson then referred to the way in which the Village classifies a special use and retail uses, she questioned whether a beauty lash establishment is considered a traditional retail use. Ms. Johnson added that she did not see Jack Perry Homes generating a lot of foot traffic and they did not need a special use. She concluded by stating that she would be in favor of the recommendation but that she could be persuaded otherwise. Chairperson Dalman asked if there were any other comments. Ms. Orsic informed the Commission that she worked and Coldwell Banker does a lot of personal services in that area. She stated that they bring a bustle of activity in and out and that she did not think that the proposed expansion would require additional parking. Ms. Orsic commented that she would prefer to have retail and that is a stretch and that it seemed that there is personal service already, which did not add to the parking problem. Mr. Golan asked has the Village done a study of how they are using all of the these parking spots. He stated that he did not see anyone in any of the stores and asked who is using all of the parking. Mr. Norkus stated that the Village studied parking in a global sense for East and West Elm but did not look at specific stretches to determine who the users were. He informed the Commission that they looked at the percentage of parking occupied during a peak period and noted that East Elm is the highest use in terms of parking on the street compared to West Elm. Mr. Golan stated that it would be useful to know who is using the parking spots since the realtors are saying that it is not them yet the parking spots are all full. He asked what can they do to improve the situation and added that in Hubbard Woods, parking is not used much. Ms. Holland stated that the police are there and that it was complained that customers cannot get into the stores. She stated that the police enforce 90 minute parking limitations by license plates and that tickets are given. Mr. Thomas stated that in the middle of the day, restaurants take up a lot of parking. Mr. Bradley stated that to comment on parking, he finds that it is hard to park there as well. He then stated that they cannot hold a landlord hostage and say that they cannot lease their space at all. Mr. Bradley then referred to the One Winnetka offer to add more parking spots then was preliminarily approved, and that it may have been a mistake in hindsight not to approve the additional parking. He stated that although he is somewhat concerned about the request, he would be in favor of this request and referred to the conversation on the previous application and asked what is the difference between this and the previous application. Ms. Orsic stated that she had the same conflict and that one would have less foot traffic once all of the units are sold whereas a real estate office would have employees in and out permanently. She stated that there is going to be foot traffic and they would be using the surrounding businesses. Mr. Bradley stated that he did not know what the rules are on a high level and reiterated that he Agenda Packet P. 278

279 October 11, 2017 Page would vote in favor although he struggled with that piece. Mr. Coladarci stated that the difference for this one is that they would be replacing an architect s office which did not generate a huge amount of foot traffic. He stated that this request would be giving them a presence on the street. Mr. Coladarci then stated that One Winnetka is saying that they only have so many places to sell and that the model aspect of One Winnetka would disappear in 5 years and they would be down to having an office with one or two people. Mr. Coladarci stated that for this place, there is going to be people, but that there would be no change in the number of agents with there still being a Monday meeting problem whether they extend to the street or not. He concluded by stating that he would rather see a store selling retail. Mr. Bradley stated that the agents shop and then eat and that it is the other way now. He also stated granted, people would shop at the stores. Mr. Coladarci stated that each case is a new case and the factors are different. He stated that even though they look the same on the face, there is enough of a difference and that they can be consistent enough if they rule differently. Chairperson Dalman stated that she is struggling with the request and that the applicant already has a special use permit and that they would be taking additional space. She then stated that that they already have foot traffic and that they would be granting this additional special use. Ms. Arenson confirmed that they do not already have a special use permit. Chairperson Dalman then stated that it is already an existing use and that they would not be intensifying the use and that the foot traffic is already there. She then referred to it being in a different category of taking 1,300 square feet of retail and not bringing more employees in or intensifying the use. Ms. Holland stated that the other issue is that if the request is approved, that from the inception on the west side of Lincoln every use to the jewelry store will be a special use. She stated that they also have a real estate office on the south side of The Galleria and referred to the vote to put in a physician's office on the north side and that next to that is Mr. Weaver which has been empty for 15 years and then a bank. Ms. Holland stated that the Weaver building is at the end of the overlay district and is not in the overlay district. She stated that this would be a tremendous disservice and that the retailers on the west side could use another retailer to anchor that 1,300 square feet. Ms. Holland described it as a bad planning decision and that it would not be good for retail. She stated that these retail spaces do not rent overnight, especially since The Galleria represented newer construction and that the cost per square feet is much higher than it is across the street. She also stated that with regard to the elimination of retail found in Winnetka, that is the reason the overlay district was created in the late 1980 s. Ms. Holland added that when real estate goes in, it does not go out and that it will be there as a real estate office. She then stated that half of the west side of the street is non-retail. Ms. Johnson stated that the pediatric doctor was a special use and asked what is the reason to recommend approval for that. Ms. Case indicated that it may have been an expansion of an existing business. Agenda Packet P. 279

280 October 11, 2017 Page Mr. Golan stated that they cannot penalize Coldwell Banker because of a decision made in the past and described this as the last little island of the overlay district. He stated that they have made serial decisions over the years and that this is the last spot. Mr. Golan added that the other side of the street is vibrant. Ms. Holland stated that she talked to three different stores on the east side and described it as bad planning from a retail aspect. Mr. Bradley referred to retail just moving to the south and that there would be 34,000 square feet of retail coming in. Ms. Holland stated that One Winnetka may want Illinois Bone and Joint and that we cannot predict that. Mr. Thomas stated that they are going in circles again. Chairperson Dalman asked if there were any other additional comments and stated that she is concerned that finding no. 7 of the 11 findings is challenged to be met. She then stated that to her, if this expansion is allowing additional foot traffic, they are not saying that with the revised information. Chairperson Dalman stated that she is troubled with the compliance with criteria no. 7 and that she cannot support the request for that reason. She then asked the Commission if they are prepared to move forward with a motion or additional discussion. Mr. Golan stated that finding no. 4 was talked about the most and that there is a lot of congestion there now. Chairperson Dalman stated that the problem with that is that the Village Engineer indicated that there would be no issue. Mr. Norkus stated that part of that might have been drawing conclusions specific to increment to the current conditions. Mr. Thomas stated that the Village Engineer said it would not be a problem and that he would tend to say since he wrote the report that he believes there would not be traffic issues and that he is the expert and he would buy what he says. Chairperson Dalman stated that Mr. Norkus point is well taken and that they are to evaluate the increment of additional employees. She noted that the existing use is not going away and that they are not intensifying the use. Chairperson Dalman indicated that they may add staff in the future. She then asked if there were other concerns on any specific criteria. No additional comments were made by the Commission at this time. Chairperson Dalman then stated that the Commission would proceed with a motion and that it sounded like there is division. She then asked if there is some support for the recommendation of approval of the special use permit for this additional space which would be a motion in the affirmative. Mr. Golan stated that they see a lot of special use permits for real estate offices. He stated that if they approved them all, he asked if there has been one which was not approved. Mr. Golan then stated that if this is not viable for the reasons that Ms. Holland mentioned, for consistency, they Agenda Packet P. 280

281 October 11, 2017 Page should come up with good reasons why they are approving it. Chairperson Dalman stated that she agreed with Mr. Golan's comments. She stated that there is a sense that a majority of the Commission Members feel they could support the recommendation of approval of a special use. Chairperson Dalman then stated that if there are others who have concerns, to provide the basis for those concerns. Ms. Holland informed the Commission that there have been applications which were denied and referred in particular to Jean Wright on Chestnut who asked to have a small conference room added to the back. She also stated Conlon Realty went into where Continental Realty was. Mr. Golan stated that they approved Sotheby's. Ms. Holland then stated that there have been other requests for spaces not in the overlay district and referred to the Grand Foods lot which is 100 feet back from the sidewalk and that is not in the overlay district. She also stated that there are exceptions and referred to how Coldwell Banker moved to the rear of The Galleria because it was more than 100 feet back and that now it is 50 feet back since the ordinance was changed to allowed more flexibility. Ms. Holland described the sidewalk as crucial for shoppers which is why she was opposed to the parking lot next to Mrs. Greens. Chairperson Dalman stated that given the late hour, it sounds like the best thing to do is to present a motion in the affirmative and see how it goes. She stated that she is seeking a motion for the approval of the findings of the Commission regarding Coldwell Banker's application for a special use permit for the location at 564 Lincoln to allow a proposed sales center and management office to be located in the C2 commercial overlay district and that it is consistent with the 11 standards of Chapter of the zoning ordinance. A motion was made by Mr. Thomas and seconded by Mr. Golan. Ms. Orsic stated that she is new here and noted that she worked and did not know if that is relevant or perceived as a conflict. Mr. Schoon stated that it would be an issue if she had a financial interest and asked Ms. Orsic if she is disclosing that she is a realtor. Ms. Orsic confirmed that is correct. Ms. McCarthy stated that she is not in favor. Chairperson Dalman also stated that she is not in favor. A vote was taken and the motion passed, 6 to 4. AYES: Coladarci, Golan, Hulsizer, Johnson, Orsic, Thomas NAYS: Case, Dalman, Holland, McCarthy Findings of the Winnetka Plan Commission Coldwell Banker Real Estate Agenda Packet P. 281

282 October 11, 2017 Page Lincoln Avenue Special Use Permit After considering the application and testimony, the Plan Commission makes its findings as follows: That the proposed real estate office to be located within the C2 Commercial (Retail) Overlay District is consistent with the eleven (11) standards of Chapter of the Zoning Ordinance, as outlined below: 1. The establishment, maintenance, and operation of the Special Use will not be detrimental to or endanger the public health, safety, comfort, morals, or general welfare; 2. The Special Use will not be substantially injurious to the use and enjoyment of other property in the immediate vicinity which are permitted by right in the district or districts of concern, nor substantially diminish or impair property values in the immediate vicinity; 3. The establishment of Special Use will not impede the normal and orderly development or improvement of other property in the immediate vicinity for uses permitted by right in the district or districts of concern; 4. Adequate measures have been or will be taken to provide ingress and egress in a manner which minimize pedestrian and vehicular traffic congestion in the public ways; 5. Adequate parking, utilities, access roads, drainage, and other facilities necessary to the operation of the Special Use exists or are to be provided; 6. The Special Use in all other respects conforms to the applicable regulations of this and other village ordinances and codes; 7. The proposed special use at the proposed location will encourage, facilitate and enhance the continuity, concentration, and pedestrian nature of the area in a manner similar to that of retail uses of a comparison shopping nature; 8. Proposed street frontages providing access to or visibility for one or more special uses shall provide for a minimum interruption in the existing and potential continuity and concentration of retail uses of a comparison shopping nature; 9. The proposed special use at the proposed location will provide for display windows, facades, signage and lighting similar in nature and compatible with that provided by retail uses of a comparison shopping nature; 10. If a project or building has, proposes or contemplates a mix of retail, office and servicetype uses, and the retail portions of the project or building shall be located adjacent to the sidewalk. The minimum frontage for each retail use adjacent to the sidewalk shall be Agenda Packet P. 282

283 October 11, 2017 Page twenty (20) feet with a minimum gross floor area of four hundred (400) square feet. In addition, such retail space shall be devoted to active retail merchandising which maintains typical and customary hours of operation; 11. The proposed location and operation of the proposed special use shall not significantly diminish the availability of parking for district clientele wishing to patronize existing retail businesses of a comparison shopping nature. RESOLUTION NOW THEREFORE BE IT RESOLVED that the Winnetka Plan Commission finds that the proposed Special Use Permit application for the property at 564 Lincoln Avenue is consistent with the standards for Special Use Permits. Passed by a vote of six in favor and four opposed. *** Agenda Packet P. 283

284 Print ORDINANCE NO. M Village of Winnetka, IL Ordinances and Resolutions AN ORDINANCE GRANTING A SPECIAL USE PERMIT FOR A REAL ESTATE OFFICE WITHIN THE C-2 OVERLAY DISTRICT (572 Lincoln Avenue) WHEREAS, the Village of Winnetka is a home rule municipality in accordance with Article VII, Section 6 of the Constitution of the State of Illinois of 1970, pursuant to which it has the authority, except as limited by said Section 6 of Article VII, to exercise any power and perform any function pertaining to the government and affairs of the Village; and WHEREAS, the Council of the Village of Winnetka ( Village Council ) find that establishing standards for the use and development of lands and buildings within the Village and establishing and applying criteria for variations from those standards are matters pertaining to the affairs of the Village; and WHEREAS, Anitfield Finance Company, LLC, is the owner of the following described real estate (the Subject Property ), which is commonly known as Lincoln Avenue: Lot 1 in Cummins Winnetka Galleria Consolidation, being a subdivision of Lot 6 in Lewis D. Webster s Resubdivision of Block 11 (except the North 75 feet thereof), also part of Lot 11 and 12 in Block 12 in Park Addition to Winnetka Subdivision by William H. Cairnduff, also part of Lot 15 in Block 13 in Winnetka Park Bluffs, all in Section 20, Township 42, Range 13 East of the Third Principal Meridian, according to the plat of said Cummins Winnetka Galleria Consolidation recorded January 27, 1999 as Document Number , in Cook County, Illinois; and WHEREAS, the Subject Property is located in the East Elm business district, on the west side of Lincoln Avenue between Elm Street and Pine Street, in the C-2 Retail Overlay Zoning District provided for in Chapter of the Winnetka Zoning Ordinance, Title 17 of the Winnetka Village Code; and WHEREAS, the Subject Property backs up to a public walkway that runs due northwest, parallel to the Union Pacific Railroad right-of-way; and WHEREAS, the Subject Property is improved with a 2½-story, mixed use building that was constructed in 1999; and WHEREAS, the building on the Subject Property is designed with a center courtyard that is approximately 28 feet wide and 55 feet deep, with retail space on the north and south sides of the courtyard and an elevator lobby in the center of the west end of the courtyard that provides access to lower level space, to residential condominiums on the second and third floors, to office space at the rear of the building and to the public walkway and Lincoln Avenue Parking Lot; and WHEREAS, the two portions of the building to the north and south sides of the courtyard each have (i) a total of 50 feet of street exposure directly on Lincoln Avenue, and (ii) display windows that extend approximately 55 feet, from the Lincoln Avenue street frontage to the elevator lobby; and WHEREAS, pursuant to Section (B) of the Winnetka Zoning Ordinance, Title 17 of the Winnetka Village Code, certain uses are permitted only as special uses in the C-2 Overlay Zoning District when they are located within 50 feet of a public street; and WHEREAS, uses that are permitted as special uses in the C-2 Overlay District are enumerated in Chapter of the Winnetka Zoning Ordinance; and WHEREAS, on May 8, 2009, the Subject Property s owner, Anitfield Finance Company, LLC ( Anitfield ), and a proposed tenant, Coldwell Banker Residential Real Estate, LLC ( Coldwell Banker ) Agenda Packet P. 284

285 (collectively, the Applicants ), jointly filed an application for a special use permit pursuant to Section (B)(2) of the Winnetka Zoning Ordinance, to allow a real estate sales office to occupy the entire space on the north side of the courtyard; and WHEREAS, the stated purpose of the proposed special use is to allow Coldwell Banker to consolidate its two Winnetka offices into a single location; and WHEREAS, both of the Coldwell Banker offices are located on the same block as the Subject Property, with the office identified as Coldwell Banker South being at 552 Lincoln Avenue, within the C-2 Retail Overlay District, and the office identified as Coldwell Banker North being at 586 Lincoln Avenue, outside of the C-2 retail Overlay District; and WHEREAS, on May 27, 2009, on due notice thereof, the Plan Commission convened to consider the requested special use, at which time the eleven members of the Plan Commission then present, by a vote of seven to four, found the proposed special use to be consistent with the Comprehensive Plan and recommended that it be approved; and WHEREAS, on June 8, 2009, on due notice thereof, the Zoning Board of Appeals held a public hearing to consider the special use permit and the five members then present, by a vote of three to two, voted to recommend against approval of the request; and WHEREAS, prior to having their request presented to the Village Council the Applicants requested that the case be remanded to the Zoning Board of Appeals and Plan Commission in order to provide additional testimony; and WHEREAS, on August 26, 2009, on due notice thereof, the Plan Commission reconvened and, after vacating its earlier findings and recommendation, reopened the record and received further information from the Applicants; and WHEREAS, after receiving the Applicants additional information, hearing comment and arguments for and against the requested special use, the eight members of the Plan Commission then present, by a vote of seven to one, fount that the proposed special use permit is not consistent with the Comprehensive Plan and recommended against approval; and WHEREAS, following several continuance requests from the Applicants, the Zoning Board, on November 9, 2009, vacated its earlier findings and recommendation, reopened the record and received further evidence and arguments from the Applicants; and WHEREAS, after receiving the Applicants additional evidence, hearing comment and arguments for and against the requested special use, the six members of the Zoning Board of Appeals then present, by a vote of three to three, failed to recommend approval of the requested special use permit; and WHEREAS, in the absence of favorable recommendations from the Zoning Board of Appeals and the Plan Commission, the application for special use was placed on the Village Council s December 16, 2010, regular meeting agenda for consideration and policy direction; and WHEREAS, at the end of the Village Council s discussion on December 16, 2010, the matter was laid on the table to allow the Applicants an opportunity to modify their plans in response to concerns expressed by the Village Council; and WHEREAS, on February 16, 2010, at the request of the Applicants, the matter was again placed on the Village Council s agenda for consideration and policy direction, at which time the Applicants presented two modified plans: (i) a plan identified as Exhibit 1, which divides the space on the north side of the courtyard into a 553-square foot retail space at the courtyard, with windows along Lincoln Avenue and the courtyard, with the remaining 4,238 square feet being designated as office space for Coldwell Banker; and (ii) a plan identified as Exhibit 2, which provides for 551 square feet of retail space at the north end of the building, along Lincoln Avenue, with the remaining 4,240 square feet, located at the corner of the courtyard Agenda Packet P. 285

286 and behind the retail space, with windows along Lincoln Avenue and the entire depth of the courtyard, being designated as space for Coldwell Banker; and WHEREAS, the separate proceedings before the Zoning Board of Appeals and the Plan Commission both included questioning of the applicant by members of the Zoning Board of Appeals and the Plan Commission; and WHEREAS, the owners of the two properties where Coldwell Banker s offices are currently located, as well as the owner of the property directly to the north of the Subject Property, which is outside of the C-2 Retail Overlay District, have expressed their opposition to the proposed special use, while other neighboring businesses have expressed support for the requested special use; and WHEREAS, no other owners of property located within 250 feet of the Subject Property submitted any evidence or requested an opportunity to cross-examine witnesses at either the Zoning Board of Appeals hearing or the Plan Commission meeting; and WHEREAS, the proceedings of the Zoning Board of Appeals and Plan Commission conformed with all requirements of their procedural rules, the Winnetka Village Code and applicable statutes of the State of Illinois; and WHEREAS, the record contains citizen comments both favoring and opposing the proposed special use, and the Village Council has similarly received mixed comments on the request; and WHEREAS, on March 2, 2010, the Village Council received letters purporting to be signed by the owners of eight parcels of property within 250 feet of the Subject Property, objecting to theproposed special use; and WHEREAS, the letters of protest were not signed or acknowledged in front of a notary public and the Council gave the eight owners until March 8, 2010, to submit notarized letters of objection and gave the applicants until March 11, 2010 to submit a response to the protests; and WHEREAS, on Monday, March 8, 2010, the same eight persons resubmitted letters of protest, each bearing the signature and stamped seal of a notary public; and WHEREAS, only one of the resubmitted letters contain a statement of the notary, as required by the Illinois Notary Public Act stating the date the letter was signed and that the letter was signed or acknowledged in front of the notary; and WHEREAS, the applicants have submitted a response asserting that some of the eight signatures are not the signatures of the actual owners of record and that the number of letters submitted is less than 20% of the property owners within 250 feet of the Subject Property; and WHEREAS, it is unnecessary to determine (i) how many of the signatures are signatures of the actual owners and (ii) how many parcels of property are located within 250 feet of the Subject Property, because the letters of protest establish that there are at least eight owners of parcels of property within 250 feet of the Subject Property, and the single properly notarized letter is less than 20% of those owners; and WHEREAS, the Village Council has therefore not received written, acknowledged objections to the proposed special use from at least 20% of the property owners within 250 feet of the Subject Property; and WHEREAS, special uses granted pursuant to Section (B) are subject to the conditions and requirements set forth in Chapter of the Winnetka Zoning Ordinance and are further subject to the conditions and requirements pertaining to special uses set forth in Chapter of the Winnetka Zoning Ordinance; and WHEREAS, the portion of the building on the north side of the courtyard is at the edge of the C-2 Retail Overlay District; and Agenda Packet P. 286

287 WHEREAS, there is a total of approximately 5,500 square feet of retail space on the south side of the courtyard, which is currently divided into two spaces: (i) a 1,500-square foot space at the southernmost part of the building that is occupied by a jeweler and has its entrance and display windows directly on Lincoln Avenue, and (ii) 4,000 square feet of vacant retail space that is located adjacent to the courtyard and has entrances and windows both on Lincoln Avenue and on the south side of the courtyard; and WHEREAS, the vacant space on the south side of the courtyard has been occupied from time to time by retail uses and, after a salon and day spa vacated the space in 2005, was the subject of Ordinance M , which was passed on February 7, 2008, and granted a special use permit to allow that space on the south side of the courtyard to be reconfigured into three spaces: (i) a retail space directly on Lincoln Avenue at the south end of the building, in space commonly known as 552 Lincoln Avenue; (ii) a second retail space in the front 35-2/3 feet of the building, adjacent to 552 Lincoln Avenue, with frontage on Lincoln Avenue and the courtyard; and (iii) a medical office with space that extended approximately feet from the rear of the retail spaces to the rear building line; and WHEREAS, the second retail space and the medical offices permitted pursuant to Ordinance M have never been occupied and the special use granted pursuant to that Ordinance has expired; and WHEREAS, there is a total of approximately 5,210 square feet of retail space on the north side of the courtyard, with entrances and windows both along the 50-foot Lincoln Avenue frontage and on the north side of the courtyard; and WHEREAS, the space on the north side of the courtyard has been occupied from time to time by retail businesses, but is currently vacant; and WHEREAS, the proposed special use would allow Coldwell Banker South, a non-retail use that already exists within the C-2 Retail Overlay District pursuant to a special use permit, to move to the periphery of the C-2 Retail Overlay District; and WHEREAS, subject to the terms and conditions of this Ordinance, the proposed special use, as modified by the plans depicted in Exhibit 1 and considered by the Village Council on February 16, 2010, is consistent with the additional standards of Section (B)(2)(b) that apply to requests for office uses within the C-2 Retail Overlay District in that(i) it is being requested for an established business that will generate foot traffic through the courtyard and past the adjoining retail spaces throughout the business day, (ii) it will restore space that fronts on Lincoln Avenue to retail use, and (iii) it will shift the parking demand for Coldwell Banker s employees from the street in the core of the C-2 Retail Overlay District to off-street parking at the fringe of the commercial district, thereby increasing the availability of on-street parking for retail customers; and WHEREAS, Coldwell Banker South, the business for which the special use is being sought, already exists within the C-2 Retail Overlay and the Village Engineer has determined that the proposed relocation to the Subject Property will not have a substantial impact on traffic and parking; and WHEREAS, subject to the terms and conditions of this Ordinance, the proposed special use will neither endanger nor be detrimental to the public health, safety, comfort, morals or general welfare, in that relocating the existing Coldwell Banker South office at the fringe of the C-2 Retail Overlay will for a continuous line of retail uses from Elm Street to the courtyard of the Subject Property, while providing for compatible office uses; and WHEREAS, subject to the terms and conditions of this Ordinance, the proposed special use, as depicted in Exhibit 1, will not either substantially diminish or impair property values in the immediate vicinity, in that it maintains the retail appearance of the Subject Property (i) by providing for a 553-square foot retail space in a prime location, with windows at the corner of the courtyard, which maximizes visibility by making the retail space visible to pedestrians approaching from the north or viewing the Property from across the street, and by making the retail space easily visible to pedestrians walking north on Lincoln Avenue well before they reach the Subject Property, (ii) by shifting the Coldwell Banker street frontage to the very edge of the Agenda Packet P. 287

288 C-2 Retail overlay District, and (iii) by making the Coldwell Banker courtyard presence subordinate to the retail space; and WHEREAS, although only 14 feet and 2 inches of the retail space proposed in Exhibit 1 fronts on the public sidewalk of Lincoln Avenue, the space has an additional 34 feet and 3-1/2 inches of adjoining windows in the open, public courtyard, which is also adjacent to and directly accessible from the public sidewalk, and the retail space proposed in Exhibit 1 thereby meets the standard established by Section (B)(2)(b)(iv), which requires a minimum of 400 square feet of retail space and 20 feet of frontage adjacent to the sidewalk; and WHEREAS, subject to the terms and conditions of this Ordinance, the proposed special use will not be substantially injurious to the use and enjoyment of land in the immediate vicinity for uses permitted by right in the C-2 Retail Overlay Zoning District, because the proposed special use will facilitate the leasing of retail space at the building s street frontage, and the Coldwell Banker South real estate sales office has proven to be compatible with the other retail uses in the vicinity; and WHEREAS, subject to the terms and conditions of this Ordinance, adequate measures have been taken to provide ingress and egress in a manner that minimizes pedestrian and vehicular traffic congestion in the public ways, in that the front and rear exits of the building will be maintained, and the reconfigured space will continue to use the existing streets, sidewalks and access routes to the Subject Property; and WHEREAS, subject to the terms and conditions of this Ordinance, adequate parking, utilities, access roads, drainage and other facilities necessary for the operation of the special use already exist; and WHEREAS, because the proposed special use will not change the appearance of the immediate vicinity, it is consistent with the Winnetka 2020 objective to ensure that commercial, institutional, and residential development is appropriate to the character of and minimizes the adverse impact on its surrounding neighborhood; and WHEREAS, because of its minimal intensity and the pre-existing infrastructure, the proposed special use is consistent with the Winnetka 2020 objectives to: (a) limit commercial, institutional and residential development within the Village to minimize potentially adverse impacts on adjacent residential neighborhoods and to prevent the need for significant increases in infrastructure and other community resources; (b) ensure that development proposals minimize the potential adverse impact they might have on residential neighborhoods, including the impact on pedestrian character, on-site parking, traffic patterns, congestion, open space, storm water management and Village infrastructure;" and (c) "ensure that new development does not decrease the public parking supply, particularly on-street parking that supports retail use; and WHEREAS, the proposed special use is consistent with the Winnetka 2020 goal to provide for a wide range of office/service and retail commercial land uses and development within the existing business districts in the Corridor; and WHEREAS, based on all of the foregoing, and subject to the terms and conditions of this Ordinance, the proposed special use, as modified by the plans considered by the Village Council on February 16, 2010, satisfies both the general standards for special uses set forth in section (L) of the Winnetka Zoning Ordinance and the additional standards of Section (B)(2)(b) that apply to requests for office uses within the C-2 Retail Overlay District. NOW, THEREFORE, the Council of the Village of Winnetka do ordain as follows: SECTION 1: The foregoing recitals are hereby incorporated as the findings of the Council of the Village of Winnetka, as if fully set forth herein. SECTION 2: Pursuant to Section (B)(2) and Section of the Winnetka Zoning Ordinance, and subject to the terms and conditions hereinafter set forth, a special use is hereby granted to the Subject Property, commonly known as Lincoln Avenue, Winnetka, Illinois, and located in the Agenda Packet P. 288

289 C-2 General Retail Commercial Overlay Zoning District provided in Chapter of the Winnetka Zoning Ordinance, Title 17 of the Winnetka Village Code, to allow the space on the north side of the courtyard to be reconfigured with approximately 550 square feet of retail space adjacent to Lincoln Avenue and the remainder of the space being permitted for the relocated real estate sales office of Coldwell Banker Real Estate Services, LLC, all as depicted in the plans submitted by the applicant, in accordance with the plans and elevations submitted with the application, as modified by the depiction in Exhibit 1, as presented to the Village Council at the regular meeting on February 16, SECTION 3: The special use permit hereby granted is subject to the following conditions: A. The reconfigured office space on the north side of the courtyard (the Permitted Office Space ) shall be solely for the use of Coldwell Banker Real Estate Services, LLC as a real estate sales office. No other nonretail use, including another real estate sales office, shall be permitted in the Permitted Office Space without first obtaining a special use permit as provided in the Winnetka Zoning Ordinance, Title 17 of the Winnetka Village Code. B. The special use granted by this Ordinance is for the specific purpose of accommodating the relocation of Coldwell Bank South by moving it from its current location at 552 Lincoln Avenue to the periphery of the C-2 Overlay District. Notwithstanding the foregoing, the real estate sales office of Coldwell Banker North shall be entitled to consolidate its operations in the Permitted Office Space with Coldwell Banker South upon the expiration of the lease for the space currently occupied by Coldwell Banker North at 586 Lincoln Avenue. C. Coldwell Banker Real Estate Services, LLC, shall not be permitted to occupy any other space within the C-2 Retail Overlay District. Under no circumstances shall Coldwell Banker North be permitted to move into the Permitted Office Space before Coldwell Banker South or in place of Coldwell Banker South. D. If Coldwell Banker South renews its lease for the space it currently occupies at 552 Lincoln Avenue, or if it signs a lease for or relocates the Coldwell Banker South office to any other location in the Village, the special use granted pursuant to this Ordinance shall become null and void. E. Within 30 days after the effective date of this Ordinance, Anitfield shall sign and record a restrictive covenant, in a form acceptable to the Village Attorney, agreeing that the retail space created by the reconfiguration of the north side of the courtyard and the vacant space on the south side of the courtyard that lies within the C-2 Retail Overlay District shall be used only for uses permitted by the Winnetka Zoning Ordinance and that such space shall not be the subject of any building application, zoning application or advertising for the use of said space for any purpose other than a use permitted pursuant to Section (A) of the Winnetka Zoning Ordinance. F. Within 30 days after the effective date of this Ordinance, Anitfield and Coldwell Banker shall sign an agreement accepting the terms of a parking and parking enforcement plan, substantially in the form presented in the January 25, 2010, letter from Coldwell Banker submitted as Exhibit 5. The agreement shall be in a form acceptable to the Village Attorney and shall include provisions that: (i) reserve the Village s right to adopt ordinances establishing parking regulations, including without limitation, ordinances that impose other or more stringent parking regulations, that increase fines, or that modify parking enforcement methods; (ii) require the terms of the agreement to be incorporated into the lease between Anitfield and Coldwell banker; (iii) make compliance with the terms of the parking enforcement plan a condition of employment for all Coldwell Banker employees at the Permitted Office Space; and (iv) make compliance with the terms of the parking enforcement plan a condition of employment for all Coldwell Banker contracts with real estate agents who work from that site. G. Within 30 days after the effective date of this Ordinance, Anitfield and Coldwell Banker shall each sign an agreement, in a form acceptable to the Village Attorney, agreeing to hold harmless and indemnify the Village, its officers, agents and employees, against any lawsuit, loss, claim or damages, including attorneys fees, incurred by the Village, its officers or employees, arising in any way from claims made by the owners of the properties currently occupied by Coldwell Banker 552 and 586 Lincoln, arising from the Village s Agenda Packet P. 289

290 grant of the special use permit, or implementation thereof, pursuant to this Ordinance. The hold harmless agreement shall remain in effect for five years from the effective date of this Ordinance. H. Within 30 days after the effective date of this Ordinance, Anitfield and Coldwell Banker shall each sign an agreement, in a form acceptable to the Village Attorney, waiving any claims they may have against the Village arising from the Village s grant of the special use pursuant to this Ordinance. The waiver shall remain in effect for five years from the effective date of this Ordinance. I. No building permits shall be issued for the construction of the reconfigured space on the north side of the courtyard of the Subject Property unless and until Anitfield and Coldwell Banker have fully complied with subsections E, F, G and H of this Section 4 and have delivered duly executed and, where applicable, recorded copies of the required documents to the Village. J. The stipulations, conditions and restrictions set forth in the foregoing Section 3 of this Ordinance may be modified or revised from time to time by the Village Council following public notice and hearing, following the procedures specified in Section of the Winnetka Village Code for processing special use applications. K. In addition to the foregoing, the special use granted pursuant to this Ordinance shall be subject to expiration or termination as provided in Section (K) of the Winnetka Zoning Ordinance. SECTION 4 : This Ordinance is passed by the Council of the Village of Winnetka in the exercise of its home rule powers pursuant to Section 6 of Article VII of the Illinois Constitution of SECTION 5: This Ordinance shall take effect immediately upon its passage, approval and posting as provided by law. PASSED this 16 th day of March, 2010, pursuant to the following roll call vote: AYES: Trustees Rintz, Poor, Spinney and President Tucker NAYS: Trustees Pedian, Greable and Johnson ABSENT: None APPROVED this 16 th day of March, Signed: s/jessica B. Tucker Village President Countersigned: s/douglas G. Williams Village Clerk Introduced: March 2, 2010 Posted: March 3, 2010 Passed and Approved: March 16, 2010 Posted: March 18, 2010 Agenda Packet P. 290

291 ATTACHMENT E Agenda Packet P. 291

292 Agenda Packet P. 292

293 Agenda Packet P. 293

294 Agenda Packet P. 294

295 Agenda Packet P. 295

296 Agenda Packet P. 296

297 Agenda Packet P. 297