Township Council Meeting — Packet

has been made against it, give written notice thereof to the SUBRECIPIENT along with full and complete particulars of the claim. If any action or administrative proceeding is brought against the STATE or any of its agents, servants, and employees, the STATE shall expeditiously forward or have forwarded to the SUBRECIPIENT every demand, complaint, notice, summons, pleading, or other process received by the STATE or its representatives. It is expressly agreed and understood that any approval by the STATE of the services provided by the SUBRECIPIENT pursuant to this contract will not relieve the SUBRECIPIENT of the obligation to comply with the Act and to defend, indemnify, protect, and save harmless the STATE pursuant to this paragraph. It is further agreed and understood that the STATE assumes no obligation to indemnify or save harmless the SUBRECIPIENT, its agents, servants, employees and sub consultants for any claim which may arise out of their performance of this Agreement. Furthermore, the SUBRECIPIENT expressly understands and agrees that the provisions of this indemnification clause shall in no way limit the SUBRECIPIENT’S obligations assumed in this Agreement, nor shall they be construed to relieve the SUBRECIPIENT from any liability, nor preclude the STATE from taking any other actions available to it under any other provisions of this Agreement or otherwise at law. 31

19-26 January 20, 2026 RESOLUTION OF THE TOWNSHIP COUNCIL OF THE TOWNSHIP OF WEST ORANGE, COUNTY OF ESSEX, STATE OF NEW JERSEY AUTHORIZING THE MAYOR AND CLERK TO EXECUTE A FERAL AID AGREEMENT WITH THE NJDOT WHEREAS, the Federal Highway Administration (FHWA) authorized funding up to an. amount of $387,047.59 for preliminary Engineering Activities for the FY 2024 Safe Routes to Schools (SRTS) Project and; WHEREAS, the authorization was based on the scope of work and budget agreed upon by the Township of West Orange and the NJDOT Division of Local Aid; and WHEREAS, the scope of work in this authorization includes Preliminary Engineering (PE) Activities, and Final Design Activities will be authorized once PE activities have been completed; and WHEREAS, it is necessary for the Township to enter a design contract between the Township of West Orange and STV Incorporated for the Preliminary Engineering (PE) Activities; and WHEREAS, work cannot begin until this funding agreement is executed by the NJDOT. NOW THERFORE BE IT RESOLVED, by the Township Council of the Township of West Orange that the Mayor and Clerk are authorized to execute the attached Federal Aid agreement. BE IT FURTHER RESOLVED, that the Clerk is hereby directed to return four (4) original signed sealed copies of the attached agreement along with three (3) signed/sealed Resolutions for execution by the Department of Transportation. BE IT FURTHER RESOLVED, that the NJDOT will receive an initial billing (payment voucher) from the Township for the design project no later than 3 months after the NJDOT has concurred in the award of the construction contract, and will receive subsequent billings in accordance with the terms of the agreement.

I, Karen J. Carnevale, Township Clerk, of the Township of West Orange, in the County of Essex, do hereby certify that the foregoing Resolution was presented and duly adopted by the Township Council at a meeting of the Township of West Orange held on January 20, 2026. Aa Lheriger san Scarpa, Couneil President unicipal Clerk Adopted: January 20, 2026

129-26 RIDER TO STV INCORPORATED CONTRACT 1. This Rider is an addendum to the Professional Services Agreement (“Agreement”). The Rider shall control. All other provisions of the Agreement shall remain in full force and effect. In the event of any conflict between the terms contained in the Agreement and this Rider shall be resolved in favor this Rider. 2. Paragraph 6.1 of the Agreement is hereby deleted and replaced. There is no limitation to sue placed on the Client. This Agreement and any disputes arising under this Agreement or the performance of the services described therein shall be construed in accordance with the laws of the State of New Jersey without regard to conflict of law principles. The parties consent to the personal and subject matter jurisdiction of the Superior Court of New Jersey, Essex Vicinage for resolution of any and all claims arising out of or in connection with this Contract. The parties waive any right to a jury as to any and all issues. 3. STV will comply with and complete any documents, including pay to play disclosures, and provide same to Client prior to work beginning. 4. Payment/Work Schedule Project must be complete in its entirety within 12 months of the date of the execution of this agreement at which time Client will pay STV in accordance with NJDOT regulations and/or requirements. During that year however, STV may submit invoices for services already rendered and billed proportionately and in accordance with Exhibit B (“Compensation Schedule”) to the Bid Proposal submitted by STV in or around October 2025. 5. Article 4 of the Agreement, “Indemnity, Liability and Insurance” is deleted and replaced with the following. INDEMNIFICATION STV shall defend, indemnify and hold harmless the Client, its agents, servants and administrators from and against any and all claims or actions at law, whether for personal injury, property damage or any other liability associated with the execution of the Agreement and the procurement of STV’s services associated with the same, including any costs of defense incurred by the Township and any payment, recoveries and judgment against the Township, which arise from any actions or omissions, its agents or employees in execution of the work and/or duties to be performed under the contract. STV shall indemnify and hold harmless the Client for any claims arising from the procurement process

its agents or employees in execution of the work and/or duties to be performed under the contract. STV shall indemnify and hold harmless the Client for any claims arising from the procurement process pursuant to the Local Public Contract Law N.J.S.A. 40A:11-1 et seq. and or the pay to play laws N.J.S.A. 19:44A-1 et seq. INSURANCE

Throughout the life of this Contract, the Construction Contractor shall pay for and maintain in full force and effect with an insurance company(s) (Company) approved by the New Jersey Department of Banking & Insurance to do business in the State of New Jersey and rated not less than “A- VIII” in Best Insurance Key Rating Guide, the following policies of insurance: REQUIRED COVERAGES - the following may be provided through a combination of primary and excess policies in order to meet the minimum limits set forth below: Workers’ Compensation: Provided in the State of New Jersey and elsewhere as may be required and shall include: a) Workers’ Compensation Coverage: Statutory Requirements Where applicable, if the Construction Contractor is lending or leasing its employees to the Township for the work under this contract (e.g. crane rental with operator), it is the Construction Contractor’s responsibility to provide the Workers Compensation and Employer’s Liability coverage and to have their policy endorsed with the proper Alternate Employer Endorsement. b) Commercial General Liability: STV shall secure and maintain such insurance from insurance company authorized to write casualty insurance in the State as will protect himself, his subcontractors, and the Client from claims for bodily injury, death or property damage which may arise from operations under this Contract. STV shall not commence work under this Contract until he has obtained all insurance required under this section and until he has filed a certificate of insurance with the Client. Each insurance policy shall contain a clause providing that it shall not be canceled by the insurance company without ten (10) days written notice to the Client of intention to cancel. An endorsement showing the Township of West Orange to be additionally insured shall be included in all policies as follows: "The Township of West Orange, its officers, agents, servants, and employees, as their interest may appear, are covered by this policy". The amounts of such insurance shall not be less than the following: c) a) Injury or death $1,000,000 per occurrence/ $2,000,000 aggregate b) Property Damage $250,000 per occurrence/ $500,000 aggregate Equal to Bid Price c) Fire and Extended Coverage Automobile Liability: When autos are used in conjunction with contracts/agreements with Township, entity’s coverage must

currence/ $500,000 aggregate Equal to Bid Price c) Fire and Extended Coverage Automobile Liability: When autos are used in conjunction with contracts/agreements with Township, entity’s coverage must include All Owned, Hired and Non-Owned Vehicles (or “Any Auto”). If you do not have any Owned Vehicles, you are still required to maintain coverage for Hired and Non-Owned Vehicles as either a standalone policy or endorsed onto the Commercial General Liability policy above (CA 0001). Minimum limits of liability: a) Injury or death $1,000,000 occurrence/

$2,000,000 aggregate b) Property Damage $250,000 occurrence/ $500,000 aggregate c) Contractor general liability Including completed operations $1,000,000 occurrence/ $2,000,000 aggregate All coverages shall be in a form and with insurers acceptable to Client. STV shall ensure that insurance policies are endorsed to provide at least thirty (30) days written notice to Client prior to any material change or cancellation of coverage. STV, prior to commencing any work, shall submit for review and approval, Certificates of Insurance to Client evidencing compliance with the above requirements. Certificate of Insurance shall also list the Township of West Orange as additionally insured. IN WITNESS WHEREOF, the Township and the Contractor have executed this Agreement as of the date first written above. ATTEST: ______________________________ KAREN CARNEVALE, MUNICIPAL CLERK TOWNSHIP OF WEST ORANGE BY: _______________________________ SUSAN McCARTNEY, MAYOR ATTEST: STV INCORPORATED ______________________________ BY: ______________________________ [Print Name] [Print Name]

130-26 April 28, 2026 RESOLUTION WHEREAS, on November 26, 1996 the Township of West Orange adopted Ordinance No. 142196 which authorized the Township to reimburse qualified private communities for the yearly cost of snow removal commencing with 1995; and WHEREAS, there is attached hereto a report of the Business Administrator, recommending reimbursement for 2025 snow removal costs to twenty (21) qualified private communities which are condominiums or cooperatives in accordance with the formula for reimbursement set forth in Ordinance No. 1421-96 and codified as West Orange Revised General Ordinance No. 2-73 or in accordance with an Agreement between the private Community and the Township; and WHEREAS, the Township of West Orange wishes to reimburse said qualified communities as set forth in the aforementioned report of the Business Administrator. NOW, THEREFORE BE IT RESOLVED by the Township Council of the Township of West Orange that the qualified private communities listed on the attached report of the Business Administrator Peter F. Smeraldo, Jr., be reimbursed, as set forth therein, for 2025 Snow Removal Costs. BE IT FURTHER RESOLVED that the Township Business Administrator and/or Comptroller issue the appropriate checks to comply with this Resolution as soon as is feasible. Karen J. Carnevale, R.M.C., Municipal Clerk Susan Scarpa, Council President Adopted: April 28, 2026 I hereby certify funds are available from Account No. 01-2010-00-7502-114 _____________________________________ John Ditinyak, Chief Financial Officer

130-26 2025 SNOW REMOVAL REIMBURSEMENT TO QUALIFIED PRIVATE COMMUNITIES PROVIDING SNOW REMOVAL FOR STREETS AND ROADS Private Community Llewellyn Park * The Woodlands Road Length L.F. Miles 47,520 8.600 4,450 0.843 Percent of Township 9.1005% 0.8919% Amount to Be Reimbursed $120,818.20 $12,294.46 Eagle Rock Cooperative 550 0.104 0.1102% $1,519.54 West Essex Highlands 13,167 2.494 2.6389% $36,377.78 Crystal Woods 5,275 0.999 1.0572% $14,573.77 Eagle Ridge 13,135 2.488 2.6325% $36,289.37 Essex Green Villas 1,800 0.341 0.3608% $4,973.04 Hilton Head North 600 0.114 0.1203% $1,657.68 Hilltop Villas 1,300 0.246 0.2605% $3,591.64 Crown View Manor 1,800 0.341 0.3608% $4,973.04 Briar Hill Villas 1,000 0.189 0.2004% $2,762.80 Scenic Hills 8,985 1.702 1.8007% $24,823.75 Carriage House Condominium 700 0.133 0.1403% $1,933.96 Crestmont Gardens 600 0.114 0.1203% $1,657.68 Llewellyn Gates Associates 1,200 0.227 0.2405% $3,315.36 Normandie Estates 1,425 0.270 0.2856% $3,936.99 Forest Creek 1,391 0.263 0.2788% $3,843.05 Crown View Villas 1,425 0.270 0.2856% $3,936.99 The Point at Crystal Lake 5,600 1.061 1.1223% $15,471.68 Bel Air 13,390 2.536 2.6836% $36,993.89 The Vizcaya 2,369 0.449 0.4748% $6,545.07 23.782 25.1663% $342,289.74 TOTALS TOTAL TOWNSHIP MILES Township Snow Removal Costs for 2025 = 94.5 $1,378,526.46 Notes: Amounts to be reimbursed = % of Township Roads x Township Road Cost *Llewellyn Park reduced by $4,635 reflecting cost of road salt supplied (average of 5 tons X 15 events)