 County of Essex Select Board meeting for Monday, November 22, 2021, to order. And I will call the Village of Essex Junction Board of Trustees meeting for Monday, November 22, to order. Thank you, Andrew. First order of business is any agenda additions or changes from staff? None from staff. Any from board members? I think from the Select Board, anything from trustees? Okay, no changes. So we'll move on to public to be heard. Public to be heard is a time for folks who are attending the meeting to address the boards on topics that are not on the agenda. If you'd like to speak, either raise your hand in the teams chat or teams app or indicate in the chat that you'd like to speak. If you're on the phone, we will give you an opportunity at the end, or if you're in the room, please raise your hand. I don't see any hands in the room. Anybody want to speak public to be heard in the room? Okay, no hands there. So I will go to, I see Patty Davis, your hand is up. Yes. Oh, sorry. I forgot my introduction. I'm sorry. Can you just hold on a second? If you'd like to, if you'd like to speak to the, to the either of the boards, please be brief. Please be civil. Please refrain from using inappropriate language. Please address your remarks either to me as chair of the Essex Town Select Board or to Andrew as president of the Essex Junction Village. Please do not attack other members of the public or town staff. If you are online, please keep yourself muted and your, your camera off unless you have been recognized to have the floor distraction. And I think that's the usual admonition. Okay. So having said that, Patty, go ahead. Yes, I love our town staff. Darren Scribbler is a gem. I just want to point that out. And, and I want to also point out our police chief is a gem and I really like him. And I know I am encouraged to make a complaint with the police, but I'd rather come to you first to be open minded. And I would please like you to know that my husband and I have been moving rocks in front of the area at the end of Saxon Hill to help the police try to control ATVs from going on the Saxon Hill trails that, you know, these people from Fellowship of the Wheel do not get paid $25 an hour. They volunteer and they make these beautiful trails that 10 people are coming for Thanksgiving that we want to use. And ATVs on Friday night and on Saturday night, because Sam and I run every morning, move the rocks that we move to block it, to block what they do, and they come at night, Friday nights normally. So I'm not being accusatory. I'm asking, please, we are as a community policing Essex Town ourselves and doing what we can, even picking up garbage, doing what we can. Please make this a priority to have a sign and my husband's actually suggesting another metal gate instead of four more rocks where the ATVs are, you know, pushing the rocks aside and then maybe one wheel going over one of the big rocks and still going. They act, my husband says they're taking trailers and they're putting their ATVs on them and they're coming to somewhere near Saxon Hill and coming at night because there are not a lot of houses on Saxon Hill. And, you know, this has been slated for a recreation area. You can talk to Darren Scribbler, who I adore as our staff member. And he knows me very well and he knows that after doing a whole study that Saxon Hill has been slated for passive recreation, which means no ATVs. And the police have already put a beautiful sign on near the gate that's already up that says no ATVs and move the rocks back. But now, perpendicular to that, on the right, the ATVs are still going and making their way through there every evening on Friday and Saturday night. I am like the Saxon Hill police woman. That's okay. I don't mind helping out. So please do something because it's very upsetting. Thank you. Thank you, Patty. Thank you for your comments. Okay, anyone else want to speak during public to be heard? I don't see any other hands up. I don't see anybody participating by phone. So, okay, let's move on to the first item of business, 5A discussion on potential action on tentative agreements about shared services between town of Essex and independent city of Essex Junction. There were four documents included in the packet. We want to proceed as we have in the past on these, going through them. Raj. Hey, good evening. I'm just wondering if folks aren't on the board if they could turn off their cameras so we can see the board members, please, for those of us that are remote. Thanks. Thanks, Raj, for that. So, Andrew, should we go through these documents as we have in the past? I think that that would be good, Andy. And I think we can just use the order in which they are within the memo. Before we get through that, though, I was hoping Raj not to put you on the spot, but if you'd be willing to talk a little bit about the intent. Yeah. Thanks, Andrew. I forgot about that. Sorry. I just wanted to speak to the board members that are here, select board and trustees, and try to reframe, refocus us on sort of where we started, how far we've come. Try to get us to remember we're all approaching this with the best intentions. I sort of feel like we're starting to approach a place where we're starting to question intent and motive. It seems to, that seems to be sort of creeping in a little bit, and I want to try to stop that if we can and just all try to remember that we're here trying to get to the same place, perhaps for different reasons. But I hope we can, I hope we can set aside questions of motivation and that sort of thing as we try to get through this in the next couple meetings. Thanks. All right. Thanks, Raj. Dan, I just got a message that you joined the other meeting. Oh, I'm sorry. Because there's one for our calendars. Yeah, there's two meeting notices. Okay. Thanks for that, Raj. Okay. So going to, I guess the memorandum of understanding the version that's in the in the packet, the first changes on the second page, section two, where the words attempt to reach agreement, the attempt to has been struck through. The select board has been continuously saying that we need all agreements or none. Still in that position, it seems to be a bit of an impasse. I'm not sure how to resolve that. Andy, can I try them in? Sure. Go ahead. Oh, sorry. I'm not looking to see if there's hands up. No worries. And this is a little bit off of what Raj had said. Within this MOU, one of the things I really want to point out is within the sixth whereas, whereas the village in the town desired to prepare these tentative agreements. I'm emphasizing the words tentative agreements because as we're going through this, we've really been going through lately with a very fine toothed comb. And I think we've gotten away from the framework and the really the intent of this portion. The intent of this portion, as I recall, is to really come up with the high level framework for these items. How much for what services, by whom, where are they housed, leave it there. Then after the legislature approves of separation, then as the city council, we would move forward with furthering these agreements to actual contracts. That is my understanding as to where we were going. And I think speaking for myself, I believe I got lost in the weeds and got lost in trying to get this as close to final as possible. So if we can keep that methodology in process or in mind of keeping the tentative agreements in mind, and if we can keep these conversations at bullet level, like bullet point level frameworks, I don't have a concern in getting through these items. If we have to go through this entire process of finalizing agreements that are nothing more than tentative agreements anyway, then I have a real hard time in seeing how we're going to possibly get through all of this before we go to the legislature in January. So I think that's how we can resolve this. So one point there is I've asked several, our number of times for a timeline explaining what expectations were and your intent to go to the legislature in January was not clear to the select board, I believe. So we haven't been working toward that kind of schedule. I'm not sure how I'm unsure how that would be the understanding. Fairly certain, we have said quite a few times that we would intend to go to the legislature as soon as they get back into session, so that way we can work through the House as quickly as possible, then get through the Senate as quickly as possible, especially given the government operations committee schedule and workload with regards to apportionments and pensions. So I'm pretty sure we've articulated that quite a few times, and my understanding of the timeline is more so around the specifics with the transition period, which departments are within that transition period, what does the transition period mean, what are those dates, that type of thing, not this January portion. Can I jump in there, Andrew? It's fine by me. So further down, number three, section three, the town and village intend that the town and city will enter into the above reference tentative agreements generally consistent with the form of those attached here too. That has not been changed since the very beginning, and I think our understanding again has been these tier two agreements likely have very little difference between the two boards. That, and as far as the January timeline goes, I'd be curious if the entire select board had the general understanding that the village did not intend to go to the legislature in January. It's not my understanding on conversations with other members, but so that hearing that the select board in general feels that that is a surprise is a surprise to me. We've said pretty consistently that we will work on a schedule that works for us, and that we will be diligent in looking through all of these details regardless of how long it will take us. No, Andy, I understand that, but you said that the select board was is surprised to learn that we're going to the legislature in January, and I'm asking is that the entire select board or are you speaking for yourself? Go ahead, Tracy. I don't think it's a surprise that the village was going to the legislature in January. I think it's compounded with the fact that the legislature will be expecting a full and complete package, that there won't be any, oh, we'll figure that out for you. So I think that that sort of exacerbates that timeline. And the the other thing that we're contending with is, you know, a loss of 42% of our tax property tax base. And one of our major motivations for these agreements was to try to mitigate the potential ramp rate of that tax rate with things that have been on the ground that are changing as we go. You know, staffing for finance, for example, is going to be completely different than the agreement that we had been previously working on. The the IT agreement is kind of reduced to being considered trivial. So we're we're we're and then and and yeah, and Raj to I guess to get to your comment last about the way the select board may have reacted in our last meeting is the the question of we've we're being asked we we we were asked for $97,000 and no strings attached. We were asked for $60,000 for a finance director for the village and we're asked for something on the order of $60,000 for a separation transition manager. And that kind of all hit us at the last meeting. And I'm really having a hard time with Andy. I'm sorry because there's nothing sudden about that money for the manager. We've been talking about that in executive session for quite some time. Yeah, so let's back up a second before that. I don't want to re-argu it again. I'd like to back up a second before we devolve. Why don't we do this? Why don't we get past number two and keep going? We always get stuck on these tier two things. Let's get past tier two tonight. Just put it aside for now. Okay. In the rest of these documents, let's get it done. Okay. Then we can come back and we can talk about tier two, see if we're just doing a framework or if we're just going to hash out really quickly. What'll it take to get through EGRP and Indianbrook? We can get back to that tonight, but let's skip tier two and move on. How's that? Not for the whole day, but just for the next 30 minutes, 20 minutes. Put a pin in it, maybe, and we'll come back. I'm struggling right here. I spent the last two days in the hospital with my mom, and I'm thinking I'm not in the right frame of mind to run this meeting. I'm very sorry to hear that about your mom. Andy, if you'd like to take a few moments at this time, I don't see a harm if you want to take a few moment pause. From the sounds of it, you've been through enough at this moment, and if you want to pause for the moment, that's... I'm in a recess. Yeah. I'll be back. All right. All right. Shall we continue or shall we take a five-minute recess? Andy mentioned having me run the meeting as he exited the room, but if people feel more comfortable or if we want to proceed, I'm happy either way. I think we should take a recess. That sounds good to me. Trustees, are you okay with that? I think it's important for your board to make the decision whether your board is ready to move on or if you guys need a break. I think that's within your control circle. All right. Fair enough. Let's do a five-minute recess. We will reconvene at... My clock says 6.48, so 6.53. Sounds good. Trustees will reconvene at 6.53. Let's go ahead and continue. I heard coming back to number two, and I'm completely fine with that. We can circle around to it just for the sake of moving on for this evening. I'm continuing as well with the same format that we've been discussing with. Let's move on to number three. Looks like where I next have changes, which actually circles back to number two. Then the next order that I have, and I apologize for those online. We don't have someone to run our computer, so I'm not seeing it up immediately, but I believe is the tax collection agreement. That's what I have next in my printing materials. Okay, great. Continuing on, I'm going to rely on the help of my fellow board members to note the specific changes as we go through them. I can note them, but again on this printed sheet, I'm only going to have the note of the change, not specifically the color coding. The fourth whereas. Excellent. Thank you, Sue. Fourth whereas, any property tax payments due or delinquencies incurred for properties located in the city following July 1st of the first fiscal year after the effective date of the city charter will be collected by and payable to the city of Essex Junction. I know that we have certainly talked back and forth on this agreement quite a bit. As far as the specifics of that, we did receive an email earlier today from Sarah Macy, but it was not in time to be included in the packet and the materials for this evening. Effectively, I think, and anyone else who's read the email can clarify if I don't go into enough detail, but I think effectively Sarah said that what we're trying to do with the agreement as is mostly printed seems to be opposite of what is actually happening right now and would add quite a bit of confusion around the printing of the bills that tax bills when they go out. Patrick? Yes, Raj. I think that is actually the exact opposite of what she wrote. Sorry. No, I got it. She was working around theory, so. That's okay. The opposite reference. Basically, this is sort of like the IT conversation where Rob said that he felt that it was eminently doable. The big difference in this process that we're laying out is that instead of making a setting so that the town collects village taxes and taxes for both, they would simply change the change how they do it to change up the tax bills for the city. It's essentially changing a setting and creating a new template for a new tax bill to be mailed. I don't want to oversimplify, but it was not considered a big change. The other big takeaway from that email, from her feedback, was that, and this goes to some of the conversation, I think, from the Select Board's meeting on Monday, the tax payments would still come into the same cash account that they did this year. So the concern about whether the town would see their tax collection from the village and the concern about when it would show up are, well, one of those is addressed in this. They would still be going into the same cash account just as they are this year. The second concern from last week and so far as the introduced whereas in this document mentioned the end of the fiscal year, those tax payments get made within 30 days of the due date to the town. So but again, they're going into the same cash account, so it's not. Yeah, it may. They're staying commingled. Right, exactly. Tracy. Yeah, I think we kind of touched on this last week that defining the scope of what we're trying to achieve, I think, is needed to start it as a delinquent tax agreement to only talk about delinquent taxes. It's morphed into the minutiae of how taxes get collected. And as I stated last week, it's why are we trying to reinvent the wheel and tell finance how to do their job? I think they do a pretty good job and we should just allow them to keep doing that job. As you said, they go into the same account anyhow, they're accounted for. They're there. It's not like anyone is going to be missing money. So why are we micromanaging finance and how they do their job? Which is my way of saying let's just rein this back to only be about delinquent taxes. Thank you, Tracy. Thoughts? Patrick, I'll go. Yeah. Sorry, I can't. Again, apologies. I can't see when you guys have raised hands or not, so please. No worries. I'll do my best to just jump in. I really agree with what Tracy was saying. If we could go back to the original intent and if we can keep this as a framework, then I think this can be a whole lot easier and shorter than what this current agreement is. So if the select board is willing to go back to have this only deal with the tax delinquencies, I think we're good. I'm saying three nods to my right and I will make a fourth. So yes, I agree. And I think Tracy is absolutely right. We have as two boards and I think both sides are acknowledged tonight gotten so stuck in some of these details that we're really not making progress on this. So if we can lessen the scope of these in any way possible, then I'm all for it. The only other comment I had was I don't see a termination date and the ability to amend. I think those are both equally important to ensure that those are included. I have no concerns with that. Yeah, they're in the other agreements as well. Okay, I'm hearing termination date and ability to amend. I'm Tracy and Sue, you mentioned that as we look through the agreements as well to make it out of that. I think that has been in the other agreement. Oh, and it's missing. Yeah. Great. Thank you. Okay, good. So no other changes after that. And I know apologies, Raj, I heard you for a moment and I want to circle back to you. Since we have often decided this, what's the best way for us to go about lessening the scope since we have already gone into quite a bit of detail if we want to make this about the link when tax collection, should we I am hesitant to start taking another pass through this document from the beginning? Yes, John. Wouldn't you just take out wherever it says property taxes and just leave the delinquency part of it? Okay. Because you put back into like what tax collection agreement at the top and like in the whereas is this fourth whereas any property versus property taxes do it would just say any delinquencies incurred for the properties and you can still leave the same date. Right? And the same number one, you would just take out all property taxes do and just leave in delinquencies. And I think that's the only other places it says that the rest are also delinquencies. Yes, no. And third whereas I think so. I'm Raj, I apologize. I meant to touch back with you first. Go ahead. No, that's all right. I think the third whereas as well. That's all. Very Raj, maybe counted wrong. No, never mind. Yeah, no, the second line of the whereas tax payments leave in delinquencies. Yep. Okay. All right, then we go through and make adjustments and then send it out and readdress. But I agree with that. And I'm happy to move on. What would a termination date be for this? The end of one fiscal year? Am I understanding that correctly? Are we going to write this one end at the end of fiscal year 23? I think it would end at the end of the transition period. Okay, I'll just leave it to that because it may go we made. Okay. All right. I would ask a finance director when the termination date may work. Within the scope of delinquencies only. Correct. Yeah. It sounds like we're in agreement on that one. We have delinquencies that have been on the books for a couple of years. So I'm not sure it matters. Again, you're doing this amicably. You're going to do it together. I would assume that if the village, if the town has a delinquency that is still out there, it will communicate that it has a delinquency and how it's going to address it. If it's in the city and vice versa. If I can, if I can jump in, there is that portion here that's currently on the screen where in number one, after the crossed out portion, it says the town may continue collection efforts for both the town and former village, including tax sales on delinquencies beyond the effective date. So I'm not sure if having an end date, if that would then cancel that statement out. I don't know how that portion would work, but I think this is the kind of thing where we can have our professional staff and our attorneys figure that legal process out. And we're just in agreement that we want to make sure this what works best for everybody. Right. Correct. I think the point is right to make it as smooth as possible for the staff to administer and deal with with as little confusion as possible. Perfect. All right. Shall we move on to IT? Work for me. All right. IT agreement. We do have a few more changes in here. Let's just drop down quickly to the one, two, third, the fourth, whereas the town IT department expects the time required to facilitate the migration on the town's part to be negligible. Where did that removal come from? It was our discussion last week. Right. We didn't know. It didn't seem like it. I mean, it's a like an opinion at this point. No. Do you have any the only the removal? I don't. Just the only thing about that is that opinion comes from the town's IT director. So it's not an opinion of either board. It's an opinion of the staff who oversees the current IT infrastructure. So that's a part of the overall understanding as to the current state. And that the town staff just wanted to ensure that the boards knew that that's where that's coming from. I don't feel it needs to be in here just if we can have an understanding. Yeah. Thank you, Andrew, for the clarification. Evan. I think there's a lot of things going on. Get a staff meeting. If this billet wants the data and IT is just going into the servers, copying it, putting it into a media and giving it to them. That's not a problem. Period. In that meeting, the staff of the village said we talked to them about running the same software department to department. If they do that, copying data back into format is not a problem. So we feel that moving data over to the village is not as onerous. There are other things that are involved in IT, but they can be worked on as need be. Agreed. So I'll just say last time I'll say it, that's assuming that you can separate the data. And that's usually the biggest problem is pulling the data apart. And I know you know of what you speak. And the question is, again, do you know it until you get into it? And we will try to do so in a timely manner. Yeah, but getting into it, I think getting into ecology, I didn't want to interrupt you on it. I think getting into the details of that, really just something for IT. Absolutely. Down the road. Raj, I see your hand up on the screen. And then I'm going to go to select. I'm good. I'm good. You handled it. Thank you. All right. Tracy. I was just going to point out that that sort of detail should be included in the plan, the project plan that's going to be created by the IT director and the IT consultants. So I think that those details will come, but just not in this specific agreement. Agreed. Agreed. Thank you. All right. We'll move on to bullet point number three, or a number of changes here, thoughts on the changes as they are thought about going through. Like I have been talking through it all, but I really need to read out half of a page of the words themselves. And they were good enough with number three, thoughts on any of the changes. Raj, I see your hand up and down again. Because I can't operate computer. Yeah, I did just to mess you up. I'm curious how our village attorney will respond to the hold harmless if Claudine is present, which I think she is. I'd like to hear her thoughts on that. Hello, I'm here. Thank you. You know, Raj, generally my answer is that we advise not to include indemnity in any agreements of a municipality. And I think I mentioned this last time the reason that we make this recommendation is because a pledge of indemnity is a commitment to financial expenditure in the future without voter approval. So our opinion is that any pledge of indemnity in a contract is not permissible for that reason. That being said, it's not an issue where there's been a decision that's come down out of the Supreme Court on this issue yet. This is our opinion. It's shared. It's an opinion that's shared by many municipal attorneys. But, you know, it's been a topic of conversation because there isn't a specific decision that's out there on this issue. How do we resolve this? Because municipalities are constantly being asked to pledge indemnity. And so I think what Bill has done here is, you know, essentially the best possible work around that exists to try to sort of soften this type of indemnity pledge, which effectively kicks the can down the road. You know, inserts this language to the fullest extent permitted by law. The idea here is that that clause when inserted into this request for indemnity leaves open the opportunity for one of the municipalities, that municipality, which is being asked to pledge indemnity to then go to the courts when indemnity is sought and say it's not permissible. And it's not permissible because it's a pledge of financial expenditure without voter approval. Therefore, it just was never, it was void ab initio and was not permissible to begin with. Therefore, we're asking the court to strike this language. And so that's kind of what's going on here. That's, you know, I don't want to speak for Ternielis, but my suspicion is that that's, you know, why he added this language is to try to bridge this gap between my recommendation of no indemnity, just don't do it. And his request to have indemnity, this is kind of the only possible way to bridge that gap, which is this to the fullest extent permitted by law. And it's sort of, I guess, kicks this, kicks this idea down to, you know, hopefully indemnity will never become an issue. But to the extent it does, it leaves open the opportunity to say, you know, we're not going to do it anyway. So that's, that's what's going on there. Does that answer your question? I think it does, yeah. And I appreciate the fact that Bill tried to do what you're explaining. I guess my other question or comment would be, you know, any agreement we enter into with a consultant, you know, a full-on corporation to do this work, you know, our contract with them is going to have some pretty strong stipulations in it in terms of their responsibilities and their liability. So I'm wondering about the necessity of this, that coupled with the fact that until this process is complete, our data just as much as the town's data is at risk. And, you know, we are going to be just as beholden to the community to keep this safe and keep things, keep our contractor, well, first of all, start with a good selection, ensure the contract has protections and make sure the work is done responsibly. So I'm, I see that, I see that as ire for the clause. If, if it is inevitably going to result in litigation once it's attempted, you know, once enforcement is attempted, it's just going to cost both communities in some way. So I'm wondering if the logic of having it there, based on all of that, curious what the slideboard thinks. Raj, may I add one more thing? Sure. Not with respect to that particular indemnity provision, but just the language that precedes it. And maybe I'm just being a little nitpicky here about language, but it just kind of, it says the city shall be responsible for any damage to town infrastructure caused by their access. And I would submit that the, that any potential damage is not caused by access. It's caused by someone's misuse of, misuse of the system or it's caused by some type of negligent act or it's some, you know, it's not caused by the access itself. So I just think that language is imprecise and, and should be, you know, I would suggest an edit there to try to better achieve what the intent of the, the goal is with respect to that language. If I may, I mean, the select board hanging on this and you're right, it came from Mr. Ellis, but I do agree with it that we did want some language in there because I think many of us who are on the select board and this is, you know, obviously picking from a very niche kind of pool of tech people, you know, we've certainly seen the damage that can be done when access to, you know, specific data breaches that contain very specific information about, you know, our residents, our staff, billing practices, whatever. I feel like Bill, you know, tried to close the gap a bit and I'm not sure if he is on or not, but I thought I saw him enter. Bill, are you there? I'm here. Great, thank you. I wasn't here. Do you caught the earlier conversation around this language or not? Honestly, I would really like to move on without spending 45 minutes on section 3, but your thoughts, I think that this was in here. It was requested to come out. I think some language changes were made, but I'd like to hear your thoughts before we bring it back to the two boards to decide if we're going to try to keep this or not. I think Claudine summarized it pretty nicely. I understand the objection to municipalities indemnifying parties through contract. I'm not wearing a black robe and I don't think Claudine is yet, but the question is open and so I inserted that language to the fullest extent permitted by law, which has been acceptable to other municipalities that I represent. I think it should be fine here. The concept is that it's the village that's separating from the rest of the town, and so if that separation causes costs, the city should be responsible for it. That's all I'm trying to protect a certain percentage or a portion of the municipality at this point. The trustees have the benefit of only having to represent a distinct portion of the town at this point. Select Board, on the other hand, has an obligation to protect all of the town, including those outside the village. That's where that language came from. I think it should stay in. Thank you, Bill. Tracy, you had your hand up and then Andrew, since I want to hear what Tracy mentioned, you had a hand up earlier, and we'll come back to you and I. Yeah, this may be a question for Bill, but I was kind of noodling this around this weekend and thought that if the city is doing its due diligence, which it should, and I don't doubt that they will, they would include an indemnification clause in their contract with their IT consultants. I'm wondering if Bill and the Select Board would be amenable to including language around the city shall include indemnification in their contract with the IT consultant, and then including any claims, penalties, or other costs incurred and not covered under the IT services contract, your IT consultant contract shall be the responsibility of the city, and that doesn't leave it to one party having to litigate in order to sort of close the gap if it's not legally doable. Does that make sense? If that's directed towards me, yes, I think conceptually, again, that makes sense. The town outside the village will not be a party to the contract between the village and the IT consultant requiring the city or the village to have that clause in its contract with its IT consultants may protect the village, but and it could protect the town as well. But I need to see the details that the owners should be on the city to cover the costs. It's, again, back to the concept and what you suggest, Tracy, may be workable. But again, we're at a pretty high level still. Great. Okay. Andrew, you had started to speak before, and I see Raj also has his hands up. So we do too. Okay. George and Dan. I think in terms of the indemnify, I hear our attorney. I hear your attorney. I think that what is provided is a reasonable middle road, and I think it's getting into a level of detail that's within our attorney's purview. On the village side, if we can get an indemnification in our IT contract, great. That would probably fix all this to begin with. But what we have today, I think that the proposal is as good as it's going to get. Okay. Raj, take his hand down. George. Okay. I'm going to say I agree with Andrew, what Andrew just said. But I'm going to go back to the issue that Claudine raised, which also caught my eye, which is that having access is just too nebulous a term. And I think it's a little strange. I would suggest for language correction that we take out, strike access to same and substitute from their acquisition efforts. That gets more to the specifics of what's going on. I mean, simply walking into the building is access, and we could cause damage that way. But so we're trying to get specific. We're trying to say to the town infrastructure caused by their data acquisition efforts. I'm not saying we should stick that in there now, but that's maybe a suggested phrase that we could substitute in there that addresses Claudine's concern. Go ahead, Dan. Well, I just, I agree with what's been said so far. I just think that we can get into the minutiae on the issue. And it comes down to semantics a lot of times on how you, the verbiage used as far as defining, specifying what, what consists of damage. And it, it required an investigation, obviously, you know, forensic investigation that, you know, exceeds my knowledge of this whole thing. And as far as the verb, the verbiage used, if the attorney's in agreement, and I, as I, as you said, Andrew, I find this as a, a nice happy medium between what we presented and what your Bill Ellis had presented initially. So I think just for the sake of moving forward quickly, I should just agree with that. Great. Thank you, Dan. Okay. If there's nothing else, I think we can move on. I've taken the note about that acquisition efforts, George. Number four concerns, issues. It looks like there was the addition of just some language at the end. Looks good. Okay. Number five. Good to me. Great. Six is just a date change. I do see that our attorney has her hand up. Yeah, Claudine. For six, I would just recommend one small addition, which would be language that says if this contract needs an extension, the town shall not unreasonably refuse that extension. My reason for suggesting that language is because, you know, you never should never know when you start down this road of transferring data. It might be an easy thing. What if something gets sort of snagged up? And at some point, you know, you may need a little bit longer to accomplish this goal. So just when they're in the event that there was just some small extension that was needed in order to accomplish one last little thing, you know, it might be useful to have that language instead of that hard and fast June 30, 2023 termination date, specifically, you know, because you also don't know when this is going to get approved by the legislature, right? So you might have that kind of pushing things out a little bit. So you might be bumping up against that date pretty quickly. It's possible. So it's just that suggestion. I'm completely happy with it. So like board members, it seems reasonable. It seems reasonable. We also do have under number 13, we can amend and modify. I can't see any reasonable person saying no, we're not going to help you get your data. So perhaps 13 could be moved up right under termination just to make it clear termination amend. Have some notes to maybe move 13 up, which incidentally was also the last change on this MOU. So are we happy moving 13 up to number seven to mitigate Claudine's concerns? It seems like that language is already in here. But if we want to be more specific about it, I'm completely happy. Okay. I can't see anyone on the screen. Raj, Andrew, you guys okay? We're good. And select board. All right. And let's move on. We services, slight changes down in number one. Looks like just language verbiage concerns. Okay. Not for me. And we will move on to number four. Looks like in the last paragraph, there are some more changes here. Concerns, thoughts, issues. The concern from the trustees is likely that if I'm remembering what this statement was about, is that should the town after separation not approve of a budget, and then there's a required reduction in police services, this strikes out that the city would then be refunded for any of those services that we would not be receiving. I'm wondering if the reason why this would be struck out is because if the budget is cut, then if we're paying half of it, then our portion is cut. So I'm wondering, Claudine, if I see that you're still here, is my understanding correct? And that that in and of itself would solve this issue? Or is there some other perspective I'm not gathering? So we didn't talk with council about this, but that was our assumption as to why this was changed and maybe Bill can chime in if he had a different intent here. But that's why we figured that was probably fine. And there's also, you know, these opportunities for a true up. So I think that should be okay. I might add, after the word budget and before the word necessitates, just and the failure necessitates a reduction in police services, I just think that's a little bit clearer that it's the failure to pass or prove the budget that creates the necessitates the reduction in services. Just just think that makes it a little clearer. Otherwise, the language didn't really work. But yes, Andrew, to answer your question, that was my understanding of probably why maybe Bill did that. Is that right? That's correct, Claudine. This is forward looking. The budget will be set. The services will be established and there won't be any need for a refund or a credit because you're only going to pay 50% of the budget going forward. And so that's and I don't have a problem with adding in that one word that Claudine just suggested, but you were both correct, Andrew and Claudine on what the intent of that was. Thank you both. I don't have a concern then. Great. Thank you, Andrew. And I've made a note for budget failure to be added for language specificity. Select board members, thoughts, concerns? No? Okay. Off of the police agreement. Can we now consider this one done? I believe so. There was one word that was crossed out in number 11 automatically, but other than that, I believe we have a finished agreement. Of course, as I say that Amber sticks her hand up. No, I don't speak too soon, Amber. It's such a minor comment, so minor that I agree with you. I think it's done, but we, to be consistent, can we change the notice provision section as I'd asked with all of the agreements to have the select board and the city council be the notice person, not the manager. That is how all of the other agreements are drafted. Yeah, I'm happy with that, Amber, to be consistent with all of the agreements. Evan, not a problem, is it? What number? 1414. And we have mentioned that before. It should be consistent. I just wanted to make sure there was no weird lingering issue with the police needing to have someone specific in reference to it. So, okay, great. Then yes, that, all right, so now you can cheer, Raj. There we go. It's awesome. Thanks, everybody. All right, great. Yes. Thank you, everybody. That one in particular has been quite a bit of work, but also incredibly important. So, appreciate all the efforts that's taken to get us to this point. Pat, do we need to ask? Yes, Sue, public to be heard. Well, not public to be heard, but public input. Yes, absolutely. Before we do that, Patrick. Yes, Andrew, if I may. So, one thing I want to point out is, again, in the timeline that we're working towards the legislature, we are hoping to have them take this up as soon as they come back into session. I've already been told by Karen and Lori, our two representatives here in the village that as soon as the legislature reconvenes, they're looking to have the bill drafted and submitted on the first day from there. We don't know how long it will take until it is in the committee and then when the hearings happen. We hope it will be as soon as possible. If that's the case, I want to point out we have one more joint meeting after today before that happens. So, if we look back to that MOU, there are other items that it appears as if our boards should discuss and come to some level of agreement on before we get to that point. And I say that in terms of we can keep going and we can talk about some of these other items now to try and get this list to be a little bit shorter. Or we're going to find ourselves where we're going to be looking to add other meetings, which currently would be during a holiday season. I don't think anybody wants to do that. I'm here at your proposal, Andrew. I'm hesitant, not because we haven't made some great progress, but with our board chair having to relieve himself from the evening so early tonight. I mean, I'm happy to go back for anything in the MOU that we said we'd circle around on. But if we want to get into any specifics beyond that, I would not feel comfortable without Andy here. Can I get some clarity on what exactly you were looking to discuss? What I'm looking to do is to go back to that MOU, look through those portions that previously we have identified as a tier one. But if the board really isn't willing to or is requiring that all agreements be a part of this overall package, then I really don't see much of a tier one, tier two anymore. Everything just becomes a tier one at that point. And so if that's the case, we go back through and develop those bullet points of what are the services that we're looking for, who provides them, and for how much. Then we have our attorneys go forth and do their good work along with our staff. And I hear the concern about the chair not being there. I have been in that very similar place not too long ago. And if we can't be there, our boards continue on. Our community does not elect one person to represent the entire community or to represent the entire board. There's five of us to do the good work. And if one can't be there, we keep going. Can I just jump in and add one little possible procedural thing that we might accomplish? If we can do these, if we can come to some sort of higher level agreement on some of these things, tentative agreement, right, is what we're doing. We can get them drafted up and reviewed between now and, was it the 15th? Is our next meeting? And I'm talking not to the level that we're in right now with these four. We're not writing the agreements. We're saying, I'm looking at this sentence here. Well, right of first refusal for 81 Main Street. My understanding that in stormwater, we're largely done. We don't have them in front of us, so we can probably move on from those for now. But we've seen in our list for months, Indian Brook Access, EGRP Access, we can have a good discussion on the high level concepts that our boards are interested in in terms of how would that look? Because if we wait, we will just be starting that conversation at the next meeting as Andrew pointed out, which is right now our last scheduled meeting of the year. So it might be a good idea to start having some of those conversations and figure out, okay, well, where can we come to some kind of agreement? We've been looking at this list and I think waiting, expecting the other board to make an offer and we keep saying that to each other. In fact, okay, what are you looking for? And we don't get there. So maybe this is a good time to start doing some of that and see where it goes. George, can I just want to jump in here? I'm looking, I'm kind of a little bit with Raj and Raj, you're looking at the back of my head right now, but I'm hearing what you're saying. I'm seeing a little bit of a difference though, and I think that I can be, I'm very sympathetic to you wanting to have Andy here because I think there is some, obviously some discussion that you folks need to have, particularly with me is I understand it with the senior center because that's a pretty big, you know, I think the tree farm building is a technical issue. It's just we both have liability and ownership of it and we have to agree that we basically agree that we do and acknowledge that we do that. I don't think that's hard. EJRP program and Indian Brook program access, that's something that you have to figure out, but the senior center, where we last left off is maybe you've progressed since then but you had kind of throughout the idea that maybe you would start your own senior center and I don't, that's a big, that's a big change from everything and obviously we don't have control over that and if that's a decision that you folks are making but we're kind of held, we can't enact any of these other decisions and none of this goes into legal force until you make that decision. That kind of puts us in a bind. On the other hand, if that's what you're thinking, that is a big project. So that might be really helpful if, not to discuss tonight, that's something I guess that you would have, you would want to have Andy here and have that worked out but I think if the other trustees don't mind me saying, I think our position just isn't not to try to force any kind of decision but our position is very clear on the senior center. We're going to continue it as it is. We would love to have you join us, I think. We would love the senior bus, the whole operation to continue. If you don't then, and don't, this is not meant in any way to be provocative but if you don't then we will do those things. We will figure out how to get a bus and continue the senior center but that's pretty much what our intention is there but I'm not clear that you know what your intention is for the senior center so that might be something that would be helpful if we could clear up. Okay. Thanks. That's all I wanted to say. No, great. Thank you. I appreciate it. Select board. Yeah, please, Don. Well, given I would normally agree with Raj that we should continue but given the fact there are 30 plus people in an audience full of people waiting to deal with the tree farm issue and that we don't have any facts and figures on the rest of the list or information as to what we've decided I would urge that we go on to the next one. Okay. Sue, Tracy. Thoughts? Yeah, I mean I do feel that we as a select board need to have some discussion on some of these items. I don't know that we have, you know, talk through what our position is on all of these because they have been put into this second tier up until this point. Tracy. I mean the memorandum of understanding was warned the tier one, tier two is on the agenda it's in the packet so I don't have an issue discussing it and I was actually going to suggest instead of getting so involved in you know the details I think it's helpful to step back and talk about what our individual overarching goals are what we want to achieve what our aspirations are before we put words on a page because when we see words on a page we want to edit them we want to wordsmith them we want to focus right on the details and I don't think that's helpful in drafting an agreement because you first have to have that goal you have to have that vision you need to state what you want to get out of the agreement before you dive down to that level so I firmly believe that needs to happen as it's been stated we only have one more joint meeting before the end of the year we do have members in the audience we have members at home that are here for a specific item and I'm curious as far as whether we can table this discussion until after the next agenda item just to be conscious and respectful of people's time okay that sounds like a good middle ground to me if the trustees are amenable to table this so that we can talk to the folks who are here for the tree farm discussion and then I'm happy to circle back around to that point and talk about some of the maybe large brushstrokes on some of these others if I'm using the words properly so if you're talking about um tabling the rest of the tabling the rest of that conversation to go on to tree farm I'm okay with that uh let's just keep in mind that we're going to be coming back to this yes absolutely Andrew great and Roger saw that your hand was up okay yes uh thank you Evan for reminding me of the proper rules um motion to table make the motion that we table this discussion until after the tree farm presentation second John thank you Tracy select board all in favor of tabling I suppose same on behalf of the trustees second thank you George thank you Dan trustees any further discussion on that motion hearing none all in favor please signify by saying aye aye anybody opposed that's unanimously thank you okay great and we will come back around for public discussion um apologies if you had something very uh relevant to say we will come back to that though all right uh our next agenda item is not in my packet of information so I have that on the screen that would be great this is the discussion on the tree farm lease okay we have uh brad luck and ellie vile so thank you um so uh brad alley uh would you like to start us off hi everyone can you hear me all right yes we can thank you thanks um brad and I have submitted um memos to each of our boards regarding our proposal which has since the august meeting um but is you know a bit more in the transitional scope of the lease ending for the tree farm management group and the two municipalities since the lease is set to end in july of 2022 there's one general extension for um for it to not end in july and to continue but then with a proposed plan of how the transition will occur um with the 2023 season and then going into the 2024 season um with more oversight from the two recreation departments thanks great thank you alley um brad do you have anything to add to that if you're speaking brad we can't hear you okay um and I'm given an understanding we also have representatives from the tree farm group here this evening great um if you'd like to come up to the chairs okay and uh if you could identify yourself just for everyone at home um dials willy I'm spen that cloth dials then thank you for coming tonight uh so the proposal that we've heard is uh for the town of Essex and the ejrp's uh record departments to jointly take over the management of the tree farm group after a I believe a two-year lease renewal um I know that you've sent emails requesting a 10-year lease renewal um yeah we obviously want to give you uh after our last meeting you know have you you present your side before the two boards make a decision um so if you'd like to have some time to speak now please feel free sure so I'm I'm coming at this uh we're in three hats I have uh I've been a village resident for about fifth generation of seven willies and they have lived in the village and continue to live in the village so as a taxpayer my first question is what problem are we trying to solve and for 20 years the tree farm management group has managed that facility in a spectacular way it's a gem it it doesn't exist anywhere in Vermont northern new england even into massachusetts in some cases so it's a it's a gem that we that we've created over this 20-year period and we all understand that uh ultimately it probably should go back to the town in the village to control we have zero control of that I mean obviously that's why we're here and uh I just wanted to point out some of the things that maybe this when I throw on my other two hats one is uh president of Vermont soccer so we are a member of the tree farm management board uh there are there are designated positions based on the original setup uh the original agreement that went through 20 years ago and I apologize for this mass that keeps walking but uh in that 20-year period the Nordic soccer Essex United um Vermont soccer um the rugby folks they were the four integral parts of the of the equation that went into the creation of the tree farm and the state passed the land to the town in the village so it was a sweet deal for for everybody involved it was a way for the state actually for the town in the village to save that from going into a development of some sort and so it's 100 acres of really good property for any kind of soccer rugby ultimate frisbee walking around out on the trails it's a it's a fantastic asset so as a as a resident of the town or of the village I'm sorry um what are we trying to solve here I can't I don't understand what we're trying to solve for 20 years there was never any interest and now suddenly we were hit in August I'm sorry in April we were at our April board meeting and Evan and Brad came over and said well we're interested in having the conversation of doing this and then in August it goes to a joint meeting and we found out about it the Friday before the Monday meeting so and then it happened again today um we found out about the changes in the proposal it got sent out Friday at 4 58 p.m that to me and tonight it's Monday so we had over the weekend to digest all of this and come up with talking points and so I I'm a proponent of handing this back at some point so I don't want anyone to misunderstand my intentions here it's just the timing of this it feels like it's not a conversation and we've had a partnership for 20 years that went along really well we've never used a taxpayer dollar all right it's all money that has been generated through the fees that we charge for the fields and from the contributions made by the founding members and additional infusion of cash some years later so the town and village have a great asset at no cost and the proposal says that this will transition at no cost and I as a taxpayer I'm not sure I agree with that that assessment I know what it costs I'm the treasurer of the tree farm so I've been in that position for one year but being a member of Vermont soccer for about 15 years I indirectly had access to all of the tree farm information we've always had a seat on the board that's a designated position so as a as treasurer I was for a year I've been able to see a whole period a whole fiscal year of revenue and expense and every one of our board meetings the tiniest expense is scrutinized we look at everything what's its benefit what are we getting for it and how much is it costing and so we spent we spent a great deal of time and energy trying to make sure that that asset stays as pristine as it is and we reinvest so we're we're as you would do with the capital project we also do capital projects so we're we're always working at trying to make those fields better and whatever it takes as we've gone through this process of talking through the financials and we've heard from the village as to how much they think it's going to cost for them to to manage this this operation it doesn't jive with what we've had have experienced in the real world so what we've been told to expect and what actually has happened there's a pretty good delta there and uh so I I want to caution the boards that before they say yes or no that we have a real conversation I I would think putting a two-year window on this given what I've just heard um prior to us being here it sounds like this is an a blip shouldn't be a blip on the radar until after everyone's uh operations are in order and we can proceed in a in a conversational manner as to how to transition because we we definitely would love to transition just looking at uh we're thinking that two-year period is not not how to get there and um so we're asking to go with the 10 like we've had two times before and just be consistent with uh having us manage the facility understanding that at some point it will go back to the town of the village when it's appropriate great thank you yes um my name is fennach law i'm a resident of the town 14 years not as long as giles i'm also sit on the board of the tree fire management group and i represent s16 united soccer um you mentioned 20 year history there's actually a 25 year history from the very beginning of raising money lots of money to build these fields in the facility that we have today um that's something we can't forget right the initial program has raised all this and built the fields and i've managed it ever since i would say we have a pretty good track record and reputation for running this facility again at no taxpayer money um whatsoever we're a self enterprise fund so that means what we make what we can spend um i would say if the parks and rec this is my personal opinion as a taxpayer of estix if you want to represent the rec departments to manage it that is now a paid service managing it for something where money is already tight to begin with and i don't know if the town or junction are good at raising money they're not a business they're a government set up um a few things uh i will like to mention that the parks and rec for both divisions have a seat on the board of the tree fire management group i don't know if the public is aware of that but they're they're making decisions with us and we try our best to work together um i guess my personal opinion um given the situation with the village in the town and all the stuff you guys are currently dealing with i don't know how you're doing it but do you really want to have another problem on your hand when the tree farms are even managed well now i mean think about that you guys are voting on this um and then more importantly the two rec departments um i don't think uh are seeing eye to eye and you expect them to coexist and manage a facility like this it's a beautiful spot brings a lot of business to this town in the village and why change something if it's already working well my last comment i have one follow-up i failed to mention and it's a pretty important one um so we got as part of your package you got a memo from brad and one from ali is that and so i'm looking at the one from ali and in the discussion portion third paragraph there's a line in the middle that says at this time the financial and physical assets would transfer to the municipality that would not take place so these are tree farm management group assets so the cash that we have in the bank all of the goals all the flags all of the paraphernalia that we purchased over the 20 plus years would be would remain in the possession of the tree farm management group and we would dispose of those as uh that's what i also like to say that we are a volunteer organization we're not getting paid for this work we're passionate about this work and we want the best for the tree farm um i think that's my last comment so i think there's a lot of people yeah thank you yeah we will uh address the public we got if you could hold the second i think i want to give uh select board and trustees uh chance to ask you any questions if they have them before you get back into the audience sue yeah so i i had the same question of what what problem are we trying to solve that kind of is where my head first went but um one of the things i just wanted to follow up on you referenced an april meeting uh and that Brad and evan came ali was oh ali i'm sorry that ali's part of the board so she comes to the meeting anyways i was negligent in giving that piece of i didn't imply i wasn't trying to imply that ali wasn't there um i just i would make some assumptions that's fair thank you for clarifying and i all of the information that i've been in all the notes if anyone wants it they i am an open book we are an open book uh trustees i apologize i can't see all the hands online um i don't see any questions there though uh george yeah giles could i actually address this to both of you you said you don't have a problem in seeing you do see that eventually the municipalities have to take it over but you're lobbying for 10 years um yeah i'm lobbying for more than two in two is not enough tight window i i just want to just just explore that a second though because you do you do see the need i mean you understand that that it's you know i've used the analogy before it's like if the if a completely independent group was running sx high school hockey rink and the high school board had no say it wasn't you know maybe they have a c it is a giant piece of property there is money changing hands i hate to use the big word fiduciary but there it is we got to wheel it out and put it out here we have a fiduciary responsibility i think that that's what what some of us have have said here there's a lot of money changing hands there's a lot there's ordinances being written that never came by us things happening that we didn't see yet it's public property the public has is supposed to have access and so i think i just want to make the case to you you understand we're not this is not about us questioning your competence and your goodwill and and all your good work it's about us exercising what we believe to be is our fiduciary responsibility for this yes i i'd agree with that i i would i would agree with that too i just don't think the timing is the timing it's just the timing and so you're thinking that if if so if you extend if it was a three if it was three if we say 10 years is too much like we've gotten pretty good at negotiating so you know 10 years maybe too much two years not enough i mean so what's a happy medium in there perhaps well i i mean if you look at the mo you i think we're there's talks to start talking about this together with four years in advance four years ago in advance i mean correct me if i'm wrong i'm kind of new to the board but we have not been part of those conversations and if they we have been it's been we know very little yeah and some of it was co vid i mean i we would love to blame co vid right so the redhead step child but um there was that issue of co vid and i'm gonna give everyone the benefit of the doubt on that but you're right it's supposed to start the conversation four years in advance of the expiration of the current mo you know so since we didn't have that opportunity to really ever have the conversation i mean evan came out to the meeting but he had to run because it was the night of the merger vote and uh so it just seemed like there was we were piling on on this thing so i i don't know what the right number is uh four or five years you know that seems like a reasonable number to me and um and handing over additional responsibilities so that like i said in my notes to myself i said it should happen such that on that last day nobody even knows it happened it just did we all feel good about it yeah one person so whatever it takes to i'll give you a really good example of what we were thinking um as a board the tree farm management we actually had this conversation on how to transition and one of the suggestions was we had this thing this past season where a set of individuals did the opening and closing the lining of fields the picking up the trash in the morning and that kind of stuff so oddball jobs that just were at odd times too so you couldn't just pay somebody three hours it was odd times and so we had this j crew and um they will not be doing that duty this next year and so we're thinking well okay that's a great thing for the municipality to let's start the transition let's see how you do on that and uh if that goes well well then we go to the next step and like i said eventually you get to a point where it's all on yeah i mean i i'm just concerned for the taxpayers uh we all that's an ugly word for a lot of people in this area increase taxes there's been zero tax money into this facility and how we run it and i feel like taxes in some way will be increased to run it um we're not we don't make a lot of money at the tree farm right we spend just as much more or less what we make for you by year and this year has actually been our best year ever in terms of revenue um but it's just you know you have a lot of big plans for the tree farm and you don't want to use taxpayer money so and then now you have to pay for some of the services we're doing with by volunteering i'm just wondering where the money's going to come from i do think that actually our rec programs are pretty phenomenal at running their programs on user fees alone um we get nearly uh two to one return on investment for what we put into ejrp and our parks and rec i'm not saying that it obviously wouldn't be difficult but certainly within the capability of those two departments to make that work if they were able to set their minds to it well the costs on those so i'll just provide a little reference if i offer a program that can have say 10 participants sit $50 a piece that's $500 in revenue and it may only cost me 100 for an instructor to run that program um what we're talking about are the maintenance of facilities that cost there's not an economy of scale that you would have in a rec program so something where i'm registering for something like swim lessons or daycare lawn mowers totally totally different than the park side of the house thank you yeah patrick if i if i'm gonna jump in here i um lili andre i see you raj and i think brad as well um so i'm gonna go in that order that's just the way i saw them yeah uh thank you thank you both for being here uh my question is i've heard a few times both of you talk about how two years is just not enough time i haven't really heard why i'm hearing concerns about you know this might cost taxpayer money uh what about things that are happening currently with the separation but what do you feel the harm would be to the participants into the programs uh by turning this over in two years i'm worried about quality where we have uh so a little tidbit of information the the tree farm itself had 19 different reservies in the current season so that's not a lot of customers for a lot of revenue of those 19 three provided 80 of the revenue so one of those walk and find a new home and i'm i'm not making i'm making any threats i'm just saying this is what clubs like nordic can et cetera united and even vermont soccer we have to have that conversation internally like i have to go before an a gm uh in january and i have to just discuss what we're talking about right here because it has a dramatic impact on our member clubs and so clubs like esec united and nordic who use the tree farm as their home facility if that's not gonna be a long-term solution they're probably looking for another option so i that's why it has to be a conversation and it has to involve esec united and nordic and vermont soccer and rugby and all these all the different players in the two rec departments there are a lot of conversations that have not been had yet and and to have a fair assessment as to whether it's the right time to do it or not well first you got to have a conversation to know that and so far that has not happened yeah i think my response is is quality too um we both will be retired from business they sold and i run a business and numbers i look at numbers right um for a living i just don't again we're i can't tell you how many times we're at the tree farm ourselves volunteering our time it's unbelievable how much time we have and now that's going to be a paid service at the end of the day you're gonna have to hire people to do this work that we're doing regardless the lawn has to be mowed twice a week i mean ship the lawn tractors have to buy all types of stuff you have to do that you're not actually figuring in the last meeting when i was here last i couldn't believe that both rec departments had no idea our revenue our costs anything that to me is alarming you want to take over or something you should know what's involved and how to do it so two years in my opinion that's probably in the short end i'm probably looking again i i still think ten and maybe we find somewhere in the middle but years we can choose to go along with that even though we have uh originally it's at three um if that is the will i'm entertained such a motion i'll second you're gonna move that wait wait wait wait wait wait could you could you read could you read your motion one more time please listen guys it's the first time i'm running one of these you're doing a fine job after two you're doing a great job but yeah we can't just why don't you just say uh you you would move tracy's motion but replace select orbit crusties yeah okay that's fine i'll second that okay the only thing that i want to point out is that it feels um just i realized three to four years may not seem like much to some it's just one of those things