Common Council Meeting — Agenda Packet

CITY OF MAYVILLE COMMON COUNCIL REGULAR MEETING AGENDA OCTOBER 12, 2026 6:00 PM MAYVILLE CITY HALL 15 S. SCHOOL STREET 1. CALL TO ORDER AND ROLL CALL 2. PLEDGE OF ALLEGIANCE TO THE FLAG 3. CITIZEN COMMENTS Citizen Comments are to be kept to a maximum of five minutes per speaker unless the chairperson allows an extension of time. Each citizen is to make comments at the podium after stating name and address. Each citizen may comment only one time per public hearing / meeting. 4. AGENDA CHANGES 5. PRESENTATION 5.1. Presentation from Scott Sabol, Mayville School District Superintendent, Regarding Mayville School District's Fall Referendum 6. REPORT OF OFFICERS 6.1. Mayor A. Mayor's Monthly Report 6.2. City Clerk/Executive Assistant A. City Clerk/Executive Assistant's Monthly Report 6.3. Treasurer 6.3.A. September 2026 Check Register and Approval of Bills 7. REPORT OF COMMITTEES, COMMISSIONS AND BOARDS 7.1. Utility Commission A. Next Meeting Date - October 26, 2026, at 5:00 PM 7.2. Library Board A. Next Meeting Date - October 15, 2026, at 5:00PM 7.3. Public Works Committee A. Next Meeting Date - October 26, 2026, at 6:00 PM 7.4. Personnel Committee A. Next Meeting Date - October 26, 2026, at 6:00 PM 7.5. Public Safety Committee A. Next Meeting Date - October 26, 2026, at 6:00 PM Page 1 of 171 7.6. Finance Committee A. Next Meeting Date - October 26, 2026, at 6:00 PM 7.7. Parks & Recreation Commission A. Next Meeting Date - December 2, 2026, at 3:30 PM 7.8. Planning Commission A. Next Meeting Date - October 28, 2026, at 4:00 PM 7.9. Community Development Authority/Enhancements Committee A. Next Meeting Date - October 28, 2026, at 5:00 PM 8. OLD BUSINESS 8.1. Discuss, with Possible Action, Ordinance 1154-2026, "An Ordinance Amending §303-7 of the Municipal Code of the City of Mayville, Relating to Public Nuisance Abatement Procedures" 8.2. Discuss, with Possible Action, Ordinance 1157-2026, "An Ordinance Repealing and Recreating §397-14 of the Municipal Code of the City of Mayville, Relating to Bicycles, Electric Bicycles, Play Vehicles, and Electric Micromobility Devices" 9. NEW BUSINESS 9.1. Approval of Minutes of the September 14, 2026, Common Council Meeting 9.2. Approval of Minutes of the September 14, 2026, Finance of the Whole Committee Meeting 9.3. Approval of Minutes of the September 21, 2026, Finance Committee Meeting of the Whole 9.4. Approval of Minutes of the September 28, 2026, Finance Committee Meeting of the Whole 9.5. Approval of Minutes of the September 28, 2026, Special Common Council Meeting 9.6. Approval of Minutes of the October 5, 2026, Finance Committee Meeting of the Whole 9.7. Introduction of Ordinance 1155-2026, "An Ordinance to Create Chapter 196 of the Municipal Code of the City of Mayville, Relating to Tattoo, Body Piercing, and Massage Establishment Licenses" 9.8. Discuss, with Possible Action, Resolution 6091-2026, "Resolution Establishing the 2027 Garbage and Recycling Rate for the City of Mayville" 9.9. Discuss, with Possible Action, Resolution 6092-2026, "Resolution Amending and Confirming Meeting Pay Rate for City Boards, Commissions, and Committees in Chapter 22 of the City of Mayville Municipal Code" 9.10. Discuss, with Possible Action, Resolution 6093-2026, "Resolution Authorizing Funding for the 2027 Maintenance Deficiency of Graceland Cemetery Association" 9.11. Discuss, with Possible Action Resolution 6094-2026, "Resolution Approving the 2027 Stray Animal Contract with the Dodge County Humane Society, Inc." 9.12. Discuss, with Possible Action, Resolution 6096-2026, "Resolution Approving the Annual Inspection and Preventative Maintenance Agreement Between Emergency Communications Systems and the City of Mayville" 9.13. Discuss, with Possible Action, Resolution 6097-2026, "Resolution Accepting the 2027 Wisconsin Department of Natural Resources Forest Fire Protection Grant Award to the Mayville Fire Department" Page 2 of 171 9.14. Discuss, with Possible Action, Resolution 6098-2026, "A Resolution Recinding and Replacing Resolution 6089-2026 and Authorizing a Conditional Financial Commitment for Architectural and Engineering Services Related to Improvements at Fireman's Field and Lion's Point Playground" 9.15. Discuss, with Possible Action, Resolution 6099-2026, "A Resolution Designating Horicon Bank as an Official Depository of the City of Mayville, Discontinuing Certain Existing Depository Relationships, and Authorizing City Officials to Execute Banking Documents and Complete the Transition" 9.16. Discuss, with Possible Action, Pay Request #6, in the Amount of $886,490.00, Payable to Cardinal Construction Co., Inc. Project: Wells #2, 3, and 5 9.17. Discuss, with Possible Action, Pay Request #15, in the Amount of $944,387.50, Payable to C.D. Smith Construction, Inc. Project: Water/Wastewater Treatment Facility 9.18. Discuss, with Possible Action, Pay Request #4, in the Amount of $360,665.48, Payable to Koppling & Kinas Co., Inc. Project: 2026 Road Reconstruction Project 9.19. Discuss, with Possible Action, TAG Center IT Infrastructure Project, in the Amount of $14,205.00, Payable to Genesis Computer Systems Funding Source: Ted & Grace Bachhuber Foundation Grant Contribution 9.20. Discuss, with Possible Action, TAG Center Rooftop Unit Replacement, in the Amount of $92,250.00, Payable to Aldag Honold Mechanical Inc. Funding Source: Ted & Grace Bachhuber Foundation Grant Contribution 9.21. Discuss, with Possible Action, Agreement with Paralign Health, Inc. for Participation in the Paralign Community Paramedicine Program 9.22. Discuss, with Possible Action, Addition of a Full-Time Advanced Emergency Medical Technician (AEMT) for Mayville EMS 9.23. Discuss, with Possible Action, New Sewer Service Application for Parcel 028-1316-2612-011 Location: W3053 Co Rd Y, Lomira 10. ADJOURNMENT Mayor Rob Boelk, Presiding Officer NOTE: Persons with disabilities requiring special accommodations for attendance at the meeting should contact City Hall at least one (1) business day prior to the meeting. Page 3 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com STAFF MEMO Meeting Date: July 27, 2026 To: Public Works Committee From: Clerk/Executive Assistant Anastasia Gonstead Subject: Ordinance 1154-2026 – Amendment to §303-7, Public Nuisance Abatement Procedures Purpose The purpose of this ordinance is to amend §303-7 of the City of Mayville Municipal Code to establish a clear, consistent, and efficient administrative process for the abatement of non- emergency public nuisances. The proposed amendments are intended to clarify existing enforcement authority, establish standardized notice and abatement procedures, and align the Municipal Code with the City's internal Standard Operating Procedure (SOP) for processing nuisance complaints. The proposed ordinance is administrative in nature and is intended to improve consistency, transparency, and efficiency in the City's nuisance enforcement process while maintaining the City's existing authority to address public nuisances. Background City staff routinely receive complaints regarding properties that may constitute public nuisances. While §303-7 currently provides authority to investigate and abate nuisances, the existing ordinance does not establish a comprehensive administrative process for handling non-emergency nuisance complaints. To promote consistent enforcement across departments, staff have developed a Standard Operating Procedure outlining how nuisance complaints will be received, investigated, documented, communicated, and resolved. The proposed ordinance supports that SOP by incorporating key procedural elements into the Municipal Code, ensuring that the City's practices are clearly reflected in its ordinances. By codifying these procedures, property owners will have a better understanding of the City's enforcement process, and staff will have a uniform framework to ensure nuisance complaints are handled fairly, consistently, and in a timely manner. Page 4 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com Summary of the Ordinance The proposed ordinance would: • Clarify enforcement responsibilities of the Building Inspector, Chief of Police, and other City staff designated by the Mayor. • Authorize designated officials to investigate complaints and issue notices of violation. • Clarify that municipal citations may be issued by the Police Department or other officials authorized by ordinance. • Require an inspection and determination that a public nuisance exists before abatement action is initiated. • Establish a standardized administrative process for non-emergency nuisance abatement, including: o Written notice to the property owner and/or occupant; o A compliance period of not less than five (5) days and not more than fourteen (14) days; o Minimum required contents of the notice; o Authorized methods of service. • Authorize the City to abate nuisances using City personnel or private contractors if violations are not corrected within the compliance period. • Authorize City staff and contractors to enter the property for the limited purpose of performing nuisance abatement. • Clarify that abatement costs, including labor, equipment, contractor expenses, and administrative fees, may be charged to the property owner and collected as a special charge under Wisconsin Statutes §66.0627 if unpaid. • Renumber the existing court abatement provisions while preserving their applicability when judicial enforcement is necessary. Why Municipalities Adopt Administrative Nuisance Procedures Wisconsin municipalities commonly establish administrative nuisance abatement procedures to provide a consistent and efficient method for addressing violations that affect neighborhoods and the community as a whole. Clearly defined procedures benefit both property owners and the municipality by establishing expectations, timelines, and due process before corrective action is taken. Common reasons municipalities adopt or update nuisance abatement procedures include: • Providing a consistent process for receiving, investigating, and resolving nuisance complaints. • Ensuring property owners receive adequate notice and an opportunity to voluntarily correct violations. • Promoting uniform enforcement regardless of which City department receives the complaint. • Clearly defining staff authority and responsibilities during the enforcement process. Page 5 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com • Reducing delays in resolving nuisance conditions that negatively impact neighboring properties and the community. • Establishing procedures that support recovery of City costs when abatement work becomes necessary. • Maintaining accurate documentation to support enforcement actions and any subsequent legal proceedings. • Aligning municipal ordinances with current Wisconsin statutes and administrative best practices. Standard Operating Procedure The proposed ordinance complements the City's newly developed Standard Operating Procedure (SOP) for nuisance complaints. The SOP establishes internal administrative practices for staff, including complaint intake, inspection procedures, documentation standards, communication with property owners, timelines for follow-up inspections, and coordination between City departments. While the SOP governs internal operations, the proposed ordinance provides the legal authority and procedural framework necessary to support those practices. Together, they create a predictable and transparent process that promotes consistency, accountability, and timely resolution of nuisance complaints. Fiscal Impact The proposed ordinance is not anticipated to result in significant additional costs to the City. Rather, it provides a more efficient administrative process for addressing nuisance violations and clarifies the City's authority to recover abatement costs from responsible property owners in accordance with Wisconsin Statutes §66.0627. Legal Review The proposed ordinance has been submitted to the City's municipal counsel for legal review. Any recommendations or revisions received from counsel will be presented to the Committee and Common Council prior to final consideration. Page 6 of 171 1 Ordinance 1154-2026 STATE OF WISCONSIN CITY OF MAYVILLE DODGE COUNTY ORDINANCE 1154-2026 AN ORDINANCE AMENDING §303-7 OF THE MUNICIPAL CODE OF THE CITY OF MAYVILLE, RELATING TO PUBLIC NUISANCE ABATEMENT PROCEDURES WHEREAS, The Common Council of the City of Mayville finds that the current provisions of §303-7 provide general authority for nuisance abatement but would benefit from clarification and modernization to improve administrative efficiency and consistency with current enforcement practices; and WHEREAS, The Common Council desires to establish a clear administrative abatement process for non-emergency nuisances and to clarify enforcement authority consistent with Wisconsin Statutes, including §66.0627; NOW, THEREFORE, the Common Council of the City of Mayville, Wisconsin, does ordain as follows: SECTION 1. Amendment of §303-7(A) – Enforcement §303-7(A) is hereby amended to read as follows: It shall be the duty of the Building Inspector, the Chief of Police, and other City Staff as directed by the Mayor to enforce those provisions of this chapter that come within the jurisdiction of their respective offices. Such officials shall make periodic inspections and inspections upon complaint to ensure that such provisions are not violated. The Building Inspector and other designated officials are authorized to investigate violations and issue notices of violation. Municipal citations shall be issued by the Police Department or other officials authorized by ordinance. No action shall be taken under this section to abate a public nuisance unless the officer shall have inspected or caused to be inspected the premises where the nuisance is alleged to exist and has determined that a nuisance does, in fact, exist. SECTION 2. Creation of §303-7(C) – Administrative Abatement of Non-Emergency Nuisances §303-7(C) is hereby repealed and recreated to read as follows: C. Administrative Abatement of Non-Emergency Nuisances Page 7 of 171 2 Ordinance 1154-2026 (1) If the inspecting officer determines that a public nuisance exists on private premises that does not pose an immediate threat to public health or safety, the officer shall provide written notice to the property owner and/or occupant to remove or correct the nuisance within a specified time period of not less than five (5) days and not more than fourteen (14) days. (2) The notice shall include: A description of the nuisance condition The applicable Municipal Code section(s) The required corrective action The time allowed for compliance (3) Notice may be served by any of the following methods: First-class mail Personal service Posting on the property (4) If the nuisance is not corrected within the time specified, the City may cause the nuisance to be abated or removed using City personnel or private contractors without further notice. (5) The City and its authorized agents may enter upon the property for the limited purpose of abating the nuisance. (6) The cost of abatement, including labor, materials, equipment, contractor services, and administrative fees as established by resolution or fee schedule, shall be charged to the property owner. If such charges are not paid, they shall be imposed as a special charge against the property pursuant to Wisconsin Statutes §66.0627 and placed on the tax roll. SECTION 3. Renumbering Current §303-7(C) (Abatement by Court Action) is renumbered as §303-7(D) and remains in effect. Subsequent subsections shall be relettered accordingly. SECTION 4. No Other Changes Except as expressly amended herein, all other provisions of §303-7 shall remain in full force and effect. Page 8 of 171 3 Ordinance 1154-2026 SECTION 5. Severability If any provision of this ordinance is held invalid, such invalidity shall not affect other provisions, which can be given effect without the invalid provision. SECTION 6. Effective Date This ordinance shall take effect upon passage and publication as provided by law. Introduced: _______________________ Seconded by: ________________________ Vote: ____ aye ____ nay Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead - City Clerk Page 9 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com STAFF MEMO Meeting Date: July 27, 2026 To: Public Safety Committee From: Clerk/Executive Assistant Anastasia Gonstead Subject: Ordinance 1157-2026 – Repeal and Recreation of §397-14, Bicycles, Electric Bicycles, Play Vehicles, and Electric Micromobility Devices Purpose The purpose of this ordinance is to repeal and recreate §397-14 of the Municipal Code to modernize the City's regulations governing bicycles, electric bicycles (e-bikes), play vehicles, and electric micromobility devices. The proposed ordinance establishes clear operational standards that reflect changes in transportation technology while promoting the safe and orderly use of these devices on City streets, sidewalks, trails, parks, and other public property. The ordinance is intended to balance the growing popularity of electric mobility devices with the City's responsibility to protect pedestrians, motorists, and other users of public spaces. Background The City's existing bicycle ordinance predates the widespread use of electric bicycles and other electric micromobility devices such as electric scooters, OneWheels, and similar equipment. While Wisconsin law provides definitions and regulations for electric bicycles, municipalities retain authority to regulate where and how these devices may operate on local property and within municipal parks. The proposed ordinance largely follows the framework recently adopted by the City of Horicon. Staff reviewed Horicon's ordinance as a model because it incorporates current Wisconsin statutory language while providing municipalities with local flexibility. Several modifications have been incorporated at the request of the Mayville Police Department to improve enforceability, clarify prohibited conduct, and address local public safety concerns. Summary of the Ordinance The proposed ordinance would: • Update municipal definitions to recognize: o Class 1, Class 2, and Class 3 electric bicycles; o Electric micromobility devices; o Out-of-class electric vehicles; o Shared-use paths and bicycle facilities. • Incorporate current Wisconsin statutory definitions and automatically recognize future statutory amendments unless otherwise excluded. Page 10 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com • Establish operational requirements for bicycles, electric bicycles, play vehicles, and electric micromobility devices. • Require operators to obey traffic laws and traffic control devices. • Establish sidewalk operating requirements, including: o Reduced operating speeds for electric devices; o Yielding to pedestrians; o Audible warnings when passing; o Safe and prudent operation. • Establish helmet requirements for certain operators under sixteen years of age. • Restrict the operation of Class 3 electric bicycles and out-of-class electric vehicles in certain locations. • Establish where electric bicycles may operate within City parks, trails, and other public property. • Prohibit operation on playgrounds, athletic fields, pedestrian-only areas, and other sensitive locations unless specifically authorized. • Establish parking requirements to prevent obstruction of sidewalks and Americans with Disabilities Act (ADA) accessible routes. • Authorize enforcement actions for reckless operation and unsafe equipment. • Provide enforcement authority through the existing municipal penalty provisions. Why Municipalities Are Updating E-Bike Ordinances Wisconsin municipalities have increasingly updated their bicycle ordinances over the past several years due to the rapid growth in electric bicycles and other personal mobility devices. Older bicycle ordinances often do not address newer technologies, leaving uncertainty regarding where these devices may legally operate. Common reasons municipalities adopt updated ordinances include: • Providing clear rules for residents, visitors, and law enforcement regarding the operation of electric bicycles and other micromobility devices. • Improving pedestrian safety on sidewalks, trails, and shared-use paths. • Reducing conflicts between pedestrians, bicyclists, motorists, and users of electric mobility devices. • Clarifying where various classes of electric bicycles may operate within municipal parks and trail systems. • Addressing high-speed or modified electric vehicles that exceed the classifications recognized under Wisconsin law. • Promoting consistency with current Wisconsin statutes while allowing local regulation where authorized. • Providing clear enforcement standards for unsafe or reckless operation. • Protecting City infrastructure, recreational facilities, and natural resources from inappropriate vehicle use. Page 11 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com Temporary Restrictions During Events and Emergencies One of the notable additions included in this ordinance is Section J, which authorizes the Director of Public Works/Parks, or their designee, to temporarily prohibit, reroute, or regulate bicycles, electric bicycles, play vehicles, and electric micromobility devices on City property under specified circumstances. This authority may be exercised during: • Construction or maintenance activities; • Community festivals and special events; • Hazardous weather conditions; • Emergency situations; • Public safety concerns; or • Circumstances requiring protection of City infrastructure or natural resources. Staff intentionally included this provision after learning from other Wisconsin municipalities that have experienced challenges managing large public events without clear authority to temporarily restrict these devices. Municipal officials have expressed regret that their ordinances did not include such language, particularly during festivals, parades, concerts, and other high-attendance events where heavy pedestrian traffic creates safety concerns. Providing administrative authority for temporary restrictions allows City staff to respond quickly to changing conditions without requiring Common Council action each time a temporary safety concern arises. Appropriate notice would be provided through signage, barricades, cones, fencing, electronic messaging, or other reasonable means. Police Department Recommendations The proposed ordinance incorporates several revisions requested by the Mayville Police Department to improve clarity and enforcement. These revisions include additional operational standards, provisions addressing reckless operation, restrictions on out-of-class electric vehicles, impoundment authority for unsafe or unlawfully operated bicycles and electric bicycles, and language intended to assist officers in applying the ordinance consistently. Fiscal Impact The proposed ordinance is not anticipated to have a significant fiscal impact. Enforcement will be performed by existing City staff as part of their normal responsibilities. Legal Review The proposed ordinance has been submitted to the City's municipal counsel for legal review. Any recommendations or revisions received from counsel will be presented to the Committee and Common Council prior to final consideration. Page 12 of 171 CITY OF MAYVILLE COMMON COUNCIL REGULAR MEETING MINUTES SEPTEMBER 14, 2026 6:00 PM MAYVILLE CITY HALL 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 06:00 PM by Mayor Rob Boelk, with the following roll call: Present: Ald. Anthony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald Jason Buske, Ald. Kim Olson. Excused: None. Absent: None. Staff present: Police Luitenant Jeremy Johnson, DPW/Parks Director Jake Schellpfeffer, Library Director Bradford Ney, EMS Director Julie Staffin, EMS Deputy Director Devin Sellnow, Comprtoller/Treaurer Darlene Smith, TAG Director Jessica Loomans, Fire Chief Geoff Engel, and Clerk/Executive Assistant Anastasia Gonstead. 2. CITIZEN COMMENTS None. 3. PRESENTATION OF 2026 MAYOR'S BEAUTIFICATION AWARDS 3.1. 257 N German Street - Josey & Stephanie Billington Josey and Stephanie Billington were not present. 3.2. 325 N German Street - Kyle Henkel & Abigail Pitzlin Kyle Henkel and Abigail Pitzlin were present to accept their award. 3.3. 289 Brookside Drive - John & Kathie Wild John and Kathie Wild were not present. 4. AGENDA CHANGES No agenda changes. 5. CONSENT AGENDA The motion to approve the consent agenda was made by Ald. Henkel and seconded by Ald. DeBaker. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0. Motion has Passed. 6. REPORT OF OFFICERS 6.1. Mayor Page 13 of 171 A. Mayoral Proclamation Honoring Rob Schrab and the 20th Anniversary of Monster House B. Mayor's Monthly Report Mayor Boelk provided his monthly report to the Council. He welcomed back Darlene Smith as the City's Comptroller/Treasurer. He informed the Council that the start of Audubon Days on September 17th will be celebrating Rob Schrab and showing his movie, Monster House. Discussion was had on the sewer as well as continuing discussions with Leroy and Kekoskee. Trick or Treating will be held on Saturday, October 31st, this year from 1:00 PM to 4:00 PM. Mayor Boelk expressed his gratitude to our first responders and reflected on remembering 9/11. He encouraged residents to become informed on the School District referendum. Discussion was also had on the 2027 budget; $9 million was lost in assessed value due to the tornado, which is the most difficult hurdle of this budget. C. Presentation of the Draft 2027 City of Mayville Budget Cameron Sawyer with Elevated Municipal Consulting was present. He explained to the Councill that the draft budget includes 3.5% COLA, market update, zoning update, and more. The department heads only asked for what was needed, but more revenue than anticipated was brought in, largely due to EMS. There are three to four upcoming budget meetings to discuss and refine; discussion was had on pulling EMS and the Library into their own funds to provide financial clarity for both departments. C. Sawyer answered questions from the Body, including clarification on anticipated excess funds. 6.2. City Clerk/Executive Assistant A. City Clerk/Executive Assistant's Monthly Report Clerk/Executive Assistant Gonstead provided her monthly report to the Council. She discussed the preparation for the 2027 budget and ensuring the City will have outstanding administrative matters addressed. She informed the Body that preparations for the November 3rd election are underway, absentee ballots have been mailed ahead of the September 17th deadline. She discussed the 2026 road reconstruction, special assessments, and affected property owners being placed on the 2026 tax roll. Clerk/Executive Assistant Gonstead also informed the Council the final draft of the new employee handbook has been sent to legal for final review and the updated draft will then be presented to the Personnel Committee in September for further consideration. 6.3. Treasurer A. Comptroller/Treasurer's Monthly Report No report was given. 6.3.B. September 2026 Monthly Check Register and Approval of Bills The motion to approve the monthly check register and bills was made by Ald. Buske and seconded by Ald. Henkel. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None Vote Count: 6 - 0 Motion has Passed. 7. REPORT OF COMMITTEES, COMMISSIONS AND BOARDS 7.1. Utility Commission Page 14 of 171 A. Next Meeting Date - September 28, 2026, 5:00PM 7.2. Library Board A. Next Meeting Date - September 17, 2026, 5:00PM 7.3. Public Works Committee A. Next Meeting Date - September 28, 2026, 6:00PM 7.4. Personnel Committee A. Next Meeting Date - September 28, 2026, 6:00PM 7.5. Public Safety Committee A. Next Meeting Date - September 28, 2026, 6:00PM 7.6. Finance Committee A. Next Meeting Date - September 28, 2026, 6:00PM 7.7. Parks & Recreation Commission A. Next Meeting Date - October 7, 2026, 3:30PM 7.8. Planning Commission A. Next Meeting Date - September 23, 2026, 4:00PM 7.9. Community Development Authority/Enhancements Committee A. Next Meeting Date - September 23, 2026, 5:00PM 8. OLD BUSINESS None. 9. NEW BUSINESS None. 9.1. Approval of Minutes of the August 10, 2026, Common Council Meeting Page 15 of 171 The motion to approve the minutes of the August 10, 2026, Common Council meeting was made by Ald. Smith and seconded by Ald. DeBaker. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.2. Approval of Minutes of the August 24, 2026, Special Common Council Meeting The motion to approve the minutes of the August 24, 2026, Special Common Council meeting was made by Ald. Buske and seconded by Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.3. Discuss, with Possible Action, Memorandum of Understanding Between the City of Mayville and Mayville Cares, Inc. for the Fireman's Field and Lion's Point Improvement Project Mike Schuett with Mayville Cares present. He provided an overview of the proposed project and memorandum of understanding. The motion to approve the memorandum of understanding between the City of Mayville and Mayville Cares, Inc. for the Fireman's Field and Lion's Point improvement project was made by Ald. Buske and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None Vote Count: 6 - 0 Motion has Passed 9.4. Discuss, with Possible Action, Resolution 6089-2026, "A Resolution Authorizing a Conditional Financial Commitment for Architechtrual and Engineering Services Related to Improvements at Fireman's Field and Lion's Point Playground" Page 16 of 171 Mike Schuett of Mayville Cares provided background on this agenda item. The Bachhuber Foundation was approached for a substantial amount of funding for the Fireman's Field and Lion's Point project. Mayville Cares has provided estimates, but the Foundation wants full architectural plans. The Bachhuber Foundation will pay for half of the project; they're asking the City to pay for the other half. The motion to approve Resolution 6089-2026, "A Resolution authorizing a conditional financial commitment for architectural and engineering services related to improvements at Fireman's Field and Lion's Point Playground, was made by Ald. Smith and seconded by Ald. Buske. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.5. Discuss, with Possible Action, Resolution 6084-2026, "Approve Class "B" Fermented Malt Beverage License for Lucky Tap Shed LLC, 1400 Horicon Street" The motion to approve resolution 6084-2026, "Approve Class "B" fermented malt beverage license for Lucky Tap Shed LLC, 1400 Horicon Street", was made by Ald. Buske and seconded by Ald. DeBaker. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.6. Discuss, with Possible Action, Resolution 6088-2026, "A Resolution Authorizing Participation in the Wisconsin Department of Employee Trust Funds Income Continuation Insurance Program and Terminating the City's Current Income Continuation Insurance Coverage Through Metlife" The motion to approve resolution 6088-2026 "A Resolution authorizing participation in the Wisconsin Department of Employee Trust Funds Income Continuation Insurance Program and terminating the City's current income continuation insurance coverage through MetLife" was made by Ald. Henkel and seconded by Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None Vote Count: 6 - 0 Motion has Passed. 9.7. Discuss, with Possible Action, the Conditional Use Application of TriCore Forest Products Site Address: 529 Furnace Street Conditions Recommended by Plan Commission: 1.) Operations are compliant with the City noise ordinance, and 2.) Truck traffic is compliant with the established truck routes. Page 17 of 171 The motion to approve, with listed conditions, the conditional use application of TriCore Forest Products was made by Ald. DeBaker and seconded by Ald. Buske. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.8. Introduction of Ordinance 1157-2026, "An Ordinance Repealing and Recreating §397-14 of the Municipal Code of the City of Mayville, Relating to Bicycles, Electric Bicycles, Play Vehicles, and Electric Micromobility Devices" Ald. Henkel introduced Ordinance 1157-2026. 9.9. Discuss, with Possible Action, Pay Request #13, in the Amount of $726,788.78, Payable to C.D. Smith Construction, Inc. Project: Water/Wastewater Treatment Facility The motion to approve pay request #13, in the amount of $726,788.78, payable to C.D. Smith Construction, Inc. for the water/wastewater project was made by Ald. Buske and seconded by Ald. DeBaker. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald, Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.10. Discuss, with Possible Action, Pay Request #14, in the Amount of $686,768.30, Payable to C.D. Smith Construction, Inc. Project: Water/Wastewater Treatment Facility The motion to approve pay request #14, in the amount of $686,768.30, payable to C.D. Construction, Inc. was made by Ald. DeBaker and seconded by Ald. Smith. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.11. Discuss, with Possible Action, Contract Renewal with Associated Appraisal Consultants, Inc. for Appraisal Services for 2027 - 2031 and Interim Market Update Revaluation for 2027 The motion to approve contract renewal with Associated Appraisal Consultants, Inc. for appraisal services for 2027 - 2031 and interim market update revaluation for 2027 was made by Ald. Smith and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. Page 18 of 171 9.12. Discuss, with Possible Action, Proposed Contract from Vierbicher for Grant Administration Services for Mayville EMS and the Wisconsin Department of Administration Non-State Grant and FY27 Congressionally Directed Spending Application EMS Director Julie Staffin explained this agenda item is to get someone to oversee their grant paperwork. The motion to approve the proposed contract from Vierbicher for grant administration services for Mayville EMS and the Wisconsin Department of Administration Non-State Grant and FY27 Congressionally Directed Spending application was made by Ald. Buske and seconded by Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.13. Discuss, with Possible Action, Quotes for Driveway Approach and Sidewalk Repairs at Police Department Garage Funding Source: 2026 Road Reconstruction Funds The motion to accept the quote from Hechimovich for the driveway approach and sidewalk repairs at the Police Department Garage was made by Ald. Smith and seconded by Ald. Henkel. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None Vote Count: 6 - 0 Motion has Passed. 9.14. Discuss, with Possible Action, Addition of a 4-Way Stop at Walnut and Bridge Streets The motion to approve the addition of a 4-way stop at Walnut and Bridge Streets was made by Ald. Smith and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.15. Discuss, with Possible Action, Simplified TAG Center Membership Option Schedule The motion to approve the simplified TAG Center membership option schedule was made by Ald. DeBaker and seconded by Ald. Buske. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. Page 19 of 171 9.16. Discuss, with Possible Action, TAG Membership Fee Structure Allowing for Aquatics-Only and Fitness-Only Options Discussion was had between TAG Director Loomans and the Body. The Parks & Recreation Committee recommended not splitting up aquatics and fitness, while the Finance Committee recommended splitting the memberships as presented — 100% of the rate for whole-facility access, 90% of the rate for fitness-only access, and 80% of the rate for aquatics-only access. The TAG Center continues tracking numbers in the pool. Director Loomans expressed nervousness about potential financial setbacks if they decide to split up memberships. Discussion was had on membership numbers and memberships continue to decline, as well as the funds the general fund has to allocate to cover deficits at the TAG Center, and enforceability to ensure those with a specific membership type are only using the designated area. Discussion was also had on looking at increasing day passes, punch cards, and key fobs. The motion to approve TAG Center membership fee structure allowing for aquatics-only and fitness-only options, 100% of the rate for whole-facility access, 90% of the rate for fitness-only access, and 80% of the rate for aquatics-only access, was made by Ald. Henkel and seconded by Ald. Winter. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske Nays: Ald. Olson. Vote Count: 5 - 1 Motion has Passed. 9.17. Discuss, with Possible Action, Vendor Policy and Application for the TAG Center The motion to approve, pending legal review, the vendor policy and application for the TAG Center was made by Ald. Buske and seconded by Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 9.18. Discuss, with Possible Action, Approval of Operator (Bartender) License Applications • Chloe Saehse, 310 N Milwaukee Street, Theresa • Nicholle McEwen, 501 Main Street, Apartment M2, Allenton • Paige Poczkalski, 118 Grove Street, Mayville • Tracy Heron, 230 Horicon Street, Mayville • Jessica Lawrence, 336 Nelson Road, Mayville • Steven Volm, 4578 County Road H, Kewaskum The motion to approve operator (bartender) license applications, as enumerated, was made by Ald. Buske and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. Page 20 of 171 10. ADJOURNMENT The Common Council meeting was adjourned at 7:04 PM, by order of the Chair. Respectfully submitted by Lexi Volbright - Deputy Clerk Respectfully submitted, Anastasia Gonstead - City Clerk Page 21 of 171 CITY OF MAYVILLE FINANCE COMMITTEE MEETING OF THE WHOLE MINUTES SEPTEMBER 14, 2026 5:45 PM 15 S SCHOOL ST 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 05:45 PM by Ald. Bob Smith, with the following roll call: Present: Ald. Anthony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske, Ald. Kim Olson. Excused: None. Absent: None. Staff present: Library Director Bradford Ney, EMS Director Julie Staffin, EMS Deputy Director Devin Sellnow, DPW/Parks Director Jake Schellpfeffer, Comptroller/Treasurer Darlene Smith, Clerk/Executive Assistant Anastasia Gonstead. 2. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was recited by those in attendance. 3. CITIZEN COMMENTS None. 4. DISCUSS WITH POSSIBLE ACTION 4.1. Discuss, with Possible Recommendation, Resolution 6088-2026, "A Resolution Authorizing Participation in the Wisconsin Department of Employee Trust Funds Income Continuation Insurance Program and Terminating the City's Current Income Continuation Insurance Coverage Through Metlife" Background on this agenda item was provided by Comptroller/Treasurer Darlene Smith and Clerk/Executive Assistant Gonstead. The motion to recommend Common Council approve resolution 6088-2026, "A resolution authorizing participation in the Wisconsin Department of Employee Trust Funds Income Continuation Insurance Program and terminating the City's current income continuation insurance coverage through MetLife" was made by Ald. DeBaker, Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 4.2. Discuss, with Possible Recommendation, Quotes for Driveway Approach and Sidewalk Repairs at Police Department Garage Funding Source: 2026 Road Reconstruction Funds Page 22 of 171 The motion to recommend Common Council approve the quotes for driveway approach and sidewalk repairs at Police Department Garage was made by Ald. Smith and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 5. ADJOURNMENT The motion to adjourn the meeting was made by Ald. Henkel and seconded by Ald. DeBaker. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. The Finance of the Whole Committee meeting was adjourned at 5:51 PM. Respectfully submitted by Lexi Volbright - Deputy Clerk Page 23 of 171 CITY OF MAYVILLE FINANCE COMMITTEE MEETING OF THE WHOLE MINUTES SEPTEMBER 21, 2026 6:00 PM 15 S SCHOOL ST 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 06:00 PM by Ald. Bob Smith, with the following roll call: Present: Ald. Tony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske, and Ald. Kim Olson. Excused: None. Absent: None. Staff present: Police Chief Ryan Toellner, Fire Chief Geoffrey Engel, Comptroller/Treasurer Darlene Smith, and Clerk/Executive Assistant Anastasia Gonstead. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The Pledge of Allegiance was recited by those in attendance. 3. CITIZEN COMMENTS None. 4. DISCUSS WITH POSSIBLE ACTION 4.1. Review of, and Recommendations for, the Proposed 2027 Police Department Budget Police Chief Toellner presented an overview of the proposed 2027 for the Police Department. He is in support of the budget as it stands, with the request that GL 10-52600-25-35-000 be increased by $350. He has now received the contract for maintenance of the tornado sirens and this increase reflects the actual cost in the contract. Chief Toellner answered questions from the Committee, including clarifying what certain account numbers are comprised of. He also provided an overview of the departmental items that will be presented with the upcoming Capital Improvement Plan discussions. The motion to recommend Common Council approve the presented 2027 Police Department budget, with the addition of $350 to GL 10-52600-25-351-000 was made by Ald. Olson and seconded by Ald. Buske. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Winter. Nays: None. Vote Count: 6 - 0 Motion has Passed. 4.2. Review of, and Recommendations for, the Proposed 2027 Fire Department Budget Page 24 of 171 Fire Chief Geoffrey Engel provided an overview of the proposed 2027 Fire Department budget. He is largely on board with the presented budget, noting GL 10-52200-22-304-000 will need to be increased by $2,050 to accurately reflect phone and internet costs and requesting GL 10-52200-22- 386-000 be deferred to a later budgeting meeting, as he is trying to clarify fuel costs through existing invoicing. He answered questions from the Committee pertaining to equipment, staffing, and 2% dues. He also provided an overview of the departmental items that will be presented with the upcoming Capital Improvement Plan discussions. The motion to recommend Common Council approve the presented 2027 Fire Department budget, with the addition of $2,050 to GL 10-52200-304-000, and deferring GL 10-52200-22-386-000 to a later budget meeting was made by Ald. Buske and seconded by Ald. Winter. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 4.3. Review of, and Recommendations for, the Proposed 2027 Clerk/Executive Assistant and Elections Budgets Clerk/Executive Assistant Gonstead provided an overview of the proposed 2027 Clerk/Executive Assistant and Election budgets. She confirmed that she is in support of these budgets as presented. She took questions from the Committee, largely clarifying the restructuring and consolidations made within the budgets. She also provided an overview of the departmental items that will be presented with the upcoming Capital Improvement Plan discussions.. The motion to recommend Common Council approve the presented 2027 Clerk/Executive Assistant and Elections budgets was made by Ald. Olson and seconded by Ald. Henkel. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 4.4. Review of, and Recommendations for, the Proposed 2027 Comptroller/Treasurer Budget Comptroller/Treasurer Smith provided an overview of the proposed 2027 Comptroller/Treasurer budget. She confirmed that she is in support of the budget as presented, noting due to the timing of her onboarding, she was not largely involved with the creation of the budget. She and Clerk/Executive Gonstead took questions from the Committee, largely clarifying the restructuring and consolidations made within the budgets. The motion to recommend Common Council approve the presented 2027 Comptroller/Treasurer budget was made by Ald. Henkel and seconded by Ald. Winter. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 4.5. Review of, and Recommendations for, the Proposed 2027 City Hall Budget Page 25 of 171 Clerk/Executive Assistant Gonstead provided an overview of the proposed 2027 City Hall budget. She confirmed that she is in support of the budget as presented. She took questions from the Committee, largely clarifying shortfalls in the 2026 budget for certain insurances, increasing energy costs, and the upcoming market adjustment which is slated for a 2027 capital improvement project. The Committee expressed a desire to see an energy study done for City buildings to see if there are potential costs savings. The motion to recommend Common Council approve the presented 2027 City Hall budget was made by Ald. Buske and seconded by Ald. DeBaker. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald., Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 5. ADJOURNMENT The motion to adjourn the meeting was made by Ald. DeBaker and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. The Finance of the Whole Committee meeting was adjourned at 7:01 PM. Respectfully submitted by Anastasia Gonstead - Clerk/Executive Assistant Page 26 of 171 CITY OF MAYVILLE FINANCE COMMITTEE MEETING OF THE WHOLE MINUTES SEPTEMBER 28, 2026 6:00 PM 15 S SCHOOL ST 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 06:56 PM by Ald. Bob Smith, with the following roll call: Present: Ald. Tony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske. Excused: Ald. Kim Olson. Absent: None. Staff present: EMS Director Julie Staffin, Assistant EMS Director Devin Sellnow, DPW & Parks Director Jake Schellpfeffer, Library Director Bradford Ney, TAG Director Jessica Loomans, Cameron Sawyer with Elevated Municipal Consulting, and Clerk/Executive Assistant Anastasia Gonstead. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The Pledge of Allegiance was recited by those in attendance. 3. CITIZEN COMMENTS None. 4. DISCUSS WITH POSSIBLE ACTION 4.1. Review of, and Recommendations for, the Proposed 2027 Emergency Medical Services (EMS) Budget Cameron Sawyer of Elevated Municipal Consulting provided an overview of the proposed 2027 EMS budget. He explained that EMS is requesting two additional full-time staff positions, with both positions anticipated to be filled by January 1, 2027. Projected revenues have been adjusted slightly to account for potential economic challenges and maintain a conservative budget approach. Any net revenues would be allocated to the ambulance replacement fund, although some projected revenues will still be needed to support operating expenses. Sawyer also discussed the possibility of separating the EMS budget from the General Fund to improve clarity and ease of managing EMS operations. Additionally, discussion was held regarding a potential wage increase or call-volume-based stipend for the EMS Director and Assistant Director. The motion to defer the wages for the EMS Director and Assistant Director to another Finance of the Whole meeting and recommend the remainder of the proposed budget as presented was made by Ald. Smith and seconded by Ald. DeBaker. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0. Motion has Passed. 4.2. Review of, and Recommendations for, the Proposed 2027 Department of Public Works Budget Page 27 of 171 DPW & Parks Director Schellpfeffer provided an overview of the proposed 2027 budgets for his departments, highlighting changes from the prior year. He noted that the budgets have remained relatively flat and expressed agreement with the budgets as presented. Cameron Sawyer provided additional explanation regarding the consolidation of certain budget items to improve clarity and ease of navigation. He noted that transportation aid revenue was higher than anticipated, the sidewalk upkeep program has been incorporated into the proposed budget, and funding has been included for upcoming dam repairs. The salt budget was reduced to better align with historical usage. Sawyer explained that several of these adjustments were made with the goal of reducing future borrowing needs. The motion to recommend the proposed 2027 Department of Public Works and Parks Departments budgets for approval and deferring the annual garbage and recycling rates was made by Ald. Winter and seconded by Ald. Buske. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0. Motion has Passed. Clerk/Executive Assistant Gonstead explained the 2027 garbage and recycling rates have now been obtained from GFL Environmental and will come to the Common Council via resolution for consideration and approval. 4.3. Review of, and Recommendations for, the Proposed 2027 Parks Department Budget This agenda item was handled under item 4.2, as the two departments are intertwined and overseen by the same Director. The motion to recommend the proposed 2027 Parks Department budget, as presented, was made by Ald. Henkel and seconded by Ald. Smith. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0. Motion has Passed. 4.4. Review of, and Recommendations for, the Proposed 2027 Recreation Department Budget This agenda item was handled under agenda item 4.5, as the Recreation Department runs in tandem with the TAG Center. 4.5. Review of, and Recommendations for, the Proposed 2027 TAG Center Budget Page 28 of 171 Cameron Sawyer provided an overview of the proposed 2027 TAG Center and Recreation Department budgets. Director Loomans was also present to answer questions. He recommended that elected officials review the 2026 year-to-date figures rather than the approved 2026 budget, as the year-to-date figures more accurately reflect actual operating needs and provide a better basis for evaluating the proposed 2027 budgets. The proposed budgets maintains the allocation of the TAG Director’s wages between the TAG Center and Recreation Department as reflected in the 2026 budgets. Sawyer noted that the Mayor would prefer to have the TAG Director’s wages allocated entirely to the TAG Center. Sawyer explained that the tax levy allocated to the TAG Center has not kept pace with increasing operational costs. He indicated that membership rates should be reviewed, while taking care to ensure any increases do not become cost-prohibitive for members. He also suggested approaching the Bachhuber Foundation to determine whether it would consider increasing its membership subsidy. Without additional subsidy support or other revenue increases, tax dollars would be needed to supplement operations. Sawyer noted that the proposed TAG Center budget reflects a deficit of $157,943. The body discussed revenues and asked questions regarding the proposed budget. Sawyer indicated that revenue assumptions could be deferred for further discussion but emphasized that the operating expenses reflect the costs necessary to run the facility. Ald. Smith stated that he would like to see the outcome of the meeting with the Bachhuber Foundation before determining how, or if, the discussion would affect projected revenues. Sawyer estimated that a 3%–5% membership rate increase could offset approximately $50,000 of the initial deficit. He further explained that a 15%–20% membership rate increase, combined with a potential increase in the Bachhuber Foundation’s subsidy, could substantially reduce the projected deficit. The motion to recommend the Recreation Department budget, as presented, to recommend the TAG expenses, as presented, and to defer the TAG revenues, with a legal review of the Bachhuber Foundation subsidy agreement with relation to the previously approved TAG membership split and models for potential membership increases, was made by Ald. Smith and seconded by Ald. DeBaker. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0. Motion has Passed. 5. ADJOURNMENT The motion to adjourn the meeting was made by Ald. Winter and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0 Motion has Passed. The Finance of the Whole Committee meeting was adjourned at 7:47 PM. Respectfully submitted by Anastasia Gonstead - Clerk/Executive Assistant Page 29 of 171 CITY OF MAYVILLE COMMON COUNCIL SPECIAL MEETING MINUTES SEPTEMBER 28, 2026 6:00 PM 15 S SCHOOL ST 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 06:00 PM by Mayor Rob Boelk, with the following roll call: Present: Ald. Anthony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske Excused: Ald. Kim Olson Absent: None Staff present: Lieutenant Jeremy Johnson, EMS Director Julie Staffin, EMS Deputy Director Devin Sellnow, TAG Director Jess Loomans, Comptroller/Treasurer Darlene Smith, DPW/Parks Director Jake Schellpfeffer, Fire Chief Geoff Engel, and Clerk/Executive Assistant Anastasia Gonstead. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The Pledge of Allegiance was recited by those in attendance. 3. CITIZEN COMMENTS None. 4. PUBLIC HEARING 4.1. Public Hearing on Resolution 6090-2026, "Final Resolution Levying Special Assessments for the 2026 Road Reconstruction Project a/k/a the Muzzy, Allen, and Grove Streets Project" None present to speak. Background provided by Clerk/Executive Assistant Gonstead. The motion to close the public hearing on Resolution 6090-2026 "Final Resolution Levying Special Assessments for the 2026 Road Reconstruction Project a/k/a the Muzzy, Allen and Grove Street project" was made by Ald. DeBaker and seconded by Ald. Henkel. Ayes: Ald. Anthony DeBaker, Ald. Bob Smith, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske. Nays: None Vote Count: 5 - 0 Motion has Passed. 5. NEW BUSINESS 5.1. Discuss, with Possible Action, Resolution 6090-2026, "Final Resolution for Levying Special Assessments for the 2026 Road Reconstruction Project a/k/a the Muzzy, Allen, and Grove Streets Project" Page 30 of 171 Background provided by Clerk/Executive Assistant Gonstead. The motion to approve Resolution 6090-2026, ""Final Resolution Levying Special Assessments for the 2026 Road Reconstruction Project a/k/a the Muzzy, Allen and Grove Street project" was made by Ald. Henkel and seconded by Ald. DeBaker. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0 Motion has Passed. 5.2. Discuss, with Possible Action, Operator License Applications: • Sarah Hanna, 611 Mill Street, Horicon • Laura Hoover-Vossekuil, 418 Allen Street, Mayville • Randi Twardokus, 114 Rosendale Street, Beaver Dam • Deborah Ross, 341 N Clark Street, Mayville • Keith Hoover, 421A Horicon Street, Mayville The motion to approve operator license applications was made by Ald. Buske and seconded by Ald. Winter. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0 Motion has Passed 6. ADJOURNMENT The motion to adjourn was made by Ald. Smith and seconded by Ald. Henkel. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske. Nays: None Vote Count: 5 - 0 Motion has Passed. Respectfully submitted, Anastasia Gonstead - City Clerk Page 31 of 171 CITY OF MAYVILLE FINANCE COMMITTEE MEETING OF THE WHOLE MINUTES OCTOBER 5, 2026 6:00 PM 15 S SCHOOL ST 1. CALL TO ORDER AND ROLL CALL The meeting was called to order at 06:00 PM by Ald. Bob Smith, with the following roll call: Present: Mayor Rob Boelk, Ald. Bob Smith, Ald. Tony DeBaker, Ald. Molly Henkel, Ald. Mary Winter, Ald. Jason Buske, Ald. Kim Olson. Excused: None. Absent: None. Staff present: Comptroller/Treasurer Darlene Smith, Library Director Bradford Ney, Utilities Director Courtney Steger, Utilities Accountant Gwen Owens, and Clerk/Executive Assistant Anastasia Gonstead. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The Pledge of Allegiance was recited by those in attendance. 3. CITIZEN COMMENTS None. 4. DISCUSS WITH POSSIBLE ACTION 4.1. Review of, and Recommendations for, the Proposed 2027 Library Budget Page 32 of 171 Clerk/Executive Assistant Gonstead provided an overview of the notation on the proposed Library budget enclosed in the packet, clarifying that the budget presented is not the same one recommended by the Mayor. That the Mayor proposed levy support of $289,000 directly to the library with an additional $30,000 placed in a capital project fund for future library repairs and maintenance. An explanation was also provided that the Library Board has spending authority once funds are appropriated from the City. Ald. Smith asked Director Ney if he was in agreement with the Mayor's proposed budget and Director Ney indicated he was not. Mayor Boelk explained that the amount levied to the library last year was $319,000. There was a $35,698 carryover from 2025 into 2026. The proposed budget from the Library Board would be $376,890 from the levy, making just over an 18% increase. The Committee asked questions of Director Ney to clarify the increases. Director Ney explained with how new the library is, there is still some equalization to be done on contracts and explained many of the contracted services and the costs. Director Ney asked questions of the Mayor to clarify how the future repair fund would operate. Mayor Boelk provided clarifying information, explaining that the library is ultimately a City-owned building. The motion to defer for later discussion and action the entirety of the proposed 2027 library budget was made by Ald. Olson and seconded by Ald. Winter. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson Nays: None Vote Count: 6 - 0 Motion has Passed. The Committee requested Cameron Sawyer with Elevated Municipal Consulting be available at the next meeting to help clarify questions with the budget. 4.2. Review of, and Recommendations for, the Proposed 2027 Utilities Department Budget Page 33 of 171 Director Steger was asked if this proposed budget is the Mayor's proposed budget for the Utilities Department. She indicated it was not, adding that her department got these numbers from our budget assister the Tuesday prior to this meeting. She explained that this proposed budget does have some consolidation of payroll account numbers, as it was far too broken out and causes issues during the payroll process. Questions were asked regarding wages. Director Steger clarified that during initial budget meetings, she had indicated staff are below scale, but all that is being brought forward today would be a 6.09% increase for the three fully certified operators. She believes there may have been some miscommunication during the initial wage discussions. Conversation and questions continued among the elected officials and Director Steger regarding going outside the 3.5% cost of living increase all other City employees are receiving as well as the recently approved full-time employee position grade scale, which will be included in the updated handbook. Clerk/Executive Assistant Gonstead notified the Committee that she and Comptroller/Treasurer Smith are working on an accompanying wage scale/matrix for consideration, noting it would be unlikely to adopt in the 2027 budget process, but has the potential to be presented later this year or early next year for adoption and then it can be used in the 2028 budgeting process. Director Steger expressed support for this option as well. There were additional questions regarding current department operations, age of some infrastructure items, and operating expenses. There was a consensus that, with the current proposed budget set up, was difficult to determine the operating expenses outside of wages. The motion to approve a 3.5% cost of living adjustment for employee wages and defer operational expenses for further discussion and action was made by Ald. Olson and seconded by Ald. Henkel. There was further discussion, asking clarifying questions on the wages. A roll vote was taken. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson. Nays: None. Vote Count: 6 - 0 Motion has Passed. 5. ADJOURNMENT The motion to adjourn the meeting was made by Ald. Henkel and seconded by Ald. Smith. Ayes: Ald. DeBaker, Ald. Smith, Ald. Henkel, Ald. Winter, Ald. Buske, Ald. Olson Nays: None Vote Count: 6 - 0 Motion has Passed. The Finance of the Whole Committee meeting was adjourned at 6:55 PM. Respectfully submitted by Anastasia Gonstead - Clerk/Executive Assistant Page 34 of 171 1 Ordinance 1155-2026 STATE OF WISCONSIN CITY OF MAYVILLE DODGE COUNTY ORDINANCE 1155-2026 AN ORDINANCE TO CREATE CHAPTER 196 OF THE MUNICIPAL CODE OF THE CITY OF MAYVILLE, RELATING TO TATTOO, BODY PIERCING, AND MASSAGE ESTABLISHMENT LICENSES The Common Council of the City of Mayville, Dodge County, Wisconsin, does ordain as follows: The Common Council of the City of Mayville, Dodge County, Wisconsin, does ordain as follows: SECTION 1. PURPOSE AND INTENT The purpose of this chapter is to establish reasonable licensing and operating requirements for massage establishments, tattoo establishments, and body piercing establishments within the City of Mayville; to protect the health, safety, and welfare of patrons and the general public; to ensure compliance with applicable Wisconsin statutes and administrative rules; and to establish procedures for the issuance, suspension, revocation, and renewal of municipal licenses. This chapter is intended to supplement, and not replace, applicable state licensing requirements. Where a provision of this chapter conflicts with a mandatory provision of state law or administrative rule, the applicable state law or administrative rule shall control. SECTION 2. DEFINITIONS For purposes of this chapter, the following terms shall have the meanings set forth below: BODY PIERCER. A person who engages in the practice of body piercing for consideration and who is required to be licensed or otherwise authorized under Wisconsin law. BODY PIERCING ESTABLISHMENT. A fixed place of business where body piercing is practiced or offered for consideration. CITY CLERK. The City Clerk of the City of Mayville or the Clerk's designee. COMMON COUNCIL. The Common Council of the City of Mayville. Page 35 of 171 2 Ordinance 1155-2026 ESTABLISHMENT. A massage establishment, tattoo establishment, body piercing establishment, or combination establishment licensed pursuant to this chapter. LICENSEE. A person, partnership, corporation, limited liability company, or other legal entity holding a valid license issued pursuant to this chapter. MASSAGE ESTABLISHMENT. A fixed place of business where massage therapy or bodywork therapy is practiced or offered for consideration. MASSAGE THERAPY OR BODYWORK THERAPY. Massage therapy or bodywork therapy as defined and regulated by Wisconsin law, including the manual manipulation of soft tissue for purposes permitted by state law. MASSAGE THERAPIST OR BODYWORK THERAPIST. A person licensed by the State of Wisconsin pursuant to applicable Wisconsin law to practice massage therapy or bodywork therapy. OPERATOR. Any person, partnership, corporation, limited liability company, or other legal entity responsible for the operation or management of an establishment licensed under this chapter. PATRON. Any person receiving massage therapy, bodywork therapy, tattooing, or body piercing services for consideration. TATTOO. The practice of placing indelible designs, letters, figures, or other marks upon or under the skin by the introduction of pigments or other substances. TATTOO ESTABLISHMENT. A fixed place of business where tattooing is practiced or offered for consideration. TATTOOIST. A person who engages in tattooing for consideration and who is required to be licensed or otherwise authorized under Wisconsin law. SECTION 3. LICENSE REQUIRED A. No person, partnership, corporation, limited liability company, or other legal entity shall operate or maintain a massage establishment, tattoo establishment, body piercing establishment, or combination establishment within the City without first obtaining the applicable license required by this chapter. B. A separate establishment license shall be required for each physical location. C. A combination license may be issued for a single location where more than one type of regulated service is offered. D. No license issued under this chapter shall be transferred from one location to another or from one person or legal entity to another. Page 36 of 171 3 Ordinance 1155-2026 E. No person shall knowingly perform massage therapy, bodywork therapy, tattooing, or body piercing at an establishment that does not possess the applicable valid City license. F. The issuance of a license under this chapter does not relieve the licensee or operator from obtaining any other license, permit, approval, or certification required by federal, state, county, or City law. SECTION 4. TERM OF LICENSE A. Licenses issued under this chapter shall be valid for one year and shall expire on December 31 unless otherwise provided by the City Fee Schedule. B. A license shall not be prorated unless specifically authorized by the Common Council. C. The license fee shall be established by the City's adopted Fee Schedule. D. License fees shall be nonrefundable. SECTION 5. APPLICATION A. Applications for a license under this chapter shall be made to the City Clerk on forms provided by the City. B. The application shall include, as applicable: 1. The legal name and any trade or assumed name of the business. 2. The physical address of the proposed establishment. 3. The name, address, telephone number, and date of birth of each individual owner. 4. For a partnership, the names and addresses of all partners. 5. For a corporation or limited liability company, the name and address of the registered agent and the names of the officers, directors, managers, or other persons with controlling ownership interests. 6. Proof that the applicant has the legal right to possess and operate at the proposed premises, including a lease, deed, or written authorization from the property owner. 7. The name, address, telephone number, and applicable Wisconsin license number of each person who will perform massage therapy, bodywork therapy, tattooing, or body piercing at the establishment. 8. A copy of each applicable state professional license. 9. A floor plan showing the areas in which services will be performed, reception or waiting areas, restrooms, and other areas accessible to patrons. 10. A description of the services to be provided. 11. Information concerning whether the applicant or any person required to be identified under this section has previously had a license or permit for a similar establishment suspended, revoked, or denied in this or another jurisdiction. 12. Any other information reasonably necessary for the City to determine whether the applicant and proposed establishment comply with this chapter. Page 37 of 171 4 Ordinance 1155-2026 C. Each applicant shall certify that all information provided in the application is true and correct. D. An incomplete application may be rejected by the City Clerk. The City Clerk may request additional information reasonably necessary to determine whether the requirements of this chapter have been satisfied. E. Failure or refusal to provide complete and truthful information may constitute grounds for denial. SECTION 6. APPLICATION REVIEW A. Upon receipt of a complete application and required fee, the City Clerk shall coordinate the City's review of the application. B. The City Clerk shall determine whether the application is complete and whether the proposed establishment is located in a zoning district where the proposed use is permitted. C. The Building Inspector, Fire Department, or other appropriate City official may review the proposed premises for compliance with applicable building, fire, occupancy, and other applicable requirements. D. The Police Department may conduct an appropriate background investigation of the applicant and other persons identified in the application. E. The City may deny an application if the proposed operation does not comply with applicable City ordinances, state law, or other applicable regulations. F. No license shall be issued until all required City approvals have been obtained. SECTION 7. STATE LICENSURE A. Every person performing massage therapy or bodywork therapy at a licensed establishment shall possess and maintain any license or credential required by Wisconsin law. B. Every tattooist and body piercer shall possess and maintain any license, permit, credential, or authorization required by Wisconsin law. C. The licensee shall maintain copies of applicable state licenses for all regulated personnel working at the establishment and shall make such documentation available to the City upon reasonable request. D. A City license issued under this chapter does not constitute authorization to practice a profession regulated by the State of Wisconsin. SECTION 8. OPERATIONAL REQUIREMENTS – ALL ESTABLISHMENTS Every establishment licensed under this chapter shall: A. Comply with all applicable City ordinances and state laws and administrative rules. B. Maintain the premises in a clean, safe, and sanitary condition. C. Maintain adequate lighting, ventilation, plumbing, and restroom facilities as required by applicable building and plumbing codes. D. Maintain all equipment in a clean and sanitary condition and use equipment in accordance with applicable state requirements. Page 38 of 171 5 Ordinance 1155-2026 E. Properly dispose of sharps and infectious or regulated waste in accordance with applicable Wisconsin law. F. Maintain required insurance coverage and provide proof of such coverage to the City upon request. G. Prominently display the City-issued establishment license at the premises during all hours of operation. H. Permit authorized City officials and law enforcement personnel to inspect the premises at reasonable times for purposes of determining compliance with this chapter, applicable City ordinances, and applicable state law. I. Notify the City Clerk in writing within ten business days of any change in ownership, business name, location, or other information required on the license application. SECTION 9. MASSAGE ESTABLISHMENTS A. No person shall operate a massage establishment without first obtaining a City massage establishment license. B. All massage therapists and bodywork therapists providing services at the establishment shall maintain the state license required by Wisconsin law. C. A licensed massage therapist or bodywork therapist shall be present at the establishment whenever massage therapy or bodywork therapy is being provided. D. The establishment shall maintain a waiting or reception area separate from the areas in which massage therapy or bodywork therapy is performed. E. Rooms in which massage therapy or bodywork therapy is performed shall comply with all applicable building, fire, zoning, and occupancy requirements. F. No massage establishment shall advertise or offer sexual services or services involving sexual contact. G. No massage therapist, bodywork therapist, employee, owner, operator, or other person associated with a massage establishment shall engage in conduct prohibited by Wisconsin law or this Code. H. The licensee shall maintain a current record of all massage therapists and bodywork therapists working at the establishment, including their names and state license numbers. SECTION 10. TATTOO AND BODY PIERCING ESTABLISHMENTS A. No person shall operate a tattoo establishment or body piercing establishment without first obtaining the applicable City license. B. Tattoo and body piercing establishments shall comply with all applicable provisions of Wisconsin Statutes and Wisconsin Administrative Code governing tattooing and body piercing. C. Prior to issuance of a license, the applicant shall provide documentation reasonably satisfactory to the City demonstrating the establishment's ability to comply with applicable requirements governing sterilization, infection control, sharps disposal, and regulated waste disposal. D. Reusable equipment shall be cleaned and sterilized in accordance with applicable Wisconsin requirements. Page 39 of 171 6 Ordinance 1155-2026 E. Single-use items shall not be reused. F. Sharps shall be placed in appropriate puncture-resistant containers and disposed of in accordance with applicable law. G. No tattooist or body piercer shall perform a procedure unless the person is properly licensed or otherwise authorized under Wisconsin law. H. A piercing gun or similar device may be used only when permitted by applicable Wisconsin law and administrative rule and when the device and procedure comply with all applicable sterilization and single-use requirements. I. The operator shall provide patrons with written aftercare instructions appropriate to the procedure performed. J. Tattooing and body piercing shall be performed only in areas of the establishment designated for such purposes and approved for the use under applicable building, fire, zoning, and occupancy requirements. SECTION 11. PROHIBITED PROCEDURES A. No person shall intentionally perform branding, scarification, or implantation within the City except when such procedure is performed by a person authorized under Wisconsin law and as part of a procedure permitted by state law. B. Nothing in this section shall prohibit a procedure performed by a Wisconsin- licensed physician or another person acting lawfully under the direction or authority of a Wisconsin-licensed physician. SECTION 12. INSURANCE A. Each licensee shall maintain insurance appropriate to the services provided at the establishment. B. For massage establishments, the licensee shall maintain professional liability or malpractice insurance in an amount of not less than $1,000,000 per occurrence, unless a different amount is established by the Common Council. C. For tattoo and body piercing establishments, the licensee shall maintain general liability insurance in an amount established by the Common Council or City Fee Schedule. D. Proof of required insurance shall be submitted with the initial application and upon renewal and shall be provided to the City upon request. E. Failure to maintain required insurance shall constitute grounds for suspension or revocation of the license. SECTION 13. DISPLAY OF LICENSES A. The City-issued establishment license shall be prominently displayed in a conspicuous location readily visible to patrons. B. Any state license required to be displayed by state law shall also be displayed as required by state law. C. Upon request of an authorized City official or law enforcement officer, the operator shall provide proof of licensure for any person performing regulated services at the establishment. Page 40 of 171 7 Ordinance 1155-2026 SECTION 14. INSPECTION AND COMPLIANCE A. The City Clerk, Building Inspector, Fire Department, Police Department, or other authorized City official shall have authority to inspect a licensed establishment during reasonable hours for the purpose of determining compliance with this chapter and applicable City ordinances. B. Nothing in this chapter requires the City to conduct routine health inspections. C. Where an inspection identifies a violation that does not constitute an immediate threat to public health or safety, the City may issue written notice identifying the violation and providing a reasonable period within which the violation must be corrected. D. Nothing in this section limits the authority of the City or any other governmental agency to take immediate action when authorized by law. SECTION 15. GROUNDS FOR DENIAL, SUSPENSION, OR REVOCATION A license may be denied, suspended, revoked, or refused renewal for any of the following: 1. Violation of this chapter or any other applicable City ordinance. 2. Violation of applicable Wisconsin statutes or administrative rules relating to the services provided. 3. Failure to maintain a required state professional license. 4. Failure to maintain required insurance. 5. Knowingly providing false, misleading, or fraudulent information to the City. 6. Failure to correct a violation within the time specified by the City. 7. Allowing an unlicensed or unauthorized person to perform regulated services. 8. Permitting the establishment to be used for unlawful sexual activity or other unlawful conduct. 9. Knowingly allowing a person whose license or authorization has been suspended or revoked to perform regulated services. 10. Failure to permit an authorized inspection. 11. Conducting the business in a manner that creates a substantial threat to the health, safety, or welfare of patrons, employees, or the public. 12. Any other grounds authorized by applicable Wisconsin law. SECTION 16. SUSPENSION OR REVOCATION PROCEDURE A. Before a license is suspended or revoked, the City shall provide the licensee written notice of the alleged violation and the proposed action, except where immediate action is authorized by law. B. The notice shall identify the establishment, state the grounds for the proposed action, and advise the licensee of the opportunity for a hearing. C. The licensee shall have the opportunity to appear before the Common Council and present evidence and argument regarding the proposed suspension or revocation. Page 41 of 171 8 Ordinance 1155-2026 D. The Common Council may uphold the license, impose a suspension, revoke the license, or establish reasonable conditions for continued operation. E. Any hearing and appeal shall be conducted in accordance with applicable Wisconsin law. SECTION 17. IMMEDIATE SUSPENSION A. When the City determines that continued operation of an establishment presents an immediate and substantial threat to public health, safety, or welfare, the City may seek immediate suspension or cessation of operations to the extent authorized by Wisconsin law. B. Nothing in this section grants City personnel authority beyond that provided by state law. C. Any emergency action shall be followed by the notice and hearing procedures required by applicable law. SECTION 18. VIOLATIONS AND PENALTIES A. Any person, partnership, corporation, limited liability company, or other legal entity violating any provision of this chapter shall be subject to the forfeiture established by the City's general penalty provisions, together with applicable costs. B. Each violation shall constitute a separate offense. C. Each day that a violation continues may constitute a separate offense. D. In addition to any forfeiture, the City may seek suspension, revocation, injunction, or any other remedy authorized by law. SECTION 19. PUBLIC NUISANCE The operation of an establishment or the performance of regulated services in violation of this chapter may be declared a public nuisance and may be subject to injunctive or other appropriate relief as authorized by law. SECTION 20. EXEMPTIONS This chapter shall not apply to: A. Physicians, surgeons, chiropractors, physical therapists, or other persons licensed by the State of Wisconsin when performing services within the scope of their state-issued professional license. B. Barber shops, cosmetology establishments, or similar establishments when performing services within the scope of their state-issued licenses and applicable law. C. Other persons or establishments expressly exempted from municipal licensing requirements by Wisconsin law. SECTION 21. SEVERABILITY If any section, subsection, paragraph, sentence, clause, phrase, or provision of this ordinance is adjudged invalid or unconstitutional, such adjudication shall not affect the validity of the remaining portions of this ordinance. Page 42 of 171 9 Ordinance 1155-2026 SECTION 22. REPEAL OF CONFLICTING PROVISIONS All ordinances or portions of ordinances in conflict with this ordinance are hereby repealed to the extent of such conflict. SECTION 23. EFFECTIVE DATE This ordinance shall take effect and be in force upon its passage and publication as provided by law. Introduced: _______________________ Seconded by: ________________________ Vote: ____ aye ____ nay Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead - City Clerk Page 43 of 171 1 Resolution #6091-2026 RESOLUTION 6091-2026 RESOLUTION ESTABLISHING THE 2027 GARBAGE AND RECYCLING RATE FOR THE CITY OF MAYVILLE WHEREAS, the garbage and recycling collection service provided to residents of the City of Mayville is a fee-based service, and the costs associated with providing such service are intended to be recovered through the applicable user fees; and WHEREAS, the current 2026 garbage and recycling rate for the City of Mayville is $15.54 per month, per garbage and recycling container set; and WHEREAS, GFL Environmental has notified the City of Mayville of the rates for garbage and recycling collection for 2027; and WHEREAS, effective for 2027, the garbage collection rate will be $10.46 per month, per home, and the recycling collection rate will be $5.63 per month, per home, for a combined garbage and recycling rate of $16.09 per month, per home; and WHEREAS, the combined 2027 garbage and recycling rate of $16.09 per month, per home represents an increase of $0.55 per month, or approximately 3.54%, from the 2026 rate of $15.54 per month, per garbage and recycling container set; and NOW, THEREFORE, BE IT RESOLVED, that the Common Council of the City of Mayville does hereby establish and approve the following 2027 garbage and recycling rates: • Garbage Collection: $10.46 per month, per home • Recycling Collection: $5.63 per month, per home • Combined Garbage and Recycling: $16.09 per month, per home BE IT FURTHER RESOLVED, that the 2027 garbage and recycling rate of $16.09 per month, per home, shall be effective beginning with the first utility billing cycle of 2027. BE IT FINALLY RESOLVED, that all prior resolutions establishing garbage and recycling rates are superseded to the extent they are inconsistent with the rates established herein. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 44 of 171 1 Resolution #6092-2026 RESOLUTION 6092-2026 RESOLUTION AMENDING AND CONFIRMING MEETING PAY RATE FOR CITY BOARDS, COMMISSIONS, AND COMMITTEES IN CHAPTER 22 OF THE CITY OF MAYVILLE MUNICIPAL CODE WHEREAS, the Common Council of the City of Mayville previously passed Resolution 5958- 2024 on December 9, 2024, confirming a historical compensation rate of $12.00 per meeting for both citizens and elected appointees to various city boards, committees, and commissions; and WHEREAS, with the adoption of the City of Mayville 2026 Annual Budget, the Common Council approved an increase in the meeting compensation rate from $12.00 per meeting to $25.00 per meeting; and WHEREAS, these commissions, committees, and boards are those enumerated in Chapter 22 of the City of Mayville Municipal Code or established via resolution; and WHEREAS, on December 12, 2024, the City of Mayville Library Board, pursuant to its governing bylaws, formally took action to decline meeting compensation for its members, and it is the intent of the Common Council that this resolution shall not override or supersede that decision; NOW, THEREFORE BE IT RESOLVED, that the Common Council of the City of Mayville does hereby approve and amend the meeting pay rate to $25.00 per meeting for both citizen and elected appointees to the boards, commissions, and committees as established in Chapter 22 of the City of Mayville Municipal Code, with the explicit exemption of the Library Board which shall remain unpaid in accordance with their board action; and NOW, THEREFORE BE IT FURTHER RESOLVED, that this annual payment will continue to be processed through payroll during the month of January in the following year. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 45 of 171 1 Resolution #6093-2026 RESOLUTION 6093-2026 RESOLUTION AUTHORIZING FUNDING FOR THE 2027 MAINTENANCE DEFICIENCY OF GRACELAND CEMETERY ASSOCIATION WHEREAS, Graceland Cemetery Association has certified to the City of Mayville that the Association has $24,250.00 available in maintenance funds for 2027 and has identified a remaining maintenance deficiency of $24,000.00; and WHEREAS, Wis. Stat. § 157.062(7) provides a mechanism by which a qualifying cemetery association may certify its maintenance deficiency to the municipality and authorizes the municipality to levy and collect a tax for the certified deficiency; and WHEREAS, the City of Mayville is a Class IV city and is therefore a municipality to which Wis. Stat. § 157.062(7) applies; and WHEREAS, the City of Mayville has historically provided funding to Graceland Cemetery Association pursuant to the authority provided by Wis. Stat. § 157.062(7); and WHEREAS, the Graceland Cemetery Association's 2027 funding request was reviewed by the Finance Committee at its September 28, 2026 meeting; and WHEREAS, the Finance Committee recommended that the Common Council approve funding the certified 2027 maintenance deficiency in the amount of $24,000.00; and WHEREAS, the Common Council has considered the request and the Finance Committee's recommendation. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Mayville, Dodge County, Wisconsin, that the City hereby authorizes funding in the amount of $24,000.00 to Graceland Cemetery Association for its certified 2027 maintenance deficiency pursuant to Wis. Stat. § 157.062(7). BE IT FURTHER RESOLVED that the $24,000.00 shall be included in the City's 2027 tax levy and budget for the purpose authorized by this resolution. BE IT FURTHER RESOLVED that the appropriate City officials are authorized and directed to take such actions as are necessary to implement this resolution. Introduced by: ________________________ Seconded by: ________________________ Page 46 of 171 2 Resolution #6093-2026 Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 47 of 171 Page 48 of 171 Page 49 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com STAFF MEMO Meeting Date: September 28, 2026 To: Finance Committee From: Anastasia Gonstead – Clerk/Executive Assistant Subject: Graceland Cemetery Association – 2027 Maintenance Funding PURPOSE This memo provides background on the City's annual funding of Graceland Cemetery and the Association's request for 2027. WHY DOES THE CITY PROVIDE FUNDING? Wisconsin law specifically allows cities such as Mayville to provide funding to a cemetery association when the association does not have enough money to cover the cost of maintaining the cemetery. Wis. Stat. § 157.062(7) allows a qualifying cemetery association to report to the City: • The amount it expects to need for cemetery maintenance; • The amount it has available to pay toward those expenses; and • The remaining deficiency. The law then allows the City to levy a tax to cover the certified deficiency and provide those funds to the cemetery association. This is the authority under which the City has provided funding to Graceland Cemetery for many years. The City's payment is therefore not simply a charitable contribution; it is a funding mechanism specifically provided for under Wisconsin law. 2027 REQUEST For 2027, Graceland Cemetery Association has certified that it has $24,250.00 available in maintenance funds and is requesting $24,000.00 from the City for its remaining deficiency. 2026 2027 Graceland funds available $24,775.00 $24,250.00 City funding requested $21,000.00 $24,000.00 The Association is requesting $3,000 more from the City in 2027 than it did in 2026. At the same time, the amount of its own funds available for maintenance has decreased by $525. Page 50 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com WHAT IF THE CEMETERY ASSOCIATION STOPS OPERATING? An important reason for maintaining a viable cemetery association is that the City could ultimately have responsibility for a cemetery if it becomes abandoned or is no longer properly cared for. Wis. Stat. § 157.115 provides that a municipality may take control of a cemetery when the cemetery authority has failed to care for it for one year or more. If the cemetery is abandoned or the cemetery authority fails to manage and care for it for five or more years, the municipality is required to take control. In other words, the City does not simply stop having an interest in the cemetery if the Association can no longer operate it. Under certain circumstances, the responsibility can ultimately fall to the City. Wisconsin law also provides a process for reorganizing a cemetery association that has dissolved, which can allow the cemetery to continue operating under an association rather than becoming a municipal responsibility. CITY'S ROLE The City's annual contribution helps Graceland Cemetery Association continue to maintain and operate the cemetery. The City is not responsible for determining the Association's entire budget, nor does the statute require the City to automatically approve whatever amount the Association requests. Rather, the law gives the Common Council the authority to consider the Association's certified deficiency and determine whether to provide funding through the City's tax levy. SUMMARY The City has provided funding to Graceland Cemetery for many years under the authority of Wis. Stat. § 157.062(7). For 2027: • Graceland has $24,250.00 available for maintenance. • Graceland has certified a $24,000.00 remaining deficiency. • The Association is requesting $24,000.00 from the City. • The Common Council has the authority to approve funding for the certified deficiency. • Continued operation of the cemetery association also helps prevent the cemetery from potentially becoming a municipal responsibility if it is abandoned or no longer properly maintained. The 2027 request is presented to the Common Council for consideration as part of the City's annual budget and tax levy process. Page 51 of 171 1 Resolution #6094-2026 RESOLUTION 6094-2026 RESOLUTION APPROVING THE 2027 STRAY ANIMAL CONTRACT WITH THE DODGE COUNTY HUMANE SOCIETY, INC. WHEREAS, the City of Mayville desires to enter into a 2027 Stray Animal Contract with the Dodge County Humane Society, Inc. for the care of stray and domesticated animals within the City of Mayville; and WHEREAS, the Dodge County Humane Society, Inc. has provided the City with several contract options based upon the number of domestic stray animals covered during the contract year; and WHEREAS, the proposed contract provides an option for a lump sum payment of $4,300.00, which covers up to twenty (20) domestic stray animals during the 2027 contract year, with animals in excess of twenty (20) charged at a rate of $350.00 per animal; and WHEREAS, the proposed 2027 Stray Animal Contract was reviewed by the Finance Committee at its September 28, 2026 meeting; and WHEREAS, the Finance Committee recommends that the Common Council approve the $4,300.00 option covering up to twenty (20) domestic stray animals; and WHEREAS, the Common Council has reviewed the proposed 2027 Stray Animal Contract and the Finance Committee's recommendation. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Mayville, Dodge County, Wisconsin, that the City hereby approves the $4,300.00 contract option covering up to twenty (20) domestic stray animals for the 2027 contract year. BE IT FURTHER RESOLVED that animals accepted under the contract in excess of twenty (20) domestic stray animals shall be subject to the additional charge of $350.00 per animal, as provided in the contract. BE IT FURTHER RESOLVED that the 2027 Stray Animal Contract between the City of Mayville and the Dodge County Humane Society, Inc., commencing January 1, 2027, and expiring December 31, 2027, is hereby approved. BE IT FURTHER RESOLVED that the appropriate City officials are authorized and directed to execute the agreement and take such actions as are necessary to implement this resolution. Page 52 of 171 2 Resolution #6094-2026 Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 53 of 171 N6839 State Road 26 • Juneau, WI 53039 Tel: (920) 386-0000 • Fax: (920) 386-9770 • www.dchs-wi.org a 501(c) (3) not for profit organization August 26, 2026 To our Dodge County Municipal and Law Enforcement Partners, The Dodge County Humane Society remains committed to animal welfare by providing care and shelter to animals throughout Dodge County. Over the past year, DCHS has taken in nearly 300 animals through stray pick-up services and law enforcement seizure. In addition, suitable homes were found for all adoptable animals and over 100 lost pets were reunited with their owners. Attached please find the stray animal services contract offering for 2027. As we work to encourage municipalities to provide help for more animals, you will notice that the fee per animal decreases as more animals are covered. Choosing to contract with DCHS benefits your municipality with both time and cost savings. The following are a direct result of the services that we are able to provide: • Local law officials can be relieved of most of the calls and subsequent duties related to stray animals. • Area citizens need not be burdened with the health hazards and safety issues related to stray animals. • Municipalities do not have to house and feed stray animals for five days in order to be in compliance with state statutes. • Owners of lost pets have a consistent and safe place to contact to reclaim their pet. As part of this contract, we make the following commitments to you and your municipality: • We guarantee that all animals will be handled in a humane way. • We will make shelter staff accessible to you at all times. This will include use of our call system and also personal cell phone numbers of our Executive Director and other shelter staff. • We agree to be the responsible agency and quarantine facility for all domestic animal bite cases. This includes compliance with all state requirements. • We agree to assist your officers with any neglect or abuse calls including both domestic animals and livestock. The Dodge County Humane Society is also happy to work with municipalities that do not feel a contract is right for them. In an effort to provide services for as many animals as possible, we are offering a per animal option. We will accept animals from non-contracted areas at a cost of $700 per animal, as space permits. This fee helps to offset the costs of any necessary medical care the animal may need. We appreciate the opportunity to be of service to you and believe that the attached contract accurately summarizes the significant terms of our agreement. The attached contract reflects our best efforts to streamline our services and our strong desire to partner with your municipality. If you agree with the terms as described, please sign the contract and return it to us. If you have any questions, please feel free to contact me. Kensie Drinkwine, Executive Director Dodge County Humane Society Page 54 of 171 N6839 State Road 26 • Juneau, WI 53039 Tel: (920) 386-0000 • Fax: (920) 386-9770 • www.dchs-wi.org a 501(c) (3) not for profit organization 2027 STRAY ANIMAL CONTRACT WHEREAS, the City of Mayville desires to enter into a contract (“the Annual Contract”) with The Dodge County Humane Society, Inc. for the care of stray and domesticated animals; and WHEREAS, the Dodge County Humane Society is willing to agree to contract with the City of Mayville to provide such services for the term and subject to the terms and conditions described below; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the City of Mayville (hereafter referenced as “the municipality”) hereby enters into the following agreement with The Dodge County Humane Society, Inc. (hereafter referenced as “the humane society”), a Wisconsin not-for-profit Corporation, organized under Chapter 181 of the Wisconsin Statutes, without stock, located at N6839 State Road 26, Juneau, WI 53039, for the care of stray and domesticated animals (referenced as “the services”). In consideration for the humane society’s agreement to provide the services during the term of this agreement, the municipality shall pay to the Dodge County Humane Society one of the following: Please choose one of the following contract options: A lump sum of $2,000. Covers up to 5 do mestic stray animals. Animals in excess of 5 will be charged $450/animal over 5. A lump sum of $3,200. Covers up to 10 do mestic stray animals. Animals in excess of 10 will be charged $400/animal over 10. A lump sum of $4,300. Covers up to 20 do mestic stray animals. Animals in excess of 20 will be charged $350/animal over 20. A lump sum of $5,800. Covers up to 40 do mestic stray animals. Animals in excess of 40 will be charged $250/animal over 40. Page 55 of 171 Please choose one of the following approval options: Humane society must have approval befo re accepting any animal. In the event that a municipal representative cannot be reached, City of Mayville authorizes the Executive Director of DCHS to act on your behalf in emergency situations. Humane society must have approval for each animal after the contract term has been reached. No pre-approval is needed before accepting animals. (Municipality must provide contact list to humane society by January 1, 2027.) 1. Other Fees and Charges. In addition to the municipality’s agreement to pay the sum(s) specified above, the municipality also agrees to pay all other fees and charges that it may incur under the terms of this agreement, including but not limited to pick-up and/or drop-off fees, after-hours drop-off fees, and all charges and fees associated with quarantines as provided in this agreement. All such fees and charges shall be billed to the municipality monthly and will be due and payable to the humane society no later than 15 days after the date of the invoice. 2. Drop-Off and Pick-Up of Animals: Days/Hours, Fees, and Manner of Delivery. a. Normal Hours. On days that are not legal holidays, the humane society agrees to accept stray and domesticated animals during the following hours, which are subject to change upon notice by the humane society: Monday/Wednesday/Friday 8:00am – 1:00pm Tuesday/Thursday 8:00am – 7:00pm Saturday 8:00am – 4:00pm b. Delivery of Animals. The animals must be either (1) brought to the humane society by an agent of the municipality at the humane society’s address as listed above; or (2) picked up by humane society staff when staff members are available to respond to requests for pick up, subject to the terms set forth in paragraph 2.c. and 2.d., below. c. Pick-Up Fee Normal Hours. The humane society may, at its sole discretion and if it has staff available, agree to pick up an animal, during the normal hours listed in paragraph 2.a., above, for a fee of $100. Staff members may not be available to respond to requests for pick up during all of the hours during which the humane society accepts animals by drop off. Page 56 of 171 d. After-Hours Pick-Up Fee. The humane society may, at its sole discretion and if it has staff available, agree to accept an animal or to pick up an animal outside of the normal hours listed in paragraph 2.a., above. Any pick-up of an animal outside of the normal hours listed in paragraph 2.a., above, shall constitute an after-hours pick-up and shall be subject to an “after-hours” pick-up fee of $200. The after-hours pick-up fee shall apply if the pick-up occurs outside of normal hours regardless of whether municipality’s request for an after-hours pick-up was made during normal hours. e. Hours for Public Redemption of Strays. The humane society shelter building will be open to the public for stray animal redemption during the following hours, subject to change upon notice: Tuesday 12:00 – 7:00pm Thursday 12:00 – 7:00pm Saturday 12:00 – 4:00pm f. Drop-Offs by Police Officers. At its sole discretion, the humane society may allow the municipality’s police officers to drop off animals from contracted areas outside normal pick-up and drop-off hours by special arrangement with the humane society, the terms are subject to change on notice at the sole discretion of the humane society. g. Canceled Pick-Ups. If an animal is reclaimed by its owner and a request for pick-up is canceled prior to the arrival of humane society staff, there will be no pick-up fee. If a humane society staff member arrives at the designated location to pick up the animal, the appropriate pick-up fee will apply even if the animal has been reclaimed by its owner prior to the staff member’s arrival. 3. Drop-Off and Pick-Up of Animals: Containment. Any stray domestic animal must be contained in some manner so as to be easily approached and apprehended. The humane society may, at its sole discretion, attempt to capture a stray animal that is running at large. 4. Care of Relinquished Animals. Upon acceptance of an animal, the humane society will have sole responsibility for the animal(s) and the sole right to determine the means of its care, relieving the municipality of any further care for the animal(s), subject to the municipality’s responsibility to pay all applicable fees owed under this contract. The humane society will furnish and maintain facilities and equipment adequate for the humane care and treatment of the animals in compliance with Wisconsin laws and regulations concerning the humane treatment of animals. The humane society will use reasonable care to employ competent persons to perform the necessary functions of its shelter. Page 57 of 171 5. Stray Holding Period. The parties understand that Wisconsin law requires that stray dogs must be held for four (4) days plus the day of impoundment prior to disposition (adoption or euthanasia) and that notice of a stray animal must be provided in the county in which the animal is apprehended. Stray cats will be held for a minimum of four (4) days plus the day of impoundment prior to disposition. The holding period may be waived if a licensed veterinarian determines that an animal is so ill or injured that housing it for the lawful period will only prolong its death. 6. Stray Redemption by Owner. If an animal is redeemed by an owner in accordance with the procedures prescribed by Wisconsin Statutes, the owner will be required to pay any and all expenses incurred and/or fees charged by the humane society, including, but not limited to, veterinary costs and daily boarding fees. If an animal is not rabies vaccinated or licensed, an owner must sign a contract agreeing to have the pet rabies vaccinated and licensed by the deadline stated in the contract. If the municipality requests, and provides the humane society with a fax number, the humane society will fax a copy of the contract to the municipality for follow-up. 7. Records. Upon request, the humane society will submit a record showing the date each animal entered the shelter, where it was originally found, and how and when the animal was disposed of. 8. Bite/Rabies Quarantine; Seizures. a. Known Owner. If an animal that is subject to a bite or rabies quarantine has a known owner, the animal will be held only if space is available at the shelter. The owner will be primarily responsible for daily boarding fees, travel time, charges incurred for veterinary checks on the animal(s), and all other fees and costs for the animal’s care, as described in Paragraph 2 of Exhibit A to this agreement; however, if the animal has a known owner and an officer of the municipality requires the animal to be quarantined at the humane society and the owner is unable to pay the daily boarding fees, travel time, charges incurred for veterinary checks, and all other fees and costs associated with the animal’s care, the municipality will be responsible for payment of all such fees and charges directly to the humane society. b. Owner Unknown/Unavailable. Animals that must be held for rabies or bite quarantine will be held by the humane society if the owner is unknown or unavailable, and if space is available. In the event the owner is unable to be found or identified, the humane society will request reimbursement from Dodge County for quarantine, travel time, and veterinary expenses pursuant to Wisconsin Statutes Section 95.21(8). Any amount not reimbursed by Dodge County will become the responsibility of the municipality. c. Policies, Fees and Charges. The humane society’s current rabies/bite policies and the amounts of fees and charges for quarantine are attached hereto as Exhibit A; Page 58 of 171 however, all policies are subject to change on notice at the humane society’s sole discretion. d. Seizures. Animals that are seized by a law enforcement officer can be housed at the humane society if space is available. If the animal has a known owner and an officer of the municipality requires the animal to be quarantined at the humane society, the municipality will be responsible for payment directly to the humane society for the daily boarding fees, travel time, charges incurred for veterinary checks, and all other fees and costs for the animal’s care. 9. General Provisions. a. Inspection. Any official of any contracted municipality shall have access to the humane society shelter building for the purposes of inspecting the conditions of the shelter. Any such visits shall be conducted during normal staffed hours as listed in paragraph 2a. b. Indemnification. Each party agrees to indemnify and save harmless the other from all suits, claims and demands and actions arising out of its own alleged actions or inactions and agrees that it is solely responsible for its own operations, employees and agents. c. Effect of Waiver. If the humane society waives any term of this contract at any time, it will not constitute a waiver of the same term for other instances in which it might apply, nor will it constitute a waiver of any of the other provisions of this contract. d. Effect of Invalidity of Provision. If any provision in this contract shall be declared invalid, the remaining provisions shall continue in full force and effect. e. Entire Agreement. This document contains the entire agreement between the parties and the municipality warrants and represents that there are no statements or representations by any humane society representatives which are contrary to or which would vary or add to the terms of this agreement. f. Limited to Stray and domesticated animals. The term “stray and domesticated animals for purposes of this agreement includes dogs, cats, rabbits, hamsters, and domesticated gerbils, mice, rats, certain snakes, and birds. It does not include any other animals, including but not limited to livestock, wild or exotic animals or birds of prey. 10. Additional Services. The humane society may, upon request by the municipality, and at the humane society’s sole discretion, agree to perform additional or ancillary services or services in extraordinary circumstances beyond those contemplated as within the Page 59 of 171 normal scope of this agreement. The municipality will pay to the humane society a reasonable or hourly reasonable and customary fee in an amount determined by the humane society as appropriate for additional services under the circumstances of each such request. 11. Term; Binding Effect. The term of this agreement shall be for a period of twelve months, commencing January 1, 2027 and expiring December 31, 2027. Therefore, services provided by the humane society to the municipality will be governed by the terms of this agreement commencing January 1, 2027 and continuing through December 31, 2027. However, this agreement shall be binding upon the parties hereto as soon as it is legally executed by resolution and approved by the municipality and when executed by the humane society. IN WITNESS WHEREOF, the parties hereto have executed this agreement on the dates indicated below: City of Mayville By:__________________________ Title:______________________ Date: __________ By:__________________________ Title:______________________ Date: __________ The Dodge County Humane Society, Inc. By: Kensington Drinkwine Title: Executive Director Date: 8/26/26 Page 60 of 171 Exhibit A – Rabies/Bite Quarantine Polices, Fees and Charges* 1. Owned animal up to date on rabies vaccination, not vicious: Not required to be quarantined at a facility; owner can quarantine at home with the following provisions: a. THREE veterinary checks are required: one within 24 hours of bite; a second check thereafter but before 10 days elapse from the date of the bite; and a third on 10 th day after the bite. The owner is responsible for veterinary charges for all visits. b. The animal must be kept separate from other animals and have minimal human contact. This means no playing in a yard that is not securely fenced, no walking a dog outside the yard, and no playing with other dogs or cats. c. If there are multiple animals in the home, the animal must be kept in a separate room or crated. 2. Owned animal not up to date on rabies vaccination, not vicious: Must be quarantined off site (not at the home). If the animal will be quarantined at the humane society. Fee is $400.00-600.00. Owner is responsible for the applicable fees at time of drop off. 3. Owned animal considered vicious (whether up to date on rabies or not): Bite euthanasia is an option. Animal can be immediately euthanized and the head sent in to the state for evaluation. Fee is $900.00-1,200.00. Owner is responsible for the applicable fees at time of drop off. 4. Unknown owner: After applicable stray hold period is up, charges as listed in paragraphs 2-3 will apply; however, prior to billing the municipality for the charges, the humane society will attempt to bill the county, per state law. If the animal is injured or considered vicious, a veterinarian will be consulted as to whether the stray hold can be waived. *If state statute or state or local health department directive requires a course of action inconsistent with these policies, they shall be deemed modified to the extent of such statutory or health department directive only, and all remaining portions of these policies, fees and charges shall remain in full force and effect. Page 61 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com STAFF MEMO Meeting Date: September 28, 2026 To: Finance Committee From: Anastasia Gonstead – Clerk/Executive Assistant Subject: 2027 Stray Animal Contract – Dodge County Humane Society PURPOSE The purpose of this memorandum is to provide information regarding the proposed 2027 Stray Animal Contract between the City of Mayville and the Dodge County Humane Society, Inc. (DCHS) and to request Council consideration of the contract option for 2027. The contract provides for the care of stray and domesticated animals within the City of Mayville. The proposed contract term is January 1, 2027, through December 31, 2027. CONTRACT OPTIONS DCHS has provided four annual contract options based on the number of domestic stray animals covered: Annual Contract Animals Included Additional Animals $2,000 Up to 5 $450 per animal over 5 $3,200 Up to 10 $400 per animal over 10 $4,300 Up to 20 $350 per animal over 20 $5,800 Up to 40 $250 per animal over 40 POLICE CHIEF RECOMMENDATION The Chief of Police recommends that the City select the $4,300 option, which covers up to 20 domestic stray animals during 2027. This option provides the City with coverage for up to 20 animals while providing a lower upfront cost than the 40-animal option. If the City exceeds 20 animals during the contract year, additional animals would be charged at $350 per animal. OTHER CONTRACT COSTS The annual contract amount does not cover every potential cost associated with animal services. The City remains responsible for other fees and charges that may arise under the agreement, including pick-up/drop-off fees, after-hours pick-up fees, and applicable quarantine-related charges. These charges are billed separately on a monthly basis. DCHS may charge a $100 fee for a pick-up during normal hours if staff are available. An after- hours pick-up, if DCHS staff are available to provide the service, is subject to a $200 fee. The contract also establishes separate responsibilities and potential costs related to bite/rabies quarantines and animals seized by law enforcement. Page 62 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com SERVICES PROVIDED Upon acceptance of an animal, DCHS assumes responsibility for the animal and determines the means of its care, subject to the City's responsibility for applicable fees under the contract. DCHS is responsible for providing facilities and equipment for the humane care and treatment of the animals. The contract also provides for required stray holding periods, owner redemption procedures, and records regarding animals accepted by the shelter. RECOMMENDATION The Chief of Police recommends that the Common Council approve the $4,300 annual contract option covering up to 20 domestic stray animals for the 2027 contract year. Page 63 of 171 1 Resolution #6096-2026 RESOLUTION 6096-2026 RESOLUTION APPROVING THE ANNUAL INSPECTION AND PREVENTATIVE MAINTENANCE AGREEMENT BETWEEN EMERGENCY COMMUNICATION SYSTEMS AND THE CITY OF MAYVILLE WHEREAS, the City of Mayville maintains six tornado warning sirens and associated controls as part of the City's emergency warning system; and WHEREAS, Emergency Communication Systems provides inspection and preventative maintenance services for emergency warning system equipment to help ensure that the City's sirens and associated controls are properly maintained, tested, and operating at optimal performance; and WHEREAS, the Annual Inspection and Preventative Maintenance Agreement provides for the annual inspection and preventative maintenance of the City's six sirens and associated controls, including inspection of electrical and mechanical connections, grounding systems, motors, siren heads, sensors, batteries, controllers, chargers, transformers, and manual activation systems, as applicable to each unit; and WHEREAS, the agreement provides for an annual cost of $2,850, based upon a per-site annual cost of $475 for the City's six siren sites; and WHEREAS, the agreement provides for annual invoicing following completion of the annual maintenance services, with Emergency Communication Systems reserving the right to increase costs by up to five percent (5%) annually due to inflation or unforeseen cost increases; and WHEREAS, the Public Safety Committee reviewed the Annual Inspection and Preventative Maintenance Agreement between Emergency Communication Systems and the City of Mayville at its September 28, 2026, meeting and recommended that the Common Council approve the agreement and select the three-year agreement term; and WHEREAS, the three-year agreement will provide for continued annual inspection and preventative maintenance services beginning in 2027 and continuing through the agreement term, subject to the terms and conditions contained within the agreement; and WHEREAS, the Common Council finds that maintaining the City's emergency warning system in proper working order is an important component of the City's public safety responsibilities. Page 64 of 171 2 Resolution #6096-2026 NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Mayville, Dodge County, Wisconsin, that the Annual Inspection and Preventative Maintenance Agreement between Emergency Communication Systems and the City of Mayville is hereby approved for a three-year term beginning in 2027, at an annual cost of $2,850, subject to the terms and conditions of the agreement. BE IT FURTHER RESOLVED, that the Police Chief is hereby authorized to execute the Annual Inspection and Preventative Maintenance Agreement on behalf of the City of Mayville. BE IT FURTHER RESOLVED, that City staff are authorized to take all reasonable and necessary administrative and operational actions to implement, administer, and carry out the agreement, including coordinating inspections and maintenance services, communicating with Emergency Communication Systems, providing required site access and information, processing invoices, and completing any other actions necessary to fulfill the City's responsibilities under the agreement, consistent with the approved agreement and applicable City policies and budgetary authority. BE IT FINALLY RESOLVED, that annual maintenance costs shall be paid from the appropriate City budgetary account, subject to annual budget authorization and the terms of the agreement. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 65 of 171 Page 66 of 171 Page 67 of 171 Page 68 of 171 1 Resolution #6097-2026 RESOLUTION 6097-2026 RESOLUTION ACCEPTING THE 2027 WISCONSIN DEPARTMENT OF NATURAL RESOURCES FOREST FIRE PROTECTION GRANT AWARD TO THE MAYVILLE FIRE DEPARTMENT WHEREAS, the Wisconsin Department of Natural Resources (DNR) administers the Forest Fire Protection Grant Program to provide financial assistance to eligible fire departments for projects that support forest fire protection; and WHEREAS, the City of Mayville Fire Department has been awarded a 2027 Forest Fire Protection Grant, Grant No. FFP-27S-130, in the amount of $9,773.61; and WHEREAS, the grant provides funding for fifty percent (50%) of eligible project costs, with a total approved project cost of $19,547.22, including personal protective equipment, tools and equipment, and partially funded communication equipment; and WHEREAS, the grant agreement establishes a grant period of October 1, 2026, through April 15, 2027, and incorporates the applicable Wisconsin statutes, administrative code provisions, grant application, and DNR Forest Fire Protection Grant Terms and Conditions; and WHEREAS, acceptance of the grant will provide financial assistance to the Mayville Fire Department for eligible expenditures associated with the approved project, subject to the terms and conditions of the grant agreement; and WHEREAS, the City desires to formally accept the grant award and authorize the Fire Chief, or the Fire Chief's designee, to execute the necessary documents and administer the grant on behalf of the City, in accordance with the approved grant agreement. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Mayville, Dodge County, Wisconsin, as follows: 1. Acceptance of Grant Award. The Common Council hereby accepts the 2027 Wisconsin Department of Natural Resources Forest Fire Protection Grant awarded to the Mayville Fire Department, Grant No. FFP-27S-130, in the amount of $9,773.61, subject to the terms and conditions established by the DNR. 2. Authorization to Execute Documents. The Fire Chief, or the Fire Chief's designee, is hereby authorized to execute the grant agreement, reimbursement requests, certifications, and any other documents reasonably necessary to accept and fulfill the requirements of the grant, consistent with the approved award and applicable City policies and procedures. 3. Grant Administration. The Fire Chief, or the Fire Chief's designee, is authorized to coordinate and oversee the administration of the grant, including the implementation of the approved project, coordination of eligible purchases, maintenance of required Page 69 of 171 2 Resolution #6097-2026 documentation and records, submission of reimbursement requests, and completion of required reports and certifications. 4. Compliance with Grant Requirements. All expenditures and activities associated with the grant shall comply with the approved grant agreement, applicable DNR requirements, relevant federal and state laws and regulations, and applicable City purchasing and financial procedures. Any required City contribution toward the remaining eligible project costs shall be handled in accordance with the City's approved budget and applicable financial procedures. 5. Effective Date. This resolution shall take effect upon its adoption by the Common Council of the City of Mayville. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 70 of 171 Page 71 of 171 Page 72 of 171 Page 73 of 171 Page 74 of 171 Page 75 of 171 Page 76 of 171 1 Resolution #6098-2026 RESOLUTION 6098-2026 A RESOLUTION RESCINDING AND REPLACING RESOLUTION 6089-2026 AND AUTHORIZING A CONDITIONAL FINANCIAL COMMITMENT FOR ARCHITECTURAL AND ENGINEERING SERVICES RELATED TO IMPROVEMENTS AT FIREMAN’S FIELD AND LION’S POINT PLAYGROUND WHEREAS, the Common Council of the Ci ty of Mayville adopted Resolution No. 6089-2026 on September 14, 2026, authorizing a conditional financial commitment related to the Mayville Cares Project; and WHEREAS, the City of Mayv ille and the Ted & Grace Bachhuber Foundation desire to simplify and clarify the financial commitments associated with architectural and engineering services for contemplated improvements at Fireman's Field and Lion's Point Playground; and WHEREAS, architectural and engineerin g services are necessary to evaluate, design, and plan improvements to Fireman's Field and Lion's Point Playground; and WHEREAS, the Ted & Grace Bachhuber Foundation has agreed to provide up to Seventy- Five Thousand Dollars ($75,000) toward such architectural and engineering services; and WHEREAS, the City of Mayville desires to demonstrate its support for the project through a matching commitment of up to Seventy-Five Thousand Dollars ($75,000) for the same purpose; NOW, THEREFORE, BE IT RESOLVED, by the Common Council of the City of Mayville, Dodge County, Wisconsin, as follows: Section 1. Rescission and Replacement of Resolution No. 6089-2026 Resolution No. 6089-2026, adopted by the Common Council on September 14, 2026, is hereby rescinded and replaced in its entirety by this Resolution. Section 2. Conditional Financial Commitment The City of Mayville hereby authorizes a conditional financial commitment of up to Seventy-Five Thousand Dollars ($75,000) toward architectural and engineering services related to proposed improvements at Fireman's Field and Lion's Point Playground. Section 3. Foundation Commitment The Common Council acknowledges that the Ted & Grace Bachhuber Foundation has likewise committed up to Seventy-Five Thousand Dollars ($75,000) toward architectural Page 77 of 171 2 Resolution #6098-2026 and engineering services related to the proposed improvements at Fireman's Field and Lion's Point Playground. Section 4. Limitation of Commitment The City's financial commitment authorized herein shall: 1. Be limited solely to architectural and engineering services associated with the proposed improvements at Fireman's Field and Lion's Point Playground; and 2. Not exceed Seventy-Five Thousand Dollars ($75,000). Section 5. Effective Date This Resolution shall take effect immediately upon its adoption. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ R o b B o e l k - M a y o r Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 78 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com STAFF MEMO Meeting Date: October 12, 2026 To: Finance of the Whole Committee & Common Council From: Clerk/Executive Assistant Anastasia Gonstead Subject: Resolution 6099-2029 – Designation of Horicon Bank as an Official City Depository Purpose Resolution 6099-2026 designates Horicon Bank as an official depository of the City of Mayville and authorizes the necessary City officials and staff to establish the new banking relationship and complete the transition of the City's banking operations with BMO Harris Bank and TSB Financial/Empeople Credit Union. Background The City of Mayville maintains banking relationships with multiple financial institutions as part of its overall financial and depository operations. As the City's banking needs have evolved, staff has been reviewing its current banking arrangements and considering how changes in banking services and processes may affect the City's day-to-day operations. The Mayor and City staff met with representatives from Horicon Bank to discuss the City's financial operations and the specific banking services the City has been seeking. Based on those discussions, Horicon Bank is able to provide services and account capabilities that will address several of the City's current operational needs. At the same time, changes affecting the City's existing banking relationship with TSB Financial/Empeople Credit Union will require changes to how certain City banking activities are conducted, including the reconciliation of City accounts. After considering these factors, staff believes that transitioning the City's banking and other financial relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union to Horicon Bank is necessary to improve the efficiency of financial operations at City Hall, strengthen the City's safeguards and protection of public funds, and better align the City's banking practices with recommendations made by the City's auditors. Scope of the Change Resolution 6099-2026 specifically addresses the City's banking relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union. Upon adoption, the City will begin the process of ending its banking and depository relationships with those institutions and transitioning the applicable accounts, funds, and banking services to Horicon Bank. Page 79 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com The City will continue to maintain its other existing official depository relationships. Those institutions and their existing City accounts are not affected by this resolution. Horicon Bank will therefore become an additional official depository of the City, rather than replacing all of the City's existing depository relationships. Reason for the Change The proposed change is based on several operational and financial considerations. Operational efficiency. The City is seeking banking services and account capabilities that allow staff to conduct financial transactions and related administrative work more efficiently. Horicon Bank is able to provide specific services the City has identified as necessary to support its operations. Account reconciliation. Changes in services and processes with the City's existing banking institutions will affect how certain accounts are managed and reconciled. Moving the affected banking operations to Horicon Bank will allow the City to establish processes that are better aligned with its current accounting and reconciliation procedures. Protection of City funds. The City has a responsibility to maintain appropriate safeguards and internal controls over public funds. The proposed banking arrangement will provide additional tools and processes that staff believes will strengthen the City's ability to protect and manage public funds. Auditor recommendations. The proposed changes will also help the City address recommendations made through its audit process and improve the alignment between its banking procedures and the City's financial controls. Taken together, these considerations support the City's decision to make this change at this time. Existing Banking Relationships The City recognizes and appreciates the longstanding relationships it has had with BMO Harris Bank and TSB Financial/Empeople Credit Union. Both institutions have provided banking services to the City and are part of the local financial community. The decision to discontinue these particular banking relationships is not intended as a criticism of either institution or the services they have historically provided. Rather, the City is responding to its current operational needs, changes in available banking services, and the City's responsibility to maintain efficient financial processes, appropriate controls, and sound practices for the management of public funds. Page 80 of 171 15 South School Street, PO Box 273, Mayville WI 53050 Phone: 920.387.7900 Fax: 920.387.7919 www.mayvillecity.com Authorized Signatories The resolution establishes the following official authorized signatories for City accounts maintained with Horicon Bank: • Mayor Rob Boelk • Comptroller/Treasurer Darlene Smith The resolution also authorizes Clerk/Executive Assistant Anastasia Gonstead to serve as an alternate signatory when either official signatory is unavailable, subject to Horicon Bank's requirements and applicable City policies and procedures. Transition Authorization The resolution authorizes the Mayor, Comptroller/Treasurer, and Clerk/Executive Assistant to complete the documentation and administrative work necessary to establish the City's banking relationship with Horicon Bank and transition the applicable banking operations. This may include: • Account applications and agreements • Signature cards and banking certifications • Transfer of applicable City funds and accounts • Closure of applicable BMO Harris Bank and TSB Financial/Empeople Credit Union accounts • Establishment or modification of automatic payments and deposits • Electronic banking transactions • Payroll-related banking services • Account reconciliation procedures • Other administrative requirements necessary to complete the transition The Comptroller/Treasurer and Clerk/Executive Assistant will coordinate with Horicon Bank and the City's existing financial institutions to ensure the transition is completed in an organized manner and with minimal disruption to City operations. Financial Considerations The resolution itself does not authorize a new expenditure or require a budget amendment. It provides the authority necessary to establish the new banking relationship and complete the associated transition. The purpose of the change is to improve the City's financial operations, strengthen internal controls and protection of public funds, improve the efficiency of account reconciliation, and address recommendations identified through the City's audit process. Page 81 of 171 1 Resolution #6099-2026 RESOLUTION 6099-2026 A RESOLUTION DESIGNATING HORICON BANK AS AN OFFICIAL DEPOSITORY OF THE CITY OF MAYVILLE, DISCONTINUING CERTAIN EXISTING DEPOSITORY RELATIONSHIPS, AND AUTHORIZING CITY OFFICIALS TO EXECUTE BANKING DOCUMENTS AND COMPLETE THE TRANSITION WHEREAS, the City of Mayville currently maintains banking and depository relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union; and WHEREAS, the City Council of the City of Mayville has determined that Horicon Bank shall be designated as an official depository of the City of Mayville; and WHEREAS, the City Council desires to discontinue the City's depository relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union and transition the City's applicable accounts, funds, and banking services to Horicon Bank; and WHEREAS, the City Council desires to establish appropriate authorized signatories and provide City staff with the authority necessary to execute documents and coordinate the banking transition in an orderly manner; and WHEREAS, the City Council finds that designating Horicon Bank as an official depository and authorizing the necessary City officials and staff to complete the banking transition is in the best interests of the City of Mayville. NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Mayville, Dodge County, Wisconsin, as follows: 1. DESIGNATION OF OFFICIAL DEPOSITORY. Horicon Bank is hereby designated as an official depository of the City of Mayville, effective immediately upon adoption of this Resolution. 2. DISCONTINUANCE OF EXISTING DEPOSITORY RELATIONSHIPS. Effective upon adoption of this Resolution, the City of Mayville shall cease its depository relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union, subject to the completion of any necessary administrative, contractual, account-closing, fund-transfer, or other banking procedures required to effectuate the transition. 3. AUTHORIZED OFFICIAL SIGNATORIES. The following individuals are hereby designated as authorized official signatories for the City's accounts maintained with Horicon Bank: o Mayor Rob Boelk o Comptroller/Treasurer Darlene Smith Page 82 of 171 2 Resolution #6099-2026 Either authorized official signatory may execute banking documents and other instruments on behalf of the City as permitted by the applicable account agreements and banking requirements. 4. ALTERNATE AUTHORIZED SIGNATORY. Clerk/Executive Assistant Anastasia Gonstead is hereby authorized to be added as an alternate signatory to the City's accounts at Horicon Bank for use when either of the City's official signatories identified above is unavailable, subject to the requirements of Horicon Bank and applicable City policies and procedures. 5. AUTHORIZATION TO EXECUTE DOCUMENTS AND COORDINATE TRANSITION. The Mayor, Comptroller/Treasurer, and Clerk/Executive Assistant are hereby authorized, individually or collectively as appropriate, to execute and deliver applications, signature cards, account agreements, resolutions, certifications, transfer instructions, closure documents, and any other documents reasonably necessary to establish the City's banking relationship with Horicon Bank, discontinue the City's relationships with BMO Harris Bank and TSB Financial/Empeople Credit Union, transfer City funds and accounts, and otherwise complete the banking transition. 6. IMPLEMENTATION. The Comptroller/Treasurer and Clerk/Executive Assistant are authorized to coordinate with Horicon Bank and the City's existing financial institutions to ensure the orderly transition of City accounts, deposits, automatic payments, electronic transactions, payroll-related banking services, and other banking functions, as applicable. 7. PRIOR AUTHORIZATIONS. To the extent any prior resolution, motion, authorization, or designation of depository or banking authority is inconsistent with this Resolution, such prior authorization is hereby superseded to the extent of the inconsistency, effective upon adoption of this Resolution. 8. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption by the Common Council of the City of Mayville. Introduced by: ________________________ Seconded by: ________________________ Vote: ____ Ayes ____ Nays Passed and approved: _________________ Rob Boelk - Mayor Attest: Anastasia Gonstead – Clerk/Executive Assistant Page 83 of 171 Page 84 of 171 Page 85 of 171 Page 86 of 171 Page 87 of 171 Page 88 of 171 Please wait... If this message is not eventually replaced by the proper contents of the document, your PDF viewer may not be able to display this type of document. You can upgrade to the latest version of Adobe Reader for Windows®, Mac, or Linux® by visiting http://www.adobe.com/go/reader_download. For more assistance with Adobe Reader visit http://www.adobe.com/go/acrreader. Windows is either a registered trademark or a trademark of Microsoft Corporation in the United States and/or other countries. Mac is a trademark of Apple Inc., registered in the United States and other countries. Linux is the registered trademark of Linus Torvalds in the U.S. and other countries. Page 89 of 171 Page 90 of 171 Page 91 of 171 Page 92 of 171 Page 93 of 171 Page 94 of 171 Page 95 of 171 Page 96 of 171 Page 97 of 171 Page 98 of 171 Page 99 of 171 Page 100 of 171 Page 101 of 171 Page 102 of 171 Page 103 of 171 107 Parallel Street Beaver Dam, WI 53916 • 1115 S Main Street West Bend, WI 53095 • T 920-356-9447 www.kunkelengineering.com August 31, 2026 Ms. Anastasia Gonstead, City Clerk/Executive Assistant City of Mayville 15 S. School Street Mayville, Wisconsin 53050 Re: City of Mayville – 2026 Street and Utility Reconstruction Project Payment Request #4 Dear Ms. Gonstead: Please find accompanying this transmittal Request for Payment No. 4, as received from Kopplin & Kinas Co., Inc., for work efforts associated with the above -referenced project. We have reviewed this Payment Request and recommend payment to Kopplin & Kinas Co., Inc., in the amount of $360,665.48 ($64,674.90-Water; $82,420.90-Sewer; and $ 213,569.68-DPW). Please note that this is not a final payment request, as retainage remains on the project. As of today, all work associated with the project is complete, except for miscellaneous restoration work and punch list items. As of last week, Kopplin & Kinas was working to complete the topsoil & seeding along the edges of asphalt driveways on the project and address the remaining punch list items. The final completion date for the project is October 23, 2026, per the construction contract documents. Following your review, please let me know if you or the Common Council have any questions or comments about the project or the accompanying Payment Request. Sincerely, KUNKEL ENGINEERING GROUP Don Neitzel, G.M. enclosure cc: Rob Boelk, Mayor Courtney Steger, Utilities Director Jacob Schellpfeffer, Director of Parks & Public Works Mike Myers, Kopplin & Kinas Tyler Zettl, CME, WDNR Tammy Hampton, CGW, Kunkel Engineering Group Page 104 of 171 08/31/2026 360,665.48 Page 105 of 171 Page 106 of 171 Page 107 of 171 Page 108 of 171 Page 109 of 171 Page 110 of 171 Page 111 of 171 Page 112 of 171 9/8/2026 This is an addendum for the TAG Center’s network upgrade project. Additional hardware may be required to provide wireless coverage in the Blue Room and Pump Room. Added to Scope: • Install and test WAPs • Verify wireless coverage • Hardware on this quote is only to be billed and installed if needed • There is to be no labor associated with the installation of hardware on this quote Added to Work Flow: • Install WAP in Blue Room • Install Switch and WAP in Pump Room • Adopt and program hardware into the network console • Test wireless coverage Additional Equipment Costs: UniFi 5-Port PoE Switch $100 Unifi U7-Outdoor Access Point $215 Unifi U7-Pro Access Point $200 Total Equipment Costs: $515 Total Labor Costs: $0 Sub Total: $515.00 Tax: $0 Grand Total: $515.00 Quote good for 15 Calendar Days from date of writing. (9/23/2026) Prepared By: Justin Yanke Genesis Computer Systems 124 N Main Street Mayville WI 53050 (920) 659-0426 Customer Signature: Signed: __________________________________________________ Date: _______________________ Page 113 of 171 Page 114 of 171 The City of Mayville, WI Staff Memo Meeting Date: September 28, 2026 Memo Date: September 16, 2026 To: Public Safety Committee From: Julie Staffin, EMS Director Mobile Integrated Health Initiative In the packet you will find an agreement Paralign MIH/Community Paramedicine program. The Wisconsin EMS Association is working with Paralign to obtain referrals that would bring funds for this service. This is essentially an agreement for Mayville EMS to participate in Paralign’s Mobile Integrated Health/Community Paramedicine program and have Paralign negotiate with insurance companies/payers and handle billing/payment administration. Paralign is creating a network of EMS agencies and other healthcare providers. Mayville EMS would provide community paramedicine/mobile integrated health services to eligible patients, while Paralign handles much of the contracting, billing, data reporting, and administration What is Mobile Integrated Health (MIH)? MIH provides scheduled, non-emergency services that address health-related needs before they lead to an avoidable 911 call, emergency department visit, or hospital readmission. The program would extend Mayville EMS’s existing assessment and patient-care capabilities into a preventive, coordinated model conducted under medical oversight. Potential services may include: • Post-discharge follow-up visits • Monitoring and education for chronic health conditions • Vital-sign, blood glucose, oxygen saturation, and weight trending • Medication reconciliation and adherence support • Fall-risk and home-safety assessments • Follow-up with frequent users of emergency services • Identification of barriers to care and connection with appropriate resources By identifying risks early and connecting patients with appropriate care, MIH could improve continuity of care, address unmet health needs, and reduce preventable use of emergency resources. Page 115 of 171 The City of Mayville, WI Staff Memo We currently have two licensed providers and are working with our medical control to move forward with our MIH program. There is no cost to the city, this agreement gets our foot in the door to start getting reimbursed for the services we provide. Page 116 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 PARALIGN MIH-CP PROGRAM: PROGRAM TERMS FOR PARTICIPATING PROVIDERS These “Program Terms” govern participation in the Paralign Community Paramedicine Program (“Program”). They form a contract between your organization and Paralign CIN, LLC, a Delaware limited liability company (“CIN”) which is a subsidiary of Paralign Health, Inc. (the “MSO”). CIN is a clinically and financially integrated network through which participating providers work together to offer the Program, in collaboration with MSO, as described in these Program Terms. Throughout these Program Terms, your organization may be referred to as “You, “Your,” or the “Provider”1. You, as the Provider, and CIN may each be called a “Program Party” or collectively, the “Program Parties.” By accepting these Program Terms, You are agreeing to provide services as a participating provider in the Program CIN. MSO provides non-clinical management services necessary to implement the CIN’s initiatives, administering the CIN’s day-to-day operations and promoting the Program to prospective participating providers, payers, and other stakeholders. CIN has contracted with MSO for such support and pays management fees to MSO to secure the infrastructure required for CIN’s activities. Providers who participate in the CIN pool their resources together through the CIN to purchase the MSO’s services. This creates efficiencies and cost-savings that allow CIN participants to focus their resources on clinical integration initiatives, and to offer more cost-efficient care. Many of CIN’s obligations under these Program Terms are performed by MSO under the contract between CIN and MSO, with direction from the CIN Leadership Council. The “CIN Leadership Council” is comprised of Council Members nominated by and affiliated with participating provider organizations, as described in greater detail at Exhibit B. By accepting these Program terms, You also confirm your participation in the CIN Organized Health Care Arrangement, as described at Exhibit C, and agree to the Paralign General Terms set forth in Exhibit D (“Paralign General Terms”) and the Business Associate Agreement set forth in Exhibit E. Recitals2 • Participating providers, such as city or county based fire departments, Fire Protection Districts, city or county based EMS agencies, or Ambulance Districts offer mobile integrated health- community paramedicine (“MIH-CP”) through the CIN for purposes such as the following: (a) to help stabilize patients with chronic conditions and prevent avoidable emergency department visits; (b) to extend the reach of physicians and other primary care providers, acting as their “eyes and ears” in the patient’s home environment; (c) to connect patients to other resources for their well- being, such as behavioral health support, community-based organizations, and health plan case management teams; (d) to re-engage disengaged patients who are often disconnected from primary care or behavioral health follow-up. • CIN is comprised of only those organizations who have voluntarily elected to become Participating Providers in the Program and engage in the following additional activities to enhance the quality, affordability, and accessibility of their services: (a) participation in clinical integration activities, 1 Whenever the context requires, the references to Provider will be inclusive of Provider's Individual Providers. 2 These Recitals are incorporated into and made part of these Program Terms. Page 117 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 including development and adherence to care pathways tailored to patient diagnosis and aligned with the CIN’s quality and patient experience initiatives; (b) collection and analysis of quality- focused performance metrics; and (c) participation in financial integration programs tied to quality and cost-efficiency. • CIN contracts with organizations on a non-exclusive, voluntary basis, such that Provider is free to contract with Payers outside of this Program, directly or through other provider networks, and to continue its existing business outside of this Program; • CIN has entered into or intends to enter into agreements with Payers for services rendered by Participating Providers to Payers’ beneficiaries (“Payer Contracts”); and • Provider provides services through Individual Providers who each, individually, are qualified and licensed to deliver such services (as applicable); and • CIN and Provider want to enter into an agreement, through these Program Terms, such that Provider, through Individual Providers, will serve as a Participating Provider and provide services upon all the terms and conditions of such Payer Contracts. ARTICLE I Definitions The terms below will have the following meanings in these Program Terms. Any capitalized term in these Program Terms not defined below shall be as defined in the Exhibits to these Program Terms. 1.1 “Benefit Plan” means a Payer’s health benefit plan or program, including a health maintenance organization plan, preferred provider arrangement, exclusive provider arrangement, health insurance plan, or other managed care arrangement for providing or arranging health benefits for its members or beneficiaries. 1.2 “Business Associate” has the meaning assigned to such term under HIPAA, including, but not limited to, 45 CFR § 160.103. 1.3 “Business Associate Agreement” has the meaning assigned to such term under HIPAA, including, but not limited to, 45 CFR § 160.103. 1.4 “CIN Representatives” has the meaning set forth in Section 3.7. 1.5 “Contract Requirements” means all requirements and conditions, including, but not limited to, those specified in the Payer Contracts, other guidance and regulations issued by Payers, laws and regulations applicable to CIN and/or Provider, and these Program Terms, including all schedules and exhibits attached hereto. 1.6 “Cost-share” means a charge for which a Covered Individual is directly responsible for as an additional out-of-pocket payment for Covered Services, regardless of whether defined as a copayment, deductible, coinsurance, or otherwise in the relevant Payer’s Benefit Plan. Not all Covered Services have a Cost-share. A Cost-share may be calculated in different ways, such as a fixed-amount or percentage of the total payment due for the Covered Services. Page 118 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 1.7 “Covered Individual” means an individual who is a beneficiary of a Benefit Plan sponsored by a Payer that has entered into a Payer Contract, pursuant to which the Covered Individual is entitled to receive healthcare services, or such other definition as may be included in a Payer Contract. 1.8 “Covered Services” means those services that a Provider is licensed, equipped and staffed to provide and which Provider provides to Covered Individuals and for which a Payer is required to pay pursuant to a Payer Contract (including any corresponding definition therein of covered services). 1.9 “Covered Site” means the clinic of a Participating Provider, or the home or other remote location in which a Covered Individual receives such Covered Services, whether in person through MIH- CP or via telehealth. 1.10 “Exclusion Database” means the National Practitioner Database and the U.S. Department of Health and Human Services Office of Inspector General List of Excluded Individuals and Entities. 1.11 “Individual Providers” are those individual employees or contractors of a Provider involved in the delivery of care to Covered Individuals on behalf of Provider under these Program Terms. 1.12 “HIPAA” means the Health Insurance Portability and Accountability Act of 1996, Public Law 104-191, the Health Information Technology for Economic and Clinical Health Act of 2009, Public Law 111-5, the HIPAA Privacy Rule modifying 45 CFR Parts 160 and 164, and the HIPAA Security Rule, modifying 45 CFR Parts 160, 162 and 164, together with their implementing regulations. 1.13 “Individual Guarantor” has the meaning set forth in Section 3.6. 1.14 “Non-Covered Services” has the meaning set forth in Section 3.5. 1.15 “Participating Providers” means those organizations who have contractually agreed to participate in CIN’s Payer Contracts. A current roster of Participating Providers will be made available to Provider upon request. 1.16 “Payer Contracts” means those contracts entered into between CIN and a “Payer” (any third-party sponsor of a Benefit Plan) for the provision and payment of Covered Services by Participating Providers. 1.17 “Term” has the meaning set forth in Section 4.1. ARTICLE II Participating Provider Responsibilities 2.1 Services. Provider agrees it shall provide and perform (through its Individual Providers, as applicable) those Covered Services identified at Exhibit A to Covered Individuals and to accept as payment for such services the amounts set forth therein. Provider agrees to abide by the applicable policies, procedures, and requirements in the Program Manual(s) (defined in the Paralign General Terms) related to the administration of these Program Terms. 2.2 Credentialing. Provider shall meet any credentialing standards or other applicable standards of participation set by any Payer with regard to any Payer Contract in which Provider Page 119 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 participates, in addition to any qualification standards set by CIN or the MSO for participation in these Program Terms. Provider must satisfy any credentialing requirements of a Payer before participation in a Payer Contract and participation in CIN is not a substitute for such credentialing. 2.3 Payer Contracts. 2.3.1 Abide by Contracts. Provider agrees to be, and shall hereby become, bound by all the terms and conditions of such Payer Contracts as CIN may enter into with Payers that may reasonably be applied to Provider in the same manner and with the same obligations to Payers and Covered Individuals as if Provider were a directly contracting party thereto, subject to the provisions of these Program Terms. Provider shall be bound by each Payer Contract without further or advanced notice, unless the amount(s) payable to Provider for the Covered Services it provides under such Payer Contract are less than the amount(s) specified at the then-current Exhibit A. In the event that a Payer Contract would reimburse Provider in amount(s) less than the amount(s) specified at the then-current Exhibit A, Provider shall not be bound by such a Payer Contract except upon execution of an agreement to participate, which specifies the amounts Provider will be reimbursed. Unless Provider executes such an agreement to participate, Provider shall have elected not to provide Covered Services under any Payer Contract under which the amounts payable to Provider would be less than the amount(s) specified at the then-current Exhibit A. 2.3.2 Non-Exclusivity. The contractual relationship established between CIN and Provider shall not be exclusive in that Provider may enter into any third-party payer contract or participate in any other network as it may desire. Provider shall not by virtue of these Program Terms have exclusive rights as to the provision of Covered Services with respect to any Payer Contract. Nothing in these Program Terms guarantees Provider’s participation in any Payer Contract. Provider recognizes and acknowledges that Provider’s eligibility to participate in a particular Payer Contract may vary based on geographic location, the clinical needs of the Covered Individuals and other factors. Provider recognizes that its eligibility for participation in any individual Payer Contract is subject to the discretion of the involved Payer and CIN. For example, the CIN may enter into a Payer Contract with a Payer that does not offer coverage in the geographic area in which Provide offers services. Except as otherwise provided in these Program Terms, non-participation in a specific Payer Contract(s) shall have no effect on or consequence to participation in, or rights or obligations under, any other Payer Contract or the CIN generally. 2.3.3 Payer Contract List. CIN will maintain a listing of Payer Contracts in which Payer is participating through the CIN and periodically update such listing and furnish it to Provider. Listings of Payer Contracts may be provided to Provider through electronic access or by other means. Provider will abide by the terms of these Program Terms as to a Payer Contract entered into by the CIN, even if a listing of Payer Contracts has not yet been updated to include such Payer Contract. 2.4 Assist Payer and Covered Individuals. Provider agrees to reasonably assist Covered Individuals to understand and utilize their benefits under a Payer Contract in connection with Covered Services offered by Provider. Provider acknowledges that Payers may place certain obligations upon CIN and Provider regarding the quality of care received by Covered Individuals and that certain Payers may have the right to oversee and review the quality of care administered to Covered Individuals. Provider shall be bound by the terms of all such quality assurance and utilization review programs imposed by any Payer Contract that is the subject of these Program Terms or by a Program Manual and shall cooperate Page 120 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 with each Payer and/or CIN’s review of the quality of care administered to Covered Individuals. Provider hereby authorizes CIN and the MSO to release to Payers, without Provider’s prior consent, any and all information, records, summaries of records, and statistical reports specific to Provider and/or its Individual Providers (including, but not limited to, utilization profiles pertinent to the provision of Covered Services, professional qualifications, and credentialing information) using Provider’s name, Individual Providers’ names or any applicable code numbers, as requested by Payers. CIN and the MSO may use such information, records and reports for internal program monitoring and may disclose such information, records, and reports to Payers, other Participating Providers, prospective Participating Providers, and the public so long as any public disclosure identifying an Individual Provider’s name or code number is presented to Provider no fewer than ten (10) business days in advance. If Provider objects to any proposed disclosure within the ten (10) day period required by this paragraph, no public disclosure may be made of the specific identity of the Individual Provider. 2.5 Clinical and Financial Integration. Provider agrees to participate in the CIN’s clinical and financial integration activities, as selected and overseen by the CIN Leadership Council, which is responsible for developing, reviewing, and revising care pathways and other clinical support tools, as well as holding the CIN and its participants accountable to defined quality metrics through ongoing data analytics. Additional information regarding the clinical integration activities in which Provider will be expected to participate are described in the Program Manuals. Provider shall always retain full professional discretion within Provider’s scope of practice. While the CIN encourages adherence to care pathways and the use of clinical support tools, nothing in these Provider Terms or any Program Manual shall be construed to override or interfere with Provider’s independent clinical judgment in individual patient care decisions. In instances where Provider elects to deviate from a recommended care pathway, Provider is encouraged to provide feedback on the rationale to the CIN Leadership Council to support continuous pathway evaluation and refinement. Provider agrees to nominate a candidate to serve as a Council Member if requested by MSO, in accordance with the CIN Leadership Council Charter at Exhibit B, and to participate in providing input to the CIN Leadership Council on an ongoing basis, both informally through its interaction with Council Members, and in response to formal requests. Provider acknowledges that as part of the CIN’s financial integration efforts, participation in clinical integration activities, and the results of such activities, may impact Provider’s compensation as described in Exhibit A. 2.6 Provider’s Representations and Warranties. Provider affirms and incorporates herein by reference those representations and warranties contained in the Paralign General Terms. ARTICLE III Compensation 3.1 System Integration to Facilitate Payer Reporting and Claims Submission. Clinical records related to the provision of Covered Services in this Program must be maintained by Provider in an electronic record platform capable of integration with the MSO’s software for billing and data reporting purposes. Such an integration must be complete and functional, as determined in the sole discretion of the CIN, before a Provider can participate in this Program. Provider shall authorize and direct such implementation in collaboration with CIN and MSO. CIN (through its contract with the MSO) will extract the necessary data from the Provider’s records of clinical encounters to submit claims or invoices to Payers and report other performance data, both as required by the Payer Contracts. Clinical records maintained by Providers must substantiate the services provided and such substantiating records will be provided to Page 121 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 CIN upon request to facilitate payment and/or verify their sufficiency. Provider shall cooperate with the coordination of benefits efforts by CIN and Payers. 3.2 Compensation. Provider shall be compensated for Covered Services in accordance with Exhibit A. 3.3 Collection and Provider Payments. 3.3.1 CIN will bill and collect from the various Payers in accordance with the terms and conditions contained herein and the applicable Payer’s Payer Contract. 3.3.2 CIN will collect and distribute payment to Provider in the amounts specified herein for Covered Services rendered to Covered Individuals. CIN will use reasonable efforts to issue payment to Provider within ten (10) business days after CIN’s receipt of payment for services rendered by Provider under these Program Terms. 3.3.3 CIN shall have no liability to Provider or any Participating Provider for any non-payment by a Payer or a Covered Individual. Providers may seek payment from CIN for Covered Services only to the extent and up to the amount received by CIN from the Payer and/or Covered Individuals and as limited by the terms set forth in these Program Terms and the exhibits hereto. Professional services rendered by Provider outside the scope of these Program Terms shall not be billed by or through CIN, nor shall any Payer have responsibility or liability whatsoever in connection with such services, nor shall these Program Terms have any force or effect with respect to such services. 3.3.33.3.4 CIN or MSO shall provide Provider with payment statements or remittance information sufficient to support Provider’s reconciliation of amounts paid under these Program Terms. The format, content, timing, transmission method, recipient information, and other operational details for such statements shall be set forth in the applicable Program Manual or other written operational guidance provided by CIN or MSO, as may be updated from time to time. 3.4 Cost-shares. In connection with the claim submission and reconciliation process, CIN will receive information from the Payer, third-party administrator, or other persons or entities involved in the administration of the Covered Individual’s benefits regarding any Cost-share obligations that may arise in connection with Covered Services, if any. Based on this information, CIN will perform the billing of the Cost-share obligations and/or direct Participating Providers of the Cost-share amounts to be billed, up to the total reimbursement rate payable to Provider. Provider agrees to perform the billing of Cost- share amounts or refrain from billing Cost-share amounts (i.e. to permit CIN or a third party to do so) pursuant to CIN’s instructions and in accordance with any applicable Program Manual. Neither CIN nor Provider shall routinely waive Cost-share obligations required by a Benefit Plan, but it is acknowledged that some Benefit Plans and/or Covered Services will not require Cost-share obligations. 3.5 Non-Covered Services. CIN shall not make any payment to Provider for services rendered that are not Covered Services (“Non-Covered Services”) under a Payer Contract, and Provider may bill and collect directly from patients or Payers for such Non-Covered Services in accordance with the provisions of the agreements among them, if any, and all legal requirements. All amounts so collected shall be retained by Provider as compensation and shall not be credited towards or otherwise reduce the amount of compensation payable to Provider under the terms of these Program Terms. Page 122 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 3.6 Hold Covered Individuals Harmless. Except with respect to the collection of Cost-share amounts in accordance with Section 3.4, as applicable, Provider agrees that in no event, including, but not limited to, non-payment by CIN of amounts due Provider under this contract, insolvency of CIN, or any breach of this contract by CIN, shall Provider and its Individual Providers, assignees, or subcontractors have a right to seek any type of payment from, bill, charge, collect a deposit from, or have any recourse against Covered Individuals or any individual acting as a guarantor on a Covered Individual’s behalf for Covered Services received (an “Individual Guarantor”). The requirements of this paragraph shall survive any termination of this contract for services rendered prior to such termination, regardless of the cause of such termination. The Covered Individuals or any Individual Guarantor shall be third-party beneficiaries of this paragraph only. This paragraph supersedes any oral or written agreement now existing or hereafter entered into between Provider and such a Covered Individual or Individual Guarantor. This provision shall not prohibit the collection of debt owed by Covered Individuals or Individual Guarantors to Provider in connection with services rendered outside these Program Terms. 3.7 No Guarantee of Income or Earnings. Provider agrees that CIN and its affiliates, Participating Providers and CIN and Participating Provider members, managers, shareholders, directors, officers, agents, contractors and employees (collectively, the “CIN Representatives”) make no implications, warranties, promises, representations, or guarantees whatsoever about earnings or income to Provider in connection with Provider’s participation or status as a Participating Provider. The potential earnings and income of Provider in connection with these Program Terms may vary and can depend on many factors including economic, political, social, and regulatory changes, such as changes to the way consumers and payers reimburse the performance of health care services, changes in the plans and strategies of competitors of Provider and Provider’s investment of time, effort and skill into the services related to these Program Terms. No testimonials, prior successes, or past results are a guarantee of Provider’s income or earnings. Provider acknowledges that any examples, projections, forward-looking statements, or promotional materials provided by CIN Representatives to Provider regarding potential earnings or income are samples only and express only the possibility of earning potential, not actual earnings or financial or operational performance expected. Such materials are not guarantees, promises, or warranties of any kind, and the CIN Representatives are under no obligation to revise any such materials in light of new information or future events. There is no assurance that Provider’s status as a Participating Provider or its participation in CIN and its Payer Contracts will result in any income or earnings to Provider. CIN and CIN Representatives have not authorized any individual or company to make such a guarantee, promise or warranty. CIN and CIN Representatives expressly disclaim any warranties or guarantees that Provider will experience any income or earnings because of these Program Terms. ARTICLE IV Term and Termination 4.1 Term. Once Provider has accepted these Program Terms, including the Paralign General Terms and any Exhibits incorporated herein, the “Term” of these Program Terms will begin and shall continue until terminated as provided by these Program Terms. CIN will notify Payers of Provider’s participation, pursuant to the terms of the applicable Payer Contracts. Payers will then load Provider as a Participating Provider in any systems necessary to facilitate claims/invoice submission and processing. Provider’s participation in each Payer Contract is dependent upon completion of all applicable notice periods, loading process and any other credentialing or approval requirements imposed by the applicable Payer. As a result of this Process, the timing with which Provider becomes eligible to perform Covered Services for a particular Payer or Covered Individual may vary. Page 123 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 4.2 Termination Because of Death. These Program Terms shall automatically terminate in the event of the death of all of Provider’s Individual Providers. 4.3 Immediate Termination for Specific Breaches. CIN may immediately terminate these Program Terms, at CIN’s option, as specified in the Paralign General Terms. This includes, for example and without limitation, Provider’s failure to remove Individual Providers from providing services upon a loss of proper licensure or exclusion from federal or state health care programs. 4.4 Termination After Notice of Default. 4.4.1 Except for those breaches noted in Section 4.3, in the event Provider or CIN shall default in the performance of any term of these Program Terms, the Program Party not in default may provide to the other Program Party notice of intent to terminate these Program Terms. The notice shall state the reason(s) for the early termination. If the default is not cured within thirty (30) days of the date of the notice, then these Program Terms shall terminate. If the default is cured, then no termination will occur. The rights granted hereunder shall not be in substitution for, but shall be in addition to, any and all other rights and remedies for breach of contract available to a non-defaulting Program Party under Applicable Law. 4.4.2 Provider’s violation of a Program Manual or refusal to accept updated Paralign General Terms may, at CIN’s option, be treated as a default under this Section 4.4. 4.5 Termination upon Winding up of Company. These Program Terms will automatically and immediately terminate as of the dissolution and winding up of CIN or Provider. 4.6 Termination for Legal Compliance. CIN will have the unilateral right to terminate these Program Terms to the extent necessary to comply with applicable law if it is reasonably determined that continued participation by CIN in these Program Terms without amendment would put either Program Party at risk of violating any Applicable Law. Prior to termination of these Program Terms pursuant to this paragraph, CIN will first reasonably attempt to amend these Program Terms in a manner that will achieve the business purposes hereof and negotiate in good faith with Provider in an effort to achieve a mutually acceptable amendment. If CIN proposes such an amendment to these Program Terms for purposes of regulatory compliance and such amendment is unacceptable to Provider, either Program Party may choose to terminate these Program Terms within such timeframe as necessary to comply with applicable law. For purposes of this Section 4.6, “reasonably determined” means a determination is made in good faith after consultation with qualified legal counsel who has experience in matters of healthcare regulatory law, and after consideration of the relevant facts and circumstances and potential alternative approaches that might permit continued performance without violation of Applicable Law. 4.7 Termination of Payer Contract Participation. Upon CIN’s receipt of notice from any Payer with which CIN has executed a Payer Contract requesting, for any reason or no reason, that Provider or an Individual Provider no longer provide services under a Payer Contract, an Individual Provider’s participation in such Payer Contract shall terminate upon written notice to Provider. Such termination of participation in a specific Payer Contract will not cause the termination of these Program Terms. 4.8 Termination Without Cause. These Program Terms may be terminated without cause by either Program Party upon ninety (90) days’ prior written notice to the other. Page 124 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 4.9 Termination Upon Rejected Modification. These Program Terms may be terminated in accordance with Section 5.3 (Modification) or as provided in the Paralign General Terms if You reject updated Paralign General Terms or Program Manuals. 4.10 Payment Following Termination. After termination of these Program Terms, Provider shall be entitled to payment as specified herein for Covered Services rendered by Provider prior to the date of termination. If Provider continues to provide Covered Services that were commenced before the date of termination to Covered Individuals after the effective date of termination in accordance with the requirements of these Program Terms, Provider shall be entitled to continue receiving payment for such services at the rate specified herein until such Covered Services being rendered by Provider are completed. ARTICLE V Miscellaneous Provisions 5.1 Indemnification. 5.1.1 Provider’s Indemnification. Provider shall, to the maximum extent permissible by law, indemnify, defend, and hold harmless CIN and MSO, including such entities’ shareholders, directors, officers, agents, and employees (collectively, the “CIN Indemnified Parties”) for and from any and all liability, loss, expenses (including reasonable attorneys’ fees) and claims for damages for injury arising from acts or omissions by Provider arising from Provider’s own gross negligence or willful misconduct, any Individual Providers (including any loss of licensure, adverse licensure or credentialing action, or exclusion/suspension from participation in a federal or state healthcare program or other Benefit Plan) or any officer, agent or employee of Provider, in the rendering of any healthcare services, or arising from any breach or default on the part of Provider with respect to the representations and warranties made in these Program Terms (including the Paralign General Terms) or in Provider’s performance of these Program Terms. Provider, upon prompt notice from CIN or any person or entity indemnified hereunder, shall defend, at the expense of Provider, such action or proceeding. Notwithstanding anything to the contrary in these Program Terms, Provider’s obligations under this Section specifically exclude first party or direct claims against Provider by an indemnified party, or any claim for which a sole and exclusive remedy is provided under another section of these Program Terms. 5.1.2 CIN’s Indemnification. CIN agrees to indemnify, defend and hold harmless Provider, Provider’s Individual Providers and Provider’s shareholders, directors, officers, agents and employees (collectively, the “Provider Indemnified Parties”) for and from any and all liability, loss, expenses (including reasonable attorneys’ fees) and claims for damages for injury arising from acts or omissions by CIN, its officers, agents and employees, or arising from any breach or default on the part of CIN in the performance of these Program Terms. CIN, upon prompt notice from Provider, shall defend, at the expense of CIN, such action or proceeding. Notwithstanding anything to the contrary in these Program Terms, CIN’s obligations under this Section specifically exclude first party or direct claims against CIN by an indemnified party, or any claim for which a sole and exclusive remedy is provided under another section of these Program Terms. 5.1.3 Payment Adjustments for Insurance Proceeds. Payments by an indemnifying party under section 5.1.1 or 5.1.2 are limited to the amount of any liability, loss or damage that remains after deducting therefrom any insurance proceeds and any indemnity, contribution, or other similar payment actually received by the indemnified party in respect of the indemnity claim, less any related costs and Page 125 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 expenses, including the aggregate cost of pursuing any related insurance claims and any related increases in premiums or other charge-backs. An indemnified party shall use commercially reasonable efforts to seek to recover any insurance proceeds available in connection with an indemnity claim. Promptly after realization of any insurance proceeds, indemnity, contribution, or other similar payment, an indemnified party shall reimburse the indemnifying party for such reduction in losses for which it was paid under section 5.1.1 or 5.1.2 before the realization of reduction of such losses. 5.1.4 Cooperation. Each Program Party may from time to time be faced with certain legal issues, actions or claims arising from or relating to these Program Terms. Each Program Party recognizes the value of cooperating with the other in good faith in such event, to the extent such cooperation does not violate applicable law, result in a breach of any insurance policy, or result in a breach of any confidentiality or privilege. Each Program Party agrees to notify the other promptly, and within fourteen (14) days, of receipt of any lawsuit, claim, regulatory action, or notice of intent to file a lawsuit based in any part on these Program Terms or services provided hereunder. Each Program Party agrees to provide the other with any and all information it possesses which is necessary to the other Program Party’s defense in litigation arising under or related to these Program Terms and which is not reasonably available from another source or subject to laws of confidentiality, attorney-client privilege and work product. The Program Parties shall cooperate in good faith, using best efforts, to address issues in a manner that strongly encourages full cooperation between the Program Parties. 5.1.5 Insurance Maintained by CIN and MSO. During the Term of these Program Terms, CIN and/or MSO shall maintain insurance coverage consistent with the coverage maintained by CIN and/or MSO in the ordinary course of its business for its technology platform, data exchange, privacy and security obligations, and related technology-enabled services performed in connection with the Program. Such coverage may include, as applicable to the activities performed by CIN and/or MSO, technology errors and omissions insurance, cyber/privacy liability insurance, commercial general liability insurance, and such other coverage as CIN or MSO maintains for its own operations. Upon Provider’s reasonable request, CIN or MSO shall provide certificates of insurance evidencing then-current coverage. Nothing in this Section requires CIN or MSO to obtain additional insurance coverage, maintain insurance with specified limits, or maintain insurance covering Provider’s clinical services, medical judgment, patient care, professional licensure, vehicles, personnel, facilities, equipment, field operations, or municipal operations, all of which remain the responsibility of Provider. The insurance maintained by CIN and MSO shall not limit, expand, or otherwise modify any indemnification obligations, limitations of liability, or allocation of responsibility set forth in these Program Terms. 5.2 Assignment. These Program Terms shall be binding upon and inure to the benefit of the Program Parties hereto. Neither CIN nor Provider may assign or transfer their rights and responsibilities under these Program Terms without the written consent of the other Program Party, provided that CIN may subcontract and/or assign its rights and responsibilities to the MSO (which may subcontract and/or assign the same), or in connection with a merger, acquisition, or sale of all or substantially all of its assets, or to any subsidiary or parent company of CIN, or to any affiliate of the Innovator companies in connection with a corporate reorganization. 5.3 Modification. CIN may periodically update the terms of these Program Terms with no fewer than thirty (30) days’ advanced notice. If at any time such an update is not acceptable to you, you must notify CIN within thirty (30) days of the notice of the update. In response to a notice that you have rejected any updated term or condition of these Program Terms, CIN will have the option to terminate Page 126 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 these Program Terms upon thirty (30) days’ notice. Amendments and updates may be made via electronic means as described in the Paralign General Terms. The rights of the Program Parties under this paragraph are not intended to limit and are subordinate to the rights granted by Section 4.6 (Termination for Legal Compliance). 5.4 Entire Agreement. The entire agreement between the Program Parties is comprised of: (a) these Program Terms, together with its exhibits; (b) the Paralign General Terms, except where expressly contradicted by the terms of these Program Terms (see Exhibit D); (c) all Business Associate Agreements required in connection with these Program Terms (see Exhibit E); (d) the Organized Health Care Arrangement Acknowledgment required in connection with these Program Terms (see Exhibit C), and (d) all Program Manuals relevant to these Program Terms. Any prior agreement of the Program Parties, including, but not limited to, prior written or oral agreements, promises, negotiations or representations relating to the subject matter of these Program Terms that are not contained in the documents listed in this paragraph are of no force and effect. 5.5 Third-Party Rights. The Provider Indemnified Parties and CIN Indemnified Parties shall be third-party beneficiaries of Section 5.1 only. Third-party rights and beneficiary status shall otherwise be as described in the Paralign General Terms. 5.6 Maintenance of Records after Termination. Both Program Parties will maintain records, and Provider shall ensure that its Individual Providers maintain records and provide such information to the other Program Party and to appropriate state and federal authorities as may be necessary for compliance by the Company with the provisions of applicable law. This obligation is not terminated upon a termination or expiration of these Program Terms. 5.7 Quality Metrics. Notwithstanding any provision of these Program Terms regarding the confidentiality or proprietary nature of information, it is agreed that CIN and MSO are expressly permitted to disclose and publish information concerning the quality and price of care delivered pursuant to these Program Terms where such information has been aggregated with that of other Participating Providers and where such disclosure is permitted under applicable law. 5.8 HIPAA Compliance. Both Program Parties agree to abide by applicable law regarding confidentiality of protected health information and other personally identifiable information. The disclosure or use of protected health information in connection with these Program Terms will generally be made as part of the CIN Organized Health Care Arrangement (“Paralign OHCA”) in accordance with Exhibit C. CIN and MSO have entered into Business Associate Agreements with the Paralign OHCA for the services they provide for the Paralign OHCA. By accepting these Program Terms, You agree to the terms of such Business Associate Agreements, copies of which are set forth at Exhibit E and incorporated herein by reference. 5.9 Survival. The Paralign General Terms shall survive the termination of these Program Terms as specified in the Paralign General Terms. In addition, the terms of these Program Terms that by their terms or nature are intended to survive termination will survive termination, including, without limitation, Article III (as to services rendered prior to termination), Section 4.10 (Payment Following Termination), Section 5.1 (Indemnification), Section 5.2 (Assignment), Section 5.4 (Entire Agreement), Section 5.5 (Third-Party Rights), Section 5.6 (Maintenance of Records after Termination), section 5.7 (Quality Metrics), Section 5.8 (HIPAA Compliance), Section 5.10 (Further Assurances), Section 5.11 Page 127 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 (Incorporation by Reference), Section 5.12 (Notices), and such terms as may be specified as surviving termination in the General Terms, Business Associate Agreement, and any other exhibit or document incorporated into these Program Terms by reference. 5.10 Further Assurances. Provider and CIN shall execute all documents and instruments and take all further actions as may be reasonably necessary or convenient in order to effectuate the terms of these Program Terms and the intentions of the Program Parties. 5.11 Incorporation by Reference. Every exhibit and Program Manual attached to these Program Terms or referred to herein is incorporated in these Program Terms by reference. The terms and conditions of the Paralign General Terms are incorporated herein, except where expressly contradicted by the terms of these Program Terms. 5.12 Notices. All notices between the Program Parties will be made in accordance with the Paralign General Terms. Page 128 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 SIGNATURE PAGE Signature Page to the Paralign MIH-CP Program Terms for Participating Providers On behalf of Paralign CIN, LLC On behalf of Participating Provider Name of Organization: Signature: Signature: Name: Aaron Molloy Name: Title: Authorized Signatory Title: Date Signed: Date Signed: All notices to this Party shall be addressed to: Attention: Aaron Molloy Address: Paralign Health, Inc. (PMB # 1047), 104 West 40th Street, Floor 4 & 5, New York, New York 10018 Email: aaron@paralign.health All notices to this Party shall be addressed to: Attention: Address: Email: Page 129 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 By their signature below, each signatory represents and warrants: (1) that such person is duly authorized to accept the Paralign MIH-CP Program Terms for Participating Providers on behalf of the respective Party; (2) that such person has carefully reviewed such terms, including the Paralign General Terms and agrees to the same on their Party’s behalf. Exhibit A: Services and Reimbursement Scope of Services As a Provider in the Paralign MIH-CP Program, You will provide community paramedicine and mobile integrated health services through Individual Providers who meet state law requirements with regard to their training and licensure to provide such services. Such Individual Providers may include, without limitation, community paramedics, community emergency medical technicians, and community health workers. As a Provider, You are responsible for verifying the qualifications and licensure of each Individual Provider and satisfying all other requirements under the General Terms. You shall at all times ensure that Individual Providers offer only such services as fall within their scope of practice, considering Applicable Law (including state EMS regulations), local medical director protocols, and the certification and training levels of the Individual Providers. You grant CIN and MSO the authority to enter into Payer Contracts concerning Your services in accordance with the Program Terms and this Exhibit A. Reimbursement Rates You will be compensated at a pre-determined minimum rate (the “Minimum Rate”) of One Hundred Thirty Five Dollars ($135.00) per hour for Covered Services rendered under these Provider Terms, rounded to the nearest fifteen (15) minute increment, provided that total compensation for a single home visit shall not exceed the Minimum Rate. Your records of clinical care provided must include an accurate representation of time spent delivering Covered Services. Your actual reimbursement rate will consist of the reimbursement rate payable under the applicable Payer Contract held by the CIN, less a risk-sharing withhold (the “Withhold”) established by the CIN Leadership Council. The CIN Leadership Council may not authorize a Withhold that would result in a payment rate to You that is less than your Minimum Rate. The undersigned (the “Observer”) acknowledges receipt and review of these Program Terms for informational purposes: Wisconsin EMS Association (WEMSA_ Signature: Name: Title: Date Signed: Page 130 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 Each Withhold amount shall be held by the CIN in a dedicated fund referred to as the “Risk Pool.” The MSO may draw Risk Pool funds to cover the actual costs charged by third parties for submission of claims/invoices on behalf of CIN participating providers. The CIN Leadership Counsel may make Risk Pool funds shall be available for additional performance-based payments to participating providers in accordance with performance-based payment methodologies established by the CIN Leadership Council, which shall at all times comply with Applicable Law. No performance-based payment methodology may take into account the volume or value of referrals or business generated among participating providers. At the end of a calendar year, In the discretion of the CIN Leadership Council, Risk Pool funds unclaimed in connection with such performance-based payment methodologies may also be reinvested by the CIN Leadership Council into shared resources in connection with furtherance of quality improvement activities and objectives, such as the costs of additional infrastructure and reporting necessary to fulfil obligations of the CIN under value-based Payer Contracts.. You agree to accept the Minimum Rate as payment in full, or such greater rates as may be negotiated by the CIN available under with respect to a Payer Contract. CIN may enter into and terminate a Payer Contract at any time in its sole discretion and in accordance with the termination provisions of such Payer Contract. CIN and Payers may amend Payer Contracts from time to time without Your consent. You agree to participate in, and become bound by, the terms and conditions of the CIN’s Payer Contracts as may be reasonably be applied to You in the same manner as if You were a directly contracting party to such Payer Contracts. You shall be bound by and begin participation in any Payer Contract entered into by CIN without further notice, unless the amount payable to You for Your Covered Services would be less than the Minimum Rate specified in Table I, as may be modified from time to time in accordance with this Exhibit A. In the event that a Payer Contract would reimburse You in an amount less than the Minimum Rate or under an alternative methodology (such as a PMPM or other value-based model), You shall not be bound by such Payer Contract or required to deliver services in connection with such Payer Contract, unless you agree, by email or other writing of an authorized representative, in writing in advance to participate in such Payer Contract at a different rate, which shall have no impact on the Minimum Rate applicable to Your services under other Payer Contracts. Management Fees You will not be required to pay any upfront fees to join this Program. MSO charges a management fee for performing the operations required to successfully implement and operate this program, including negotiation of payer contracts, claim/invoice submission, disbursement of funds to participating providers, management of the risk pools, data analysis and reporting to Payers and the CIN Leadership Council, assistance with the development of care pathways, and day-to-day administration of the Program. MSO’s management fee shall not reduce the rate otherwise payable to a participating provider for the delivery of Covered Services under a Payer Contract. Rather, CIN (through the assistance of the MSO) will negotiate with Payers and request additional performance-based reimbursement under the Payer Contracts, such as payments based on achievement of certain target metrics or cost-savings. When the CIN is successful in negotiating performance-based reimbursement and earns performance- based payments under a Payer Contract, the total performance-based payment received shall be allocated among the MSO, the Wisconsin EMS Association (“WEMSA”), and the CIN Risk Pool as described in this paragraph. Such payments to the MSO under the first tranche under the following tranche allocations shall be payment in full of MSO’s management fee. MSO shall receive the initial tranche of funds, in an amount not to exceed Three Hundred and Fifty Dollars ($350.00) per patient (Benefit Plan Page 131 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 member) to whom Covered Services were delivered under the applicable Payer Contract during the time period to which the performance-based payment relates (the “Tranche Cap”). If the total funds available allow, WEMSA shall receive the next tranche, also not to exceed the Tranche Cap. If funds remain available thereafter, the CIN Risk Pool shall receive the subsequent tranche, also not to exceed the Tranche Cap. The foregoing three tranches shall constitute the full allocation sequence per patient, each in an amount not to exceed the Tranche Cap, until the total performance-based payment received by CIN has been distributed. In the event the circumstances of a specific Payer Contract make a different dollar amount appropriate for the Tranche Cap, MSO shall propose such alternate Tranche Cap to the CIN Leadership Council, and You agree that the CIN Leadership Council may approve application of the alternate Tranche Cap for such specific Payer Contract without MSO or CIN obtaining Your approval or the approval of each participating provider. (For example, if a Payer Contract requires a substantial investment by MSO at the outset, MSO may request a higher Tranche Cap to recoup such up-front expenditure.) Page 132 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 Exhibit B: CIN Leadership Council Charter Purpose and Scope The CIN Leadership Council (“Council”) is hereby established to provide strategic oversight and coordination regarding the clinical and financial integration activities of the Paralign Clinically Integrated Network (“CIN”), and across its key operational domains, in collaboration with Paralign Health (“MSO”), including: • Healthcare quality improvement, including development and refinement of care pathways • Payer and provider contracting, including value-based and risk-bearing initiatives • Information technology, digital infrastructure and data governance The Council provides direction and input to MSO and collaborates with MSO to implement the Paralign MIH-CP Program (the “Program”). The Council ensures alignment of CIN activities with its mission to lower costs of care and improve clinical outcomes through deployment of mobile resources to patient homes and community settings to proactively manage patient health. The Council works in collaboration with MSO to develop and refine: • Strategic initiatives and policies related to IT systems and data governance • Care pathways, best practices regarding patient experience, and clinical support tools • Provider Manual content related to the delivery of clinical care Together, the Council and MSO: • Guide payer contracting strategies, including negotiation and execution of value-based agreements • Monitor performance metrics and ensure accountability across CIN participants The Council does not engage in the general corporate governance of CIN or in contravention of its Articles of Organization as a Delaware limited liability company. MSO does not interfere with the professional judgment of participating providers, or the provider-patient relationship and the Council represents the voice of the participating providers in reviewing Program materials to guard against such interference. The Council promptly notifies MSO of any concerns in that regard. Council Members The Council is comprised of Council Members appointed by MSO. Individuals affiliated with participating provider organizations may apply to serve as a Council Member by submitting a statement of interest outlining the candidate’s qualifications and commitment to CIN’s mission. A minimum of two signatures of support from representatives of a different participating provider organization within the CIN must accompany the statement of interest. A determination of the appropriate Council size and appointment decisions will be made by MSO on an annual basis after input from the current Council (after the initial year of implementation) and consideration of the following criteria: Page 133 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 • Candidates’ experience and expertise in clinical care, healthcare operations, technology, compliance matters, or payer contracting • Representation from a diverse mix of provider organizations, areas of expertise, clinical licensure types, practice settings and geographies • Candidates’ historical commitment to service on subcommittees or workgroups, and other forms of collaboration with other CIN participants • The need to ensure overall sufficiency of clinical input and participation across the CIN In the event an insufficient number of applications are received, or the applications received do not, in the discretion of MSO, after input from the current Council, achieve adequate levels of clinical participation or diversity across provider types, practice settings, or geographies, MSO may require any or all participating provider organizations to nominate a candidate and supply information outlining such nominee’s qualifications for the role. To promote continuity and institutional knowledge within the Council, Council Member’s terms are staggered as follows: • Each Council Member serves a two-year term, with the option for renewal upon re-election • In the first year of implementation, the MSO will designate half of the initial Council Members to serve one-year terms, after which they may be reelected to a full two-year term. Meetings The Council meets at least quarterly, or more frequently as needed. A quorum is achieved by a simple majority of Council Members. Guests may be invited or permitted in the discretion of the Council, and individuals wishing to attend a meeting or comment on an agenda item may request attendance by contacting any Council Member. Meeting agendas and minutes are distributed in advance and archived for reference, and both are made available for review by all participating providers. Decisions are made by simple majority vote of Council Members present at a meeting or may be made by written consent of a majority of Council Members. Council Members elect a Chair annually by plurality vote of the Council Members. The Council Chair or their designee, if unavailable, presides over meetings. To promote inclusive participation across the geographically dispersed CIN, meetings shall generally be conducted virtually or in hybrid format. Subcommittees and Workgroups The Council promotes collaboration among participating providers and between participating providers and MSO, and champions continuous improvement of the CIN and its participating providers through data-driven insights. The Council may establish subcommittees or workgroups, in its discretion, to focus on specific domains, such as the following: • Digital Infrastructure Subcommittee: Provides input into IT infrastructure related to the program, data standards, interoperability, vendor selection, privacy and security. Page 134 of 171 Exhibit C: Paralign OHCA MBF\894496\0001\52209014.v1-11/25/25 • Quality Oversight Subcommittee: Develops and revises care pathways, monitors quality metrics, and supports clinical decision-making tools. • Contracting Subcommittee: Evaluates payer and provider contracting opportunities, including value-based contracts and risk-sharing, and supports financial modeling. Subcommittees and workgroups, if any, shall report regularly to the full Council, and may include as members individuals who are not Council Members. Compliance The Council works to ensure CIN activities and initiatives comply with applicable laws and regulations and the ethical duties of participating providers with respect to their patients. The Council may adopt policies and procedures to assist CIN and its participating providers in meeting their legal and ethical obligations. The Council is particularly mindful of maintaining the privacy and security of personal health information and compliance with HIPAA and state-law equivalents, and of ensuring collaboration among participating providers is procompetitive in nature in accordance with state and federal antitrust guidance, and does not violate state or federal fraud and abuse laws, such as the False Claims Act, Anti- Kickback Statute, Physician Self-Referral Law, Civil Monetary Penalties Law, or the Beneficiary Inducement Statute. The Council may maintain a confidential peer review process to evaluate concerns regarding patient safety, quality of care, unprofessional conduct, or other conduct inconsistent with the expectations and requirements of the Program. The Council endeavors to conduct peer review activities in accordance with such state and federal protections as may be available based on the relevant geography and circumstances to provide immunity and/or evidentiary privilege and encourage candid review. Peer review activities must be conducted in good faith and the Council does not allow such processes to be used for political or economic gain or to address interpersonal disputes unrelated to the legitimate purposes of the peer review process. Review and Amendment The Council reviews this Charter annually and amends it as needed by majority vote, subject to approval by the MSO. Page 135 of 171 Exhibit D: Paralign General Terms Page 1 MBF\894496\0001\52209014.v1-11/25/25 Exhibit C: Paralign OHCA Declaration Paralign CIN, LLC is a clinically and financially integrated network (“CIN”) comprised of participating providers who hold themselves out to the public as participating in a joint arrangement whereby they engage in the delivery of coordinated mobile integrated health and community paramedicine in collaboration with Paralign Health (the “Paralign MIH-CP Program”). To assist the OHCA and its participating Covered Entities in the delivery of coordinated mobile integrated health and community paramedicine, as further described in the Program Terms for Participating Providers in the Paralign MIH- CP Program, MSO and CIN shall each independently act as a Business Associate to the Covered Entities of the OHCA. The participating providers are Covered Entities who engage with one another and with Paralign Health to deliver the Paralign MIH-CP Program to payers and patients, including, without limitation, the following activities: • Quality assessment and improvement activities in which information regarding treatment provided by participating providers is assessed by other participants and/or Paralign Health; and • Sharing of financial risk for delivering health care, in which PHI created by a participating provider may be reviewed by other participating providers and/or Paralign for purposes of administering the sharing of financial risk. Together, the CIN’s participating providers who have accepted Program Terms to participate in the Paralign MIH-CP Program are an Organized Health Care Arrangement (the “Paralign OHCA”) pursuant to the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”) because of such activities. This Declaration is effective beginning on the dates such activities begin and shall remain effective until such activities cease, provided that when any individual Covered Entity ceases participation in the Paralign MIH-CP Program (as evidenced by termination of the Program Terms and any subsequent activities required thereby in connection with care rendered prior to such termination), such individual Covered Entity shall no longer participate in the Paralign OHCA, except with respect to the exchange of information related to the activities of the OHCA involving such Covered Entity during the Covered Entity’s time as a participant in the Paralign OHCA. Paralign CIN, LLC makes this OHCA declaration by the below signature of its Manager, Paralign Health, Inc. SO DECLARED: ___________________________ [Paralign authorized representative] This ____ day of ________, 20265 Page 136 of 171 Exhibit D: Paralign General Terms Page 2 MBF\894496\0001\52209014.v1-11/25/25 Exhibit D: Paralign General Terms Please read these Paralign General Terms carefully, because they impact Your organization’s legal rights and responsibilities and include important topics such as confidentiality, indemnification, disclaimers of implied warranties, and limits on liability. Throughout these Paralign General Terms, your organization may be referred to as “You, “Your,” or as a “Partner.” Paralign programs each have a program-specific set of Program Terms, which specify activities and obligations specific to the program. To achieve consistency across programs and avoid repetition of standard terms in and across numerous documents, these Paralign General Terms are incorporated by reference into all Program Terms and may be incorporated by reference (where explicitly noted) into other agreements between You and Paralign. If Program Terms expressly conflict with these Paralign General Terms, the Program Terms prevail. Whenever possible, however, Program Terms and Paralign General Terms will be interpreted as complementary and supplementary to one another. When You enter into Program Terms with Paralign or one of its wholly owned subsidiaries, these Paralign General Terms are incorporated into such Program Terms and references to “Paralign” in the Paralign General Terms refer to the Paralign company 3 that is a Program Party to such Program Terms. Throughout these Paralign General Terms, Paralign may be referred to as “We,” “Our,” or “Us.” 1. Independence of Partners. In connection with Paralign programs, some Partners are authorized to use Paralign’s brands or to describe their affiliation with Paralign using phrases like “in partnership with Paralign.” Similarly, when providing services in connection with a program, a Partner may be permitted to use certain Paralign brands. These might include, for example, “Paralign,” “Paralign MIH-CP Program,” or various taglines and service marks specific to a program. References to these brands or to a third party as a “Partner” to Paralign are not intended to suggest any ownership, employment, endorsement or agency relationship between Paralign and any health care facility, health care provider, or other third party, which is expressly disclaimed. Paralign helps health plans and healthcare providers identify and engage with one another and patients in need of their services and benefits. The use of Paralign branding by such a business Partner means only that the third party has satisfied certain requirements set by Paralign and received a license to use of one or more Paralign brands. Claims, obligations, liabilities, or causes of action (whether in contract, common or statutory law, equity or otherwise) that arise out of or relate to services delivered by a Partner (including, without limitation, a healthcare provider or health plan, and any representation made by such a company) may be asserted only against the Partner and not Paralign. Paralign shall have no liability for any such claims, obligations, liabilities or causes of action and You hereby waive and releases any liability, claim, cause of action or obligation against Paralign in connection with the obligations, actions or omissions of other third-party Partners. For example, You agree that if you believe another Partner has performed services, such as clinical health care services, in a manner that is negligent, You can pursue claims and other remedies against the Partner who was the provider of the services but may not assert a claim for such negligence against Paralign. Paralign does not take on liability 3 The Paralign companies include Paralign Health, Inc. and its wholly owned subsidiaries. The Program Parties for each program are specified in the Program Terms. Where these General Terms are incorporated into an agreement between You and Paralign other than Program Terms, “Paralign” refers to the one or more Paralign companies that are party to such agreement. Page 137 of 171 Exhibit D: Paralign General Terms Page 3 MBF\894496\0001\52209014.v1-11/25/25 for the conduct of its Partners. Paralign is not itself a healthcare provider or a health plan and is not responsible for the provision of healthcare services or health benefits. As a Partner, You acknowledge that the terms of this paragraph apply to Your own activities and use of Paralign brands. To the extent Paralign offers forums for communication between Partners, patients, and/or other interested individuals/organizations, We will not be directly or indirectly liable for any content posted by a third party. The limitations on liability and disclaimers contained in this paragraph will survive the termination of all Program Terms and these Paralign General Terms. 2. Partner’s Indemnification. You agree, to the maximum extent permitted by law, to indemnify, defend and hold harmless Paralign, and the directors, officers, employees, agents, employees and affiliates of any Paralign entity (the “Indemnified Parties”), from and against any and all losses, claims, damages, liabilities, costs and expenses (including, without limitation, reasonable attorneys’ fees and costs) advanced by third parties and arising from your representations under these Paralign General Terms or any Program Terms or Your failure to perform obligations under these Paralign General Terms or any Program Terms. This indemnification obligation applies whether you purchase, deliver, sell or perform products or services in connection with any Program Terms. For purposes of this paragraph, your actions include those of your employees, agents, affiliates or representatives. The terms of this paragraph will survive the termination of all Program Terms and these Paralign General Terms. The terms of this paragraph set a minimum indemnification obligation, and additional indemnification obligations may be included in Program Terms, which shall be supplementary and in addition to the indemnification terms of this paragraph. 3. Third-Party Beneficiaries. Except with respect to the right to indemnification of Indemnified Parties under paragraph 2 above, these Paralign General Terms are not intended to give any legal or equitable right, remedy, or claim to any third party, and there are no third-party beneficiaries to these Paralign General Terms. 4. Confidential Information. All information and material disclosed in contemplation of or in connection with your participation in a Program which is not generally known to the public and which in the ordinary course of business is maintained by Paralign or a Partner as confidential shall be “Confidential Information” and remain proprietary to the disclosing company. You agree not to disclose or use such Confidential Information, and Paralign agrees not to disclose or use such Confidential Information except: (i) as explicitly permitted by Program Terms; (ii) as required to provide services or products or otherwise perform obligations described in Program Terms; (iii) upon the express written consent of the disclosing company; (iv) as required by any Applicable Law; (v) Paralign or a Partner may disclose Confidential Information to its lenders, legal and business advisors who have agreed to the obligations in this paragraph for its own internal purposes. Before disclosing Confidential Information in accordance with any legal proceeding or based on the belief that such disclosure is required by Applicable Law, commercially reasonable efforts must be made to notify the company to which the Confidential Information belongs, unless providing such notice is legally prohibited or the legal process or obligation involves a danger of death or serious physical injury. Confidential Information shall not include any information that is or becomes generally available to the public other than as a result of a breach of the confidentiality requirements of these Paralign Page 138 of 171 Exhibit D: Paralign General Terms Page 4 MBF\894496\0001\52209014.v1-11/25/25 General Terms, Program Terms or another legal obligation, and shall not include information that was rightfully in the recipient’s possession prior to receipt from the disclosing company in connection with a Paralign program. Paralign may disclose your identity as a Partner to carry out their obligations under Program Terms and to generally promote Paralign programs. This means that Paralign may disclose to third parties that you are a Partner and/or that you have entered into one or more agreements with Paralign. Upon termination of your participation in a program (in accordance with applicable Program Terms), or if you decide after review not to participate in a program to which Confidential Information relates, You and Paralign will return or destroy all Confidential Information received in connection with such program, provided that each receiving party shall be permitted to retain copies solely for archival, audit, disaster recovery, legal or regulatory purposes and will not be required to search archived electronic back-up files in order to purge Confidential Information from its archived files. Any Confidential Information retained beyond the termination Program Terms, or Your decision not to enter into Program Terms, remains subject to the obligations and restrictions contained in this paragraph regarding Confidential Information, which shall survive the termination of all Program Terms and/or these Paralign General Terms. We may, but are not required to, provide You opportunities to post text, photographs, videos or other content in forums accessible by other Partners. You represent that you own all the rights to any content you post, or that you have permission from the owner of such content. You do not transfer ownership of content by posting it, but grant Us an irrevocable, perpetual and non-exclusive license to reproduce, encode, store, copy, transmit, publish, post, broadcast, display, create derivative works from, and otherwise use the content You post to a forum, without any obligation to you. This license does not extend to any Protected Health Information, as defined under Applicable Law. 5. Use of Brands and Description of Programs. Partners may use the names, trademarks, service marks, domain names, logos and other distinctive brand features of other Partners only in connection with and during the term of a Program Terms and only in accordance with these Paralign General Terms, and any brand guidelines that may be issued by the owner of such intellectual property from time to time. For example, a Partner that is a healthcare provider may use the logo of a Partner that is a health benefit plan to illustrate to its staff or patients that it is an “in network” provider for such health benefit plan. All uses not in compliance with a Partner’s brand guidelines require the express written approval of the Partner who owns such intellectual property. No Partner is under any obligation to continue its current affiliation with any of its own affiliates and each Partner agrees to immediately cease all use of the intellectual property of any affiliate of another Partner upon written request by Paralign or the applicable Partner. Each Party will immediately cease all use of the brands or intellectual property of the other Party upon termination of all Program Terms (and, as applicable, Program Management Terms) and You will immediately cease all use of the brands or intellectual property of other Partners upon termination of Program Terms involving such Partners, unless authorized by separate agreements directly with another Partner. If you want to develop your own descriptions, summaries and/or promotional materials describing any Paralign program, you agree to obtain Paralign’s prior written approval of all such materials. The purpose of such approval is to comply with various state law requirements and to avoid inadvertent misstatements or consumer confusion. Descriptions, summaries and/or promotional materials you develop are subject to your indemnification obligations under these Paralign General Terms, in addition to any other remedies available to Paralign or its Partners at law and equity. Page 139 of 171 Exhibit D: Paralign General Terms Page 5 MBF\894496\0001\52209014.v1-11/25/25 For example, if Paralign becomes the subject of a lawsuit alleging Your description of a Program misrepresents the nature, scope or services available in connection with the Program, You will at a minimum defend and indemnify Paralign against all such claims. Your use of descriptions, summaries and/or promotional materials supplied by third parties other than Paralign (including your consultants, marketing agency, or other vendors) is subject to the same pre-approval process as materials you develop directly, and your use of such materials is subject to your indemnification obligations under these Paralign General Terms. You agree not to alter or edit any materials provided by Paralign describing a Program, except with Paralign’s express permission. 6. Program Manuals. Paralign and its Partners may develop manuals of administrative and operational policies and procedures specific to a program (each a “Program Manual”). Paralign will provide You with any Program Manual that applies to the Program(s) You join. You agree to abide by these Program Manuals, as may be amended from time to time by Paralign or the applicable Paralign affiliated Program Party and agree that all Program Manuals are Confidential Information. If the contents of a Program Manual are in direct conflict with the terms or legal obligations arising from related Program Terms or these Paralign General Terms, the Program Terms, and these Paralign General Terms will prevail and apply over the Program Manual. Whenever possible, these Paralign General Terms, Program Terms, and Program Manuals will be interpreted as complementary and supplementary. At no time will any policy, manual or procedure set by Paralign, whether contained in a Program Manual or elsewhere, interfere with any professional service provider’s exclusive authority and control over the practice of such profession. For example, policies and procedures will not interfere with a health care provider’s exclusive authority and control over the practice of medicine or other professional health care services, such as determinations of diagnosis or treatment. New or modified Program Manual terms become effective automatically if you do not reject them within thirty (30) days per the commercially reasonable instructions in the notice provided to You of the new or modified Program Manual terms. If You reject any updated Program Manual, Paralign has the option to terminate any Program Terms you previously accepted upon thirty (30) days’ written notice, unless otherwise specified in your Program Terms. If you reject an update to the Program Manual, and the corresponding Program Terms are not terminated by Paralign, the version of the Program Manual predating the rejected update will remain in effect. 7. Assignment. Neither Paralign nor any Partner may assign or transfer any interest in the Program Terms or these Paralign General Terms, in whole or in part, without the prior written consent of the other Party, except that Paralign may assign the Program Terms and these Paralign General Terms to the purchaser of all or substantially all of its assets or business related to the same, so long as the assignee must comply with these Paralign General Terms and all Program Terms. Paralign may subcontract its obligations or lease, assign, or allow third-party payers, administrators and other organizations (including, for example, coalitions of self-funded employers) to access Programs and include them in offerings to their customers, provided that the third-party must comply with all terms and conditions of any applicable Program Terms, these Paralign General Terms, and Applicable Law. If you provide health care services in a Program, Paralign will provide to you, upon your request, a written or electronic list of all current payors and administrators to which your services have been sold, leased, assigned, assumed or otherwise delegated. If you acquire or merge with another organization or Page 140 of 171 Exhibit D: Paralign General Terms Page 6 MBF\894496\0001\52209014.v1-11/25/25 acquire a controlling equity interest in another organization, you must notify Paralign so that we may evaluate the eligibility of such organization to participate in each Program in which you participate. You acknowledge that Programs do not automatically extend to any third party you acquire or merge with, and that Paralign must confirm their eligibility for various Programs. 8. Amendments. You are encouraged to keep up to date copies of Program Terms and these Paralign General Terms for Your own files related to any Programs You join. Paralign may periodically update these Paralign General Terms. The updated version of these Paralign General Terms will automatically apply to Program Terms You accept after the date of the update. You will be provided notice of updates to the Paralign General Terms with respect to any Programs you have already joined. Updates become effective automatically if you do not reject them within thirty (30) days per the commercially reasonable instructions in the notice. Please let us know if you have any questions or concerns about an update. If you reject any updated Paralign General Terms, Paralign has the option to terminate any Program Terms you previously accepted upon thirty (30) days’ written notice, unless otherwise specified in your Program Terms. If you reject updated Paralign General Terms and Paralign does not terminate Your participation in one or more programs under Your existing Program Terms, the version of the Paralign General Terms in effect prior to the rejected update will remain in effect. Except as provided in this paragraph, Paralign General Terms may only be modified upon written agreement of You and Paralign. 9. Notices. All notices between You and Paralign will be effective: when displayed electronically to you upon log-in to an electronic account assigned to You by Paralign; upon sending by electronic mail; upon hand delivery; three (3) business days after deposit in the United States mail postage prepaid; or when delivered by a nationally recognized overnight delivery service. The email and mailing addresses Paralign will use to provide you notice are those designated on the Paralign Intake Form as the email and/or mailing address for all legal notices to You, or, if no such central addresses have been provided, to the contact information provided to Us when you joined a Program. You or Paralign may change the contact information to be used for notice purposes by giving notice to the other in accordance with this paragraph. Currently, the mailing address for Paralign is _____________________ and the appropriate email address for notices required under these Paralign General Terms or any notice due to Paralign in connection with Program Terms is: hello@paralignhealth.com. Notice from any Paralign company to You will be deemed to have been given by all Paralign companies with respect to the subject matter of the notice, and notice from You to a Paralign company will be deemed to have been given to all Paralign companies with respect to the subject matter of the notice, in order to eliminate unnecessary redundant notices. 10. Limited Use. You agree not to: (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the goods or services provided by Paralign in any way without the express written consent of Paralign; (ii) modify or make derivative works based upon the goods or services provided by Paralign; or (iii) access, use or disclose the goods or services provided by Paralign in order to build a competitive product or service. For the avoidance of doubt, nothing in this paragraph shall be deemed to prohibit you from utilizing the materials and services provided by Paralign for your internal Page 141 of 171 Exhibit D: Paralign General Terms Page 7 MBF\894496\0001\52209014.v1-11/25/25 business purposes in connection with any Program Terms. This paragraph is not intended to establish exclusivity for the supply, delivery, or purchase of any goods or services, rather to prevent the unauthorized development of derivative works or the use of services, goods or other works that belong to Paralign in connection with any competitive product or service. 11. Law and Forum Selection. Except as otherwise expressly provided by Program Terms, these Paralign General Terms and all Program Terms will be construed and enforced in accordance with the substantive laws of the State in which Provider maintains its primary business address, without regard to conflict of law provisions, and the sole venue for any action concerning any dispute related to these Paralign General Terms or Program Terms shall be the state or federal courts located in such jurisdiction. In these Paralign General Terms, “Applicable Law” means any and all applicable federal, state, local, common, foreign and intergovernmental laws, rules, regulations, directives and guidelines, including, but not limited to, HIPAA, the Anti-Kickback provisions of the Social Security Act and related regulations, Section 1877 of the Social Security Act (known as the physician self-referral law and commonly referred to as the “Stark Law”) and related regulations. 12. Severability. The invalidity or unenforceability of any particular provision of these Paralign General Terms or any Program Terms will not affect the validity or enforceability of any other provisions, and the remainder of the Paralign General Terms or Program Terms will be construed in all respects as if such invalid or unenforceable provision were omitted. 13. Waiver of Breach. The waiver of a breach or violation of any provision of the Paralign General Terms or Program Terms is not a waiver of any subsequent breach of the same or other provisions. 14. Headings. The section titles and other headings used in these Paralign General Terms and in Program Terms are for convenience of reference only and do not affect their meaning or interpretation. 15. Interpretation. You and Paralign waive the application of any rule that ambiguous or conflicting terms or provisions should be construed against the party who (or whose attorney) prepared these Paralign General Terms or any Program Terms. Unless context otherwise clearly requires, references to the plural include the singular and the singular, the plural. The words "hereof," "herein," "hereunder" and similar terms refer to these Paralign General Terms or the applicable Program Terms as a whole and not to any particular provision, unless otherwise specified. References that a person or entity “will” do something indicate an obligation to do such thing. Examples and references to “includes” and “including” are illustrative and not exhaustive. 16. Limitation of Liability. Regardless of whether there is a total and fundamental breach of the agreements between You and Paralign or whether any remedy provided under these Paralign General Terms and/or Program Terms fails of its essential purpose, in no event shall Paralign be liable for any amounts representing loss of revenues, loss of profits, loss of business, the multiple portion of any multiplied damage award or incidental, indirect, consequential, special or punitive damages, whether arising in contract, tort (including Page 142 of 171 Exhibit D: Paralign General Terms Page 8 MBF\894496\0001\52209014.v1-11/25/25 negligence) or otherwise, regardless of whether it has been advised of the possibility of such damages. The maximum aggregate amount You may recover in any claim or action against Paralign is the total fees You paid to Paralign under Exhibit A in the twelve (12) months immediately preceding the occurrence of the event giving rise to the claim or action, provided that this cap shall not apply to a damage award arising from a judgment finding Paralign committed gross negligence or willful misconduct. Nothing in this paragraph is intended to waive or limit the professional liability claims or damages which may be asserted by a patient against a health care provider (or by a patient’s representative or estate when permitted by state law governing professional liability of healthcare providers). Some jurisdictions restrict the ability to limit liability for certain types of damages. Should any one or more of the limitations in this paragraph be held invalid or inoperable under Applicable Law, each limitation in this paragraph shall be construed as severable and separately enforceable to the fullest extent permitted by Applicable Law, provided that no limitation on liability will apply that is prohibited by Applicable Law. 17. Entire Agreement. These Paralign General Terms and any Program Terms You accept, including any exhibits to either, form the entire agreement between You and Paralign and contain all of the mutual promises between You and Paralign. Oral statements or prior written material not expressly incorporated into these Paralign General Terms or Program Terms are of no force or effect. You acknowledge that you have relied solely upon the representations and mutual promises contained in these Paralign General Terms and any Program Terms You accept, which supersede any and all other agreements, either written or oral, between You and Paralign with respect to the same subject matter. 18. Disclaimer of Warranties. ALL GOODS AND SERVICES PROVIDED BY PARALIGN OR ARE PROVIDED “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS.” PARALIGN DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHER, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, NON- INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, PARALIGN MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING: SUITABILITY OR ADEQUACY OF ANY SERVICE OR MATERIAL FOR AN INDIVIDUAL OR COMPANY’S NEEDS, UNINTERRUPTED SERVICE, OR ACHIEVEMENT OF ANY INTENDED RESULT. PARALIGN DOES NOT OFFER ANY WARRANTIES. Paralign representatives are not authorized to make any representation outside of or inconsistent with the written terms of these Paralign General Terms or the written terms of Program Terms. Neither are other Partners authorized to make any representation, warranty or promise on behalf of Paralign. 19. Nature of Agreement; Independent Contractor. Nothing in these Paralign General Terms or the Program Terms is intended to create (i) a partnership, joint venture or other joint business relationship between You and Paralign or any of their affiliates or between You and any other Partner, or (ii) a relationship of employer and employee between You and Paralign or any affiliates of Yours or Ours. References to any organization as a Paralign “Partner” are intended to reflect the collaborative nature of the desired working relationship and are not indicative of Page 143 of 171 Exhibit D: Paralign General Terms Page 9 MBF\894496\0001\52209014.v1-11/25/25 any partnership business structure or tax status. 20. Electronic Signatures, Counterparts and Clickthrough Communication. By accepting these Paralign General Terms, you are agreeing to conduct business electronically. Acceptance of these Paralign General Terms, Program Terms, or amendments to any of these, may be executed manually or electronically, in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. Electronic signatures and manual signatures transmitted by electronic means shall be as effective and binding as any manually signed original. When, in the sole discretion of Paralign You are provided the opportunity to convey your acceptance or consent by clicking a button, pop-up window, checkbox, dialog box or checklist indicating “I Agree,” “I Accept,” or similar terms, your actions clicking, selecting, or marking these options (“Clickthrough Communications”) will have the same force and effect in manifesting your assent as an electronic or manual signature accepting, agreeing and/or consenting to the applicable terms and conditions. Conversely, your actions clicking “I Decline,” “I Do Not Agree,” or similar terms (which shall also be considered Clickthrough Communications) will convey rejection of the terms, conditions, or amendments, in the same manner as a written communication signed manually or electronically. From time to time, Paralign may expressly designate other phrases you may use in Clickthrough Communications or other written or electronic communications to indicate acceptance or rejection of terms or conditions. You agree that we may send to You (including via electronic mail) information and promotional materials regarding services, products and programs offered by Paralign. You have the right to withdraw consent to conduct business and receive records electronically and may do so by sending notice of the same to Paralign in accordance with the notice provisions of these Paralign General Terms. Withdrawing consent will not affect the legal validity of any records exchanged or business conducted electronically prior to withdrawal. For paper copies of an electronic record, please send a request to Paralign using the contact information provided for notice purposes. At this time there are no fees for obtaining paper copies or withdrawing consent to do business electronically. 21. Force Majeure. Neither You nor Paralign shall be liable for failure to perform or delay in performance of obligations when such failure or delay is caused by conditions beyond its control, including, but not limited to, war, terrorism, third-party labor dispute, fire, flood, tornado, hurricane, government intervention, embargo, shortage of raw materials, breakdown, shortage or non-availability or failure of transportation facilities or equipment, pandemic, epidemic, outbreak of infectious disease, or public health emergency, or any Act of God or any other condition not occasioned by such entity’s negligence, provided that the entity asserting an event of force majeure (the “Affected Entity”) uses commercially reasonable efforts to attempt to remedy the event of force majeure and perform its obligations as soon as is reasonably practicable. The Affected Entity shall, in each instance, provide the other with notice of the event of force majeure within a reasonable time after knowledge thereof and shall use commercially reasonable efforts to remedy the effect of such event as soon as is practicable. If an Affected Entity declares force majeure hereunder, Program Terms shall remain in full force and effect for a period of sixty (60) days from said declaration. If the event of force majeure continues longer than sixty (60) days from the declaration, then after the expiration of said sixty (60) days, Paralign or the Partner not claiming force majeure may terminate the Page 144 of 171 Exhibit D: Paralign General Terms Page 10 MBF\894496\0001\52209014.v1-11/25/25 affected Program Terms(s). 22. Transactions Prior to Termination. These Paralign General Terms, as amended from time to time in accordance with their terms, together with any Program Terms you accept, govern any transaction of services or products made in connection with a Paralign program. Termination of Program Terms shall have no effect on the rights and obligations Paralign, or applicable Partners engaged with you in a Program, arising out of any prior transaction. 23. Default Process for Termination of Program Terms. If Program Terms specify a term or termination processes inconsistent with this paragraph, those terms govern the termination of the Program Terms supersede this paragraph. If Program Terms are silent as to the procedure for termination, then Paralign or any party to the Program Terms may terminate such Program Terms upon thirty (30) days’ notice to Paralign and any other party/parties to the Program Terms. 24. No Guarantee of Income, Earnings, or Cost-Savings. You agree that Paralign, its affiliates, members, managers, shareholders, directors, officers, agents, contractors and employees (collectively, “Representatives”) make no implications, warranties, promises, representations or guarantees whatsoever about earnings, income, or cost-savings to you in connection with any Program Terms or any Paralign program. Your potential earnings, income or savings in connection with Paralign programs may vary and can depend on many factors including economic, political, social and regulatory changes, such as changes to the way consumers and payers reimburse the performance of health care services, changes in the plans and strategies of competitors, your investment of time, effort and skill into related programs. No testimonials, prior successes or past results are a guarantee of your income, earnings or cost-savings. You acknowledge that any examples, projections, forward-looking statements or promotional materials provided by Representatives regarding potential earnings, income or cost-savings are samples only and express only the possibility of earning or cost-saving potential, not actual earnings, cost-savings or financial or operational performance expected. Such materials are not guarantees, promises or warranties of any kind, and the Representatives are under no obligation to revise any such materials in light of new information or future events. There is no assurance that your participation in any program, or any Program Terms will result in any earnings, income or cost-savings. No Representatives are authorized to make such a guarantee, promise or warranty, which is expressly disclaimed. 25. Non-Solicitation Covenant. Except with Paralign’s express permission, You agree not to directly or indirectly solicit or hire any individual who performed services for you on behalf of Paralign until a period of twelve (12) months have elapsed from the last date such individual performed services for You on behalf of Paralign. Program Terms may specify additional restrictive covenants applicable to one or more program(s) in which you participate. 26. Drafting Counsel. These Paralign General Terms were prepared by legal counsel to Paralign. You acknowledge your right to seek independent counsel and that Paralign’s legal counsel does not represent You in preparing these Paralign General Terms or any Program Terms. 27. Access to Books and Records. The Parties will make these Paralign General Terms, all Page 145 of 171 Exhibit D: Paralign General Terms Page 11 MBF\894496\0001\52209014.v1-11/25/25 applicable Program Terms, and their books, documents and records available to the Secretary of Health and Human Services, to the Comptroller General or to their duly authorized representatives to the extent required by Section 1861(v)(1) of the Social Security Act, as amended, and any rules and regulations thereunder. 28. Established Business. You represent and warrant that You are duly organized, existing and in good standing under the laws of each state in which you conduct business with the power and authority to carry on your business as it is conducted, including the performance of the obligations required by these Paralign General Terms. You represent and agree that at least one (1) officer, director or managing agent of your organization has been engaged in a business offering services comparable to any services or products you may offer in connection with a Paralign program for at least twenty-four (24) months prior to the date you begin offering such services or products through a Paralign program. You further represent that you have made a good faith determination that during the first year of offering products or services in one or more Paralign program(s) the projected revenues generated by the services or products You intend to offer in such program(s) will not exceed twenty percent (20%) of your total annual revenue derived from the delivery of products or services of the nature of those offered in connection with Paralign programs (such as emergency medical services). In other words, You are capable of performing an analysis of historical and projected earnings or a market analysis or otherwise demonstrating reasonable expectations that your organization will derive at least eighty percent (80%) of its revenue independent of your participation in Paralign programs during the first year of your participation. You represent you are experienced and knowledgeable in your existing business and that any controls or assistance that will be provided by Paralign will relate only to Paralign programs and not to the operation of your other business activities. You have independently investigated and evaluated the risks of becoming involved in Paralign programs and of payment of all related fees. Based on the representations in this paragraph, You and Paralign intend that to the extent your business relationship could be construed as a franchise business, disclosure is exempt under 16 C.F.R. § 436.8(a)(2). 29. Intentionally omitted and reserved for future use. 30. Individual Providers. If you elect to offer health care services within a Paralign program, it is understood that you will deliver such health care services to patients through individual health care providers (each an “Individual Provider”). You represent that you, and each of the Individual Providers delivering your services, possess all licenses, certifications, permits and registrations necessary to deliver such services in each jurisdiction in which the services will be provided. You represent that each Individual Provider shall be and remain professionally trained and experienced in the performance of the services supplied in connection with a Paralign program, and You represent each Individual Provider will take all actions necessary to maintain such training and experience required by the appropriate licensing authorities and to remain board certified or board eligible, if such designations are broadly applicable to their provider type. You represent and warrant that you have the ability and authority to bind each of the Individual Providers delivering health care services in connection with a Paralign program to these Paralign General Terms and the terms of any Program Terms You accept, and that to your Page 146 of 171 Exhibit D: Paralign General Terms Page 12 MBF\894496\0001\52209014.v1-11/25/25 knowledge, after due inquiry, the execution and delivery of and performance of these terms do not and will not, either directly or indirectly, contravene, conflict with or breach any provision of any contract, agreement or undertaking by you or any of your Individual Providers. You agree to the following: a. You will provide to Paralign a roster listing each health Individual Provider who will deliver health care services in connection with any Program Terms and specify in which Program Terms each will participate. You will update such roster by prompt written notice to Paralign within no more than five (5) days of any roster change. You will also furnish such additional information about your Individual Providers as may reasonably be requested or required by Paralign. b. You covenant and agree to obligate each Individual Provider to comply with these Paralign General Terms and any accepted Program Terms in which the Individual Provider participates. You agree to monitor Individual Providers to ensure that all Individual Providers are providing services within the scope of such Individual Provider's practice, as specified in relevant licensure laws and regulations. c. Prior to assigning an Individual Provider to provide services in connection with any Program Terms, you will: (i) conduct a criminal background check on such Individual Provider; (ii) complete a satisfactory search of the National Practitioner Database and the U.S. Department of Health and Human Services Office of Inspector General List of Excluded Individuals and Entities (“Exclusion Database”) and the Centers for Medicare & Medicaid Services Preclusion List to confirm that an Individual Provider has not been precluded, debarred, excluded, suspended or otherwise become ineligible to participate in any federal or state health care program, to the extent applicable; and (iii) ensure that each Individual Provider has not been convicted of a felony for any health-care-related crime. You will complete a satisfactory search of the Exclusion Database with regard to each Individual Provider at least monthly. 31. Required Notifications. You must immediately, and within no more than five (5) business days, notify Paralign of the following: a. Any license, certification (including board certification), accreditation, permit or registration held by you or an Individual Provider is temporarily or permanently denied, terminated, suspended or otherwise subject to adverse action or change in status, whether by operation of law, voluntary surrender or otherwise (in any jurisdiction); b. Any facility or payer denies an application for, suspends, terminates or initiates corrective or professional review action against an Individual Provider’s medical staff membership, privileges or credentials (other than as a result of incomplete or untimely medical records or other administrative reasons, temporary suspensions of fewer than fifteen (15) days' duration, or as a result of voluntary surrender or reduction in privileges, except if such surrender or reduction occurs during an investigation or to avoid an investigation, or in response to any corrective or professional review action as to such privileges); Page 147 of 171 Exhibit D: Paralign General Terms Page 13 MBF\894496\0001\52209014.v1-11/25/25 c. Cancellation or termination of insurance coverage required of You or an Individual Provider under these Paralign General Terms or any Program Terms, or reduction in coverage below the limits so required; d. A professional disciplinary action, civil lawsuit (including a malpractice action) or criminal action is initiated or in progress against You or an Individual Provider which, if proven, would constitute a felony, which involves care delivered to a patient in connection with Program Terms or any exchange or transaction through a Paralign program, or which involves fraud/abuse or controlled substances; e. The exclusion, suspension or other ineligibility to participate in a federal or state health care program of You or any Individual Provider; f. A final adverse determination or finding, or entry into a corporate integrity agreement or a consent decree, involving You or an Individual Provider in any administrative or legal proceeding initiated by any regulatory or enforcement agency for matters concerning the provision of patient care or concerning fraud/abuse that are criminally or civilly proscribed; g. Upon discovery that any submission or provision of information (whether by You or an Individual Provider) in response to any request by Paralign, or any regulatory authority, was inaccurate or misleading, including any misrepresentation with respect to the warranties and representations contained in this these Paralign General Terms; h. Any Individual Provider's incapacitation or unavailability that is reasonably likely to result in a reduction or elimination of the services or products You offer through a Paralign program or under any Program Terms. 32. Your Representations and Warranties as a Provider. a. Medical Records. You agree to maintain and cause Individual Providers to maintain appropriate medical records for all patients to whom you render health care services in accordance with and for no less than the minimum period of time required by Applicable Law. All such records must be legible, promptly completed and maintained in accordance with prudent recordkeeping practices and Applicable Law. You agree to make medical records available to Paralign or payers on a concurrent or retrospective basis to facilitate the review of medical necessity (if applicable) and appropriateness of the care provided, when consistent with Applicable Law. To the extent required by Applicable Law, You will make medical records available to appropriate state and federal authorities and their agencies involved in assessing the accessibility and availability of care or investigating member grievances or complaints and to comply with the applicable state and federal laws related to privacy and confidentiality of medical records. Patients shall not be held responsible for any reasonable costs associated with medical record transmission or duplication to have a claim adjudicated. Page 148 of 171 Exhibit D: Paralign General Terms Page 14 MBF\894496\0001\52209014.v1-11/25/25 b. Medically Necessary Services. You will not withhold medically necessary services within your Individual Providers' scope of practice and qualifications from any patient based on considerations of cost or reimbursement under Program Terms You have accepted. Any breach of this requirement is and shall be grounds for immediate termination of Program Terms under which You provide services. c. Insurance. You agree to maintain at your expense: (i) professional liability; and (ii) general liability insurance, to cover any loss, liability or damage alleged to have been committed by You, Your Individual Providers and Your employees and agents involved in the business of providing services or goods in connection with a Paralign program, which insurance shall provide coverage on a claims-made or occurrence basis with a per occurrence limit of not less than One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) per annual aggregate, or such higher coverage limit as may be required by Applicable Law. To the extent that any such insurance coverage is provided on a claims-made basis, you agree to maintain coverage for an extended reporting period (tail coverage) for a minimum duration of the maximum statute of limitations for filing claims of claims of professional liability (including medical malpractice) arising out of services provided in connection with all Program Terms. You will provide Paralign with documentation substantiating the existence of any insurance required by this paragraph within fourteen (14) days of Paralign’s request. It is understood that you may maintain any insurance required by this paragraph regarding the services of an Individual Provider by causing such Individual Provider to secure and maintain such insurance, but You remain responsible for assuring such insurance is in place. 33. Professional Control. You are solely and exclusively in control of all aspects of the delivery of health care services by You and Your Individual Providers. Paralign shall neither have nor exercise any control or direction over the methods by which any healthcare provider delivers health care services. Nothing in these Paralign General Terms or any Program Terms will alter, or in any way affect, the legal, ethical and professional relationship between and among You, Your Individual Providers and patients, or abrogate any right, privilege or obligation arising out of or applicable to the provider-patient relationship. Paralign will not practice medicine or provide health care services or assume responsibility for the care of any patient, which such responsibility rests solely with the applicable healthcare providers. You acknowledge that all Paralign services, as well as Paralign policies and procedures, licensing or credentialing requirements, and any recommendations Paralign may make to You or available to You, such as information regarding care pathways recommended by third parties or quality committees established as part of Paralign programs, the practices of other healthcare providers, or quality metrics will not be construed as interference with, or direction or substitution of, Your due diligence and judgment in the provision of health care services, and You and/or Your Individual Providers will review and assume full responsibility for any policies, procedures and processes that could impact clinical care. In rendering health care services, You may not represent or imply that such services are being rendered by or on behalf of Paralign. You agree that all health care services rendered in connection with a Paralign program or any Program Terms in any way shall be provided in strict accordance with currently approved methods and standards of care. You acknowledge that the operation of Your facilities and equipment and the selection and supervision of personnel shall remain solely and exclusively under Your control and not Page 149 of 171 Exhibit D: Paralign General Terms Page 15 MBF\894496\0001\52209014.v1-11/25/25 Paralign. 34. Equal Treatment. You agree You will provide or perform services under Paralign programs in a manner which does not discriminate based upon source of payment, ethnicity, sex, religion, sexual orientation, gender identity, health status, disability, race, or any illegal basis. You agree to provide services to patients seen in connection with all Paralign programs on a basis and in a manner no less favorable than similar services are made available to Your general patient population. 35. Continuation of Services. Upon termination of Your participation in a Paralign program (termination of the applicable Program Terms), when required by Applicable Law or requested by Paralign, You agree to continue to provide and be compensated for health care services under the terms and conditions of each Program Terms under which You provided health care services until the earlier of such time that: (i) each patient provided services in connection with such Program Terms has completed the current course of treatment; or (ii) reasonable and medically appropriate arrangements have been made for another suitable health care provider to render such health care services to such patients. You will have no right to continue providing services or to receive compensation for such services under this paragraph if Paralign or another Partner has provided notice to You that reasonable and medically appropriate arrangements have been made for another suitable health care provider to render the health care services You were providing patients. Nothing in this paragraph will affect or impair any rights or obligations arising prior to or on the effective date of any termination of the applicable Program Terms(s), except to the extent such rights or obligations are nullified or impaired by virtue of supervening law or illegality. 36. Out of Pocket Amounts. Your obligation, if any, to collect applicable copayments, coinsurance, deductibles or other personal financial obligations of patients, including financial responsibility for non-covered services, shall be subject to the Program Terms and policies and procedures of Program Manuals. 37. Primary and Wrap Networks. a. You agree to cooperate with Paralign upon request if program implementation requires that We verify whether You are an in-network preferred provider within certain primary provider network(s) and/or applicable wrap network(s) payers use outside of Paralign programs for patients who may access Your services through a Paralign program. You acknowledge that if You are not in-network with the primary provider network(s) and/or applicable wrap network(s) used by a health plan participating in a Program, or if any contractual agreements You have entered with a provider network restrict Your participation in a Program, patients may be encouraged to seek care from providers who are in-network or who lack such restrictions and patients may be informed that You are outside of the patients’ primary provider network and/or wrap network, or, as applicable, subject to contractual restrictions. b. Except in emergencies, or in connection with specified workflows in a Program Manual, You agree to refer patients to health care providers who are in-network preferred providers with the primary provider network(s) and/or applicable wrap network(s) through which the Page 150 of 171 Exhibit D: Paralign General Terms Page 16 MBF\894496\0001\52209014.v1-11/25/25 patient receives health care benefits, so long as such referral is consistent with sound medical judgment, and except for referrals based on patient preference for a provider who does not meet such criteria. The purpose of this requirement is to assist patients in avoiding increased expenses associated with out-of-network care. 38. State Specific Terms and Conditions. Different rules and regulations may apply depending on the jurisdiction in which services/goods are provided or where the supplier or recipient of services or goods exchanged in connection with a Paralign program may be located. Some states require the inclusion of specific terms in agreements of this nature. In order to address the requirements of individual state laws that may be applicable, the terms of Schedule I to the Paralign General Terms are incorporated herein by reference as follows: (i) each term of Schedule I will apply only to exchanges of services or goods subject to the jurisdiction of the state to which such term applies and not in any other state; (ii) each term of Schedule I shall, to the extent possible, be read to be consistent with the other terms of the Paralign General Terms; (iii) if a term of Schedule I cannot be read as consistent with any provision of these Paralign General Terms, subject to item (iv) below, the term in Schedule I will prevail, but only to the extent of the conflict and only in the applicable state and to the extent required by law; and (iv) if a state law or regulation subordinates itself or any part of it to the contractual agreement of the parties (e.g. the law states, in effect, that the term in question is applicable “unless otherwise agreed”), then the Paralign General Terms will prevail over the subordinated state law or regulation. 39. Survival. Section 1 (Independence of Partners), Section 2 (Partner’s Indemnification), Section 3 (Third-Party Beneficiaries), Section 4 (Confidential Information), Section 5 (Use of Brands and Description of Programs), Section 7 (Assignment), Section 9 (Notices), Section 10 (Limited Use), Section 11 (Law and Forum Selection), Section 12 (Severability), Section 13 (Waiver of Breach), Section 14 (Headings), Section 15 (Interpretation), Section 16 (Limitation of Liability), Section 17 (Entire Agreement), Section 18 (Disclaimer of Warranties), Section 19 (Nature of Agreement), Section 20 (Electronic Signatures), Section 22 (Transactions Prior to Termination), Section 24 (No Guarantee of Income), Section 25 (Non-Solicitation Covenant), Section 26 (Drafting Counsel), Section 27 (Access to Books and Records), Section 30 (Individual Providers), Section 31 (Required Notifications), Section 32 (Your Representations and Warranties), Section 33 (Professional Control), Section 35 (Continuation of Services), and Section 38 (State Specific Terms and Conditions, as applicable) of these Paralign General Terms, together with all terms necessary to their interpretation or enforcement, shall survive despite the conclusion of any transaction made in connection with a Paralign program or the termination of any and all Program Terms. Page 151 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS Wisconsin: • If You provide healthcare services in the State of Wisconsin, You will comply with Wis. Stats. § 609.24 and the notice posting requirements of Wis. Admin. Code INS 9.35(1m), as and when applicable. Illinois: • If Your activities in a Paralign program include acting as a primary care physician under a discounted health care services plan requiring a gatekeeper option, You must provide Paralign with a list of all patients using You as a gatekeeper within five (5) business days after the date that You either give or receive notice of termination of the applicable Program Terms involving such services, in accordance with 50 Ill. Adm. Code 2051.290(f). Page 152 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 Exhibit E: Business Associate Agreement HIPAA generally requires that Covered Entities and Business Associates enter into business associate agreements to safeguard Protected Health Information. This is such a business associate agreement and referred to as the “BAA” between our organizations. When the term “Business Associate” is used in this BAA it refers to Paralign Health, Inc. or its wholly owned subsidiary, Paralign CIN, LLC, whichever entity is acting as Your business associate with respect to the creation, receipt, use or transmission of Protected Health Information (“PHI”). This BAA should be interpreted as a separate business associate agreement between You and each of these Paralign companies. MSO and CIN are referenced here together to avoid the need for You to enter into two separate identical BAAs. Your organization is referred to in this BAA as the “Covered Entity.” This BAA will be effective as soon as it is accepted and replaces any prior business associate agreement You may have had with either Paralign company for the services it provides to You in connection with any Paralign program. Article I. Definitions Section 1.01 Catch-All Definition. The term “HIPAA” means the Privacy, Security, Breach Notification and Enforcement Rules set forth at 45 CFR Parts 160, 162 and 164, as modified by the Health Information Technology for Economic and Clinical Health Act of 2009, and all implementing regulations. Terms used but not otherwise defined in this BAA are as defined by HIPAA, including the following terms: Breach, Data Aggregation, Designated Record Set, Disclosure, Health Care Operations, Minimum Necessary, Notice of Privacy Practices, Required by Law, Secretary, Security Incident, Subcontractor, Unsecured Protected Health Information and Use. Section 1.02 Specific Definitions. (a) Individual. “Individual” shall have the same meaning as the term “individual” in 45 CFR § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 CFR § 164.502(g). (b) Privacy Rule. “Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A, D and E. (c) Protected Health Information. “Protected Health Information” or “PHI” shall have the same meaning as the term “protected health information” in 45 CFR 160.103, including PHI transmitted by or maintained in electronic media, limited to the information created, received or used by Business Associate from or on behalf of Covered Entity. (d) Security Rule. “Security Rule” shall mean the Security Standards at 45 CFR Part 160 and Part 164, Subparts A and C. Page 153 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 Article II. Obligations and Activities of Business Associate Section 2.01 Regulatory Compliance. Business Associate agrees that it shall comply with the provisions of the HIPAA Rules to the extent such regulations apply directly to Business Associate and as provided at Section 2.11 of this BAA. Section 2.02 General. Business Associate agrees not to Use or Disclose PHI other than as permitted or required by this BAA or as Required by Law. Section 2.03 Safeguards. Business Associate agrees to implement and use appropriate administrative, physical and technical safeguards to prevent Use or Disclosure of PHI other than as permitted by this BAA, and to comply with the Security Rule, where applicable. Section 2.04 Mitigation. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a Use or Disclosure of PHI by Business Associate in violation of the requirements of this BAA, including, without limitation, any Breach. Section 2.05 Reporting Unauthorized Uses/Disclosures (including Security Incidents and Breaches). (a) Business Associate agrees to promptly after discovery report to Covered Entity any Use or Disclosure of PHI that is not permitted by this BAA or the Business Arrangements. This reporting duty includes any Security Incident or Breach of Unsecured PHI, unless Business Associate is prevented from doing so by 45 CFR § 164.412 concerning law enforcement investigations. Business Associate may make the initial report orally but shall promptly follow an oral report with a written report to Covered Entity. (b) Each report (oral or written) shall include, if the following information is known to (or can be reasonably obtained by) the Business Associate: (i) contact information for individuals who were or who may have been impacted (e.g., first and last name, mailing address, street address, phone number, email address); (ii) a brief description of the circumstances, including the date of the unauthorized Use/Disclosure and date of discovery; (iii) a description of the types of Unsecured PHI involved (e.g., names, Social Security number, date of birth, address(es), account numbers of any type, disability codes, diagnostic and/or billing codes and similar information); (iv) a brief description of what the Business Associate has done or is doing to investigate, mitigate harm to the individuals impacted and to protect against future unauthorized Uses/Disclosures. Business Associate shall appoint a liaison and provide contact information for this individual to Covered Entity so that Covered Entity may ask questions or learn additional information. Business Associate will have a continuing duty to inform Covered Entity of new information learned by Business Associate regarding the unauthorized Use/Disclosure, including, but not limited to, the information described in items (i) through (iv), above. (c) For purposes of reporting an improper Use/Disclosure, discovery shall occur as of the first day on which such Use/Disclosure is known to the Business Associate or, by exercising reasonable diligence, would have been known to the Business Associate. (d) Business Associate agrees to cooperate with Covered Entity and provide other information as necessary for Covered Entity to assess and respond to an improper Use/Disclosure. Page 154 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 Section 2.06 Agents and Subcontractors. Business Associate agrees to ensure that any third party, including any agent and/or Subcontractor, that creates, receives, maintains or transmits Covered Entity’s PHI on behalf of Business Associate, agrees to the same obligations, restrictions and conditions that apply to Business Associate with respect to such information under this BAA and/or the HIPAA Rules, including, without limitation, restrictions, conditions and requirements regarding implementation of reasonable and appropriate safeguards to protect electronic PHI, and to notify Business Associate of Breaches, Security Incidents and other improper Uses or Disclosures of PHI. Section 2.07 Access to PHI. In the event Business Associate maintains PHI in a Designated Record Set, Business Associate agrees to provide access, within ten (10) days of Covered Entity’s request, to PHI in a Designated Record Set to Covered Entity in order to meet the requirements under 45 CFR 164.524 (Individuals' rights to access). In the event that an Individual makes a request for access directly to Business Associate, Business Associate shall notify Covered Entity of such request within three (3) business days. Section 2.08 Amendment of PHI. In the event Business Associate maintains PHI in a Designated Record Set, Business Associate agrees to make any amendment(s) to PHI in a Designated Record Set that Covered Entity directs or agrees to pursuant to 45 CFR 164.526 within twenty (20) days of Covered Entity’s request for such amendment. In the event a request for amendment is made directly to Business Associate by an Individual, Business Associate will notify Covered Entity of such request within three (3) business days. Section 2.09 Access and Inspection. Business Associate agrees to make internal practices, books and records, including policies and procedures relating to the Use and Disclosure of PHI received from, created by or received by Business Associate on behalf of Covered Entity, available to Covered Entity or to the Secretary of the Department of Health and Human Services for purposes of determining compliance with the HIPAA Rules and this BAA. Section 2.10 Accounting of Disclosures. Business Associate agrees to document its disclosures of PHI and information related to such disclosures as would be required for Covered Entity to respond to a request by an Individual for an accounting of disclosures in accordance with 45 CFR 164.528, and to provide such documentation to Covered Entity within twenty (20) days of Covered Entity’s request. Section 2.11 Performance of Covered Entity Obligations. To the extent the Business Arrangements require Business Associate to carry out Covered Entity’s obligations under the Privacy Rule, Business Associate shall comply with the requirements of the Privacy Rule that apply to Covered Entity in the performance of such obligation(s). Article III. Permitted Uses and Disclosures by Business Associate Section 3.01 General Use and Disclosure. Except as otherwise limited in this BAA, Business Associate may Use or Disclose PHI to perform functions, activities, or services for or on behalf of Covered Entity in connection with the Business Arrangements. Section 3.02 Minimum Necessary. Business Associate shall Use and Disclose PHI, as well as requests for PHI, in accordance with the principle of "Minimum Necessary" Use and Disclosure, i.e., only the minimum PHI necessary to accomplish the intended purposes may be Used or Disclosed. Page 155 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 Section 3.03 Use for Business Purposes. Except as otherwise limited in this BAA, Business Associate may Use PHI for the proper management and administration of Business Associate or to carry out the legal responsibilities of Business Associate. Section 3.04 Disclosure for Business Purposes. Except as otherwise limited in this BAA, Business Associate may Disclose PHI for the proper management and administration of Business Associate, provided that such Disclosures are (a) Required By Law; or (b) Business Associate obtains reasonable assurances, prior to disclosure, from the person to whom the information will be disclosed that it will remain confidential and be Used or further Disclosed only as Required by Law or for the purpose for which it was disclosed to the person, and the person notifies the Business Associate of any instances of which it is aware in which the confidentiality of the information has been Breached. Section 3.05 Data Aggregation. Except as otherwise limited in this BAA, Business Associate may Use PHI to provide Data Aggregation services related to the Health Care Operations of Covered Entity as permitted by 45 CFR 164.504(e)(2)(i)(B) if so requested by Covered Entity. Section 3.06 De-Identification. Business Associate may de-identify Covered Entity's PHI in accordance with 45 CFR § 164.514(b) and use and disclose such de-identified information without restriction. Article IV. Obligations of Covered Entity Section 4.01 Notification to Business Associate. Covered Entity shall notify Business Associate of: (i) any limitation(s) in its Notice of Privacy Practices in accordance with 45 CFR 164.520, to the extent that such limitation may affect Business Associate’s Use or Disclosure of PHI; (ii) any changes in, or revocation of, permission by Individual to Use or Disclose PHI, to the extent that such changes may affect Business Associate’s Use or Disclosure of PHI; and (iii) any restriction to the Use or Disclosure of PHI that Covered Entity has agreed to in accordance with 45 CFR 164.522, to the extent that such restriction may affect Business Associate’s Use or Disclosure of PHI. Section 4.02 Requests. Covered Entity shall not request Business Associate to Use or Disclose PHI in any manner that would not be permissible under the Privacy Rule if done by Covered Entity. Article V. Term and Termination Section 5.01 Term and Termination. This BAA shall remain in effect until terminated in accordance with the terms of this Article, provided, however, that termination shall not affect the respective obligations or rights of the parties arising under this BAA prior to the effective date of termination, all of which shall continue in accordance with their terms. For compliance reasons, any termination of this BAA may result in a reduction of service or product offerings available under the Paralign programs or other agreements that depend upon this BAA for regulatory compliance. Section 5.02 Automatic Termination Without Cause. This BAA will automatically terminate when Covered Entity’s participation in all Paralign programs involving Business Associate’s services to Covered Entity has ended. Section 5.03 Termination with Cause. Either Covered Entity or Business Associate may terminate this BAA if the other fails to cure a breach of this BAA after ten (10) days' written notice thereof. Page 156 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 However, Covered Entity may terminate this BAA by written notice to Business Associate if Covered Entity makes a reasonable determination that the Business Associate has breached a material term of this BAA or has violated any provision of the HIPAA Rules or other applicable federal or state privacy law relating to the obligations of Business Associate under this BAA. Section 5.04 Return or Destruction of Information. Upon termination of this BAA for any reason, Business Associate agrees either to return to Covered Entity or to destroy all PHI received from Covered Entity, or otherwise through the performance of services for Covered Entity that is in the possession or control of Business Associate or any third party that has received such information from Business Associate or in connection with the performance of services under this BAA. Business Associate shall certify such return or destruction in writing to Covered Entity. In the case of PHI which is not feasible to “return or destroy,” Business Associate shall provide written notice to Covered Entity of the PHI retained and extend the protections of this BAA to such PHI, including, without limitation, Business Associate’s reporting obligations under Section 2.05 of this BAA, and limit further Uses and Disclosures of such PHI to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such PHI. Business Associate further agrees to comply with other applicable state or federal law, which may require a specific period of retention, redaction or other treatment of such PHI. Article VI. Miscellaneous Section 6.01 Injunctive Relief. The Parties acknowledge that the remedy at law for any breach of the terms of this BAA are inadequate and that the damages resulting from such breach are not readily susceptible to being measured in monetary terms. Accordingly, in the event of a breach or threatened breach of this BAA by Business Associate, or any of its Subcontractors, Covered Entity shall be entitled to immediate injunctive relief and may obtain a temporary order restraining any threatened or further Breach. Section 6.02 Regulatory References. A reference in this BAA to a section in the HIPAA Rules means the section as in effect or as amended. Section 6.03 Amendment. No oral modification of any of the provisions of this BAA shall be binding on either Party, provided, however, that upon the effective date of any amendment or enactment of any law, regulation, court decision or relevant government publication and/or interpretive guidance or policy that either Party believes in good faith will adversely impact the Use or Disclosure of PHI under this BAA or the compliance of this BAA, such Party may amend this BAA to comply with such law, regulation, court decision or government publication, guidance or policy by delivering a written amendment to the other Party, which shall be effective thirty (30) days after receipt, or sooner, if required by law. Section 6.04 Survival. Article I and Sections 5.04 (Return or Destruction of Information) and 6.01 (Injunctive Relief) of this BAA and all other terms necessary to their interpretation or enforcement shall survive the termination of this BAA and all Program Agreements, together with such Paralign General Terms as are specified therein as surviving. Section 6.05 Interpretation. Any ambiguity in this BAA shall be resolved to permit compliance with the HIPAA Rules. Page 157 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 Section 6.06 Incorporation of Paralign General Terms. The Paralign General Terms are incorporated in this BAA, except where expressly contradicted by the terms of this BAA. Exhibit E: Business Associate Agreement (and QSO Agreement, as applicable) HIPAA generally requires that Covered Entities and Business Associates enter into business associate agreements to safeguard Protected Health Information. This is such a business associate agreement and referred to as the “BAA” between our organizations. When the term “Business Associate” is used in this BAA it refers to Paralign Health, Inc. or its wholly owned subsidiary, Paralign CIN, LLC, whichever entity is acting as Your business associate with respect to the creation, receipt, use or transmission of Protected Health Information (“PHI”). This BAA should be interpreted as a separate business associate agreement between You and each of these Paralign companies. MSO and CIN are referenced here together to avoid the need for You to enter into two separate identical BAAs. Your organization is referred to in this BAA as the “Covered Entity.” This BAA will be effective as soon as it is accepted and replaces any prior business associate agreement you may have had with either Paralign company for the services it provides to You in connection with any Paralign program. If Covered Entity is a Part 2 Program (as defined below) and discloses Part 2 Records (as defined below) to Business Associate, this BAA shall also serve as a Qualified Service Organization Agreement, and the provisions set forth in Article VI shall apply. ARTICLE VI Definitions 6.1 Catch-All Definition. The term “HIPAA” means the Privacy, Security, Breach Notification and Enforcement Rules set forth at 45 CFR Parts 160, 162 and 164, as modified by the Health Information Technology for Economic and Clinical Health Act of 2009, and all implementing regulations. The term “Part 2” means the Confidentiality of Substance Use Disorder Patient Records regulations at 42 C.F.R. Part 2. Terms used but not otherwise defined in this BAA are as defined by HIPAA, and if applicable, Part 2, including the following terms: Breach, Data Aggregation, Designated Record Set, Disclosure, Health Care Operations, Minimum Necessary, Notice of Privacy Practices, Required by Law, Secretary, Security Incident, Subcontractor, Unsecured Protected Health Information and Use. 6.2 Specific Definitions. 6.2.1 Individual. “Individual” shall have the same meaning as the term “individual” in 45 CFR § 160.103 and shall include a person who qualifies as a personal representative in accordance with 45 CFR § 164.502(g). 6.2.2 Privacy Rule. “Privacy Rule” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A, D and E. 6.2.3 Protected Health Information. “Protected Health Information” or “PHI” shall have the same meaning as the term “protected health information” in 45 CFR 160.103, including PHI transmitted by or maintained in electronic media, limited to the information created, received or used by Business Associate from or on behalf of Covered Entity. Page 158 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 6.2.4 Security Rule. “Security Rule” shall mean the Security Standards at 45 CFR Part 160 and Part 164, Subparts A and C. 6.2.5 Part 2 Records. “Part 2 Records” shall mean information, including patient identifying information, defined as a “Record” in 42 C.F.R. § 2.11, and received by Business Associate from a Part 2 Program. 6.2.6 Part 2 Program. “Part 2 Program” shall have the same meaning as the term set forth at 42 C.F.R. § 2.11. 6.2.7 Protected Information. “Protected Information” shall mean Protected Health Information and, if applicable, Part 2 Records. 6.2.8 Qualified Service Organization. “Qualified Service Organization” or “QSO” shall have the same meaning as the term set forth at 42 C.F.R. § 2.11. ARTICLE VII Obligations and Activities of Business Associate 7.1 Regulatory Compliance. Business Associate agrees that it shall comply with the provisions of the HIPAA Rules to the extent such regulations apply directly to Business Associate and as provided at 0 of this BAA. 7.2 General. Business Associate agrees not to Use or Disclose PHI other than as permitted or required by this BAA or as Required by Law. 7.3 Safeguards. Business Associate agrees to implement and use appropriate administrative, physical and technical safeguards to prevent Use or Disclosure of PHI other than as permitted by this BAA, and to comply with the Security Rule, where applicable. 7.4 Mitigation. Business Associate agrees to mitigate, to the extent practicable, any harmful effect that is known to Business Associate of a Use or Disclosure of PHI by Business Associate in violation of the requirements of this BAA, including, without limitation, any Breach. 7.5 Reporting Unauthorized Uses/Disclosures (including Security Incidents and Breaches). 7.5.1 Business Associate agrees to promptly after discovery report to Covered Entity any Use or Disclosure of PHI that is not permitted by this BAA or the Business Arrangements. This reporting duty includes any Security Incident or Breach of Unsecured PHI, unless Business Associate is prevented from doing so by 45 CFR § 164.412 concerning law enforcement investigations. Business Associate may make the initial report orally but shall promptly follow an oral report with a written report to Covered Entity. 7.5.2 Each report (oral or written) shall include, if the following information is known to (or can be reasonably obtained by) the Business Associate: (i) contact information for individuals who were or who may have been impacted (e.g., first and last name, mailing address, street address, phone number, email address); (ii) a brief description of the circumstances, including the date of the unauthorized Use/Disclosure and date of discovery; (iii) a description of the types of Unsecured PHI involved (e.g., Page 159 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 names, Social Security number, date of birth, address(es), account numbers of any type, disability codes, diagnostic and/or billing codes and similar information); (iv) a brief description of what the Business Associate has done or is doing to investigate, mitigate harm to the individuals impacted and to protect against future unauthorized Uses/Disclosures. Business Associate shall appoint a liaison and provide contact information for this individual to Covered Entity so that Covered Entity may ask questions or learn additional information. Business Associate will have a continuing duty to inform Covered Entity of new information learned by Business Associate regarding the unauthorized Use/Disclosure, including, but not limited to, the information described in items (i) through (iv), above. 7.5.3 For purposes of reporting an improper Use/Disclosure, discovery shall occur as of the first day on which such Use/Disclosure is known to the Business Associate or, by exercising reasonable diligence, would have been known to the Business Associate. 7.5.4 Business Associate agrees to cooperate with Covered Entity and provide other information as necessary for Covered Entity to assess and respond to an improper Use/Disclosure. 7.6 Agents and Subcontractors. Business Associate agrees to ensure that any third party, including any agent and/or Subcontractor, that creates, receives, maintains or transmits Covered Entity’s PHI on behalf of Business Associate, agrees to the same obligations, restrictions and conditions that apply to Business Associate with respect to such information under this BAA and/or the HIPAA Rules, including, without limitation, restrictions, conditions and requirements regarding implementation of reasonable and appropriate safeguards to protect electronic PHI, and to notify Business Associate of Breaches, Security Incidents and other improper Uses or Disclosures of PHI. 7.7 Access to PHI. In the event Business Associate maintains PHI in a Designated Record Set, Business Associate agrees to provide access, within ten (10) days of Covered Entity’s request, to PHI in a Designated Record Set to Covered Entity in order to meet the requirements under 45 CFR 164.524 (Individuals' rights to access). In the event that an Individual makes a request for access directly to Business Associate, Business Associate shall notify Covered Entity of such request within three (3) business days. 7.8 Amendment of PHI. In the event Business Associate maintains PHI in a Designated Record Set, Business Associate agrees to make any amendment(s) to PHI in a Designated Record Set that Covered Entity directs or agrees to pursuant to 45 CFR 164.526 within twenty (20) days of Covered Entity’s request for such amendment. In the event a request for amendment is made directly to Business Associate by an Individual, Business Associate will notify Covered Entity of such request within three (3) business days. 7.9 Access and Inspection. Business Associate agrees to make internal practices, books and records, including policies and procedures relating to the Use and Disclosure of PHI received from, created by or received by Business Associate on behalf of Covered Entity, available to Covered Entity or to the Secretary of the Department of Health and Human Services for purposes of determining compliance with the HIPAA Rules and this BAA. 7.10 Accounting of Disclosures. Business Associate agrees to document its disclosures of PHI and information related to such disclosures as would be required for Covered Entity to respond to Page 160 of 171 SCHEDULE I: STATE SPECIFIC TERMS FOR PROVIDERS MBF\894496\0001\52209014.v1-11/25/25 a request by an Individual for an accounting of disclosures in accordance with 45 CFR 164.528, and to provide such documentation to Covered Entity within twenty (20) days of Covered Entity’s request. 7.11 Performance of Covered Entity Obligations. To the extent the Business Arrangements require Business Associate to carry out Covered Entity’s obligations under the Privacy Rule, Business Associate shall comply with the requirements of the Privacy Rule that apply to Covered Entity in the performance of such obligation(s). ARTICLE VIII Permitted Uses and Disclosures by Business Associate 8.1 General Use and Disclosure. Except as otherwise limited in this BAA, Business Associate may Use or Disclose PHI to perform functions, activities, or services for or on behalf of Covered Entity in connection with the Business Arrangements. 8.2 Minimum Necessary. Business Associate shall Use and Disclose PHI, as well as requests for PHI, in accordance with the principle of "Minimum Necessary" Use and Disclosure, i.e., only the minimum PHI necessary to accomplish the intended purposes may be Used or Disclosed. 8.3 Use for Business Purposes. Except as otherwise limited in this BAA, Business Associate may Use PHI for the proper management and administration of Business Associate or to carry out the legal responsibilities of Business Associate. 8.4 Disclosure for Business Purposes. Except as otherwise limited in this BAA, Business Associate may Disclose PHI for the proper management and administration of Business Associate, provided that such Disclosures are (a) Required By Law; or (b) Business Associate obtains reasonable assurances, prior to disclosure, from the person to whom the information will be disclosed that it will remain confidential and be Used or further Disclosed only as Required by Law or for the purpose for which it was disclosed to the person, and the person notifies the Business Associate of any instances of which it is aware in which the confidentiality of the information has been Breached. 8.5 Data Aggregation. Except as otherwise limited in this BAA, Business Associate may Use PHI to provide Data Aggregation services related to the Health Care Operations of Covered Entity as permitted by 45 CFR 164.504(e)(2)(i)(B) if so requested by Covered Entity. 8.6 De-Identification. Business Associate may de-identify Covered Entity's PHI in accordance with 45 CFR § 164.514(b) and use and disclose such de-identified information without restriction. ARTICLE IX Obligations of Covered Entity 9.1 Notification to Business Associate. Covered Entity shall notify Business Associate of: (i) any limitation(s) in its Notice of Privacy Practices in accordance with 45 CFR 164.520, to the extent that such limitation may affect Business Associate’s Use or Disclo