Council - workshop

Good evening.

Good evening.

So tonight we've got two work session items, the Sweet Home Alabama Tourism Incentive Act and the abatement that we previously discussed. I'll start with the Sweet Home Alabama Act. Have you all received a copy of the resolution? OK, cool. So with that, that's item 10 on the supporting documents that we have to submit. Are there any questions about that resolution and what it holds? Anything you guys want to know?

Council, do you have any questions? Do you want to just kind of go over just generally how that works?

So the way that it works is it's from the state and you get it from generated tax revenues off of it. 20% from the city, 80% funded from the state portion of it. You are allowed up to a million dollar cap each year, and you can do it for a period of 10 years with a $5 million cap over the whole overall program if that's what you're awarded through the Tourism Incentive Act. So what we would be producing would come from the same tax revenue, but it will be on the state side specifically for the back half of the 80%. So the resolution matches with the exception of .10, essentially, of what was previously passed. And with that, it just comes from the same piece of it. So we have to submit. There's a 10-page application that we've got to fill out. I've already filled it all out. I've got 10 supporting documents I've got to submit. I have nine of them ready. The last would be just the resolution of support for it. So what we're specifically asking for would be a resolution of support, and you've got that in your hands of what you want to see.

any questions anything about that jordan i will point out that the local participation from the city does go toward count toward the cap in the existing project development agreement that we have with you so it's not additional monies coming from the city it may be more in those earlier years but again they count toward your cap

Correct. And it's the rest of it, and when it's come from, we've got, you can submit your application quarterly for this. we are going to submit our application with your resolution of support if you process it. It will get submitted, but it still doesn't take effect until a full year after operation. So it's a rebate program. It is not any kind of a cut on the front end. So it is a rebate based off of what we generate. So even if we're guaranteed a million dollar cap each year with a $5 million total over 10 years, and we get in before July of 2028, we still have to meet our metrics. We still have to produce that income in order to get that rebate incentive.

And so what are some of the qualifications you have to meet in order to receive that?

So there's two categories you can fall into. One of them specifically is listed as a certified tourism destination project or a certified tourism attraction. We will be a certified tourism destination project, and that requires a $35 million budget at minimum for construction, and it requires you to have live entertainment at least five nights a week. And it also benefits that we're a hotel conference center. So we have our ballroom and courtyard and conference space as well.

So you feel like you meet all those qualifications in the project?

Mainly because of the live entertainment, the value cap, and the fact that we can host up to about 1,000 people at one time.

Will the hotel actually be advertised as a conference center? It will.

One of the things that we actually have to provide is a marketing plan specifically to go after tourism dollars, as well as a study for how much you're going to bring in from out of state, as well as the live entertainment portion of it that we have to provide a schedule for. So we have an entire marketing plan that we've had to put together. We've had to pay for a private study, a third party non-biased study on The people who did actually our feasibility study for the hotel, they actually had to go back and produce one for what tourism dollars are coming in from out of state. So that's in all of the supporting documents. I'd be happy to share our application before you vote on your resolution just so you can see everything that we have to submit. That does not bother me one bit. And we also, it's not required, but it's helpful to have letters of support from other entities. So literally as I was coming in on two wheels today, the letter from Senator Tubman came in. So I have his letter of support going with the Sweet Home Alabama application as well. So I have one from the county already, from the county commission. It's just a matter of getting all those letters together, put it with the application and go. So I've already got six letters of support now.

Any additional questions for him? Okay.

That's it. And then for the abatement, I know the conversation we had last time, you wanted to hear from the IDB specifically, so they are here. I'm going to give some of my time to them.

Madam President, Mayor Tyler, Council, it's a pleasure to be here speaking for the IDB. It's the first time I've been here for the IDB of the various times I've been before the council. I heard questions that some I was concerned about and statements made by some councilmen and councilwomen that they were concerned that the IDB did not communicate well enough with the city council about this. I'm sure you've had the time enough, and I will not recite what Google or AI can tell you about the Industrial Development Board, except our Industrial Development Board, formed by the Crater Act in 1946, as well as by the City Council in 1966, has been operating as an independent private corporation, quasi-governmental in that respect, since that time. You usually do not hear from the IDB in forms of public presentations for 10-year tax abatements, which the code specifically under Title 11 and Title 40 gives the IDB the authority to do. It's a technical board. It's not a political board. That's why the appointments go past more than four years. They're six years appointments, so they do not sway with political wind. So the decisions made by the Industrial Development Board are made for the future of the city of Florence and not the current wind. However, specifically for a tourism destination investment or a tourism destination attraction, as it's called in the code, For a 20-year tax abatement, it requires the governing authority to vote on that particular and oversee that resolution. Now, in terms of information, I apologize if you feel like the actual information of the abatement has not been to you. There's, of course, been a lot of very positive public noise about the hotel since its inception, that we would have something in downtown. and I know that the council had heard some proposals for incentives before. I can tell you that the representatives from the corporation, from JAR itself, has been made contact with the IDB first in February of this year. Mr. Musgrove and I had a conference call with their representative on February 9th of this year, moving forward, and we have kept him on the loop loop in all iterations of the tax abatement process and what the applications look like, the amount of the investments, the amount of the abatements themselves as they went forward. So I hope that would be the communication necessary for that. And as you also know, the county commission, also after the IDB passed our resolution, which would amount to a 10-year authorization for abatements, And then for 20 years, the county commission also has to sign off on it. And then after that, the city of Florence also reviews it and sees if the application is appropriate for the city, which in our opinion, from the very beginning of our first recommendation for this back on March 10th, of this year did satisfy those requirements of having a particular cap being a place that was not only offering hotel and reservations but offering a conference center so that as you did not receive a dollar in ad valorem tax and that's what we're talking about in this particular iteration ad valorem taxes non-educational or exempt of course from that but ad valorem taxes and construction sales taxes those were very well set out in the application and what those effects would be over a 20-year period as well so uh also i invite you all to idb meetings we are subject to the open meetings act we publish Seven days in advance of any particular meeting in three public places, we post on the bulletin board here in City Hall. We post in the Lauderdale County Government Building. And we post on the doors of the courthouse as well. I was so happy Mr. Hendricks attended the meeting that we had, the very first meeting for the application itself. So please, you tell me how I can help you in the future. And the IDB can help you with these sort of things, Mr. President. Madam President, be more than happy to help in the future with this so that you don't feel like you might have been left out of something that we may feel like, given everyone I talk to and the board talks to feels like it has been disseminated. So please, how can we help? And do you have any questions for me on this application?

I do. Yes, ma'am. I'm full of questions. I would just actually like you to explain how the IDP came to this decision for this recommendation, please.

Sure, absolutely. First, tell me if I don't want to be too basic or go through that but there is a specific application that is required to be made it sets out the amount of capital investment that is to be made it says how many employees will be hired in the initially as well as in the next three years and what that payroll will be then we require them also to set out for us what the sales uh what the expenses are going to be on those expenses for construction what are those taxes that will be abated that particular amount then we also require them to give us the non-educational taxes that will be abated during that 10 and in this case also 20 year period so that they can be measured protected for a potential sales growth now we can't We can never predict sales growth. However, we asked this particular developer, since we're talking about 20 years, what is a potential sales number? And they gave us a number that is in our minutes, since we are subject to it, and I have provided those to Mr. Musgrove as well, of possibly $65 million within five years. now you can never hold an investment to that you just don't know but given a 42 million dollar investment three million dollars in tax abatements that keep in mind if they do not build you do not lose you do not forego listen i don't like the wording lose in this case let's say you those are just you forego those taxes for the period of years then they come back in the meantime those dollars that are spent at the hotel Those dollars that are spent by the applicants and residents in town that are staying there, they're spent in town. So, ma'am, what we do is you have to, the board does, I don't, I don't, the board measures all of those items against each other to see if it is appropriate application. Then in this particular case, like I said, they have to measure whether or not it does qualify as a tourism destination attraction. And let me talk about the members of the board. The members of the board are very particular, and I hope that you keep this in mind as you make your future appointments as well. It doesn't need to be a beauty contest or anything like that. The members of the board right now consist of bankers and developers, people who are used to looking for at complicated financial documents and projections and measuring those over particular periods of time and seeing if it is actually an investment, a business that might succeed during that particular time and how it would. The developers that we have on the board are also, they look at construction that we have looked at numbers in the past. How can you hire that many people during this period of time once it's, Once it's in operation, when we ask those questions, are those real numbers? Are those beginning numbers? Are those beginning employees? Like we've recently looked at a previous project in this manner that they said they are. They had in the very first year, 27 people that were working for him at a payroll of over $27 million. Well, that just happened to also include those construction workers that were working on that during the time. Now, they were paid that much of that money was spent here. Now, it was not abated, had nothing to do with it, but they are the type of individuals that know to ask those important questions. They can back into numbers and see if those numbers work for the dollar amount that they're spent. So after that, it does come to a vote without the members present, without the applicants present there, so they can be openly discussed and to see if whether or not it is a project worthwhile to be adopted to go forward in this case. And also keep in mind that after that, it is automatically transmitted to the county commission to let them know that an abatement has gone forward. It then has to be approved 42 and approved by the governor and the Department of Revenue. So I assure you, these things do not happen in a vacuum. So as future abatements go forward in this sort of thing, I ask you on how we can keep your eye on our meetings if you choose to attend. Further communication. Also, I ask you to consider this. These are businesses making sometimes initial investments that have not, contracts have not been signed altogether. These are businesses expanding their business that they might not want their competitor to know immediately. but they have to move forward to see if these abatements would be available to them so they can sign those contracts, so they can move forward with vendors, so they can start hiring employees without being at a competitive disadvantage. That is why it's not splattered on the paper every time you see something like that, because sometimes it would be questions that might even, in your case, would need to be called into executive session because of the... of those matters. But we try to keep everything as open as we can. That's why it's an independent corporation, so that it can look at those things on behalf of the city. I would liken it to the Planning Commission. Ms. Dixon, I was proud to have you in our last meeting that we had last Tuesday night. The Planning Commission has statutory authority to monitor and admit subdivision applications. It is only a recommending body for rezoning. Those issues come back before you because of the political nature of it. It's the very same thing with this particular application. At 10 years, the statute and the corporation granted by this city to this corporation gives it the authority for 10-year abatements. For a 20-year abatement, it does have to have council approval or in the municipal municipal body itself i'm sure you would love me here quote the statute of 20 49 b a 25 which is the tourism destination location and the fact that 3a10j requires us to come back to you and 25 of that same chapter needs us to come to you for this request on behalf of this particular developer any other questions. I know that's probably a longer answer than you wanted. I hope I answered it.

I think it's important for us to hear that, of course, but also for the public to hear how those decisions come about. I do have another kind of follow-up question. What other examples do you have of the type of project this is that gets this sort of package?

This is only the second. This is actually the only second project that has come through. The other one was by QOZB1 LLC, I believe it is, which was the hard rock reverb hotel destination. They asked for a 20-year application.

And what about around the country? I mean, do you have any other examples of other communities our size that are giving this amount of, or, you know, approving these types of abatement packages? Is there some sort of comparable?

Well, I say this, I can't even count the number of industrial development boards that there are in the state of Alabama and around the nation. It is not an uncommon thing. Now, what is somewhat uncommon for this state and thank goodness this city is willing to look at packages like this or is the uh the 1995 tax incentive reform act that came through in 92 pardon me that came through that allowed these extra abatements the 1920 the night the 2024 act that allow tourism destination locations and research data centers to be also included within the tax abatement schedules themselves and to come under this sort of scrutiny, if anything else. I like to call it scrutiny because this board works very hard to see if these requests are legitimate, that they are founded in reality, and that they can come to you and be a benefit of the city.

Thank you.

Yes, ma'am.

Thank you so much for coming tonight and speaking with us. And I think knowledge is key. I think just knowing what the process is. I think with this being so much in the media, just you coming and explaining this to us has been very important. I think moving forward. If there aren't any concerns or anything from anybody, that they come and talk with us. Email, call us if they have some concerns about maybe what they're hearing or that they feel like we're against something, just to reach out to us. And maybe better explain it, because sometimes that's what it takes. And thank you again for coming and explaining this to us tonight.

Thank you, ma'am. I hope it helped. Anything else, Madam President?

I don't have any additional comments or questions for Mr. Stafford.

I would like to confirm something. The only thing coming back to us for approval is years 11 through 20, correct? That's correct. OK. Thank you. Thank you, sir.

OK. Thank you very much.

Mayor, council, thank you all for having us this evening. Just to address, Ms. Dixon, your last question there that about a package for a hotel that has received this. As I highlighted when we made our first offer, our demand for a development agreement, the 106 Jefferson in Huntsville, Alabama, the Valley Hotel in Birmingham, the Harpeth Hotel in Franklin. And I believe y'all received a copy of each of their development agreements. So shocking that you would have that question, but those are three uh examples of other cities that's done more than what's been given here again i was just it's important that the community and the public hear these things so that's one of the reasons why i ask questions so with that said um this was put off for two more weeks for a vote and just wanted to give my You hear it from me. I will not be able to attend in two weeks. But my team will be here. So at this time, is there any questions you all have for me personally, for the development personally, about me, anything to that record?

Appears not. Thank you.

Thank you. Thank you all for coming and sharing the information with the council and also with the public. If no other comments on that part, we'll move right along, Mr. Coons.

Good afternoon. One item today on the agenda is a contract with Power and Rubber Supply Incorporated. They replaced a repair to conveyor belt at the Recycle Center. $3,095. A new belt would have been $27,000. So any questions on that? This work's already been done. Thank you.

Thank you. Ms. Bailey.

We do have a public hearing tonight for the rezoning at 611 Whitetail Lane. This is approximately 5.64 acres. It does come to you with a unanimous recommendation from the Planning Commission. I do want to be very specific and point out that this is for rezoning. So we're talking about two lots that are being rezoned. We're not discussing the subdivision of those lots, dividing those lots into multiple other lots or any other type of development. This is simply rezoning from a B2 commercial district to a R2 residential district. And I may make that same statement at the meeting.

Ms. Bailey, where is this located again?

It's at the front of Hunter's Ridge subdivision. Oh, gotcha, gotcha, gotcha. So at the intersection of Seville and Gresham. Thank you. It was right there. You might recall that on your last agenda, I believe there is some right-of-way that is being purchased. Part of this property is that right-of-way. Any questions about the rezoning? There be none. All right, sounds good. Thank you.

Thank you. Mr Agnes.

Good afternoon. I just have one item on the agenda. It's a memorandum of understanding between Florence Fire Department and the Lauderdale County School System. Any questions for me on that?

I'm happy. Thank you.

Thank you. I have one item. It is a contract with our community architecture design. This is the architecture firm that we're going to use for the redesign at the building at 498 South Cherry Street. Any questions? in May. Madam President, do you mind if I make a comment about a previous item that I had on the agenda I wanted to clarify? Please do. Okay. On the July 7th council meeting, we had a contract that was approved for Maintenance Plus. I was asked to clarify the reason there was not labor on this agreement was because we currently have a labor agreement with them. So that's the reason it was just for the cost of the units, not for the labor part of it. Just wanted to clarify.

okay any questions about that there'll be no okay thank you mr sullivan

good afternoon everyone i have three items uh for you today items 12 b c and d uh there are resolutions for property purchase uh this came before in october with a contract for these appraisals for these three pieces of property this is to go with the Roundabout project at Grisham and Seville. This is needed right away that is needed for utility relocates and just for extra room for the roundabout to fit in. Appraisals were done and you have a summary of those three. There's four properties, three property owners. Any questions on those three items?

Todd, before you leave, we had a hole open on Mobile Street. Can you share that? That's why I was late, everybody.

I was down there looking at it. I can. The end of last week, a small hole. Size of this was found on Mobile Street, West Mobile Street, and the street department blocked the road off over the weekend, started investigating and digging, dug out about 30 feet in each direction. They were able to The hole, you could take a shovel, stick a shovel down, not touch ground, and rotate it around. So there was some undermining of a road there. After some further investigation, there's a sewer line that's backed up. So what was happening, the sewer line was underneath West Mobile Street. There was backing up. The water was then leaking out of the sewer line. And as it goes through, it erodes away the... road bed material there so there's just a void underneath it so uh currently street the water department is out there trying to fix the blockage uh street department is out there as well that once the sewer is repaired then the street department can start putting in material to be able to cover that hole back up so basically what we'll do is once we get that filled up with material we'll have some kind of probably put a cold mix on top of it that way we have a decent driving surface but we'll after after back filling a hole like that we want the public to drive on it for it to rain on it that way it will settle a little bit more than once once it does settle for a while we'll come back and the street department will put in a patch

Do you think it's quite a good hole? Do you think it will be completed today?

That's what they hope. As long as the repair, unless they don't run into a snag or anything with the repair of the sewer line, the street department will be able to get the material back in the hole, compact that, and get the road. I don't know if it will be open back up, but the hole should be covered, and then that will, like I said, we'll get some repair. cold mix on top of it and get a good driving surface there for the cars driving over it's the best way to compact it.

Okay. Just make sure everybody travel with safety. And right now it's in that particular area, just about a block, it's basically down to one lane.

That's what I was going to say. It is down to one lane there. They should get the hole filled up. If they can, we will remove the barriers there and let folks drive on that. If not, they'll keep the barriers up overnight and then in the morning. That's fine.

Safety is always.

Yes, that's what I was going to say. Depending on probably what time of day, and it may be better to keep that at night, depending on that, to keep that barricaded. off yeah okay can you update me on the blinking lights on christian road yes so uh we are the latest we are trying to get those repaired uh they were waiting on some parts there to get those debate we were waiting on the bases got compacted or got completed formed up and we should have don't know when we will there was some parts missing and repairs but the street department is going to be installing those so i don't have an exact timetable for you uh but we are we've got the crew we're just waiting on on some parts there all right any other questions that's it thank you mr cole

Afternoon. I have several items on the agenda. 11N is an invoice for Kenworth of Huntsville. This is for the repair of both of our spreader trucks at the Cypress Creek Wastewater Treatment Facility. Any questions on that? Okay, 11 T is this is a release for property damage. This is in relation to a gas line that was damaged by a contractor and this is something that the insurance firm has sent us which will require signature. The amount of the damage was $823.18. This is the first time I've encountered this. But based on advice from Mr. Musgrove, we brought it before you to make the decision on whether to sign this or not, or actually would require the mayor's signature. In order for us to get the $823.18 in damages, we will need to sign this release. Any questions on that? 11R is an invoice with Barnett Plumbing. I've actually got two Barnett Plumbing invoices, so I'm not exactly sure which one is 11R and which one is 11W. 11R, it's the one for $6,200. This is for the repair of a sewer line on Windsor Street. Any questions on that one? And then the other one is an invoice in the amount of $8,000. This is for the replacement of grinder pumps, sewage pumps at Rickwood. They failed and of course we had to get those replaced where we could keep sewage flowing. Any questions on either one of those? And then the last item I have is a change order in regards to the high pressure gas valve modification phase three. And this is a deduct of $50,000. It's basically we can use a different line stop apparatus instead of what was proposed and it'll save us quite a bit of money. So $50,000 deduct on that. Any questions in regards to that one? All right. Thank y'all.

Do we need to vote on that one? We need to get a motion for the change order, please. Motion.

Second.

Motion by Ms. King, second by Mr. Hendricks. All in favor? Mr. Jordan?

Good afternoon. I had several items. Any questions on any particular of those items? I had several on the consent agenda and one on the regular agenda.

Do you have any questions on any of those?

Thank y'all for coming last night. We really appreciate that. Thanks for the support. Thank you.

Thanks for everything. Everything was lovely.

Thank you.

I do have one question. Where can one find the schedule? Someone asked me, and I tried to search it.

I couldn't find it.

Could you send them? Okay. Okay, thank you. Miss Jones.

Good afternoon. I have several items. I will do the one that's by itself for certified alarm first. We had alarm code errors in one of the switches on the doors, so they came out and replaced that. That was $711.16. Now on to CNH cooling and my favorite. What I did is I coded these by the unit, so you may not remember, but we first had a maintenance contract with Early Services Indicator. Their maintenance contract, besides changing the filters monthly that we have to do because we sit next to the concrete plant and we were pulling a lot of concrete dust into the filters, also included pressure washing the coils and the condensers monthly. that was $500 a month. Our current maintenance contract with C&H Cooling does not include cleaning those coils and the condensers monthly. And I do suggest we have extended that contract through September the 8th, 2026 with C&H, but I suggest that when we renegotiate another contract that we look at cleaning the coils and condensers because several of these invoices involve pressure washing the coils and condensers of both rtu one and two and so i think that cleaning those going back to cleaning those regularly will cut down on some of the issues that we are seeing with the units at least one which doesn't misbehave unless it needs to be cleaned two i can't talk about So anyway, in the order, D is an invoice for RTU2, where they repaired a refrigerant leak in Circuit 2, and that is the $2,110.60. Invoice E is RTU2. It was 6-27-26. When they came out, the unit was only running one stage of cooling, the discharge pressure switch had tripped, the rearmost condenser fan motor was not running, and at the Lenox split unit inside the building, the condensate pump was full. They were able to clear the pump, reset the switches, and it went back to cooling okay. However, two days later it wasn't cooling again and they came back out and this time the high pressure switch had tripped on both circuits. Both compressors and all three outdoor fans were running high head pressures and the system showed alarms for the high head pressures. This was the first time they pressure washed the condenser coils. So they got things running OK. But then, I'm sorry, well, that was the 29th. The 28th, they had to come out. And RTU2 was locked out. High pressure switch had tripped. So then the next day, they had to come out. It tripped on both circuits. The condensers and everything was running high pressures. Then on the 30th, they had to come back out and they said the issue may be in the condenser fan circuit. So they made some adjustments, pressure washed the coils, and it was cooling. Things kind of rocked along until we get to J. It's RTU2. The control board was showing compressor one alarm. The fuse was blown in the terminal block for compressor one and compressor one is experiencing mechanical failure. And so that is where we are now. They have the other invoice that you have for the 385 is that they have changed the wiring so that compressor two operates on call for compressor one. Compressor one is the one that we have the $14,000 repair to replace. Um, and part of that is because they have to have a crane to come in to lift it onto the roof where the units are. Um, the mayor asked about, um, a price for a new one. I have reached out to CNH early services as well as a couple other dealers. And it looks like the base price for a new RTU two unit would be about 40,000 at the low end. Um, it they have a higher price but a lot of that assumes that you're starting from scratch and we would we already have everything in place we just need to drop in a unit and i don't know that we're even ready to do that now but as we currently sit they have over they have wired it so we have some cooling but it's a temporary fix It's lasted longer than I thought it would. And so that is where we currently are with my nightmare on Elm Street of that RTU2 unit that I despise. So. Okay.

Y'all have any questions for her? You thoroughly explained it all. Very detailed. I tried my best. Thank you. Did good. Mr. Williams.

Good afternoon. I have one issue or item for you tonight. 13A is an alcoholic beverage application, schedule 140 special events for on-premise liquor, beer, and wine at the PCH hotels and resorts. 800 Cox Creek Parkway South. You may recall we had a presentation in early July from Mr. Hall regarding this special event. It's entitled Sky Dog, the Shoals Experience 2026, and will take place Friday, August the 28th through Sunday, August the 30th. you may recall that's an outdoor event held on the grounds and he went into some detail on that if you recall are there any questions no sir thank you thank you

We have a resolution to amend the boundaries of the Arts and Entertainment District. And as you all know, we already have an entertainment district. We're just expanding it, the boundaries, the perimeters of that district to carve in more areas, including the University of North Alabama near the stadium area. And it'll go all the way down, I believe, to Medellin and takes all of the Pine Street on both sides, the south and the North, am I correct, Jackie? Eastern West Riderways. Eastern West Riderways. I don't have the stuff in my hands, so I'm trying to do it by memory. So that's what we have a resolution for that. And we see two of the representatives here, Ms. Dye and Mr. Looney. So thank you all for being here. Also, we have on... 12F, the ordinance to amend the code of Florence regarding unsale of the alcoholic beverage. This is at the arcade place in East Florence, I believe, Sweetwater District. Mr. Richards, do you want to elaborate or a little bit?

I do want to point out, if you recall, a few meetings ago, Mr. Carbine came by and spoke with us about that building. This is actually a tenant that qualifies for that building. And so the timing couldn't have been better for her to come along and make this request. And I have thoroughly looked into it. I wanted to make sure that this was a family friendly place, not a place a couple of college students were trying to open the arcade and we were just going to be down there all the time with the police department. It's nothing like that. So I have a high confidence level in what they're putting in down there, and it kind of fills part of that void of where younger people can go for entertainment as well.

Good. Thank you. The last one, we have some upcoming board vacancies and reappointments. The Port Authority and Scott Jones, that's a joint appointment. Can he be reappointed? Okay. Okay. Okay. Thank you. All right. That's all we have. Mary, did you have anything? Okay. All right. That's all we have. And so we'll take about a 15 minute break and we'll start back up.