CC-05-05-14-05 and BPW-05-21-14-15 INDOT Interlocal/Main Street Improvements Illinois to Guilford t�bV�
RESOLUTION NO. BPW-05-21-14-15
RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY
ACKNOWLEDGING RECEIPT OF CONTRACT
WHEREAS, pursuant to Indiana Code 36-1-4-7, the City of Carmel. Indiana ("City"), is authorized to
enter into contracts: and
WHEREAS, pursuant to Indiana Code 36-4-5-3, the City's mayor may enter into contracts on behalf of the
City: and
WHEREAS, pursuant to his authority under Indiana law, the City's mayor, the Honorable James C.
Brainard, has caused to be signed the City contract attached hereto as Exhibit A (the "Contract"); and
WHEREAS, Mayor Brainard now wishes to present the contract to the City's Board of Public Works and
Safety for it to be publicly acknowledged, filed in the Clerk-Treasurer's Office, and made available to the public for
review.
NOW, THEREFORE, BE IT RESOLVED by the City of Carmel Board of Public Works and Safety as
follows:
1. The foregoing Recitals are incorporated herein by this reference.
2. The receipt of the Contract is hereby acknowledged.
3. The Contract shall be promptly filed in the office of the Clerk-Treasurer and thereafter made available to
the public for review.
5t
SO RESOLVED this 2I day of _wl , 2014.
CITY OF CARMEL, INDIANA
By and through its Board of Public Works and Safety
BY: "1 //
mes Brainard. Presiding Officer
Date:
✓/ j� 1
Mary Ann .ur e. Me )er
Rae: —a /—�y
Hui Th �� n
Lori S. Watson, Member
Date:
A E-5-
i:.11
..ma-"ordray, CA y 1.1. -Treasurer
Date: z
111ssvrappsllusw data admiarkE 8. \My k•umeMS1 BVW.Nesolutione\I014\Acknowtedge l NOM Agreement-2014.doorstne2014 9.58 AM
Sponsors: Councilor Rider
and Snyder
RESOLUTION CC-05-05-14-05
A RESOLUTION OF THE COMMON COUNCIL OF THE CITY OF CARMEL, INDIANA,
APPROVING INDOT LOCAL PUBLIC AGENCY EXCHANGE CONTRACT
WHEREAS, the City of Carmel, Indiana, by and through its Executive Officer, and the State of
Indiana, by and through its Department of Transportation, have agreed to enter into a public agency
exchange interlocal agreement attached hereto as Exhibit A, the same being incorporated herein by
reference (the "INDOT Agreement"); and
WHEREAS, the INDOT Agreement pertains to a project involving Main Street from Illinois
Street to Guilford Road, the same being located in the City of Carmel, Indiana; and
WHEREAS, time is of the essence as the roadwork must be concluded prior to the completion of
the new U.S. 31 corridor; and
WHEREAS, the Common Council of the City of Carmel, Indiana, pursuant to Indiana Code 36-I-
7-4(a), and 36-9-42.2, now wishes to approve the INDOT Agreement, finding the same to be in the
public interest and in furtherance of public safety.
NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Carmel,
Indiana, as follows:
Section 1. The foregoing Recitals are incorporated herein by this reference.
Section 2. The INDOT Agreement should be and the same is hereby approved pursuant to and in
accordance with the terms of this Resolution.
Section 3. This Resolution shall take effect immediately upon its adoption.
PASSED by the Common Council of the City of Carmel, Indiana, this day of
2014, by a vote of ayes and b nays.
This Resolution was prepared by Douglas C. Haney,Carmel City Attorney,on April 24,2014 at 12:42p.m.
No subsequent revision to the Resolution has been reviewed by Mr. Haney for legal sufficiency or otherwise.
x:@ hasslmy docunen(sNtsoWiions-tttUUOl nappmring and adopting interlocal agrecneni indel!pa n,nina.dc
Sponsors: Councilor Rider
and Snyder
COMMON CO CIL FOR THE CIT OF C•.•MEL
i ��/ � ,
Presidii Officer K/-�vin D. Rider
W. Eric Sei den ticker, President Pro I empore Carol Schle• ' I
//mo� ■
12 laid E. Carter Richard L. Sharp
�
•
'' inkam / £ titcSnyder U
ATTE T
Diana L. Cordray, IAMC, Clerk-Treasurer
Page One of Two Pages Li
Presented by me to the Mayor of the City of Carmel, Indiana this 5 lay of ,
2014, at 8135 P .M.
•
At
0 . 1 �-� L
Diana L. Cordray, IAMC, Clerk-Tre filer
•Approved by mc, the Mayor of the City of Carmel, Indiana, this S day of
2014, at 8735 P .M.
/141 '- 1
s Brainard, Mayor
ATTEST: 7o
Diana L. Cordray, IAMC, Clerk-Treas(} er
Resolution CC-OS-05-14-05
Page Two of Two Pages
This Resolution was prepared by Douglas C. Haney,Carmel City Attorney,on April 24,2014 at 12:42p.m.
No subsequent revision to the Resolution has been reviewed by Mr. Haney for legal sufficiency or otherwise.
sae bassM3d ocunntsVesonbnseccC0t4\,ppmsing and adooing inednal a5 eeneia'M of It l conirnaba
Version 4-03-2014
INDIANA DEPARTMENT OF TRANSPORTATION-LOCAL PUBLIC AGENCY
EXCHANGE CONTRACT
eilte
EDS#: A249-14-321040
Des.No.: 1400673$
CFDA No.: 20.205
This Contract is made and entered into effective as of the date of the Indiana Attorney General signature
affixed to this Contract, by and between the State of Indiana, acting by and through the Indiana
Department of Transportation,(hereinafter referred to as INDOT),and the City of Carmel,a local public
agency in the State of Indiana (hereinafter referred to as the LPA), and collectively referred to as the
PARTIES.
NOTICE TO PARTIES
Whenever any notice, statement or other communication is required under this Contract, it shall
be sent to the following address,unless otherwise specifically advised.
A. Notice to INDOT,regarding contract provisions shall be sent to:
Office of LPA/MPO and Grant Administration
Attention: Director of LPA/MPO and Grant Administration
100 North Senate Avenue,Room N955
Indianapolis,Indiana 46204
B. Notices to INDOT regarding project management shall be sent to respective District
Office:
Greenfield District Office
32 South Broadway
Greenfield,Indiana 46140
C. Notices to the LPA shall be sent to:
City of Cannel
One Civic Square
Carmel.Indiana 46032
RECITALS
WHEREAS, LPA has applied to INDOT, and INDOT has found the LPA eligible to receive
federal funds for the Project described in Attachment A;and
WHEREAS,LPA requests an exchange of federal funds for state funds under IC 36-9-42.2;and
WHEREAS,LPA agrees to pay its share of the Project cost as stated in this Contract;and
WHEREAS, the PARTIES desire to contract on certain project description, scheduling, and
funding allocation; and
"EXHIBIT R-
Page 1 of 9
Version 4-03-2014
WHEREAS,the PARTIES have determined the Project, is in the best interests of the citizens of
the State of Indiana;and
WHEREAS,the PARTIES execute this Contract pursuant to Indiana Code§§ 8-23-2-6, 8-23-4-7,
36-1-4-7, 36-1-7-3,and 36-9-42.2; and
WHEREAS, the LPA desires to expedite delivery of the Project, comply with all State
requirements and fiscally manage the Project;and
NOW THEREFORE, in consideration of the mutual covenants and promises herein contained,
the LPA and INDOT agree as follows:
The"Recitals"and"Notice to PARTIES"above are hereby made an integral part and specifically
incorporated into this Contract.
SECTION I PROJECT DESCRIPTION. INDOT and the LPA enter into this Contract to
complete the project described in Attachment A (the `Project"), herein attached to and made an integral
part of this Contract.
SECTION II LPA RESPONSIBILITIES.
A. Pursuant to Indiana Code§36-9-42.2(8)the LPA agrees to the following:
1. The LPA may only exchange federal funds for state funds;
2. The LPA may use the state funds only for a capital project that will fulfill the purpose of the
original federal project award and is approved by INDOT;
3. If the LPA uses the state finds to replace local funds in order to use the local funds for purposes
unrelated to transportation,the LPA:
a. must repay the state funds to INDOT;and
b. may not participate in the exchange program during the succeeding fiscal year.
4. The exchange rate is not less than seventy-five cents($0.75)of state funds for each one dollar
($1)of federal funds;
5. The LPA agrees to provide local matching funds equal to not less than ten percent(10%)of the
estimated project cost;and
6. The LPA agrees that INDOT will disburse the funds on a reimbursement basis.
B. The LPA will provide the information and services, or shall cause the information and services to
be provided,as set out in Attachment B(LPA's Rights and Duties),herein attached to and made an
integral part of this Contract. The LPA will follow all applicable 1NDOT procedures, guidelines,
manuals,standards,specifications and directives.
SECTION III INDOT RESPONSIBILITIES. INDOT will provide the information and services as
set out in Attachment C(INDOT's Rights and Duties),herein attached to and made an integral part of this
Contract.
SECTION IV PROJECT FUNDS. INDOT will provide state funds in exchange for federal fiords
at a rate of$.75 state dollar per$1.00 federal dollar for the cost of the Project. INDOT will reimburse the
LPA for 100%of the actual construction costs,and payment will be made for the services performed under
this Contract in accordance with Attachment D (Project Funds), which is herein attached to and made an
integral part of this Contract. The Maximum amount of state funds that INDOT will reimburse LPA for is
$4.200,000.00.
"EXHIBIT Pt a
Page 2 of 9
Version 4-03-2014
SECTION V TERM AND SCHEDULE.
The Term of this Contract shall be from July 1,2014 to June 30,2015.
SECTION VI GENERAL PROVISIONS
A. Access to Records. The LPA shall maintain all books, documents, papers, correspondence,
accounting records and other evidence pertaining to the cost incurred under this Contract, and shall make
such materials available at their respective offices at all reasonable times during the period of this
Contract and for five (5) years from the date of final payment under the terms of this Contract, for
inspection or audit by INDOT or its authorized representative, and copies thereof shall be furnished free
of charge,if requested by INDOT.
B. Audits.The LPA acknowledges that it may be required to submit to an audit of funds paid
through this Contract. Any such audit shall be conducted in accordance with IC §5- 11-1, et seq.,
and audit guidelines specified by the State.
The State considers the LPA to be a "sub-recipient" for purposes of this Contract. However, if
required, following the expiration of this Contract the LPA shall range for a financial and compliance
audit of funds provided by the State pursuant to this Contract. Such audit is to be conducted by an
independent public or certified public accountant(or as applicable,the Indiana State Board of Accounts),
and performed in accordance with Indiana State Board of Accounts publication entitled "Uniform
Compliance Guidelines for Examination of Entities Receiving Financial Assistance from Governmental
Sources,"and any other applicable law or regulations. The LPA is responsible for ensuring that the audit
and any management letters are completed and forwarded to the State in accordance with the terms of this
Contract. Audits conducted pursuant to this paragraph must be submitted no later than nine (9) months
following the close of the LPA's fiscal year. The LPA agrees to provide the Indiana State Board of
Accounts and the State an original of all financial and compliance audits. The audit shall be an audit of
the actual entity, or distinct portion thereof that is the LPA, and not of a parent, member, or subsidiary
corporation of the LPA, except to the extent such an expanded audit may be determined by the Indiana
State Board of Accounts or the State to be in the best interests of the State. The audit shall include a
statement from the Auditor that the Auditor has reviewed this Contract and that the LPA is not out of
compliance with the financial aspects of this Contract.
C. Compliance with Laws.
1. The LPA shall comply with all applicable federal, state and local laws,rules, regulations
and ordinances, and all provisions required thereby to be included herein are hereby
incorporated by reference. The enactment or modification of any applicable state or
federal statute or the promulgation of rules or regulations there under, after execution of
this Contract shall be reviewed by INDOT and the LPA to determine whether the
provisions of this Contract require formal modification.
2. The LPA and its agents shall abide by all ethical requirements that apply to persons who
have a business relationship with the State, as set forth in Indiana Code § 4-2-6, et seq.,
Indiana Code § 4-2-7, el seq., the regulations promulgated there under, and Executive
Order 05-12, dated January 12, 2005. If the LPA is not familiar with these ethical
requirements, the LPA should refer any questions to the Indiana State Ethics
Commission, or visit the Indiana State Ethics Commission website at
<<http://www.in.gov/ethicsh». If the LPA or its agents violate any applicable ethical
standards, INDOT may, in its sole discretion, terminate this Contract immediately upon
notice to the LPA. In addition, the LPA may be subject to penalties under Indiana Code
§§4-2-6,4-2-7, 35-44-1-3 and under any other applicable State or Federal laws.
a � o
ExFte'3of9
Version 4-03-2014
3. The LPA represents and warrants that the LPA and its subcontractors, if any, shall obtain
and maintain all required permits,licenses,registrations and approvals,as well as comply
with all health, safety, and environmental statutes, rules, or regulations in the
performance of work activities under this agreement. Failure to do so maybe deemed a
material breach of this Contract and grounds for termination and denial of further work
with the State.
4. As required by I.C. 5-22-3-7:
(1) The LPA and any officials of the LPA certify that:
(A) the LPA,except for de minimis and nonsystematic violations,has not
violated the terms of:
(i) IC§24-4.7[Telephone Solicitation Of Consumers];
(ii) IC§24-5-12[Telephone Solicitations];or
(iii)IC§24-5-14[Regulation of Automatic Dialing Machines];
in the previous three hundred sixty-five(365)days,even if IC§24-4.7 is preempted by
federal law;and
(B)the LPA will not violate the terms of IC§24-4.7 for the duration of the
Contract,even if IC§24-4.7 is preempted by federal law.
(2) The LPA and any officials of the LPA certify that an affiliate or official of the
LPA and any agent acting on behalf of the LPA or on behalf of an affiliate or official of
the LPA except for de minimis and nonsystematic violations,
(A)has not violated the terms of IC§24-4.7 in the previous three hundred sixty-
five(365)days,even if IC§24-4.7 is preempted by federal law;and
(B)will not violate the terms of IC§24-4.7 for the duration of the Contract,even
if IC§24-4.7 is preempted by federal law.
D. Drug-Free Workplace Certification. As required by Executive Order No. 90-5 dated April 12,
1990,issued by the Governor of Indiana,the Contractor hereby covenants and agrees to make a good
faith effort to provide and maintain a drug-free workplace. The Contractor will give written notice to the
State within ten(10)days after receiving actual notice that the Contractor,or an employee of the
Contractor in the State of Indiana,has been convicted of a criminal drug violation occurring in the
workplace. False certification or violation of this certification may result in sanctions including,but not
limited to,suspension of contract payments,termination of this Contract and/or debarment of contracting
opportunities with the State for up to three(3)years.
In addition to the provisions of the above paragraph,if the total amount set forth in this Contract is in
excess of$25,000.00,the Contractor certifies and agrees that it will provide a drug-free workplace by:
1. Publishing and providing to all of its employees a statement notifying them that the unlawful
manufacture,distribution,dispensing,possession or use of a controlled substance is prohibited in
the Contractor's workplace,and specifying the actions that will be taken against employees for
violations of such prohibition;
2. Establishing a drug-free awareness program to inform its employees of(1)the dangers of drug
abuse in the workplace;(2)the Contractor's policy of maintaining a drug-free workplace; (3)any
available drug counseling,rehabilitation and employee assistance programs;and(4)the penalties
that may be imposed upon an employee for drug abuse violations occurring in the workplace;
'''EXHIBIT A
Page 4 of 9
Version 4-03-2014
3. Notifying all employees in the statement required by subparagraph(A)above that as a condition
of continued employment,the employee will(1)abide by the terms of the statement;and(2)
notify the Contractor of any criminal drug statute conviction for a violation occurring in the
workplace no later than five(5)days after such conviction;
4. Notifying the State in writing within ten(10)days after receiving notice from an employee under
subdivision(C)(2)above,or otherwise receiving actual notice of such conviction;
5. Within thirty(30)days after receiving notice under subdivision(C)(2)above of a conviction,
imposing the following sanctions or remedial measures on any employee who is convicted of
drug abuse violations occurring in the workplace: (1)taking appropriate personnel action against
the employee,up to and including termination;or(2)requiring such employee to satisfactorily
participate in a drug abuse assistance or rehabilitation program approved for such purposes by a
federal,state or local health,law enforcement,or other appropriate agency;and
6. Making a good faith effort to maintain a drug-free workplace through the implementation of
subparagraphs(A)through(E)above.
E. Force Maieure. In the event either party is unable to perform any of its obligations under this
Contract or to enjoy any of its benefits because of natural disaster or decrees of governmental
bodies not the fault of the affected party(hereinafter referred to as a Force Majeure Event),the party
who has been so affected shall immediately give notice to the other party and shall do everything
possible to resume performance. Upon receipt of such notice, all obligations under this Contract
shall be immediately suspended. If the period of nonperformance exceeds thirty(30)days from the
receipt of notice of the Force Majeure Event, the party whose ability to perform has not been so
affected may,by giving written notice,terminate this Contract.
F. Funding Cancellation Clause. When the Director of the State Budget Agency makes a written
determination that funds are not appropriated or otherwise available to support continuation of the
performance of this Contract,this Contract shall be canceled. A determination by the Director of
the State Budget Agency that funds are not appropriated or otherwise available to support
continuation of performance shall be final and conclusive.
G. Governing Laws. This Contract shall be construed in accordance with and governed by the
laws of the State of Indiana and suit,if any,must be brought in the State of Indiana.
A. Indemnification. The LPA agrees to and shall indemnify,defend,exculpate,and hold harmless
the State of Indiana,INDOT and/or its/their officials,agents,representatives,attorneys and
employees,individually and/or jointly, from any and all claims,demands,actions,liability and/or
liens that may be asserted by the LPA and/or by any other person,firm,corporation,insurer,
government or other legal entity,for any claim for damages arising out of any and all loss,
damage, injuries,and/or other casualties of whatsoever kind,or by whomsoever caused,to the
person or property of anyone on or off the right-of-way,arising out of or resulting from the
performance of the contract or from the installation,existence,use,maintenance,condition,
repairs, alteration and/or removal of any equipment or material,whether due in whole or in part to
the acts and/or omissions and/or negligent acts and/or omissions:
(a) of the State of Indiana,INDOT,and/or its/their officials, agents,representatives,attorneys
and/or employees,individually and/or jointly;
(b) of the LPA,and/or its officials,agents,representatives,attorneys and/or employees,
individually and/or jointly;
"EXHIBIT A
Page 5 of 9
Version 4-03-2014
(c) of any and all persons,fins,corporations,insurers,government or other legal entity
engaged in the performance of the contract;and/or
(d) the joint negligence of any of them, including any claim arising out of the Worker's
Compensation law or any other law,ordinance,order,or decree.
The LPA also agrees to pay all reasonable expenses and attorney's fees incurred by or imposed on the
State of Indiana,INDOT and/or its/their officials,agents,representatives,attorneys,and/or employees,
individually and/or jointly,in connection herewith in the event that the LPA shall default under the
provisions of this section.
The LPA also agrees to pay all reasonable expenses and attorney's fees incurred by or imposed on the
State of Indiana,INDOT and/or its/their officials,agents,representatives,attorneys,and/or employees,
individually and/or jointly,in asserting successfully a claim against the LPA for indemnity pursuant to
this contract.
L Merger&Modification. This Contract constitutes the entire agreement between the PARTIES.
No understandings, agreements, or representations, oral or written, not specified within this
Contract will be valid provisions of this Contract. This Contract may not be modified,
supplemented or amended, in any manner, except by written agreement signed by all necessary
PARTIES.
J. Non-Discrimination.
1. Pursuant to I.C.22-9-1-10 and the Civil Rights Act of 1964,the LPA,shall not discriminate
against any employee or applicant for employment, to be employed in the performance of work
under this Contract, with respect to hire, t enure, terms, conditions or privileges of employment or
any matter directly or indirectly related to employment, because of race, color, religion, sex,
disability,national origin,ancestry or status as a veteran. Breach of this covenant may be regarded
as a material breach of this Contract. Acceptance of this Contract also signifies compliance with
applicable Federal laws, regulations, and executive orders prohibiting discrimination in the
provision of services based on race,color,national origin,age,sex,disability or status as a veteran.
2. The LPA understands that INDOT is a recipient of Federal Funds. Pursuant to that
understanding, the LPA, agrees that if the LPA employs fifty(50) or more employees and does at
least$50,000 worth of business with the State and is not exempt, the LPA will comply with the
affirmative action reporting requirements of 41 Uf'R 60-1.7. The LPA shall comply with Section
202 of executive order 11246, as amended, 41 CFR 60-250, and 41 CFR 60-741, as amended,
which are incorporated herein by specific reference. Breach of this covenant may be regarded as a
material breach of Contract.
It is the policy of INDOT to assure full compliance with Tide VI of the Civil Rights Act
of 1964,the Americans with Disabilities Act and Section 504 of the Vocational Rehabilitation
Act and related statutes and regulations in all programs and activities. Title VI and related
statutes require that no person in the United States shall on the grounds of race,color or national
origin be excluded from participation in,be denied the benefits of,or be subjected to
discrimination under any program or activity receiving Federal financial assistance. (INDOT's
Title VI enforcement shall include the following additional grounds:sex,ancestry,age, income
status,religion and disability.)
3. During the performance of this Contract, the LPA, for itself, its assignees and successors
in interest(hereinafter referred to as the"LPA")agrees to the following assurances under
Title VI of the Civil Rights Act of 1964:
..7tHIBff A
Page 6 of 9
Version 4-03-2014
a. Compliance with Regulations: The LPA shall comply with the regulations relative to
nondiscrimination in Federally-assisted programs of the Department of Transportation,
Title 49 CFR Part 21,as they may be amended from time to time(hereinafter referred to
as the Regulations), which are herein incorporated by reference and made a part of this
Contract.
b. Nondiscrimination: The LPA, with regard to the work performed by it during the
Contract, shall not discriminate on the grounds of race, color, sex, national origin,
religion, disability, ancestry, or status as a veteran in the selection and retention of
subcontractors,including procurements of materials and leases of equipment. The LPA
shall not participate either directly or indirectly in the discrimination prohibited by
section 21.5 of the Regulation, including employment practices when the Contract covers
a program set forth in Appendix B of the Regulations.
c. Solicitations for Subcontracts. Including Procurements of Materials and Equipment: In
all solicitations either by competitive bidding or negotiation made by the LPA for work to
be performed under a subcontract, including procurements of materials or leases of
equipment, each potential subcontractor or supplier shall be notified by the LPA of the
LPA's obligations under this Contract,and the Regulations relative to nondiscrimination
on the grounds of race, color, sex,national origin,religion, disability, ancestry, or status
as a veteran.
d. Information and Reports: The LPA shall provide all information and reports required by
the Regulations, or directives issued pursuant thereto, and shall permit access to its
books, records, accounts, other sources of information, and its facilities as may be
determined by the Indiana Department of Transportation and Federal Highway
Administration to be pertinent to ascertain compliance with such Regulations, orders and
instructions. Where any information required of an LPA is in the exclusive possession of
another who fails or refuses furnish this information, the LPA shall so certify to the
Indiana Department of Transportation or the Federal Highway Administration as
appropriate,and shall set forth what efforts it has made to obtain the information.
e. Sanctions for Noncompliance: In the event of the LPA's noncompliance with the
nondiscrimination provisions of this Contract, the Indiana Department of Transportation
shall impose such contract sanctions as it or the Federal Highway Administration may
determine to be appropriate, including, but not limited to: (a) withholding payments to
the LPA under the Contract until the LPA complies, and/or(b)cancellation,termination
or suspension of the Contract,in whole or in part.
f. Incorporation of Provisions: The LPA shall include the provisions of paragraphs a
through f in every subcontract, including procurements of materials and leases of
equipment,unless exempt by the Regulations,or directives issued pursuant thereto.
The LPA shall take such action with respect to any subcontract or procurement as the Indiana
Department of Transportation or the Federal Highway Administration may direct as a means
of enforcing such provisions including sanctions for non-compliance,provided,however,that
in the event the LPA becomes involved in, or is threatened with, litigation with a
subcontractor or supplier as a result of such direction, the LPA may request the Indiana
Department of Transportation to enter into such litigation to protect the interests of the
Indiana Department of Transportation, and, in addition, the LPA may request the United
States of America to enter into such litigation to protect the interests of the United States of
America.
"EXHIBIT A
Page 7 of 9
Version 4-03-2014
K. Payment. All payments made by INDOT, if any, shall be made in arrears in conformance
with State fiscal policies and procedures and,as required by I.C.4-13-2-14.8,by electronic funds
transfer to the financial institution designated by the LPA in writing unless a specific waiver has
been obtained from the Indiana Auditor of State.No payments will be made in advance of receipt
of the goods or services that are the subject of this Contract except as permitted by I.C.4-13-2-20.
L. Penalties. Interest and Attorney's Fees. INDOT will in good faith perform its required
obligations hereunder, and does not agree to pay any penalties, liquidated damages, interest, or
attorney's fees,except as required by Indiana law in part,I.C. 5-17-5,I.C.34-54-8,and LC.34-13
M. Severability. The invalidity of any section,subsection,clause or provision of the Contract shall
not affect the validity of the remaining sections,subsections,clauses or provisions of the Contract.
N. Status of Claims. The LPA shall be responsible for keeping INDOT currently advised as to the
status of any claims made for damages against the LPA resulting from services performed under
this Contract. The LPA shall send notice of claims related to work under this Contract to:
Chief Counsel
Indiana Department of Transportation
100 North Senate Avenue,Room N758
Indianapolis,Indiana 46204-2249
The remainder of this page is intentionally left blank.
"EXHIBIT Pc
Page 8 of 9
Version 4-03-2014
NNon-Collusion
The undersigned attests, subject to the penalties for perjury, that he/she is the LPA, or that he/she is the
properly authorized representative, agent, member or officer of the LPA, that he/she has not, nor has any
other member, employee, representative, agent or officer of the LPA, directly or indirectly, to the best of f
his/her knowledge, entered into or offered to enter into any combination,collusion or agreement to receive
or pay,and that he/she has not received or paid, any sum of money or other consideration for the execution
of this Contract other than that which appears upon the face of this Contract. representatives,
In Witness Whereof, LPA and the State of Indiana have, through duly authorized
entered into this Contract. The PARTIES having read and understand the forgoing terms of this Contract do
by their respective signatures dated below hereby agree to the terms thereof.
LPA: City of Carmel STATE OF INDIANA
Department of Transportation
Jl rn 4141/76- I "Vez/fj�j? Recommended for approval by:
Print or type name and title
Gai ey{�5/77,20/4/ Robert D.Cates,Director
ignatu a and date Contract Administration Division
.;G i ti ' I/is • 'i Date:
ip . type name and
Executed by:
law , S) -/
Signa and date
Troy A.Woodruff,Chief of Staff
Print or type name and title Date:
Department of Administration
Signature and date
Jessica Robertson,Acting Commissioner
Date:
A. . /
.
�� • ,. State Budget Agency
Auditor-er Clerk Treasurer Brian E.Bailey,Director
Date:
Approved as to Form and Legality:
This instrument prepared by: (FOR)
Ellen Hite
April 22,2014 Gregory F.Zoeller,Attorney General of Indiana
Date:
"EXHIBIT A is
Page 9 of 9
Version 4-03-2014
ATTACHMENT A
PROJECT DESCRIPTION
Des.No.: 1400673
Program: State Exchange Funds
Type of Project: Road Reconstruction(3R/4R Standards)
Location: Main Street
A general scope/description of the Project is as follows:
A project for road reconstruction(3R/4R standards)for Main Street from Illinois Street to
Guilford Road,in the City of Carmel,Hamilton County.Indiana.
"EXHIBIT A
Attachment A,Page 1 of 1
•
Version 4-03-2014
ATTACHMENT B
LPA'S RIGHTS AND DUTIES
In addition to any other rights and duties required by Indiana or federal law, regulations, rules,
policies or procedures, or described elsewhere in this Contract, the following are the LPA's rights and
duties under this Contract for the Project.
1. Pursuant to Indiana Code § 36-9-42.2, the LPA has requested and intends to use state
funds instead of federal funds to partially pay for the Project. The LPA shall use sound
engineering practices for the design of the Project. The LPA should complete the Project
in accordance with INDOT's Design Manual (See
http://www.in.gov/div/contracts/atandards/dm.html) and all pertinent state and federal
laws,regulations,policies and guidance.
2. The LPA or its consultant should prepare the environmental document(s) for the Project
in accordance with INDOT's Environmental Manual (See
http://www.in.gov/indot/7287.htm.) and all pertinent state and federal laws, regulations,
policies and guidance.
3. The LPA acknowledges that in order for the cost of consultant services to be eligible for
state funds, the consultant selection must be accordance with INDOT's consultant selection
procedure.
4. REQUIREMENTS FOR ADDITIONAL CONTRACTS
A. If the LPA wishes to contract with a consultant, contractor or other agent to
complete work on the Project,LPA may:
1. use the"LPA-CONSULTANT Agreement",which is found at
http://www.in.gov/indot/div/projects/LPASection/and is incorporated by
reference;or
2. use a form of agreement that has been reviewed and approved by INDOT.
5. The LPA agrees to provide all relevant documents including,but not limited to,all plans,
specifications and special provisions, to INDOT for review and approval, and such
approval will not be unreasonably withheld. If INDOT does not approve an LPA
submittal, the LPA shall cause the submittal to be modified in order to secure INDOT's
approval. The LPA understands that if it fails to provide a submittal, submits it late, or
the submittal is not approvable,the schedule,cost,and state funds for the Project may be
jeopardized.
6. The LPA agrees to complete all right-of-way acquisition, utility coordination, railroad
coordination, and acquire the necessary permit(s) and submit documentation of such to
INDOT. The utility coordination shall be in accordance with 105 1AC 13.
7. The LPA shall also be responsible for all costs associated with additional provisions
and/or expenses in excess of the state funds allocated to the project.
8. The LPA shall provide competent and adequate engineering, testing, and inspection
service to ensure the performance of the work is in accordance with the construction
contract, plans and specifications and any special provisions or approved change orders.
If, in INDOT's opinion, the services enumerated in this section are deemed to be
" HISITEna t B Page 1 of f
Version 4-03-2014
incompetent or inadequate or are otherwise insufficient or if a dispute arises,INDOT may
withhold reimbursement of state funds for this work.
9. If INDOT should require reports,the LPA shall submit reports,including but not limited
to quarterly reports, to INDOT regarding the project's progress and the performance of
work per INDOT standard reporting methods. If the required reports are not
submitted,state funds may be withheld.
10. If INDOT finds violations of this contract, state or federal law, or otherwise denies or
withholds state funds(hereinafter called a citation or cited funds) for any reason and for
all or any part of the Project,the LPA agrees as follows:
a. In the case of correctable noncompliance,the LPA shall make the corrections in a
reasonable amount of time. If the LPA fails to do so, paragraph 14.b. and/or
I4.c.below,as applicable,shall apply.
b. In case a citation for noncompliance is not correctable or if correctable and the
LPA does not make any corrections, this paragraph shall apply and adjustments
shall be made as follows:
I. The LPA shall reimburse INDOT the total amount of costs.
c. If INDOT issues a citation denying or withholding all or any part of construction
costs due to LPA noncompliance with requirements, and construction work was
or is in progress,the following shall apply:
1. INDOT may elect to terminate, suspend, or continue reimbursement of
the construction work.
2. In the case of correctable noncompliance, the LPA shall make the
corrections in a reasonable amount of time to the satisfaction of INDOT.
3. In case the noncompliance is not correctable, or if correctable and the
LPA does not make any corrections,or if correctable and the LPA makes
corrections that are not acceptable to INDOT,or for whatever reason the
citation continues in force beyond a reasonable amount of time, and
construction work has been terminated or suspended,the LPA agrees to
reimburse INDOT the full amount it paid for said construction work,less
the amount of state funds allowed by INDOT.
d. In any case, the LPA shall reimburse INDOT the total cost of the Project, not
eligible for state reimbursement.
e. If for any reason, the LPA is required to repay to INDOT the sum or sums of
state funds paid to the LPA under the terms of this Contract,then the LPA shall
repay to INDOT such sum or sums within forty-five (45) days after receipt of a
billing from INDOT. Payment for any and all costs incurred by the LPA which
are not eligible for state funding shall be the sole obligation of the LPA.
'EXHIBff A
Attachment B,Page 2 of 2
Version 4-03-2014
ATTACHMENT C
INDOT'S RIGHTS AND DUTIES
In addition to any other rights and duties required by Indiana or federal law or regulations or
described elsewhere in this Contract,the following are INDOT's rights and duties under the Contract:
1. INDOT shall have the option to access and to inspect all plans, specifications and special
provisions for the Project regardless of when those plans, specifications, special
provisions or other such Project documents were created.
2. The LPA shall let and award the construction contract for the Project according to
applicable laws and rules.
3. INDOT shall have the right and opportunity to inspect any construction under this
Contact to determine whether the construction is in conformance with the plans and
specifications for the Project.
"EXHIBIT Pc-
Attachment C,Page 1 of 1
Version 4-03-2014
ATTACHMENT D
PROJECT FUNDS
Project Costs.
A. Pursuant to Indiana Code § 36-9-42.2 state Funds made available to the LPA by INDOT
will be used to pay 75 % of the eligible Project construction costs that had been approved for
federal finding. State Exchange Funds will be used to pay 100% of the eligible Prolect
construction costs up to the maximum amount of state funds allocated to the Project which
is$4200.000.00. The LPA agrees to pay all other Project costs,including but not limited to
preliminary engineering.right-of-way,utility relocation and construction engineering costs.
B. The remainder of the Project cost shall be borne by the LPA. For the avoidance of doubt,
INDOT shall not pay for any costs relating to the Project unless the PARTIES have agreed in a
document(which specifically references section I.D. of Attachment D of this contract) signed by
an authorized representative of INDOT,the Indiana Department of Administration, State Budget
Agency,and the Attorney General of Indiana.
II. Billings.
A. The LPA shall pay the LPA's contractor and then shall seek reimbursement from
INDOT for actual costs expended,not to exceed the amount listed in Section I.A.
above.
B. The LPA understands time is of the essence regarding the Project timeline and
costs and delays in payment may cause substantial time delays and/or increased
costs for the Project.
TH. Repayment Provisions.
If for any reason INDOT finds non compliance and requires a repayment of state funds
previously reimbursed the LPA is required to submit such sum or sums within thirty(3)days after
receipt of a billing from INDOT. If the LPA has not paid the full amount due within sixty(60)
calendar days past the due date,INDOT may proceed in accordance with I.C. 8-14-1-9 to compel
the Auditor of the State of Indiana to make a mandatory transfer of funds for the LPA's allocation
of the Motor Vehicle Highway Account to INDOT's account until the amount due has been
repaid.
°EXHIBIT
Attachment D,Page 1 of 1