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Home My WebLink AboutPaperless Packet for BPW 09.20.23Board of Public Works and Safety Meeting Agenda Wednesday, September 20, 2023 – 10:00 a.m. Council Chambers City Hall, One Civic Square MEETING CALLED TO ORDER 1.MINUTES a.Minutes from the September 6, 2023, Regular Meeting 2.BID OPENING AND AWARD a.Quote Opening for 23-STR-08 Smoky Row Hardscape; Matt Higginbotham, Street Commissioner b.Quote Opening for 20-13DM 10555 Westfield Blvd Residential Structures Demolition; Jeremy Kashman, City Engineer c.Bid Opening for 20-ENG-06 Multi-Use Path Along Haverstick Road from 96th Street to 99th Street; Jeremy Kashman, City Engineer d.Bid Award for 20-ENG-13 Veterans Way – City Center Dr. to W. Walnut St. Road Construction Project; Jeremy Kashman, City Engineer 3.CONTRACTS a.Resolution BPW 09-20-23-04; Request for Acknowledgement of Contract between City and Vendor; Duke Energy Indiana, Inc.; Interconnection Agreement; Henry Mestetsky, Director of Redevelopment b.Request for Goods and Services; Angel Oak Tree Care; ($106,000.00); Tree Removal and Landscaping; Additional Services Amendment; Mike Hollibaugh, Director of the Department of Community Services c.Resolution BPW 09-20-23-01; Request for Acknowledgement of Contract between City and Vendor; Mobycon, Inc.;($36,500.00); Transportation Masterclass & Workshop; Mike Hollibaugh, Director of the Department of Community Services; Jeremy Kashman, City Engineer; Matt Higginbotham, Street Commissioner d.Request for Joint Use and Maintenance Agreement between the Indiana Department of Transportation (INDOT) and the City of Carmel; Landscaping along US 31; Jeremy Kashman, City Engineer e.Request for Acknowledgement of Local Public Agency Consulting Contract between City and Consultant; CHA Consulting, Inc.; ($343,085.98); 18-ENG-02 – 106th & Hazel Dell RAB – INDOT 2200151- Construction Inspection; Jeremy Kashman, City Engineer f.Request for Acknowledgement of Local Public Agency Consulting Contract between City and Consultant; Lochmueller Group, Inc.; ($450,573.53); 20-ENG-11 96th St Path & Bridges – INDOT 2200152, 153 & 154 – Construction Inspection; Jeremy Kashman, City Engineer g. Request for Acknowledgement of Local Public Agency Consulting Contract between City and Consultant; American Structurepoint; ($238,162.62); 20-03-96th & College RAB – INDOT 1901894 – Construction Inspection; Jeremy Kashman, City Engineer h. Request for Purchase of Goods and Services; Rieth-Riley Construction Co., Inc.; ($4,390,785.00); 20-ENG-13 Veterans Way – City Center Dr. to W. Walnut St. Road Construction Project; Jeremy Kashman, City Engineer i. Request for Purchase of Goods and Services; Specialized Land Services, Inc.; ($12,450.00); 20-ENG-06 Haverstick Path - Buying Services – Parcel 10-16; Additional Services Amendment; Jeremy Kashman, City Engineer j. Request for Purchase of Goods and Services; United Consulting Engineers, Inc.; ($22,250.00); 16-SW-104 Smoky Row and Monon Trail Over Little Cool Creek - Supplement; Additional Services Amendment; Jeremy Kashman, City Engineer k. Request for Purchase of Goods and Services; Decorative Paving Company; ($-6,614.61); 23-STR-06 Palladium Pavers; CO #2; Matt Higginbotham, Street Commissioner l. Request for Purchase of Goods and Services; Mainscape, Inc.; ($51,289.00); Holiday Lights Installation; Additional Services Amendment; Matt Higginbotham, Street Commissioner m. Request for Purchase of Goods and Services; Omni Electric, LLC; ($22,195.00); Electrical Installation – Zotec and Illinois; Matt Higginbotham, Street Commissioner 4. REQUEST TO USE CITY STREETS/PROPERTY a. Request to Use/Close City Street; Boo ’n Brew Fall Festival; October 21, 2023; 6:00 AM – 9:00 PM; Christine Foulke, Clay Terrace Management b. Request to Use Civic Square Gazebo, Lawn & Fountain Area, and Request for Rolling Closure of City Streets; Brain Bolt 5k Run/Walk; October 7, 2023; 5:00 AM – 1:00 PM; Lee O’Connor, RaceMaker Productions, LLC c. Request for Special Parking Spaces and Signage; Holiday & More Concerts; November 29 – December 1, 2023; 8:00 AM – 9:00 PM; Ashley Nicole Soprano, The Cat d. Request to Use Carter Green, Close Carter Green Loop and Request for Parking Spaces; Under the Carmel Sun Italian Festival; September 22, 2024, 6:00 AM – September 23, 2024, 11:00 AM; Diane Wilson, Carmel-Cortona Sister Cities e. Request to Use Area Near Carter Green; Information and Refreshment Table; Mondays, September 25, 2023 – October 30, 2023; 7:15 AM – 10:45 AM; Kira Archer, FlexWerk Fitness – DENIED BY CITY DEPARTMENTS f. Request to Use Council Chambers; Protecting Places of Worship Workshop; June 3, 2024; 5:00 PM – 8:30 PM; Monica Peterson, Hamilton County Emergency Management g. Request to Use/Close City Streets and Use Sophia Square Restrooms; Carmel PorchFest; September 15, 2024; 8:00 AM – 7:00 PM; Sondra Schwieterman, Carmel Porchfest, Inc. 5. OTHER a. Request for Stormwater Technical Standards Waiver; Merchants Bank - 210 3rd Avenue SW; CEC, Inc. b. Request for Stormwater Technical Standards Waiver; 13855 Coldwater Drive; Louis Abukhalaf, Property Owner c. Request for Waiver of BPW Resolution No. 04-28-17-01; Lane Restrictions; 1st Avenue SE and Phelps Way; AT&T d. Request for Driveway Design Variance from Standard Drawing 10-22; Merchants Bank – 210 3rd Avenue SW; CEC, Inc. e. Request for Sidewalk Closure; Monon Square - 620 South Rangeline Road; CEC, Inc. f. Request for Open Pavement Cut; 12780 River Road; Centerpoint Energy g. Right of Way Dedication; 106th Street and Gray Road; E. & H. Mueller Development, LLC h. Request for Stormwater Technical Standards Waiver; Monon Square – 620 South Rangeline Road; CEC, Inc. i. Request for Secondary Plat; Rangeline Subdivision; Chester Judson Vanek, CEC, Inc. j. Request for Grant of Perpetual Storm Water Quality Management Easement; Woodland Country Club - 100 Woodland Lane; Woodland Country Club, Property Owner k. Resolution BPW 09-20-23-02; A Resolution of the Board of Public Works and Safety of the City of Carmel, Indiana, Approving the Transfer and Presentation of Pistol and Badge to Lieutenant Charles Harting; 36 years of Meritorious Service; Chief James Barlow, Carmel Police Department l. Resolution BPW 09-20-23-03; A Resolution of the Board of Public Works and Safety of the City of Carmel, Indiana, Appointing the Police Chief’s Executive Assistant – Investigations Commander (Major); Chief James Barlow, Carmel Police Department 6. ADJOURNMENT Board of Public Works and Safety Meeting 1 Minutes 2 Wednesday, September 6, 2023 – 10:00 a.m. 3 Council Chambers City Hall, One Civic Square 4 5 6 7 MEETING CALLED TO ORDER 8 9 Mayor James Brainard called the meeting to order at 10:00 AM 10 11 MEMBERS PRESENT 12 13 Mayor James Brainard, Board Members Mary Ann Burke and Lori Watson, and Deputy Clerk Jessica Komp 14 were present. 15 16 MINUTES 17 18 Minutes from the August 16, 2023 Regular Meeting. Board Member Burke moved to approve. Board Member 19 Watson seconded. Minutes were approved 3-0. 20 21 QUOTE & BID OPENINGS & AWARDS 22 23 Quote Opening for 23-STR-08 Smoky Row Hardscape 24 There were no bids received for this project. 25 26 Bid Opening for Brookshire Golf Course Cellular Tower 27 Lori Watson opened the bids and Mayor Brainard read them aloud: 28 29 Contractor Quote 30 Charles Brandt Construction Co. $2,237,457.42 31 Fredericks, Inc. Contractors $1,953,000.00 32 33 Bid Opening for 20-ENG-13 Veterans Way - City Center Dr. to W. Walnut St. Road Construction Project 34 Lori Watson opened the bids and Mayor Brainard read them aloud: 35 36 Contractor Quote 37 Millennium Contractors, LLC $5,640,000.00 38 White Construction, LLC $5,474,000.00 39 Rieth-Riley Construction Co., Inc. $4,390,785.00 40 Calumet Civil Contractors, Inc. $5,929,000.00 41 Gradex Construction Co. $4,781,750.00 42 Morphey Construction, Inc. $4,500,000.00 43 E&B Paving, Inc. $4,856,769.69 44 45 46 47 48 Bid Award for 22-ENG-13 Miscellaneous Path Connections 49 Jeremy Kashman, Director of Engineering, recommended awarding the bid to All Star Paving, Inc. as they 50 were the lowest, most responsive bidder. Board Member Burke moved to award the bid to All Star Paving, 51 Inc. in the amount of $1,985,376.00. Board Member Watson seconded. Award approved 3-0. 52 53 PERFORMANCE BOND REDUCTION/RELEASE APPROVAL REQUESTS 54 55 Courtyards of Carmel, Section 3; Bond Reduction (-$69,071.20); Storm Sewer; Board Member Burke 56 moved to approve. Board Member Watson seconded. Bond Reduction approved 3-0. 57 58 Resolution BPW 09-06-23-06; The Grove at Legacy, Section 5; Erosion Control; Board Member Burke 59 moved to approve. Board Member Watson seconded. Resolution approved 3-0. 60 61 Resolution BPW 09-06-23-07; Courtyards of Carmel, Section 2; Storm Sewer; Board Member Burke 62 moved to approve. Board Member Watson seconded. Resolution approved 3-0. 63 64 Resolution BPW 09-06-23-08; Ambleside 1A/1B; Paving and Common Area Sidewalk; Board Member 65 Burke moved to approve. Board Member Watson seconded. Resolution approved 3-0. 66 67 CONTRACTS 68 69 Request for Purchase of Goods and Services; Central Indiana Hardware Co., Inc.; ($27,650.00); Building 70 Repairs and Maintenance; Board Member Burke moved to approve. Board Member Watson seconded. 71 Request approved 3-0. 72 73 Request for Goods and Services; Municipal Emergency Services, Inc.; ($22,818.36); Rit-Pak Emergency 74 Air Supply Masks; Additional Services Amendment; Board Member Burke moved to approve. Board 75 Member Watson seconded. Request approved 3-0. 76 77 Resolution BPW 09-06-23-02; A Resolution Requesting Financing, Construction and Dedication of Certain 78 Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the Payment of Parks 79 and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; Buckingham AT&T; 80 ($1,191,208.00); Board Member Burke moved to approve. Board Member Watson seconded. Resolution 81 approved 3-0. 82 83 Resolution BPW 09-06-23-03; A Resolution Requesting Financing, Construction and Dedication of Certain 84 Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the Payment of Parks 85 and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; Monon Square North; 86 ($1,845,396.00); Board Member Burke moved to approve. Board Member Watson seconded. Resolution 87 approved 3-0. 88 89 Resolution BPW 09-06-23-04; A Resolution Requesting Financing, Construction and Dedication of Certain 90 Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the Payment of Parks 91 and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; The Concourse; 92 ($483,318.00); Board Member Burke moved to approve. Board Member Watson seconded. Resolution 93 approved 3-0. 94 95 96 97 Resolution BPW 09-06-23-05; A Resolution Requesting Financing, Construction and Dedication of Certain 98 Infrastructure or Other Impact Zone Improvements in Lieu of and as a Credit Against the Payment of Parks 99 and Recreation Impact Fees (“PRIF”) and Approving a PRIF Credit Agreement; 111 S Rangeline Road 100 Townhomes; ($53,702.00); Board Member Burke moved to approve. Board Member Watson seconded. 101 Resolution approved 3-0. 102 103 Request for Purchase of Goods and Services; Andris Berzins; ($54,000.00); Sister Cities and Community 104 Engagement Consultant; Board Member Burke moved to approve. Board Member Watson seconded. 105 Request approved 3-0. 106 107 Resolution 09-06-23-09; Request for Acknowledgement of Contract between City and Vendor; MEG & 108 Associates, Inc.; ($13,500.00); Event Planning & Media Services; Additional Services Amendment; Board 109 Member Burke moved to approve. Board Member Watson seconded. Resolution approved 3-0. 110 111 Request for Purchase of Goods and Services; All Star Paving, Inc.; ($1,985,376.00); 22-ENG-13 112 Miscellaneous Path Connections - Construction; Board Member Burke moved to approve. Board Member 113 Watson seconded. Request approved 3-0. 114 115 Request for Purchase of Goods and Services; Beam, Longest & Neff, LLC; ($34,485.00); 20-ENG-04 116 College Ave Reconstruction – Appraisals, ROW & Buyer’s Agent Services; Additional Services 117 Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 118 3-0. 119 120 Request for Purchase of Goods and Services; Beam, Longest & Neff, LLC; ($5,675.00); 22-ENG-13 121 Shelborne Road Path – Buyer’s Agent & Appraisal Services; Additional Services Amendment; Board 122 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 123 124 Request for Purchase of Goods and Services; Beam, Longest & Neff, LLC; ($134,200.00); 20-ENG-01 125 Smoky Row Road – Old Meridian to Rangeline Rd RAB – Inspection Supplement; Additional Services 126 Amendment; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 127 3-0. 128 129 Request for Purchase of Goods and Services; Beam, Longest & Neff, LLC; ($462,500.00); 22-ENG-15 130 Clay Ctr Rd Multi-Use Path & Culvert – Design; Additional Services Amendment; Board Member Burke 131 moved to approve. Board Member Watson seconded. Request approved 3-0. 132 133 Request for Purchase of Goods and Services; American Structurepoint, Inc.; ($23,849.16); 20-ENG-02 134 106th Street and College Avenue RAB Intersection Improvements; CO #3; Board Member Burke moved to 135 approve. Board Member Watson seconded. Request approved 3-0. 136 137 Request for Purchase of Goods and Services; CrossRoad Engineers, P.C.; ($85,000.00); On-Call Plan 138 Review; Additional Services Amendment; Board Member Burke moved to approve. Board Member Watson 139 seconded. Request approved 3-0. 140 141 Request for Purchase of Goods and Services; CrossRoad Engineers, P.C.; ($75,000.00); On-Call 142 Engineering and Inspection Services; Additional Services Amendment; Board Member Burke moved to 143 approve. Board Member Watson seconded. Request approved 3-0. 144 145 Request for Purchase of Goods and Services; CrossRoad Engineers, P.C.; ($700,000.00); 20-ENG-13 146 Veterans Way – City Center to Walnut – Construction Inspection; Additional Services Amendment; Board 147 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 148 Request for Purchase of Goods and Services; DLZ, Indiana, LLC; ($25,000.00); 16-ENG-45 116th Street & 149 AAA Way RAB Design; Additional Services Amendment; Board Member Burke moved to approve. Board 150 Member Watson seconded. Request approved 3-0. 151 152 Request for Purchase of Goods and Services; Traynor & Associates, Inc.; ($2,000.00); 22-ENG-13 153 Shelborne Path Appraisal Services; Additional Services Amendment; Board Member Burke moved to 154 approve. Board Member Watson seconded. Request approved 3-0. 155 156 Request for Joint Funding Agreement for Water Resource Investigations; U.S. Department of the 157 Interior/U.S. Geological Survey; ($4,800.00); Maintenance of Streamflow Gaging Station; Board Member 158 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 159 160 Resolution BPW 09-06-23-01; Request for Acknowledgement of Contract between City and Vendor; 161 Environmental Systems Research Institute, Inc.; ($64,417.85); SGEA Contract; Board Member Burke 162 moved to approve. Board Member Watson seconded. Resolution approved 3-0. 163 164 Request for Purchase of Goods and Services; Lithko Restoration Technologies, LLC; ($51,945.00); Sophia 165 Square Waterproofing; CO #5; Board Member Burke moved to approve. Board Member Watson seconded. 166 Request approved 3-0. 167 168 Request for Purchase of Goods and Services; Cintas Corporation; ($39,000.00); Laundry Services; Board 169 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 170 171 Request for Purchase of Goods and Services; Engledow, Inc.; ($99,179.00); Holiday Market Decorations; 172 Additional Services Amendment; Board Member Burke moved to approve. Board Member Watson 173 seconded. Request approved 3-0. 174 175 Request for Purchase of Goods and Services; Engledow, Inc.; ($60,000.00); Holiday Market Install; 176 Additional Services Amendment; Board Member Burke moved to approve. Board Member Watson 177 seconded. Request approved 3-0. 178 179 Request for Purchase of Goods and Services; LITHKO Restoration Technologies, LLC; ($35,565.00); 180 Sophia Square Fountain Waterproofing; Additional Services Amendment; Board Member Burke moved to 181 approve. Board Member Watson seconded. Request approved 3-0. 182 183 Request for Purchase of Goods and Services; Omni Electric, LLC; ($26,975.00); 96th Street and Gray Road 184 Electrical Installation; Board Member Burke moved to approve. Board Member Watson seconded. Request 185 approved 3-0. 186 187 REQUEST TO USE CITY STREETS/PROPERTY 188 189 Request to Use/Close City Street; Neighborhood Block Party; September 24, 2023; 4:00 PM – 8:00 PM; 190 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 191 192 Request to Use/Close City Streets; Running Club Practice; September 7, 2023; 2:55 PM – 3:35 PM; Board 193 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 194 195 Request to Use/Close City Street; Neighborhood Block Party; September 16, 2023; 5:00 PM – 10:00 PM; 196 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 197 198 199 Request to Use/Close City Street; Neighborhood Block Party; September 9, 2023; 4:00 PM – 11:00 PM; 200 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 201 202 Request to Use Carter Green / Adjacent Drives / Adjacent Sidewalks / Veteran’s Memorial South Lawn / 203 Parking Spaces on the east side of SW Ave/ Non-Exclusive Use of the James Building and Veteran’s Way 204 Parking Structures and the James Building Lobby and Restroom Facilities; Carmel Farmers Market; Every 205 Saturday, May 4, 2024 – September 28, 2024; 6:00 AM – 1:30 PM; Board Member Burke moved to 206 approve. Board Member Watson seconded. Request approved 3-0. 207 208 Request to Use Civic Square Gazebo/Lawn; City Employee Luncheon; October 2, 2023, 12:00 PM – 209 October 3, 2023, 5:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. 210 Request approved 3-0. 211 212 Request to Use City Street; Alumni Event; September 30, 2023; 3:00 PM – 10:00 PM; Board Member 213 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 214 215 Retro-Ratification of Request to Use City Hall Parking Lot; Jazz Festival; August 11, 2023, 5:00 PM – 216 August 12, 2023, 11:59 PM; Board Member Burke moved to approve. Board Member Watson seconded. 217 Request approved 3-0. 218 219 Request to Use/Close City Street; Neighborhood Cookout; September 23, 2023; 3:00 PM – 8:00 PM; 220 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 221 222 Retro-Ratification of Request to Use Tent at Midtown Plaza & Parking Spaces; Midtown’s Got Talent; 223 August 24, 2023, 1:00 PM - August 27, 2023, 11:00 PM; Board Member Burke moved to approve. Board 224 Member Watson seconded. Request approved 3-0. 225 226 Retro-Ratification of Request to Use/Close City Street; Neighborhood Block Party; August 19, 2023; 9:00 227 AM – 9:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request 228 approved 3-0. 229 230 Request to Use/Close City Street; Neighborhood Block Party; September 9, 2023; 3:00 PM – 12:00 AM; 231 Board Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 232 233 Request to Use Carter Green & Rolling Street Closure; Santa’s Arrival; November 18, 2023; 8:00 AM – 234 8:00 PM; Board Member Burke moved to approve. Board Member Watson seconded. Request approved 235 3-0. 236 237 Request to Use Midtown Plaza; Outdoor Workout; September 13, 2023; 5:00 PM – 7:00 PM; Board 238 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 239 240 Request to Use Midtown Plaza; Outdoor Workout; October 4, 2023; 4:00 PM – 6:00 PM; Board Member 241 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 242 243 Request to Use/Close City Street; Neighborhood Block Party; September 15, 2023 (Rain date: September 244 16, 2023); 4:00 PM – 10:00 PM; Board Member Burke moved to approve. Board Member Watson 245 seconded. Request approved 3-0. 246 247 Request to Use/Close City Streets; Half Marathon & 5K; October 21, 2023; 5:00 AM – 2:00 PM; Board 248 Member Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 249 250 OTHER 251 252 Request for Waiver of Resolution BPW 04-28-17 - Underground and Buried Utility District; Small Cell 253 Permit #SC-2023-00003; Board Member Burke moved to approve. Board Member Watson seconded. 254 Request approved 3-0. 255 256 Request for Consent to Encroach and Variance; 11022 Jasmine Drive; Board Member Burke moved to 257 approve. Board Member Watson seconded. Request approved 3-0. 258 259 Request for Consent to Encroach and Variance; 241 1st Ave NW; Board Member Burke moved to approve. 260 Board Member Watson seconded. Request approved 3-0. 261 262 Request for Consent to Encroach and Variance; 2902 Trailblazer Court; Board Member Burke moved to 263 approve. Board Member Watson seconded. Request approved 3-0. 264 265 Request for Consent to Encroach and Variance; 2945 Weatherstone Drive; Board Member Burke moved to 266 approve. Board Member Watson seconded. Request approved 3-0. 267 268 Request for Consent to Encroach and Variance; 4976 Tudor Place; Board Member Burke moved to 269 approve. Board Member Watson seconded. Request approved 3-0. 270 271 Request for Curb Cut & Curb Cut Vacation; 241 1st Ave NW; Board Member Burke moved to approve. 272 Board Member Watson seconded. Request approved 3-0. 273 274 Request for Curb Cut, Pavement Cut & Lane Restriction; 10880 N Michigan Road; Board Member Burke 275 moved to approve. Board Member Watson seconded. Request approved 3-0. 276 277 Request for Plat Vacation; Harry Bowser’s Northridge Addition; Board Member Burke moved to approve. 278 Board Member Watson seconded. Request approved 3-0. 279 280 Request for Secondary Plat; Rangeline Subdivision; WITHDRAWN 281 282 Request for Right of Way Dedication; 11585 Pennsylvania St along Washington Blvd; Board Member 283 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 284 285 Request for Stormwater Technical Standards Waiver; Tom Wood Audi, 4610-B East 96th St; Board Member 286 Burke moved to approve. Board Member Watson seconded. Request approved 3-0. 287 288 Request for Grant of Perpetual Storm Water Quality Management Easement; Lakeside Apartments Phase 289 II, 625 West Carmel Drive; Board Member Burke moved to approve. Board Member Watson seconded. 290 Request approved 3-0. 291 292 ADD-ON 293 294 Board Member Burke moved to add one add-on item to the agenda. Board Member Watson seconded. 295 Approved 3-0. 296 297 Adjustment to Consent to Encroach Agreement – 1st on Main 298 The Department of Engineering requests the approval of an adjustment to the Consent to Encroach 299 Agreement for the 1st on Main Project, pertaining to a stairwell behind the building, which will not affect 300 traffic in the alley. Presented by Jeremy Kashman, Director of Engineering. Board Member Burke moved 301 to approve. Board Member Watson seconded. Request approved 3-0. 302 303 ADJOURNMENT 304 305 Mayor James Brainard adjourned the meeting at 10:12. 306 307 308 APPROVED: ____________________________________ 309 Sue Wolfgang – City Clerk 310 311 312 _____________________________________ 313 Mayor James Brainard 314 315 316 ATTEST: 317 __________________________________ 318 Sue Wolfgang – City Clerk 319 320 RESOLUTION NO. BPW 09-20-23-04 RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR 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’smayor may enter into contracts on behalf ofthe City; and WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard, has caused to be signed the Agreement attached hereto (the “Contract”); and WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, 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 and thereafter made available to the public for review. SO RESOLVED this day of , 2023. CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety BY: James Brainard, Presiding Officer Date: Mary Ann Burke, Member Date: Lori S. Watson, Member Date: ATTEST: Sue Wolfgang, Clerk Date: CzTfshfzHsfdivlijobu23;11qn-Bvh42-3134 8/29/2023 ANGEL OAK TREE CARE CARMEL, IN 46082 - 110013 PO BOX 478 City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 PURCHASE ORDER NUMBER THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION VENDOR SHIP TO PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT EXTENSION Grounds maintenance services Dept of Community Service 1 Civic Square Carmel, IN 46032- 363273 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 80292 1192Department:101Fund:General Fund 43-504.00Account: Tree removal and other landscapeservices1 $106,000.00 $106,000.00Each 106,000.00SubTotal 106,000.00 Send Invoice To: PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT SHIPPING INSTRUCTIONS SHIP PREPAID. C.O.D. SHIPMENT CANNOT BE ACCEPTED. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 PAYMENT A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. CONTROL NO. 110013 ORDERED BY TITLE CONTROLLER Dept of Community Service 1 Civic Square Carmel, IN 46032- Mike Hollibaugh James Crider Director Director of Administration RESOLUTION NO. BPW 09-20-23-01 RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY ACKNOWLEDGING AGREEMENT BETWEEN CITY AND VENDOR 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’smayor may enter into contracts on behalf ofthe City; and WHEREAS, pursuant to his authority under Indiana law, the City’smayor, the Honorable James C. Brainard, has caused to be signed the Agreement attached hereto (the “Contract”); and WHEREAS, Mayor Brainard now wishes to present the contract to the City’sBoard of Public Works and Safety for it to be publicly acknowledged, filed in the Clerk’sOffice, 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 and thereafter made available to the public for review. SO RESOLVED this day of , 2023. CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety BY: James Brainard, Presiding Officer Date: Mary Ann Burke, Member Date: Lori S. Watson, Member Date: ATTEST: Sue Wolfgang, Clerk Date: BySergeyGrechukhinat1:22pm,Aug30,2023 Mobycon, Inc. Department of Community Services, Engineering, Street - 2023 Appropriation #1192 101 43-430.01, 43-430.02; 2200 2200 43-570.01; 2201 2201 43-509.00 Motor Vehicle Highway Funds P.O. #s 109989, 109990, 109992 Contract Not To Exceed $36,500.00 6. DISCLOSURE AND WARNINGS: If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of all chemicals, materials, substances and items used in or during the provision of the Goods and Services provided hereunder, including the quantity, quality and concentration thereof and any other information relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice (including appropriate labels on containers and packing) of any hazardous material utilized in or that is a part of the Goods and Services. 7. LIENS: Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense. 8. DEFAULT: In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein; (c) fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not correct such failure or breach within five (5) business days (or such shorter period of time as is commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to (1) terminate all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies available to City at law and/or in equity. 9. INSURANCE AND INDEMNIFICATION: Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and Vendor from all claims for damages under any workers’ compensation, occupational disease and/or unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness, disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and, for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for injury, death and/or damages to any person or property arising from or in connection with Vendor’s provision of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property. Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents, officers, employees, contractors or subcontractors in the performance of this Agreement. These indemnification obligations shall survive the termination of this Agreement. Mobycon, Inc. Department of Community Services, Engineering, Street - 2023 Appropriation #1192 101 43-430.01, 43-430.02; 2200 2200 43-570.01; 2201 2201 43-509.00 Motor Vehicle Highway Funds P.O. #s 109989, 109990, 109992 Contract Not To Exceed $36,500.00 10. GOVERNMENT COMPLIANCE: Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules, regulations and codes. This indemnification obligation shall survive the termination of this Agreement. 11. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. 12. E-VERIFY: Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E- Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed, terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E- Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist. 13. NO IMPLIED WAIVER: The failure of either party to require performance by the other of any provision of this Agreement shall not affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any other provision hereof. 14. NON-ASSIGNMENT: Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not delegate its obligations under this Agreement without City’s prior written consent. 15. RELATIONSHIP OF PARTIES: The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor under or pursuant to this Agreement. 16. GOVERNING LAW; LAWSUITS: This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only, Mobycon, Inc. Department of Community Services, Engineering, Street - 2023 Appropriation #1192 101 43-430.01, 43-430.02; 2200 2200 43-570.01; 2201 2201 43-509.00 Motor Vehicle Highway Funds P.O. #s 109989, 109990, 109992 Contract Not To Exceed $36,500.00 and agree that such court is the appropriate venue for and has jurisdiction over same. 17. SEVERABILITY: If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with same, and the remaining provisions of this Agreement shall remain in full force and effect. 18. NOTICE: Any notice provided for in this Agreement will be sufficient if itis in writing and is delivered by postage prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein: If to City: City of Carmel AND City of Carmel Department of Community Services Office of Corporation Counsel One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 City of Carmel City of Carmel Engineering Department Street Department stOneCivicSquare3400W131 Street Carmel, Indiana 46032 Carmel, Indiana 46074 If to Vendor: Mobycon, Inc. 555 South Mangum St, Suite 100 Durham, North Carolina 27701 Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the date of such oral notice. 19. TERMINATION: 19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount representing conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount of conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate. Mobycon, Inc. Department of Community Services, Engineering, Street - 2023 Appropriation #1192 101 43-430.01, 43-430.02; 2200 2200 43-570.01; 2201 2201 43-509.00 Motor Vehicle Highway Funds P.O. #s 109989, 109990, 109992 Contract Not To Exceed $36,500.00 20. REPRESENTATIONS AND WARRANTIES The parties represent and warrant that they are authorized to enter into this Agreement and that the persons executing this Agreement have the authority to bind the party which they represent. 21. ADDITIONAL GOODS AND SERVICES Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor of such additional goods and services desired, as well as the time frame in which same are to be provided. Only after City has approved Vendor’s time and cost estimate for the provision of such additional goods and services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of the City’s authorization documents for the purchase of additional goods and services shall be numbered and attached hereto in the order in which they are approved by City. 22. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19 hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2023 and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. 23. HEADINGS All heading and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 24. BINDING EFFECT The parties, and their respective officers, officials, agents, partners, successors, assigns and legal representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations set forth in Agreement. 25. NO THIRD PARTY BENEFICIARIES This Agreement gives no rights or benefits to anyone other than City and Vendor. 26. DEBARMENT AND SUSPENSION 26.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from entering into this Agreement by any federal agency or by any department, agency or political subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer, director, owner, partner, key employee or other person with primary management or supervisory responsibilities, or a person who has a critical influence on or substantive control over the operations of the Vendor. 26.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment, penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s request, take all steps required by the City to terminate its contractual relationship with the subcontractor for work to be performed under this Agreement. EXHIBIT B Invoice Date: Name of Company: Address & Zip: Telephone No.: Fax No.: Project Name: Invoice No. Purchase Order No: Goods Services Person Providing Goods/Services Date Goods/ Service Provided Goods/Services Provided Describe each good/service separately and in detail) Cost Per Item Hourly Rate/ Hours Worked Total GRAND TOTAL Signature Printed Name EXHIBIT C INSURANCE COVERAGES Worker’s Compensation & Disability Statutory Limits Employer’s Liability: Bodily Injury by Accident/Disease: $100,000 each employee Bodily Injury by Accident/Disease: $250,000 each accident Bodily Injury by Accident/Disease: $500,000 policy limit Property damage, contractual liability, products-completed operations: General Aggregate Limit (other than Products/Completed Operations): $500,000 Products/Completed Operations: $500,000 Personal & Advertising Injury Policy Limit: $500,000 Each Occurrence Limit: $250,000 Fire Damage (any one fire): $250,000 Medical Expense Limit (any one person): $ 50,000 Comprehensive Auto Liability (owned, hired and non-owned) Bodily Single Limit: $500,000 each accident Injury and property damage: $500,000 each accident Policy Limit: $500,000 Umbrella Excess Liability Each occurrence and aggregate: $500,000 Maximum deductible: $ 10,000 Page 1 of 1INDIANARETAILTAXEXEMPT PURCHASE ORDER NUMBERCERTIFICATENO. 003120155 0020 FEDERAL EXCISE TAX EXEMPT 109990 35-6000972ONECIVICSQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BYSTATE BOARD OFACCOUNTS FOR CITY OFCARMEL - 1997 PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION 8/22/2023377377 MOBYCON INC Street Department VENDORSHIP555SOUTHMANGUMST 3400 W. 131st Street TOSUITE100 Carmel, IN 46074- DURHAM, NC 27701 - Matt Higginbotham(317) 733-2001 PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT 80127 QUANTITYUNIT OF MEASUREDESCRIPTIONUNIT PRICEEXTENSION Department:Fund: 22012201Motor Vehicle Highway FND Account: 43-509.00 1EachTransportation Masterclass & Visioning Workshop$12,000.00$12,000.00 Sub Total 12,000.00 Send Invoice To: Street Department 3400 W. 131st Street Carmel, IN 46074- 317) 733-2001 PLEASE INVOICE INDUPLICATE DEPARTMENTACCOUNTPROJECTPROJECT ACCOUNTAMOUNT 12,000.00 ORDERED BY LeeHigginbotham TITLECommissioner 109990 CONTROLLER JOINT USE AND MAINTENANCE AGREEMENT Between THE INDIANA DEPARTMENT OF TRANSPORTATION And THE CITY OF CARMEL Concerning CzKpoPcfsmboefsbu21;33bn-Tfq24-3134 LANDSCAPING ALONG US 31 This Joint Use and Maintenance Agreement (“Agreement”), made by and between the State of Indiana, acting by and through the Indiana Department ofTransportation (hereinafter referred to as “INDOT”), and the City of Carmel, Indiana (hereinafter referred to asthe “CITY”), jointly referred to as the “PARTIES,” isexecuted pursuant to the terms and conditions setforthherein and shall be effective as of the date of approval by the Office of the Indiana Attorney General.In consideration of those mutual undertakings and covenants, the PARTIESagreeas follows: RECITALS WHEREAS, the CITY has applied for Permit #T0000174740, to install a landscaping buffer to assist with reduction in noise within state owned or controlled right-of-way along northbound US 31 from approximately MM 127.9to MM 128.1 in Carmel, Indiana, (hereinafter referred to as the “Landscaping”), as depicted in Exhibit A, attached hereto and incorporated herein; and WHEREAS, the PARTIES desire to delineate responsibilities for the installation and maintenance of the Landscapingand all associated costs therewith; and WHEREAS, the CITY shall be solely responsible for all costs associated with the installation and maintenance of the Landscaping; and WHEREAS, the installation and maintenance of the Landscaping will occur within the state-owned or controlled right-of-way, under the jurisdiction ofINDOT, asshown in Exhibit A; and WHEREAS, it is ofmutual interest for the PARTIES to cooperate inproviding highway beautification improvements for the aesthetic appeal to the public; NOW THEREFORE, in consideration of thepromises and the mutually dependent covenants herein contained, the PARTIES hereto agree as follows: ARTICLE I. PURPOSE AND TERM 1.1. Recitals.The Recitals recorded above are incorporated by reference into this Agreement. All captions, section headings, paragraph titles and similar items are provided for the purpose of reference and convenience and are not intended to be inclusive, definitive or to affect the interpretation of this Agreement. 1 1.2. Purpose. The purpose of this Agreement is to delineate costs and responsibilities for the installation and maintenance of the Landscaping inthe state-owned or controlled right of way ROW”). 1.3. Term. This Agreement shall be for a ten (10) year period, commencing as of the date approved as to form and legality by the Attorney General of Indiana, or an authorized representative, and shall be subject torenewal upon the same terms for three (3) successive ten 10) year periods. This Agreement shall be subject to cancellation and termination by either party upon giving the other party thirty (30) days written notice of such action. ARTICLE II.CITY’S RESPONSIBILITIES 2.1.Financial Responsibilities. The CITY shall have sole responsibility for all associated costs with the design, installation, maintenance, improvement, and removal of the Landscaping. To the extent permitted by law, in addition to the terms agreed upon pursuant to Section 4.22 of this Agreement, the CITY shall indemnify and hold INDOT harmless for any claims arising out of the Landscaping within the ROW. 2.2.Project Responsibilities. The CITY shall have sole responsibility for the design, installation, maintenance, improvement, and removal of the Landscaping. The CITY shall develop plans for construction and installation of the Landscaping. INDOT shall be provided the opportunity to review and approve alldesign plans, and the CITY shall promptly ensure that any changes required by INDOT are incorporated into final plans. The CITY understands and agrees that INDOT shall be the sole and final decision maker on anything that is related to and/ormay impact the quality and function of US 31. The CITY shall conduct all installation and construction work of the Landscaping inaccordance with all applicable federal and state laws aswell as INDOT and FHWA standards and good engineering practices as set forth in the following: (1) Title 23, US Code, Highways, (2) the regulations issued pursuantthereto, (3) the Americans with Disabilities Act of 1990, (4) I.C. 36, and (5) the policies and procedures promulgated by INDOT and FHWA relative to the Agreement. The CITY shall comply with all terms and conditions ofits Permit. 2.3.Maintenance Responsibilities. The CITY shall perform, orcause to be performed, all necessary routine maintenance for the Landscaping in accordance with all applicable state and federal laws, as well as INDOT standards, policies, and procedures relative to this Agreement. The CITY understands and agrees that if the Landscaping isdamaged or need to be replaced, it is the CITY’sresponsibilityto repair or replace the Landscaping within ninety (90) days. If the CITY has not repaired or replaced the Landscapingwithinninety (90) days after INDOT deemed it necessary to repair or replace the Landscaping, INDOT may remove the damaged Landscapingat the CITY’s expense. Maintenance activities performed on any portion of the Landscaping shall not create any adverse impact or interfere with the safety and travel of the motoring public.The CITY must keep adequate sight distance to the highway signage located along and in front of the Landscaping. 2.3.1. Maintenance Plans. Prior to the commencement of any maintenance activities performed within the ROW, the CITY shall submit to the Greenfield District Permit 2 Manager (“Permit Manager”) a maintenance plan for approval prior to commencement of any maintenance activities within the ROW. The maintenance plan shall identify the types of maintenance activities to be completed and an estimated schedule of when these activities will occur. The plan shall include a Maintenance of Traffic plan. The Permit Manager shall promptly notify the CITY of any concerns or deficiencies in the plan. 2.3.2Modifications to Landscaping. The CITY shall not erect any signs, sculptures, or structures within the ROW without the prior approval of INDOT. If the CITY wishes to install additional improvements within the ROW, prior toinstallation, the CITY shall apply for apermit, submit adesign plan to the Permit Manager for review and approval, and enter into an amendment to this Agreement. 2.3.3Removal of Landscaping. A. Upon termination of the Agreement pursuant to Section 1.3, the CITY may be required to remove the Landscaping upon INDOT’srequest. Failure to remove the Landscaping may result in INDOT removing the Landscaping and billing the CITY for costs of removal. B.In the event that INDOT determines, in its sole reasonable discretion, that the CITY is not adequately maintaining the Landscaping, or for any other justified reason (i.e., safety concerns for the motoring public, change in policy, requirement for compliance with federal law or other federal mandate, etc.), INDOT may order the CITY to remove or modify the Landscaping atthe CITY’s expense. Except incases of emergency (i.e., eminent threat ofharm tothe traveling public), INDOT will provide ninety 90) days written notice to the CITY that the Landscaping must be removed or modified. If the Landscaping is not removed or modified to INDOT’s satisfaction within ninety (90) days of issuance of notice under this section, INDOT may remove the Landscaping and bill the CITY for the costs of removal. C. The CITY understands and agrees that it shall not be entitled to any damages orany other compensation in the event that INDOT requires complete or partial removal of the Landscaping for any reason. 2.4. Use of State Right-of-Way. 2.4.1. Subject to the terms and conditions of this Agreement, INDOT grants permission to the CITY, its employees, and its contractors to enter upon ROW for the sole and exclusive purposes of installing, inspecting, maintaining, operating, and repairing the Landscaping. The CITY shall notify INDOT of its intent of entering on to the ROW whenever doing so could affect flow of traffic or the safety of the traveling public on US 31at least ten (10) business days before commencing any such work. This includes even routine maintenance and repair activities if traffic on US 31may 3 beaffected. Pursuant to applicable state and federal law, for highway and limited access facilities, INDOT must grant written permission for each entry into the ROW, which must be based on specific traffic control and/or worker safety plans. Accordingly, as a condition precedent to giving effective notice, the CITY shall provide to INDOT all such traffic control and worker safety plans and other information as INDOT shall request or require in connection with granting such permission. The CITY shall not enter upon the ROW until the CITY has received written approval via a permit from INDOT, which shall not be unreasonably withheld, to enter upon the ROW. INDOT shall only be required to approve the CITY’s request to enter upon ROW ifthe CITY’s request is consistent with all applicable federal and state laws and this Agreement. 2.4.2. Any use ofthe ROW permitted by this Agreement remains secondary to the interest of INDOT to use the State ROW for highway or other transportation purposes. The CITY agrees that it shall surrender the ROW upon which the Landscaping is located, whether in part or in its entirety, if, in INDOT’s discretion, the ROW or any portionthereof, is required for future expansion, modification, or maintenance of US 31. The PARTIES understand that this Agreement does not: (1) grant any interest or other rights in the land, either temporarily or permanently; or (2) establish a shared-use facility which would require replacement if INDOT has a need to use the affected property for highway purposes in the future. ARTICLE III. INDOT’S RESPONSIBILITIES 3.1.Financial Responsibilities. Under no circumstances shall INDOT be responsible for any costs associated with the design, installation, maintenance, improvement, or removal of the Landscaping. 3.2. Project Responsibilities. INDOT shall have the right to review and approve all design plans for the Landscapingthat are to be constructed and located on ROW. INDOT shall promptly notify the CITY in the event that changes are required. INDOT shall be the sole and final decision maker on anything that is related to and/or may impact the quality and function of US 31. INDOT shall have approval authority for the CITY’smaintenance of the Landscaping and for any improvements to the Landscaping located within the ROW. Such review and approval shall be completed in a reasonable period oftime. Under no circumstances shall INDOT be responsible for any work associated with the design, installation, maintenance, improvement, or removal of the Landscaping. 3.3. Future Maintenance. INDOT shall maintain any INDOT structures located within the ROW. INDOT shall have no maintenance responsibilities regarding the Landscaping. In the event the CITY fails to timely complete any necessary repairs or maintenance tothe Landscaping in the interest of the safety of the motoring public, INDOT may complete any necessary repairs or maintenance and invoice the CITY for the total cost of the repair. The CITY shall pay each invoice within thirty (30) days of issuance of the invoice. If INDOT orits contractors damage the 4 Landscaping during maintenance activities that fall under this section, INDOT has no responsibility to repair or to compensate the CITY for the cost of repairs. ARTICLE IV. GENERAL PROVISIONS 4.1. Access to Records.The CITY shall maintain all books, documents, papers, correspondence, accounting records and other evidence pertaining to the cost incurred under this Agreement, and shall make such materials available at their respective offices at all reasonable times during the period of this Agreement and for ten (10) years from the date of final payment under the terms of this Agreement, for inspection or audit by INDOT, or its authorized representative, and copies thereof shall be furnished free of charge, if requested by INDOT. The CITY agrees that, upon request by any party orstate or federal agency, INDOT may release or make available to the agency any working papers from an audit performed by INDOT of the CITY in connection with this Agreement, including any books, documents, papers, accounting records and other documentation which support or form the basis for the audit conclusions and judgments. 4.2. Assignment; Successors. \[OMITTED – NOT APPLICABLE.\] 4.3. Assignment ofAntitrust Claims.As part of the consideration for this Agreement, the CITY assigns to the State all right, title and interest in and to any claims the CITY now has, or may acquire, under state or federal antitrust laws relating tothe products orservices which are the subject of this Agreement. 4.4. Audits. The CITY acknowledges that it may be required to submit to an audit of funds paid, if any, through this Agreement. Any such audit shall be conducted in accordance with IC §5- 11-1, et seq., and audit guidelines specified by the State. 4.5. Authority to Bind the CITY.The signatory for the CITY represents that he/she has been duly authorized to execute this Agreement on behalf of the CITY and has obtained all necessary or applicable approvals tomake this Agreement fully binding upon the CITY when his/her signature is affixed and accepted by the State. 4.6. Changes in Work. The CITY shall not commence any additional work or change the scope of the work until authorized in writing by the State. This Agreement may only be amended, supplemented or modified by awritten document executed in the same manner as this Agreement. 4.7. Certification for Federal-Aid Contracts Lobbying Activities. The CITY certifies, by signing and submitting this Agreement, to the best of its knowledge and belief that the CITY has complied with Section 1352, Title 31, U.S. Code, and specifically, that: A. No federal appropriated funds have been paid or will be paid, by or on behalf of the CITY, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal agreements, the making of any federal grant, the making of any federal loan, the entering 5 into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal agreement, grant, loan, or cooperative agreement. B. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence anofficer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, oran employee of a Member ofCongress in connection with such federal agreement, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, Disclosure Form to Report Lobbying," in accordance with its instructions. C.The CITY also agrees bysigning this Agreement that it shall require that the language of this certification be included in all contractor agreements including lower tier subcontracts, which exceed $100,000, and that allsuch sub recipients shall certify and disclose accordingly. Any person who fails to sign or file this required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each failure. 4.8. Compliance with Laws. A. The CITY 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 ofrules or regulations thereunder after execution of this Agreement shall be reviewed by the State and the CITY to determine whether the provisions of this Agreement require formal modification. B. The CITY and its agents shall abide by allethical requirements that apply topersons who have abusiness relationship with the State as set forth in IC §4-2-6, et seq., IC §4- 2-7, et seq. and the regulations promulgated thereunder. If the CITY has knowledge, or would have acquired knowledge with reasonable inquiry, that a state officer, employee, or special state appointee, as those terms are defined in IC 4-2-6-1, has a financial interest in the Agreement, the CITY shall ensure compliance with the disclosure requirements in IC 4-2-6-10.5 prior to the execution of this Agreement. If the CITY is not familiar with these ethical requirements, the CITY should refer any questions to the Indiana State Ethics Commission or visit the Inspector General’s website at http://www.in.gov/ig/. If the CITY or its agents violate any applicable ethical standards, the State may, in its sole discretion, terminate this Agreement immediately upon notice tothe CITY. In addition, the CITY may be subject to penalties under IC §§4-2-6, 4-2-7, 35-44.1-1-4, and under any other applicable laws. C.\[OMITTED – NOT APPLICABLE.\] D. \[OMITTED – NOT APPLICABLE.\] E. \[OMITTED – NOT APPLICABLE.\] 6 F. The CITY warrants that the CITY and its contractors shall obtain and maintain all required permits, licenses, registrations, and approvals, and shall comply with all health, safety, and environmental statutes, rules, or regulations in the performance of work activities under this Agreement. Failure to do so may be deemed a material breach of this Agreement and grounds for immediate termination and denial of further work with the State. G. \[OMITTED – NOT APPLICABLE.\] H. As required by IC §5-22-3-7: 1. The CITY and any principals of the CITY certify that: A) the CITY, 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 CITY will not violate the terms of IC §24-4.7 for the duration of the Agreement, even if IC §24-4.7 is preempted byfederal law. 2. The CITY and any principals of the CITY certify that an affiliate or principal of the CITY and any agent acting on behalf of the CITY or on behalf of an affiliate or principal of the CITY, 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 byfederal law; and B) will not violate the terms of IC §24-4.7 for the duration of the Agreement, even ifIC §24-4.7 is preempted by federal law. 4.9. Condition of Payment. \[OMITTED – NOT APPLICABLE.\] 4.10. Confidentiality of State Information. \[OMITTED – NOT APPLICABLE.\] 4.11. Continuity of Services. \[OMITTED – NOT APPLICABLE.\] 4.12. Debarment and Suspension. A. The CITY certifies by entering into this Agreement that neither it nor its principals nor any of its contractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from entering into this Agreement by any federal agency or by any department, agency, or political subdivision of the State of 7 Indiana. The term “principal” for purposes of this Agreement means an officer, director, owner, partner, key employee or other person with primary management or supervisory responsibilities, or a person who has a critical influence on or substantive control over the operations of the CITY. B.The CITY certifiesthat it has verified the stateandfederal suspension and debarment status for all contractors receiving funds under this Agreement and shall be solely responsible for any recoupment, penalties or costs that might arise from use of a suspended or debarred contractor. The CITY shall immediately notify INDOT if any contractor becomes debarred or suspended, and shall, atINDOT’srequest, takeallsteps required by INDOTtoterminate itscontractual relationship with the contractor for work to be performed under this Agreement. 4.13. Default by State. \[OMITTED – NOT APPLICABLE.\] 4.14. Disputes. \[OMITTED – NOT APPLICABLE.\] 4.15.Drug-Free Workplace Certification. As required by Executive Order No. 90-5 dated April 12, 1990, issued by the Governor of Indiana, the CITY hereby covenants and agrees to make agood faith effort to provide and maintain adrug-free workplace. The CITY will give written notice to the State within ten (10) days after receiving actual notice that the CITY, or an employee of the CITY, 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 Agreement and/or debarment of contracting opportunities with the State for up tothree (3) years. In addition to the provisions of the above paragraph, if the total amount set forth in this Agreement is in excess of $25,000.00, the CITY certifies and agrees that itwill provide a drug-free workplace by: A. 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 CITY’s workplace, and specifying the actions that will be taken against employees for violations of such prohibition; B.Establishing adrug-free awareness program to inform its employees of (1) the dangers of drug abuse in the workplace; (2) the CITY’spolicy 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; C. 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 CITY of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction; 8 D. Notifying the State inwriting within ten (10) days after receiving notice from an employee under subdivision C. (2) above, or otherwise receiving actual notice of such conviction; E. Within thirty (30) days after receiving notice under subdivision C.(2) above ofa 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, orother appropriate agency; and F. Making a good faith effort to maintain a drug-free workplace through the implementation of subparagraphs A. through E. above. 4.16.Employment Eligibility Verification. As required by IC §22-5-1.7, the CITY swears or affirms under the penalties ofperjury that the CITY does not knowingly employ anunauthorized alien. The CITY further agrees that: A. The CITY shall enroll inand verify the work eligibility status of all his/her/its newly hired employees through the E-Verify program as defined in IC §22-5-1.7-3. The CITY is not required to participate should the E-Verify program cease to exist. Additionally, the CITY is not required to participate if the CITY is self-employed and does not employ any employees. B.The CITY shall not knowingly employ or contract with an unauthorized alien. The CITY shall not retain an employee or contract with a person that the CITY subsequently learns is an unauthorized alien. C.The CITY shall require his/her/its subcontractors, who perform work under this Agreement, to certify to the CITY that the subcontractor does not knowingly employ orcontract with anunauthorized alien and that the subcontractor has enrolled and is participating in the E-Verify program. The CITY agrees to maintain this certification throughout the duration of the term of a contract with a subcontractor. The State may terminate for default if the CITY fails tocure a breach of this provision no later than thirty (30) days after being notified by the State. 4.17. Employment Option. \[OMITTED – NOT APPLICABLE.\] 4.18. Force Majeure. In the event that any party is unable to perform any of its obligations under this Agreement or to enjoy any of its benefits because of natural disaster or decrees of governmental bodies not the fault ofthe affected party (hereinafter referred to as a “Force Majeure Event”), the party who has been so affected shall immediately or as soon as is reasonably possible under the circumstances give notice to the other party and shall do everything possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be 9 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 Agreement. 4.19. Funding Cancellation Clause.As required by Financial Management Circular 3.3 and IC 5-22-17-5, 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 Agreement, this Agreement shall be canceled. A determination by the Director of State Budget Agency that funds are not appropriated or otherwise available to support continuation of performance shall be final and conclusive. 4.20. Governing Laws.This Agreement shall be governed, construed, andenforced in accordance with the laws of the State of Indiana, without regard to its conflict of laws rules. Suit, if any, must be brought in the State ofIndiana. 4.21.HIPAA Compliance.\[OMITTED – NOT APPLICABLE.\] 4.22.Indemnification. The CITY agrees to indemnify, defend, exculpate and hold harmless the State of Indiana, INDOT, and their officials and employees from any liability due to loss, damage, injuries, or other causalities of whatever kind, to the person or property ofanyone arising out of, or resulting from the performance of this Agreement or the work connected therewith, or from the installation, existence, use, maintenance, condition, repairs, alteration or removal of any equipment ormaterial, to the extent such liability is caused by the negligence ofthe CITY, including any claims arising out of any law, ordinance, order or decree. INDOT shall not provide indemnification to the CITY. The CITY agrees to pay all reasonable expenses and attorney's fees incurred by or imposed on the State and INDOT in connection herewith in the event that the CITY shall default under the provisions of this Section. 4.23. Independent Entity; Workers’ Compensation Insurance. The CITY is performing as an independent entity under this Agreement. No part of this Agreement shall be construed to represent the creation of an employment, agency, partnership, or joint venture agreement between the PARTIES. Neither party will assume liability for any injury (including death) to any persons, or damage to any property, arising out ofthe acts or omissions ofthe agents, employees, or subcontractors of the other party. The CITY shall provide all necessary unemployment and workers’ compensation insurance for the CITY’s employees and shall provide the State with a Certificate of Insurance evidencing such coverage prior to starting work under this Agreement. 4.24. Indiana Veteran Owned Small Business Enterprise Compliance. \[OMITTED – NOT APPLICABLE\] 4.25 Information Technology Enterprise Architecture Requirements. \[OMITTED – NOT APPLICABLE.\] 4.26. Insurance. The CITY shall cause and require the contractors installing or maintaining the Landscaping to secure and keep in force during the term ofthis Agreement the insurance coverages specified in the 2022 INDOT Standard Specifications. 10 4.27. Key Person(s). \[OMITTED – NOT APPLICABLE.\] 4.28. Licensing Standards. \[OMITTED – NOT APPLICABLE.\] 4.29. Merger & Modification. This Agreement constitutes the entire agreement between the PARTIES. No understandings, agreements, or representations, oral or written, not specified within this Agreement will be valid provisions of this Agreement. This Agreement may not bemodified, supplemented, or amended, except by written agreement signed by the necessary parties. 4.30. Minority and Women’s Business Enterprises Compliance. \[OMITTED - NOT APPLICABLE.\] 4.31.Non-Discrimination. A. Pursuant to the Indiana Civil Rights Law, specifically including IC 22-9-1-10, and in keeping with the purposes of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, and the Americans with Disabilities Act, the CITY covenants that it shall not discriminate against any employee or applicant for employment relating to this Agreement with respect to the hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of the employee’s or applicant’s race, color, national origin, religion, sex, age, disability, ancestry, status as a veteran, or any other characteristic protected by federal, state or local law (“Protected Characteristics”). The CITY certifies compliance with applicable federal laws, regulations and executive orders prohibiting discrimination based on the Protected Characteristics in the provision of services. Breach of this paragraph may be regarded as a material breach of this Agreement, but nothing in this paragraph shall be construed toimply orestablish an employment relationship between the State and any applicant or employee of the CITY or any subcontractor. B. INDOT is a recipient of federal funds, and therefore, where applicable, the CITY and any subcontractors shall comply with requisite affirmative action requirements, including reporting, pursuant to 41 CFR Chapter 60, as amended, and Section 202 of Executive Order 11246 as amended by Executive Order 13672. The CITY agrees that if the CITY employs fifty (50) or more employees and does at least $50,000.00 worth of business with the State and is not exempt, the CITY will comply with the affirmative action reporting requirements of 41 CFR 60-1.7. The CITY complies 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 ofthis covenant may be regarded asa material breach ofAgreement. It is the policy of INDOT to assure full compliance with Title 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 11 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 nondiscrimination enforcement is broader than the language of Title VI and encompasses other State and Federal protections. INDOT’s nondiscrimination enforcement shall include the following additional grounds: sex, sexual orientation, gender identity, ancestry, age, income status, religion, disability, income status, limited English proficiency, or status as a veteran.) C. During the performance of this Agreement, the CITY, for itself, its assignees, and successors in interest (hereinafter referred to as the “the CITY”) agrees to the following assurances under Title VI ofthe Civil Rights Act of 1964: 1. Compliance with Regulations: The CITY 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 Agreement. 2. Nondiscrimination: The CITY, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, sex, sexual orientation, gender identity, 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 CITY shall not participate either directly or indirectly inthe discrimination prohibited by section 21.5of the Regulation, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the CITY 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 CITY of the CITY’s obligations under this Agreement, and the Regulations relative to nondiscrimination on the grounds of race, color, sex, sexual orientation, gender identity, national origin, religion, disability, ancestry, income status, limited English proficiency, or status as a veteran. 4. Information and Reports: The CITY 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 the CITY is in the exclusive possession of another who fails or refuses furnish this information, the CITY shall so certify to the Indiana Department of Transportation 12 or the Federal Highway Administration as appropriate and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of the CITY’snoncompliance with the nondiscrimination provisions of this Agreement, 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 CITY under the Agreement until the CITY complies, and/or (b) cancellation, termination or suspension of the Agreement, in whole or in part. 6. Incorporation ofProvisions: The CITY shall include the provisions of paragraphs 1. through 5. inevery subcontract, including procurements ofmaterials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. 4.32. Notice to Parties. Whenever any notice, statement or other communication is required under this Agreement, it shall be sent to the following addresses, unless otherwise specifically advised: A. For INDOT: Valerie Cockrum Technical Services Director – Greenfield District 32 South Broadway Greenfield, IN46140 Email: vcockrum@indot.IN.gov With Copy To: Chief Legal Counsel and Deputy Commissioner Indiana Department of Transportation 100 North Senate Avenue, Room N758 Indianapolis, IN 46204 Email: kshelby@indot.in.gov B. For the CITY: Daren Mindham Environmental Planner One Civic Square Carmel, Indiana 46032 Phone: 317-571-2283 Email: dmindham@carmel.in.gov 4.33. Order of Precedence; Incorporation by Reference. \[OMITTED – NOT APPLICABLE.\] 4.34. Ownership of Documents and Materials. \[OMITTED – NOT APPLICABLE.\] 13 4.35. Payments. \[OMITTED – NOT APPLICABLE.\] 4.36.Penalties, Interest and Attorney's Fees. INDOT will in good faith perform its required obligations hereunder, and does not agree topay any penalties, liquidated damages, interest, or attorney's fees, except asrequired by Indiana law in part, IC §5-17-5, IC §34-54-8, and IC §34-13- 1. Notwithstanding the provisions contained in IC §5-17-5, any liability resulting from the State’s failure to make prompt payment shall be based solely on the amount of funding originating from the State and shall not be based on funding from federal or other sources. 4.37. Progress Reports. \[OMITTED – NOT APPLICABLE.\] 4.38. Prohibited Telecommunications and Video Surveillance Equipment and Services. In accordance with federal regulations (including 2 CFR 200.216 and 2 CFR 200.471), the CITY is prohibited from purchasing, procuring, obtaining, using, or installing any telecommunication or video surveillance equipment, services, or systems produced by: (A) Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities), OR (B) Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary oraffiliate of such entities), for any purpose to fulfill its obligations under this Agreement. The CITY shall be responsible to ensure that any contractors or subcontractors are bound by and comply with the terms of this provision. Breach of this provision shall be considered a material breach of this Agreement. 4.39. Public Record. The CITY acknowledges that the State will not treat this Agreement as containing confidential information and will post this Agreement on its website as required by Executive Order 05-07. Use by the public of the information contained inthis Agreement shall not be considered anact of the State. 4.40. Renewal Option.This Agreement may be renewed under the same terms and conditions, subject to the approval of the Commissioner of the Department of Administration and the State Budget Director incompliance with IC §5-22-17-4. The term ofthe renewed Agreement may not be longer than the term ofthe original Agreement. 4.41.Severability.The invalidity of any section, subsection, clause, or provision of this Agreementshall not affect the validity of the remaining sections, subsections, clauses, or provisions of this Agreement. 4.42. Status of Claims.The CITY shall be responsible for keeping INDOT currently advised as to the status of any claims made for damages against the CITY resulting from services performed under this Agreement. 4.43. Substantial Performance. This Agreement shall be deemed tobe substantially performed only when fully performed according to its terms and conditions and any written amendments or supplements. 14 4.44. Taxes. The State is exempt from most state and local taxes and many federal taxes. The State will not be responsible for any taxes levied on the CITY or its contractors as a result of this Agreement. 4.45. Termination for Convenience. This Agreement may be terminated, in whole or inpart, by INDOT whenever, for any reason, INDOT determines that such termination is in its best interest. Termination is affected by delivery to the CITY of aTermination Notice at least thirty 30) days prior to the termination effective date, specifying the extent to which performance of services under such termination becomes effective. 4.46. Termination for Default. \[OMITTED – NOT APPLICABLE.\] 4.47. Travel. \[OMITTED – NOT APPLICABLE.\] 4.48. Waiver of Rights.No right conferred on either party under this Agreement shall be deemed waived, and no breach of this Agreement excused, unless such waiver is in writing and signed by the party claimed to have waived such right. Neither the State’s review, approval or acceptance of, nor payment for, the work performed under this Agreement shall be construed to operate as awaiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and the CITY shall be and remain liable to the State in accordance with applicable law for all damages to the State caused by the CITY’s negligent performance of any of the services furnished under this Agreement. 4.49. Work Standards. \[OMITTED – NOT APPLICABLE.\] 4.50. State Boilerplate Affirmation Clause. I swear or affirm under the penalties of perjury that I have not altered, modified, changed or deleted the State’s standard contract clauses (as contained the 2022 SCM Template) in any way except as follows: None. REMAINDER OF PAGE INTENTIONALLY LEFTBLANK\] 15 Non-Collusion and Acceptance The undersigned attests, subject to the penalties for perjury, that the undersigned is the Party, or that the undersigned is the properly authorized representative, agent, member, or officer of the Party. Further, to the undersigned’s knowledge, neither the undersigned nor any other member, employee, representative, agent or officer of the Party, directly or indirectly, has entered into or been offered any sum of money or other consideration for the execution of this Agreement other than that which appears upon the face hereof. Furthermore, if the undersigned has knowledge that a state officer, employee, or special state appointee, asthose terms are defined in IC 4- 2-6-1, has a financial interest in the Agreement, the Party attests to compliance with the disclosure requirements in IC 4-2-6-10.5. Agreement to Use Electronic Signatures Iagree, and it is my intent, to sign this Agreement by accessing State of Indiana Supplier Portal using the secure password assigned tome and by electronically submitting this Agreement to the State of Indiana. Iunderstand that my signing and submitting this Agreement in this fashion is the legal equivalent of having placed my handwritten signature on the submitted Agreement and this affirmation. Iunderstand and agree that by electronically signing and submitting this Agreement in this fashion Iam affirming to the truth of the information contained therein. I understand that this Agreement will not become binding on the State until ithas been approved by the Office of the Attorney General, which approvals will be posted on the Active Contracts Database: https://fs.gmis.in.gov/psp/guest/SUPPLIER/ERP/c/SOI_CUSTOM_APPS.SOI_PUBLIC_CNTR CTS.GBL In Witness Whereof, the PARTIES have, through their duly authorized representatives, entered into this Agreement. The PARTIES, having read and understood the foregoing terms ofthis Agreement, do bytheir respective signatures dated below agree to the terms thereof. THE REST OF THIS PAGE IS INTENTIONALLY LEFT BLANK 16 CITY OF CARMEL, INDIANA BOARD OF PUBLIC WORKS AND SAFETY James Brainard, Mayor Date: ______________________________________ Mary Ann Burke, Member Date: ________________________________________ Lori Watson, Member Date: ________________________________________ Attest: Sue Wolfgang, Clerk Date: ________________________________________ 17 STATE OFINDIANA IndianaDepartmentof Transportation Recommended for approval by: Clark W. Packer Greenfield District Deputy Commissioner Date: _________________________________ Executed By: FOR) Michael Smith, Commissioner Date: _______________________________ 18 APPROVALS State approvals are electronic – see attached confirmation page.\] STATE OF INDIANA Budget Agency By: (FOR) Zachary Q. Jackson, Director Date: STATE OF INDIANA Department of Administration By: (FOR) Rebecca Holwerda, Commissioner Date: Approved asto Form and Legality: Office of the Attorney General By: (FOR) Theodore E. Rokita Attorney General Date: This instrument was prepared by Marjorie A. Millman, Attorney No. 21748-36, for theIndiana Department ofTransportation, 100 N. Senate Avenue, Indianapolis, IN 46204. 19 Version6-8-2017 CzTfshfzHsfdivlijobu21;1:bn-Tfq25-3134 LPA - CONSULTING CONTRACT This Contract (Ðthis ContractÑ) ismade and entered intoeffective as of , 2023(ÐEffective DateÑ) by and between City of Carmel, acting by and through its proper officials (ÐLOCAL PUBLIC AGENCY Ñ or ÐLPAÑ), and CHA Consulting Inc. (Ðthe CONSULTANTÑ), a corporation organized under the laws of the State of New York. Des. No.:2200151 thProjectDescription: Construction Inspection of 106&Hazel Del Roundabout RECITALS WHEREAS, the LPA has entered into an agreement to utilize federal monies with the Indiana Department of Transportation (ÐINDOTÑ) for a transportation or transportation enhancement project (Ðthe ProjectÑ), which Project Coordination Contract is herein attached as Attachment 1 and incorporated as reference; and WHEREAS,theLPAwishes to hirethe CONSULTANTto provide servicestoward the Projectcompletion more fullydescribe d inAppendix ÐAÑattached hereto (ÐServicesÑ); WHEREAS, the CONSULTANT has extensiveexperience, knowledge andexpertiserelating to these Services; and WHEREAS,the CONSULTANT has expressed awillingness to furnish theServicesin connection therewith. NOW, THEREFORE, inconsideration of the followingmutualcovenants,the parties hereto mutually covenant and agree as follows: TheÐRecitalsÑaboveare hereby madean integral partand specifically incorporatedinto this Contract. SECTION I SERVICES BY CONSULTANT. The CONSULTANT will provide the Services and deliverables described in Appendix ÐAÑ which is herein attached to and made an integral part of this Contract. SECTION II INFORMATION AND SERVICES TO BE FURNISHED BY THE LPA. The information and services to be furnished by the LPA are set out in Appendix "BÑ which is herein attached to and made an integral part of this Contract. SECTION III TERM. The term of this Contract shall be from the date of the last signature affixed to this Contract to the completion of the construction contract which is estimated to be 12/30/25. A schedule for completion of the Services and deliverables is set forth in Appendix ÐCÑ which is herein attached to and made an integral part of this Contract. SECTION IV COMPENSATION. The LPA shall pay the CONSULTANT for the Services performed under this Contract as set forth in Appendix ÐDÑ which isherein attached to and made an integral part of this Contract. The maximum amount payable under this Contract shall not exceed $ 343,085.98 SECTION V NOTICE TO PROCEED AND SCHEDULE. The CONSULTANT shall begin the work to be performed under this Contract only upon receipt of the written notice to proceed from the LPA, and shall deliver the work to the LPA in accordance with the schedule contained in Appendix "C" which is herein attached to and made an integral part of this Contract. 1 Version6-8-2017 SECTION VI GENERAL PROVISIONS 1. Access to Records. The CONSULTANT and any SUB-CONSULTANTS 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 the LPA, INDOT and/or the Federal Highway Administration (ÐFHWAÑ) or its authorized representative, and copies thereof shall be furnished free of charge, if requested by the LPA, INDOT, and/or FHWA. The CONSULTANT agrees that, upon request by any agency participating in federally-assisted programs with whom the CONSULTANT has contracted or seeks to contract, the CONSULTANT may release or make available to the agency any working papers from an audit performed by the LPA, INDOT and/or FHWA of the CONSULTANT and its SUB-CONSULTANTS in connection with this Contract, including any books, documents, papers, accounting records and other documentation which support or form the basis for the audit conclusions and judgments. 2. Assignment; Successors. A. The CONSULTANT binds its successors and assignees to all the terms and conditions of this Contract. The CONSULTANT shall not assign or subcontract the whole or any part of this Contract without the LPAÓs prior written consent, except that the CONSULTANT may assign its right to receive payments to such third parties as the CONSULTANT may desire without the prior written consent of the LPA, provided that the CONSULTANT gives written notice including evidence of such assignment) to the LPA thirty (30) days inadvance of any payment so assigned. The assignment shall cover all unpaid amounts under this Contract and shall not be made to more than one party. B. Any substitution of SUB-CONSULTANTS must first be approved and receive written authorization from the LPA. Any substitution or termination of a Disadvantaged Business Enterprise (ÐDBEÑ) SUB-CONSULTANT must first be approved and receive written authorization from the LPA and INDOTÓs Economic Opportunity Division Director. 3. Audit. The CONSULTANT acknowledges that itmay be required to submit to an audit of funds paid through this Contract. Any such audit shall be conducted in accordance with 48 CFR part 31 and audit guidelines specified by the State and/or in accordance with audit requirements specified elsewhere in this Contract. 4. Authority to Bind Consultant. The CONSULTANT warrants that it has the necessary authority to enter into this Contract. The signatory for the CONSULTANT represents that he/she has been duly authorized to execute this Contract on behalf of the CONSULTANT and has obtained all necessary or applicable approval to make this Contract fully binding upon the CONSULTANT when his/her signature isaffixed hereto. 5. Certification for Federal-Aid Contracts Lobbying Activities. A. The CONSULTANT certifies, by signing and submitting this Contract, to the best of its knowledge and belief after diligent inquiry, and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT, the CONSULTANT has complied with Section 1352, Title 31, U.S. Code, and specifically, that: i. No federal appropriated funds have been paid, or will be paid, by or on behalf of the CONSULTANT to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contracts, the making of any federal grant, the making of any federal loan, the 2 Version6-8-2017 entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. ii. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal Contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. B. The CONSULTANT also agrees by signing this Contract that it shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Any person who fails to sign or file this required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each failure. 6. Changes in Work. The CONSULTANT shall not commence any additional work or change the scope of the work until authorized in writing by the LPA. The CONSULTANT shall make no claim for additional compensation or time in the absence of a prior written approval and amendment executed by all signatories hereto. This Contract may be amended, supplemented or modified only by a written document executed in the same manner as this Contract. The CONSULTANT acknowledges that no claim for additional compensation or time may be made by implication, oral agreements, actions, inaction, or course of conduct. 7. Compliance with Laws. A. The CONSULTANT 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. If the CONSULTANT violates such rules, laws, regulations and ordinances, the CONSULTANT shall assume full responsibility for such violations and shall bear any and all costs attributable to the original performance of any correction of such acts. The enactment of any state or federal statute, or the promulgation of regulations thereunder, after execution of this Contract, shall be reviewed by the LPA and the CONSULTANT to determine whether formal modifications are required to the provisions of this Contract. B. The CONSULTANT represents to the LPA that, to the best of the CONSULTANTÓS knowledge and belief after diligent inquiry and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT: i. State of Indiana Actions. The CONSULTANT has no current or outstanding criminal, civil, or enforcement actions initiated by the State of Indiana pending, and agrees that it will immediately notify the LPA of any such actions. During the term of such actions, CONSULTANT agrees that the LPA may delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. ii. Professional Licensing Standards. The CONSULTANT, its employees and SUBCONSULTANTS have complied with and shall continue to comply with all applicable licensing standards, certification standards, accrediting standards and any other laws, rules or regulations governing services to be provided by the CONSULTANT pursuant to this Contract. 3 Version6-8-2017 iii. Work Specific Standards. The CONSULTANT and its SUB-CONSULTANTS, if any, have obtained, will obtain and/or will 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 for the LPA. iv. Secretary of State Registration. If the CONSULTANT is an entity described in IC Title 23, it is properly registered and owes no outstanding reports with the Indiana Secretary of State. v. Debarment and Suspension of CONSULTANT. Neither the CONSULTANT nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State and will immediately notify the LPA of any such actions. The term ÐprincipalÑ for purposes of this Contract means an officer, director, owner, partner, key employee, or other person with primary management or supervisory responsibilities, or a person who has a critical influence on or substantive control over the operations of the CONSULTANT or who has managerial or supervisory responsibilities for the Services. vi. Debarment and Suspension of any SUB-CONSULTANTS. The CONSULTANTÓs SUB- CONSULTANTS are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State. The CONSULTANT shall be solely responsible for any recoupment, penalties or costs that might arise from the use of a suspended or debarred SUBCONSULTANT. The CONSULTANT shall immediately notify the LPA and INDOT if any SUB- CONSULTANT becomes debarred or suspended, and shall, atthe LPAÓs request, take all steps required by the LPA to terminate its contractual relationship with the SUB- CONSULTANT for work to be performed under this Contract. C. Violations. In addition to any other remedies at law or in equity, upon CONSULTANTÓS violation of any of Section 7(A) through 7(B), the LPA may, at its sole discretion, do any one or more of the following: i. terminate this Contract; or ii. delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. D. Disputes. If a dispute exists as to the CONSULTANTÓs liability or guilt in any action initiated by the LPA, and the LPA decides to delay, withhold, or deny work to the CONSULTANT, the CONSULTANT may request that it be allowed to continue, or receive work, without delay. The CONSULTANT must submit, in writing, a request for review to the LPA. A determination by the LPA under this Section 7.D shall be final and binding on the parties and not subject to administrative review. Any payments the LPA may delay, withhold, deny, or apply under this section shall not be subject to penalty or interest under IC 5-17-5. 8. Condition of Payment. The CONSULTANT must perform all Services under this Contract to the LPAÓs reasonable satisfaction, as determined at the discretion of the LPA and in accordance with all applicable federal, state, local laws, ordinances, rules, and regulations. The LPA will not pay for work not performed to the LPAÓs reasonable satisfaction, inconsistent with this Contract or performed in violation of federal, state, or local law (collectively, ÐdeficienciesÑ) until all deficiencies are remedied in a timely manner. 4 Version6-8-2017 9. Confidentiality of LPA Information. A. The CONSULTANT understands and agrees that data, materials, and information disclosed to the CONSULTANT may contain confidential and protected information. Therefore, the CONSULTANT covenants that data, material, and information gathered, based upon or disclosed to the CONSULTANT for the purpose of this Contract, will not be disclosed to others or discussed with third parties without the LPAÓs prior written consent. B. The parties acknowledge that the Services to be performed by the CONSULTANT for the LPA under this Contract may require or allow access to data, materials, and information containing Social Security numbers and maintained by the LPA in its computer system or other records. In addition to the covenant made above in this section and pursuant to 10 IAC 5-3-1(4), the CONSULTANT and the LPA agree to comply with the provisions of IC 4-1-10 and IC 4-1-11. If any Social Security number(s) is/are disclosed by the CONSULTANT, the CONSULTANT agrees to pay the cost of the notice of disclosure of a breach of the security of the system in addition to any other claims and expenses for which it is liable under the terms of this Contract. 10. Delays and Extensions. The CONSULTANT agrees that no charges or claim for damages shall be made by it for any minor delays from any cause whatsoever during the progress of any portion of the Services specified in this Contract. Such delays, if any, shall be compensated for by an extension of time for such period as may be determined by the LPA subject to the CONSULTANT's approval, it being understood, however, that permitting the CONSULTANT to proceed to complete any services, or any part of them after the date to which the time of completion may have been extended, shall in no way operate as a waiver on the part of the LPA of any of its rights herein. In the event of substantial delays or extensions, or change of any kind, not caused by the CONSULTANT, which causes a material change in scope, character or complexity of work the CONSULTANT is to perform under this Contract, the LPA atits sole discretion shall determine any adjustments in compensation and in the schedule for completion of the Services. CONSULTANT must notify the LPA in writing of a material change in the work immediately after the CONSULTANT first recognizes the material change. 11. DBE Requirements. A. Notice is hereby given to the CONSULTANT and any SUB-CONSULTANT, and both agree, that failure to carry out the requirements set forth in 49 CFR Sec. 26.13(b) shall constitute a breach of this Contract and, after notification and failure to promptly cure such breach, may result in termination of this Contract or such remedy as INDOT deems appropriate. The referenced section requires the following assurance to be included in all subsequent contracts between the CONSULTANT and any SUB-CONSULTANT: The CONSULTANT, sub recipient or SUB-CONSULTANT shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or such other remedy, as INDOT, as the recipient, deems appropriate. B. The CONSULTANT shall make good faith efforts to achieve the DBE percentage goal that may be included as part of this Contract with the approved DBE SUB-CONSULTANTS identified on its Affirmative Action Certification submitted with its Letter of Interest, or with approved amendments. Any changes to aDBE firm listed in the Affirmative Action Certification must be requested in writing and receive prior approval by the LPA and INDOTÓs Economic Opportunity Division Director. After this Contract is completed and if a DBE SUB- CONSULTANT has performed services thereon, the CONSULTANT must complete, and return, a Disadvantaged Business Enterprise Utilization Affidavit (ÐDBE-3 FormÑ) to INDOTÓs 5 Version6-8-2017 Economic Opportunity Division Director. The DBE-3 Form requires certification by the CONSULTANT AND DBE SUB-CONSULTANT that the committed contract amounts have been paid and received. 12. Non-Discrimination. A. Pursuant to I.C. 22-9-1-10, the Civil Rights Act of 1964, and the Americans with Disabilities Act, the CONSULTANT 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, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related toemployment, 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. B The CONSULTANT understands that the LPA is a recipient of federal funds. Pursuant to that understanding, the CONSULTANT agrees that if the CONSULTANT employs fifty (50) or more employees and does atleast $50,000.00 worth of business with the State and is not exempt, the CONSULTANT will comply with the affirmative action reporting requirements of 41 CFR 60- 1.7. The CONSULTANT 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 amaterial breach of Contract. Itis the policy of INDOT to assure full compliance with Title 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 inall 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. (INDOTÓs Title VI enforcement shall include the following additional grounds: sex, ancestry, age, income status, religion and disability.) C. The CONSULTANT shall not discriminate in its selection and retention of contractors, including without limitation, those services retained for, or incidental to, construction, planning, research, engineering, property management, and fee contracts and other commitments with persons for services and expenses incidental to the acquisitions of right-of-way. D. The CONSULTANT shall not modify the Project in such a manner as to require, on the basis of race, color or national origin, the relocation of any persons. (INDOT'sTitle VI enforcement will include the following additional grounds; sex, ancestry, age, income status, religion and disability). E. The CONSULTANT shall not modify the Project in such a manner as to deny reasonable access to and use thereof to any persons on the basis of race, color or national origin. (INDOTÓs Title VI enforcement will include the following additional grounds; sex, ancestry, age, income status, religion and disability.) F. The CONSULTANT shall neither allow discrimination by contractors in their selection and retention of subcontractors, leasors and/or material suppliers, nor allow discrimination by their subcontractors in their selection of subcontractors, leasors or material suppliers, who participate in construction, right-of-way clearance and related projects. 6 Version6-8-2017 G. The CONSULTANT shall take appropriate actions to correct any deficiency determined by itself and/or the Federal Highway Administration (ÐFHWAÑ) within areasonable time period, not to exceed ninety (90) days, in order to implement Title VI compliance in accordance with INDOTÓs assurances and guidelines. H. During the performance of this Contract, the CONSULTANT, for itself, its assignees and successors in interest (hereinafter referred to as the "CONSULTANT") agrees as follows: 1) Compliance with Regulations: The CONSULTANT shall comply with the Regulation relative to nondiscrimination in Federally-assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, 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 apart of this Contract. 2) Nondiscrimination: The CONSULTANT, with regard to the work performed by it during the Contract, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3) Solicitations for SUBCONSULTANTS, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential SUBCONSULTANT or supplier shall be notified by the CONSULTANT of the CONSULTANTÓS obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4) Information and Reports: The CONSULTANT 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 LPA or INDOT to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information the CONSULTANT shall so certify to the LPA, or INDOT as appropriate, and shall set forth what efforts it has made to obtain the information. 5) Sanctions for Noncompliance: In the event of the CONSULTANTÓS noncompliance with the nondiscrimination provisions of this contract, the LPA shall impose such contract sanctions as it or INDOT may determine to be appropriate, including, but not limited to: a) withholding of payments to the CONSULTANT under the Contract until the CONSULTANT complies, and/or b) cancellation, termination or suspension of the Contract, in whole or in part. 6) Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (6) inevery subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. 7 Version6-8-2017 The CONSULTANT shall take such action with respect to any SUBCONSULTANT procurement as the LPA or INDOT may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a SUBCONSULTANT or supplier as a result of such direction, the CONSULTANT may request the LPA to enter into such litigation to protect the interests of the LPA, and, in addition, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. 13. Disputes. A. Should any disputes arise with respect to this Contract, the CONSULTANT and the LPA agree to act promptly and in good faith to resolve such disputes in accordance with this Section 13. Time is of the essence in the resolution of disputes. B. The CONSULTANT agrees that the existence of a dispute notwithstanding, it will continue without delay to carry out all of its responsibilities under this Contract that are not affected by the dispute. Should the CONSULTANT fail to continue to perform its responsibilities regarding all non-disputed work, without delay, any additional costs (including reasonable attorneysÓ fees and expenses) incurred by the LPA or the CONSULTANT as aresult of such failure to proceed shall be borne by the CONSULTANT. C. If aparty to this Contract is not satisfied with the progress toward resolving a dispute, the party must notify the other party of this dissatisfaction in writing. Upon written notice, the parties have ten (10) business days, unless the parties mutually agree in writing to extend this period, following the written notification to resolve the dispute. If the dispute is not resolved within ten 10) business days, a dissatisfied party may submit the dispute in writing to initiate negotiations to resolve the dispute. The LPA may withhold payments on disputed items pending resolution of the dispute. 14. Drug-Free Workplace Certification. A. The CONSULTANT hereby covenants and agrees to make a good faith effort to provide and maintain a drug-free workplace, and that itwill give written notice to the LPA within ten (10) days after receiving actual notice that an employee of the CONSULTANT in the State of Indiana has been convicted of a criminal drug violation occurring in the CONSULTANT's workplace. False certification or violation of the 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 LPA. B. The CONSULTANT certifies and agrees that it will provide a drug-free workplace by: i. Publishing and providing to all of its employees a statement notifying their employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the CONSULTANT Ós workplace and specifying the actions that will be taken against employees for violations of such prohibition; ii. Establishing a drug-free awareness program to inform its employees of (1) the dangers of drug abuse inthe workplace; (2) the CONSULTANT Ós policy of maintaining adrug-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; 8 Version6-8-2017 iii. Notifying all employees in the statement required by subparagraph 14.B.iabove that as a condition of continued employment, the employee will (1) abide by the terms of the statement; and (2) notify the CONSULTANT of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction; iv. Notifying in writing the LPA within ten (10) days after receiving notice from an employee under subdivision 14.B.iii(2) above, or otherwise receiving actual notice of such conviction; v. Within thirty (30) days after receiving notice under subdivision 14.B.iii(2) above of a conviction, imposing the following sanctions or remedial measures on any employee who isconvicted of drug abuse violations occurring in the workplace: (1) take appropriate personnel action against the employee, up to and including termination; or (2) require 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 vi. Making a good faith effort to maintain a drug-free workplace through the implementation of subparagraphs 14.B.i. through 14.B.v. above. 15. Employment Eligibility Verification. The CONSULTANT affirms under the penalties of perjury that he/she/it does not knowingly employ an unauthorized alien. The CONSULTANT shall enroll in and verify the work eligibility status of all his/her/its newly hired employees through the E-Verify program as defined in IC 22-5-1.7-3. The CONSULTANT is not required to participate should the E-Verify program cease to exist. Additionally, the CONSULTANT is not required to participate ifthe CONSULTANT is self-employed and does not employ any employees. The CONSULTANT shall not knowingly employ or contract with an unauthorized alien. The CONSULTANT shall not retain an employee or contract with a person that the CONSULTANT subsequently learns is an unauthorized alien. The CONSULTANT shall require his/her/its subcontractors, who perform work under this Contract, to certify to the CONSULTANT that the SUB-CONSULTANT does not knowingly employ or contract with an unauthorized alien and that the SUB-CONSULTANT has enrolled and is participating in the E-Verify program. The CONSULTANT agrees to maintain this certification throughout the duration of the term of a contract with a SUB-CONSULTANT. The LPA may terminate for default if the CONSULTANT fails to cure a breach of this provision no later than thirty (30) days after being notified by the LPA. 16. Force Majeure. In the event that either party is unable to perform any of its obligations under this Contract or to enjoy any of its benefits because of fire, natural disaster, acts of God, acts of war, terrorism, civil disorders, decrees of governmental bodies, strikes, lockouts, labor or supply disruptions or similar causes beyond the reasonable control of the affected party (hereinafter referred to as aForce Majeure Event), the party who has been so affected shall immediately give written notice to the other party of the occurrence of the Force Majeure Event (with a description in reasonable detail of the circumstances causing such Event) and shall do everything reasonably possible to resume performance. Upon receipt of such written notice, all obligations under this Contract shall be immediately suspended for as long as such Force Majeure Event continues and provided that the affected party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. If the period of nonperformance exceeds thirty (30) days from the receipt of written 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. 9 Version6-8-2017 17. Governing Laws. This Contract shall be construed in accordance with and governed by the laws of the State of Indiana and the suit, ifany, must be brought in the State of Indiana. The CONSULTANT consents to the jurisdiction of and to venue in any court of competent jurisdiction in the State of Indiana. 18. Liability. If the CONSULTANT or any of its SUB-CONSULTANTS fail to comply with any federal requirement which results in the LPAÓs repayment of federal funds to INDOT the CONSULTANT shall be responsible to the LPA, for repayment of such costs to the extent such costs are caused by the CONSULTANT and/or its SUB-CONSULTANTS. 19. Indemnification. The CONSULTANT agrees to indemnify the LPA, and their agents, officials, and employees, and to hold each of them harmless, from claims and suits including court costs, attorney's fees, and other expenses caused by any negligent act, error or omission of, or by any recklessness or willful misconduct by, the CONSULTANT and/or its SUB-CONSULTANTS, ifany, under this Contract, provided that if the CONSULTANT is aÐcontractorÑ within the meaning of I.C. 8-3-2-12.5, this indemnity obligation shall be limited by and interpreted in accordance with I.C. 8-23-2-12-5. The LPA shall not provide such indemnification to the CONSULTANT. 20. Independent Contractor. Both parties hereto, in the performance of this Contract, shall act in an individual capacity and not as agents, employees, partners, joint ventures or associates of one another. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purposes whatsoever. Neither party will assume liability for any injury including death) to any persons, or damage to any property, arising out of the acts or omissions of the agents or employees of the other party. The CONSULTANT shall be responsible for providing all necessary unemployment and workersÓ compensation insurance for its employees. 21. Insurance - Liability for Damages. A. The CONSULTANT shall be responsible for the accuracy of the Services performed under this Contract and shall promptly make necessary revisions or corrections resulting from its negligence, errors or omissions without any additional compensation from the LPA. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction of its negligent act, error or omission or for clarification of ambiguities. The CONSULTANT shall have no liability for the errors or deficiencies in designs, drawings, specifications or other services furnished to the CONSULTANT by the LPA on which the Consultant has reasonably relied, provided that the foregoing shall not relieve the CONSULTANT from any liability from the CONSULTANT ÓS failure to fulfill its obligations under this Contract, toexercise its professional responsibilities to the LPA, or to notify the LPA of any errors or deficiencies which the CONSULTANT knew or should have known existed. B. During construction or any phase of work performed by others based on Services provided by the CONSULTANT, the CONSULTANT shall confer with the LPA when necessary for the purpose of interpreting the information, and/or to correct any negligent act, error or omission. The CONSULTANT shall prepare any plans or data needed to correct the negligent act, error or omission without additional compensation, even though final payment may have been received by the CONSULTANT. The CONSULTANT shall give immediate attention to these changes for a minimum of delay to the project. C. The CONSULTANT shall be responsible for damages including but not limited to direct and indirect damages incurred by the LPA as a result of any negligent act, error or omission of the CONSULTANT, and for the LPAÓs losses or costs to repair or remedy construction. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction. 10 Version6-8-2017 D.TheCONSULTANTshall be required to maintain in full force and effect,insurance as described belowfrom the date of the first authorization to proceed until the LPAÓs acceptance of the work product. The CONSULTANT shall list both the LPA and INDOT as insureds on any policies. TheCONSULTANTmust obtain insurance written by insurance companies authorized to transact business in the State of Indiana and licensed by the Department of Insurance as either admitted or non-admitted insurers. E.The LPA, its officers and employees assume no responsibility for the adequacy of limits and coverage in the event of any claims against theCONSULTANT, its officers, employees, sub- consultants or any agent of any of them, and the obligations of indemnification in Section 19 hereinshall survive the exhaustion of limits of coverage and discontinuance of coverage beyond the term specified, to the fullest extent of the law. F.TheCONSULTANTshall furnish a certificate of insurance and all endorsements to the LPA prior to the commencement of this Contract. Any deductible or self-insured retention amount or other similar obligation under the insurance policies shall be the sole obligation of the CONSULTANT. Failure to provide insurance as required in this Contract is a material breach of Contract entitling the LPA to immediately terminate this Contract. I.Professional Liability Insurance TheCONSULTANTmust obtain and carry professional liability insurance as follows: For INDOT Prequalification Work Types1.1, 12.2-12.6 the CONSULTANTS shall provide not less than $250,000.00professional liability insurance per claim and 250.000.00 aggregate for all claims for negligent performance. For Work Types2.2, 3.1, 3.2, 4.1, 4.2, 5.5, 5.8, 5.11, 6.1,7.1, 8.1, 8.2, 9.1, 9.2, 10.1Î10.4, 11.1,13.1,14.1Î 14.5,the CONSULTANTS shall carry professional liability insurance in an amount not less than $1,000,000.00 per claim and $1,000,000.00 aggregate for all claims for negligent performance. TheCONSULTANTshall maintain the coverage for a period ending two (2) years after substantial completion of construction. II.Commercial General Liability Insurance TheCONSULTANTmust obtain and carry Commercial / General liability insurance as follows: For INDOT Prequalification Work Types 2.1, 6.1, 7.1, 8.1, 8.2, 9.1, 9.2, 10.1 - 10.4, 11.1,13.1,14.1-14.5, theCONSULTANTshall carry $1,000,000.00 per occurrence, $2,000,000.00 general aggregate. Coverage shall be on an occurrence form, and include contractual liability. The policy shall be amended to include the following extensions of coverage: 1.Exclusions relating to the use of explosives, collapse, and underground damage to property shall be removed. 2.The policy shall provide thirty (30) days notice of cancellation to LPA. 3.The CONSULTANTshall name the LPA as an additional insured. III.Automobile Liability The CONSULTANT shall obtain automobile liability insurance covering all owned, leased, borrowed, rented, or non-owned autos used by employees or others on behalf of the CONSULTANT for the conduct of the CONSULTANTÓs business, for an amount not less than $1,000,000.00 Combined Single Limit for Bodily Injury and Property Damage. The term ÐautomobileÑ shall include private passenger autos, trucks, and similar type vehicles licensed for use on public highways. The policy shall be amendedto include the following extensions of coverage: 11 Version6-8-2017 1.Contractual Liability coverage shall be included. 2.The policy shall provide thirty (30) days notice of cancellation to the LPA. 3.The CONSULTANTshall name the LPA asan additional insured. IV.Watercraft Liability (When Applicable) 1.When necessary to use watercraft for the performance of theCONSULTANTÓs Servicesunder the terms of this Contract, either by theCONSULTANT, or any SUB-CONSULTANT, theCONSULTANTor SUB-CONSULTANT operating the watercraft shall carry watercraft liability insurance in the amount of $1,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Protection & Indemnity where applicable. Coverage shall apply to owned, non- owned, and hiredwatercraft. 2.If the maritime laws apply to any work to be performed by theCONSULTANT under the terms of the agreement, the following coverage shall be provided: a.United States Longshoremen & Harbor workers b.Maritime Coverage -Jones Act 3.The policy shallprovide thirty (30) days notice of cancellation tothe LPA. 4.The CONSULTANTor SUB-CONSULTANT shall name the LPA as an additional insured. V.Aircraft Liability (When Applicable) 1.When necessary to use aircraft for the performance of theCONSULTANT Ós Servicesunder the terms of this Contract, either by theCONSULTANTor SUB- CONSULTANT, theCONSULTANTor SUB-CONSULTANT operating the aircraft shall carry aircraft liability insurance in the amount of $5,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Passenger Liability. Coverage shall apply to owned, non-owned and hired aircraft. 2.The policy shall provide thirty (30) days notice of cancellation to the LPA. 3.The CONSULTANTor SUB-CONSULTANT shall name the LPA as an additional insured. 22.Merger and 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 thisContact. This Contract may not be modified, supplemented or amended, in any manner, except by written agreement signed by all necessary parties. 23.Notice to Parties:Any notice, request, consent or communication (collectively a ÐNoticeÑ) under thisAgreement shall be effective only if it isin writing and (a) personally delivered; (b) sent by certified or registered mail, return receipt requested, postage prepaid; or (c) sent by a nationally recognized overnight delivery service, with delivery confirmed and costs of delivery being prepaid, addressed as follows: 12 Version6-8-2017 Notices to the LPAshall be sent to: Notices to theCONSULTANTshall be sent to: CHA Consulting, Inc. 3 Winners Circle Albany, NY 12205 Attn: Legal Department or to such other address or addresses as shall be furnished in writing by any party to the other party. Unless the sending party has actual knowledge that aNotice was not received by the intended recipient, a Notice shall be deemed to have been given as of the date (i) when personally delivered; (ii) three (3) days after the date deposited with the United States mail properly addressed; or (iii) the next day when delivered during business hours to overnight delivery service, properly addressed and prior to such delivery serviceÓs cut off time for next day delivery. The parties acknowledge that notices delivered by facsimile or by email shall not be effective. 24.Order of Precedence; Incorporation by Reference. Any inconsistency or ambiguity in this Contract shall be resolved by giving precedence in the following order: (1) This Contractand attachments,(2)RFP document, (3)the CONSULTANT Ós response to the RFP document, and (4) attachments prepared by theCONSULTANT. All of the foregoing are incorporated fully by reference. 25.Ownership of Documents and Materials.All documents, records, programs, data, film, tape, articles, memoranda, and other materials not developed or licensed by theCONSULTANTprior to execution of this Contract, but specifically developed under this Contract shall be considered Ðwork for hireÑ and theCONSULTANTassigns andtransfers any ownership claim to the LPA and all such materials (ÐWork Product) will be the property of the LPA.The CONSULTANT agrees to execute and deliver such assignments or other documents as may be requested by the LPA. Use of these materials, other than related to contract performance by theCONSULTANT, without the LPAÓs prior written consent, is prohibited. During the performance of this Contract, theCONSULTANTshall be responsible for any loss of or damage to any of the Work Product developedfor or supplied by INDOT and used to develop or assist in the Servicesprovided herein while any such Work Product is in the possession or control of theCONSULTANT. Any loss or damage thereto shall be restored at theCONSULTANT Ós expense. TheCONSULTANTshall provide the LPA full, immediate, and unrestricted access to the Work Product during the term of this Contract. The CONSULTANT represents,to the best of its knowledge and belief after diligent inquiryandother than as disclosed in writing prior toor contemporaneously with the execution of this Contract by the CONSULTANT, that the Work Product does not infringe upon or misappropriate the intellectual property or other rights of any third party. The CONSULTANT shall not be liable for the use of itsdeliverables describedin Appendix ÐAÑ on other projects without the express written consent of the CONSULTANTor as provided inAppendix ÐAÑ. The LPA acknowledges that it has no claims to any copyrights not transferred to INDOT under this paragraph. 26.Payments.All payments shall be made in arrears and in conformance with the LPAÓs fiscal policies and procedures. 27.Penalties, Interest and Attorney's Fees. The LPA will in good faith perform its required obligations hereunder, and does not agreeto pay any penalties, liquidated damages, interest, or attorney'sfees, except as required by Indiana lawin part, IC 5-17-5, I. C. 34-54-8, and I. C. 34-13-1. 13 Version6-8-2017 PollutionControlRequirements. If this Contract isfor$100,000 or more, the CONSULTANT: Stipulatesthatany facility to be utilized in performance underor to benefit from this Contract is not listed on theEnvironmentalProtection Agency (EPA) ListofViolating Facilities issued pursuantto the requirements of theClean Air Act, as amended,and the FederalWater Pollution Control Act,as amended; Agrees to comply with alloftherequirements of section114 of theClean Air Actand section 308 of theFederalWaterPollution Control Act, and all regulations and guidelines issued thereunder;and Stipulatesthat,as a condition of federalaid pursuant to this Contract, it shall notify INDOT and the FederalHighwayAdministration of thereceiptofany knowledge indicating that a facility to be utilized in performance underorto benefit from this Contract is under consideration to belistedon the EPAListing of ViolatingFacilities. Severability.Theinvalidityofanysection,subsection,clauseorprovisionofthisContractshallnot affectthevalidity of theremainingsections, subsections, clauses or provisions of this Contract. Statusof Claims.TheCONSULTANTshallgivepromptwritten notice totheLPAanyclaimsmade fordamagesagainsttheCONSULTANTresultingfromServicesperformedunderthisContractand shallberesponsibleforkeepingtheLPAcurrentlyadvisedastothestatusofsuchclaims.The CONSULTANTshallsend notice ofclaims related to work under this Contract to: Sub-consultantAcknowledgement.TheCONSULTANTagreesandrepresentsandwarrantstothe LPA,thattheCONSULTANTwillobtainsignedSub-consultantAcknowledgementforms,fromall SUB-CONSULTANTSprovidingServicesunderthisContractortobecompensatedforServices throughthisContract.TheCONSULTANTagreestoprovidesignedoriginalsoftheSub-consultant Acknowledgementform(s)totheLPAforapprovalpriortoperformanceoftheServicesby any SUB- CONSULTANT. SubstantialPerformance. This Contractshall be deemed to be substantially performed only when fully performed according to its terms and conditionsandany modification orAmendmentthereof. Taxes. The LPAwillnot be responsible for any taxes levied on the CONSULTANTas a resultof this Contract. TerminationforConvenience. TheLPAmayterminate,inwholeorinpart,whenever,foranyreason,whentheLPA determinesthatsuchterminationisinitsbestinterests.Terminationorpartialterminationof ServicesshallbeeffectedbydeliverytotheCONSULTANTofaTerminationNoticeatleast fifteen(15)dayspriortotheterminationeffectivedate, specifying theextenttowhich performanceofServicesundersuchterminationbecomeseffective.TheCONSULTANTshall becompensatedforServicesproperlyrenderedpriortotheeffectivedateoftermination.The LPAwillnot be liableforServicesperformedaftertheeffectivedate of termination. If the LPAterminatesorpartiallyterminatesthisContractforanyreasonregardlessofwhether itisforconvenienceorfordefault,thenand in suchevent,alldata,reports,drawings,plans, sketches, sections andmodels,allspecifications, estimates, measurementsanddatapertaining totheproject,preparedunderthetermsorinfulfillmentofthisContract,shallbedelivered 14 Version6-8-2017 Termination for Default. Withthe provision of twenty (20) days written notice to the CONSULTANT, the LPA may terminatethis Contract inwhole or in part if the CONSULTANT fails to: Correct or cure any breach of this Contract within such time, provided that if such cure is not reasonably achievable in such time, the CONSULTANT shall have up to ninety (90) days from such notice to effect such cure ifthe CONSULTANT promptly commences and diligently pursues such cure assoon as practicable; Deliver the supplies or perform the Services within the time specified in this Contractorany amendment orextension; Make progress soas to endanger performance ofthis Contract; or Perform any of the other provisions of this Contract to be performed bythe CONSULTANT;or ifanyrepresentation or warranty of theCONSULTANT isuntrue or inaccurateinany materialrespectatthetime made or deemed to bemade. If the LPA terminates this Contract in whole or in part, it may acquire, under the terms and in the manner the LPA considers appropriate, supplies or services similar to those terminated, and the CONSULTANT will be liable to the LPA for any excess costs for those supplies or services. However, the CONSULTANT shall continuethe work not terminated. The LPA shall pay the contract price for completed supplies delivered and Services accepted. The CONSULTANT and the LPA shall agree on the amount of payment for manufactured materials delivered and accepted and for the protection and preservation of the property. Failure to agree will be a dispute under the Disputes clause (see Section 13). The LPA may withhold from the agreed uponprice for Services any sum the LPA determine necessary to protectthe LPA against lossbecauseofoutstanding liens orclaims of formerlien holders. The rights and remedies of the LPA in this clause are in addition to any other rights and remedies provided by law orequity or under this Contract. Default by the LPA.If the CONSULTANT believes the LPA is in default of this Contract, it shallprovidewritten notice immediately to theLPAdescribing such default. If the LPAfails to take steps to correct or cure any material breach of this Contract within sixty (60) days after receipt of such written notice, the CONSULTANT may cancel and terminate this Contract and institute the appropriate measures to collect monies due upto and including the date of termination,including reasonable attorney fees and expenses, provided that if such cure is not reasonably achievable in such time, the LPA shall have upto one hundred twenty (120) days from such notice to effect such cure if the LPA promptly commences and diligently pursues such cure as soonas practicable. The CONSULTANT shall be compensated for Services properly rendered prior to the effective date of such termination. The CONSULTANT agrees thatit has no rightoftermination for non-materialbreaches by the LPA. 15 Version6-8-2017 36.Waiver of Rights.No rights conferred on either party under this Contract shall be deemed waived, and no breach of this Contract excused, unless such waiver or excuse is approved in writing and signed by the party claimed to have waived such right. Neither the LPAÓs review, approval or acceptance of, nor payment for, the Servicesrequired under thisContract shall be construed to operate as a waiver of any rights under this Contract or of any cause of action arising out of the performance of this Contract, and theCONSULTANTshall be and remain liable to the LPA in accordance with applicable law for all damages to the LPA caused by theCONSULTANT'snegligent performance of any of the Servicesfurnished under this Contract. 37.Work Standards/Conflicts of Interest.TheCONSULTANTshall understand and utilize all relevant INDOT standards including,but not limited to,the most current version of the Indiana Department of Transportation Design Manual, where applicable, and other appropriate materials and shall perform all Servicesin accordance with the standards of care, skill and diligence required in Appendix ÐAÑ or, if not set forth therein, ordinarily exercised by competent professionals doing work of a similar nature. 38.No Third-Party Beneficiaries.This Agreement is solely for the benefit of the partieshereto. Other than the indemnityrights under this Contract, nothing contained in this Agreement is intended or shall be construed to confer upon any person or entity (other than the parties hereto) any rights, benefits or remedies of any kind or character whatsoever. 39.No Investment in Iran.As required by IC 5-22-16.5, the CONSULTANT certifies that the CONSULTANT is not engaged in investment activities in Iran. Providing false certification may result in the consequences listed in IC 5-22-16.5-14, including termination of this Contract and denial of future state contracts, as well as an imposition of a civil penalty. 40.Assignment of Antitrust Claims. The CONSULTANT assigns to the State all right, title and interest in and to any claims the CONSULTANT now has, or may acquire, under state or federal antitrust laws relating to the products or services which are the subject of this Contract. Remainder of Page Intentionally Left Blank\] 16 Version6-8-2017 Non-Collusion. The undersigned attests, subject to the penalties for perjury, that he/she is the CONSULTANT, or that he/she is the properly authorized representative, agent, member or officer of the CONSULTANT, that he/she has not, nor has any other member, employee, representative, agent or officer of the CONSULTANT, directly or indirectly, to the best of 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. Furthermore, iftheundersigned hasknowledge thatastate officer, employee, orspecial state appointee, asthose terms aredefined inIC §4-2-6-1, hasafinancial interest intheContract, theParty attests to compliance withthedisclosure requirements inIC §4-2-6-10.5. In Witness Whereof, the CONSULTANT and the LPA have, through duly authorized representatives, 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. CONSULTANTLOCAL PUBLIC AGENCY CHA Consulting, Inc. City of Carmel Phil Stevens, Business Line Director James Brainard, Presiding Officer Lori Watson, Member Mary Ann Burke, Member Attest: Attest: Digitally signed by Minardi, Stephen M. Minardi, DN: cn=Minardi, Stephen M., ou=CO-ANY01, email=SMinardi@chacompanies.comStephenM. Date: 2023.09.13 09:42:41 -04'00' Stephen Minardi, Regional Counsel Sue Wolfgang, Clerk 17 Version6-8-2017 APPENDIX "A" SERVICES TO BE FURNISHED BY CONSULTANT: In fulfillment of this Contract, the CONSULTANT shall comply with the requirements of the appropriate regulations and requirements of the Indiana Department of Transportation and Federal Highway Administration. The CONSULTANT shall be responsible for performing the following activities: A.Engineering Personnel For the fulfillment of all services outlined in SectionB below, The CONSULTANT will provide one (1) fulltime Resident Project Representative, and Inspectors and clerical and secretarial personnel as required for a period of time necessary to complete the construction project and final construction report. The qualifications and experiences of personnel provided by the CONSULTANT are subject to approval by the Local Public Agency and the Indiana Department of Transportation and no personnel will be assigned to the project until Local Public Agency and Indiana Department of Transportation approval is obtained. The fulltime Resident Project Representative will take directions from and report to the Indiana Department ofTransportationÓs Area Engineer on all matters concerning contract compliance and administration. The fulltime Resident Project Representative will coordinate project activities with the Local Public AgencyÓs Project Coordinator and Indiana Department ofTransportationÓs Area Engineer. B.Description of Services 1.Construction Schedule: Review the construction schedule prepared by the Contractor for compliance with the Contract, and give to the Local Public Agency detailed documentation concerning its acceptability. 2.Conferences: Attend pre-construction conferences as directed by the Local Public Agency, arrange a schedule of progress meetings, and such other job conferences as required for the timely and acceptable conduct of the job, and submit such schedules prepared, to the Local Public Agency for notification to those who are expected to attend.Record for the Local Public Agency, as directed, minutes of such meetings. The CONSULTANT shall be available for conferences as requested by the Local Public Agency, State, and Federal Highway Administration to review working details of the project. The Local Public Agency, State and Federal Highway Administration may review and inspect the activities whenever desired during the life of the Agreement. 3.Liaison: Serve as the Local Public AgencyÓs liaison with the Contractor, working principally through the ContractorÓs field superintendent or such other person in authority as designated by the Contractor. Acting in liaison capacity, the fulltime Resident Project Representative shall be thoroughly familiar with the plans and specifications applicable to the project to ensure that all provisions therein are complied 18 Version6-8-2017 with. Any deviation observed shall be reported to the Local Public Agency and Indiana Department of Transportation bythe fulltime Resident Project Representative. 4.Cooperatewith the Local Public Agency in dealing with the various, Federal, State and Local Agencies having jurisdiction over the project. 5.Assistthe Local Public Agency and Indiana Departmentof Transportation in obtaining from the Contractor alist of his proposed suppliers and sub-contractors. 6.Assistthe Local Public Agency and Indiana Department of Transportation in obtaining from the Contractor additional details or information when neededat the job site for proper execution ofwork. 7.EquipmentÎFurnish all equipment necessary to sample and test materials in accordance with Indiana Department of TransportationÓs procedures. 8.SamplesÎObtain field samples of materials delivered to the siteas required by the State and deliver such samples to the appropriate Indiana Department of Transportation laboratory office. 9.Shop Drawings: a.Receive and review shop drawings and falsework drawingsper INDOT Construction Memorandum 17-14. b.Reviewapprovedshop and falsework drawings, specifications and other submissions, record receipt of this data, maintain a file of all drawings and submissions, and check construction for compliance in accordance with the Contract Documents. c.Alert the ContractorÓs fieldsuperintendent when it is observed that materials or equipment are being or about to be usedor installed before approval of shop drawings or samples, where such are required, and advise the Local Public Agency and Indiana Department of Transportation whenhe believes it is necessary to disapprove work as failing to conform to the Contract Documents. 10.Review of Work, Inspection and Tests: a.Conduct on-site inspections for the Local Public Agency of the work in progress as a basis for determining that the project is proceeding in accordance with the Contract Documents. b.Provide on-site acceptance testing of materials in the manner and extent prescribed by the latest edition of the Indiana State Highway Commission Construction Manual and in accordance with currentaccepted practices. c.Accompany visiting inspectors, representing Local, State or Federal Agencies having jurisdiction over the project, and report details of such inspection to the Local Public Agency and Indiana Department of Transportation. d.Verify that required testing has been accomplished. 11.Modification: Consider and evaluate the ContractorÓssuggestions for modifications in drawings and/or specifications and report them with recommendations to the Local Public Agency and Indiana Department of Transportation. 12.Records: a.Prepare and maintain atthe job site orderly files of correspondence, reports of job conferences, shop drawings and other submissions,reproductions of original Contract Documents, including all addenda, change orders and additional drawings subsequent to the award of the Contract, progress reports and other project related documents. b.Keep a diary orlog book, recording hours on the job site, weather conditions, list of visiting officials, decisions, general observations, and specific observations 19 Version6-8-2017 with regard to test procedures. Upon request furnish copies of such a diary or logbook to the Local Public Agency. c.Maintain for the Local Public Agency, arecord of names, addresses and telephone numbers of all sub-contractors and major materialsuppliers. d.Maintain a set of drawings on which authorized changes are notes, and deliverto the Local Public Agency upon request, but in any event at the completion of the project. e.Prepare the Final Construction Record and Final Estimate as required by the Indiana Department of Transportation and the Local Public Agency. 13.Reports: Furnish to theIndiana Department of Transportation and the Local Public Agency at periodic intervals, as required, progress reports of the project, including the ContractorÓs compliance with the approved construction schedule. 14.Progress Estimates: Prepare progress estimates for periodic partial payments to the Contractor and deliver to the Local Public Agency and Indiana Department of Transportation for review and processing. The payments to the Contractor will be based on estimates ofthe value of work performed and materials complete in place in accordance with the contract. 15.Project Responsibility: The Resident Project Representative will be responsible for the documentation of pay quantities and estimates, and the maintenance of appropriate records related to theconstruction of this project. 16.Work Schedule and Suspension: The CONSULTANTÓs crew will be required to regulate their work week to conform to the ContractorÓs hours in accordance with the directions of the Indiana Department ofTransportationÓs Area Engineer. If work on the construction project is suspended and all matters concerning contract compliance and administration are complete, the services of the CONSULTANT may also be suspended without cost to the project. 17.Contract Administration:The CONSULTANT will administer the contract in accordance with Indiana Department of TransportationÓs procedures. 18.Conflict of Interest: The CONSULTANT acknowledges and agrees thatthe CONSULTANT, a firm associated with the CONSULTANT, or an individual associated with theCONSULTANT cannot accept or perform any work (including but not limited to construction engineering, production staking, falsework drawings, shop drawings) for theContractor, material supplier of the Contractor or for any of the ContractorÓs subcontractors on this project. For purposes of this section afirm is associated with the CONSULTANT if the firm and the CONSULTANT have a common director, common officer ora common owner. For purposes of this section an individual is associated with the CONSULTANT if the individual is an employee of the CONSULTANT or anemployee ofa firm associated with the CONSULTANT. For purposes of this section the following definitions shall be used: DirectorÎAny member of the board ofdirectors ofa corporation. OfficerÎThe president, secretary, treasurer, or such other officers asmay be prescribed by the corporationÓs bylaws. OwnerÎasole proprietor,any partner in apartnership, or any shareholder of a corporation. 20 Version6-8-2017 APPENDIX "B" INFORMATION AND SERVICES TO BE FURNISHED BY THE LPA: The LPAshall furnish the CONSULTANT with the following: 1.Local Public Agency shall designate an employee as Project Coordinator to coordinate activities between Consultant, INDOT and the Local Public Agency. 2.Assistance to the CONSULTANT by placing at his disposal all available information pertinent to the project. 21 Version6-8-2017 APPENDIX "C" SCHEDULE: No work under this Contract shall be performed bythe CONSULTANT until the CONSULTANT receives a written notice to proceed from the LPA. All work by the CONSULTANT under this Contract shall be completed and delivered to the LPAfor review and approval within the approximate time periods shown in the following submission schedule: A.The CONSULTANT will be prepared to begin the work under thisAgreement within five (5) days after a letter of notification to proceed is received from the Local Public Agency. The CONSULTANT shall complete and deliver the final construction record and final estimate to the District Director within forty-five (45)calendar days after the ContractorÓs last day of work. In accordance with the contractors estimated work schedule the estimated contractcompletion date is November15, 2025. 22 Version6-8-2017 APPENDIX "D" Compensation: A.Amount of payment 1.CONSULTANT shall receive aspayment for the work performed under this Contract the total amount not toexceed $343,085.98_unless a supplement is executed by the parties that increases the maximum amount payable. 2.CONSULTANT will be paid for the actual hours of work performed exclusively on the Contract in accordance with the following negotiated hourly billing rates per classification up to the not to exceed amount as indicated in Appendix D.A.1 and in accordance with contractors estimated construction time line as stated in Appendix C.Future years rates were calculated at 3.0% increase for estimate purposes, but will followINDOTÓsECI for each yearly increase. CHA Consulting Rates: t a w 9 L L L Shrewsberry2024Rates: Inspector 1 $95.95/HR Inspector 2 $130.86/HR 3.For those services performed by the CONSULTANT, theCONSULTANT will be reimbursed the direct non-salary costs (the actual costs of such out-of-pocket expenses directly attributable to the Contract such as fares,round trip mileage from the CONSULTANTÓs personal place of residence to the assigned job site including the mileage at the job site,long distance calls, equipment rentals, reproductions, etc.) as approved by INDOT and the LOCAL PUBLIC AGENCY. The directnon-salary costs for travel reimbursement shall not exceed the limitations on travel expenses set out in the current State of Indiana policy on travel reimbursement. As of the date of this contract the mileage reimbursement rate is $0.49per mile. 4.For those services performed byother than the CONSULTANT, the CONSULTANT will be reimbursed for theactual invoice for the services performed by other than the CONSULTANT, provided that each such invoice shall be subject to approval as reasonable by the LOCALPUBLIC AGENCY prior to anyreimbursement thereof. 23 Version6-8-2017 5.The CONSULTANT shall submit monthly timesheets for each employee working on the Contract to the LOCAL PUBLIC AGENCY. Hours worked by the employee shall berecorded to the nearest 0.25 hour. 6.The CONSULTANT shall not bill for overtime premium for any individual until forty hours have been worked on the Contract for the week by that individual. Holiday hours not worked on the Contract do not apply to the forty hour weekly total. B.Method of payment 1.The CONSULTANT may submit a maximumof one invoice voucher per calendar month for work covered under this Contract. The invoice vouchers shall besubmitted to the LOCAL PUBLIC AGENCY. 2.The invoice vouchers shall represent the value, to the LOCAL PUBLIC AGENCY, ofthe partially completed work as of the dateof the invoice voucher. When submitting an invoice, the CONSULTANT shall furnish a copyof records showing the individuals who worked on the Contract during the month, their classification, the number of hours worked since the last invoice voucher was submitted, and the hourly rate. 3.If theLOCAL PUBLIC AGENCY does not agree with the amount claimed by the CONSULTANT on an invoice voucher, the LOCAL PUBLIC AGENCY will send the CONSULTANTA a letter by regular mailand list the differences between actual andclaimed progress. The letter will besent to the CONSULTANTÓs address on page 1 of thisContract orthe CONSULTANTÓs last known address. 4.If, prior to the satisfactory completion of the services under this Contract, the total of the costs incurred by theCONSULTANT is within ten percent (10%) of the maximum amount payable, the CONSULTANT shall notify INDOT and the LOCAL PUBLIC AGENCY and the status will beevaluated. 5.The CONSULTANT shall submit to INDOT and the LOCAL PUBLIC AGENCY alist ofpersonnel,along with job classification and salary, the firm is planning to use on work covered by this Contract. No additions in personnel or changes in personnel salaries shall be effective for purpose of this Contract until approved by INDOT and the LOCAL PUBLICAGENCY. 24 FEE SUMMARY PROJECT:106th&Hazel Del RAB CLIENT:City of Carmel FEETASKDESCRIPTION: CHA ConsultingHOURLY NTE$ 322,908.63 ShrewsberryHOURLY NTE$ 17,666.10 Expenses$ 2,511.25 Sub-Total =$ 343,085.98 Total Not-to-Exceed Fee =$ 343,085.98 1,999.32 $1,999.32 $8,064.50 $1,506.75 $1,004.5025,302.44 $25,302.44 $31,628.05 $49,100.94 $58,335.55 $50,476.84 $31,434.84 $31,628.05 $25,302.44 2,511.25340,574.73 $340,574.73TOTALTASK340,574.73 $343,085.98DOLLARS Page 1of1 121250 164164205339455404204205164 2,3782,378 TOTALTASKHOURS 200200400 95.21CHA 0.490 $0.49038,084.00InspectorConstructionInspection 135135 130.86 NightDaysxMi./Trip xMi./Trip x17,666.10Inspector2Shrewsberry 44445454454STAFFHOURSBYCLASSIFICATION1057 1510193.21 ProjectManager 11,012.97 8840 160160200200250200200200160 1,786 153.31 Trips xTrips xNights xResidentEngineerPersonsx273,811.66 226 202025202520202520 205205TripsNo. Of 106th & Hazel DelRABManhour FeeJustification SUBTOTAL: DESCRIPTION PROJECT:DESCRIPTION:MeetingsInspection PerMonth TOTALSALARYCOSTS:DIRECT EXPENSESTOTALDIRECTEXPENSES:GRAND TOTAL : Preconstruction ConferenceFinal InspectionFinal Construction RecordMarch '24April '24May '24June '24July '24August '24September '24October '24November '24TOTAL HOURS (2019):BILLINGRATEPERHOUR (2019Rates)TotalsMileage toproject site for staffMileage atproject siteMealsLodgingReproduction Costs/Supplies 20232024BILLINGRATETABLE OverheadEffectiveDate:07/01/23 ProjectNumber&Description:230050CHACityofCarmel106th&HazelDellRoundaboutConstructionInspection 2023 2023GROUP 2023GROUPGROUPHOURLY HOURLY2023GROUPHOURLYLABOR2024 2023GROUPLABORRATEHOURLYLABORRATERATETIMESHOURLY HOURLYLABORXOVERHEADLABORRATE+OHxCOSTOFBILLING GROUPCLASSIFICATIONS/STAFFTYPESRATE@+OHPROFIT@MONEY@RATE 194.19%15.00%0.47%3.00% MANAGEMENT Principal7$86.48$167.94$254.41$38.16$0.41$301.77 ENGINEERING Engineer7$104.90$203.71$308.61$46.29$0.49$366.05 Engineer6$82.38$159.97$242.35$36.35$0.39$287.46 Engineer5$76.02$147.62$223.63$33.54$0.36$265.26 Engineer4$65.29$126.79$192.08$28.81$0.31$227.84 Engineer3$52.26$101.49$153.75$23.06$0.25$182.37 Engineer2$44.41$86.24$130.65$19.60$0.21$154.97 Engineer1$37.62$73.05$110.67$16.60$0.18$131.28 Designer5$58.01$112.65$170.66$25.60$0.27$202.42 Designer4$49.25$95.65$144.90$21.74$0.23$171.87 Designer3$40.50$78.65$119.15$17.87$0.19$141.33 Designer2$30.30$58.84$89.14$13.37$0.14$105.73 Designer1$28.84$56.01$84.85$12.73$0.14$100.64 CADDDrafter2$25.43$49.38$74.81$11.22$0.12$88.73 CADDDrafter1$21.30$41.36$62.66$9.40$0.10$74.32 LANDSCAPEARCHITECTURE LandscapeArchitect6$59.35$115.25$174.60$26.19$0.28$207.10 LandscapeArchitect5$55.29$107.37$162.66$24.40$0.26$192.94 LandscapeArchitect4$39.81$77.31$117.12$17.57$0.19$138.92 LandscapeArchitect3$33.65$65.35$99.01$14.85$0.16$117.44 LandscapeArchitect2$33.00$64.08$97.08$14.56$0.16$115.15 LandscapeArchitect1$27.56$53.52$81.08$12.16$0.13$96.17 CONSTRUCTIONSERVICES Inspector5$85.97$166.95$252.92$37.94$0.40$299.99 Inspector4$66.06$128.27$194.33$29.15$0.31$230.50 Inspector3$46.14$89.60$135.74$20.36$0.22$161.01 Inspector2$37.50$72.82$110.32$16.55$0.18$130.86 Inspector1$27.50$53.40$80.90$12.13$0.13$95.95 SUPPORT Administration6$62.50$121.37$183.87$27.58$0.29$218.10 ProjectManager5$84.87$164.81$249.68$37.45$0.40$296.16 Administration4$46.02$89.37$135.39$20.31$0.22$160.59 Administration3$50.00$97.10$147.10$22.06$0.24$174.48 Administration2$27.16$52.74$79.90$11.99$0.13$94.78 Administration1$22.36$43.42$65.78$9.87$0.11$78.03 Intern$22.00$42.72$64.72$9.71$0.10$76.77 AsverifiedandApprovedastothedateindicated. Signed:____________________________________________8/18/2023 100North Senate Avenue PHONE: (855) 463-6848 EricHolcomb, Governor Room N758-PQ MichaelSmith, Commissioner Indianapolis, Indiana 46204 August 14, 2023Prequalification Section 317) 232-5094 AndyHahn CHAConsulting, Inc. 201N. IllinoisSt. Ste800 Indianapolis, IN46204 Re: ConsultantPrequalification DearAndyHahn: TheConsultantPrequalificationFinancialUpdate Applicationsubmittedon7/27/2023andyourGeneral/Technical RenewalApplicationsubmittedon8/1/2023havebeenreviewedbythisoffice. Yourfirmhasbeenprequalifiedto provide consultingservices totheIndiana DepartmentofTransportation (INDOT) inthe workgroupslisted onthe attachedWorkTypeCertification, effective08/14/2023. Thisapprovalsupersedesanypreviousapprovalfor prequalification, butissubjecttorevisionormodificationinaccordancewith themostcurrenteditionoftheINDOT Consultant PrequalificationManual. YourFinancialapproval willexpireon06/30/2024. YourGeneral/Technical approvalwillexpireon07/31/2025. YourFirm'sannualcontractingcapacityfor theCPAAuditLevelis $259,767,448.00forthefiscalperiodthatended on12/31/2022. Yourfirmwas approvedforthisfinanciallevelasnotifiedseparatelybytheExternalAuditSection. Therequestedand approvedfinancial leveldeterminesthefirmsservice limitationsasstatedintheINDOT ConsultantPrequalificationManual. Consultantfirms mustsubmittheirannualfinancialapplicationwithin180 calendardaysoftheend ofeachfiscalyear. You arerequiredto submita modificationapplication intheeventofanychangesinfirmownership, firmaddress, formofbusinessentityunderwhich thefirmoperates, manpowersignificantenough toaffectthefirm'squalifications or capacity (oroperationsoflaboratories, facilities, etc.), financialstatus (suchasfilingforbankruptcy), or anyother changewhichaffects anelement INDOTconsiderswhen prequalifyingaconsultant. TheConsultant mustnotify INDOT within 15 days of any change in the information provided in its Prequalification Application and to submit a modificationapplication inatimelymanner. Failuretosubmitamodificationapplicationwithin15daysafterthe initialnotificationwillresult inthelossoftheConsultantsPrequalificationStatus. PleasecontactMr. JohnLeming, ConsultantPrequalification ResearchAnalystat317-234-4917 ifyouhaveany questionsonthismatter. Respectfully, cc: PrequalificationFile CrystalM. Weaver, P.E. ExternalAudit PrequalificationEngineer www.in.gov/dot/ An Equal Opportunity Employer Prequalified Work Type Certification Issued By Indiana Department of Transportation 08/14/2023DatePrinted: CHAConsulting, Inc. Valid Work Groups 08/14/202307/31/2025Effective:Expires on: WorkTypeCodeWork TypeDescriptionQualifyingPerson(s) 2.2Traffic Forecasting Andrews, Ted 3.1Non-Complex Traffic Capacity and Operations Analysis Andrews, Ted 3.2Complex Traffic Capacity and Operations Analysis Andrews, Ted 4.1Traffic Safety Analysis Andrews, Ted 5.1 Environmental Document Preparation -EA/EIS Elmore, Summer 5.2Environmental Document Preparation -CE Elmore, Summer 5.3Environmental Document Preparation -Section 4(f) Elmore, Summer 5.4Ecological Surveys Elmore, Summer 5.5Wetland Mitigation Elmore, Summer 5.6Waterway Permits Elmore, Summer 5.8Noise Analysis and Abatement Design Lamb, Cory R 5.13ESA Screening and Phase I ESA Ruble, Ashley 5.14 Phase II ESA and Further Site Investigation/Corrective Action Fowler, Seth 8.1Non-Complex Roadway Design Stroebel, Samantha 8.2Complex Roadway Design Ellis, Kyle Stroebel, Samantha www.in.gov/dot/ An Equal Opportunity Employer WorkTypeCodeWork TypeDescriptionQualifyingPerson(s) 8.3Roundabout Design Stroebel, Samantha 9.1Level 1 Bridge Design O'Rorke, Dan Papile, Anthony M 9.2Level 2 Bridge Design O'Rorke, Dan Papile, Anthony M 10.1Traffic Signal Design Andrews, Ted 10.2Traffic Signal System Design Andrews, Ted 10.3 Complex Roadway Sign Design Andrews, Ted 10.4Lighting Design Andrews, Ted 12.1Project Management for Acquisition Services Starling, Charles 13.1Construction Inspection Andres, Brian P Mahan, Cory 14.1Regular Bridge Inspection Mahan, Cory 14.2Complex Bridge Inspection Mahan, Cory 16.1Utility Coordination Dynes, Matthew D 17.2Small Structure and Pipe Hydraulic Design Stroebel, Samantha 17.3 Storm Sewer and Detention Design Stroebel, Samantha 17.4Bridge Hydraulic Design Detlefsen, Kristopher K Stroebel, Samantha 18.1Pavement Analysis-Design Services Starling, Charles cc: Prequalification File Crystal M. Weaver, P.E. Prequalification Engineer www.in.gov/dot/ An Equal Opportunity Employer 100North Senate Avenue Eric Holcomb, Governor Room N749 Michael Smith, Commissioner Indianapolis, Indiana 46204 External Audit http://www.in.gov/indot/2846.htm Division of Economics, External Audit, andPerformance Metrics August 3, 2023 Re: Report onReview of Financial Prequalification submission 24-15-45 For Fiscal Year Ending: December 31, 2022 William McGregor, Corporate Controller CHA Consulting, Inc. 111 Winners Circle Albany, NY 12205 Dear Mr. McGregor: External Audit has reviewed the Financial Prequalification submittal by CHA Consulting, Inc. for thefiscal year ending December 31, 2022. This notice is to report the results ofthe financial review. For further information regarding the overall Prequalification status of your firm, including technical requirements, please contact the Prequalification Section directly. We reviewed an Indirect Cost Schedule and associated required documents for Financial Prequalification submitted for theCPA Audited Level as application #56071. Per theStambaugh Ness report, theIndirect Cost Schedule was audited in accordance with generally accepted government auditing standards issued bythe Comptroller General of the United States and 48 CFR Part 31, and expressed the opinion that these rates present fairly, in all material respects, the direct labor, fringe benefits, and general overhead of CHA Consulting, Inc. for the period ending December 31, 2022. The following rates are accepted: Home Office 133.62% Home Office FCCM 0.38% Field Office 107.21% Field Office FCCM 0.00% Indiana Department of Transportation (INDOT) accepts the use of these rates for invoicing of services provided during the firm’s fiscal period covered by this report, for contracts with or administered through the agency. Acceptance of these rates for this use does not constitute “establishment of a rate by acognizant agency” for the purpose of applying the regulations published in Title 23 CFR Sect. 172.7. INDOT also accepts theuse of these rates as provisional rates for estimating, negotiating and billing current contracts with or administered through the agency. This provisional rate acceptance expires June 30, 2024. Costs billed to contracts with federal participation are subject to audit for compliance with the cost principles contained in 48 CFR Part 31. With the financial prequalification accepted at the CPA Audited Level, this firm isnot restricted to total annual billings of less than $250,000.00 for acontract orcontracts with or administered through INDOT. Total wages and salaries (notincluding bonuses, profit share, company retirement contributions, or other unallowable forms of indirect compensation) were submitted as $78,682,379 Direct and $51,201,345 Indirect, for atotal of $129,883,724. www.in.gov/dot/ AnEqual Opportunity Employer 100NorthSenateAvenue Eric Holcomb, Governor RoomN749 MichaelSmith, Commissioner Indianapolis, Indiana46204 Theauditedfinancialsubmissionforthisfirmdocumentstheseparationofdirect andunallowableindirectvehicle operatingcost, fromallowableindirectvehicle operatingcosts. This firmmaybilland bereimbursedfordirect miles billedforcontractedservicesinaccordancewithState statuteandpolicy. Issuesconcerningthefinancialdata submittedto theAgencyandtheallowableindirect costratesacceptedby ExternalAudit aresubjecttothefollowingprocedures. All CPAworkpapersused asthebasisto establishan audited overheadrate mustbe made availabletoINDOTforreviewatalocation ofmutualagreement, as determinedbyINDOTand theconsultantfirm. Theconsultantfirmnamedaboveissolelyresponsibleforall costsbilledbythefirm’s IndependentCPArelatedtothe reviewoftheauditor’swork papersbytheagency. INDOTandAmericanCouncilofEngineeringCompaniesagreedtotheimplementation ofaDisputeResolution ProcedureeffectiveJanuary 1, 2008. Firmswishing todisputetheindirectcostratesallowedby theagencymay requesta meetingwithNatalyaClark, ManagerofExternalAudit, (NClark@INDOT.IN.GOV). Thisletter isfor internaluseonlyandshallnotbe usedforanyother purpose. Occasionally, INDOTreceives requests fromother statetransportationagenciestosharethefinancial dataforfirmsprovidingfinancial prequalificationsubmissionstoouragency, andwemayrespond tothoserequests. Firmsoffering “engineering anddesignservices”, asdefinedunder 23USC112(b) (2) (A), whohave submittedfinancial datafor Prequalification with INDOTwillreceivea notificationfromExternalAuditsummarizinganysuchdata provided and identifyingtheagencyand contactperson receivingtheinformation. Ifyouhaveanyquestionsorconcernsregardingyour financialsubmission or theallowableindirectcostrate for yourfirm, youmaycontactExternal Auditdirectly. Sincerely, NatalyaClark, Managerof ExternalAudit Phone: 317-232-5472 NClark@indot.in.gov cc:AndyHahn, CHAConsulting, Inc. CrystalWeaver, Prequalification Engineer, INDOT JohnLeming, ConsultantPrequalification Analyst, INDOT www.in.gov/dot/ AnEqualOpportunityEmployer Version6-8-2017 CzTfshfzHsfdivlijobu23;16qn-Tfq25-3134 LPA- CONSULTING CONTRACT This Contract (“this Contract”) is made and entered into effective as of ,20 (“Effective Date”) by and between the City of Carmel, acting by and through its proper officials (“LOCAL PUBLIC AGENCY” or“LPA”), andLochmueller Group, Inc. (“theCONSULTANT”),a corporation/limited liability company organized under the laws of the State of Indiana. Des. No.:220015 thProjectDescription:Construction inspection of the 96Street Trail Ditch Road to Spring Mill Road project. RECITALS WHEREAS, the LPA has entered into an agreement to utilize federal monies with the Indiana Department ofTransportation(“INDOT”)foratransportationortransportationenhancementproject(“theProject”), which Project Coordination Contract is herein attached as Attachment 1 and incorporated as reference; and WHEREAS,theLPAwishes to hire theCONSULTANTtoprovide servicestowardthe Project completionmore fullydescribed in Appendix“A” attached hereto (“Services”); WHEREAS,the CONSULTANThasextensive experience, knowledge and expertise relating to theseServices; and WHEREAS,the CONSULTANThasexpressed awillingness to furnish theServicesin connection therewith. NOW, THEREFORE, inconsideration of the followingmutualcovenants,the parties hereto mutually covenant and agree as follows: The “Recitals” above are hereby made an integral part and specifically incorporated intothisContract. SECTION ISERVICES BY CONSULTANT. The CONSULTANTwill provide the Services and deliverables described in Appendix “A” which is herein attached to and made an integral part of this Contract. SECTION IIINFORMATION AND SERVICES TO BE FURNISHED BY THE LPA.The information and services to be furnished by the LPA areset out in Appendix “B” whichis herein attached to and made an integral part of this Contract. SECTION IIITERM. The term of this Contract shall be from the date of the last signature affixed to this Contract to the completion of the construction contractwhich is estimated to be December 31, 2024. A schedule for completion ofthe Servicesand deliverables is set forth in Appendix “C” which is herein attached to and made an integral part of this Contract. SECTION IVCOMPENSATION. The LPA shall pay theCONSULTANTfor the Servicesperformed under this Contract as set forth in Appendix “D” which is herein attached to and made an integral partofthis Contract. The maximumamountpayable underthis Contract shallnotexceed $450,573.53. SECTION VNOTICE TO PROCEED AND SCHEDULE. TheCONSULTANTshallbegin the work to be performed under this Contract only upon receipt of the written notice to proceed from the LPA andshall deliver the work to the LPA in accordance with the schedule contained in Appendix “C” which is herein attached to and made an integral part of this Contract. CITY OF CARMEL PAGE 1OF17 123-1014-00C 2023-09-07AGRWITHCITY.DOC Version6-8-2017 SECTION VI GENERAL PROVISIONS 1.Access to Records. The CONSULTANT and any SUB-CONSULTANTS 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 the LPA, INDOT and/or the Federal Highway Administration (“FHWA”) or its authorized representative, and copies thereof shall be furnished free of charge, if requested by the LPA, INDOT, and/or FHWA. The CONSULTANT agrees that, upon request by any agency participating in federally-assisted programs with whom the CONSULTANT has contracted or seeks to contract, the CONSULTANT may release or make available to the agency any working papers from an audit performed by the LPA, INDOT and/or FHWA of the CONSULTANT and its SUB-CONSULTANTS in connection with this Contract, including any books, documents, papers, accounting records and other documentation which support or form the basis for the audit conclusions and judgments. 2.Assignment; Successors A.The CONSULTANT binds its successors and assignees to all the terms and conditions of this Contract. The CONSULTANT shall not assign or subcontract the whole or any part of this Contract without the LPA’s prior written consent, except that the CONSULTANT may assign its right to receive payments to such third parties as the CONSULTANT may desire without the prior written consent of the LPA, provided that the CONSULTANT gives written notice including evidence of such assignment) to the LPA thirty (30) days in advance of any payment so assigned. The assignment shall cover all unpaid amounts under this Contract and shall not be made to more than one party. B.Any substitution of SUB-CONSULTANTS must first be approved and receive written authorization from the LPA. Any substitution or termination of a Disadvantaged Business Enterprise (“DBE”) SUB-CONSULTANT must first be approved and receive written authorization from the LPA and INDOT’sEconomic Opportunity Division Director. 3.Audit. The CONSULTANT 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 48 CFR part 31 and audit guidelines specified by the State and/or in accordance with audit requirements specified elsewhere in this Contract. 4.Authority to Bind Consultant. The CONSULTANT warrants that it has the necessary authority to enter into this Contract. The signatory for the CONSULTANT represents that he/she has been duly authorized to execute this Contract on behalf of the CONSULTANT and has obtained all necessary or applicable approval to make this Contract fully binding upon the CONSULTANT when his/her signature is affixed hereto. 5.Certification for Federal-Aid Contracts Lobbying Activities A.The CONSULTANT certifies, by signing and submitting this Contract, to the best of its knowledge and belief after diligent inquiry, and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT, the CONSULTANT has complied with Section 1352, Title 31, U.S. Code, and specifically, that: i.No federal appropriated funds have been paid, or will be paid, by or on behalf of the CONSULTANT to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contracts, the making of any federal grant, the making of any federal loan, the CITY OF CARMEL PAGE 2OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. ii.If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal Contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. B.The CONSULTANT also agrees by signing this Contract that it shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Any person who fails to sign or file this required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each failure. 6.Changes in Work. The CONSULTANT shall not commence any additional work or change the scope of the work until authorized in writing by the LPA. The CONSULTANT shall make no claim for additional compensation or time in the absence of a prior written approval and amendment executed by all signatories hereto. This Contract may be amended, supplemented, or modified only by a written document executed in the same manner as this Contract. The CONSULTANT acknowledges that no claim for additional compensation or time may be made by implication, oral agreements, actions, inaction, or course of conduct. 7.Compliance with Laws A.The CONSULTANT 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. If the CONSULTANT violates such rules, laws, regulations and ordinances, the CONSULTANT shall assume full responsibility for such violations and shall bear any and all costs attributable to the original performance of any correction of such acts. The enactment of any state or federal statute, or the promulgation of regulations thereunder, after execution of this Contract, shall be reviewed by the LPA and the CONSULTANT to determine whether formal modifications are required to the provisions of this Contract. B.The CONSULTANT represents to the LPA that, to the best of the CONSULTANT’S knowledge and belief after diligent inquiry and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT: i.State of Indiana Actions. The CONSULTANT has no current or outstanding criminal, civil, or enforcement actions initiated by the State of Indiana pending and agrees that it will immediately notify the LPA of any such actions. During the term of such actions, CONSULTANT agrees that the LPA may delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. ii.Professional Licensing Standards. The CONSULTANT, its employees and SUBCONSULTANTS have complied with and shall continue to comply with all applicable licensing standards, certification standards, accrediting standards and any other laws, rules or regulations governing services to be provided by the CONSULTANT pursuant to this Contract. CITY OF CARMEL PAGE 3OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 iii. Work Specific Standards. The CONSULTANT and its SUB-CONSULTANTS, if any, have obtained, will obtain and/or will maintain all required permits, licenses, registrations, and approvals, as well as comply with all health, safety, and environmental statutes, rules, or regulations inthe performance of work activities for the LPA. iv. Secretary of State Registration. If the CONSULTANT is an entity described in IC Title 23, it is properly registered and owes no outstanding reports with the Indiana Secretary of State. v. Debarment and Suspension of CONSULTANT. Neither the CONSULTANT nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State and will immediately notify the LPA of any such actions. The term “principal” for purposes of this Contract means an officer, director, owner, partner, key employee, or other person with primary management or supervisory responsibilities, or a person who has a critical influence on or substantive control over the operations of the CONSULTANT or who has managerial or supervisory responsibilities for the Services. vi. Debarment and Suspension of any SUB-CONSULTANTS. The CONSULTANT’sSUB- CONSULTANTS are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State. The CONSULTANT shall be solely responsible for any recoupment, penalties or costs that might arise from the use of a suspended or debarred SUBCONSULTANT. The CONSULTANT shall immediately notify the LPA and INDOT if any SUB- CONSULTANT becomes debarred or suspended, and shall, atthe LPA’srequest, take all steps required by the LPA to terminate its contractual relationship with the SUB- CONSULTANT for work to be performed under this Contract. C. Violations. In addition to any other remedies at law or in equity, upon CONSULTANT’S violation of any of Section 7(A) through 7(B), the LPA may, at its sole discretion, do any one or more of the following: i. terminate this Contract; or ii. delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. D. Disputes. If a dispute exists as to the CONSULTANT’sliability or guilt in any action initiated by the LPA, and the LPA decides to delay, withhold, or deny work to the CONSULTANT, the CONSULTANT may request that it be allowed to continue, or receive work, without delay. The CONSULTANT must submit, in writing, a request for review to the LPA. A determination by the LPA under this Section 7.D shall be final and binding on the parties and not subject to administrative review. Any payments the LPA may delay, withhold, deny, or apply under this section shall not be subject to penalty or interest under IC 5-17-5. 8. Condition of Payment. The CONSULTANT must perform all Services under this Contract tothe LPA’sreasonable satisfaction, as determined at the discretion of the LPA and in accordance with all applicable federal, state, local laws, ordinances, rules, and regulations. The LPA will not payfor work not performed to the LPA’s reasonable satisfaction, inconsistent with this Contract or performed in violation of federal, state, or local law (collectively, “deficiencies”) until all deficiencies are remedied in a timely manner. CITY OF CARMEL PAGE 4OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 9. Confidentiality of LPA Information. A. The CONSULTANT understands and agrees that data, materials, and information disclosed to the CONSULTANT may contain confidential and protected information. Therefore, the CONSULTANT covenants that data, material, and information gathered, based upon or disclosed to the CONSULTANT for the purpose of this Contract, will not be disclosed to others or discussed with third parties without the LPA’sprior written consent. B. The parties acknowledge that the Services to be performed by the CONSULTANT for the LPA under this Contract may require or allow access to data, materials, and information containing Social Security numbers and maintained by the LPA in its computer system or other records. In addition to the covenant made above in this section and pursuant to 10 IAC 5-3-1(4), the CONSULTANT and the LPA agree to comply with the provisions of IC 4-1-10 and IC 4-1-11. If any Social Security number(s) is/are disclosed by the CONSULTANT, the CONSULTANT agrees to pay the cost of the notice of disclosure of a breach of the security of the system in addition to any other claims and expenses for which it isliable under the terms of this Contract. 10. Delays and Extensions. The CONSULTANT agrees that no charges or claim for damages shall be made by it for any minor delays from any cause whatsoever during the progress of any portion of the Services specified in this Contract. Such delays, if any, shall be compensated for by an extension of time for such period as may be determined by the LPA subject tothe CONSULTANT’s approval, it being understood, however, that permitting the CONSULTANT to proceed to complete any services, or any part of them after the date to which the time of completion may have been extended, shall in no way operate as a waiver on the part of the LPA of any of its rights herein. In the event of substantial delays or extensions, or change of any kind, not caused by the CONSULTANT, which causes a material change in scope, character or complexity of work the CONSULTANT is to perform under this Contract, the LPA at its sole discretion shall determine any adjustments in compensation and in the schedule for completion of the Services. CONSULTANT must notify the LPA in writing ofa material change in the work immediately after the CONSULTANT first recognizes the material change. 11. DBE Requirements A. Notice is hereby given to the CONSULTANT and any SUB-CONSULTANT, and both agree, that failure to carry out the requirements set forth in 49 CFR Sec. 26.13(b) shall constitute a breach of this Contract and, after notification and failure to promptly cure such breach, may result in termination of this Contract or such remedy as INDOT deems appropriate. The referenced section requires the following assurance to be included in all subsequent contracts between the CONSULTANT and any SUB-CONSULTANT: The CONSULTANT, sub recipient or SUB-CONSULTANT shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or such other remedy, as INDOT, as the recipient deems appropriate. B. The CONSULTANT shall make good faith efforts to achieve the DBE percentage goal that may be included as part of this Contract with the approved DBE SUB-CONSULTANTS identified on its Affirmative Action Certification submitted with its Letter of Interest, or with approved amendments. Any changes to a DBE firm listed in the Affirmative Action Certification must be requested in writing and receive prior approval by the LPA and INDOT’s Economic Opportunity Division Director. After this Contract is completed and if a DBE SUB- CONSULTANT has performed services thereon, the CONSULTANT must complete, and return, a Disadvantaged Business Enterprise Utilization Affidavit (“DBE-3 Form”) toINDOT’s CITY OF CARMEL PAGE 5OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 Economic Opportunity Division Director. The DBE-3 Form requires certification by the CONSULTANT AND DBE SUB-CONSULTANT that the committed contract amounts have been paid and received. 12. Non-Discrimination A. Pursuant to I.C. 22-9-1-10, the Civil Rights Act of 1964, and the Americans with Disabilities Act, the CONSULTANT 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, tenure, 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 amaterial 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 aveteran. B The CONSULTANT understands that the LPA is a recipient of federal funds. Pursuant to that understanding, the CONSULTANT agrees that if the CONSULTANT employs fifty (50) or more employees and does at least $50,000.00 worth of business with the State and isnot exempt, the CONSULTANT will comply with the affirmative action reporting requirements of 41 CFR 60- 1.7. The CONSULTANT 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. Itis the policy of INDOT to assure full compliance with Title 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 inall 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.) C. The CONSULTANT shall not discriminate in its selection and retention of contractors, including without limitation, those services retained for, or incidental to, construction, planning, research, engineering, property management, and fee contracts and other commitments with persons for services and expenses incidental tothe acquisitions of right-of-way. D. The CONSULTANT shall not modify the Project insuch a manner as to require, on the basis of race, color or national origin, the relocation of any persons. (INDOT’s Title VI enforcement will include the following additional grounds: sex, ancestry, age, income status, religion and disability). E. The CONSULTANT shall not modify the Project insuch a manner as to deny reasonable access to and use thereof to any persons on the basis of race, color or national origin. (INDOT’s Title VI enforcement will include the following additional grounds; sex, ancestry, age, income status, religion and disability.) F. The CONSULTANT shall neither allow discrimination by contractors in their selection and retention of subcontractors, leasors and/or material suppliers, nor allow discrimination by their subcontractors intheir selection of subcontractors, leasors or material suppliers, who participate in construction, right-of-way clearance and related projects. CITY OF CARMEL PAGE 6OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 G. The CONSULTANT shall take appropriate actions to correct any deficiency determined by itself and/or the Federal Highway Administration (“FHWA”) within a reasonable time period, not to exceed ninety (90) days, in order to implement Title VI compliance in accordance with INDOT’sassurances and guidelines. H. During the performance of this Contract, the CONSULTANT, for itself, its assignees, and successors in interest (hereinafter referred to as the “CONSULTANT”) agrees as follows: 1) Compliance with Regulations: The CONSULTANT shall comply with the Regulation relative to nondiscrimination in Federally assisted programs of the Department of Transportation (hereinafter, “DOT”) Title 49, Code of Federal Regulations, 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 apart of this Contract. 2) Nondiscrimination: The CONSULTANT, with regard to the work performed by it during the Contract, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix Bof the Regulations. 3) Solicitations for SUBCONSULTANTS, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential SUBCONSULTANT or supplier shall be notified by the CONSULTANT of the CONSULTANT’S obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4) Information and Reports: The CONSULTANT 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 LPA or INDOT to be pertinent to ascertain compliance with such Regulations, orders, and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information the CONSULTANT shall so certify to the LPA, or INDOT as appropriate, and shall set forth what efforts it has made to obtain the information. 5) Sanctions for Noncompliance: In the event of the CONSULTANT’Snoncompliance with the nondiscrimination provisions of this contract, the LPA shall impose such contract sanctions as it or INDOT may determine tobe appropriate, including, but not limited to: a) withholding of payments to the CONSULTANT under the Contract until the CONSULTANT complies, and/or b) cancellation, termination, or suspension of the Contract, in whole or in part. 6) Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (6) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. CITY OF CARMEL PAGE 7OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 The CONSULTANT shall take such action with respect to any SUBCONSULTANT procurement as the LPA or INDOT may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a SUBCONSULTANT or supplier as a result of such direction, the CONSULTANT may request the LPA to enter into such litigation to protect the interests of the LPA, and, in addition, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. 13. Disputes A. Should any disputes arise with respect to this Contract, the CONSULTANT and the LPA agree to act promptly and in good faith to resolve such disputes in accordance with this Section 13. Time is of the essence in the resolution of disputes. B. The CONSULTANT agrees that the existence of a dispute notwithstanding, itwill continue without delay to carry out all of its responsibilities under this Contract that are not affected by the dispute. Should the CONSULTANT fail to continue to perform its responsibilities regarding all non-disputed work, without delay, any additional costs (including reasonable attorneys’ fees and expenses) incurred by the LPA or the CONSULTANT as aresult of such failure to proceed shall be borne by the CONSULTANT. C. If a party tothis Contract is not satisfied with the progress toward resolving a dispute, the party must notify the other party of this dissatisfaction in writing. Upon written notice, the parties have ten (10) business days, unless the parties mutually agree in writing to extend this period, following the written notification to resolve the dispute. Ifthe dispute is not resolved within ten 10) business days, a dissatisfied party may submit the dispute in writing to initiate negotiations to resolve the dispute. The LPA may withhold payments on disputed items pending resolution of the dispute. 14. Drug-Free Workplace Certification A. The CONSULTANT hereby covenants and agrees to make a good faith effort to provide and maintain adrug-free workplace, and that it will give written notice to the LPA within ten (10) days after receiving actual notice that an employee of the CONSULTANT in the State of Indiana has been convicted of a criminal drug violation occurring in the CONSULTANT’s workplace. False certification or violation of the 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 LPA. B. The CONSULTANT certifies and agrees that it will provide a drug-free workplace by: i. Publishing and providing to all of its employees a statement notifying their employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the CONSULTANT’s workplace and specifying the actions that will be taken against employees for violations of such prohibition. ii. Establishing a drug-free awareness program to inform its employees of (1) the dangers of drug abuse in the workplace; (2) the CONSULTANT’spolicy 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. CITY OF CARMEL PAGE 8OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 iii. Notifying all employees in the statement required by subparagraph 14.B.iabove that as a condition of continued employment, the employee will (1) abide by the terms of the statement; and (2) notify the CONSULTANT of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction. iv. Notifying in writing the LPA within ten (10) days after receiving notice from an employee under subdivision 14.B.iii(2) above, or otherwise receiving actual notice of such conviction; v. Within thirty (30) days after receiving notice under subdivision 14.B.iii(2) above of a conviction, imposing the following sanctions or remedial measures on any employee who isconvicted of drug abuse violations occurring in the workplace: (1) take appropriate personnel action against the employee, up to and including termination; or (2) require 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 vi. Making a good faith effort tomaintain a drug-free workplace through the implementation of subparagraphs 14.B.i. through 14.B.v. above. 15. Employment Eligibility Verification. The CONSULTANT affirms under the penalties of perjury that he/she/it does not knowingly employ an unauthorized alien. The CONSULTANT shall enroll in and verify the work eligibility status of all his/her/its newly hired employees through the E-Verify program as defined in IC 22-5-1.7-3. The CONSULTANT is not required to participate should the E-Verify program cease to exist. Additionally, the CONSULTANT is not required to participate if the CONSULTANT is self-employed and does not employ any employees. The CONSULTANT shall not knowingly employ or contract with an unauthorized alien. The CONSULTANT shall not retain an employee or contract with a person that the CONSULTANT subsequently learns is an unauthorized alien. The CONSULTANT shall require his/her/its subcontractors, who perform work under this Contract, to certify to the CONSULTANT that the SUB-CONSULTANT does not knowingly employ or contract with an unauthorized alien and that the SUB-CONSULTANT has enrolled and is participating in the E-Verify program. The CONSULTANT agrees to maintain this certification throughout the duration of the term of a contract with a SUB-CONSULTANT. The LPA may terminate for default if the CONSULTANT fails to cure a breach of this provision no later than thirty (30) days after being notified by the LPA. 16. Force Majeure. In the event that either party is unable to perform any of its obligations under this Contract or to enjoy any of its benefits because of fire, natural disaster, acts of God, acts of war, terrorism, civil disorders, decrees of governmental bodies, strikes, lockouts, labor or supply disruptions or similar causes beyond the reasonable control of the affected party (hereinafter referred to as a Force Majeure Event), the party who has been so affected shall immediately give written notice to the other party of the occurrence of the Force Majeure Event (with a description in reasonable detail of the circumstances causing such Event) and shall do everything reasonably possible to resume performance. Upon receipt of such written notice, all obligations under this Contract shall be immediately suspended for as long as such Force Majeure Event continues and provided that the affected party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. If the period of nonperformance exceeds thirty (30) days from the receipt of written 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. CITY OF CARMEL PAGE 9OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 17. Governing Laws. This Contract shall be construed in accordance with and governed by the laws of the State of Indiana and the suit, if any, must be brought in the State of Indiana. The CONSULTANT consents to the jurisdiction of and to venue in any court of competent jurisdiction in the State of Indiana. 18. Liability. If the CONSULTANT or any of its SUB-CONSULTANTS fail to comply with any federal requirement which results in the LPA’s repayment of federal funds to INDOT the CONSULTANT shall be responsible to the LPA, for repayment of such costs to the extent such costs are caused by the CONSULTANT and/or itsSUB-CONSULTANTS. 19. Indemnification. The CONSULTANT agrees to indemnify the LPA, and their agents, officials, and employees, and to hold each of them harmless, from claims and suits including court costs, attorney’s fees, and other expenses caused by any negligent act, error or omission of, or by any recklessness or willful misconduct by, the CONSULTANT and/or its SUB-CONSULTANTS, if any, under this Contract, provided that if the CONSULTANT is a “contractor” within the meaning of I.C. 8-3-2-12.5, this indemnity obligation shall be limited by and interpreted in accordance with I.C. 8-23-2-12-5. The LPA shall not provide such indemnification to the CONSULTANT. 20. Independent Contractor. Both parties hereto, in the performance of this Contract, shall act in an individual capacity and not as agents, employees, partners, joint ventures or associates ofone another. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purposes whatsoever. Neither party will assume liability for any injury including death) toany persons, or damage to any property, arising out of the acts or omissions of the agents or employees of the other party. The CONSULTANT shall be responsible for providing all necessary unemployment and workers’ compensation insurance for its employees. 21. Insurance - Liability for Damages A. The CONSULTANT shall be responsible for the accuracy of the Services performed under this Contract and shall promptly make necessary revisions or corrections resulting from its negligence, errors, or omissions without any additional compensation from the LPA. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction of its negligent act, error, or omission or for clarification of ambiguities. The CONSULTANT shall have no liability for the errors or deficiencies in designs, drawings, specifications or other services furnished to the CONSULTANT by the LPA on which the Consultant has reasonably relied, provided that the foregoing shall not relieve the CONSULTANT from any liability from the CONSULTANT’S failure to fulfill its obligations under this Contract, to exercise its professional responsibilities to the LPA, or to notify the LPA of any errors or deficiencies which the CONSULTANT knew or should have known existed. B. During construction or any phase of work performed by others based on Services provided by the CONSULTANT, the CONSULTANT shall confer with the LPA when necessary for the purpose of interpreting the information, and/or to correct any negligent act, error, or omission. The CONSULTANT shall prepare any plans or data needed to correct the negligent act, error or omission without additional compensation, even though final payment may have been received by the CONSULTANT. The CONSULTANT shall give immediate attention to these changes for a minimum of delay to the project. C. The CONSULTANT shall be responsible for damages including but not limited to direct and indirect damages incurred by the LPA as a result of any negligent act, error or omission of the CONSULTANT, and for the LPA’s losses or costs to repair or remedy construction. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction. CITY OF CARMEL PAGE 10OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 D. The CONSULTANT shall be required to maintain in full force and effect, insurance as described below from the date of the first authorization to proceed until the LPA’sacceptance of the work product. The CONSULTANT shall list both the LPA and INDOT as insureds on any policies. The CONSULTANT must obtain insurance written by insurance companies authorized to transact business in the State of Indiana and licensed by the Department of Insurance as either admitted or non-admitted insurers. E. The LPA, its officers and employees assume no responsibility for the adequacy of limits and coverage in the event of any claims against the CONSULTANT, its officers, employees, sub- consultants, or any agent of any of them, and the obligations of indemnification in Section 19 herein shall survive the exhaustion of limits of coverage and discontinuance of coverage beyond the term specified, to the fullest extent of the law. F. The CONSULTANT shall furnish a certificate of insurance and all endorsements to the LPA prior to the commencement of this Contract. Any deductible or self-insured retention amount or other similar obligation under the insurance policies shall be the sole obligation of the CONSULTANT. Failure to provide insurance as required in this Contract is a material breach of Contract entitling the LPA toimmediately terminate this Contract. I. Professional Liability Insurance The CONSULTANT must obtain and carry professional liability insurance as follows: For INDOT Prequalification Work Types 1.1, 12.2-12.6 the CONSULTANTS shall provide not less than $250,000.00 professional liability insurance per claim and 250.000.00 aggregate for all claims for negligent performance. For Work Types 2.2, 3.1, 3.2, 4.1, 4.2, 5.5, 5.8, 5.11, 6.1, 7.1, 8.1, 8.2, 9.1, 9.2, 10.1 – 10.4, 11.1, 13.1, 14.1 – 14.5, the CONSULTANTS shall carry professional liability insurance in an amount not less than $1,000,000.00 per claim and $1,000,000.00 aggregate for all claims for negligent performance. The CONSULTANT shall maintain the coverage for a period ending two (2) years after substantial completion of construction. II. Commercial General Liability Insurance The CONSULTANT must obtain and carry Commercial / General liability insurance as follows: For INDOT Prequalification Work Types 2.1, 6.1, 7.1, 8.1, 8.2, 9.1, 9.2, 10.1 - 10.4, 11.1, 13.1, 14.1 - 14.5, the CONSULTANT shall carry $1,000,000.00 per occurrence, $2,000,000.00 general aggregate. Coverage shall be on an occurrence form and include contractual liability. The policy shall be amended to include the following extensions of coverage: 1. Exclusions relating tothe use of explosives, collapse, and underground damage to property shall be removed. 2. The policy shall provide thirty (30) days notice of cancellation toLPA. 3. The CONSULTANT shall name the LPA as an additional insured. III. Automobile Liability The CONSULTANT shall obtain automobile liability insurance covering all owned, leased, borrowed, rented, or non-owned autos used by employees or others on behalf of the CONSULTANT for the conduct of the CONSULTANT’sbusiness, for an amount not less than $1,000,000.00 Combined Single Limit for Bodily Injury and Property Damage. The term “automobile” shall include private passenger autos, trucks, and similar type vehicles licensed for use on public highways. The policy shall be amended to include the following extensions of coverage: CITY OF CARMEL PAGE 11OF 17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 1. Contractual Liability coverage shall be included. 2. The policy shall provide thirty (30) days notice of cancellation tothe LPA. 3. The CONSULTANT shall name the LPA as an additional insured. IV. Watercraft Liability (When Applicable) 1. When necessary to use watercraft for the performance of the CONSULTANT’s Services under the terms of this Contract, either by the CONSULTANT, or any SUB-CONSULTANT, the CONSULTANT or SUB-CONSULTANT operating the watercraft shall carry watercraft liability insurance in the amount of $1,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Protection & Indemnity where applicable. Coverage shall apply to owned, non- owned, and hired watercraft. 2. If the maritime laws apply to any work to be performed by the CONSULTANT under the terms of the agreement, the following coverage shall be provided: a. United States Longshoremen & Harbor workers b. Maritime Coverage - Jones Act 3. The policy shall provide thirty (30) days notice of cancellation tothe LPA. 4. The CONSULTANT or SUB-CONSULTANT shall name the LPA as an additional insured. V. Aircraft Liability (When Applicable) 1. When necessary to use aircraft for the performance of the CONSULTANT’s Services under the terms of this Contract, either by the CONSULTANT or SUB- CONSULTANT, the CONSULTANT or SUB-CONSULTANT operating the aircraft shall carry aircraft liability insurance in the amount of $5,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Passenger Liability. Coverage shall apply to owned, non-owned and hired aircraft. 2. The policy shall provide thirty (30) days notice of cancellation tothe LPA. 3. The CONSULTANT or SUB-CONSULTANT shall name the LPA as an additional insured. 22. Merger and 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 Contact. This Contract may not be modified, supplemented, or amended, in any manner, except by written agreement signed by all necessary parties. 23. Notice to Parties: Any notice, request, consent, or communication (collectively a “Notice”) under this Agreement shall be effective only if it is in writing and (a) personally delivered; (b) sent by certified or registered mail, return receipt requested, postage prepaid; or (c) sent by a nationally recognized overnight delivery service, with delivery confirmed and costs of delivery being prepaid, addressed as follows: CITY OF CARMEL PAGE 12OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 Notices to the LPA shall be sent to: City of Carmel One Civic Square Carmel, Indiana 46032 Notices tothe CONSULTANT shall be sent to: Lochmueller Group, Inc. 6200 Vogel Road Evansville, Indiana 47715 or to such other address or addresses as shall be furnished in writing by any party to the other party. Unless the sending party has actual knowledge that aNotice was not received by the intended recipient, a Notice shall be deemed to have been given as of the date (i) when personally delivered; (ii) three (3) days after the date deposited with the United States mail properly addressed; or (iii) the next day when delivered during business hours to overnight delivery service, properly addressed and prior to such delivery service’s cut off time for next day delivery. The parties acknowledge that notices delivered by facsimile or by email shall not be effective. 24. Order of Precedence; Incorporation by Reference. Any inconsistency or ambiguity in this Contract shall be resolved by giving precedence in the following order: (1) This Contract and attachments, (2) RFP document, (3) the CONSULTANT’s response to the RFP document, and (4) attachments prepared by the CONSULTANT. All of the foregoing are incorporated fully by reference. 25. Ownership of Documents and Materials. All documents, records, programs, data, film, tape, articles, memoranda, and other materials not developed or licensed by the CONSULTANT prior to execution of this Contract, but specifically developed under this Contract shall be considered “work for hire” and the CONSULTANT assigns and transfers any ownership claim to the LPA and all such materials (“Work Product) will be the property of the LPA. The CONSULTANT agrees to execute and deliver such assignments or other documents as may be requested by the LPA. Use of these materials, other than related to contract performance by the CONSULTANT, without the LPA’sprior written consent, is prohibited. During the performance of this Contract, the CONSULTANT shall be responsible for any loss of or damage to any of the Work Product developed for or supplied by INDOT and used to develop or assist in the Services provided herein while any such Work Product is in the possession or control of the CONSULTANT. Any loss or damage thereto shall be restored at the CONSULTANT’sexpense. The CONSULTANT shall provide the LPA full, immediate, and unrestricted access to the Work Product during the term of this Contract. The CONSULTANT represents to the best of its knowledge and belief after diligent inquiry and other than as disclosed in writing prior toor contemporaneously with the execution of this Contract by the CONSULTANT, that the Work Product does not infringe upon or misappropriate the intellectual property or other rights of any third party. The CONSULTANT shall not be liable for the use of its deliverables described in Appendix “A” on other projects without the express written consent of the CONSULTANT or as provided in Appendix “A”. The LPA acknowledges that it has no claims to any copyrights not transferred to INDOT under this paragraph. 26. Payments. All payments shall be made in arrears and in conformance with the LPA’s fiscal policies and procedures. 27. Penalties, Interest and Attorney’sFees. The LPA will ingood 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, IC 5-17-5, I. C. 34-54-8, and I. C. 34-13-1. CITY OF CARMEL PAGE 13OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 28. Pollution Control Requirements. If this Contract is for $100,000 or more, the CONSULTANT: i. Stipulates that any facility to be utilized inperformance under or to benefit from this Contract is not listed onthe Environmental Protection Agency (EPA) List of Violating Facilities issued pursuant to the requirements of the Clean Air Act, as amended, and the Federal Water Pollution Control Act, as amended. ii. Agrees to comply with all of the requirements of section 114 of the Clean Air Act and section 308 of the Federal Water Pollution Control Act, and all regulations and guidelines issued thereunder; and iii. Stipulates that, as a condition of federal aid pursuant to this Contract, it shall notify INDOT and the Federal Highway Administration of the receipt of any knowledge indicating that a facility to be utilized in performance under or to benefit from this Contract is under consideration to be listed on the EPA Listing of Violating Facilities. 29. Severability. The invalidity of any section, subsection, clause, or provision of this Contract shall not affect the validity of the remaining sections, subsections, clauses, or provisions of this Contract. 30. Status of Claims. The CONSULTANT shall give prompt written notice to the LPA any claims made for damages against the CONSULTANT resulting from Services performed under this Contract and shall be responsible for keeping the LPA currently advised as to the status of such claims. The CONSULTANT shall send notice of claims related to work under this Contract to: Jeremy Kashman Carmel City Engineer One Civic Square Carmel, Indiana 46032 31. Sub-consultant Acknowledgement. The CONSULTANT agrees and represents and warrants to the LPA, that the CONSULTANT will obtain signed Sub-consultant Acknowledgement forms, from all SUB-CONSULTANTS providing Services under this Contract or to be compensated for Services through this Contract. The CONSULTANT agrees to provide signed originals of the Sub-consultant Acknowledgement form(s) to the LPA for approval prior toperformance of the Services by any SUB- CONSULTANT. 32. Substantial Performance. This Contract shall be deemed to be substantially performed only when fully performed according to its terms and conditions and any modification or Amendment thereof. 33. Taxes. The LPA will not be responsible for any taxes levied on the CONSULTANT as a result of this Contract. 34. Termination for Convenience. A. The LPA may terminate, in whole or in part, whenever, for any reason, the LPA determines that such termination is inits best interests. Termination or partial termination of Services shall be affected by delivery to the CONSULTANT of a Termination Notice at least fifteen (15) days prior to the termination effective date, specifying the extent to which performance of Services under such termination becomes effective. The CONSULTANT shall be compensated for Services properly rendered prior to the effective date of termination. The LPA will not beliable for Services performed after the effective date of termination. B. If the LPA terminates or partially terminates this Contract for any reason regardless of whether it is for convenience or for default, then and in such event, all data, reports, drawings, plans, sketches, sections and models, all specifications, estimates, measurements, and data pertaining to the project, prepared under the terms or in fulfillment of this Contract, shall be delivered CITY OF CARMEL PAGE 14OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 within ten (10) days to the LPA. In the event of the failure by the CONSULTANT to make such delivery upon demand, the CONSULTANT shall pay to the LPA any damage (including costs and reasonable attorneys’ fees and expenses) it may sustain by reason thereof. 35. Termination for Default A. With the provision of twenty (20) days written notice to the CONSULTANT, the LPA may terminate this Contract in whole or in part if i) the CONSULTANT fails to: 1. Correct or cure any breach of this Contract within such time, provided that if such cure is not reasonably achievable in such time, the CONSULTANT shall have up to ninety (90) days from such notice to effect such cure if the CONSULTANT promptly commences and diligently pursues such cure as soon as practicable. 2. Deliver the supplies or perform the Services within the time specified in this Contract or any amendment or extension. 3. Make progress so as to endanger performance of this Contract; or 4. Perform any of the other provisions of this Contract to be performed by the CONSULTANT; or ii) if any representation or warranty of the CONSULTANT is untrue or inaccurate in any material respect at the time made or deemed to be made. B. If the LPA terminates this Contract inwhole or in part, it may acquire, under the terms and in the manner the LPA considers appropriate, supplies or services similar to those terminated, and the CONSULTANT will be liable to the LPA for any excess costs for those supplies or services. However, the CONSULTANT shall continue the work not terminated. C. The LPA shall pay the contract price for completed supplies delivered and Services accepted. The CONSULTANT and the LPA shall agree on the amount of payment for manufactured materials delivered and accepted and for the protection and preservation of the property. Failure to agree will be a dispute under the Disputes clause (see Section 13). The LPA may withhold from the agreed upon price for Services any sum the LPA determine necessary to protect the LPA against loss because of outstanding liens or claims of former lien holders. D. The rights and remedies of the LPA in this clause are in addition to any other rights and remedies provided by law or equity or under this Contract. E. Default by the LPA. If the CONSULTANT believes the LPA is in default of this Contract, it shall provide written notice immediately to the LPA describing such default. If the LPA fails to take steps to correct or cure any material breach of this Contract within sixty (60) days after receipt of such written notice, the CONSULTANT may cancel and terminate this Contract and institute the appropriate measures to collect monies due up to and including the date of termination, including reasonable attorney fees and expenses, provided that if such cure is not reasonably achievable in such time, the LPA shall have up to one hundred twenty (120) days from such notice to effect such cure if the LPA promptly commences and diligently pursues such cure as soon as practicable. The CONSULTANT shall be compensated for Services properly rendered prior to the effective date of such termination. The CONSULTANT agrees that it has no right of termination for non-material breaches by the LPA. 36. Waiver of Rights. No rights conferred on either party under this Contract shall be deemed waived, and no breach of this Contract excused, unless such waiver or excuse is approved in writing and CITY OF CARMEL PAGE 15OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 signed by the party claimed to have waived such right. Neither the LPA’s review, approval or acceptance of, nor payment for, the Services required under this Contract shall be construed to operate as a waiver of any rights under this Contract or of any cause of action arising out of the performance of this Contract, and the CONSULTANT shall be and remain liable to the LPA in accordance with applicable law for all damages to the LPA caused by the CONSULTANT’s negligent performance of any of the Services furnished under this Contract. 37. Work Standards/Conflicts of Interest. The CONSULTANT shall understand and utilize all relevant INDOT standards including, but not limited to, the most current version of the Indiana Department of Transportation Design Manual, where applicable, and other appropriate materials and shall perform all Services in accordance with the standards of care, skill and diligence required in Appendix “A” or, if not set forth therein, ordinarily exercised by competent professionals doing work of a similar nature. 38. No Third-Party Beneficiaries.This Agreement is solely for the benefit of the partieshereto. Other than the indemnityrights under this Contract, nothing contained in this Agreement is intended or shall be construed to confer upon any person or entity (other than the parties hereto) any rights, benefits or remedies of any kind or character whatsoever. 39. No Investment in Iran. As required by IC 5-22-16.5, the CONSULTANT certifies that the CONSULTANT is not engaged in investment activities in Iran. Providing false certification may result in the consequences listed in IC 5-22-16.5-14, including termination of this Contract and denial of future state contracts, as well as an imposition of a civil penalty. 40. Assignment of Antitrust Claims. The CONSULTANT assigns to the State all right, title and interest in and to any claims the CONSULTANT now has, or may acquire, under state or federal antitrust laws relating to the products or services which are the subject of this Contract. Remainder of Page Intentionally Left Blank\] CITY OF CARMEL PAGE 16OF17 123-1014-00C 2023-09-07 AGRWITHCITY.DOC Version6-8-2017 Non-Collusion The undersigned attests, subject to the penalties for perjury, that he/she is theCONSULTANT, or that he/she is the properly authorized representative, agent, member or officer of theCONSULTANT, that he/she has not, nor has any other member, employee, representative, agent or officer of theCONSULTANT, directly or indirectly, to the best of 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 theface of this Contract. Furthermore, iftheundersigned hasknowledge thatastateofficer, employee, orspecial state appointee, asthose terms aredefined inIC §4-2-6-1, hasafinancial interest inthe Contract, theParty attests to compliance withthedisclosure requirements inIC §4-2-6-10.5. In Witness Whereof, the CONSULTANTandthe LPAhave, through duly authorized representatives, entered this Contract. The parties having read and understand the forgoingterms of this Contract doby their respective signatures dated below hereby agree to the terms thereof. LOCHMUELLER GROUP,INC. CITY OF CARMEL David A. Henkel, PE, PTOE James Brainard Regional Leader – Central Indiana Presiding President Attest:_______________________________ Lori Watson Member Keith Chadwick Construction Engineering Manager_______________________________ Mary Ann Burke Member Attest: Sue Wolfgang Clerk CITY OF CARMEL PAGE 17OF17 123-1014-00C 2023-09-07AGRWITHCITY.DOC APPENDIX “A” SERVICES TO BE FURNISHED BY CONSULTANT In fulfillment of this Contract, the CONSULTANT shall comply with the requirements of the appropriate regulations and requirements of the Indiana Department of Transportation and Federal Highway Administration. The CONSULTANT shall be responsible for performing the following activities: 1.0 ENGINEERING PERSONNEL For the fulfillment of all services outlined inSection 2.0 below of this Appendix, the CONSULTANT shall provide one (1) full time Resident Project Representative (RPR) and additional inspectors, as required, to complete the construction project and final construction report. The qualifications and experiences of personnel provided by the CONSULTANT are subject to approval by the LPA and the Indiana Department of Transportation (INDOT) and no personnel shall be assigned to the project until LPA and INDOT approval is obtained. The RPR shall take directions from and report to the INDOT Area Engineer and LPA Project Coordinator on all matters concerning contract compliance and administration. The RPR shall coordinate project activities with the LPA’s Project Coordinator and INDOT Area Engineer. 2.0 DESCRIPTION OF SERVICES 2.1 Construction Schedule: Review the construction schedule prepared by the Contractor for compliance with the Contract and give to the LPA detailed documentation concerning its acceptability. 2.2 Conferences: Attend pre-construction conferences as directed by the LPA, arrange a schedule of progress meetings, and such other job conferences as required for the timely and acceptable conduct ofthe job, and submit such schedules prepared, to the LPA for notification to those who are expected to attend. Record for the LPA, as directed, minutes of such meetings. The CONSULTANT shall be available for conferences as requested by the LPA State, and Federal Highway Administration to review working details of the project. The LPA State and Federal Highway Administration may review and inspect the activities whenever desired during the life of the Agreement. 2.3 Liaison: Serve as the LPA’s liaison with the contractor, working principally through the Contractor’sfield superintendent or such other person in authority as designated by the Contractor. Acting in aliaison capacity, the Resident Project Representative shall be thoroughly familiar with the plans and specifications applicable tothe project to ensure that all provisions therein are complied with. CITY OF CARMEL PAGE 1OF4 APPENDIX “A” Any deviation observed shall be reported to the LPA and INDOT by the Resident Project Representative. 2.4 Cooperate with the LPA in dealing with the various Federal, State and Local Agencies having jurisdiction over the project. 2.5 Assist the LPA and INDOT in obtaining from the Contractor a list of his proposed suppliers and subcontractors. 2.6 Assist the LPA and INDOT inobtaining from the Contractor additional details or 2.7 information when needed at the job site for proper execution of work. 2.8 Equipment: Furnish all equipment necessary to sample and test materials in accordance with INDOT procedures. 2.9 Samples: Obtain field samples of materials delivered to the site as required by the State and deliver such samples to the appropriate INDOT laboratory office. 2.10 Shop Drawings 2.10.1 Receive shop drawings and falsework drawings and then forward to the Design Consultant or INDOT for review. 2.10.2 Record receipt ofreviewed shop and falsework drawings, specifications and other submissions and maintain a file of all drawings and submissions, and check construction for compliance inaccordance with the Contract Documents. 2.10.3 Alert the Contractor’s field superintendent when it is observed that materials or equipment are being or about to be used or installed before review of shop drawings or samples, where such are required, and advise the LPA and INDOT when he believes it is necessary to disapprove work as failing to conform to the Contract Documents. 2.11 Review of Work, Inspection and Tests 2.11.1 Conduct on-site inspections for the LPA of the work in progress as a basis for determining that the project is proceeding in accordance with the Contract Documents. 2.11.2 Provide on-site acceptance testing of materials in the manner and extent prescribed in the by the latest edition ofthe INDOT Testing Frequency Manual. Accompany visiting inspectors, representing Local State or Federal Agencies having jurisdiction over the project, and report details of such inspection to the LPA and INDOT. 2.11.3 Verify that required testing has beenaccomplished. 2.12 Modification: Consider and evaluate the Contractor’s suggestions for modifications in drawings and/or specifications and report them with recommendations to the LPA and INDOT. 2.13 Records 2.13.1 Prepare and maintain atthe job site orderly files of correspondence, reports of job conferences, shop drawings and other submissions, CITY OF CARMEL PAGE 2OF4 APPENDIX “A” reproductions of original Contract Documents, including all addenda, change orders and additional drawings subsequent to the award of the Contract, progress reports and other project related documents. 2.13.2 Keep a diary or logbook, recording hours on the job site, weather conditions, list of visiting officials, decisions, general observations, and specific observations with regard totest procedures. Upon request, furnish copies of such a diary or logbook to theLPA. 2.13.3 Maintain for the LPA a record of names, addresses and telephone numbers of allsubcontractors and major material suppliers. 2.13.4 Maintain a set of drawings on which authorized changes are noted, and deliver to the LPA upon request, but in any event at the completion of the project. 2.13.5 Prepare the Final Construction Record and Final Estimate as required by the INDOT and the LPA. 2.14 Reports: Furnish to the INDOT and the LPA at periodic intervals, as required, progress reports ofthe project, including the Contractor’s compliance with the approved construction schedule. 2.15 Progress Estimates: Prepare progress estimates for periodic partial payments to the Contractor and deliver to the LPA and INDOT for reviewand processing. The payments to the Contractor shall be based on estimates ofthe value of work performed and materials complete in place in accordance with the contract. 2.16 Project Responsibility: The Resident Project Representative shall be responsible for the documentation of pay quantities and estimates, and the maintenance of appropriate records related to the construction of this project. 2.17 Work Schedule and Suspension: The CONSULTANT’Screw shall be required to regulate their work week to conform to the contractor’s hours in accordance with the directions of the INDOT Area Engineer and LPA Project Coordinator. If work on the construction project is suspended and all matters concerning contract compliance and administration are complete, the services of the CONSULTANT may also be suspended without cost to the project. 2.18 Contract Administration: The CONSULTANT shall administer the contract in accordance with INDOT procedures. 2.19 Utility Relocation Inspection: Monitor the relocation ofutilities within the project limits to verify that conflicts between the project construction and utilities are minimal; review and approve invoices for federal reimbursement of utility relocation costs. 2.20 Conflict of Interest: The CONSULTANT acknowledges and agrees that the CONSULTANT, a firm associated with the CONSULTANT, or an individual associated with the CONSULTANT cannot accept or prepare falsework drawings and shop drawings for the contractor, material supplier of the contractor or for any CITY OF CARMEL PAGE 3OF4 APPENDIX “A” of the contractor’s subcontractors on this project. For purposes of this section a firm is associated with the CONSULTANT if the firm and CONSULTANT have acommon director, common officer, or a common owner. For purposes of this section an individual isassociated with the CONSULTANT if the individual is an employee of the CONSULTANT, or an employee ofa firm associated with the CONSULTANT. For purposes of this section the following definitions shall be used: Director - Any member of the board of directors of a corporation. Officer - The president, secretary, treasurer, or such other officers as may be prescribed by the corporation bylaws. Owner - A sole proprietor, any partner in a partnership, or any shareholder of a corporation. 3.0 SERVICES NOT BEING PROVIDED BY CONSULTANT Any services not specifically included above are not included in CONSULTANT’s Scope of Services being provided under this Agreement. The services not being provided under this Contract include, but are not limited to, the following: 3.1 Advising or assuming control over any aspect of the means, methods, techniques, sequences or procedures of Contractor’swork. 3.2 Advising or assuming control over security or safety practices, precautions, and programs in connection with the activities or operations of LPA orContractor. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK\] CITY OF CARMEL PAGE 4OF 4 APPENDIX “A” APPENDIX “B” INFORMATION AND SERVICES TO BE FURNISHED BY THE LPA The LPAshall furnish the CONSULTANT with the following: 1.0 LPA shall designate an employee as Project Coordinator to coordinate activities between the CONSULTANT and the LPA. 2.0 Assistance to the CONSULTANT by placing athis disposal all available information pertinent to the project. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK\] CITY OF CARMEL PAGE 1OF1 APPENDIX “B” APPENDIX “C” SCHEDULE No work under this Contract shall be performed by the CONSULTANT until the CONSULTANT receives a written notice to proceed from the LPA. All work by the CONSULTANT under this Contract shall be completed and delivered to the LPA for review and approval within the approximate time periods shown in the following submission schedule: The CONSULTANT will be prepared to begin the work under this Agreement within five (5) days after a letter of notification to proceed isreceived from the LPA. The CONSULTANT shall complete and deliver the final construction record and final estimate to the LPA Project Coordinator within forty-five (45) calendar days after the Contractor’s last day of work. The estimated contract completion is December 31, 2024. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK\] CITY OF CARMEL PAGE 1OF1 APPENDIX “C” APPENDIX “D” COMPENSATION 1.0 AMOUNT OF PAYMENT 1.1 The CONSULTANT shall receive as payment for the work performed under this Contract the total fee not-to-exceed Four Hundred Fifty Thousand Five Hundred Seventy-Three Dollars and Fifty-Three Cents ($450,573.53) unless a modification of the Contract is approved in writing by the LPA. 1.2 The CONSULTANT will be paid for the actual hours of work performed exclusively on the Contract inaccordance with the following hourly billing rates per classification: 1.3 For those services performed by other than the CONSULTANT, the CONSULTANT will be reimbursed for the actual invoice for the services performed by other than the CONSULTANT, provided that each such invoice shall be subject to approval as reasonable by the LPA prior to any reimbursement thereof. 1.4 The CONSULTANT shall submit monthly timesheets for each employee working on the Contract to the LPA. Hours worked by the employee shall be recorded to the nearest 0.25 hour. 1.5 The CONSULTANT shall not bill for overtime premium for any individual until forty hours have been worked on the Contract for the week by the individual. Holiday hours not worked on the Contract do not apply to the forty-hour weekly total. 1.6 Billing rates after last year indicated in section 1.2 shall be adjusted annually stof each subsequent calendar year based on the then currenteffectiveJanuary1 INDOT ECI rate. CITY OF CARMEL PAGE 1OF2 APPENDIX “D” 1.7 For those services performed by the CONSULTANT, the CONSULTANT shall be reimbursed for mileage at the current INDOT allowable mileage reimbursement rate at the time the mileage isincurred. 2.0 METHOD OF PAYMENT 2.1 The CONSULTANT may submit a maximum of one invoice voucher per calendar month for work covered under this Contract. The invoice vouchers shall be submitted to the LPA. 2.2 The invoice vouchers shall represent the value, to the LPA, of the partially completed work as of the date of the invoice voucher. When submitting an invoice, the CONSULTANT shall furnish a copy of records showing the individuals who worked on the Contract during the month, their classification, the number of hours worked since the last invoice voucher was submitted, and the hourly rate. 2.3 If the LPA does not agree with the amount claimed by the CONSULTANT on an invoice voucher, the LPA will send the CONSULTANT a letter by regular mail and list the differences between actual and claimed progress. The letter will be sent tothe CONSULTANTS’ address listed in Section VI, General Provisions, item 23, Notices to Parties ofthis Contract or the CONSULTANTS’ last known address. 2.4 If, prior to the satisfactory completion of the services under this Contract, the total of costs incurred by the CONSULTANT is within ten percent (10%) of the maximum amount payable, the CONSULTANT shall notify INDOT,and the LPA and the status will be evaluated. 2.5 The CONSULTANT shall submit to INDOT and the LPA a list of personnel, along with job classification and salary, the firm is planning to use on work covered by this Contract. No additions in personnel orchanges in personnel salaries shall be effective for purpose of the Contract until approved by INDOT and the LPA. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK\] CITY OF CARMEL PAGE 2OF 2 APPENDIX “D” 100 North Senate Avenue PHONE: (855) 463-6848 Eric Holcomb, Governor Room N758-PQ Michael Smith, Commissioner Indianapolis, Indiana 46204 November 28, 2022PrequalificationSection 317) 232-5095 AmieRoach LochmuellerGroup, Inc. 6200E. Vogel Road Evansville, IN47715 Re: ConsultantPrequalification DearAmieRoach: The ConsultantPrequalificationGeneral/Technical ModificationApplicationsubmittedon11/8/2022hasbeen reviewedbythisoffice. Yourfirmhasbeenprequalified toprovideconsultingservicesto theIndianaDepartment of Transportation (INDOT) in theworkgroupslistedontheattachedWorkTypeCertification, effective11/28/2022. This approvalsupersedes anyprevious approvalforprequalification, butissubjecttorevisionormodificationin accordancewiththemostcurrenteditionoftheINDOTConsultantPrequalificationManual. YourFinancialapproval willexpire on06/30/2023. YourGeneral/Technicalapprovalwillexpireon 10/31/2023. YourFirm'sannualcontractingcapacityfortheCPAAuditLevelis $43,328,478.00for thefiscalperiodthatended on 12/31/2021. Yourfirmwas approvedforthisfinanciallevel asnotifiedseparatelybytheExternalAuditSection. The requestedandapprovedfinancialleveldeterminesthefirmsservicelimitationsas statedintheINDOTConsultant PrequalificationManual. Consultantfirmsmust submittheir annualfinancial applicationwithin 180calendar daysof theendofeachfiscalyear. You arerequiredtosubmitamodificationapplicationintheeventofanychangesinfirmownership, firmaddress, formofbusiness entityunder whichthefirmoperates, manpowersignificantenoughtoaffectthefirm'squalifications or capacity (oroperationsof laboratories, facilities, etc.), financialstatus (suchasfilingforbankruptcy), oranyother changewhichaffectsanelementINDOTconsiderswhenprequalifyinga consultant. The Consultantmustnotify INDOT within15daysofanychangeinthe informationprovidedinitsPrequalificationApplicationandtosubmita modification applicationinatimelymanner. Failuretosubmitamodification applicationwithin15daysafterthe initialnotificationwillresultinthelossoftheConsultantsPrequalificationStatus. PleasecontactMr. JohnLeming, ConsultantPrequalification ResearchAnalystat317-234-4917ifyouhave any questionsonthismatter. Respectfully, CrystalM. Weaver, P.E. PrequalificationEngineercc: PrequalificationFile ExternalAudit www.in.gov/dot/ Prequalified Work Type Certification Issued By Indiana Department of Transportation Date Printed:11/28/2022 Lochmueller Group, Inc. Valid Work Groups Effective:Expires on: 11/28/2022 10/31/2023 Work Type CodeWork Type DescriptionQualifying Person(s) 1.1Systems Planning Sharp, Cheryl 2.2Traffic Forecasting Beard, Christopher W 3.1Non-Complex Traffic Capacity and Operations Analysis Nohren, PE, PTOE, Nathan 3.2Complex Traffic Capacity and Operations Analysis Nohren, PE, PTOE, Nathan 4.1Traffic Safety Analysis Sharp, Cheryl 5.1Environmental Document Preparation -EA/EIS Costa, Chad 5.2Environmental Document Preparation -CE Townsend, Daniel 5.3Environmental Document Preparation -Section 4(f) DuPont, Jason A 5.4Ecological Surveys Reust, Brenten Riehle, Matt T Yeager, Rusty K 5.5Wetland Mitigation Riehle, Matt T 5.6Waterway Permits Kieffner, Jeremy S 5.7Air Quality Analysis Ullah, M. Sharif 5.8Noise Analysis and Abatement Design Yeager, Rusty K 5.10Historical/Architectural Investigations Quigg, Gary F Work Type CodeWork Type DescriptionQualifying Person(s) 5.12Karst Studies Putzier, Peter 6.1Topographic Survey Data Collection Jones, Perry E Suttles PLS, Sean L 8.1Non-Complex Roadway Design Whitaker, Jeff A 8.2Complex Roadway Design Litherland, Brian R Whitaker, Jeff A 8.3Roundabout Design Clark, Ryan 9.1Level 1 Bridge Design Riehle, Mark Steury, Adam 9.2Level 2 Bridge Design Breville, Ronald Vereb, Michael 10.1Traffic Signal Design Nohren, PE, PTOE, Nathan 10.2Traffic Signal System Design Schaefer, Kelly 10.3Complex Roadway Sign Design Whitaker, Jeff A 10.4Lighting Design Nohren, PE, PTOE, Nathan 11.1Right of Way Plan Development Johnson, Kevin M Jones, Perry E 12.1Project Management for Acquisition Services Halfman PE, Todd J 12.2Title Research Jordan, Chad 12.3Value Analysis Slaton, Edgar E 12.4Appraisal Thompson, Steve 12.6Negotiation Slaton, Edgar E 12.8Relocation Slaton, Edgar E 13.1Construction Inspection Chadwick, Keith G Gibson, Chad W Work Type CodeWork Type DescriptionQualifying Person(s) 14.1Regular Bridge Inspection Riehle, Mark 14.2Complex Bridge Inspection Vereb, Michael 14.4Small Structure and Miscellaneous Structure Inspections McMahon, Tracy A Pittman, Jennifer 14.5Bridge Load Capacity Rating & Other Bridge Analysis/Testing Steury, Adam 16.1Utility Coordination Riehle, Mark 17.1Drainage Design for Driveway Permits Litherland, Brian R 17.2Small Structure and Pipe Hydraulic Design Will, Nicholas A 17.3Storm Sewer and Detention Design Oakley, Susanna M 17.4Bridge Hydraulic Design Geyer, Eric Wenger, Erin cc: Prequalification File Crystal M. Weaver, P.E. Prequalification EngineerAnEqualOpportunityEmployer 100North Senate Avenue Eric Holcomb, Governor Room N749 Michael Smith, Commissioner Indianapolis, Indiana 46204 External Audit http://www.in.gov/indot/2846.htm Division of Economics, External Audit, andPerformance Metrics August 4, 2023 Re: Report onReview of Financial Prequalification submission 24-15-52 For Fiscal Year Ending: December 31, 2022 Ms. Amie Roach, CFO Lochmueller Group, Inc. 6200 Vogel Rd. Evansville, IN 47715 Dear Ms. Roach: External Audit has reviewed the Financial Prequalification submittal by Lochmueller Group, Inc. for thefiscal year ending December 31, 2022. This notice is to report the results ofthe financial review. For further information regarding the overall Prequalification status of your firm, including technical requirements, please contact the Prequalification Section directly. We reviewed an Indirect Cost Schedule and associated required documents for Financial Prequalification submitted for theCPA Audited Level as application #55734. Per theSomerset CPAs report, the Indirect Cost Schedule was audited in accordance with generally accepted government auditing standards issued bythe Comptroller General of the United States and 48 CFR Part 31, with an audited indirect cost rate of185.29%, facilities capital cost of money rate of 0.46% and expressed the opinion that these rates present fairly, in allmaterial respects, thedirect labor, fringe benefits, andgeneral overhead of Lochmueller Group, Inc. for the period ending December 31, 2022. Indiana Department ofTransportation (INDOT) accepts the use of these rates for invoicing of services provided during the firm’s fiscal period covered by this report, for contracts with or administered through the agency. Acceptance of these rates forthis use does not constitute “establishment of arate by acognizant agency” for the purpose of applying the regulations published in Title 23 CFR Sect. 172.7. INDOT also accepts theuse of these rates as provisional rates for estimating, negotiating and billing current contracts with or administered through the agency. This provisional rate acceptance expires June 30, 2024. Costs billed to contracts with federal participation are subject to audit for compliance with the cost principles contained in 48 CFR Part 31. With the financial prequalification accepted at the CPA Audited Level, this firm isnot restricted to total annual billings of less than $250,000.00 for acontract orcontracts with or administered through INDOT. Total wages and salaries (notincluding bonuses, profit share, company retirement contributions, or other unallowable forms of indirect compensation) were submitted as $15,123,940 Direct and $11,582,392 Indirect, for atotal of $26,706,332. www.in.gov/dot/ An Equal Opportunity Employer 100NorthSenateAvenue Eric Holcomb, Governor RoomN749 MichaelSmith, Commissioner Indianapolis, Indiana46204 Theauditedfinancialsubmissionfor thisfirmdocumentstheseparationofdirect andunallowableindirectvehicle operatingcost, fromallowableindirectvehicle operatingcosts. This firmmaybilland bereimbursedfordirect miles billedforcontractedservicesinaccordancewithState statuteandpolicy. Issues concerningthefinancialdata submittedto theAgencyandtheallowableindirect costratesacceptedby ExternalAudit aresubjecttothefollowingprocedures. All CPAworkpapersused asthebasisto establishan audited overhead ratemustbemadeavailabletoINDOTforreviewat alocationofmutualagreement, as determinedbyINDOTand theconsultantfirm. Theconsultantfirmnamedaboveissolelyresponsibleforall costsbilledbythefirm’s IndependentCPArelatedtothereviewofthe auditor’s workpapers bytheagency. INDOTandAmericanCouncilof EngineeringCompaniesagreedtotheimplementation ofaDisputeResolution ProcedureeffectiveJanuary1, 2008. Firmswishingtodisputetheindirectcostratesallowedby theagencymay requestameetingwith NatalyaClark, ManagerofExternalAudit, (NClark@INDOT.IN.GOV). This letterisforinternaluseonlyandshallnotbeusedforany otherpurpose. Occasionally, INDOTreceives requestsfromother statetransportationagenciestosharethefinancial dataforfirms providingfinancial prequalificationsubmissions toouragency,and wemayrespondtothoserequests. Firmsoffering “engineering anddesignservices”, asdefinedunder23 USC112(b) (2) (A), whohavesubmitted financialdatafor Prequalification with INDOTwillreceivea notificationfromExternalAuditsummarizinganysuchdataprovided and identifyingtheagencyand contactperson receivingtheinformation. Ifyouhaveanyquestionsorconcernsregardingyour financialsubmission or theallowableindirectcostrate for yourfirm, youmaycontactExternalAuditdirectly. Sincerely, KathleenAbbott, ExternalAuditor Phone: 317-233-2162 kabbott1@INDOT.IN.GOV cc:NatalyaClark, Managerof ExternalAudit,INDOT CrystalWeaver, Prequalification Engineer, INDOT JohnLeming, ConsultantPrequalification Analyst, INDOT www.in.gov/dot/ AnEqualOpportunityEmployer Version6-8-2017 CzTfshfzHsfdivlijobu:;14bn-Tfq25-3134 LPA - CONSULTING CONTRACT This Contract (“this Contract”) is made and entered into effective as of , 20 (“Effective Date”) by and between City of Carmel, acting by and through its proper officials (“LOCAL PUBLIC AGENCY” or “LPA”), and American Structurepoint, Inc. (“the CONSULTANT”), acorporation organized under the laws of the State of Indiana. Des. No.: 1901894 Project Description: 96th Street and College Avenue IntersectionImprovement - Roundabout RECITALS WHEREAS, the LPA has entered into an agreement to utilize federal monies with the Indiana Department of Transportation (“INDOT”) for a transportation or transportation enhancement project (“the Project”), which Project Coordination Contract is herein attached as Attachment 1 and incorporated as reference; and WHEREAS, the LPA wishes to hire the CONSULTANTto provide services toward the Project completion more fully described in Appendix “A” attached hereto(“Services”); WHEREAS, the CONSULTANThas extensive experience, knowledge and expertise relating to these Services; and WHEREAS, the CONSULTANT has expressed a willingness to furnish the Services in connection therewith. NOW, THEREFORE, in consideration of the following mutual covenants, the parties hereto mutually covenant and agree as follows: The “Recitals” above are hereby made an integral part and specifically incorporated into this Contract. SECTION ISERVICES BYCONSULTANT. The CONSULTANTwill provide the Services and deliverables described in Appendix “A” which is herein attached to and made an integral part of this Contract. SECTION IIINFORMATION AND SERVICES TO BE FURNISHED BY THE LPA. The information and services to be furnished by theLPA areset out in Appendix "B” which is herein attached to and made an integral part of this Contract. SECTION IIITERM. The term of this Contract shall be from the date of the last signature affixed to this Contract to the completion of the construction contractwhich is estimated to be November 30, 2024. A schedule for completion of the Servicesand deliverables is set forth in Appendix “C” which is herein attached to and made an integral part of this Contract. SECTION IVCOMPENSATION. The LPA shall pay theCONSULTANTfor the Services performed under this Contract as set forth inAppendix “D” which isherein attached to and made an integral part of this Contract. The maximum amount payable under this Contract shall not exceed $ 238,162.62. SECTION VNOTICETO PROCEED AND SCHEDULE. The CONSULTANT shall begin the work to be performed under this Contract only upon receipt of the written notice to proceed from the LPA, and shall deliver the work to the LPA in accordance with the schedulecontained in Appendix "C"which is herein attached to and made an integral part of this Contract. 1 Version6-8-2017 SECTION VIGENERAL PROVISIONS 1. Access to Records. The CONSULTANT and any SUB-CONSULTANTS 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 the LPA, INDOT and/or the Federal Highway Administration (“FHWA”) or its authorized representative, and copies thereof shall be furnished free of charge, if requested by the LPA, INDOT, and/or FHWA. The CONSULTANT agrees that, upon request by any agency participating in federally-assisted programs with whom the CONSULTANT has contracted or seeks to contract, the CONSULTANT may release or make available to the agency any working papers from an audit performed by the LPA, INDOT and/or FHWA of the CONSULTANT and its SUB-CONSULTANTS in connection with this Contract, including any books, documents, papers, accounting records and other documentation which support or form the basis for the audit conclusions and judgments. 2. Assignment; Successors. A. The CONSULTANT binds its successors and assignees to all the terms and conditions of this Contract. The CONSULTANT shall not assign or subcontract the whole or any part of this Contract without the LPA’sprior written consent, except that the CONSULTANT may assign its right toreceive payments to such third parties as the CONSULTANT may desire without the prior written consent of the LPA, provided that the CONSULTANT gives written notice including evidence of such assignment) to the LPA thirty (30) days in advance of any payment so assigned.The assignment shall cover all unpaid amounts under this Contract and shall not be made to more than one party. B. Any substitution of SUB-CONSULTANTS must first be approved and receive written authorization from the LPA. Any substitution or termination of a Disadvantaged Business Enterprise (“DBE”) SUB-CONSULTANT must first be approved and receive written authorization from the LPA and INDOT’sEconomic Opportunity Division Director. 3. Audit. The CONSULTANT 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 48 CFR part 31and audit guidelines specified by the State and/or in accordance with audit requirements specified elsewhere inthis Contract. 4. Authority to Bind Consultant. The CONSULTANT warrants that it has the necessary authority to enter into this Contract. The signatory for the CONSULTANT represents that he/she has been duly authorized to execute this Contract on behalf of the CONSULTANT and has obtained all necessary or applicable approval to make this Contract fully binding upon the CONSULTANT when his/her signature is affixed hereto. 5. Certification for Federal-Aid Contracts Lobbying Activities. A. The CONSULTANT certifies, by signing and submitting this Contract, to the best of its knowledge and belief after diligent inquiry, and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT, the CONSULTANT has complied with Section 1352, Title 31, U.S. Code, and specifically, that: i. No federal appropriated funds have been paid, or will be paid, by or on behalf of the CONSULTANT to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contracts, the making of any federal grant, the making of any federal loan, the 2 Version6-8-2017 entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. ii.If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal Contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. B. The CONSULTANT also agrees by signing this Contract that it shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Any person who fails to sign or file this required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each failure. 6. Changes in Work. TheCONSULTANTshall not commence any additional work or change the scope of the work until authorized in writing by the LPA. The CONSULTANT shall make no claim for additional compensation or time in the absence of a prior written approval and amendment executed by all signatories hereto. This Contract may be amended, supplemented or modified only by a written document executed inthe same manner as this Contract. The CONSULTANT acknowledges that no claim for additional compensation or time may be made by implication, oral agreements, actions, inaction, or course of conduct. 7. Compliance with Laws. A. The CONSULTANT 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. If the CONSULTANT violates such rules, laws, regulations and ordinances, the CONSULTANT shall assume full responsibility for such violations and shall bear any and all costs attributable to the original performance of any correction of such acts. The enactment of any state or federal statute, or the promulgation of regulations thereunder, after execution of this Contract, shall be reviewed by the LPA and the CONSULTANT to determine whether formal modifications are required to the provisions of this Contract. B. The CONSULTANT represents to the LPA that, to the best of the CONSULTANT’S knowledge and belief after diligent inquiry and other than as disclosed in writing to the LPA prior to or contemporaneously with the execution and delivery of this Contract by the CONSULTANT: i. State of Indiana Actions. The CONSULTANT has no current or outstanding criminal, civil, or enforcement actions initiated by the State of Indiana pending, and agrees that it will immediately notify the LPA of any such actions. During the term of such actions, CONSULTANT agrees that the LPA may delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. ii. Professional Licensing Standards. The CONSULTANT, its employees and SUBCONSULTANTS have complied with and shall continue to comply with all applicable licensing standards, certification standards, accrediting standards and any other laws, rules or regulations governing services to be provided by the CONSULTANT pursuant tothis Contract. 3 Version6-8-2017 iii.Work Specific Standards.The CONSULTANT and its SUB-CONSULTANTS, if any, have obtained, will obtain and/or will 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 for the LPA. iv. Secretary of State Registration. If the CONSULTANT is an entity described in IC Title 23, it is properly registered and owes no outstanding reports with the Indiana Secretary of State. v. Debarment and Suspension of CONSULTANT. Neither the CONSULTANT nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State and will immediately notify the LPA of any such actions. The term “principal” for purposes of this Contract means an officer, director, owner, partner, key employee, or other person with primary management or supervisory responsibilities, or a person who has acritical influence on or substantive control over the operations of the CONSULTANT or who has managerial or supervisory responsibilities for the Services. vi. Debarment and Suspension of any SUB-CONSULTANTS. The CONSULTANT’sSUB- CONSULTANTS are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from entering into this Contract by any federal agency or by any department, agency or political subdivision of the State. The CONSULTANT shall be solely responsible for any recoupment, penalties or costs that might arise from the use of a suspended or debarred SUBCONSULTANT. The CONSULTANT shall immediately notify the LPA and INDOT if any SUB- CONSULTANT becomes debarred or suspended, and shall, at the LPA’srequest, take all steps required by the LPA to terminate its contractual relationship with the SUB- CONSULTANT for work to be performed under this Contract. C. Violations. In addition to any other remedies at law or in equity, upon CONSULTANT’S violation of any of Section 7(A) through 7(B), the LPA may, atits sole discretion, do any one or more of the following: i. terminate this Contract; or ii. delay, withhold, or deny work under any supplement or amendment, change order or other contractual device issued pursuant to this Contract. D. Disputes. If adispute exists as to the CONSULTANT’sliability or guilt in any action initiated by the LPA, and the LPA decides to delay, withhold, or deny work to the CONSULTANT, the CONSULTANT may request that it be allowed to continue, or receive work, without delay. The CONSULTANT must submit, in writing, a request for review to the LPA. A determination by the LPA under this Section 7.D shall be final and binding on the parties and not subject to administrative review. Any payments the LPA may delay, withhold, deny, or apply under this section shall not be subject to penalty or interest under IC 5-17-5. 8. Condition of Payment. The CONSULTANT must perform all Services under this Contract tothe LPA’sreasonable satisfaction, as determined at the discretion of the LPA and in accordance with all applicable federal, state, local laws, ordinances, rules, and regulations. The LPA will not pay for work not performed tothe LPA’s reasonable satisfaction, inconsistent with this Contract or performed in violation of federal, state, or local law (collectively, “deficiencies”) until all deficiencies are remedied in a timely manner. 4 Version6-8-2017 9. Confidentialityof LPAInformation. A. The CONSULTANT understands and agrees that data, materials, and information disclosed to the CONSULTANT may contain confidential and protected information. Therefore, the CONSULTANT covenants that data, material, and information gathered, based upon or disclosed to the CONSULTANT for the purpose of this Contract, will not be disclosed to others or discussed with third parties without the LPA’sprior written consent. B. The parties acknowledge that the Services to be performed by the CONSULTANT for the LPA under this Contract may require or allow access to data, materials, and information containing Social Security numbers and maintained by the LPA in its computer system or other records. In addition to the covenant made above in this section and pursuant to 10 IAC 5-3-1(4), the CONSULTANT and the LPA agree to comply with the provisions of IC 4-1-10 and IC 4-1-11. If any Social Security number(s) is/are disclosed by the CONSULTANT, the CONSULTANT agrees to pay the cost of the notice of disclosure of a breach of the security of the system in addition to any other claims and expenses for which it is liable under the terms of this Contract. 10. Delays and Extensions.TheCONSULTANTagrees that no charges or claim fordamages shall be made by it for any minor delays from any cause whatsoever during the progress of any portion of the Services specified inthis Contract. Such delays, ifany, shall be compensated for by an extension of time for such period as may be determined by the LPA subject to the CONSULTANT'sapproval, it being understood, however, that permitting the CONSULTANT to proceed to complete any services, or any part of them after the date to which the time of completion may have been extended, shall in no way operate as a waiver on the part of the LPA of any of its rights herein. In the event of substantial delays or extensions, or change of any kind, not caused by the CONSULTANT, which causes a material change in scope, character or complexity of work the CONSULTANT isto perform under this Contract, the LPA at its sole discretion shall determine any adjustments in compensation and in the schedule for completion of the Services. CONSULTANT must notify the LPA in writing ofa material change in the work immediately after the CONSULTANT first recognizes the material change. 11. DBE Requirements. A. Notice is hereby given to the CONSULTANT and any SUB-CONSULTANT, and both agree, that failure to carry out the requirements set forth in 49 CFR Sec. 26.13(b) shall constitute a breach of this Contract and, after notification and failure to promptly cure such breach, may result in termination of this Contract or such remedy as INDOT deems appropriate. The referenced section requires the following assurance to be included in all subsequent contracts between the CONSULTANT and any SUB-CONSULTANT: The CONSULTANT, sub recipient or SUB-CONSULTANT shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Contract. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this Contract, which may result in the termination of this Contract or such other remedy, as INDOT, as the recipient, deems appropriate. B. The CONSULTANT shall make good faith efforts to achieve the DBE percentage goal that may be included as part of this Contract with the approved DBE SUB-CONSULTANTS identified on its Affirmative Action Certification submitted with its Letter of Interest, or with approved amendments. Any changes to aDBE firm listed in the Affirmative Action Certification must be requested in writing and receive prior approval by the LPA and INDOT’s Economic Opportunity Division Director. After this Contract is completed and if a DBE SUB- CONSULTANT has performed services thereon, the CONSULTANT must complete, and return, a Disadvantaged Business Enterprise Utilization Affidavit (“DBE-3 Form”) toINDOT’s 5 Version6-8-2017 Economic Opportunity Division Director. The DBE-3 Form requires certification by the CONSULTANT AND DBE SUB-CONSULTANT that the committed contract amounts have been paid and received. 12. Non-Discrimination. A. Pursuant to I.C. 22-9-1-10, the Civil Rights Act of 1964, and the Americans with Disabilities Act, the CONSULTANT 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, tenure, 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 aveteran. B The CONSULTANT understands that the LPA is a recipient of federal funds. Pursuant to that understanding, the CONSULTANT agrees that if the CONSULTANT employs fifty (50) or more employees and does at least $50,000.00 worth of business with the State and is not exempt, the CONSULTANT will comply with the affirmative action reporting requirements of 41 CFR 60- 1.7. The CONSULTANT 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. Itis the policy of INDOT to assure full compliance with Title 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.) C. The CONSULTANT shall not discriminate in its selection and retention of contractors, including without limitation, those services retained for, or incidental to, construction, planning, research, engineering, property management, and fee contracts and other commitments with persons for services and expenses incidental tothe acquisitions of right-of-way. D. The CONSULTANT shall not modify the Project insuch a manner as to require, on the basis of race, color or national origin, the relocation of any persons. (INDOT'sTitle VI enforcement will include the following additional grounds; sex, ancestry, age, income status, religion and disability). E. The CONSULTANT shall not modify the Project insuch amanner as to deny reasonable access to and use thereof to any persons on the basis of race, color or national origin. (INDOT’sTitle VI enforcement will include the following additional grounds; sex, ancestry, age, income status, religion and disability.) F. The CONSULTANT shall neither allow discrimination by contractors in their selection and retention of subcontractors, leasors and/or material suppliers, nor allow discrimination by their subcontractors intheir selection of subcontractors, leasors or material suppliers, who participate in construction, right-of-way clearance and related projects. 6 Version6-8-2017 G.The CONSULTANTshall take appropriate actions to correct any deficiency determined by itself and/or the Federal Highway Administration (“FHWA”) within a reasonable time period, not to exceed ninety (90) days, in order to implement Title VI compliance in accordance with INDOT’sassurances and guidelines. H. During the performance of this Contract, the CONSULTANT, for itself, its assignees and successors in interest (hereinafter referred to as the "CONSULTANT") agrees as follows: 1) Compliance with Regulations: The CONSULTANT shall comply with the Regulation relative to nondiscrimination in Federally-assisted programs of the Department of Transportation (hereinafter, "DOT") Title 49, Code of Federal Regulations, 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 apart of this Contract. 2) Nondiscrimination: The CONSULTANT, with regard to the work performed by it during the Contract, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulations, including employment practices when the contract covers aprogram set forth in Appendix B of the Regulations. 3) Solicitations for SUBCONSULTANTS, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be performed under asubcontract, including procurements of materials or leases of equipment, each potential SUBCONSULTANT or supplier shall be notified by the CONSULTANT of the CONSULTANT’S obligations under this Contract and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. 4) Information and Reports: The CONSULTANT 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 LPA or INDOT to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information the CONSULTANT shall so certify to the LPA, or INDOT as appropriate, and shall set forth what efforts it has made to obtain the information. 5) Sanctions for Noncompliance: In the event of the CONSULTANT’S noncompliance with the nondiscrimination provisions of this contract, the LPA shall impose such contract sanctions as it or INDOT may determine tobe appropriate, including, but not limited to: a) withholding of payments to the CONSULTANT under the Contract until the CONSULTANT complies, and/or b) cancellation, termination or suspension of the Contract, in whole or in part. 6) Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (6) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. 7 Version6-8-2017 The CONSULTANT shall take such action with respect to any SUBCONSULTANT procurement as the LPA or INDOT may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a SUBCONSULTANT or supplier as a result of such direction, the CONSULTANT may request the LPA to enter into such litigation to protect the interests of the LPA, and, in addition, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. 13. Disputes. A. Should any disputes arise with respect to this Contract, the CONSULTANT and the LPA agree to act promptly and in good faith to resolve such disputes in accordance with this Section 13. Time is of the essence inthe resolution of disputes. B. The CONSULTANT agrees that the existence of a dispute notwithstanding, it will continue without delay to carry out all of its responsibilities under this Contract that are not affected by the dispute. Should the CONSULTANT fail to continue to perform its responsibilities regarding all non-disputed work, without delay, any additional costs (including reasonable attorneys’ fees and expenses) incurred by the LPA or the CONSULTANT as a result of such failure to proceed shall be borne by the CONSULTANT. C. If aparty to this Contract is not satisfied with the progress toward resolving adispute, the party must notify the other party of this dissatisfaction in writing. Upon written notice, the parties have ten (10) business days, unless the parties mutually agree in writing to extend this period, following the written notification to resolve the dispute. If the dispute is not resolved within ten 10) business days, a dissatisfied party may submit the dispute in writing to initiate negotiations to resolve the dispute. The LPA may withhold payments on disputed items pending resolution of the dispute. 14. Drug-Free Workplace Certification. A. The CONSULTANT hereby covenants and agrees to make a good faith effort to provide and maintain adrug-free workplace, and that it will give written notice to the LPA within ten (10) days after receiving actual notice that an employee of the CONSULTANT in the State of Indiana has been convicted of acriminal drug violation occurring in the CONSULTANT's workplace. False certification or violation of the 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 LPA. B. The CONSULTANT certifies and agrees that it will provide a drug-free workplace by: i. Publishing and providing to all of its employees a statement notifying their employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the CONSULTANT’s workplace and specifying the actions that will be taken against employees for violations of such prohibition; ii. Establishing a drug-free awareness program to inform its employees of (1) the dangers of drug abuse in the workplace; (2) the CONSULTANT’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; 8 Version6-8-2017 iii.Notifying all employees in the statement required by subparagraph 14.B.iabove that as a condition of continued employment, the employee will (1) abide by the terms of the statement; and (2) notify the CONSULTANT of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction; iv. Notifying in writing the LPA within ten (10) days after receiving notice from an employee under subdivision 14.B.iii(2) above, or otherwise receiving actual notice of such conviction; v. Within thirty (30) days after receiving notice under subdivision 14.B.iii(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) take appropriate personnel action against the employee, up to and including termination; or (2) require 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 vi. Making a good faith effort tomaintain a drug-free workplace through the implementation of subparagraphs 14.B.i. through 14.B.v. above. 15. Employment Eligibility Verification. The CONSULTANT affirms under the penalties of perjury that he/she/it does not knowingly employ an unauthorized alien. The CONSULTANT shall enroll in and verify the work eligibility status of all his/her/its newly hired employees through the E-Verify program as defined in IC 22-5-1.7-3. The CONSULTANT is not required to participate should the E-Verify program cease to exist. Additionally, the CONSULTANT is not required to participate if the CONSULTANT is self-employed and does not employ any employees. The CONSULTANT shall not knowingly employ or contract with an unauthorized alien. The CONSULTANT shall not retain an employee or contract with a person that the CONSULTANT subsequently learns is an unauthorized alien. The CONSULTANT shall require his/her/its subcontractors, who perform work under this Contract, to certify to the CONSULTANT that the SUB-CONSULTANT does not knowingly employ or contract with an unauthorized alien and that the SUB-CONSULTANT has enrolled and is participating in the E-Verify program. The CONSULTANT agrees to maintain this certification throughout the duration of the term of a contract with a SUB-CONSULTANT. The LPA may terminate for default if the CONSULTANT fails to cure a breach of this provision no later than thirty (30) days after being notified by the LPA. 16. Force Majeure. In the event that either party is unable to perform any of its obligations under this Contract or to enjoy any of its benefits because of fire, natural disaster, acts of God, acts of war, terrorism, civil disorders, decrees of governmental bodies, strikes, lockouts, labor or supply disruptions or similar causes beyond the reasonable control of the affected party (hereinafter referred to as aForce Majeure Event), the party who has been so affected shall immediately give written notice to the other party of the occurrence of the Force Majeure Event (with adescription in reasonable detail of the circumstances causing such Event) and shall do everything reasonably possible to resume performance. Upon receipt of such written notice, all obligations under this Contract shall be immediately suspended for as long as such Force Majeure Event continues and provided that the affected party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. If the period of nonperformance exceeds thirty (30) days from the receipt of written 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. 9 Version6-8-2017 17. Governing Laws.This Contract shall be construed in accordance with and governed by the laws of the State ofIndiana and the suit, if any, must be brought in the State of Indiana. The CONSULTANT consents to the jurisdiction of and to venue in any court of competent jurisdiction in the State of Indiana. 18. Liability. If the CONSULTANT or any of its SUB-CONSULTANTS fail to comply with any federal requirement which results in the LPA’s repayment of federal funds to INDOT the CONSULTANT shall be responsible to the LPA, for repayment of such costs to the extent such costs are caused by the CONSULTANT and/or its SUB-CONSULTANTS. 19. Indemnification. The CONSULTANT agrees to indemnify the LPA, and their agents, officials, and employees, and to hold each of them harmless, from claims and suits including court costs, attorney's fees, and other expenses caused by any negligent act, error or omission of, or by any recklessness or willful misconduct by, the CONSULTANT and/or its SUB-CONSULTANTS, if any, under this Contract, provided that if the CONSULTANT isa “contractor” within the meaning of I.C. 8-3-2-12.5, this indemnity obligation shall be limited by and interpreted in accordance with I.C. 8-23-2-12-5. The LPA shall not provide such indemnification to the CONSULTANT. 20. Independent Contractor. Both parties hereto, in the performance of this Contract, shall act in an individual capacity and not as agents, employees, partners, joint ventures or associates of one another. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purposes whatsoever. Neither party will assume liability for any injury including death) to any persons, or damage to any property, arising out of the acts or omissions of the agents or employees of the other party. The CONSULTANT shall be responsible for providing all necessary unemployment and workers’ compensation insurance for its employees. 21. Insurance - Liability for Damages. A. The CONSULTANT shall be responsible for the accuracy of the Services performed under this Contract and shall promptly make necessary revisions or corrections resulting from its negligence, errors or omissions without any additional compensation from the LPA. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction of its negligent act, error or omission or for clarification of ambiguities. The CONSULTANT shall have no liability for the errors or deficiencies in designs, drawings, specifications or other services furnished tothe CONSULTANT by the LPA on which the Consultant has reasonably relied, provided that the foregoing shall not relieve the CONSULTANT from any liability from the CONSULTANT’S failure to fulfill its obligations under this Contract, to exercise its professional responsibilities tothe LPA, or to notify the LPA of any errors or deficiencies which the CONSULTANT knew or should have known existed. B. During construction or any phase of work performed by others based on Services provided by the CONSULTANT, the CONSULTANT shall confer with the LPA when necessary for the purpose of interpreting the information, and/or to correct any negligent act, error or omission. The CONSULTANT shall prepare any plans or data needed to correct the negligent act, error or omission without additional compensation, even though final payment may have been received by the CONSULTANT. The CONSULTANT shall give immediate attention to these changes for a minimum of delay to the project. C. The CONSULTANT shall be responsible for damages including but not limited to direct and indirect damages incurred by the LPA as a result of any negligent act, error or omission of the CONSULTANT, and for the LPA’slosses or costs to repair or remedy construction. Acceptance of the Services by the LPA shall not relieve the CONSULTANT of responsibility for subsequent correction. 10 Version6-8-2017 D.TheCONSULTANTshall be required to maintain in full force and effect,insurance as described below from the date of the first authorization to proceed until the LPA’sacceptance of the work product. The CONSULTANT shall list both the LPA and INDOT as insureds on any policies. The CONSULTANT must obtain insurance written by insurance companies authorized to transact business in the State of Indiana and licensed by the Department of Insurance as either admitted or non-admitted insurers. E. The LPA, its officers and employees assume no responsibility for the adequacy of limits and coverage in the event of any claims against the CONSULTANT, its officers, employees, sub- consultants or any agent of any of them, and the obligations of indemnification in Section 19 herein shall survive the exhaustion of limits of coverage and discontinuance of coverage beyond the term specified, tothe fullest extent of the law. F. The CONSULTANT shall furnish a certificate of insurance and all endorsements to the LPA prior to the commencement of this Contract. Any deductible or self-insured retention amount or other similar obligation under the insurance policies shall be the sole obligation of the CONSULTANT. Failure to provide insurance as required in this Contract is a material breach of Contract entitling the LPA to immediately terminate this Contract. I. Professional Liability Insurance The CONSULTANT must obtain and carry professional liability insurance as follows: For INDOT Prequalification Work Types 1.1, 12.2-12.6 the CONSULTANTS shall provide not less than $250,000.00 professional liability insurance per claim and 250.000.00 aggregate for all claims for negligent performance. For Work Types 2.2, 3.1, 3.2, 4.1, 4.2, 5.5, 5.8, 5.11, 6.1, 7.1, 8.1, 8.2, 9.1, 9.2, 10.1 – 10.4, 11.1, 13.1, 14.1 – 14.5, the CONSULTANTS shall carry professional liability insurance in an amount not less than $1,000,000.00 per claim and $1,000,000.00 aggregate for all claims for negligent performance. The CONSULTANT shall maintain the coverage for a period ending two (2) years after substantial completion of construction. II. Commercial General Liability Insurance The CONSULTANT must obtain and carry Commercial / General liability insurance as follows: For INDOT Prequalification Work Types 2.1, 6.1, 7.1, 8.1, 8.2, 9.1, 9.2, 10.1 - 10.4, 11.1, 13.1, 14.1 - 14.5, the CONSULTANT shall carry $1,000,000.00 per occurrence, $2,000,000.00 general aggregate. Coverage shall be on an occurrence form, and include contractual liability. The policy shall be amended to include the following extensions of coverage: 1. Exclusions relating to the use of explosives, collapse, and underground damage to property shall be removed. 2. The policy shall provide thirty (30) days notice of cancellation toLPA. 3. The CONSULTANT shall name the LPA as an additional insured. III. Automobile Liability The CONSULTANT shall obtain automobile liability insurance covering all owned, leased, borrowed, rented, or non-owned autos used by employees or others on behalf of the CONSULTANT for the conduct of the CONSULTANT’sbusiness, for anamount not less than $1,000,000.00 Combined Single Limit for Bodily Injury and Property Damage. The term “automobile” shall include private passenger autos, trucks, and similar type vehicles licensed for use on public highways. The policy shall be amended to include the following extensions of coverage: 11 Version6-8-2017 1. Contractual Liability coverage shall be included. 2. The policy shall provide thirty (30) days notice of cancellation to the LPA. 3. The CONSULTANT shall name the LPA as an additional insured. IV. Watercraft Liability (When Applicable) 1. When necessary to use watercraft for the performance of the CONSULTANT’s Services under the terms of this Contract, either by the CONSULTANT, or any SUB-CONSULTANT, the CONSULTANT or SUB-CONSULTANT operating the watercraft shall carry watercraft liability insurance in the amount of $1,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Protection & Indemnity where applicable. Coverage shall apply to owned, non- owned, and hired watercraft. 2. If the maritime laws apply to any work to be performed by the CONSULTANT under the terms of the agreement, the following coverage shall be provided: a. United States Longshoremen & Harbor workers b. Maritime Coverage - Jones Act 3. The policy shall provide thirty (30) days notice of cancellation to the LPA. 4. The CONSULTANT or SUB-CONSULTANT shall name the LPA as an additional insured. V. Aircraft Liability (When Applicable) 1. When necessary to use aircraft for the performance of the CONSULTANT’s Services under the terms of this Contract, either by the CONSULTANT or SUB- CONSULTANT, the CONSULTANT or SUB-CONSULTANT operating the aircraft shall carry aircraft liability insurance in the amount of $5,000,000 Combined Single Limit for Bodily Injury and Property Damage, including Passenger Liability. Coverage shall apply to owned, non-owned and hired aircraft. 2. The policy shall provide thirty (30) days notice of cancellation to the LPA. 3. The CONSULTANT or SUB-CONSULTANT shall name the LPA as an additional insured. 22. Merger and 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 Contact. This Contract may not be modified, supplemented or amended, in any manner, except by written agreement signed by all necessary parties. 23. Notice to Parties: Any notice, request, consent or communication (collectively a “Notice”) under this Agreement shall be effective only if itis in writing and (a) personally delivered; (b) sent by certified or registered mail, return receipt requested, postage prepaid; or (c) sent by a nationally recognized overnight delivery service, with delivery confirmed and costs of delivery being prepaid, addressed as follows: 12 Version6-8-2017 Notices tothe LPAshall be sent to: Jeremy Kashman Carmel City Engineer One Civic Square Carmel, Indiana 46032 Notices to the CONSULTANT shall be sent to: Willis R. Conner, President American Structurepoint, Inc. 9025 River Road, Suite 200 Indianapolis, Indiana 46240 or to such other address or addresses as shall be furnished in writing by any party to the other party. Unless the sending party has actual knowledge that aNotice was not received by the intended recipient, a Notice shall be deemed to have been given as of the date (i) when personally delivered; (ii) three (3) days after the date deposited with the United States mail properly addressed; or (iii) the next day when delivered during business hours to overnight delivery service, properly addressed and prior to such delivery service’scut off time for next day delivery. The parties acknowledge that notices delivered by facsimile or by email shall not be effective. 24. Order of Precedence; Incorporation by Reference. Any inconsistency or ambiguity in this Contract shall be resolved by giving precedence in the following order: (1) This Contractand attachments, (2) RFP document, (3) the CONSULTANT’s response to the RFP document, and (4) attachments prepared by the CONSULTANT. All of the foregoing are incorporated fully by reference. 25. Ownership of Documents and Materials. All documents, records, programs, data, film, tape, articles, memoranda, and other materials not developed or licensed by the CONSULTANT prior to execution of this Contract, but specifically developed under this Contract shall be considered “work for hire” and the CONSULTANT assigns and transfers any ownership claim to the LPA and all such materials (“Work Product) will be the property of the LPA. The CONSULTANT agrees to execute and deliver such assignments or other documents as may be requested by the LPA. Use of these materials, other than related to contract performance by the CONSULTANT, without the LPA’sprior written consent, is prohibited. During the performance of this Contract, the CONSULTANT shall be responsible for any loss of or damage to any of the Work Product developed for or supplied by INDOT and used to develop or assist in the Services provided herein while any such Work Product is in the possession or control of the CONSULTANT. Any loss or damage thereto shall be restored at the CONSULTANT’s expense. The CONSULTANT shall provide the LPA full, immediate, and unrestricted access to the Work Product during the term of this Contract. The CONSULTANT represents, to the best of its knowledge and belief after diligent inquiry and other than as disclosed in writing prior to or contemporaneously with the execution of this Contract by the CONSULTANT, that the Work Product does not infringe upon or misappropriate the intellectual property or other rights of any third party. The CONSULTANT shall not be liable for the use of its deliverables described in Appendix “A” on other projects without the express written consent of the CONSULTANT or as provided in Appendix “A”. The LPA acknowledges that it has no claims to any copyrights not transferred to INDOT under this paragraph. 26. Payments. All payments shall be made in arrears and in conformance with the LPA’sfiscal policies and procedures. 27. Penalties, Interest and Attorney's Fees. The LPA will in good faith perform its required obligations hereunder, and does not agree to pay any penalties, liquidated damages, interest, or attorney'sfees, except as required by Indiana law in part, IC 5-17-5, I. C. 34-54-8, and I. C. 34-13-1. 13 Version6-8-2017 28. Pollution Control Requirements. If this Contract is for $100,000 or more, the CONSULTANT: i. Stipulates that any facility to be utilized in performance under or to benefit from this Contract is not listed on the Environmental Protection Agency (EPA) List of Violating Facilities issued pursuant to the requirements of the Clean Air Act, as amended, and the Federal Water Pollution Control Act, as amended; ii. Agrees to comply with all of the requirements of section 114 of the Clean Air Act and section 308 of the Federal Water Pollution Control Act, and all regulations and guidelines issued thereunder; and iii. Stipulates that, as a condition of federal aid pursuant to this Contract, it shall notify INDOT and the Federal Highway Administration of the receipt of any knowledge indicating that a facility to be utilized in performance under or to benefit from this Contract is under consideration to be listed on the EPA Listing of Violating Facilities. 29. Severability. The invalidity of any section, subsection, clause or provision of this Contract shall not affect the validity of the remaining sections, subsections, clauses or provisions of this Contract. 30. Status of Claims. The CONSULTANT shall give prompt written notice to the LPA any claims made for damages against the CONSULTANT resulting from Services performed under this Contract and shall be responsible for keeping the LPA currently advised as to the status of such claims. The CONSULTANT shall send notice of claims related to work under this Contract to: Jeremy Kashman Carmel City Engineer One Civic Square Carmel, Indiana 46032 31. Sub-consultant Acknowledgement. The CONSULTANT agrees and represents and warrants to the LPA, that the CONSULTANT will obtain signed Sub-consultant Acknowledgement forms, from all SUB-CONSULTANTS providing Services under this Contract or to be compensated for Services through this Contract. The CONSULTANT agrees to provide signed originals of the Sub-consultant Acknowledgement form(s) to the LPA for approval prior toperformance of the Services by any SUB- CONSULTANT. 32. Substantial Performance. This Contract shall be deemed to be substantially performed only when fully performed according to its terms and conditions and any modification or Amendment thereof. 33. Taxes. The LPA will not be responsible for any taxes levied on the CONSULTANTas a result of this Contract. 34. Termination for Convenience. A. The LPA may terminate, in whole or in part, whenever, for any reason, when the LPA determines that such termination is in its best interests. Termination or partial termination of Services shall be effected by delivery to the CONSULTANT of a Termination Notice at least fifteen (15) days prior to the termination effective date, specifying the extent to which performance of Services under such termination becomes effective. The CONSULTANT shall be compensated for Services properly rendered prior to the effective date of termination. The LPA will not be liable for Services performed after the effective date of termination. B. If the LPA terminates or partially terminates this Contract for any reason regardless of whether it is for convenience or for default, then and in such event, all data, reports, drawings, plans, sketches, sections and models, all specifications, estimates, measurements and data pertaining to the project, prepared under the terms or in fulfillment of this Contract, shall be delivered 14 Version6-8-2017 within ten (10) days to theLPA. In the event of the failure by theCONSULTANTto make such delivery upon demand, the CONSULTANT shall pay to the LPA any damage (including costs and reasonable attorneys’ fees and expenses) it may sustain by reason thereof. 35. Termination for Default. A. With the provision of twenty (20) days written notice to the CONSULTANT, the LPA may terminate this Contract in whole or in part if i) the CONSULTANT fails to: 1. Correct or cure any breach of this Contract within such time, provided that if such cure is not reasonably achievable in such time, the CONSULTANT shall have up to ninety (90) days from such notice to effect such cure if the CONSULTANT promptly commences and diligently pursues such cure as soon as practicable; 2. Deliver the supplies or perform the Services within the time specified in this Contract or any amendment or extension; 3. Make progress so as to endanger performance of this Contract; or 4. Perform any of the other provisions of this Contract to be performed by the CONSULTANT; or ii) if any representation or warranty of the CONSULTANT is untrue or inaccurate in any material respect at the time made or deemed to be made. B. If the LPA terminates this Contract in whole or in part, it may acquire, under the terms and in the manner the LPA considers appropriate, supplies or services similar to those terminated, and the CONSULTANT will be liable to the LPA for any excess costs for those supplies or services. However, the CONSULTANT shall continue the work not terminated. C. The LPA shall pay the contract price for completed supplies delivered and Servicesaccepted. The CONSULTANT and the LPA shall agree on the amount of payment for manufactured materials delivered and accepted and for the protection and preservation of the property. Failure to agree will be a dispute under the Disputes clause (see Section 13). The LPA may withhold from the agreed upon price for Services any sum the LPA determine necessary to protect the LPA against loss because of outstanding liens or claims of former lien holders. D. The rights and remedies of the LPA in this clause are in addition to any other rights and remedies provided by law or equity or under this Contract. E. Default by the LPA. If the CONSULTANT believes the LPA is in default of this Contract, it shall provide written notice immediately to the LPA describing such default. If the LPA fails to take steps to correct or cure any material breach of this Contract within sixty (60) days after receipt of such written notice, the CONSULTANT may cancel and terminate this Contract and institute the appropriate measures to collect monies due up to and including the date of termination, including reasonable attorney fees and expenses, provided that if such cure is not reasonably achievable in such time, the LPA shall have up to one hundred twenty (120) days from such notice to effect such cure if the LPA promptly commences and diligently pursues such cure as soon as practicable. The CONSULTANT shall be compensated for Services properly rendered prior to the effective date of such termination. The CONSULTANT agrees that ithas no right of termination for non-material breaches by the LPA. 15 Version6-8-2017 36. Waiver of Rights.No rights conferred on either party under this Contract shall be deemed waived, and no breach of this Contract excused, unless such waiver or excuse is approved in writing and signed by the party claimed to have waived such right. Neither the LPA’sreview, approval or acceptance of, nor payment for, the Servicesrequired under this Contract shall be construed to operate as a waiver of any rights under this Contract or of any cause of action arising out of the performance of this Contract, and the CONSULTANT shall be and remain liable to the LPA in accordance with applicable law for all damages to the LPA caused by the CONSULTANT's negligent performance of any of the Services furnished under this Contract. 37. Work Standards/Conflicts of Interest. The CONSULTANT shall understand and utilize all relevant INDOT standards including, but not limited to, the most current version of the Indiana Department of Transportation Design Manual, where applicable, and other appropriate materials and shall perform all Services in accordance with the standards of care, skill and diligence required in Appendix “A” or, if not set forth therein, ordinarily exercised by competent professionals doing work of a similar nature. 38. No Third-Party Beneficiaries. This Agreement is solely for the benefit of the parties hereto. Other than the indemnityrights under this Contract, nothing contained in this Agreement is intended or shall be construed to confer upon any person or entity (other than the parties hereto) any rights, benefits or remedies of any kind or character whatsoever. 39. No Investment in Iran. As required by IC 5-22-16.5, the CONSULTANT certifies that the CONSULTANT is not engaged in investment activities in Iran. Providing false certification may result in the consequences listed in IC 5-22-16.5-14, including termination of this Contract and denial of future state contracts, as well as an imposition of a civil penalty. 40. Assignment of Antitrust Claims. The CONSULTANT assigns to the State all right, title and interest in and to any claims the CONSULTANT now has, or may acquire, under state or federal antitrust laws relating to the products or services which are the subject of this Contract. Remainder of Page Intentionally Left Blank\] 16 Version6-8-2017 Non-Collusion. The undersigned attests, subject to the penalties for perjury, that he/she is the CONSULTANT, or that he/she is the properly authorized representative, agent, member or officer of the CONSULTANT, that he/she has not, nor has any other member, employee, representative, agent or officer of the CONSULTANT, directly or indirectly, to the best of his/her knowledge, entered into or offered to enter into any combination, collusion or agreement toreceive 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. Furthermore, iftheundersigned hasknowledge thatastate officer, employee, orspecial state appointee, asthose terms aredefined inIC §4-2-6-1, hasafinancial interest intheContract, theParty attests to compliance withthedisclosure requirements inIC §4-2-6-10.5. In Witness Whereof, the CONSULTANT and the LPA have, through duly authorized representatives, 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. CONSULTANT LOCAL PUBLIC AGENCY American Structurepoint, Inc. City of Carmel John A. Lashenik, Executive Vice James Brainard, Presiding Officer President Lori Watson, Member Mary Ann Burke, Member Attest: Attest: Signature Sue Wolfgang, Clerk 17 Version6-8-2017 APPENDIX "A" SERVICES TO BE FURNISHED BY CONSULTANT: In fulfillment of this Contract, the CONSULTANT shall comply with the requirements of the appropriate regulations and requirements of the Indiana Department of Transportation and Federal Highway Administration. The CONSULTANT shall be responsible for performing the following activities: A. ENGINEERING PERSONNEL For the fulfillment of all services outlined in Section Bbelow, the CONSULTANT will provide one full-time Resident Project Representative, inspectors, and clerical and secretarial personnel as required for a period of time necessary to complete the construction project and final construction report. The qualifications and experiences of personnel provided by the CONSULTANT are subject to approval by the LOCAL PUBLIC AGENCY and INDOT, and no personnel will be assigned to the project until LOCAL PUBLIC AGENCY and INDOT approval is obtained. The full-time Resident Project Representative will take directions from and report to the INDOT Area Engineer on all matters concerning contract compliance and administration. The full-time Resident Project Representative will coordinate project activities with the LOCAL PUBLIC AGENCY Project Coordinator and INDOT Area Engineer. B. DESCRIPTION OF SERVICES 1. CONSTRUCTION SCHEDULE: Review the construction schedule prepared by the Contractor for compliance with the contract and give to the LOCAL PUBLIC AGENCY detailed documentation concerning its acceptability. 2. CONFERENCES: Attend preconstruction conferences as directed by the LOCAL PUBLIC AGENCY, arrange a schedule of progress meetings and such other job conferences as required for the timely and acceptable conduct of the job, and submit such schedules prepared to the LOCAL PUBLIC AGENCY for notification to those who are expected to attend. Record for the LOCAL PUBLIC AGENCY, as directed, minutes of such meetings. The CONSULTANT shall be available for conferences as requested by the LOCAL PUBLIC AGENCY, INDOT, and Federal Highway Administration to review working details of the project. The LOCAL PUBLIC AGENCY, INDOT, and Federal Highway Administration may review and inspect the activities whenever desired during the life of the Agreement. 3. LIAISON: Serve as the LOCAL PUBLIC AGENCY’sliaison with the Contractor, working principally through the Contractor’sfield superintendent or such other person in authority as designated by the Contractor. Acting in liaison capacity, the Resident Project Representative shall be thoroughly familiar with the plans and specifications applicable to the project to monitor the Contractor for compliance with provisions therein. Any deviation observed shall be reported to the LOCAL PUBLIC AGENCY and INDOT by the Resident Project Representative. 18 Version6-8-2017 Serve as the LOCAL PUBLIC AGENCY’sliaison with the traveling public and nearby affected business owners and property owners. The Resident Project Representative will offer information and provide field office numbers to interested parties. If necessary, the Resident Project Representative will attend and participate in any public information meetings. 4. COOPERATE with the LOCAL PUBLIC AGENCY in dealing with the various federal, state, and local agencies having jurisdiction over the project. 5. ASSISTthe LOCAL PUBLIC AGENCY and INDOT in obtaining from the Contractor a list of his proposed suppliers and subcontractors. 6. ASSIST the LOCAL PUBLIC AGENCY and INDOT in obtaining from the Contractor additional details or information when needed at the job site for proper execution of work. 7. EQUIPMENT: Furnish all equipment necessary to sample and test materials in accordance with INDOT procedures. 8. SAMPLES: Obtain field samples of materials delivered to the site as required by INDOT and deliver such samples to the appropriate INDOT laboratory office. 9. SHOP DRAWINGS a. Receive shop drawings and falsework drawings. Check for completeness and then forward to LOCAL PUBLIC AGENCY’sDESIGN ENGINEER for approval. b. Review approved shop and falsework drawings, specifications, and other submissions, record receipt of this data, maintain a file of all drawings and submissions, and check construction for compliance in accordance with the Contract Documents c. Alert the Contractor’s field superintendent when it is observed that materials or equipment are being or about to be used or installed before approval of shop drawings or samples, where such are required, and inform the LOCAL PUBLIC AGENCY and INDOT when he believes it isnecessary to disapprove work as failing to conform to the Contract Documents 10. REVIEW OF WORK, INSPECTION, AND TESTS a. Conduct on-site inspections for the LOCAL PUBLIC AGENCY of the work in progress as a basis for determining the project is proceeding in accordance with the Contract Documents b. Provide on-site acceptance testing of materials in the manner and extent prescribed by the latest edition of the INDOT Construction Manual and in accordance with current accepted practices c. Accompany visiting inspectors representing local, state, or federal agencies having jurisdiction over the project, and report details of such inspection to the LOCAL PUBLIC AGENCY and INDOT d. Verify required testing has been accomplished 19 Version6-8-2017 11.MODIFICATION:Consider and evaluate the Contractor’s suggestions for modifications in drawings and/or specifications and report them with recommendations to the LOCAL PUBLIC AGENCY and INDOT. 12. RECORDS a. Prepare and maintain at the job site orderly files of correspondence, reports of job conferences, shop drawings and other submissions, reproductions of original Contract Documents, including all addenda, change orders, and additional drawings subsequent to the award of the Contract, progress reports, and other project-related documents b. Keep a diary or logbook recording hours on the job site, weather conditions, list of visiting officials, decisions, general observations, and specific observations with regard to test procedures. Upon request, furnish copies of such a diary or logbook to the LOCAL PUBLIC AGENCY c. Maintain for the LOCAL PUBLIC AGENCY a record of names, addresses, and telephone numbers of all subcontractors and major material suppliers d. Maintain a set of drawings on which authorized changes are noted and deliver to the LOCAL PUBLIC AGENCY upon request, but in any event at the completion of the project e. Prepare the Final Construction Record and Final Estimate as required by INDOT and the LOCAL PUBLIC AGENCY. Provide a copy of the Final Construction Record to the LOCAL PUBLIC AGENCY 13. REPORTS: Furnish to INDOT and the LOCAL PUBLIC AGENCY at periodic intervals, as required, progress reports of the project, including the Contractor’scompliance with the approved construction schedule. 14. PROGRESS ESTIMATES: Prepare progress estimates for periodic partial payments to the Contractor and deliver to the LOCAL PUBLIC AGENCY and INDOT for review and processing. The payments to the Contractor will be based on estimates of the value of work performed and materials complete and inplace inaccordance with the contract. 15. PROJECT RESPONSIBILITY: The Resident Project Representative will be responsible for the documentation of pay quantities and estimates and the maintenance of appropriate records related to the construction of this project. 16. WORK SCHEDULE AND SUSPENSION: The CONSULTANT’s crew will be required to regulate their work week to conform to the Contractor’s hours in accordance with the directions of the INDOT Area Engineer. If work on the construction project is suspended and all matters concerning contract compliance and administration are complete, the services of the CONSULTANT may also be suspended without cost to the project. 17. CONTRACT ADMINISTRATION: The CONSULTANT will administer the contract in accordance with INDOT procedures. 20 Version6-8-2017 18. CONSULTANT shall not at any time supervise, direct, or have control over Contractor’s work, nor shall CONSULTANT have authority over or responsibility for the means, methods, techniques, sequences, or procedures of construction selected or used by Contractor, for security or safety atthe Site, for safety precautions and programs incident to the Contractor’s work in progress, nor for any failure of Contractor tocomply with laws and regulations applicable to Contractor’sfurnishing and performing the Work. Remainder of this page intentionally left blank - 21 Version6-8-2017 APPENDIX "B" INFORMATION AND SERVICES TO BE FURNISHED BY THE LPA: The LPA shall furnish the CONSULTANT with the following: TO BE DETERMINED-MAY INCLUDE THE FOLLOWING) 1. Designated employee and Project Coordinator to coordinate activities between CONSULTANT, INDOT, and the LOCAL PUBLIC AGENCY 2. Assistance tothe CONSULTANT by placing at his disposal all available information pertinent to the project 22 Version6-8-2017 APPENDIX "C" SCHEDULE: No work under this Contract shall be performed by the CONSULTANT until the CONSULTANT receives a written notice toproceed from the LPA. All work by the CONSULTANT under this Contract shall be completed and delivered to the LPA for review and approval within the approximate time periods shown in the following submission schedule: 1. The CONSULTANT will be prepared to begin services under this Contract within five days after a letter of proceed is received from the LOCAL PUBLIC AGENCY. The CONSULTANT shall complete and deliver the final construction record and final estimate to the INDOT Area Manager within 45 days after the contractor’slast day of work. 2. CONSULTANT’sfee assumes 46 weeks of construction inspection activities. 23 Version6-8-2017 APPENDIX "D" 1. The CONSULTANT will receive as payment for the work performed under this Contract the total amount not to exceed $238,162.62 unless a modification of the Contract isapproved in writing by the LOCAL PUBLIC AGENCY and INDOT. 2. The CONSULTANT will be paid for the work described in Appendix “A” in accordance with the following negotiated hourly billing rates per classification. Labor Allowable Hourly Rates Per Year Classification 2023/20242024/2025 RegularOvertimeRegularOvertime Project 213.61 N/A$222.15 N/AEngineer Resident Project $180.74 $208.24 $187.97 $216.57 Representative Inspectors $129.54 $149.25 $134.72 $155.22 Intern $62.44$71.94 $64.94$74.82 3. The classification rates are based on the calendar year for the actual hours of work performed by essential personnel exclusively working on this Contract. For those services performed by the CONSULTANT, the CONSULTANT will be reimbursed the direct non-salary costs (the actual costs of such out-of-pocket expenses directly attributable to this Contract such as fares, subsistence, mileage, long distance calls, equipment rentals, reproductions, etc.) as approved by INDOT. The direct non-salary costs for travel reimbursement shall not exceed the limitations on travel expenses set out in the current INDOT policy on travel reimbursement. 4. For those services performed by other than the CONSULTANT, the CONSULTANT will be reimbursed for the actual invoice for the services performed by other than the CONSULTANT, provided that each such invoice shall be subject to approval as reasonable by the LOCAL PUBLIC AGENCY prior to any reimbursement therefore. 5. The actual amount payable shall be determined in accordance with afinal audit by INDOT’sDivision of Cost Accounting and Audits. B. Method of Payment 1. Payment shall be made monthly to the CONSULTANT upon submission to the LOCAL PUBLIC AGENCY of an invoice. From the partial payment computed each month, there shall be deducted all previous partial fee payments made to the CONSULTANT. 2. If, prior to the satisfactory completion of the services under this Contract, the total of the direct and indirect costs incurred and the portion of the fixed fee completed by the CONSULTANT is within ten percent (10%) of the maximum amount payable, the CONSULTANT shall notify INDOT and the status will be evaluated. 24 Version6-8-2017 3.It is the policy of INDOT that Project Representatives and/or Inspectors are on the construction site whenever the Contractor isengaged in any activity requiring inspection or testing concurrent with the construction or activity. 4. In order for the Contractor to comply with the Contract Plans and Specifications and complete the work within the time required, it is often necessary for the Contractor to work more than an 8-hour day, and more than a 5-day week. This in turn, may require the Resident Project Representative and Inspectors to work over 40 hours per week. Should this become necessary; overtime premium may be paid on this project at the rate of 1.5 times the actual hourly rate for all hours worked on this project by the Project Representatives and Inspectors over 40 hours per week. 25 CI Carmel of City3.29 328.62% College Rate0.01 Labor the of 3.28Fee0.54%Rate71.94OH,FCCMBilling149.25213.61208.24 Escalation 0.43 RateRate Inc. 2.85O/HFeeD/L, ECI15.00%ECI 328.62%129.54328.62%62.44328.62%213.61328.62%180.74 Structurepoint, 39.42 65.0055.00PayRateBilling CertifiedEscalationAuditedOvertimeHrly OH0.00%& 2.85American Notes: 1.85RateDLECID/L, 185.29%& or 1.00 ClassificationRates8/7/2023Classification ProjectLaborHourlyLaborO/HSubmission2022 Paid RepresentativeCostops19.00DirectInspectorCo ProjectCertifiedEngineerIndirectand ofof ConstructionInternsProjectResidentYearDate 9/12/20232022.01210.0001.DAT.RateSheet.96th 100North SenateAvenue PHONE: (855) 463-6848 Eric Holcomb, Governor RoomN758-PQ Michael Smith, Commissioner Indianapolis, Indiana 46204 August 10, 2022PrequalificationSection 317) 232-5094 CashCanfield AmericanStructurepoint, Inc. 9025RiverRoad, Suite200 Indianapolis, IN46240 Re: ConsultantPrequalification DearCash Canfield: The ConsultantPrequalificationGeneral/TechnicalModificationApplicationsubmittedon7/28/2022hasbeen reviewedbythisoffice. Yourfirmhasbeenprequalified toprovideconsultingservicesto theIndianaDepartment of Transportation (INDOT) in theworkgroupslistedontheattachedWorkTypeCertification, effective08/10/2022. This approvalsupersedes anyprevious approvalforprequalification, butissubjecttorevisionormodificationin accordancewiththemostcurrenteditionoftheINDOTConsultantPrequalificationManual. YourFinancialapproval willexpire on06/30/2023. YourGeneral/Technicalapprovalwillexpireon 08/31/2023. YourFirm'sannual contractingcapacityfortheCPAAuditLevelis $100,060,472.00for thefiscalperiodthatended on12/31/2021. Yourfirmwasapproved forthisfinanciallevel asnotifiedseparatelybytheExternalAuditSection. TherequestedandapprovedfinancialleveldeterminesthefirmsservicelimitationsasstatedintheINDOT ConsultantPrequalificationManual. Consultantfirms mustsubmittheirannualfinancialapplicationwithin180 calendardaysoftheendofeachfiscalyear. You arerequiredtosubmitamodificationapplicationintheeventof anychangesinfirmownership, firmaddress, formofbusinessentityunder whichthefirmoperates, manpowersignificantenoughto affectthefirm'squalifications orcapacity (oroperations oflaboratories, facilities, etc.), financial status (such asfilingforbankruptcy), oranyother changewhich affectsanelement INDOTconsiderswhenprequalifyinga consultant. TheConsultantmustnotify INDOT within15daysofanychangeinthe informationprovidedinitsPrequalificationApplicationandtosubmita modificationapplication inatimelymanner. Failuretosubmitamodificationapplicationwithin15daysafterthe initialnotificationwillresultinthelossoftheConsultantsPrequalificationStatus. PleasecontactMr. JohnLeming, ConsultantPrequalification ResearchAnalystat317-234-4917ifyouhave any questionsonthismatter. Respectfully, CrystalM. Weaver, P.E. cc: PrequalificationFile PrequalificationEngineerExternalAudit www.in.gov/dot/ An Equal Opportunity Employer Prequalified Work Type Certification Issued By Indiana Department of Transportation Date Printed:08/10/2022 American Structurepoint, Inc. Valid Work Groups 08/10/202208/31/2023Effective:Expires on: Work Type CodeWork Type DescriptionQualifying Person(s) 1.1Systems Planning Stastny, Andrew J 2.1Traffic Data Collection Shah, Hardik R 2.2Traffic Forecasting Shah, Hardik R 3.1Non-Complex Traffic Capacity and Operations Analysis Shah, Hardik R 3.2Complex Traffic Capacity and Operations Analysis Shah, Hardik R 4.1Traffic Safety Analysis Shah, Hardik R 5.1Environmental Document Preparation -EA/EIS Hope, Briana M 5.2Environmental Document Preparation -CE Hope, Briana M 5.3Environmental Document Preparation -Section 4(f) Hope, Briana M 5.4Ecological Surveys Hope, Briana M 5.5Wetland Mitigation Hope, Briana M 5.6Waterway Permits Hope, Briana M 5.8Noise Analysis and Abatement Design Walker, Kaitlynn 5.13ESA Screening and Phase I ESA King, Michael A 5.14Phase II ESA and Further Site Investigation/Corrective Action King, Michael A www.in.gov/dot/ An Equal Opportunity Employer Work Type CodeWork Type DescriptionQualifying Person(s) 6.1Topographic Survey Data Collection Douglas, Jeffrey Hood, John N 8.1Non-Complex Roadway Design Canfield, Cash E 8.2Complex Roadway Design Canfield, Cash E Zielinski, Richard J 8.3Roundabout Design Balog, Jeremiah S 9.1Level 1 Bridge Design Cummins, Ryan M Gorak, Kevin M 9.2Level 2 Bridge Design Cummins, Ryan M Gorak, Kevin M 10.1Traffic Signal Design Shah, Hardik R 10.2Traffic Signal System Design Shah, Hardik R 10.3Complex Roadway Sign Design Shah, Hardik R 10.4Lighting Design Schneider, Elizabeth M 11.1Right of Way Plan Development McGill, Tracy L Stapleton, Jessica L 12.1Project Management for Acquisition Services Tennancour, Syvia "Skip" J 12.2Title Research Brewer, Dale J 13.1 Construction Inspection Dubyel, Joe Machala, David P Regular Bridge Inspection14.1 Cummins, Ryan M www.in.gov/dot/ An Equal Opportunity Employer Work Type Code Work Type Description Qualifying Person(s) 14.2Complex Bridge Inspection Cummins, Ryan M 14.4Small Structure and Miscellaneous Structure Inspections Cummins, Ryan M Day, Derrek W 14.5Bridge Load Capacity Rating & Other Bridge Analysis/Testing Cummins, Ryan M 16.1Utility Coordination Stetzel, James 17.1Drainage Design for Driveway Permits Murphy, Nicholas 17.2Small Structure and Pipe Hydraulic Design Stout, Todd 17.3Storm Sewer and Detention Design Stout, Todd 17.4Bridge Hydraulic Design Cummins, Ryan M Day, Derrek W 18.1Pavement Analysis-Design Services Maurovich, Michael J cc: Prequalification File Crystal M. Weaver, P.E. Prequalification Engineer www.in.gov/dot/ An Equal Opportunity Employer Vice President / Partner 9025RiverRoad, Suite200 Indianapolis, IN46240 317.547.5580OFFICE 317.517.8895 CELL structurepoint.comWEB t L 9ƒ h From: Beth Bauer <bbauer@acecindiana. org> Sent: Friday, June 16, 20232:59 PM Cc: Shelby Dunn <sdunn@acecindiana.org>; Colleen Torres <ctorres@acecindiana. org> Subject: Message from Chris Serak at INDOT re: INDOT Prequals Status Importance: High EXTERNAL EMAIL: Do not click any links or open any attachments unless you trust the sender and know the content is safe! TO: ACEC Indiana firms doing business with INDOT Chris Serak at INDOT sent a message regarding pre-quals below, and we know you want this information! From: Serak, Chris (INDOT) <ChSerak@indot.IN. gov> Sent: Friday, June 16, 2023 12:46 PM Cc: Weaver, Crystal M. <cmweaver@indot.IN. gov> Subject: RE: INDOT Prequal - Resolution Group Lb5h t 5 L Lb5h Christopher B. Serak, Director ofPrequalification & Compliance ADA/TitleVI Ethics Officer Prequalification Committee (Chairman) Selection Review Committee (Member) Indiana DepartmentofTransportation Office: (317) 234-2115Email:chserak@indot.in. Beth Bauer, CAE Executive Director t: 317-637-3563 e:bbauer@acecindiana.org 101West Ohio Street, Suite 640 Indianapolis, IN46204 www.acecindiana.org 100 North Senate Avenue Eric Holcomb, Governor Room N749 Michael Smith, Commissioner Indianapolis, Indiana46204 June 8, 2023 Scott S. Scoville, CFO American Structurepoint, Inc. 9025 River Road, Suite 200 Indianapolis, IN 46240 Dear Mr. Scoville: We have performed acognizant review of the examination, and supporting workpapers, of the Indirect Cost Rate of American Structurepoint, Inc. as presented in the Statement of Direct Labor, Fringe Benefits, and General Overhead for the year ended December 31, 2022, in accordance with our role as Cognizant Agency as defined in 23 U.S.C. 112(b)(2)(c) and 23 CFR 172.3and 172.7. The audit was performed by the independent CPA firm Somerset CPAs, P.C. The CPA represented that the audit was conducted in accordance with the as promulgated by the Comptroller General of the United States of America, and the audit was designed to determine that the indirect cost rate was established in accordance with Cost Principles contained in the Federal Acquisition Regulation, 48 CFR Part 31. Our cognizant review was performed in accordance with the AASHTO tes. In connection with our cognizant review, nothing came to our attention that caused us to believe that the examination, supporting workpapers for the Indirect Cost Rate, and the related Accountant Report we reviewed, did not conform in all material respects to the aforementioned regulations and auditing standards. Accordingly, we recommend acceptance of the following rates: Indirect Cost Rate: 185.29% Facilities Capital Cost of Money (FCCM)Rate: 0.54% Sincerely, Sincerely, Penny Royer-PitcockPennyRoyerPitcock External Audit www.in.gov/dot/ An Equal Opportunity Employer CzKpoPcfsmboefsbu4;16qn-Tfq22-3134 Rieth-Riley Construction Co., Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110043 Contract Not to Exceed $4,390,785.00 Department Bid Proposal Package for “Project 20-ENG-13 Veterans Way – City Center Dr to W Walnut St Road Construction” received by the City of Carmel Board of Public Works and Safety on or about September 6, 2023 all of which documents are incorporated herein by reference, and that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from defect. Vendor acknowledges that it knows of City’s intended use and expressly warrants that the Goods and Services provided to City pursuant to this Agreement have been selected by Vendor based upon City’s stated use and are fit and sufficient for their particular purpose. 5. TIME AND PERFORMANCE: This Agreement shall become effective as of the last date on which a party hereto executes same (“Effective Date”), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the essence of this Agreement. 6. DISCLOSURE AND WARNINGS: If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of all chemicals, materials, substances and items used in or during the provision of the Goods and Services provided hereunder, including the quantity, quality and concentration thereof and any other information relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice (including appropriate labels on containers and packing) of any hazardous material utilized in or that is a part of the Goods and Services. 7. LIENS: Vendor shall not cause or permit the filing of any lien on any of City’s property. In the event any such lien is filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at Vendor’s sole cost and expense. 8. DEFAULT: In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Vendor’s warranties; (b) fails to provide the Goods and Services as specified herein; (c) fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not correct such failure or breach within five (5) business days (or such shorter period of time as is commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to (1) terminate all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies available to City at law and/or in equity. 9. INSURANCE AND INDEMNIFICATION: Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and Vendor from all claims for damages under any workers’ compensation, occupational disease and/or unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness, disease or death of or to any of Vendor’s agents, officers, employees, contractors and subcontractors; and, for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for S:\\Contracts\\Departments\\ENG\\2023\\Rieth-Riley Construction Co. Inc. Goods and Services - Veterans Way.docx:9/11/2023 8:29 AM\] 2 Rieth-Riley Construction Co., Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110043 Contract Not to Exceed $4,390,785.00 injury, death and/or damages to any person or property arising from or in connection with Vendor’s provision of Goods and Services pursuant to or under this Agreement or Vendor’s use of City property. Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor’s agents, officers, employees, contractors or subcontractors in the performance of this Agreement. These indemnification obligations shall survive the termination of this Agreement. 10. GOVERNMENT COMPLIANCE: Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes which may be applicable to Vendor’s performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules, regulations and codes. This indemnification obligation shall survive the termination of this Agreement. 11. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. 12. E-VERIFY: Pursuant to I.C. § 22-5-1.7 et seq., as the same may be amended from time to time, and as is incorporated herein by this reference (the “Indiana E-Verify Law”), Vendor is required to enroll in and verify the work eligibility status of its newly-hired employees using the E-Verify program, and to execute the Affidavit attached herein as Exhibit D, affirming that it is enrolled and participating in the E-Verify program and does not knowingly employ unauthorized aliens. In support of the Affidavit, Vendor shall provide the City with documentation indicating that it has enrolled and is participating in the E-Verify program. Should Vendor subcontract for the performance of any work under and pursuant to this Agreement, it shall fully comply with the Indiana E- Verify Law as regards each such subcontractor. Should the Vendor or any subcontractor violate the Indiana E-Verify law, the City may require a cure of such violation and thereafter, if no timely cure is performed, terminate this Agreement in accordance with either the provisions hereof or those set forth in the Indiana E- Verify Law. The requirements of this paragraph shall not apply should the E-Verify program cease to exist. 13. NO IMPLIED WAIVER: The failure of either party to require performance by the other of any provision of this Agreement shall not affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any other provision hereof. 14. NON-ASSIGNMENT: Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not delegate its obligations under this Agreement without City’s prior written consent. 15. RELATIONSHIP OF PARTIES: The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price S:\\Contracts\\Departments\\ENG\\2023\\Rieth-Riley Construction Co. Inc. Goods and Services - Veterans Way.docx:9/11/2023 8:29 AM\] 3 Rieth-Riley Construction Co., Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110043 Contract Not to Exceed $4,390,785.00 set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor under or pursuant to this Agreement. 16. GOVERNING LAW; LAWSUITS: This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 17. SEVERABILITY: If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with same, and the remaining provisions of this Agreement shall remain in full force and effect. 18. NOTICE: Any notice provided for in this Agreement will be sufficient if itis in writing and is delivered by postage prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein: If to City: City of Carmel AND City of Carmel Engineering Department Office of Corporation Counsel One Civic Square One Civic Square Carmel, Indiana 46032 Carmel, Indiana 46032 If to Vendor: Rieth-Riley Construction Co., Inc. 1751 W Minnesota Street Indianapolis, Indiana 46221 Notwithstanding the above, notice of termination under paragraph 19 hereinbelow shall be effective if given orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the date of such oral notice. 19. TERMINATION: 19.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount representing conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 19.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount of conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 19.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate. S:\\Contracts\\Departments\\ENG\\2023\\Rieth-Riley Construction Co. Inc. Goods and Services - Veterans Way.docx:9/11/2023 8:29 AM\] 4 Rieth-Riley Construction Co., Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110043 Contract Not to Exceed $4,390,785.00 20. REPRESENTATIONS AND WARRANTIES The parties represent and warrant that they are authorized to enter into this Agreement and that the persons executing this Agreement have the authority to bind the party which they represent. 21. ADDITIONAL GOODS AND SERVICES Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor of such additional goods and services desired, as well as the time frame in which same are to be provided. Only after City has approved Vendor’s time and cost estimate for the provision of such additional goods and services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of the City’s authorization documents for the purchase of additional goods and services shall be numbered and attached hereto in the order in which they are approved by City. 22. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19 hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2023 and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. 23. HEADINGS All heading and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 24. BINDING EFFECT The parties, and their respective officers, officials, agents, partners, successors, assigns and legal representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations set forth in Agreement. 25. NO THIRD PARTY BENEFICIARIES This Agreement gives no rights or benefits to anyone other than City and Vendor. 26. ADVICE OF COUNSEL: The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same freely, voluntarily, and without any duress, undue influence or coercion. 27. IC 5-16-13: The provisions of IC 5-16-13 are hereby incorporated into this Agreement by reference. 28. DEBARMENT AND SUSPENSION 28.1 The Vendor certifies by entering into this Agreement that neither it nor its principals nor any of its subcontractors are presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from entering into this Agreement by any federal agency or by any department, agency or political subdivision of the State of Indiana. The term “principal” for purposes of this Agreement means an officer, director, owner, partner, key employee or other person with primary management or supervisory responsibilities, or a person who has a critical influence on or substantive control over the operations of the Vendor. S:\\Contracts\\Departments\\ENG\\2023\\Rieth-Riley Construction Co. Inc. Goods and Services - Veterans Way.docx:9/11/2023 8:29 AM\] 5 Rieth-Riley Construction Co., Inc. Engineering Department - 2023 Appropriation #2200 0 44-628.71 2022 Bond Fund; P.O. #110043 Contract Not to Exceed $4,390,785.00 28.2 The Vendor certifies that it has verified the state and federal suspension and debarment status for all subcontractors receiving funds under this Agreement and shall be solely responsible for any recoupment, penalties or costs that might arise from use of a suspended or debarred subcontractor. The Vendor shall immediately notify the City if any subcontractor becomes debarred or suspended, and shall, at the City’s request, take all steps required by the City to terminate its contractual relationship with the subcontractor for work to be performed under this Agreement. 29. IRAN CERTIFICATION. Pursuant to I.C. § 5-22-16.5, the Vendor shall certify that, in signing this Agreement, it does not engage in investment activities within the Country of Iran. 29. ENTIRE AGREEMENT: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between Vendor and City with respect to the subject matter hereof, and supersedes all prior oral or written representations and agreements regarding same. Notwithstanding any other term or condition set forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail. This Agreement may only be modified by written amendment executed by both parties hereto, or their successors in interest. S:\\Contracts\\Departments\\ENG\\2023\\Rieth-Riley Construction Co. Inc. Goods and Services - Veterans Way.docx:9/11/2023 8:29 AM\] 6 BID PROPOSAL SUMMARY PAGE Complete the following information and place as the cover page to your bid packet. Insert all documents into an envelope with project name and your company name clearly marked on the outside. Seal the envelope. The prices indicated on this sheet shall be read aloud during the bid opening and shall match the prices indicated in Part 2 of the Bidders Itemized Proposal and Declarations. Company: Rieth-Riley Construction Co.,lnc Project Name: Project No. 20-ENG-13 Veterans Way -City Center Dr to W Walnut St Road Construction Date Submitted: 9/6/23 Base Bid Amount: $ 4,390,785.00 Revised 8/15/2023 Instructions To Bidders: BIDDER'S ITEMIZED PROPOSAL AND DECLARATIONS City of Carmel This form shall be utilized by all Bidders. Except as otherwise specffically provided, all Parts shall be fully and accurately filled in and completed and notarized. Project: Proposal For Construction of: Date: 9/6/23 VETERANS WAY -CITY CENTER DR. TO W. WALNUT ST. ROAD CONSTRUCTION The project is for the construction of the extension of Veterans Way between City Center Dr and W Walnut St, as well as a roadway connecting Rangeline to Veterans Way and new roundabout at the intersection of Veterans Way and W Walnut St in Carmel, IN. The project consists of installing storm sewers, water main, sanitary sewer, communications conduit, Duke Distribution duct bank, new full depth asphalt pavement, curbs, truck apron, concrete sidewalks, lighting, and landscaping. To: City of Carmel, Indiana, Board of Public Works and Safety Version 2020-04-01 PARTl BIDDER INFORMATION Print) 1.1 Bidder Name: Rieth-Riley Construction Co.,lnc 1.2 Bidder Address: Street Address: -'-17;_5;;_1;_W---'----'M'--'-in""n.c...es"""o'-'-ta"---"S-'-t ___________ _ City: Indianapolis Phone: 317-634-5561 1.3 Bidder is a/an [markone] State: IN ---'-'-"-- Fax: Individual ---___ Partnership Zip: 46221 X Indiana Corporation Foreign (Out of State) Corporation; State: _____ _ Joint Venture Other --- 1.4 [Thefollowing must be answered (fthe Bidder or any ofits partners orjoint venture parties is a foreign corporation. Note: To do business in or with the City of Carmel, Indiana, foreign corporations must register with the Secretary of the State of Indiana as required by the Indiana General Corporation Act as stated therein and expressed in the Attorney General's Opinion #2, dated January 23, 1958.} 1 Corporation Name: 2 Address: 3 Date registered with State of Indiana: 4 Indiana Registered Agent: Name: Address: Version 2020-04-0 I 2.1 Base Bid PART2BIDPROPOSAL The undersigned Bidder proposes to furnish all necessary labor, machinery, tools, apparatus, materials, equipment, service and other necessary supplies, and to perform and fulfill all obligations incident thereto in strict accordance with and within the time(s) provided by the terms and conditions of the Contract Documents for the above described Work and Project, including any and all addenda thereto, for the Unit Prices applicable to the Contract Items as stated in Part 3 hereof, which Unit Prices, when multiplied by estimated unit quantities forsuch Contract Items, total Four million three hun dred ninety thousand seven hundred eighty-five dollars Dollars ($4,390,785.00 ). The Bidder acknowledges that evaluation of the lowest Bid shall be based on such price and fu11her acknowledges that the unit quantities listed in Pa11 3 of this Proposal are estimates solely for the purpose of Bid evaluation and Contract award, and are not to be construed as exact or binding. The Bidder fm1her understands that all Work which may result on the Contract shall be compensated for on a Unit Price basis and that the OWNER and ENGINEER cannot and do not guarantee the amount or quantity of any item of Work to be performed or furnished under the Contract. Version 2020-04-0 I PART3 CONTRACT ITEMS AND UNIT PRICES City of Carmel Project #20-ENG13 Veterans Way -City Center to Walnut Item Item Quantity # Unit Unit Cost Total Cost 1 Construction Engineering 1 LS $34,400.00 $34,400.00 2 Mobilization and Demobilization l LS $352,640.45 $352,640.45 ,., Clearing of Right of Way 1 LS $131,126.85 $131,126.85 .) 4 Excavation, Common 1,351 CYD $85.75 $115,848.25 5 Bon-ow, Owner Provided 8,984 CYD $0.01 $89.84 6 Storm Water Quality Management Budget 30,000 DOL $1.00 $30,000.00 7 SWQCP Management Implementation 1 LS $4,500.00 $4,500.00 8 SWQCP Preparation l LS $3,000.00 $3,000.00 9 Subgrade Treatment, Type III 5,644 SYD $3.75 $21,165.00 10 Subgrade Treatment, Type II 263 SYD $32.65 $8,586.95 11 Subgrade Treatment (Undistributed) 95 CYD $125.00 $11,875.00 12 Structure Backfill, Type 2 1,671 CYD $50.60 $84,552.60 13 Geogrid, Type lB (Undistributed) 283 SYD $2.35 $665.05 14 Compacted Aggregate, No. 53 2,093 CYD $85.35 $178,637.55 15 Milling, Asphalt, 1 1/2 IN 184 SYD $27.10 $4,986.40 16 QC/QA HMA, 2, 64, Surface, 9.5mm 335 TON $126.75 $42,461.25 17 QC/QA HMA, 2, 64, Intermediate, 19.0mm 426 TON $124.15 $52,887.90 18 QC/QA HM.A, 2, 64, Base 25.0 mm 639 TON $107.20 $68,500.80 19 Asphalt for Tack Coat ,., TON $0.01 $0.03 .) 20 Colored and Jointed Concrete, 7" 314 SYD $167.75 $52,673.50 21 Sidewalk, Concrete, 4" 1,764 SYD $61.00 $107,604.00 22 Sidewalk, Concrete, 9" 96 SYD $91.25 $8,760.00 23 Curb Ramp, Concrete 146 SYD $183.00 $26,718.00 24 Detectable Warning Surfaces 24 SYD $320.00 $7,680.00 25 Concrete Curb, Barrier 1,427 LFT $32.80 $46,805.60 26 Curb & Gutter, Concrete, Type II 642 LFT $36.40 $23,368.80 27 Curb & Gutter, Concrete, Depressed 1,002 LFT $30.00 $30,060.00 28 Curb and Gutter, Roll Curb 143 LFT $46.35 $6,628.05 29 Curb and Gutter, Mountable 480 LFT $43.90 $21,072.00 30 Concrete Curb, Flush 368 LFT $53.00 $19,504.00 31 PCCP for Approaches, 9 TN 263 SYD $93.00 $24,459.00 32 Raised Concrete Transition 106 SYD $240.00 $25,440.00 33 Topsoil (Undistributed) 288 CYD $167.60 $48,268.80 34 Mulched Seeding, U 1,723 SYD $2.00 $3,446.00 35 Field Office, C 22 MOS $3,400.00 $74,800.00 36 Computer System Equipment 2 EA $1,100.00 $2,200.00 37 Computer System 2 EA $1,500.00 $3,000.00 38 Water Main Tap, hTigation I EA $2,830.00 $2,830.00 39 Pipe, Type 4, Circular, 6" 287 LFT $14.75 $4,233.25 40 Pipe, Underdrain Outlet, 6" 26 LFT $23.85 $620.10 41 Pipe, HDPE, Circular, 8" 132 LFT $34.75 $4,587.00 42 Pipe,---RGP,-Circular, 12" 775 LFT $61.05 $47,313.75 43 Pipe, R:GP, Circular, 15" 148 LFT $72.20 $10,685.60 44 Pipe, RGP, Circular, 18" 633 LFT $78.20 $49,500.60 45 Pipe, SDR35 PVC, 15 '' 566 LFT $210.15 $118,944.90 46 Pipe, SDR26 PVC, 15 " 139 LFT $267.50 $37,182.50 47 Pipe, SDR35 PVC, 8" 181 LFT $172.45 $31,213.45 48 Video Inspection for Pipe 1,000 LFT $3.00 $3,000.00 49 Cleanout, Sanitary, Type 3 5 EA $1,130.00 $5,650.00 50 Adjust to Grade, Valve Box 5 EA $280.00 $1,400.00 51 Geotextile for Underdrain, Type IA 233 SYD $2.45 $570.85 52 Aggregate for underdrains 23 CYD $95.00 $2,185.00 53 Flowable Fill for Existing Sanitary Sewer 40 CYD $505.00 $20,200.00 54 Adjust Casting to Grade, Storm Manhole 4 EA $872.85 $3,491.40 55 Casting, Furnish and Adjust to Grade 1 EA $1,960.00 $1,960.00 56 Structure, Sanitary Manhole, Type I 8 EA $6,748.00 $53,984.00 57 Inlet, B-15 2 EA $3,700.00 $7,400.00 58 Inlet, C-15 1 EA $3,700.00 $3,700.00 59 Manhole, C-4 8 EA $5,692.00 $45,536.00 60 Inlet, J-10 4 EA $3,120.00 $12,480.00 61 Inlet, M-10 ,., EA $3,215.00 $9,645.00 .) 62 Inlet, J w/ R-3290-A 2 EA $3,280.00 $6,560.00 63 Inlet, M w/ R-3290-A 9 EA $3 ,407.25 $30,665.25 64 Trench Drain 194 LFT $292.00 $56,648.00 65 8" Catch Basin 2 EA $2,140.00 $4,280.00 66 12" Ductile Iron Water Main 740 LFT $212.50 $157,250.00 68 6" Ductile Iron Water Main 30 LFT $208.20 $6,246.00 67 8" Ductile Iron Water Main 51 LFT $207.00 $10,557.00 69 12" Gate Valve 2 EA $4,840.00 $9,680.00 70 8" Gate Valve I EA $3,030.00 $3,030.00 71 12" X 12" Tapping Saddle 12" Tap Valve 1 EA $15,038.00 $15,038.00 n 12" X 6 Tapping Saddle 6" Tap Valve 1 EA $11,652.00 $11,652.00 73 12" Connection 1 EA $9,430.00 $9,430.00 74 Fire Hydrant 1 EA $6,425.00 $6,425.00 75 Complete Hydrant Assembly ,., EA $9,897.00 $29,691.00 .) 76 12" MJ plug with 2" Blow OffAssembly I EA $2,971.50 $2,971.50 77 8" MJ plug 1 EA $2,075.00 $2,075.00 78 Cradle, Concrete 6 EA $700.00 $4,200.00 79 Road Closure Sign Assembly 8 EA $500.00 $4,000.00 80 Construction Sign, A 3 EA $350.00 $1,050.00 81 Construction Sign, B 5 EA $125.00 $625.00 82 Maintaining Traffic 1 LS $17,850.00 $17,850.00 83 Barricade, Ill-A 120 LFT $30.00 $3,600.00 84 Barricade, UI-B 120 LFT $30.00 $3,600.00 85 Bollard 4 EA $920.00 $3,680.00 86 Sign Post, Square, I, Reinforced Anchor Base 109 LFT $33.10 $3,607.90 87 Sign, Sheet, and Supports, Remove 3 EA $342.00 $1,026.00 88 Sign, Sheet with Legend, 0.080" 49 SFT $26.70 $1,308.30 89 Sign, Sheet with Legend, 0.100" 18 SFT $29.50 $531.00 90 Decorative Street Sign Assembly 4 EA $5,498.00 $21,992.00 91 Controller and Cabinet, P-1, Modified 2 EA $4,108.00 $8,216.00 92 Controller Cabinet Foundation, P-1, Modified. 2 EA $2,167.00 $4,334.00 93 Lighting Handhole, Bulk Series I 6 EA $2,273.00 $13,638.00 94 Lightinh Handhole, Bulk Series 4 6 EA $2,612.00 $15,672.00 95 Communications Vault, 4x4x4 6 EA $13,438.00 $80,628.00 96 Service Point, II, 200 AMP, Modified 2 EA $12,538.00 $25,076.00 97 Lighting Foundation, Concrete, with Grounding, 21 EA $2,106.00 $44,226.00 98 Light Pole, 15' Height, Ornamental 21 EA $10,013.00 $210,273.00 99 Light Pole, Salvage 1 EA $1,011.00 $1,011.00 100 Conduit, PVC, 1.25 IN, Schedule 40 3840 LFT $25.40 $97,536.00 101 Conduit, PVC, 2 IN, Schedule 40 3270 LFT $27.80 $90,906.00 102 Conduit, PVC, 4 IN, Schedule 40 680 LFT $44.60 $30,328.00 103 Conduit, PVC, 6 IN, Schedule 40 1336 LFT $59.90 $80,026.40 104 Conduit, PVC, 1.25 IN, Schedule 80 422 LFT $32.10 $13,546.20 105 Conduit, PVC, 2 IN, Schedule 80 1,254 LFT $30.40 $38,121.60 106 Conduit, PVC, 4 IN, Schedule 80 211 LFT $62.90 $13,271.90 107 Wire, No. 4 Copper, in PVC SCH 40, in Trench, 1,913 LFT $19.80 $37,877.4041/C 108 Wire, No. 4 Copper, in PVC SCH 80, in Trench, 211 LFT $21.00 $4,431.0041/C 109 Duke Distribution Duct 876 LFT $181.15 $158,687.40 110 Duke Distribution Manhole 3 EA $22,800.00 $68,400.00 111 Duke Transformer Pad 1 EA $11,800.00 $11,800.00 112 Duke Switchgear Pad I EA $20,300.00 $20,300.00 113 Subsurface Potholing, HalfDay, Undistributed 10 EA $1,500.00 $15,000.00 114 Pavement Message Marking, Multi-Component, .., EA $1,500.00 $4,500.00PedXingJ 115 Line, Thermoplastic, Dotted, White, 8" 44 LFT $6.00 $264.00 116 Line, Thermoplastic, Solid Yellow, 4" 2,049 LFT $2.50 $5,122.50 117 Transverse Marking, The rmoplastic, Parki ng 270 LFT $6.00 $1,620.00 118 Transverse Marking, Thermoplastic, Solid White, 15 LFT $15.00 $225.00 119 Transverse Marking, Thermoplastic, Solid White, 790 LFT $15.00 $11,850.00 120 Snowplowable Pavement Marker, Blue 3 EA $1,250.00 $3,750.00 121 PCCP, 12 in., Band 56 SYS $714.40 $40,006.40 122 Pavers, Type l 253 SFT $133.00 $33,649.00 123 Pavers, Type 2 248 SFT $124.00 $30,752.00 124 Tree Grate, Type 1 4 EA $57,409.65 $229,638.60 125 Planter, Type l 12 EA $1,950.00 $23,400.00 126 Topsoil, Amended -Planting Soil 342 CYD $255.00 $87,210.00 127 Topsoil, Structural 319 CYD $220.00 $70,180.00 128 Plant, Deciduous Tree, Single Stem, 3" Cal. 16 EA $920.70 $14,731.20 129 Plant, Deciduous Shrub, 5 gallon, Min. 24" 20 EA $134.10 $2,682.00 130 Plant, Deciduous Shrub, 3 gallon, Min. 18" 77 EA $120.40 $9,270.80 13 I Plant, Evergreen Shrub, 5 gallon 24 EA $138.57 $3,325.68 132 Plant, Perennial, 1 Gallon 1,071 EA $25.16 $26,946.36 133 Plant, Ornamental Gras s, I Gallon 337 EA $34.06 $11,478.22 134 Plant, Annual, 12" Containter 204 EA $62.58 $12,766.32 135 Mulch, Hardwood Shredded Bark 43 CYD $75.00 $3,225.00 136 ln-igation System 1 LS $94,892.00 $94,892.00 0.00 TOTAL: $4,390,785.00 PART4 CONTRACT DOCUMENTS AND ADDENDA 4.1 The Bidder agrees to be bound by the terms and provisions of all Contract Documents as defined in the Standard General Conditions and incorporates such Contract Documents herein by reference. 4.2 The Bidder acknowledges receipt of the followingaddenda: ADDENDUM NUMBER 1 Version 2020-04-0 I DATE 9/1/23 Instructions To Bidders: PARTS EXCEPTIONS 5.1 The Bidder shall fully state each exception taken to the Specifications or other Contract Documents in Section 5.3 o.fthis Part. 5.2 Bidderis cautioned that any exception taken by Bidder and deemed by OWNER to be a material qualification or variance from the terms of the Contract Documents may result in this Bid being rejected as non-responsive. 5. 3 Exceptfons: N/A Version 2020-04-0 l PART6 FINANCIAL STATEMENT 6.1 Attachment of Bidder's financial statement is mandatory. Any Bid submitted without said financialstatement as required by statute shall thereby be rendered invalid. The financial statement provided hereunder to OWNER must be specific enough in detail so that OWNER can make a proper determination of the Bidder's capability for completing the Work/Projectif awarded. Information on Bidder's company and financial statement shall be consistent with the information requested on the State Board of Accounts Forms #96a and #102, entitled "Standard Questionnaires and Financial Statement forBidders". Version 2020-04-01 PART7 ADDITIONAL DECLARATIONS 7.1 Bidder certifies foritself and all its subcontractors compliance with all existing laws of the United States and the State of Indiana prohibiting the discrimination against any employee or applicant for employment or subcontract work in the performance of the Work contemplated by the Agreeme.nt with respect to hire, tenure, terms, conditions, or privileges of employment or any matter directly or indirectly related to employment or subcontracting because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status or Vietnam era veteran status. The City of Carmel reserves the right to collect a penalty as provided in IC 5-16-6-1 forany person discriminated against. 7.2 The Bidder certifies that he/she has thoroughly examined the site of the Project/Work and informed himself/herself fully regarding all conditions under which he/she will be obligated to operate and that in any way affect the Work, and knows, understands and accepts the existing conditions. The Bidder further certifies that he/she has thoroughly reviewed the Contract Documents, including all Addenda, and has had the opportunity to ask questions and obtain interpretations or clarifications concerning Contract Documents. Version 2020-04-0 I PARTS NON-COLLUSION AFFIDAVIT The individual person(s) executing this Bid Proposa l , being firstdu l y sworn, depose(s) and state(s) that the Bidder has not directly or indirectly entered into a combination, co l lusion, undertaking or agreement with any other Bidder or person (i) relative to the price(s) proposed herein or to be bid by another person, or (ii) to prevent any person frombidding, or (iii) to induce a person to refrain from Bidding; and furthem1ore, this Bid Proposal is made and submitted without referenceto any other bids and without agreement, understanding or combination, either directly or indirectly, with any persons with reference to such bidding in any way or manner whatsoever. PART9 SIGNATURES Signature by or on behalf of the Bidder in the spaces provided below shall constitute execution ofeach and every Part ofthis Itemized Proposal and Declarations Document. SIGNATURE lvfUST BE PROPERLY NOTARIZED.} Bidders Name: R ieth-R ile Co n struction Co.,lnc Written Signature: Printed Name: Michae l A Jaske la Title: Are a M anager Important -Notary Signature and Seal Required in the Space Below STATE OF I n diana ---------- SS: COUNTY OF .... M ......... ar'-"jo.....,n'-'------- Subscribed and sworn to before me this _6 __ day of September 20 23 My commission expires: 12/20/29 Residing in _M_a_r_io_n _____ _ Version 2020-04-0 I Signed) J$ Print ed: LisaBe nder County, State of-'l""'n=d-=ia=n-=a------ LISA J BENDERs;.••··••.6'/-Notary Public, State of Indiana SEAL•:.:.i Marion County l*'= C.ommisslon Number NP0738049 ¾/,.;;; 1 -;,,-1-$ ·My Commission Expires11111111111'''December 20, 2029 EXHIBIT B Invoice Date: Name of Company: Address & Zip: Telephone No.: Fax No.: Project Name: Invoice No. Purchase Order No: Goods Services Person Providing Goods/Services Date Goods/ Service Provided Goods/Services Provided Describe each good/service separately and in detail) Cost Per Item Hourly Rate/ Hours Worked Total GRAND TOTAL Signature Printed Name EXHIBIT C INSURANCE COVERAGES Worker’s Compensation & Disability Statutory Limits Employer’s Liability: Bodily Injury by Accident/Disease: $1,000,000 each employee Bodily Injury by Accident/Disease: $1,000,000 each accident Bodily Injury by Accident/Disease: $1,000,000 policy limit Commercial General Liability: General Aggregate Limit (other than Products/Completed Operations): $6,000,000 Products/Completed Operations: $5,000,000 Personal & Advertising Injury Each Occurrence Limit: $5,000,000 Comprehensive Auto Liability (owned, hired and non-owned) Bodily Injury and Property Damage: $5,000,000 each occurrence Umbrella Excess Liability If a commercial umbrella liability policy is used to satisfy the minimum limits of liability requirements, the combined limits must equal these minimum limits of liability. CzBmmjtpoMzodi.NdHsbuibu21;65bn-Tfq22-3134 Exhibit A S PECIALIZED LAND SERVICES,INC. September 6, 2023 Mr. Sergey Grechukhin City of Carmel Office of Corporation Counsel 1 Civic Square Carmel, Indiana 46032 Re:City of Carmel –Haverstick PathProject–Parcels 10-16 Buying Services Proposal Dear Mr. Grechukhin: Iam pleased to submit this Proposalto the City ofCarmel toprovide additional buying services for the above referenced HaverstickPath Project. Feefor buying services –Sixparcels @ $2,075.00 per parcel for a total of $12,450.00. Thank you. Respectfully, Stephen J. Klineman, President Specialized Land Services, Inc. 630N. RangelineRd., SuiteC,Carmel, IN46032 tel. 317-218-0583 fax317-218-0585 sklineman@specializedland.com CzBmmjtpoMzodi.NdHsbuibu22;46bn-Tfq24-3134 Exhibit A CzBmmjtpoMzodi.NdHsbuibu3;18qn-Tfq16-3134 City of Carmel Project 23-STR-06 Palladium Pavers Change Order #2– Deduct-Use of pavers from City’s attic stock: 5 pallets of Belden Regimental Full Range 2¾”pavers; 6 pallets ofBelden Regimental Full Range 2 ¼” Change Order #2is an deduct of pavers, to be used from City’s attic stock. Contract Price prior to this Change Order$ 202,401.92 Contract Price will beincreased/decreasedby this Change Order$ 6,614.61 New Contract Price including this Change Order$ 195,787.31 Cumulative % Adjusted ContractAmountChangefrom OriginalPriceContract Original ContractN/A174,125.00$ 174,125.00 CO1-Additional Regimental and 202,401.9216.24 % 28,276.92Wheatstone2 ¾” Pavers CO2-Deduction 2 ¾” and2 ¼” 195,787.3112.44 % 6,614.61) Regimental Pavers used fromCity’sAtticStock CITY OF CARMEL TO:CONTRACT CHANGE ORDER NO.: 2 DATE: 08/30/2023 PROJECT NAME: 23-STR-06 Palladium Pavers CITY REQ. NO.:N/A CITY PO NO.: 109841 CITY PO DATE: 06/26/2023 ____________ I. You are directed to make the following changes in this Contract: Change Order #2 listed below. SCHEDULED ADJUSTMENT ITEM AMOUNT (+) OR (-) DAYS Deduction: Pavers from City’s Attic Stock. 5 pallets 2 ¾”; 6 pallets 2 ¼” - ($ 6,614.61) 0 The following referenced Documents further describe the changes outlined in Paragraph I, and are to be considered a part of this Change Order: R.F.P.: __N/A____ W.D.C. No.: ___N/A__ Other:__See attached proposals________________________________________________ The changes result in the following adjustment of Contract Price and Contract Time: Contract Price prior to this Change Order $_ 202,401.92 Contract Price will be increased/decreased by this Change Order $ 6,614.61 New Contract Price including this Change Order $_ 195,787.31 Contract Time Prior to this Change Order ___N/A___ Days __N/A_____ Completion Date Net increased/decreased resulting from this Change Order_0____ Days Current Contract Time including this Change Order_67____ Days 10/01/23 Completion Date This Change Order is for full and final settlement of all direct, indirect, impact costs and time extensions incurred at any time resulting from the performance of the changed work. Version 2016-08-31 City ofCarmelDecorative Paving Co STREETCONTRACTORJames Brainard, Mayor 1 Civic Square39 Glendale Milford Rd AddressAddressMary Ann Burke, Member Carmel, IN 46023Loveland, OH 45140 City/State/ZipCity/State/ZipLori Watson, Member Matt Higginbotham, Commissioner, Street Department By: By: _____________________ATTEST: Matt Higginbotham 513-716-9003Phone:_317-733-2001___Phone:_ _ Sue Wolfgang, Clerk 9/1/23Date:____08/30/2023____Date:___________________Date: _________________ Version 2016-08-31 CzTfshfzHsfdivlijobu23;39qn-Bvh42-3134 Holiday LightInstall Created September 2023 Performed by Mainscape all wreaths unlit unless noted* 1. Downtown and Midtown Light Poles: 166 Poles: ~Half poles get ribbon; ~half poles get garland. All poles get unlit wreaths & bows at top. thMainSt- W of 4 Ave to Veterans Way: 51 Main St- Veterans Way to Richland: 44 stRangelineRd- 1 St NW to Sof IDC: 27 stMononTrl/ Monon Blvd- 1 St NW to Walnut: 44 (these don’tget wreaths if we don’thave enough) Total: 166 Poles 166 small wreaths 83 ribbons to cut to 13’ 83 strands of garland 2. Civic Square Poles: 30 strands white lights- (Police Station area may not have poles for decorating) 3. N & S side City Hall; N of City Hall Sidewalk S side of City Hall- 2poles 2strands unlit garland 2red bows Nside of City Hall: 7 poles 7strands of garland 14 strands of white lights (to wrap garland) 7red bows 4. Reflecting Pond: 16 black poles get lights and bows 16 strands white lights 16 red bows 5. City Center Plaza Poles: 33 poles. ~Half get lit wreaths and ribbon; ~half get lit garland. All get bows. 33 red bows 22 strands garland 11 large litwreaths and ribbon 6. Divvy Wall and Railing: 40 red bows and live garland for Divvy Wall Live garland for Divvy wall and railing 7. Garland downtown (and bumpouts) 6 25-30 strands of garland 48 bows (8bows per bumpout) 8. Downtown Trees: (does not include Midtown street trees/ Monon trees along Midtown) 380 strands blue lights 380 multicolor LED lights 9. Midtown Street Trees: 129 trees 450 blue lights 450 multicolored lights 10. Midtown Monon Trees: Approx. 50 trees Approximately 150 white lights on any tree near outlet 11. Civic Square Fountain Area: 2 large (litwith multicolor lights) wreaths 1large (lit with multicolor lights) wreath 150 strands multicolor lights 500 strands white lights 40 strands red lights 3red bows for wreaths 12. Japanese Garden: *REMOVED FROM LIST* 13. Keystone Evergreens: st2023- Between November and January 1: 1 intersection: blue and white; (one tree blue; one tree white; alternating) 1 intersection red and green; (one tree red; one tree green; alternating) 1 intersection red and white; (one tree red; one tree white; alternating) stAFTERJANUARY1, 2023, UNPLUG AND ALL TREES ARE WHITE stie- install two layers of lights for any color other than white; white unplugged before Jan. 1, if red/green/blue are present) 200 strands red lights 200 strands green lights 600 strands white lights 100 strands blue lights th14. Downtown Fountains: 4 and Main; Sophia Square 1sets of metal rings per fountain 100 strands of blue-to-white lights for one fountain 15. Children’sArt Gallery: 40 strands blue lights 20 strands white lights 20 strands blue icicle lights for roofline 30 bows to go on railing around garden 16. Nash Building: Live garland for wall 20 red bows 30 strands white lights (contractor must wrap live garland with lights) 8/25/2023 MAINSCAPE LANDSCAPING FISHERS,, IN 46038 - 110003 13418 BRITTON PARK ROAD City of Carmel ONE CIVIC SQUARE CARMEL, INDIANA 46032-2584 FORM APPROVED BY STATE BOARD OF ACCOUNTS FOR CITY OF CARMEL - 1997 INDIANA RETAIL TAX EXEMPT CERTIFICATE NO. 003120155 002 0 FEDERAL EXCISE TAX EXEMPT 35-6000972 PURCHASE ORDER NUMBER THIS NUMBER MUST APPEAR ON INVOICES, A/P VOUCHER, DELIVERY MEMO, PACKING SLIPS, SHIPPING LABELS AND ANY CORRESPONDENCE PURCHASE ORDER DATE DATE REQUIRED REQUISITION NO. VENDOR NO. DESCRIPTION VENDOR SHIP TO PURCHASE ID BLANKET CONTRACT PAYMENT TERMS FREIGHT EXTENSION Street Department 3400 W. 131st Street Carmel, IN 46074- 317) 733-2001 00351837 UNITPRICEDESCRIPTIONUNITOFMEASUREQUANTITY Page 1 of 1 Matt Higginbotham 80226 2201Department:2201Fund:Motor Vehicle Highway FND 43-504.00Account: Installing HolidayLights1 $51,289.00 $51,289.00Each 51,289.00SubTotal 51,289.00 Send Invoice To: PLEASE INVOICE IN DUPLICATE DEPARTMENT ACCOUNT PROJECT PROJECT ACCOUNT AMOUNT SHIPPING INSTRUCTIONS SHIP PREPAID. C.O.D. SHIPMENT CANNOT BE ACCEPTED. PURCHASE ORDER NUMBER MUST APPEAR ON ALL SHIPPING LABEL AND ACTS AMENDATORY THEREOF AND SUPPLEMENT THERETO. THIS ORDER ISSUED IN COMPLIANCE WITH CHAPTER 99, ACTS 1945 PAYMENT A/P VOUCHER CANNOT BE APPROVED FOR PAYMENT UNLESS THE P.O. NUMBER IS MADE A PART OF THE VOUCHER AND EVERY INVOICE AND VOUCHER HAS THE PROPER SWORN AFFIDAVIT ATTACHED. I HEREBY CERTIFY THAT THERE IS AN UNOBLIGATED BALANCE IN THIS APPROPRIATION SUFFICIENT TO PAY FOR THE ABOVE ORDER. CONTROL NO. 110003 ORDERED BY TITLE CONTROLLER Street Department 3400 W. 131st Street Carmel, IN 46074- Lee Higginbotham James Crider 317) 733-2001 Commissioner Director of Administration CzBmmjtpoMzodi.NdHsbuibu3;23qn-Tfq18-3134 CzBmmjtpoMzodi.NdHsbuibu3;17qn-Tfq18-3134 Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved CPD Horner 9-5-23 STREET Privett 9-5-23 CFD Heavner 9-6-23 ENGINEERING Kirsh 9-5-23 CRED Brewer 9-6-23 Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved CPD Horner 9-5-23 STREET Privett 9-5-23 CFD Heavner 9-6-23 ENGINEERING 9-5-23 CRED Brewer 9-6-23 ---------- 12-1-23 Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved CPD Horner 9-8-23 STREET Privett 9-12-23 CFD Heavner 9-8-23 ENGINEERING Kirsh 9-12-23 CRED Brewer 9-13-23 Event ends on 9/22/24 but the tent, tables, chairs will be picked up on 9/23/24 Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved Center for Performing Arts - Adams 9-6-23 REI - Brock 8-24-23 STREET Privett 9-6-23 ENGINEERING Kirsh 9-6-23 Reviewed/Approved CPD Horner 9-6-23 CFD Heavener 9-6-23 CRED Brewer 9-13-23 5 parking spaces needed on 3rd Ave SW. See picture. Also, close Carter Green loop drive. Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved Reviewed/Denied CPD Horner 9-5-23 * ENGINEERING Kirsh 9-6-23 CFD Heavner 9-6-23 * CRED Brewer 9-6-23 STREET Privett 9-6-23 * Denied because considered solicitation in a Clerk 9-13-23 BPW 9-20-23 Reviewed/Approved CPD Horner 9-5-23 STREET Privett 9-5-23 CFD Heavner 9-6-23 ENGINEERING Kirsh 9-5-23 CRED Brewer 9-6-23 SG RESTAURANT F.F.E. = 834.33 M.F.P.G. = 834.91 M.F.P.G. = 834.91 PROPOSED BUILDING F.F.E. = 833.00 M.F.P.G. = 828.13 M.L.A.G. = 828.13 PROPOSED BUILDING F.F.E. = 833.00 M.F.P.G. = 835.31 M.L.A.G. = 835.31 (LOWER LEVEL) PROPOSED BUILDING F.F.E. = 844.00 M.F.P.G. = 828.13 M.L.A.G. = 828.13 (1ST FLOOR) GRADING LEGEND: DRAINAGE SUMMARY (WEST) DRAINAGE SUMMARY (EAST) 8 A B 34567 12 C D E F G H 8 34567 12 A B C D E F G H DESCRIPTIONDATENOREVISION RECORDDATE:DWG SCALE:DRAWN BY:CHECKED BY:APPROVED BY:PROJECT NO:DRAWING NO.:317-16808/11/2023ACHSTUDIO M ARCHITECTUREMONON SQUARE620 S. RANGELINE ROADCARMEL, INDIANA530 E. Ohio Street · Suite G - Indianapolis, IN 46204317-655-7777 · 877-746-0749 www.cecinc.comNORTH ADDITIONAL CITY OF CARMEL NOTES: GENERAL GRADING NOTES: ”GRADING PLANC300BEBRLG1" = 30'08/11/2023 RESOLUTION NO. BPW 09-20-23-02 A RESOLUTION OF THE BOARD OF PUBLIC WORKS AND SAFETY OF THE CITY OF CARMEL, INDIANA, APPROVING THE TRANSFER AND PRESENTATION OF PISTOL AND BADGE WHEREAS, pursuant to IC 5-22-22-6, the Board of Public Works and Safety of the City of Carmel, Indiana (“Board”), may transfer to another certain personal property; and WHEREAS, Major Charles Vincent Harting has provided over 36 years of meritorious service to the Carmel community as a Carmel City Police Officer, and will be retiring on September 13, 2023; and WHEREAS, it has been a long-standing policy and practice of the Carmel Police Department to present to each of its sworn officers, upon retirement, their badge and firearm. NOW, THEREFORE, BE IT RESOLVED by the Board, as follows: Section 1. The foregoing Recitals are incorporated herein by this reference. Section 2. The following items may be transferred and presented to Major Charles Vincent Harting upon his retirement, at the direction of the Chief of Police: Major Harting’s Service Weapon, Glock Model 19, 9 mm Pistol and accessories and Carmel Police Department Badge/marked “Retired.” SO RESOLVED. Resolution No. BPW 09-20-23-02 Page One of Two Pages This Resolution was prepared by Jon Oberlander, Carmel Corporation Counsel, on 9/11/2023 at 12:04 PM. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise. PASSED by the Board of Public Works and Safety of the City of Carmel, Indiana, this day of , 2023, by a vote of ayes and nays. CITY OF CARMEL, INDIANA By and through its Board of Public Works and Safety (“Board”) By: James Brainard, Presiding Officer Date: Mary Ann Burke, Member Date: Lori Watson, Member Date: ATTEST: Sue Wolfgang, Clerk Date: Resolution No. BPW 09-20-23-02 Page Two of Two Pages This Resolution was prepared by Jon Oberlander, Carmel Interim Corporation Counsel, on 9/11/2023 12:04 PM. No subsequent revision to this Resolution has been reviewed by Mr. Oberlander for legal sufficiency or otherwise. 1 RESOLUTION NO. BPW 09-20-23-03 A RESOLUTION OF THE CITY OF CARMEL BOARD OF PUBLIC WORKS AND SAFETY APPROVING THE APPOINTMENT OF THE POLICE CHIEF’S EXECUTIVE ASSISTANT – INVESTIGATIONS COMMANDER (MAJOR) WHEREAS, the City of Carmel (“City”), under Carmel City Code § 2-3 and pursuant to Indiana Code § 36-8-2-2, has established the City of Carmel Police Department; and WHEREAS, the Police Chief has been appointed by the Mayor under Indiana Code § 36-4-9-6 and Carmel City Code § 6-33; and WHEREAS, Carmel City Code § 6-33(b) provides the Police Chief with exclusive control over and charge of the operations of the Carmel Police Department, subject to lawful rules and orders, and, allows the Chief, with the approval of the City of Carmel Board of Public Works and Safety, to appoint any number of executive assistants that the Chief deems necessary to efficiently discharge the Chief’s executive duties; and WHEREAS, since Lieutenant Charles Harting, who served as the Police Chief’s Investigations Commander (Major), retired on September 13, 2023, the Chief now requests approval from the City of Carmel Board of Public Works and Safety, subject to Carmel City Code § 6-33(b), to appoint an Investigations Commander (Major) as an executive assistant necessary to efficiently discharge the Chief’s executive duties, as set forth below. IT IS THEREFORE RESOLVED THAT: 1. The foregoing Recitals are fully incorporated herein by this reference. 2. The City of Carmel Board of Public Works and Safety has reviewed the Police Chief’s request and hereby approves the appointment of the Police Chief’s executive assistant, the Investigations Commander (Major), as set forth below: Lieutenant Ryan Meyer as Investigations Commander (Major) Resolution No. BPW 09-20-23-03 Page One of Two 2 SO RESOLVED. By and through its Board of Public Works and Safety BY: James Brainard, Mayor Date: Mary Ann Burke, Member Date: Lori S. Watson, Member Date: ATTEST: Sue Wolfgang, City Clerk Resolution No. BPW 09-20-23-03 Page Two of Two