Loading...
HomeMy WebLinkAboutTraffic Signal Allison Ln./Seminole Dr. Revised 2/1119& /"""\ i AGREEMENT 'Ttt ,/) THIS AGREEMENT is made and entered into this ~ day of A~ ,2005, by and between the City of Jeffersonville. Indiana, acting by and through its Board of Public Works and Safety, hereinafter referred to as the LOCAL PUBLIC AGENCY or LPA, and Jacobi, Toombs and Lanz. Inc.. Consulting Engineers. 120 Bell Avenue. Clarksvi1le. Indiana, hereinafter referred to as the CONSULTANT. WITNESSETH WHEREAS, the LP A desires to contract for Construction Engineering Services in connection r\ with STP Project No. 9910(029): Des. No. 0400427. the installation of a traffic signal at Allison Lane and Seminole Drive. 0.5 mi. SE of 10th Street (F.K.A. SR 62). in Jeffersonville. Clark County. Indiana. WHEREAS, the CONSULTANT has expressed a willingness to perform such Construction Engineering Services on behalf of the Local Public Agency or LP A; and WHEREAS, the parties have agreed that the CONSULTANT shall provide the services and ._,t documents described herein, in relation to the following described project(s): Project: STP Project No. 9910(029): Des. No. 0400427. the installation of a traffic signal at Allison Lane and Seminole Drive. 0.5 mi. SE of 10th Street (F.K.A. S.R. 62) in Jeffersonville. Clark County. Indiana; NOW THEREFORE, in consideration of the following mutual covenants, the parties hereto mutually covenant and agree as follows: SECTION I SERVICES BY CONSULTANT The services to be provided by the CONSULT ANT under this Agreement are as set out in Appendix "A", attached to this Agreement, and made an integral part hereof. SECTION IT INFORMATION AND SERVICES TO BE FURNISHED BY LPA The information and services to be .furnished by the LOCAL PUBLIC AGENCY are as set out in Appendix "B", au:;ached to this Agreement, and made an integral part hereof. r'i S,\Sydney\WPDOCS\9\9603\9603A\LP Aagreemenl. WI'" Page 1 of 22 Revised 2/11/98 ,~ SECTION IV COMPENSATION The CONSUlTANT s4all receive payment for the work performed under this Agreement as set forth in Appendix "D", attached to this Agreement, and made an integral part hereof. , The cost principles contained in the Federal Acquisition Regulations, 48 CFR Part 31, shall be adhered to for work under this Agreement. r, SECTION V GENERAL PROVISIONS 1. Wark Office The CONSULTANT shall perform the work under this Agreement at the following office(s): Jacobi, Toombs and Lanz, Inc., Consulting Engineers 120 Bell Avenue Clarksville; Indiana 47129 The CONSULTANT shall notify the LOCAL PUBLIC AGENCY of any change in its mailing address and! or the lacation(s) of the office(s) where the work is performed. 2. . Employment During the period of this Agreement, the CONSULTANT shall not engage, on a full or part time or other basis, any LP A personnel who remain in the employ of the LOCAL PUBLIC AGENCY. C,\Sydney\wpdocs\9\9603\9603A\LP Aag=ent"'l'd Page 2 of 22 Revised l!11/98 r '-~- 3. Covenant A o-ainst Contin!!ent Fees The CONSULT ANT WlU1"a11ts that it has not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bonn fide employee working solely for the CONSULT ANT, any fee, commission, percentage, brokerage fee, gift; or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the LOCAL PUBLIC AGENCY shall have the right to annul this Agreement without liability or, t. in its discretion, to deduct from the Agreement price 'or consideration, or otherwise recover, the full amount of such fee, commission, percenmge, brokerage fee, gift or contingent fee. 4. Sublerrinf! and Assirrnment The CONSULT ANT and its subcontractors, ifany, shall not assign, sublet, subcontract, or othemise dispose of the whole or any part of the work under this Agreement without prior written consent of the LPA and the Indiana Department of Transportation C'.lNDOT'). Consent for such assignment shall not relieve the CONSULTANT of any of its duties or responsibilities hereunder. 5. Ownershin of Documents All documents, including tracings, drawings, reports, estimates, specifications, field notes, investigations, studies, etc. ("the documents"), as Instruments of service, shall remain the property of the LP A. Neither the LOCA.L PUBLIC AGENCY, nor any person, firm or corporation acting on behalf of the LOCAl PUBLIC AGENCY, shall use the documents, or copies of the documents, for any work or project other than the work or project for which the CONSULT.A.NT prepared the documents. The CONSULT.-\NT shall have no I iability for personal injury, death, property damage or economic loss, of whatever kind or character, arising out of, or relating to, the use by LOCAL PUBLIC AGENCY or any person, firm or corporation acting on behalf of LOCAL PtJ'BLIC AGENCY, of the documents. or copies of the documents, for any work or project other than the work or project for which the CONSULTANT prepared the documents. rl Page 3 of22 R=vis=d :!J 11;qg (\ The LOCAL PUBLIC AGENCY may make unlimited copies of the documents furnished by the CONSULTANT. 6. Access to Records During the Agreement period and for three (3) years from the date o(final payment under the terms of this Agreement, the CONSUL TAt"IT and its subcontractors shall maintain all books, documents, papers, accounting records and other evidence pertaining to the cost incurred and shall make such materials available at their respective offices at all re::lSonable times for inspection or audit by the LOCAL PUBLIC AGENCY, I , . INDOT, the Federal Highway:Administration C"FHW A"). or other authorized representatives of the federal government, and copies thereof shall be furnished if requested. 7. .A.udit Workin2: hoers and Conclusions The CONSULTANT agrees that, upon request by any agency participating in federally-assisted r programs with whom the CONSUL TAm has contracted or seeks to contract, the LPA, INDOT, FHW A, or other authorized representatives of the federal government may release or make available to the agency any working papers from an audit performed by such agency of the CONSULT ANT and its subcontractors 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. 8. ComDliance with State and Other Laws The CONSULTANT agrees to comply with all federal, state and local laws, rules, regulations, or ordinances, that -are applicable at the time the CONSULTANTs services pursuant to this Agreement are rendered, and all provisions required thereby to be included herein are hereby incorporated by reference. 9. Responsibility of the CONSULTANT A. The CONSULT ANT shall be responsible for the professional quality, tec.hnical accuracy, and the coordination of all designs, drawings, specifications and other services furnished by the CONSULTANT under this contract The CONSULTANT shall, without additional compensation, correct or revise any errors or deficiencies in its designs, drawings, specifir:ations, and other services if the errors or deficiencies resulted, independently of all other cau.ses, from negligence of the CONSULT ANT. The CONSULT ANT shall not be .~i Page 4 of 22 ~ f ('\ ~1\ , ., ' Revisc:d2/11/Q8 responsible for errors, omissions or deficiencies in the d~igns, drawings, specifications, reports or other services of the LOCAL PUBLIC AGENCY or other consultants, including, without limitation, surveyors and geotechnical engineers, who have been retained by LOCAL PUBLIC AGENCY. The CONSULTANT shall have no liability for errors or deficiencies in its designs, drawings, specifications and other services that were caused, or contributed to, by errors or deficiencies (unless such errors, omissions or deficiencies were known or should have been known by the CONSULTANT) in the designs, drawings, specifications and other services furnished by the LOCAL PUBLIC AGENCY, INDOT, or other consultants retained by the LOCAL PUBUC AGENCY. B. Neitherthe LOCAL PUBLIC AGENCY'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 CONSULT ANT shall be and remain liable to the LOCAL PUBLIC AGENCY in accordance with applicable law for aU damages to the LOCAL PUBLIC AGENCY caused by the CONSULTANT's negligent performance of any of the services furnished under this contract, C. The CONSULTANT shall be responsible for all damage to life and property caused by errors or omissions of the CONSULTANT, its subcontrnctors, agents, or employees in connection with the services rendered by the CONSULT ANT pursuant to this contract The CONSULTANT shall indemnify, defend, and hold harmless the LOCAL PUBLIC AGENCY, rNDOT and the State ofIndiana, their officials and employees., from any liability due to loss, damage, injuries, or other casualties of whatever kind, which, directly and independently of all other causes, arise out of, or result from, the negligence of the CONSUL T.A.NT, its agents or employees, in performing the services that are required of the CONSULTANT by this contract, D. The CONSULTANT shall have no responsibility for supervising, directing or controlling the work of contractors or other consultants retained by the LOCAL PUBLIC AGENCY, nor shall the CONSULTANT have authority over, or responsibility for, the means, methods, techniques, sequences or procedures of construction (except those required by the contract plans, specifications, special provisions, etc. prepared by the CONSULTANT) selected by contractors. The CONSULTANT shall have no responsibility for the safety of persons on or off the job site, and whether or not engaged in the work, for safety precautions and programs incident to the work of contractors, or for any failure of contractors or others to exercise care for the safety of any person, including employees of contractors, or to comply with laws, rules, regulations, ordinances, codes or orders applicable to contractors' performance of the work. E. The rights and remedies of the LOCJo..L PUBLIC AGENCY provided for under this contnct are in addition to any other rights and remedies provided by law. F. The CONSULTANT shall have an affirmative duty to advise the LOCAL PUBLIC AGENCY of any known or obvious errors, omissions, or deficiencies in the designs, drawings, specifications, reports, or other services of the LOCAL PUBLIC AGENCY or consultants retained by the LOCAL PUBLIC AGENCY. Page 5 of:n R.:viscd :1'11/98 r-', 10. Status of Claims The CONSULTANT shall be responsible for keeping the LOCAL PUBLIC AGENCY and INDOT currently advised as to the status of any claims made for damages against the CONSULTANT resulting from services performed under this Agreement. The CONSULTANT shall send notice of claims related to work under this Agreement to Chief Counsel, Indiana Department of Transportation, 100 North Senate Avenue, Room Ni30, Indianapolis, IN 46204-2249. 11. Workman's Compensation and Liability Insurance The CONSULTANT shall procure and maintain insurance covering all operations under this Agreement, whether performed by the CONSULTANT or its subcontractor, from insurance companies licensed to do business in the State of Indiana., of the kinds and in the amounts hereinafter provided, until final payment by the LPA for the services covered in this Agreement. The CONSULTANT shall not be ~\i. f i I given notice to proceed until it has furnished certificates in a form satisfactory to the LP A, showing compliance with this section. During the life of this Agreement, the CONSUL TANl shall provide the LPA with certificates showing that the required insurance has been maintained, at the request of the LP A. Tne certificates shall provide that the policies shall not be changed or canceled without ten (10) days prior written notice to the LPA. If such notice is given, the LPA, at its sole option, may terminate this Agreement. In such event, the CONSULTANT shall not be entitled to .any further compensation under this Agreement. The kinds and amounts of insurance required are as follows: A. Policies covering the obligations of the CONSULTANT pursuant to the provisions of the Workers' Compensation laws. This Agreement shall be void and of no effect unless the CONSULTANT procures and maintains such policies until final acceptance of the work. B. Comprehensive occurrence policies for bodily injury.liability and property damage liability insurance including owners' or contractors' protective coverage with a save and hold harmless endorsement for the types herein specified each with limits of$l,OOO,OOO.OO per occurr~ce for bodily injury or property damage with a $2,000,000.00 annual aggregate. Such policies shall have no deductibles or self-insured retentions. C. Automobile policies for bodily injury and property damage liability insurance for the types herein specified with limits of$ I ,000,000.00 per person and S3,000,000.00 per accident and (' Page 6 of22 ~I Revised 2/11/98 $1,000,000.00 for property damage, including hired and non-owned vehicles. Such policies shall have no deductibles or self-insured retentions. 12. Pro~ress ReportS The CONSULTANT shall submit a progress report to the LPA on or before the tenth (lOth) day of each month, showing progress to the first of the month. The report shall consist of a progress chart with the initial schedule on which shall be superimposed the current S'"..atus of the work. 13. Chan~es in Work In the event the LPA requires a material qhange in scope, character or complexity of the work after the work has progressed as directed by the LOCAL PUBLIC AGENCY, adjustments in compensation to the CONSULTANT and in time for performance of the work as modified shall be determined by the LPA, subject to the CONSULTANTs approval. The CONSULTANT shall not commence the additional work or the change of the scope of the work until a supplemental contract is executed and the CONSYL TANT has f' received written authorization from the LP A and INDOT to proceed with the work. 14. Delavs and Extensions The CONSUL T.ANT 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 Agreement. Any such delays shall be compensated for by an extension of time for such period as may be determined by the LPA, subject to the CONSULTANTs approval. However, it being understood, th,at the permitting of 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. 15. Abandonment and Termination The LOCAL PUBLIC AGENCY reserves the right to terminate or suspend this Agreement upon thirty (30) days written notice. Page 7 of 22 ~..' , A. {'\ R~vis~d :!I t 1/9& If the LOCAL PUBLIC AGENCY shall abandon the services herein mentioned. the CONSULT ANT shall deliver to the LOCAL PUBLIC AGENCY all data, reportS. drawings. specifications and estimates completed or partially completed. which shall become the property of the LPA. The earned value of th~ work performed shall be based upon an estimate of the portion of the tom! services that have been rendered by the CONSULT ANT to the date of the abandonment and which estimate shall be made by the LOCAL PUBLIC AGENCY in the exercise of its honest and reasonable judgment for services to be paid on a lump sum basis, and it shall be based upon an audit for those services to be paid for on a cost basis or a cost plus fixed fee basis. The audit shall be performed by the Indiana Department of Transportation's Division of Accounting and Control in accordance with generally accepted auditing standards and the cost principles contained in the Federal Acquisition Regulations, 48 CFR Part 3 L The payment made to the CONSULTANT shall be paid as the final payment in full settlement for its services hereunder. B. I . If.' at any time, for any cause whatsoever, the CONSULT ANT shall abandon or fail to timely perform any of its duties hereunder, including the preparation and completion of pians and specifications within the time specified, or within such further extension or extensions of time as may be agreed upon, the LOCAL PUBLIC AGENCY may give written notice that if the CONSULTANT has not complied with the requirements of this Agreement within twenty (20) calendar days from the date of such notice, then the Agreement is deemed terminated. Upon the mailing or delivery of such notice or personal delivery thereof to the CONSULTANT, and the failure of the CONSULTANT within the twenty (20) day period to fully comply with each and all requirements of thiS Agreement, this Agreement shall terminate and the LOCAL PUBLIC AGENCY may by any method it deems to be necessary designate and employ other consultants. by contmct or othenvise, to perform and complete the services herein described. When written notice is referred to herein, it shall be deemed given when deposited in the mail addressed to the CONSULT ANT at its last known address. C. If the LOCAL PUBLIc AGENCY shall act under the preceding paragraph, then 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 Agreement, shall be de1ivered within twenty (20) days to LOCAL PUBLIC AGENCY. If the CONSULTANT fails to make such delivery upon demand, then the CONSUL TANT shall pay to LOCAL PUBLIC AGENCY any damage it may sustain by reason thereof. 16. Non-Discrimination f' A. Pursuant to I.C. 22-9-1-10, the CONSULTANT and its subcontractors, if any, shall not discriminate against any employee or applicant for employment, to be employed in the performance of work under this Agreement, 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 or ancestry. Breach of this covenant may be regarded as a material breach of this Agreement B. The CONSULTANT, and any agent of the .cONSULTANT, in the performance of the work under this Agreement, shall comply with 42 U .S.C. S2000e, provided the CONSULTANT has fifteen or more employees for each working day in each of twenty or more calendar Page 8 of 22 (' Rr:viscd 2111/98 weeks in the current or preceding calendar year. 42 U .S.C. s2000e states in part that it shall be unlawful for the CONSULTANT to: I. fail or refuse to hire or to discharge any individual, or otherwise to discriminate against any individual with respect to compensation, terms, conditions, or privileges of employment, because of such individual's race, color, religion, sex, or national ongm~ or .., to limit, segregate, or classify its employees or applicants for employment in any way which would deprive or tend to deprive any individual of employment opportunities or otherwise adversely affect any individual's Status as an employee, because of such individual's race, color, religion, sex or national origin. The CONSULTANT shall comply with 42 U.S.C. s2000e, the terms of which are incorporated by reference and made a part of this Agreement. Breach of this covenant may be regarded as a material breach of the Agreement. C. The CONSULTANT agrees to comply with the regulations of the U.S. Department of Transportation relative to non-discrimination in federally-assisted programs of the U.S. Department of Transportation. Title 49, Code of Federal Regulations, Pan 21, effectuates 42 U.S.c. s2000e above, and is incorporated by reference and made a part of this Agreement. Pursuant to 49 CFR Part 21, the CONSULT ANT agrees as follows: r, 1. Nondiscrimination: The CONSULTANT, with regard to'the work performed by it after award and prior to completion of the contract work, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The CONSULT ANT will 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 "A" of the regulations. ., Solicitations for Subcontracts. 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 equipment, each potential subcontractor or supplier shall be notified by the CONSULTANT of the CONSULT MTs obligations under this Agreement and the regulations relative to non-d~scrimination. 3. [nformation and Reports: The CONSULTANT will provide all information and reports required by the regulations, or directives issued pursuant thereto, and will permit access to its books, records, accounts, and other sources of information, and its facilities as may be determined by the LOCAL PUBLIC AGENCY or the Federal Highway Administration to be pertinent to ascertain compliance with such regulations or directives. V/here any information required of a CONS UL TANT is in the exclusive possession of another who fails or refuses to furnish this Page 9 of22 (' . , r Revised 2'll/98 infonnation, the CONSULTANT shall so certify to the LOCAL PUBLIC AGENCY, or the Federal Highway Administration as appropriate, and shall set forth what efforts it h:lS made to obtain the information. 4. Sanctions for Noncompliance: In the event of the CONSULT ANTs noncompliance with the nondiscrimination provisions of this Agreement, the LOCAL PUBLIC AGENCY shall impose such sanctions as it or the Federal Highway Administration may determine to be appropriate, including, but not limited to, suspension or tennination or refusal to grant or to continue federal financial assistance or by any other means authorized by law. 5. Incorporation of Provisions: The CONSULTANT will include the provisions of paragraphs (1) through (5) in every subcontract, including procurements of materials and leases of equipment, unless exempt bY. the regulations or directives issued pursuant thereto. The CONSULTANT will take such action with respect to any subcontract or procurement as the LOCAL PUBLIC AGENCY or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. In the event the CONSULTANT becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the CONSULTANT may request the LOCAL PUBLIC AGENCY to enter .into such litigation to protect the interests of the LOCAL PUBLIC AGENCY and, in addition, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the Uniced States. 17. Successors and Assi~ees In so far as authorized by law, the panies bind their successors, ex.ecutors, administrators and assignees to all covenants of this Agreement. Ex.cept as above set forth, neither the CONSULTANT nor the LOCAL PUBLIC AGENCY sha!l assign, sublet or transfer its interest in this Agreement without the prior written consent of the other. 18. Disadvanta~ed Business Enterprise Program A. General f\! 1. Nocice is hereby gi-ven to the CONSUL T AA'T or subcontractor that fai lure to carry out the requirements set forth in 49 CFR Sec. 23.43(a) shall constitute a breach of contract and, after notification, may result in termination of the contract or such remedy as the LOCAL PUBLIC AGENCY deems appropriate. The referenced section requires the following policy and disadvantaged business enterprise (DBE) obligation to be included in all subsequent contracts between the CONSULTANT and any subcontractor: Page 10 of22 r\ ril Revised "1J 11198 (a) It is the policy of the Indiana Department of Transporution that disadvantaged business enterprises, as defined in 49 CFR Part 23, shall have the mll."(irnum opportunity to participate in the performance of contracts financed in whole or in part with federal funds under this Agreement. Consequently the DBE requirements of 49 CFR Part 23 apply to this Agreement. (b) The CONSULT ANT agrees to ensure that disadvantaged business enterprises, as defined in 49 CFR Part 23, h.l.Ve the maximum opportunity to participate in the performance of contracts and subcontracts financed in whole or in part with federal funds provided under this Agreement. In this regard, the CONSULTANT shall take all necessary and reasonable steps, in accordance with 49 CFR Part 23, to ensure that disadvantaged business enterprises ~ave the ma.'tirnum opponuniry to compete for and perform contracts. The CONSULTANT shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of federally assisted contracts. ") As part of the CONSULTANTs equal opportunity affirmative action program, it is required that the CONSULTANT shall take positive affirmative actions and put forth good faith efforts to solicit proposals or bids from and to utilize disadvantaged business enterprise subcontractors, vendors or suppliers. B. Defin itions 1. "Disadvantaged business enterprise" means a small business concern: (a) which is at le::tSt 51 percent owned by one or more socially and economically disadvantaged individuals, or, in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more socially and economically disadvantaged individu:lls; and (b) whose manageritent and daily business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it. 2. "Small business concern" means a small business as defined pursuant to section 3 of the Small Business Act and relevant regulations promulgated pursuant thereto, except that a small business concern shall not include any concern or group of concerns controlled by the same socially and economically disadvantaged individual or individuals which has annual average gross receipts in excess of $:2.5 million over the previous three fiscal years. 3. "Socially and economically disadvantaged individuals" means those individuals who are citizens of the United States (or la.....-fuIly admitted permanent residents) and who are women, Black Americans, Hispanic Americans, native Americans, Page II of:!:! ~. . Revised :!!II/98 Asian-Pacific Americans. or Asian-Indian Americans and any other minorities or individuals found to be disadvantaged by the Small Business Administration pursuant to section 8(a) of the Small Business Act. 4. "Certified disadvantaged business enterprise" means the business has completed and filed with the Indiana Department of Transportation a request for certification, and that the business has been reviewed and determined to comply with the guidelines established in 49 CFR Part 23. A business which is determined to be eligible will be certified as a disadvantaged business enterprise (DBE). C. Subcontracts 1. If the CONSULTANT intends to subcontract a portion of the work, the CONSUL T ANT is required to take affirmative actions to seek out and consider DBEs as potential subcontractors prior to any subcontractua! commitment. 2. The contacts made with potential DBE subcontractors and the results thereof shall be documented and made available to the LOCAL PUBLIC AGENCY and the Federal Highway Administration (FHW A) when requested. 3. A request to sublet a portion of the work to a firm that is not a DBE shall include Form DBE-2 and documentation evidencing contacts and the results thereof made with potential DBEs for the specific work to be subcontracted, in compliance with c.r and C.2. r, 4. If a portion of the work under this Agreement is subcontracted to a DBE firm, then upon comp letion of the project, a Disadvantaged Business Enterprise Utilization Affidavit, Form DBE-3, shall be completed by the CONSUL TAm and returned to the LOCAL PUBLIC AGENCY. The contractor and the subcontractor! lessor/supplier shall certify on the DBE:-3 fonn that specific amounts have been paid and received. D. Affirmative Actions The CONSULTANT shall, as a minimum, develop an affinnative action plan for a Disadvantaged Business Enterprise Program which includes: 1. Appointment of a representative with authority to administer the CONSULTANTs Disadvantaged Business Enterprise Program. 2. Documentation of affirmative action methods and procedures intended to be used in seeking out and considering cenified DBEs as subcontractors or suppliers. 3. Maintenance of a list of certified DBEs to be contacted prior to the selection of a potential subcontractor for the particular items, within the capabilities of the DBEs. This list shall include but not be limited to: r (a) the name of each subcontractor or supplier and a notation as to their DBE Page 12 ofn Revised 1111/98 r\ certitication status; and (b) the potentia! type of work or services to be perfonned by each subcontractor or supplier. E. Records and Reports 1. The CONSULTANT shall keep such records as are necessary to determine compliance with this contract The records kept by the CONSULT ANT shall show, as a minimum: (a) the number of disadvantaged and non-minority subcontractors and su-ppliers and ty-pe and dollar value of work, materials or services being performed on or incor-porated in this project; (b) the progress and efforts made in seeking out disadvantaged contractor organizations and individual disadvantaged contractors for work on this project; (c) documentation of all correspondence, contacts, telephone calls, etc., to obtain the services ofDBEs on this Agreement 2. The CONSULTANT shall submit reports, as required by the LOCAL PUBLIC AGENCY, of those contracts and other business agreements executed with DBEs with respect to the records referred to in paragraph E.l. ~\, f:i 3. All such records must be maintained for a period of three years following acceptance of final payment and shall be available for inspection by The LOCAL PUBLIC AGENCY and the Federal Highway Administration. F. Leases and Rentals The CONSULTANT shall notify the LOCAL PUBLIC AGENCY when purchases or rental of equipment are made with disadvantaged businesses. The infonnation submitted shall include the name of the business, the dollar amount of the transaction, and the type of purchases made or type of equipment rented. G. DBE Program Unless otherw-ise specified in this Agreement., the DBE Program developed by the LOCAL PUBliC AGENCY and approved by the Federal Highway Administration applies to this Agreement. 19. SUt::Iplements This Agreement may only be amended, supplemented or modified by a written document executed r: in the same manner as this Agreement. Page 13 of:!:! Revised 111119& {"', t 20. Pollution Control Requirements If this AO'reement is for $100,000 or more, the CONSULTANT: := A. stipulates that any facility to be utilized in performance under or to benefit from this Agreement 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; B. 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 c. . stipulates that, as a condition of federal-aid pursuant to t~is Agreement, it shall notify the LP A and the Federal Highway Administration of the receipt of any advice indicating that a facility to be utilized in performance under or to benefit from this Agreement is under consideration to be listed on the EPA Listing of Violating Facilities. :w. Governing Laws This Agreement shall be construed in accordance with and governed by the laws of the State of Indiana and suit, if any, must be brought in the State of Indiana. 21. Independent Contractor The parties hereto, in the performance of this Agreement, will be acting 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 employees or agents of the other party for any purpose whatsoever. 22. Certification for Federal-A id Contracts The CONSUL T.~ certifies, by signing and submitting this Agreement, to the best of its knowledge and belief, that the CONSULTANT 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 undersigned, 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 ofa Member of Congress in connection with the awarding of any federal contract, r, Page 14 of22 R~viscd :!II 1/98 the making of any feder~1 grant. the making of any feder:llloan. the entering into of any cooperative agreement, and the extension. continu~tion, renewal, amendment, or modification of any federal contr.lct, 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 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 subm it Standard Form-LLL, "Disclosure Fonn to Report Lobbying," in accordance with its instructions. This form is available through the Indiana Department of Transportation. This certification is a material representation of fact upon which reliance was placed when this transaction was madeior entered into. This certification is a prerequisite for making or entering into this transaction imposed 31 U.s.C. sec. 1352. The CONSULT ANT also agrees by signing this Agreement 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 subrecipients 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. r-"\i r: . '.1 Page 150f22 {\ r (', Revised 2/11/9& IN TESTIMONY WHEREOF, the parties hereto have executed this Agreement. CONSULTANT Jacobi, Toombs and Lanz, Inc. Signature lorge I. Lam, President (print or type name and title) ATTEST: Signature lohn H. Toombs, lr., Vice President (Print or type name and title) S ,\Sydney\ WPDOC S\9\9603\96D3A\LP Aagreemenl.wpd LOCAL PUBLIC AGENCY Jeffersonville Board of Public Works and Safety Jeffersonville, Indiana Signature Mayor Robert L. Waiz, Tr., President (print or type name and title) Signature Robert L. Miller, Member (Print or type name and title) Signature Connie Sellers, Member (print or type name and title) Signature Leslie D. Merkley, CitY Attorney (print or type name and title) Page 16 of 22 Revised 2111/98 f'i ACKNOWLEDGMENT STATE OF INDIANA ), COUNTY OF CLARK )SS: Before me, the undersigned Notary Public in andfor said County personally appeared lorge 1. Lanz, President and lohn H. Toombs, lr., V.P. acting on behalf of lacobi, Toombs & Lanz, Inc. (name of signers, their official capacity and agency name) and each acknowledged the execution of the foregoing contract on this _ day of ,2005, and each acknowledged and stated that he/she is the party authorized by said agency to execute the foregoing contract. My Commission Expires 12/29/06 Clark County of Residence Notary Public Sydney L. McKinney Print or type name ACKNOWLEDGMENT r STATE OF INDIANA ), COUNTY OF CLARK )55: Before me, the undersigned Notary Public in and for said County personally appeared Mayor Robert L. Waiz, Jr., President, Robert L. Miller, Member, and Connie Sellers, Member, acting as the 1 effersonville Board of Public Works and Safety (name of signers, their official capacity and agency name) and each acknowledged the execution of the foregoing contract on this _ day of ,2005, and each acknowledged and stated that he/she is the party authorized by said agency to execute the foregoing contract. My Commission Expires Notary Public County of Residence Print or type name (' S ,\Sydney\WPDOCS\9\9603\9603AILP .A.greemenL~1,d Page 17 of 22 Revised 2111/98 (\ CERTIFICATE OF CONSULTANT I hereby certify that I am the President (title) and duly authorized representative of the firm of Jacobi, Toombs and Lanz, Inc. whose address is 120 Bell Avenue. Clarksville. Indiana 47129, and that neither I nor the above firm I here represent has: (a) employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above consultant) to solicit or secure this Agreement, (b) agreed, as an express or implied condition for obtaining this Agreement, to employ or retain the services of any firm or person in connection with carrying out the Agreement, or (c) paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above consultant) any fee, contribution, donation, or consideration or any kind for, or in connection with, procuring or carrying out the Agreement; except as herein expressly stated (if any): None r~. I further certify that no employee, officer, agent, partner, or any member of their immediate families of this firm is employed or retained either full or part-time, in any manner by the Indiana Department of Transportation, except as herein expressly(if any): None I acknowledge that this certificate is to be furnished to the Indiana Department of Transportation and/or the Federal Highway Administration - Department of Transportation, in connection with this Agreement involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Jorge 1. Lanz, P.E., President (Date) n 8,\8ydney\\\7PDOC8\9\9603\9603A\LP Ang,eemeLll. wl'd Page 18 of 22 ~ {'\ Revised 2/l1/98 CER TIFICA TE OF LOCAL PUBLIC AGENCY I hereby certify that we are the duly appointed members of the Jeffersonville Board of Public Works and Safety, (LPA), and the above CONSULTANT or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this Agreement to: (a) employ or retain, or agree to employ or retain, any firm or person, or , (b) pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind except as herein expressly stated (if any): None (1) (We) further certify that no employee, officer, agent, or partner, or any member of their immediate families of the CONSULTANT is employed or retained either in a full-time or part-time basis in any manner by the LP A except as herein expressly stated (if any): None I acknowledge that this certificate is to be furnished to the Federal Highway Administration and the Indiana Department of Transportation, in connection with this Agreement involving participation of federal-aid highway funds, and is subject to applicable state and federal laws, both criminal and civil. (Date) Robert L. Waiz, Jr. President Robert L. Miller, Member Connie Sellers, Member Leslie D. Merkley, City Attorney S,ISydneyIWPDOCSI91960319603A\LP Aagreem,nt. wpJ Page 19 of 22 Revised 2/11/98 NON-COLLUSION AFFIDAVIT STATE OF INDIANA ) ) SS: COUNTY OF CLARK ) The undersigned, being duly sworn on oath, says that he/she is the contracting party, or, that he/she is the representative, agent, member, or officer of the contracting party, that he/she has not, nor has any other member, employee, representative, agent, or officer of the firm, company, corporation or partnership represented by him/her, directly or indirectly, entered into or offered to enter into any combination, collusion or contract to receive or pay, and that he/she has not received or paid, any sum of money or other consideration for the execution of the annexed Agreement other that which appears upon the face of the Agreement. Signature Jorge 1. Lanz, P.E. Printed Name President Title Jacobi, Toombs and Lanz, Inc. Company r' \ Before me, a Notary Public in and for said County and State, personally appeared Jorge 1. Lanz. P .E., President, who acknowledged the truth of the statements in the foregoing affidavit on this _ day of , 2005. My Commission Expires: 12/29/06 Clark County of Residence Sydney L. McKinney Print or type name r'l S,ISydneyl WPDOC8\9\960319603A\LP Aagreemenl. "'I,d Page 20 of 22 Revised :!II 1/98 DEBARMENT CERTIFICATION This certification applies to the CONSULTANT or any person associated therewith in the capacity of owner, partner, director, officer, principal investor, project director, manager, auditor, or any position involving the admin"istration of Federal funds. 1 nstructions for Certification 1. By signing and submitting this Agreement, the prospective primary participant is providing the certification set out below. 2. The inability of a person to provide the certification required below will not necessarily result in denial of participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in cormection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such person from participation in this transaction. 3. The certification in this clause is a material representation of fact upon which reliance was placed when the department or agency determined to enter into this transaction. if it is later detennined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 4. The prospective primary participant shall provide immediate written notice to the department or agency to whom this Agreement is submitted if at any time the prospective primary participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 5. The terms "covered transaction.," "debarred," "suspended," "ineligible," "lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 1:'549. You may contact the department or agency to which this Agreement is being submitted for assistance in obtaining a copy of those regulations. 6. The prospective primary participant agrees by submitting this Agreement that should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction unless authoriz~d by the department or agency entering into this transaction. 7. The prospective primary participant further agrees by submitting this Agreement that it will include the c1aus~ titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," provided by the department or agency entering into this covered transaction without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 8. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible or voluntarily excluded from the covered tr.lnsaction unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 9. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a pa!ticipant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. Page 21 of22 Revised 2/ll/98 (\ 10. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. Certification Regarding Debarment. Suspension and other Responsibility Matters - - Primary Covered Transactions (1) The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three-year period preceding this Agreement been convicted of or had a civil judgement rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain or performing a public (Federal, State or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; (c) Are not presently indicated for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this Agreement had one or more public transactions (Federal, State or local) terminated for cause or default. (2) Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Signature Jorge 1. Lanz, P.E. Printed Name President Title Jacobi, Toombs and Lanz, Inc. Company Before me, a Notary Public in and for said County and State, personally appeared Jorge 1. Lanz. P .K, President, who acknowledged the truth of the statements in the foregoing affidavit on this _ day of ,2005. My Commission Expires: 12/29/06 r Clark County of Residence Sydney 1. McKinney Print or type name S,\Sydney\WPDOCS\9\9603\9603A\LP A.Weelllenl. "'I'J Page 22 of 22 f\ Rev. 7/1/89 APPENDIX "A" Services by CONSULT ANT A. . Engineering Personnel For the fulfillment of all services outlined in Section B below, the CONSULTANT will provide one (1) part time 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 the Indiana Department of Transportation approval is obtained. The part time Resident Project Representative will take directions from and report to the Indiana Department of Transportation's Area Engineer on all maters concerning compliance and administration. The part time Resident Project Representative will coordinate project activities with the Local Public Agency's Project Coordinator and Indiana Department of Transportation's Area Engineer. r\i S,\8yJlley\ WPDOCS\9\9603\9603Alal'l'enJix a. WJ',1 Page 1 of 7 Pages Appendix "A" r , (':1 Rev. 7/1/89 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 Agency's liaison with the Contractor, working principally through the Contractor's field superintendent or such other person in authority as designated by the Contractor. Acting in liaison capacity, the full time Resident Project Representative shall be thoroughly familiar with the plans and specifications applicable to the project to insure that all provisions therein are complied with. Any deviation observed shall be reported to the Local Public C,\Sydney\wpdocs\9\9603\9603A\appeIulix .. wpd Appendix "A" Page 2 of 7 Pages E\ ~. Rev. 7/1/89 Agency and Indiana Department of Transportation by the full time Resident Project Representative. 4. Cooperate with the Local Public Agency in dealing with the various Federal, State and Local Agencies having jurisdiction over the project. 5. Assist the Local Public Agency and Indiana Department of Transportation in obtaining from the Contractor a list of his proposed suppliers and subcontractors. 6. Assist the Local Public Agency and Indiana Department of Transportation 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 the Indiana Department of Transportation's procedures. 8. Samples: Obtain field samples of materials delivered to the site as required by the State and deliver such samples to the appropriate Indiana Department of Transportation laboratory office. 9. Shop Drawings: a. Receive shop drawings and falsework drawings. Check for completeness and then forward to Indiana Department of Transportation personnel 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 r. c: \Sydney\wpdocs\9\9603\9603A\app'odix ..wpd Page 3 of 7 Pages Appendix "A" r, i ' Rev. 7/1/89 submissions, and check construction for compliance in accordance with the contract documents. c. Alert the Contractor's field superintendent when it is observed that material or equipment are being or about to be used or installed before approval of shop drawings or samples, where such are required, and advise the Local Public Agency and Indiana Department of Transportation when he believes it is necessary to disapprove work as failing to conform to the contract documents. 10. Review ofWork~ 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 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 Indiana Department of Transportation. d. Verify that required testing has been accomplished. r'l; C,\SydneylwpdocsI9\960319603A\appendix a.wpd Page 4 of 7 Pages Appendix "A" Rev. 7/1/89 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 Indiana Department of Transportation. 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, changer orders and additional drawings subsequent to the award of the contract, progress reports and other project related documents. r' f b. Keep a diary or log book, 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 log book 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 the ~: Indiana Department of Transportation and the Local Public Agency. C:\Syclney\wpdocs\9\9603\9603A\appendix a. wpd Page 5 of 7 Pages Appendix "A" ~.. ..' '.1 ! r\! {' Rev. 7/1/89 13. Reports: Furnish to the Indiana Department of Transportation and the Local Public Agency at periodic intervals, as required, progress reports of the project, including the Contractor's 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 of the 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 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 Indiana Department of Transportation's 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 Transportation's procedures. C,\sydney\wpdocs\9\9603\9603A\.ppendix ..wpJ Appendix "A" Page 6 of 7 Pages Rev. 7/1/89 18. 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 perform any work (including, but not limited to construction engineering, production stating, falsework drawings and shop drawings) for the Contractor, material supplier of the Contractor, or for any of the Contractor's subcontractors on this project. For purposes of this section, a firm is associated with the CONSULT ANT if the firm and CONSULTANT have a common director, common officer or a common owner. For purposes of this section, an individual is associated with the CONSULTANT if the individual is an employee of the CONSULTANT or an employee of a 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 corporations by-laws. Owner - A sole proprietor, any partner in a partnership, or any shareholder of a corporatlOn. r>i C:\Sy.lney\wpdccs\9\9603\9603A\appondix a.wpd Page 7 of 7 Pages Appendix "A" [, , APPENDIX "B" Information and Services to be furnished by the Local Public Agency The Local Public Agency shall furnish the CONSULTANT with the following: Rev. 7/1/89 1. The Local Public Agency shall designate an employee as Project Coordinator to coordinate activities between the CONSULT ANT, Indiana Department of Transportation and the Local Public Agency. 2. Assistance to the CONSULT ANT by placing at his disposal all available information pertinent to the project. ,--., ~ C,\Syt!ney\wpdocs\9\9603\9603A\.ppen&X b.wpd Page 1 of 1 Page Appendix ''B'' r (\ r'i Rev. 3/1/99 APPENDIX "C" Schedule The CONSULTANT will be prepared to begin the work under this agreement 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 Contractor's last day of work. S, \8)'ch,ey\WPDOC8\9\9603\9603A\apl'endix c.wpJ Appendix "e" Page 1 of 1 Page (\! Rev. 7/1/89 APPENDIX "D" Compensation A. Amount of Payment The CONSULTANT will receive as payment for the work performed under this agreement, as follows, unless a modification of the agreement is approved in writing by the Local Public Agency and the Indiana Department of Transportation: 1. For those services performed by the CONSULTANT, the CONSULTANT will be paid on the basis of actual hours of work performed by essential personnel exclusively on this agreement at the direct salary and wages of each employee, PLUS a provisional overhead rate thereof of 112.41 percent, PLUS direct non- salary costs (the actual costs of such out-of-pocket expenses directly attributable to this agreement such as fares, subsistence, mileage, long distance calls, equipment rentals, reproductions, etc.) as approved by the Local Public Agency, PLUS a fixed fee. TL.c; plO~i5iollal ovelhead late shall udel exceed 160.00 pelc.ent, The CONSULTANT shall adjust the provisional overhead rate on the invoice subsequent to receipt of a new overhead rate from the Indiana Department of Transportation's Division of Accounting and Control. The overhead rate shall be determined by the Indiana Department of Transportation's Division of Accounting and Control in accordance with generally accepted auditing standards and the cost principles contained in the Federal Acquisition Regulations, 48 CFR Subpart 31.2. I low e 'V el, the 0 v e1 head 1 ate; [01 ea\.-h of the CONSlYL T ANT's G.sccil yeau, is limited to 1GO.OO pelcent. 2. For those services performed by other than the CONSULTANT, 'the CONSULTANT will reimburse 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. {\I S,\Sydney\ WPDOCS\9\9603\9603A\oppond;x d. "'I,d Page 1 of 3 Pages Appendix "D" .(' Rev. 7/1/89 3. 4. The total amount of the fixed fee is $ 1,911.77 . The total compensation for Section A(l), (2) and (3) of this Appendix "D" shall not exceed $14,864.78 unless approved in writing by the Local Public Agency, Indiana Department of Transportation and Federal Highway Administration. A breakdown of the estimated costs for the project is as follows: 5. Base Payroll Cost $ 6,000.25 Payroll Burden and General Overhead at 112.41% $ 6,744.88 Estimated Total Labor and Overhead Costs $ 12,745.13 Fixed Fee $ 1,911.77 Direct Non-Salary Cost $ 207.88 TOTAL $ 14,864.78 B. Method of Payment 1. Payment shall be made monthly to the CONSULTANT upon submission to the Local Public Agency of an invoice, including an amount of the fixed fee arrived at by taking a ratio of the accumulative monthly labor cost to the total labor cost as estimated above and multiplying this ratio by the total fixed fee. From the partial payment computed each month, there shall be deducted all previous partial fee payments made to the CONSULTANT. 2. Should the scope of the work be modified or this agreement terminated for any reason, the direct costs incurred by the CONSULTANT will be reimbursed and a revised amount of the fixed fee to be paid shall be negotiated between the parties to this agreement to reflect the changes in the scope, extent and character of the services to be furnished by the CONSULTANT from those contemplated for full completion of the agreement, had the scope of work not been adjusted or the agreement terminated. 8:\8ydney\ WPDOC8\9\9603\9603A\appendix d. wpd Page 2 of 3 Pages Appendix "D" fn .,."rn ,"""'"'IT rpnlllrp rnp1"i.f'~lnenI yrOleCrI\..eUreseuranveanu lIlspeC10rs 10 wurK r' 3. 1---- Ii Rev. 7/1/89 4. If, prior to the satisfactory completion of the services under this agreement, for any reason the total of the direct and indirect costs incurred by the CONSULTANT is within five percent (5%) of the maximum amount payable, the status will be evaluated. Adjustments to the maximum amount payable provided for by this section will not affect the fixed fee shown in Section A(3) of this Appendix "D". It is the policy of the Indiana Department of Transportation that Project Representatives and/or Inspectors be on the construction site whenever the Contractor is engaged in any activity requiring inspection or testing concurrent with the construction or activity. . 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 ProjectRepresentative and Inspectors to work over 40 hours per week. Should this become necessary, Overtime Premium may be paid on this project at a rate of 1.5 times the actual hourly rate for all hours worked on this project by the Project Representative and Inspectors over 40 hours per week. C,\SyJ."ey\wpdocs\9\9603\9603A\appendix a. wpJ Page 3 of 3 Pages Appendix ''D''