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AGREEMENT
This agreement is made and entered into rf4/IJUM!{ I tJ oN. 2006'.
by and between the State of Indiana, acting by and through the Indiana Department of
Transportation (''INDOT'') and the City of Jeffersonville ("CITY'').
WHEREAS. plans and specifications have been prepared for this project by the U.S.
Army Corps of Engineers;
WHEREAS. the U.S. Anny Corps of Engineers is providing funding for the project;
WHEREAS. the U.S. Army Corps of Engineers will provide project management for
the project;
WHEREAS, INDOT will recommend approval of this project to the Federal Highway
Administration for construction with enhancement funds apportioned to INDOT as found in Title
23, United States Code;
WHEREAS, the enhancement funds will provide the matching share to the funds
provided by the Army COl}) "fEngineers;
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WHEREAS, the enhancement funding program does allow "advance payment" for start
up cost;
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WHEREAS. the right of way for the project is of sufficient width to meet approved
design standards for the project; and
WHEREAS, through the cooperation of the CITY, INnOT and the Federal Highway
Administration, the following designated project has been approved by the Federal Highway
Administration and is ready for letting by the U.S. Anny Corps of Engineers.
Proiect No. STP- BIKE (050)
Des. No. 0500611
Description: Enhancement of the Ohio River Greenway (Restaurant Row Segment)
from the Kennedv Bridge to near Pearl Street.
Now therefore, in consideration of the mutual covenants, herein contained, the CITY and
INDOT mutually covenant and agree as follows:
1. The maximum. amount of federal funds provided to the CITY for the matching share of
the cost shall be $1.000,000 . The total amount of the entire cost of the project
($2,700,000 estimated). The U.S. Corps of Engineers and the CITY will provide the
remaining funds that are required.
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2. This amount is advance payment" for start up cost.
3. The final project costs and matching cost will be detennined upon completion of the
construction. The:final project cost shall be based on unit prices and final quantities.
4. Upon completion of the co~truction and prior to final settlement of the project costs
pursuant to this project, a:final book audit of the project costs shall be done byINDOT.
5. NOD-Discrimination. Pursuant to I.e. 22-9-1-10 and the Civil Rights Act of 1964, the
CITY and its agents and subcontractors, if any, shall not discriminate against any
employee or applicant for employment, to be employed in the performance of the work
under this Agreement, with respect to hire, tenure, tenus, conditions or privileges of
employment or any matter directly or indirectly related to employment, because ofrace,
color, religion, sex, disability, national origin or ancestry. Breach of this covenant may
be regarded as a material breach of the Agreement. Acceptance of this Agreement also
signifies compliance with applicable Federal laws, regulations and Executive Orders
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prohibiting discrimination in the provision of services based on sex, disability or status as
a veteran.
The CITY understands that lNDOT is a recipient of federal funds. Pursuant to that
1lllderstanding, 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 CPR 60-1.7.
The CITY 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.
6. ModificationlEntire Agreement. This Agreement may be amended from time to time
hereafter only in writing executed by the parties hereto and submitted to the Indiana
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Attorney General for approval as to form and legality. No verbal change, modification,
or amendment shall be effective unless in writing and signed by the parties and approved
by the Attorney General or his authorized representative. The provisions hereof
constitute the entire agreement betWeen the parties and supersede any verbal statement,
representations. or warranties, stated, or implied.
7. Governing Laws. This Agreement shall be construed in accordance with and governed
by the laws of the State of Indiana and suit, ifany must be brought in the State of Indiana.
8. Maintaining a Drug-Free Workplace, Executive Order #90.5. The CITY hereby
covenants and agrees to make a good faith effort to provide and maintain a drug-free
workplace. The CITY will give written notice to lNDOT within ten (10) days after
receiving actual notice that an employee has been convicted of a criminal drug violation
occurring in the CITY's workplace within the state of Indiana.
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False certification or violation of the certification may result in sanctions including, but not
limited to, suspension of contract payments, termination of the contract or agreement
and/or debarment of contracting opportunities with the CITY for up to three (3) years.
In addition to the provisions of the above paragraphs, if the total amount set forth in this
Agreement is in excess of $25,000.00, the CITY hereby further agrees that this Agreement
is expressly subject to the terms, conditions and representations of the following
certification:
Pursuant to Executive Order No. 90-5, April 12, 1990, issued by Governor ofJndiana. the
Indiana Department of Administration requires the inclusion of this certification in all
Agreements with and grants from the State of Indiana in excess of $25,000.00. No award
of an Agreement shall be made, the total amount of which exceeds $25,000.00, shall be
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valid unless and until this certification has been fully executed by the CITY and attached to
the Agreement as part of the Agreement documents. False certification or violation of the
certification may result in sanctions including, but not limited to, suspension of the
Agreement payments, termination of the Agreement and/or debarment of contracting
opportunities with the State for up to three (3) years.
The CITY certifies and agrees that it will provide a drug-free workplace by:
A. Publishing and providing to all of its employees within the state of Indiana a
statement notifying employees that the unlawful manufacture, distribution,
dispensing, possession or use of a controlled substance is prohibited in the CITY's
workplace within the state of Indiana and specifYing the actions that will be taken
against employees for violations of such prohibition;
B. Establishing a drug-free awareness program to inform employees about (1) the
dangers of drug abuse in the workplace; (2) the CITY'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;
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 employer of any criminal drug statute conviction for a
violation occurring in the workplace no later than five (5) days after such conviction;
D. Notifying in writing the Indiana Department of Transportation and the Indiana
Department of Administration within ten (10) days after receiving notice from an
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employee under subdivision (C) (2) above or othervvise receiving actual notice of
such conviction;
E. Within thirty (30) days after receiving notice under subdivision (C) (2) above of a
conviction, imposing the following sanctions or remedial measures on any employee
who is convicted of drug abuse violations occurring in the workplace: (1) 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
F. Making a good faith effort to maintain a chug-free workplace through the
implementation of subparagraphs (A) through (E) above.
9. Subsequent Acts. The parties agree that they will, at any time and from time to time,
from and after the execution of tbis Agreement, upon request, perform or cause to be
perfonned such acts, and execute, acknowledge and deliver or cause to be executed,
acknowledged and delivered, such documents as may be reasonably required for the
performance by the parties of any of their obligations under this Agreement.
10. Funding Cancellation. When the Director ofth.e State Budget Agency makes a written
determination that funds are not appropriated or otherwise available to support
continuation of this Agreement, the Agreement shall be canceled. A determination by the
Budget Director that funds are not appropriated or otherwise available to support
continuation of performance shall be final and conclusive.
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11. Non-Waiver. No delay or failure by either party to exercise any right hereunder, and no
partial or single exercise of any such right, shall constitute a waiver of that or any other
right, unless otherwise expressly provided herein.
12. Headings. Headings in this Agreement are for convenience omy, and shall not be used to
interpret or constnle its provisions.
13. Assignment. This Agreement shall be binding upon and inure to the benefits of the
parties, their legal representatives, successors and assigns, provided, however, because
this Agreement is personal to each of the parties hereto, no party may ~ell assign,
delegate, or transfer this Agreement or any portion thereof, including, without limitation.
any rights, title, interests, remedies, powers, and/or duties hereunder without the express
written consent of the other party.
14. Severability. Wherever possible, each provision of this Agreement shall be interpreted
in such manner as to be effective and valid under applicable law, but if any provision of
this Agreement shall be prohibited by or invalid uIider applicable law, such provision
shall be ineffective only to the extent of such prohibition or invalidity, without
invalidating the remainder of such provision or the remaining provisions of this
Agreement.
15. Attorney General Approval. This Agreement shall not be effective unless and until
approved by the Attorney Genefa1 of Indiana, or an authorized representative, as to form
and legality.
16. Authorizations. Any person executing this Agreement in a representative capacity
hereby warrants that he/she has been duly authorized by hislher principal to execute this
Agreement on such principal's behalf.
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17. Force Majeure, Suspension and Termination. 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, actions or decrees of governmental bodies or communication
line failure not the fault of the affected party (hereinafter referred to as a "Force Majeure
Event"), the party who has been so affected shall immediately give notice to the other
parties and shall do everything possible to resume performance. Upon receipt of such
notice, all obligations under this Agreement shall be immediately suspended. If the
period of nonperformance exceeds thirty (30) days from the receipt of notice of the Force
Majeure Event, the party whose ability to perform has not been so affected may be given
written notice to terminate this Agreement.
18. Substantial Performance. This Agreement shall be deemed to have been substantially
performed only when fully performed according to its terms and conditions and any
modification thereof.
19. General Liability Provisions. The CITY or its agents shall indemnify, defend,
exculpate, and hold harmless INDOT, its officials and employees from any liability due
to loss, damage, injuries, or other casualties of whatever kind, or by whomsoever caused,
to the person or property of anyone on or off the right-of-way arising out of, or resulting
from the work covered by this Agreement or the work connected therewith, or from the
installation, existence, use, maintenance, condition, repairs, alteration or removal of any
equipment or material, whether du.e in whole or in part to the negligent acts or omissions
of INDOT, its officials or employees, the CITY. its agents, employees or other persons
engaged in the performance of the work. including any claims arising out of the Workers'
Compensation Act or any other law, ordinance, order, or decree. The CITY and its
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agents further agree to pay all reasonable expenses and attorneys' fees incurred by or
imposed on INDOT in connection herewith in the event that the CITY or its agents shall
default under the provisions of this Section.
20. Debarment and Suspension. The CITY certifies, by entering into this agreement, that
neither it nor its principals are presently debarred, suspended, proposed for debarment,
declared ineligible, or voluntarily excluded from entering into this agreement by any
federal agency or department, agency or political subdivision of the State of Indiana. The
term "principal" for purposes of this agreement is defined as an officer, director, owner,
partner, key ~ployee, 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.
21. Conflict of Interest.
Ai; used in this section:
A. "Immediate family" means the spouse and the unemancipated children of
an individual.
B. "Interested. party," means:
1. The individual executing this Contract;
2. An: individual who has an interest oftbree percent (3%) or more of
City, if City is not an individual; or
3. Anymember of the immediate family of an individual specified under
subdivision 1 or 2.
C. "Commission" means the State Ethics Commission.
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D. INDOT may cancel this Contract without recourse by City if any
interested party is an employee of the State of Indiana.
E. INDOT will not exercise its right of cancellation under section B above if
City gives INDOT an opinion by the Commission indicating that the existence of
this contract and the employment by the State of Indiana of the interested party
does not violate any statute or code relating to ethical conduct of state employees.
F. INDOT may take action, including cancellation of this Contract consistent
with an opinion of the Commission obtained under this section.
G. City has an affirmative obligation under this Contract to disclose to
INDOT when an interested party is or becomes an employee of the State of
Indiana. The obligation under this section extends only to those facts that City
knows or reasonably could know.
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22. Non..eollusion and Acceptance. The undersigned attests, subject to the penalties for
pe:tjury, 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 finn, company, corporation or
partnership represented by him/her, directly or indirectly, to the best ofhislher
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 Of other
consideration for the execution of this agreement other than that which appears upon the
face of the agreement.
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23. Ethics. The LP A and its agents shall abide by all ethical requirements that apply to
persons who have a business relationship with the State, as set forth in Indiana Code ~
4-2-6 S!! ~ the regulations promulgated thereunder, and Executive Order 04-08, dated
April 27, 2004. If the LP A is not familiar with these etl1ical requirements, the LP A
should refer any questions to the Indiana State Ethics Commission, or visit the Indiana
State Ethics Commission website at <http://WWW.in.2ov/ethicsl>. If the LPA or its
agents violate any applicable ethical standards, the State may, in its sole discretion,
terminate this contract immediately upon notice to the contractor. In addition, the LP A
may be subject to penalties under Indiana Code S 4-2-6.12.
24. Compliance with Telephone Solicitations Act
As required by IC 5-22-3-7:
(1) the Contractor and any principals of the Contractor certify that
(A) the Contractor, except for de minimis and nonsystematic
violations, has not violated the tenus of
(i) IC 24-4.7 [Telephone Solicitation of Consumers],
(ii) Ie 24-5-12 [Telephone Solicitations], or
(ill) IC 24-5-14 [Regulation of Automatic Dialing Machines]
in the previous three hundred sixty-five (365) days,
even ifIC 24-4.7 is preempted by federal law; and
(B) the Contractor will not violate the tenns ofIC 24-4.7 for
the duration of the Contract, evenifIC 24-4.7 is
preempted by federal law.
2. . The Contractor and any principals of the Contractor certify that
an affiliate or principal of the Contractor and any agent acting
on behalf of the Contractor or on behalf of an affiliate or
principal of the Contractor:
(A) except for de minimis and nonsystematic violations, has not
violated the terms of 24-4. 7 in the previous three
hundred sixty-five (365) days, even ifIC 24-4.7 is
preempted by federal law; and
(B) will not violate the terms ofIC 24-4.7 for the duration of
the Contract, even if IC 24-4.7 is preempted by federal
law.
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IN WITNESS THEREOF. the parties hereto have executed this Agreement.
INDIANA DEPARTMENT OF
TRANSPORATION
Recomm~4ed for Approval
Signature
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Printed Name
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Executed By:
Signature
f?obeJ.tT L P7/tLlf2.
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Printed Name
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Printed Name
Ap'proved:
;l..L"''''~ ~ Tel'-
Earle Goode, C - missioner
Department of Administration
Date: 11.-15-c6
Signature
Printed Name
Charle S - alliol. Director
State Budget Agency
Date: I:I-\?-G \ ~5
ATTEST:
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Signa fe
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Printed Name
Date:
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Approved as to Form and Legality:
~tC'7"~/~7iZ~
Steve Carter
Attorney General of Indiana
Date: / - 10 - 0 to
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ACKNOWLEDGMENT
STATE OF INDIANA
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COUNTY )
Before me, the undersigned Notary Public in and for said County personally ap eared
lid ch c' owledged the execution of the foregoing A:greement on this
.!J I day of ~J .,:t; I!OO:l:" /J, OD .s-:
Witness my han d seal the said last named date.
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County of Rellidence
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Notary Public .
de-) en R fl1e IJei je
Typed or Printed Name
My Commission Expires
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A C KN OW LED G MEN T
STATE OF INDIANA )
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MARION coUNTY )
Befure.... cbo unden~ Now;' Pub~ Coomty...",..,.ny .pJ>'=l
~ 'Jj!,MJ1AI)/ f). JfrAA..p, t14p1 of the Indiana Department of
TransportatiOn, and acknowledged the execution of the foregoing Agreement on this
({fA day of ~fp/'iJJ1).J.-t;:; ~ 6!..{)o5:
Witness my hand and seal the said last named date.
My Commission Expires
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County of Residence
JJAMnL'~ ldihrlJ
Notary Public
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Typed or Printed Name
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The following clause is added as an additionalcontrttct term to EDS# A"'U1..1- 9f,SS -It,,4-
~d'S1Y'~n It)Q1~1fK4.}' ('k-4.S ;"4","'W Rel4I)
between
Printed Name:
Initials -:5 M f)
Agency:
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and
Printed Name: ~ber ~ L. WA\Z-l 0t2.
Contractor: J' .Q ~J S D" II I floe.
Initials
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Payments
All payments shall be made in arrears in conformance with state fiscal
policies and procedures and, as required by Ie 4-12-2-14.8, by electronic
funds transfer to the financial institution designated by the Contractor in
writing unless a specific waiver has been obtained from the Auditor of State.
No payments will be made in advance of receipt of the goods or services that
are the subject of this Contract except as permitted by IC 4-13-2-20.
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l1AV-23-2003 FRI 08:41AM INooT FAX NO. 317 233 4929
INDIANA PEPARTMENT OF TRANSPORTATION
LPA CLAIM VOUCHER
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AG=:NCY NAM!;
INDOT
AG NCY NUMBER
600
SOCIAL $j;CUR.ITV NUMBER
FEDSRA~LD.H~MaER
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o 35600098002
STA're
47129
ZIP
VfSNDOfl
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TOTAL ANlOUNTt 500.000..00 DOC 1.0. : pV 800 .,,,\a / I ~q-:.:;..
lHOOT ACCOUNTING LINE DISTRIBUTION
LN NUMBER FUND AGCY .()flG APPR UNn ACTV OBJ NUMBj;R PRTY AMO,UNT
01 i15~ 14100 800 10">>.1 I.... 70.2 17~1 I:Jq . r>/ ~ .l1t(?, "'^ fi"
02 800
03 600
LINE NO.
j) NO. STP-9910(~3)
4~4-e3 jW) (const.) t:;nglneetlng. FQf'CC AOOQunt or RJW Co'ilW .
i wr Bike!ped Trail elol'\g lt1~ Ohio River Greenway
elc In CltsrkeViDe to be fat by the US ~ Corp
L''7j ~ y~ ,~ ' r l!'rom ' 05123103 To 10/01104
$0.00
IVJJt ::J&fj ~ ~.4d~ $0.00
-16 ~& ~~. n $500.000.00
M~ 1~ ~#'.,t- k.7 id%} 100.00% $500.000.00
i-- ~ "'00
EXa:MPT PER I.C. 5..17-5..2
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. PUl'$uant to tho PfOvi$IOns and penaltle1r of. Indiana codel:i.11.10.1. I horoby certify thllt th. '(.,ragolnG F\.Ind and C....tGf is ju...t 30d COn'41et.
tl'l~t th4 ;tmount claimed Is I&aBlly due. after aUowfng all jU$t credits, and that no part Of ili& 38me ha" been paitl.
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Ojilcllll Titlc Dato (Month. D~)'. V~ar) <?
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APPROVED BY THE STATE BOARD OF ACCOUNTS FOR THE CITY OF JEFFERSONVII.I.E.
RECEIPT
CITY OF JEFFERSONVILLE
501 E COURT
JEFFERSONVILLE IN 47130
TELEPHONE:812-285-6422
FAX:812-285-6426
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Date: 03/14/2006
Received From: LM
Fund Object
444 370.000
Bank Title
o GREENWAY PROJECT
Description
BR 444650370
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Receipt No: 9649
Time: 10:00:51
Payment
Type
Check
*** Total ***
PEGGY WILDER
Form 203A/217/311
Amount
1000000.00
1000000.00
CLERK-TREASURER
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