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HomeMy WebLinkAbout2009 - LPA-Consulting Contract 4 Version 6-09-09 LPA-CONSULTING CONTRACT This Contract ("this Contract") is made and entered into effective as of v ~ 1, , 2009 ("Effective Date") by and between City of Jeffersonville, Indiana, acting by and through its proper officials ("LOCAL PUBLIC AGENCY" or "LPA"), and Bernardin, Lochmueller and Associates, Inc. ("the CONSULTANT"), [an individual residing in the State of Indiana] [a corporation limited liability company organized under the laws of the State of Indiana]. Des. No.: 0810280 Project Description: 10th Street Reconstruction Project from Dutch Lane/Penn Street to Reeds Lane 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 CONSULTANT to provide services toward the Project completion more fully described in Appendix "A" attached hereto ("Services"); WHEREAS, the CONSULTANT has 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 I SERVICES BY CONSULTANT. The CONSULTANT will provide the Services and deliverables described in Appendix "A" 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 "B" 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 ~y ~ v 20 t l A schedule for completion of the Services and deliverables is set forth in Appendix "C" which is herein attached to and made an integral part of this Contract. SECTION N COMPENSATION. The LPA shall pay the CONSULTANT for the Services performed under this Contract as set forth in Appendix "D" which is herein attached to and made an integral part of this Contract. The maximum amount payable under this Contract shall not exceed $1,108,000.00. 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. Page 1 of 14 208-0045-OHY s Version 6-09-09 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, 1NDOT, 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's Economic 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 Lobbvine 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 entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. Page 2 of 14 208-0045-OHY Version 6-09-09 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: 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. iii. Work Speck Standards. The CONSULTANT and its SUBCONSULTANTS, 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. Page 3 of 14 208-0045-OHY Version 6-09-09 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. 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 SUBCONSULTANTS. The CONSULTANT's SUBCONSULTANTS 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 SUBCONSULTANT becomes debarred or suspended, and shall, at the LPA's request, take all steps required by the LPA to terminate its contractual relationship with the SUBCONSULTANT 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's 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 fmal 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 LPA's 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 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. 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's prior written consent. Page 4 of 14 208-0045-OHY Version 6-09-09 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 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 of a material change in the work immediately after the CONSULTANT first recognizes the material change. 11. Non-Discrimination and 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 Sea 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 the LPA 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 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 the LPA, as the sub-recipient and INDOT, as the recipient, deem appropriate. B. During the performance of this Contract, the CONSULTANT agrees as follows: The CONSULTANT shall comply with the Regulations relative to nondiscrimination in Federally-assisted programs of the Department of Transportation Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to in this part as the Regulations), which are herein incorporated by reference and made a part of this Contract. ii. In the event of the CONSULTANT's noncompliance with the nondiscrimination provisions of this Contract, the LPA shall impose such sanctions as it, INDOT or the Federal Highway Administration may determine to be appropriate, including, but not limited to: (a) withholding of payments to the CONSULTANT under this Contract until the CONSULTANT complies, and/or (b) cancellation, termination or suspension of this Contract, in whole or in part. C. 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 Page 5 of 14 208-0045-OHY Version 6-09-09 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") to INDOT's 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. 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 12. 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 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 a party 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. 13. Drue-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 adrug-free workplace by: 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 adrug-free awareness program to inform its employees of (1) the dangers of drug abuse in the workplace; (2) the CONSULTANT'S 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; iii. Notifying all employees in the statement required by subparagraph 13.B.i above 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; Page 6 of 14 208-0045-OHY Version 6-09-09 iv. Notifying in writing the LPA within ten (10) days after receiving notice from an employee under subdivision 13.B.iii(2) above, or otherwise receiving actual notice of such conviction; v. Within thirty (30) days after receiving notice under subdivision 13.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 to maintain adrug-free workplace through the implementation of subparagraphs 13.B.i through 13.B.v above. 14. 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. 15. GoverninE 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. 16. 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. 17. Indemnification. The CONSULTANT agrees to indemnify the LPA, its 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. The LPA shall not provide such indemnification to the CONSULTANT. 18. Indeaendent 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. 19. 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 Page 7 of 14 208-0045-OHY Version 6-09-09 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 clazification 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. 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's acceptance 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 17 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 to immediately terminate this Contract. Professional Liability Insurance The CONSULTANT must obtain and carry professional liability insurance as follows: For the LPA 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, 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, 14.1 - 14.5, the CONSULTANT shall carry $1,000,000.00 per occurrence, $2,000,000.00 general aggregate. Coverage Page 8 of 14 208-0045-OHY Version 6-09-09 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. 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'S business, 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: 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 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. Page 9 of 14 208-0045-OHY Version 6-09-09 3. The CONSULTANT or SUB-CONSULTANT shall name the LPA as an additional insured. 20. MerEer 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. 21. 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: Notices to the LPA shall be sent to: City of Jeffersonville 500 Quartermaster Court, Suite 200 Jeffersonville, Indiana 47130 Notices to the CONSULTANT shall be sent to: Bernardin, Lochmueller and Associates, 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 a Notice 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. 22. 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. 23. 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's prior 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 Page 10 of 14 208-0045-OHY Version 6-09-09 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. 24. Payments. All payments shall be made in arrears and in conformance with the LPA's fiscal policies and procedures. 25. 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's fees, except as required by Indiana law in part, IC 5-17-5, L C. 34-54-8, and I. C. 34-13-1. 26. 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. 27. 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. 28. 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: 29. Sub-consultant AclcnowledEement. 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 to performance of the Services by any SUB- CONSULTANT. 30. 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. 31. Taxes. The LPA will not be responsible for any taxes levied on the CONSULTANT as a result of this Contract. 32. 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. Page 11 of 14 208-0045-OHY Version 6-09-09 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 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. 33. 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 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 14). 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. Page 12 of 14 208-0045-OHY Version 6-09-09 34. 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'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. 35. 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. 36. No Third-Party Beneficiaries. This Agreement is solely for the benefit of the parties hereto. Other than the indemnity rights 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. [Remainder of Page Intentionally Left Blank] Page 13 of 14 208-0045-OHY Version 6-09-09 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. In Witness Whereof, the CONSULTANT and the State of Indiana 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. Bernardin, Lochmueller & Associates, Inc. I~IQ.c~- o~9G~ Signature Keith Lochmueller. Chairman/CEO (Print or type name and title) Attest: ignature Matthew E. Wannemuehler Secretary (Print or type name and title) (Print or type name and title) Signature (Print or type name and title) Signature (Print or type name and title) Page 14 of 14 208-0045-OHY APPENDIX "A" SERVICES BY SUBCONSULTANT A. Introduction 10th Street (Old SR 62) runs from downtown Jeffersonville and continues to the northeast through the suburban areas of Jeffersonville and connects I-65 to I-265. The proposed reconstruction project will include approximately 1.4 miles of 10th Street from the northeastern end of the previous reconstruction project northeast of the Dutch Lane/Penn Street intersection to just northeast of Reeds Lane. The project will consist of widening the roadway to a five lane section having a center two way left turn lane as well as new curb and gutter and sidewalks. The pavement rehabilitation will consist primarily of widening, surface milling and an asphalt overlay. In addition, a new closed storm sewer system will be constructed to separate the existing combined storm/sanitary sewer system that exists in the southern half of the project limits. The reconstruction project will also add left turn lanes at Main Street and provide designs that will reduce the skew angles at the Clairview Drive, Sharon Drive, Kehoe Lane and Reeds Lane intersections. The Plank Road/Oaklawn Drive/Springdale Drive intersection will also be improved to reduce the intersection skew angle and convert the existing five-leg intersection to a four-leg intersection. The project will involve coordination with the JeffBoat Railroad, but does not include improvements to the existing at-grade crossing. B. Topogr, aphic Survey Data Collection The CONSULTANT shall perform the topographic survey data collection in accordance with LC. 25-21.5; 865 LA.C. 1-12, and the Indiana Design Manual, Part III, Location Surveys. If there is a conflict between these three then the order ofprecedence shall be in the order listed above. Public utilities will be researched utilizing the IC7PPS "Holey Moley" service. A Location Control Route Survey will also be prepared. CITY OF JEFFERSONVILLE Page 1 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" The minimum survey limits are as follows: • 10~' Street (mainline) -From the center of the l Ot" Street intersection with Dutch Lane/Penn Street to 500 feet northeast of the Reeds Lane intersection, approximately 7,450 feet. • Dutch Lane/Penn Street - No extended limits beyond mainline offset. • Pratt Street - 200 feet northwest and southeast of l Ot" Street • French Street - 200 feet northwest and southeast of 10~' Street • Howard Avenue - 200 feet northwest and southeast of l Ot" Street • Morningside Drive - 200 feet southeast of l Ot" Street • Cherry Drive - 200 feet southeast of l Ot" Street • Main Street - 500 feet northwest and southeast of l Ot" Street • Nachand Avenue - 500 feet northwest and southeast of l Ot" Street • Clairview Drive - 300 feet southwest of l Ot" Street • JeffBoat Railroad - 150 feet northwest and southeast of 10~' Street • Sharon Drive - 500 feet southeast of 10~' Street • Plank Road - 1,000 feet southwest of l Ot" Street • Oaklawn Drive - 300 feet northwest of Plank Road • Springdale Drive - 300 feet southeast of 10t" Street • Kehoe Lane - 300 feet southeast of l Ot" Street • Reeds Lane - 300 feet northwest of 10~' Street The survey coverage shall extend to the face of the houses or other building structures adjacent to the 10~' Street Right-of--Way along the mainline between Penn Street and Main Street. The survey coverage along the mainline between Main Street and Reeds Lane shall extend to a point 500 feet northeast of Reeds Lane and shall extend a minimum 80 feet right and left of the baseline. The S-Line coverage shalt also extend a minimum 80 feet right and left of their respective baselines. CITY OF JEFFERSONVILLE Page 2 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" C. Environmental Documentation The CONSULTANT shall prepare the Categorical Exclusion Level 2 or higher for this project, in accordance with INDOT's CE Manual dated March 2008 and shall include a Phase lA Archaeological Field Reconnaissance and a Phase I Environmental Corridor Assessment. The tasks to be performed shall include the following: 1. Project Organization: Perform file management, coordination with other team members and general project management activities. 2. Property Owner Notification: Provide notification of environmental field surveys to each potentially impacted property OWNER. 3. Field Ins ection: Perform a field inspection of the project location by biologists and a historian. Develop maps prior to the field inspection and photograph documentation a$er the field inspection. 4. Early Coordination Pre aration: Develop and transmit early coordination packages (including letters, maps, photographs, project plans) to resource agencies per INDOT's CE Manual dated March 2008. 5. Section 106 Documentation and Coordination for "No Historic Properties Affected" and "No Adverse Effect": Prepare the Historic Properties Report, coordinate with the SHPO and consulting parties and prepare the 800.11 documentation, including findings of "No Historic Properties Affected" and "No Adverse Effect". Attend one consulting party meeting. a. Section 106 Documentation and Coordination for "Adverse Effect" Findin (IfNecessarY~: Perform additional coordination and documentation involved in an "Adverse Effect" finding for historic properties. Prepare a Memorandum of Agreement, attend one consulting party meeting, develop mitigation measures and acquire a certificate of appropriateness (If Necessary). 6. Prepare Categorical Exclusion: Prepare, obtain approval and distribute the CE forms and associated attachments. CITY OF JEFFERSONVILLE Page 3 of 16 208-0045-OHY s:\accnung\coniract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" 7. Meetings: Attend up to two meetings with either the City ofJeffersonville, INDOT, or a public information meeting or hearing. 8. Section 4(f)/Section 6(f): a. Section 4(f) De Minimis/Net Benefit (One Resource Only) (If Necessary): Evaluate potential impacts to public parks, recreational areas, trails, wildlife refuges, schools, or historic sites within the project vicinity. Coordinate with the OWNER of the properties, INDOT and FHWA as well as document a "de minimis" or "net benefit" Section 4(f) finding. Prepare documentation for one resource only on a per property/resource impacted basis. b. Individual Section 4 One Resource Onl If Necessa Prepare an individual Section 4(f) evaluation for impacts to parks, recreation areas, schools or historic sites. Develop and evaluate for prudence and feasibility avoidance and minimization alternatives. Develop a Section 4(f) evaluation document and coordinate with INDOT and FHWA to obtain approval. Prepare documentation for one resource only on a per property/resource impacted basis. 9. Phase I Environmental Corridor Assessment: Complete a Phase I Environmental Site Assessment (ESA) for the project corridor. The Phase I ESA shall be consistent with the American Society for Testing & Materials (ASTM) Standard E 1527-OS and the "Standards and Practices for All Appropriate Inquiry) 40 CFR 312 (AAI rule). D. Water Resource/Stormwater Permittin The CONSULTANT shall provide assistance in obtaining the following permits: • USACE Section 404 Nationwide Permit • IDEM 401 Water Quality Certification • IDEM NPDES Rule 5 Permit The CONSULTANT shall provide the following permitting assistance: Field Review of Project Site: Perform a field review of the proposed project area to identify any impacts to permittable water resources that may be impacted by the proposed project. CITY OF JEFFERSONVILLE Page 4 of 16 208-0045-OHY s:\accnting\contract\2080045\ciTy appendix 062209_rev cdc.doc APPENDIX "A" 2. Agency Coordination: Complete agency coordination with all of the regulatory agencies to verify that either no compensatory mitigation will be needed or to verify that On-Site Compensatory Mitigation will be required for the project. 3. Jurisdictional Determination Report: Prepare a Jurisdictional Determination Report to identify if the stream and/or other water resources proposed to be impacted by this project are jurisdictional waters and regulated by the USACE or if the impacts are isolated and only regulated by the state agencies. 4. USACE Section 404 Nationwide Permit: Complete the USACE Section 404 Nationwide Permit Application that will be required far any impacts to jurisdictional water resources. 5. On-Site Mitigation and Monitorin Plan (If Necessary): Provide additional project coordination and complete an On-Site (Within Existing Project Limits) Mitigation and Monitoring Plan to mitigate for the impacts to water resources caused by this project. The plan shall include design plans, planting plans, success criteria for the mitigation site and monitoring plan criteria for the mitigation site. Complete the USACE Section 404 Regional General Permit Application that will be required for any impacts to jurisdictional water resources. 6. IDEM 401 Water Quality Certification: Complete the IDEM Individual 401 Water Quality Certification Application or the 401 Regional General Permit Application that will be required for any impacts to state regulated water resources. 7. IDEM NPDES Rule 5 (Erosion Control): Provide for the design of erosion control measures and prepare a set of Storm Water Pollution Prevention plans and develop the Technical Review Guidelines and Notice of Intent (NOI). Once developed, the permit application shall be completed and submitted to IDEM along with the appropriate documentation for their review and approval. E. Traffic Analysis The CONSULTANT shall provide planning services to forecast turning movements for the opening and design years for the four (4) signalized intersections of 10~' Street and Main Street, 10th Street and Nachand Drive, 10th Street and Sharon Drive, and 10~' Street and Plank CITY OF JEFFERSONVILLE Page 5 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.dce APPENDIX "A" Road/Springdale Drive. No traffic analysis will be performed on the remaining unsignalized intersections and private drives. This effort shall involve the following activities: 1. Conduct 48-hour Vehicle Classification Counts and peak-hour turning Movement Counts at the four (4) signalized intersections. The CONSULTANT shall place pneumatic vehicle classification counters on the four (4) legs of each intersection for a 48-hour period and report the results of the traffic counts by vehicle class for 15- minute intervals. The CONSULTANT shall conduct manual vehicle classification turning movement counts for the morning and evening peak hour at each signalized intersection. The CONSULTANT shall use PETRA software (same as used by INDOT) for recording and reporting the turning movement counts. 2. Develop turning movement traffic forecasts. for daily AM and PM peak design hours for the opening and design years. The CONSULTANT shall review traffic forecasts for 10th Street and will obtain base and future year traffic forecasts from the MPO travel model to obtain growth factors. The CONSULTANT shall then apply annual compound growth rates to the legs of each intersection, balance the movements and generate daily and AM and PM peak hour design flows for the opening and design years. 3. Based on information in the INDOT Design Manual, traffic volumes of turning movements and knowledge of the operating speeds, the CONSULTANT shall identify which of the four (4) signalized intersections (10th Street and Main Street, 10th Street and Nachand Drive, l Ot'' Street and Sharon Drive and 10th Street and Plank Road/Springdale Drive) warrant left and/or right turn lanes. The CONSULTANT will conduct this turn lane warrant study at all legs of the four (4) signalized intersections. Where turn lanes are warranted, the CONSULTANT shall conduct a queue length analysis to determine the length of each turn lane. 4. Review and update the 20-Year Traffic Projection for 10th Street provided by KIl'DA, the Jeffersonville MPO based on information developed. CITY OF JEFFERSONVILLE Page 6 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209 rev cdc.doc APPENDIX "A" F. Field Check Desi n Phase 1. The project shall be designed in English units and in accordance with the following references, policies and guidelines. a. City of Jeffersonville Standards and Specifications b. American Association of State Highway and Transportation Officials, A Policy on Geometric Design of Highways and Street (2004) and Roadside Design Guide (1996) c. Indiana Department of Transportation i. INDOT LOCAL PUBLIC AGENCY Process Guidance Document for Local Federal-Aid Projects (LOCAL PUBLIC AGENCY Process Improvements Initiative) ii. Standard Specifications, 2010 and current supplemental specifications iii. Road Memoranda iv. Drainage Design Manuals v. Road Design Manuals d. Indiana Manual on Uniform Traffic Control Devices (IMUTCD) 2. The CONSULTANT shall complete the Field Check Design Plans, the Preliminary Design Documentation Report and a preliminary opinion of probable construction cost which shall be in accordance with the accepted standards for such work and in accordance with the following documents in effect at the time the Field Check Plans (35% Complete) are distributed: "Indiana Department of Transportation Design Standards for 3R Projects, Indiana Department of Transportation's Standard Specifications, Road Memoranda and Road Design Manuals except as modified by supplemental specifications and special provisions, if any. The CONSULTANT shall schedule a field check and mail a letter and a set of Field Check Plans to each involved stakeholders including but not limited to INDOT, the LOCAL PUBLIC AGENCY, utility companies with facilities within the project area and railroads when necessary. The CONSULTANT shall conduct the field check and shall prepare field check minutes and shall distribute the minutes to all stakeholders invited and in attendance at the field check. Comments from the field check will be CITY OF JEFFERSONVILLE Page 7 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.dce APPENDIX "A" incorporated into the project development as appropriate. No further work shall be done on the plans unless and until specifically directed by the LOCAL PUBLIC AGENCY. Design of pavement underdrains are not included in this task. 3. Design Exception/Staae 1 Plan (25% Complete) Submittal and Review (IfNecessary~ This task would be required if it is determined that the need for Level 1 Design exceptions will be required during the project development. All necessary documentation to request a formal Level 1 Design Exception shall be completed, plans and design calculations shall be prepared to a Stage 1 Plan level of completion in accordance with the accepted standards for such work and in accordance with the following documents in effect at the time the Field Check Plans are distributed: "Indiana Department of Transportation Design Standards for 3R Projects, Indiana Department of Transportation's Standard Specifications, Road Memoranda and Road Design Manuals except as modified by supplemental specifications and special provisions, if any. Stage 1 Plans will be submitted to INDOT via the Electronic Records Management System (ERNS) for review and approval at the Stage I level. No further work shall be done on the plans unless and until specifically directed by the LOCAL PUBLIC AGENCY. Design of pavement underdrains are not included in this task. G. Public Involvement 1. Develop Public Involvement Plan (PIPS -CONSULTANT shall develop a PIP to outline the strategy and responsibilities for informing and involving stakeholders during the planning phase and all the steps of the Project Development Process. 2. Project Kick-Off Meeting -CONSULTANT shall facilitate a project kick-off meeting. The kick-off meeting will provide an overview of the project process and timing, along with information on surveying, environmental field work, design and right-of--way services. The "draft" PIP will be presented. Also important to this meeting is the discussion of possible concerns with the coordination of construction efforts to accommodate any special considerations for the community. The CONSULTANT shall provide the following services as required for the meeting: CITY OF JEFFERSONVILLE Page 8 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209 rev cdc.doc APPENDIX "A" a. Assist in obtaining a location to hold the meeting b. Prepare meeting resource items, such as an agenda, maps, handouts, etc. c. Prepare a draft press release for publication d. Facilitate meeting discussion 3. The CONSULTANT shall participate in up to four (4) special small group meetings to address unique concerns that may arise as a result of this project. These could be with affected property owners, local officials, etc. 4. The CONSULTANT shall provide Public Involvement Services by assisting the LOCAL PUBLIC AGENCY in holding a Public Hearing. The CONSULTANT shall provide the following services as required for the meeting. a. Prepare presentation materials b. Assist in obtaining a location to hold the meeting c. Develop and publish a legal advertisement for the meeting and prepare a draft press release for publication d. Prepare displays, as required 5. Upon completion of the Public Hearing, and the subsequent comment period, the CONSULTANT shall meet with the LOCAL PUBLIC AGENCY to reach a consensus on the issues raised during the hearing and to prepare the hearing responses. The CONSULTANT shall then submit the necessary information to the INDOT District Environmental Services Manager (ESM) to obtain the public hearing certification for the project. H. Final Tracings Design Phase Following receipt of the public hearing certification, the CONSULTANT shall complete the final contract plans (Final Tracings), special provisions (recurring and unique), a final opinion of probable construction cost, and all other necessary documents, reports and calculations. The opinion of probable construction cost shall be prepared according to the current practices ofthe INDOT and shall include all items ofwork required for the complete construction of the work, including all temporary work necessary in connection therewith, but shall not include the cost of such items of work for which the LOCAL PUBLIC CITY OF JEFFERSONVILLE Page 9 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" AGENCY, through its own forces or through other party or parties will prepare detail plans. The unit prices to be used shall be in accordance with the methods used by the INDOT. The Final Tracings Package shall be submitted to INDOT via the Electronic Records Management System (ERNS) at least one month prior to the Final Package Submission. Design of pavement underdrains are not included in this task. I. Final Packa e Design Phase The CONSULTANT shall, upon completion and approval ofthe Final Tracings Package by the LOCAL PUBLIC AGENCY and INDOT, submit to INDOT all required documentation for the Final Package Submission via INDOT's ERNS. Design of pavement underdrains are not included in this task. J. Hydraulic Analysis The CONSULTANT shall make a study of the possible flood hazards that may be encountered on the project in accordance with Volume 6, Chapter 7, Section 3, Subsection 2 of the Federal Aid Highway Program Manual entitled "Location and Hydraulic Design of Encroachment ofFlood Plains". The CONSULTANT shall also evaluate the existing storm sewer system and design improvements to the system by separating combined sewers, where applicable. The design of the improvements shall be limited to within the survey limits defined in Section B above. K. Maintenance of Traffic The CONSULTANT shall prepare Maintenance of Traffic plans for the project based on input from the LOCAL PUBLIC AGENCY and INDOT. L. Railroad Coordination The CONSULTANT shall perform railroad coordination which shall include the following: l . Notify INDOT District Local Program Coordinator of railroad involvement. 2. Make preliminary contacts with the Railroad to determine design criteria and future railroad improvements. CITY OF JEFFERSONVILLE Page 10 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A>, , 3. Develop a scope of work for all railroad related items and plans for review by the railroad for preparation of a force account estimate. 4. Assist LOCAL PUBLIC AGENCY to allocate and appropriate funds for costs related to railroad reimbursement of project-related expenses including preliminary engineering and construction. 5. Mail a letter and a set of Field Check Plans (3S% complete) to the involved railroad in conjunction with the Field Check. 6. Mail a letter and a set of Final Tracings (95% complete) to Railroad at the same time plans are submitted to the LOCAL PUBLIC AGENCY and INDOT and request approval of the crossing design. 7. Provide information to INDOT District office for their preparation of Railroad agreement and railroad coordination. M. Utility Coordination Perform Utility Coordination in accordance with Title 105 IAC Article 13 and the current INDOT Utility Coordination Procedures. The CONSULTANT shall perform utility coordination which shall include the following: 1. Identification of Utilities within the ~eoaraphical limits of the project a. Check LOCAL PUBLIC AGENCY utility permit files to determine what Utility has been issued permits within the geographical limits ofthe proposed highway improvement project. b. Review the plans (maps) provided by LOCAL PUBLIC AGENCY for previous improvement projects in the vicinity of the current project. a Contact the INDOT project sponsor to obtain information on previous improvement projects and plans. Ifthey do not have plans from past projects, request copies as is done on INDOT projects. d. Contact local government officials in nearby city(s) or town(s) to identify the names of utilities within the geographical limits ofthe proposed improvement project. CITY OF JEFFERSONVILLE Page 11 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" 2. Com letion of an Initial Notice of Improvement to potentially affected Utilities a. Each utility identified will be notified of the improvement project by a letter sent to the authorized representative listed on the INDOT web site. The letter will be sent by certified mail or the utility authorized representative will be contacted within a few days to verify that they received the letter. 3. Verification of Existine Facilities within the desi n Tans a. Mail a letter and a set of preliminary plans (Comparable to INDOT Stage 1 Plans - 25% complete) to each utility that has facilities within the project area requesting that they verify their facilities as shown on the plans. b. Update plans with any information returned from the utility describing inaccuracies so the utility facilities can be shown accurately. c. Provide the utility with an updated set of plans showing the corrections to verify that they are correct. d. Revise design plans to represent any utility locations provide by utility. 4. Completion of Conflict Review and Analysis for all affected Utilities a. Mail a letter and a set of Field Check Plans (35% complete) to each involved utility requesting that they review the plans and identify any conflicts between the utility's existing facilities and the proposed highway improvement project. c. Hold a utility coordination meeting in conjunction with the Field Check to discuss potential conflicts. b. Review conflicts and revise plans to minimize utility conflicts where possible and practical. 5. Completion of Work Plan/Relocation Plan Development for all affected Utilities a. Mail a letter and a set of preliminary Final Tracings (95% complete) to each involved utility requesting that they prepare a utility relocation work plan. This will also include a work plan form. b. Reviews the work plan/relocation plans submitted by each utility. Ifthere are conflicts between two or more utility relocation plans then a utility coordination meeting will be set up to discuss and resolve the issues. CITY OF JEFFERSONVILLE Page 12 of 16 s:\accnting\contract\2080045\ci 208-0045-OHY ty appendix 062209_rev cdc.doc APPENDIX "A" c. Assist the LOCAL PUBLIC AGENCY to notify the utility following approval of their work plan. d. After the relocation plan is approved, the CONSULTANT will submit a draft copy of a "notice to proceed" letter with the proposed relocation plan to the LOCAL PUBLIC AGENCY to issue to the utility companies. 6. Completion of Utility Agreements for Reimbursable Utility Relocations a. Prepare Utility Agreements for execution by the Utilities and the LOCAL PUBLIC AGENCY, as required. N. Traffic Si als Desi n 1. Traffic Signal Design: The CONSULTANT shall prepare, in accordance with INDOT standards and guidelines for roadway projects, a set of traffic signal plans, quantities and special provisions for the four (4) signalized intersections of 10th Street and Main Street, 10th Street and Nachand Drive, l Oth Street and Sharon Drive, and 10th Street and Plank Road/Springdale Drive. It is assumed that all traffic signals equipment; conduit, wiring, controllers, signal heads, etc., will be new. 2. Traffic Signal Interconnect Feasibility Study: The CONSULTANT shall perform a study to determine the feasibility of interconnecting the four (4) signalized intersections within the limits of this project utilizing cable/conduit or a satellite option. The study shall also evaluate the feasibility of retrofitting a traffic signal interconnect system utilizing a satellite option for the three (3) existing traffic signals located west of this project. The Traffic Signal Interconnect Feasibility Study shall discuss various alternatives evaluated and the associated opinion of probable construction costs for the two (2) segments. Upon completion of the report, it shall be submitted to the City for review. 3. Traffic Signal Interconnect System Designn (If Necessary): Ifdirected by the LOCAL PUBLIC AGENCY, the CONSULTANT shall prepare the design plans for a signal interconnect system beginning at the 10th Street and Spring Street and ending at l 0th Street and Plank Road/Springdale Drive, which shall include the following: CITY OF JEFFERSONVILLE Page 13 of 16 s:\accnting\contract\2080045\ci 208-0045-OHY ty appendix 062209_rev cdc.doc APPENDIX "A" a. The design of four (4) signalized intersections with new equipment that will contain cable/conduit interconnect or a satellite option, and three (3) other intersections that will be interconnected using a satellite option. b. The preparation of a set of traffic signal interconnect plans, quantities and special provisions for the seven (7) intersections, prepared in accordance with INDOT standards and guidelines for roadway projects. O. Street Li htin~ Design 1. The CONSULTANT shall collect, review and analyze available existing lighting related data relevant to proposed lighting design efforts. The major sources of information to be used for this project shall include, but not be limited to the following: a. Existing or as-built roadway and lighting plans, history, reports, survey data and other available information. b. Existing design features of the roadway. 2. The CONSULTANT shall prepare plans, specifications and contract documents for the proposed roadway lighting in accordance with the INDOT's standards. All plans and specifications shall be prepared in two successive phases: a. Preliminary Design Plans b. Final Design Plans and Specifications P. Construction Phase Services The CONSULTANT shall make his services available to the LOCAL PUBLIC AGENCY during the construction phase of the project for the interpretation of the plans where disagreement may arise and for consultation during construction in the event unforeseen or unusual conditions arise. This includes Shop Drawing Review during construction per INDOT Construction memorandum 09-O1 dated January 8, 2009 and memorandum 09-13 dated June 1 1, 2009. These memos identify the designer as the responsible party for the CITY OF JEFFERSONVILLE Page 14 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209 rev cdc.doc APPENDIX "A" review and approval of all shop drawings and falsework plans including Structural Members and Structural Items, Mechanically Stabilized Earth (MSE) retaining walls, Sound Barrier Systems, Precast Concrete Culverts, Traffic Items, Falsework and Temporary Bridge Drawings, Permanent Metal Deck Forms, Foundation Seals and Deck Pour Sequences, Stream Crossings and Work Bridges and other miscellaneous items, i.e. -post tensioning plans, non-standard manholes, etc.. Q. Project Mana ement This task involves coordination efforts between CONSULTANT, LOCAL PUBLIC AGENCY, MPO and INDOT beginning at the development of the project scope phase, continuing throughout the duration of the project development. It includes monthly coordination meetings with LOCAL PUBLIC AGENCY'S staff to track project progress/schedule and scope. It also includes monthly and quarterly project reporting of the progress of the project to LOCAL PUBLIC AGENCY, MPO and INDOT. R. Services Not Provided by CONSULTANT under this Agreement 1. Additional services that may be required if Off-Site Compensatory Mitigation (outside the project limits) is determined to be necessary during the permitting process. 2. Archaeological Phase Ic deep testing 3. Individual Section 4(f) Documentation within the Categorical Exclusion 4. Section 4(f) documentation for more than one resource or for more than one (1) property for one resource. 5. Section 6(f) Documentation -properties that were purchased with or improved using funds from the Land and Water Conservation Fund (LWCF). Coordination with the Indiana Department of Natural Resources (IDNR) indicates there are no Section 6(f) properties near the project area. 6. Annual Monitoring of the Mitigation Site 7. Permitting assistance for an IDNR Construction in a Floodway Permit 8. Permitting assistance associated with local permits CITY OF JEFFERSONVILLE Page 15 of 16 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" r 9. Stormwater retention and/or detention design 10. Offsite Stormwater Extension Design 11. Sanitary Sewer Design 12. Bridge Design 13. Additional Public Information Meetings 14. Rule 5 Inspections and Reporting S. Services to be Provided (If Necessary The services noted as "If Necessary" and set forth in Sections C.S.a, C.8.a, C.8.b, D.S, E.3 and N.3 above shall only be provided upon receipt of written authorization from the LOCAL PUBLIC AGENCY. T. Services to be Supplemented at a later time The following services may or will become necessary as the project advances. At this time it is not possible to determine the scope of their services. When the project reaches the appropriate stage at which the required information is available, this agreement will be supplemented or a separate agreement will be executed to cover those services. 1. GeotechnicalInvestigation 2. Phase II site Investigation for Hazardous Materials 3. Right-of--Way Engineering Services and Right-of Way Acquisition Services 4. Construction Engineering/Observation 5. Seperation of the Final Package Design Phase to accommodate a multiple construction phase project. U. In fulfillment of this Agreement, the CONSULTANT shall comply with the requirements of the appropriate regulations and requirements of the INDOT and FHWA. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] CITY OF JEFFERSONVILLE Page 16 of 16 208-0045-oHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "A" 1 4. It is anticipated that all work associated with this project shall be completed prior to year 2012. If for any reason the project progresses past this timeline, the CONSULTANT may be due an increase in fee due to inflationary costs for any unfinished work. Any fee increase shall be negotiated between the LOCAL PUBLIC AGENCY and the CONSULTANT. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] CITY OF JEFFERSONVILLE Page 3 of 3 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "D" APPENDIX "B" INFORMATION TO BE PROVIDED TO SUBCONSULTANT The LOCAL PUBLIC AGENCY shall furnish the CONSULTANT with the following: 1. Transcription of any Public Hearing to be held by the LOCAL PUBLIC AGENCY. 2. LOCAL PUBLIC AGENCY shall designate an employee as Project Coordinator with decision making authority for inquiries to coordinate activities between CONSULTANT and LOCAL PUBLIC AGENCY. 3. Assistance to the CONSULTANT by placing at its disposal all available information pertinent to the project, including but not limited to the following: a. Construction plans and/or as-built plans for previous 10t1i Street Reconstruction project and all roadway components including but not limited to street lighting and traffic signals. b. Available historic and current traffic data from the transportation planning process. c. Existing ambient air quality data available from the State and Local Air Pollution Control Agency. d. Existing water quality data, if available. e. Ambient noise measurements and computer noise analyses, if available. f. Aerial photographs and/or planimetric mapping of the watershed area in which the project lies and which can be used for any required drainage analysis. g. Utility plans provided by the LOCAL PUBLIC AGENCY covering utility facilities and the location of signals and underground conduits throughout the project area. h. Assistance in obtaining property owner information, deeds, plans of adjacent developments and/or roadway facilities, section corner information and any other pertinent information necessary to perform work under this Agreement. Project Funding Sources 4. Criteria for design and details for signs, signals, highway and structures such as grades, curves, sight distances, clearances, design loadings, etc. 5. Specifications and standard drawings applicable to the project. CITY OF JEFFERSONVILLE Page I of 2 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209 rev cdc.doc APPENDIX "B" r 6. All written views pertinent to the location and environmental studies that are received by the LOCAL PUBLIC AGENCY. 7. Relocation and land acquisition costs 8. Traffic Assignments 9. Guarantee access to enter upon public and private lands as required for the CONSULTANT to perform the services under this Agreement. 10. Railroad Force Account Agreement and payment to Railroad for compensation for the Railroad's review. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] CITY OF JEFFERSONVILLE Page 2 of 2 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "B" s APPENDIX "C" SCHEDULE All Design services by the CONSULTANT under this agreement shall be completed and delivered to INDOT and the LOCAL PUBLIC AGENCY no later than 720 calendar days after the notice to proceed by the LOCAL PUBLIC AGENCY, exclusive of review time by INDOT and the LOCAL PUBLIC AGENCY. For purposes of contract control the work will be submitted by the CONSULTANT to INDOT and the LOCAL PUBLIC AGENCY for review and approval within the following approximate time periods: A. Topographic Survey Data Collection completed within 90 calendar days after receipt of notice to proceed (NTP). B. Environmental Documentation completed with 700 calendar days after receipt of NTP. C. Permitting Assistance completed within 720 calendar days after receipt of NTP. D. Traffic Analysis completed within 120 calendar days after receipt of NTP. E. Roadway Design 1. Stage 1 Plan (25%) Submission if Design Exceptions are required within 120 calendar days after completion of topographic survey data collection. 2. Conduct Field Check within 45 days after receipt from INDOT and LOCAL PUBLIC AGENCY of approval of Stage 1 Plans (25%) if Design Exceptions are required or 150 calendar days after completion of topographic survey data collection if Design Exceptions are not required. 3. Final Tracings Submission within 180 calendar days after public involvement and public hearing certification has been received from INDOT. 4. Final Package with an Opinion of Probable Construction Costs and Special Provisions within 30 calendar days after receipt from INDOT and the LOCAL PUBLIC AGENCY of approval of Final Tracings. CITY OF JEFFERSONVILLE Page 1 of 1 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "C" A APPENDIX "D" COMPENSATION A. AMOUNT OF PAYMENT 1. The CONSULTANT shall receive as payment for the services performed under this Agreement the total fee not to exceed One Million One Hundred Eight Thousand Dollars ($1,108,000.00) unless a modification of this Agreement is approved in writing by the LOCAL PUBLIC AGENCY. 2. The CONSULTANT shall receive compensation for providing the services set forth in Section B through Section Q ofAppendix "A" on a lump sum basis in accordance with the following schedule: a. Topographic Survey Data Collection $113,700.00 b. Environmental Documentation -Categorical Exclusion $61,900.00 c. Section 106 Documentation and Coordination for "Adverse Effect" Finding (If Necessary) $12,600.00 d. Section 4(f) De Minimis/Net Benefit (If Necessary) $7,000.00 e. Individual Section 4(f) (If Necessary) $12,000.00 f. Water Resource/Stormwater Permitting i. 401/404/Rule 5 Permitting $32,100.00 ii. On-Site Mitigation and Monitoring Plan (If Necessary) $19,800.00 g. Traffic Analysis $10,300.00 h. Design Plans -Field Check Design Phase, Final Tracings $568,100.00 Design Phase, Final Package Design Phase, Hydraulic Analysis and Traffic Maintenance i. Design Exception/Stage 1 Plan Submittal and $17,000.00 Review (If Necessary) j. Public Involvement $40,000.00 k. Utility Coordination $62,000.00 1. Traffic Signal Design $53,600.00 m. Traffic Signal Interconnect Study $6,200.00 n. Traffic Signal Interconnect System Design (If Necessary) $11,100.00 CITY OF JEFFERSONVILLE Page I of 3 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209 rev cdc.doc APPENDIX "D" • o. Street Lighting Design $20,700.00 p. Construction Phase Services $19,800.00 q. Project Management $47,100.00 3. The CONSULTANT shall only receive the compensation set forth in Sections A.2.c, A.2.d, A.2.e, A.2.f.ii, A.2.i and A.2.n if the LOCAL PUBLIC AGENCY provides the CONSULTANT written authorization to provide the services associated with those fees. B. METHOD OF PAYMENT I. The CONSULTANT may submit a maximum of one (1) invoice voucher per calendar month for work covered under this Agreement. The invoice voucher shall be submitted to the LOCAL PUBLIC AGENCY. The invoice voucher shall represent the value, to LOCAL PUBLIC AGENCY, of the partially completed work as of the date of the invoice voucher. The CONSULTANT shall attach thereto a summary of each pay item in Section A.2 of this Appendix, percentage completed and prior payments. 2. The LOCAL PUBLIC AGENCY, for and in consideration of the rendering of the services provided for in Section A through Section Q of Appendix "A", agrees to pay to the CONSULTANT for rendering such services the fees established above in the following manner. a. For completed work and upon receipt of invoices from the CONSULTANT and the approval thereof by the LOCAL PUBLIC AGENCY, payments covering the work performed shall be due and payable to the CONSULTANT. From the partial payment thus computed, there shall be deducted all previous partial fee payments made to the CONSULTANT. 3. In the event of a substantial change in the scope, character or complexity of the work on the project, the maximum fee payable and the specified fee shall be adjusted in accordance with Section VI, Item 10 of this Agreement. CITY OF JEFFERSONVILLE Page 2 of 3 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "D" 4. It is anticipated that all work associated with this project shall be completed prior to year 2012. If for any reason the project progresses past this timeline, the CONSULTANT may be due an increase in fee due to inflationary costs for any unfinished work. Any fee increase shall be negotiated between the LOCAL PUBLIC AGENCY and the CONSULTANT. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] CITY OF JEFFERSONVILLE Page 3 of 3 208-0045-OHY s:\accnting\contract\2080045\city appendix 062209_rev cdc.doc APPENDIX "D"