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HomeMy WebLinkAboutData Sharing Agreement - University of Chicago1316 COUNT Y-CH Y BUILDING 227 W. JEITERSON BOULEVARD Sou IH BEND. INDIANA 46601-1830 CITY OF SOUTH BEND PETS BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS December 22, 2016 Rayid Ghani, Center Director The University of Chicago The Computation Institute Searle Chemistry Laboratory 5735 S Ellis Avenue Chicago, IL 60637 RE: Data Sharing Agreement Dear Mr. Ghani: PHONE 574/235.9251 FAX 574/235-9171 The Board of Public Works; at its meeting held on December 22, 2016, approved the above referenced agreement for a no cost Data Analysis to prevent water shutoffs and reduce financial and personal costs for the Government and residents. Enclosed please find the original of the agreement for your signature. Please sign and return the original agreement to our office and retain a copy for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure c: Santi Garces, Innovation and Tech Brian Donoghue, Innovation and Tech GARY A. GILOT SUZANNA M. FRITZ13ERG ELIZABETH A. MARADIK JAMES A. MUELLER THERESE J, DORAU DATA SHARING AGREEMENT Center for Data Science and Public Policy This Data Sharing Agreement (the "Agreement") is entered into on December 22, 2016 by and between City of South Bend, Indiana (the "Participant"), a municipal corporation organized and operating under the laws of the State of Indiana, acting by and through the Board of Public Works (`BPW) and the University of Chicago ("UChicago"), an Illinois not -for -profit corporation with offices located at 6030 South Ellis Avenue, Chicago IL 60637, each individually referred to herein as a "Party" and collectively as the "Parties". RECITALS WHEREAS, Participant wishes to provide its data to UChicago for the scope of worked attached hereto as Exhibit A (the "Project"); WHEREAS, both Parties believe and represent that the activities conducted by the Participant do not involve encryption or classified technology; NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the Parties hereto hereby agree as follows: PRINCIPAL CONTACTS. (a) UChicago's supervisor for the Project will be Rayid Ghani (the "Project Supervisor"). The Project Supervisor will be responsible for the conduct of the Project. UChicago shall give Participant written notice of any change to its supervisor. (b) Participant's principal contact for the Project is Santiago Garces. Participant shall give UChicago written notice of any change to its principal contact. TERM. This Agreement is effective for the period December 22, 2016 through December 31, 2017, unless sooner terminated in accordance with section 8, Termination, of this Agreement. UChicago is not obligated to perform any work beyond the termination or expiration date of this Agreement. 4. EQUIPMENT. (a) Title to any equipment acquired or built by UChicago in order to perform the work under this Agreement vests with UChicago. (b) During the performance of the Project, Participant's employees, agents or contractors ("Personnel") may have the opportunity to use UChicago equipment. All such use of UChicago equipment must be under the guidance and oversight of the Project Supervisor or his/her designee. Any damage to UChicago equipment caused by Participant Personnel will be repaired or replaced by Center for Data Science acid Public Policy 2016 UChicago, and Participant shall, upon demand, reimburse UChicago for the actual cost of such repair or replacement. 5. PROJECT OUTCOMES. (a) UChicago will own all intellectual property created or generated in the course of performing the Project, including any software applications ("Software"), inventions (whether or not patentable) conceived, made, developed, or reduced to practice and all rights therein (collectively, "Developed IP"). Developed IP does not include data sets prepared or otherwise generated directly from Confidential Information provided by Participant hereunder, or any reports that are deliverables to Participant pursuant to the Project conveying research outcomes, suggestions and/or solutions pertaining to Participant's identified problem(s). (b) To the extent practicable, UChicago will try to release Software developed as analytical tools under the Project as open source software. In the event such Software cannot be made available as open source software, UChicago shall otherwise grant to Participant a non-exclusive, royalty -free license to use the Software for the purposes set forth in Exhibit A. Notwithstanding anything to the contrary, UChicago is not required to license or incorporate anything into Software that UChicago reasonably believes would infringe another patty's intellectual property rights or that UChicago is not authorized to license. (c) It is understood that UChicago retains the right to use for its own purposes any techniques to gather data, conduct research, or formulate solutions developed in the course of working on the Project, and, subject to its obligations under section 6, Confidentiality, UChicago reserves the right to use the results of any research conducted under this Agreement for its own teaching, research, and publication purposes. UChicago and its employees shall have the right, consistent with academic standards, to publish the results of research performed under this Agreement, provided such publication does not disclose Confidential Information of Participant. UChicago agrees that, prior to submission of a manuscript describing the results for publication, the UChicago shall forward to the Participant a copy of the manuscript to be submitted and shall allow the Participant 30 days to determine whether a patent application or other intellectual property protection should be sought prior to publication in order to protect the Participant's proprietary interest in any product or invention developed in connection with this Project. In addition, with reasonable justification, the UChicago agrees to withhold such publication an additional 60 days, if required, to obtain patent protection. At this time UChicago shall be free to submit the manuscript and publish results in any manner consistent with academic standards. 6. CONFIDENTIALITY. (a) In performance of this Agreement the Parties may disclose to each other, either in writing or orally, information which the disclosing Party deems to be proprietary and/or confidential (hereinafter, "Confidential Information"). Confidential Information shall consist of (i) written information clearly marked as "proprietary" or "confidential" and (ii) oral information reduced to writing within thirty (30) days of oral disclosure and clearly marked as "proprietary" or 2 Center for Data Science mid Public Policy 2016 "confidential." Confidential Information shall be maintained in confidence during the term of this Agreement and for a period of two (2) years following the termination or expiration of this Agreement, except to the extent that it is required to be disclosed by law, regulation or judicial or administrative process. Parties acknowledge that all records are subject to disclosure under Indiana Code 5-14- 3. Receiving Party shall use Confidential Information solely for the purposes of this Agreement. Each Party shall protect the other Party's Confidential Information from disclosure using at least the same degree of care as it uses to protect its own confidential information. The disclosure of Confidential Information to the receiving Party shall not of itself be construed as a grant of any right or license with respect to the information. In the event the receiving Party is required by law, regulation or judicial or administrative process to disclose any Confidential Information, the receiving Party will promptly notify the disclosing Party in writing, if permitted by law, prior to making any such disclosure in order to facilitate the disclosing Party's seeking of a protective order or other appropriate remedy from the appropriate body. (b) Confidential Information does not include information which receiving Party can demonstrate and document: (i) was in its knowledge or possession prior to receipt from disclosing Party; (ii) was public knowledge or becomes public knowledge through no fault of receiving Party; (iii) is or has been properly provided to receiving Party by an independent third party who has no obligation of confidentiality to disclosing Party; (iv) is thereafter independently developed by receiving Party without reference to the information from disclosing Party; or (v) is contained within a "public record" pursuant to Indiana Code 5-14-3. (c) UChicago retains the right to refuse to accept any such information that is not considered to be essential to the completion of the Project. (d) Upon termination or expiration of this Agreement, the receiving Party will return to the disclosing Parry all tangible copies of Confidential Information of the disclosing Party in the receiving Party's possession or control and will erase from its computer systems all electronic copies thereof. 7. EXPORT CONTROLS. Both Parties are subject to applicable U.S. export laws and regulations. Participant shall identify any export controlled information or materials as such prior to providing such information or materials to UChicago. UChicago shall have the right to limit or decline receipt of said export controlled information or materials. 8. TERMINATION. Either Party may terminate this Agreement at any time by giving the other Party not less than thirty (30) days prior written notice. UChicago may also terminate immediately if any of the reasons set forth in section 13, Force Mai eure, prevent continuation of the Project. Termination or expiration of this Agreement will not affect either Party's rights and duties under sections 4, 5, 6, or 12 hereof. 9. NOTICES. Any notices given under this Agreement shall be in writing and delivered by certified or registered return receipt mail, postage prepaid, electron mail, or by facsimile addressed to the Parties as follows: 3 Center for Data Science acid Public Policy 2016 For Participant: Name: Santiago Garces Title: Chief Innovation Officer Address: 227 W Jefferson Blvd South Bend, IN 46601 Telephone: Facsimile: For UChicago: Rayid Ghani Center Director The University of Chicago The Computation Institute Searle Chemistry Laboratory 5735 S. Ellis Ave. Chicago, I160637 Telephone: Facsimile: 10. PUBLICITY. Neither Party shall make reference to the other Party in a press release or any other written statement in connection with the Project and the Program without the other Party's prior consent, which consent shall not be unreasonably withheld, if it is intended for use in the news media. If there is no notice of disapproval within 48 hours after delivery to the other party for its review, the materials shall be deemed approved. Notwithstanding the foregoing, UChicago shall be permitted to use Participant's name in a list of Program participants, which may also include a brief description of the Project. 11. WARRANTIES. ANY RESEARCH OUTCOMES AND OTHER MATERIALS CREATED UNDER THIS AGREEMENT ARE PROVIDED "AS IS". UCHICAGO MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO THE WORK OR PRODUCTS OF WORK CREATED UNDER THIS AGREEMENT, INCLUDING THE NON -INFRINGEMENT, OWNERSHIP, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE RESEARCH OR ANY INVENTION OR PRODUCT. Participant acknowledges that research and other work performed under the Project will be conducted may not be subject to peer review or independent verification of results. Participant further acknowledges that UChicago will not guarantee any particular outcome or product. 12. LIABILITY. (a) Participant agrees to hold harmless, indemnify and defend UChicago from all liabilities, demands, damages, expenses and losses arising out of the use or other disposition by Participant, or by any party acting on behalf or under the authorization of Participant, of any Project outcomes or deliverables or any items or materials derived from or related thereto except to the extent such damages result from UChicago's negligence. (b) UChicago shall not be liable for any direct, consequential, or other damages resulting from the use of any Project outcomes or deliverables or any items or materials derived from or related thereto. 13. FORCE MAJEURE. UChicago shall not be liable for any failure to perform as required by this Agreement, to the extent such failure to perform is caused by any reason beyond Center for Data Science and Public Policy 2016 UChicago's reasonable control, or by reason of any of the following occurrences: labor disturbances or labor disputes of any kind, accidents, failure of any governmental approval required for full performance, civil disorders or commotion's, acts of aggression, floods, earthquakes, acts of God, energy or other conservation measures, explosion, failure of utilities, mechanical breakdowns, material shortages, disease, or other such occurrences. 14. ASSIGNMENT. Neither Party shall assign its rights or duties under this Agreement to another without the prior express written consent of the other Party. 15. SEVERABILITY. In the event a court of competent jurisdiction holds any provision of this Agreement to be invalid, such holding shall have no effect on the remaining provisions of this Agreement, and they shall continue in full force and effect. 16. ENTIRE AGREEMENT. This Agreement with its incorporated exhibits, constitutes the entire agreement between the Parties and supersedes all prior negotiations, representations, commitments, offers, contracts and writings. Any amendments or further addenda hereafter made shall be in writing and executed with the same formality. 17. GOVERNING LAW. [Intentionally Omitted] IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in duplicate by proper persons thereunto duly authorized. CITY OF SOUTH BEND, INDIANA BOARD A4� OFPUBLIC WORKS G ry Gilot, President �e9— Jame Mueller, Member Elizabeth Maradik Member Therese Doran, Member Suzanna Fritzberg, Member ATTEST: nda Martin, Clerk University of Chicago Title: Date: 5 Center for Data Science and Public Policy 2016 Date: EXHIBIT A Center for Data Science & Public Policy THE UNIVERSITY OF CHICAGO Overview Water shutoffs are expensive, both for the residents and government of South Bend, Indiana and have wide -reaching negative impacts. For residents, it causes them inconvenience, sometimes leads to removal of minors by Child Protective Services from homes without water service, and hurts credit ratings of individuals (often minors listed on the utility account by their parents). For the city government, shutoffs generate a great deal of work, ranging from responding to phone inquiries from residents to the process of physically shutting the water off and on (including travel time and technician labor). South Bend wants to explore what they can do to identify households at risk of not paying their water bills and understand what type of interventions, such as referring them to support programs, can help prevent water shutoffs and reduce financial and personals costs for both the government and the residents. Project Description This project will do exploratory analysis around water shutoffs to determine: 1. If the scale of the problem is sufficient to generate city policy or operational changes 2. Suggest possible interventions and 3. Scope a more operational project Recognizing that the most vulnerable residents are affected by a complex set of circumstances related to municipal services, this project will explore indicators of water shutoffs and future negative outcomes to the individuals having their water shut off. Aspects of this project might include: • Exploring the relationship between 311 calls, water shutoffs, and housing violations in the City of South Bend, with the intent of identifying possible interventions that minimize disruption of water and sewer services. • Analysis of narratives from 311 calls to see if calls to 311 precede or predict water shutoff. • Analysis of utility payments including information about entities that make payments on behalf of an account holder in the interest of assisting distressed customers, late payments, and shut offs caused by delinquency. • Analysis of consumption as determined by water meters, especially as it relates to vacancy in the service locations. • Analysis of the cost to the city to shut water off compared to • Analysis of the housing violations associated with locations where utility services have been interrupted. Data Sources • City Utility Data 6 Center for Data Science and Public Policy 2016 • 311 Data • Population & Demographic Data (US Census, Planning Division Data) • Finance Data (i.e., tax, collections) • Permit Data • Housing Data • Other Data sources identified during scoping and analysis 7 Center for Data Science and Public Policy 2016 BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 12-16-2016 Name Santiago Garces Department Innovation BPW Date 12-22-2016 Phone Extension 7652 Legal ® Attorney Name Huntington Controller ® Controller review is required for all Contracts $5,000.00 or more and greater than one year in length per the City Purchasing Policy Purchasing ❑ Agreement ❑ Contract ❑ Proposal ❑ Addendum ❑ Professional Services ❑ Resolution ❑ Bid Opening ❑ Bid Award ❑ Req. to Advertise ❑ Title Sheet ❑ Quote Opening ❑ Quote Award ❑ Change Order No. ❑ C/O & PCA No. ❑ PCA ❑ Ease/Encroach. ❑ Traffic Control M Other: Data Sharing Company or Vendor Name University of Chicago New Vendor ❑ Yes ® No ❑ If Yes, Approved by Purchasing MBE/WBE Contractor ❑ MBE ❑ WBE MBE/WBE Contractor Requested ❑ No ❑ Yes Name of Company Project Name Project Number Funding Source None Account No. N/A Amount $ 0 Terms of Contract 12/22/2016 — 12/31/2017 Purpose/Description Data sharing agreement to work on a project that will do exploratory analysis around water shutoffs. The protect will be funded from a grant from the Arnold Foundation. The work will include analysis to identify households at risk of not paving their water bills and understand what type of interventions such as referring them to support programs, can help prevent water shutoffs and reduce financial and personals costs for both the government and the residents. ❑ Required Contractor's Certification Form Attached (Non - Collusion, Non -Discrimination, Non -Debarment, E-Verifv. Iran. etc.) Amount of ❑ Increase ❑ Decrease Previous Amount Current Percent of Change New Amount Total Percent of Change: Dispersal After Approval Copy Original ® ❑ Brian hue BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM ® ❑ Santiago Garces ® ❑ Andrea Huntington