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HomeMy WebLinkAboutData Sharing Agreement - University of Notre Dame - Better Paving Practices through Data Analysis and Modeling13,16 COUNTY-Cffy BuiLDING 227 W. JEFFERSON BOULEVARD Soul ij BEND. INDIANA 46fro 1-1830 CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS imam= Sonia Howell University of Notre Dame 945 Flanner Notre Dame, IN 46556 RE: Data Sharing Agreement Dear Ms. Howell: PHONE 574/235-9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on May 8, 2018, approved the above referenced no cost agreement to better inform paving practices through data analysis and modeling. 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, j Linda M. Martin, Clerk Enclosure c:Brian Donoghue, Innovation and Technology Danielle Fulmer, Innovation and Technology Jitin Kain, Public Works GAR Y A. G I LOT SUZANNA M. FRITZBEitc, ELIZABEI'l I A. MARADIK ,TAMES A. MIJELLM THERESE J. DORAU DATA SHARING AGREEMENT University of Notre Dame and City of South Bend This Data Sharing Agreement (the "Agreement") is entered into on May 8, 2018 by and between City of South Bend, Indiana (the "City"), 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 Notre Dame ("Noire Dame"), an Indiana not -for -profit corporation, each individually referred to herein as a "Party" and collectively as the "Parties". RECITALS WHEREAS, City wishes to provide its data to Notre Dame for the scope of worked attached hereto as Exhibit A (the "Project"); WHEREAS, both Parties believe and represent that the activities conducted by the City do not involve data that would explicitly or implicitly make Notre Dame an agent of the City or otherwise create a situation in which Notre Dame would be considered a state actor; NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the Parties hereto hereby agree as follows: 1. PRINCIPAL CONTACTS. (a) Notre Dame's supervisor for the Project will be Sonia Howell (the "Project Supervisor"). The Project Supervisor will be responsible for the conduct of the Project. Notre Dame shall give City written notice of any change to its supervisor. (b) City's principal contact for the Project is Santiago Garces. City shall give Notre Dame written notice of any change to its principal contact. 3. TERM. This Agreement is effective for the period May 8, 2018 through May 8, 2019, unless sooner terminated in accordance with Section b, Termination, of this Agreement. Notre Dame is not obligated to perform any work beyond the termination or expiration date of this Agreement. 4. PROJECT OUTCOMES. (a). Notre Dame 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 or any other City data provided by City hereunder, or any reports that are deliverables to City pursuant to the Project conveying research outcomes, suggestions and/or solutions pertaining to City's identified problem(s). (b) It is understood that Notre Dame 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 5, Confidentiality, Notre Dame reserves the right to use the results of any research conducted under this Agreement for its own teaching, research, and publication purposes. Notre Dame 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 City. Notre Dame agrees that, prior to submission of a manuscript describing the results for publication, Notre Dame shall forward to the City a copy of the manuscript to be submitted and shall allow the City 30 days to determine whether a patent application or other intellectual property protection should be sought prior to publication in order to protect the City's proprietary interest in any product or invention developed in connection with this Project. In addition, with reasonable justification, Notre Dame agrees to withhold such publication an additional 60 days, if required, to obtain patent protection. At this time Notre Dame shall be free to submit the manuscript and publish results in any manner consistent with academic standards. 5. 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 "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 Panty will promptly notify the disclosing Party in writing, if permitted by law, prior to making any such disclosure in order to facilitate the disclosing Patty'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 2 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) Notre Dame 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 Party 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. 6. TERMINATION. Either Panty may terminate this Agreement at any time by giving the other Party not less than thirty (30) days prior written notice. Notre Dame may also terminate immediately if any of the reasons set forth in Section 11, Force Majeure, prevent continuation of the Project. Termination or expiration of this Agreement will not affect either Patty's rights and duties under Sections 4, 5, or 10 hereof. 7. 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: For City: Name: Santiago Garces Title: Chief Innovation Officer Address: 227 W Jefferson Blvd South Bend, IN 46601 For Notre Dame: Name: Sonia Howell Title: Digital Content and Communications Producer Department: Office of Digital Learning ADDRESS: 945 Flanner University of Notre Dame Telephone: Telephone: 8. PUBLICITY. Neither Party shall make reference to the other Patty 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. Notwithstanding the foregoing, Notre Dame shall be permitted to use City's name in a list of Program projects, which may also include a brief description of the Project. 9. WARRANTIES. ANY RESEARCH OUTCOMES AND OTHER MATERIALS CREATED UNDER THIS AGREEMENT ARE PROVIDED "AS IS". NOTRE DAME 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. City 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, City further acknowledges that Notre Dame will not guarantee any particular outcome or product and acknowledges the following: a) City acknowledges that Project reports or other deliverables are works to which student contributors have retained certain rights, and Notre Dame may also retain certain rights in such reports or deliverables. Accordingly, the City is granted a non-exclusive license to reproduce, create derivative works, distribute, display, or perform publicly the deliverables provided pursuant to this Agreement. b) Notre Dame and Students are independent entities, not affiliated with or employed by the City with respect to the performance of this Project. This Project shall not be construed as a joint venture or partnership, and the relationship between Notre Dame or students and City is not intended to create such a relationship. c) City understands and agrees that Notre Dame and the students are acting in the context of an educational experience and that the Project, Notre Dame and the individual Student contributors are not considered professionals for the purpose of rendering advice or counsel. The City accepts full responsibility for any and all decisions undertaken on the basis of advice or information provided under the Project and hereby releases, indemnifies, and holds harmless the Student contributors individually, as well as the University of Notre Daine du Lac, its Trustees, officers, employees, and agents, from any and all liability for damages or injury to person or property in any way related to or arising out of any deliverables or information or advice received pursuant to this Agreement. All reports, advice, or deliverables are provided as -is, without warranty of any kind, either express or implied. 10. LIABILITY. (a) City agrees to hold harmless, indemnify and defend Notre Dame from all liabilities, demands, damages, expenses and losses arising out of the use or other disposition by City, or by any party acting on behalf or under the authorization of City, of any Project outcomes or deliverables or any items or materials derived from or related thereto except to the extent such damages result fiom Notre Dame's negligence. (b) Notre Dame 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 fioin or related thereto. 11. FORCE MA.IEURE. Notre Dame 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 Notre Dame'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 21 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. 12. ASSIGNMENT. Neither Party shall assign its rights or duties under this Agreement to another without the prior express written consent of the other Party. 13. 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. 14. 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. 15. GOVERNING LAW. This agreement shall be governed by and construed under the laws of the State of Indiana. Any legal dispute arising hereunder shall be adjudicated exclusively in the State or Federal courts sited in St. Joseph County, Indiana. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement in duplicate by proper persons thereunto duly authorized. CITY OF SOUTH BEND, INDIANA BOARD OF PUBLIC WORKS I '0�� � &� Gary Gilot, President 4 1-\ . Ja es Mueller, Member Elizabeth Maradik, Member Therese Dorau, M mber Suzanna Fritzberg, Member ATTEST: /' - - -4 R y- 4 t a // Gt:, C i a Martin, Cler c Date: 0/01r%t University of Notre Dame By:_ Name: Title: Date: 5 EXHIBIT A PROJECTI)ESCRIPTION 1. Summary of Research Question Please provide a brief summary of the proposed project. Include details of the teams impacted by this work, the desired outcome, etc. This project will involve analyzing data related to paving schedules, traffic, and pothole work orders. The objective of the project is to optimize the paving schedule such that the cost of filling potholes is minimized over time. This data will be used by the Department of Public Works, specifically the Streets division, to inform their paving program. Preferably the deliverable will include maps and other visualizations that can be used by leadership to inform their paving strategy, 2. Data Sets Available Please describe the data sets available for this project. Include details such as number of rows, variables, etc. Include also details of missing data, data that will require an NDA, etc. Indiana LRSA Report (Annual Operational Report for Local Roads and Streets) • Rows o Varies by year. 2016 has over 1400 rows of road/street projects, plus additional information on equipment and financials. Variables o Project type (paving, alleys, concrete, etc.) © Project location • Project area o Type of work (New construction, rehabilitation, resurfacing, etc.) a Project cost Can be shared (public record) Traffic Data (MACOG) • Rows - 83,560, • Variables - Aadt,, Counts, County Name, Max Date of Site, Max Date AAdt, Description, Latitude, Longitude, Northeast, Peak Hour, Site #, Southwest, Speed, Street, Strucks, Trucks, Ttrucks • Missing data o Description (20) o Also some location data is 0, unclear if this will be an issue • Available online from MACOG: http,4Ln1p s.njq!�o count-site.htrnl _j2_ qgorn/traffic Pothole Service Requests (since October 2016), • Rows: 734 • Variables • Service Request Number • Service Request Type 6 o Incident Date o Scheduled Date o Location o Latitude o Longitude o Priority o Service Status o Owner Missing data o Location (276) - We may be able to provide a text field that could provide additional locations if cleaned/parsed by the students o Latitude (298) o Longitude (298) Not currently on Open Data Portal, but can be added 3. Risks 1 Blockers Are there any details we should be aware of that might impede the successful completion of this project? There may be some bias in pothole reporting, and we do not want to reinforce any inequities associated with current reporting patterns. If the methodology can offset this in any way, this would be an added bonus. 4. Preferred Delivery Date Is there a date when you would like this project completed by? By the end of 2018 7 INTER -OFFICE MEMORANDUM Information Technologies Department 227 W Jefferson Blvd (574) 245-6000 TO: Board of Public Works, Linda Martin CC: Dan O'Connor; Santiago Garces FROM: Brian Donoghue, Director of Civic Innovation SUBJECT: ND Data Sharing Agreement for Paving Project DATE: 0511118 Linda and Members of the Board, Please see attached agreement for the sharing of data with Notre Dame faculty and staff in a collaborative endeavor between the City of South Bend Department of Innovation and Technology, the City of South Bend Department of Public Works, and the University of Notre Dame. The goal of this project is to better inform our paving practices through data analysis and modeling. Included in this work will be a variety of experts from academia, including Dr. Jeffrey Kantor, an expert in analysis and optimization of integrated process operations using methods of stochastic control, convex optimization, and quantitative finance. This is a $0 agreement that will enable us to share the appropriate data with the team from Notre Dame. Please let me know if there are any questions. Thank you, Brian Donoghue BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 5/1/2018 Name Brian Donoghue Department Innovation & Technology _13 PW Date 5/8/2 017 Phone Extension 6203 Required Prior to Submittal to Board Legal Z Attorney Name Mills Colborn Controller z Controller review is required for all Contracts $6,000.00 or more and greater than, one year in length per the City Purchasing Policy a lg fil FAII, Z Agreement El Contract F] Proposal Addendum 0 Professional Services F-1 Resolution F-1 Bid Opening El Bid Award F-1 Req. to Advertise [] Title Sheet F Quote Opening F-1 Quote Award F-1 Change Order No. ❑ C/O & PCA No. ❑ PCA E] Ease/Encroach. Traffic Control R Other: Company or Vendor Name University of Notr New Vendor F1 Yes M No [ MBEMBE Contractor F-1 MBE n WBE MBEANBE Contractor Requested 0 No F-1 Yes Project Name Project Number Funding Source Account No. Amount Terms of Contract Purpose/Description If Yes, Approved by Purchasing Name of Company No Cost No Cost 518/2018 — 518/2019 Data Sharing Agreement Z Required Contractor's Certification: Form Attached (Non - Collusion, Non -Discrimination, Non -Debarment, E-Verify, Iran, etc.) Increase F-1 Amount of E] Decrease Previous Amount $ Current Percent of Change: New Amount 'Total Percent of Change: Dispersal After Approval Copy Original F-1 Brian Donoghue Danielle Fulmer F-1 Jitin Kain