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HomeMy WebLinkAboutWayfinding Signs Agreement - Policy for Guide Signs - INDOT ELIZABETH A. MARADIK JOSEPH R. MOLNAR GARY A. GILOT MURRAY L. MILLER BRIANA N. MICOU 1316 COUNTY-CITY BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND, INDIANA 46601-1830 PHONE 574/ 235-9251 FAX 574/ 235-9171 CITY OF SOUTH BEND JAMES MUELLER, MAYOR BOARD OF PUBLIC WORKS January 23, 2024 Office of LPA and Grant Administration INDOT LaPorte District Attention: Director of LPA and Grant Administration 315 East Boyd Blvd. 100 North Senate Ave., Room N955-LPA LaPorte, IN 46350 Indianapolis, IN 46204 aholderread@indot.in.gov Chief Legal Counsel and Deputy Commissioner Indiana Department of Transportation 100 North Senate Ave., Room N758 Indianapolis, IN 46204 hkennedy@indot.in.gov RE: South Bend Wayfinding Signs Agreement To Whom It May Concern: At its January 23, 2024 meeting, the Board of Public Works approved the above referenced agreement for the policy for guide signs to be installed and maintained at various locations in South Bend & St. Joseph County, Phase III, Project No. 123-013. The agreement was executed electronically by Board President Elizabeth Maradik, the Board’s legal signatory for INDOT contracts, in accordance with INDOT’s electronic signing policy and the City’s resolution approving the same. Kindly provide a fully executed copy of the final agreement to our office when available. If you have any further questions, please call this office at (574) 235-9251. Sincerely, /s/ Theresa Heffner Theresa Heffner, Clerk Enclosures TH/lh INTER-OFFICE MEMORANDUM DEPARTMENT OF PUBLIC WORKS DIVISION OF ENVIRONMENTAL SERVICES TO: Board of Public Works FROM: Leslie Biek, P.E., Assistant City Engineer SUBJECT: Agreement with INDOT for Installation of Wayfinding Signage on INDOT Roadways PN 123-013 DATE: January 23, 2024 The attached amendment with INDOT outlines the process for the City to install wayfinding and directional signage on INDOT roadways as initiated by the City. INDOT will send Board President Elizabeth Maradik a request to sign this agreement electronically. The Division of Engineering recommends the approval of the Agreement for Guide Signs to be Installed and Maintained at Various Locations in South Bend, Saint Joseph County Indiana between INDOT and the City of South Bend. Thank you for your consideration of this request. 1 AGREEMENT FOR GUIDE SIGNS TO BE INSTALLED AND MAINTAINED AT VARIOUS LOCATIONS IN SOUTH BEND, SAINT JOSEPH COUNTY, INDIANA EDS No. This Agreement (“Agreement”) is made and entered into as of the date of approval by the Attorney General, by and between the State of Indiana, through the Indiana Department of Transportation (hereinafter referred to as “INDOT”), and the City of South Bend. (hereinafter referred to as the “City”), jointly referred to as the “Parties” and individually as a “Party.” RECITALS WHEREAS, the City has requested the installation of wayfinding signs (WFS) and jurisdictional boundary signs (JBS), collectively referred to as guide signs (GS), at various locations in the City; and WHEREAS, the GS will be part of a comprehensive system of signs to provide motorists with directional information to businesses within the City which offer services and activities for tourists; and WHEREAS, the installation of the GS guiding motorists to attractions in and around the City will be of special benefit to the City; and WHEREAS, the GS shall be installed at the locations designated in Exhibit A, attached and made a part of this Agreement; NOW THEREFORE, in consideration of the promises and the mutually dependent covenants herein contained, the Parties hereto agree as follows: ARTICLE I SPECIFIC PROVISIONS 1.1. Term. A. Effective Date. This Agreement shall be effective on the date it is approved by the Attorney General of Indiana or an authorized representative. B. Termination date is the earliest of: 1. If construction activities related to installation of the GS permitted by this Agreement have not begun within one (1) year of the date of the approval required in 1.1.A., this Agreement shall terminate. 2 2. If the GS installed by terms of this Agreement are removed from the highway system, this Agreement shall terminate on the date the GS is fully removed. 3. This Agreement shall terminate on the date a lack of funding determination is made by the State Budget Director as provided in Section 2.19 of this Agreement. 4. If the State determines there has been an ethics violation, this Agreement shall terminate on the date notice is given to the City as provided in Section 2.8 of this Agreement. 1.2. Design. A. The general locations of the signage are listed in Exhibit A. The City shall develop plans and specifications for the GS or retain a design consultant to develop plans and specifications for the GS. All sign installations shall meet the criteria of the current Indiana Guide Sign Program Policy and all current design criteria of INDOT including, but not limited to, retro-reflectivity, mounting height, offset from the traveled way, crash breakaway, and letter heights. All materials shall meet the current INDOT standards and specifications in order to be acceptable to INDOT. Additional information regarding these requirements is available from INDOT’s website at: https://www.in.gov/indot/3131.htm. B. The consultant shall meet with the La Porte District Traffic Engineer (“DTE”) and the City, or their representatives, to determine and approve in the field the attractions and facilities that may be listed as well as the exact locations where the GS will be installed. C. The sign placement for GS shall be in accordance with the Indiana Manual on Uniform Traffic Control Devices. The GS adjacent to roadways with shoulders or mountable curbs shall meet breakaway criteria for crash safety or be placed outside the clear zone. The GS adjacent to roadways with barrier curbs shall be outside the appurtenance free zone. D. The plans for the GS shall be signed or stamped by a licensed architect or engineer and submitted to the DTE for approval. After the GS design is approved, any field changes to the approved plans must be obtained from the DTE. The City shall provide an “As Built” plan to the DTE for INDOT records. 1.3. Construction. A. The GS installations shall be in accordance with the approved plans and any approved revisions as well as all INDOT rules and regulations and all State and Federal laws pertaining to the use of labor. The installations shall be performed in a manner and quality meeting the satisfaction and approval of INDOT with regard to proper highway engineering and planning. 3 B. The City shall schedule a preconstruction conference at a time and place acceptable to the DTE. At a minimum, the DTE or a representative of the DTE, representatives of the City, the consulting engineer, the contractor, and representatives of any affected utilities shall attend the conference. The contractor shall present the schedule for accomplishing the work and plans for traffic control, if needed. C. The City shall notify the INDOT La Porte District Office at least five (5) working days prior to beginning installation of the GS. D. A final inspection of the GS shall be required. The DTE, or a representative of the DTE, will conduct the inspection. The City may attend the inspection. The GS installations must be found satisfactory by the DTE, or the DTE representative, before the GS is given final acceptance by INDOT. 1.4. Rights of Entry. INDOT hereby grants the City, as well as the City’s consultant and contractor, permission to enter upon INDOT right-of-way for the purpose of installing, inspecting, maintaining, or removing the GS. 1.5. Maintenance. A. After final acceptance of the completed installations by INDOT, the GS shall remain the property of the City. The City shall be responsible for maintenance of the GS. The City shall maintain an adequate inventory of all materials needed to properly maintain the GS. The City shall notify the DTE at least one (1) day prior to beginning repair or maintenance work on the GS so that an INDOT representative may be present during the repair or maintenance work. In the event of an emergency repair, the City shall perform such work immediately and notify INDOT within one (1) day of the work. B. INDOT will make reasonable efforts to notify the City when construction or road work activities require the temporary removal or relocation of the GS. The City shall temporarily relocate or remove the GS based on the instructions of the DTE. INDOT will not be responsible for any GS that is destroyed due to INDOT’s negligence or the negligence of any INDOT contractors or subcontractors. C. Locations and/or destinations may be added to Exhibit A by written request of the City and submission of Exhibit B, attached and made a part of this Agreement, and written concurrence from the La Porte District Deputy Commissioner. At locations added to Exhibit A, all provisions of this Agreement shall apply. The City may remove a GS by written request and submission of Exhibit B and written concurrence from the La Porte District Deputy Commissioner. D. If INDOT receives a request for a separate sign for an attraction or facility that may be appropriate for inclusion on an existing GS, upon written request from INDOT, the City will add the attraction or facility to the GS at no cost to INDOT. 4 E. A GS on INDOT routes may be permanently removed and returned to the City by INDOT when, in INDOT’s opinion, the GS is not adequately maintained. Adequate maintenance shall include, but is not limited to, removal of the name of any attraction or facility that has closed. Moreover, at least one (1) attraction on each GS must meet the qualifications noted in the current version of the Indiana Guide Sign Program Policy at all times, or any superseding policy. F. This Agreement for GS does not supersede any previous agreements between the Parties for directional signs except for any agreements pertaining to signs which offer duplicate messages to those on the GS. Signs with duplicate messages shall be removed and agreements permitting such shall be rescinded. If the removed sign is the property of INDOT, the sign shall be returned by the City to the INDOT La Porte District Traffic Office. G. The Parties agree that they will deliver any documents as may be reasonably necessary for the performance of their obligations under this Agreement. 1.6. The City’s Responsibilities. The City’s responsibilities shall include but are not limited to: A. Wherever in this Agreement any obligation or responsibility is assumed by the City, the same shall be deemed an obligation of the City. B. The City shall perform all work permitted under this Agreement to INDOT’s reasonable satisfaction, as determined at the discretion of INDOT and in accordance with all applicable federal, state, local laws, ordinances, rules, and regulations. C. To providers other than INDOT, the City shall pay for: 1. All costs associated with design, installation, maintenance, repair or removal of the individual components of the GS. 2. All costs associated with relocation of the GS necessitated by highway construction undertaken by INDOT. 3. All costs associated with relocation of the GS necessitated by highway construction undertaken by INDOT. 1.7. INDOT’S Responsibilities. A. In its normal course of business, INDOT will provide payment for: 1. All costs for inspecting the GS design, construction, and final inspection. 5 2. All costs for the administrative obligations incurred as part of this Agreement. ARTICLE II GENERAL PROVISIONS 2.1. Access to Records. The City shall maintain all books, documents, papers, correspondence, accounting records and other evidence pertaining to the costs incurred under this Agreement, and shall make such materials available at their respective offices at all reasonable times during the period of this Agreement and for three (3) years from the date of final payment, if any, for inspection or audit by INDOT, or its authorized representative, and copies thereof shall be furnished free of charge, if requested by INDOT. The City agrees that, upon request by any agency participating in federally- assisted programs with whom the City has agreed to or seeks to agree to, INDOT may release or make available to the agency any working papers from an audit performed by INDOT of the City in connection with this Agreement, including any books, documents, papers, correspondence, accounting records and other documentation which support or form the basis for the audit conclusions and judgments. 2.2. Assignment; Successors. [OMITTED – NOT APPLICABLE] 2.3. Assignment of Antitrust Claims. [OMITTED – NOT APPLICABLE] 2.4. Audits. The City acknowledges that it may be required to submit to an audit of funds, if any, paid through this Agreement. Any such audit shall be conducted in accordance with IC §5-11-1, et. seq., and audit guidelines specified by the State. 2.5. Authority to Bind the City. The signatory for the City represents that he/she has been duly authorized to execute this Agreement on behalf of the City and has obtained all necessary or applicable approvals to make this Agreement fully binding upon the City when his/her signature is affixed, and accepted by the State. 2.6. Changes in Work. The City shall not commence any additional work or change the scope of the work until authorized in writing by the State. This Agreement may only be amended, supplemented or modified by a written document executed in the same manner as this Agreement. 2.7. Certification for Federal Aid Contracts Lobbying Activities. The City certifies, by signing and submitting this Agreement, to the best of its knowledge and belief that the City has complied with Section 1352, Title 31, U.S. Code, and specifically, that: A. No federal appropriated funds have been paid or will be paid, by or on behalf of the City, 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 agreements, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, 6 amendment, or modification of any federal agreement, grant, loan, or cooperative agreement. B. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with such federal agreement, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. C. The City also agrees by signing this Agreement that it shall require that the language of this certification be included in all contractor agreements including 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. 2.8. Compliance with Laws. A. The City 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. The enactment or modification of any applicable state or federal statute or the promulgation of rules or regulations thereunder after execution of this Agreement shall be reviewed by the State and the City to determine whether the provisions of this Agreement require formal modification. B. The City and its agents shall abide by all ethical requirements that apply to persons who have a business relationship with the State as set forth in IC §4-2-6, et seq., IC §4-2-7, et. seq. and the regulations promulgated thereunder. If the City has knowledge, or would have acquired knowledge with reasonable inquiry, that a state officer, employee, or special state appointee, as those terms are defined in IC §4-2-6-1, has a financial interest in the Agreement, the City shall ensure compliance with the disclosure requirements in IC §4-2-6-10.5 prior to the execution of this Agreement. If the City is not familiar with these ethical requirements, the City should refer any questions to the Indiana State Ethics Commission, or visit the Inspector General’s website at http://www.in.gov/ig/. If the City or its agents violate any applicable ethical standards, the State may, in its sole discretion, terminate this Agreement immediately upon notice to the City. In addition, the City may be subject to penalties under IC §§4-2-6, 4-2-7, 35-44.1-1-4, and under any other applicable laws. C. [OMITTED – NOT APPLICABLE] D. [OMITTED – NOT APPLICABLE] E. [OMITTED – NOT APPLICABLE] 7 F. The City warrants that the City and its contractors, if any, shall obtain and maintain all required permits, licenses, registrations, and approvals, and shall comply with all health, safety, and environmental statutes, rules or regulations in the performance of work activities for the State. Failure to do so may be deemed a material breach of this Agreement and grounds for immediate termination and denial of further work with the State. G. [OMITTED – NOT APPLICABLE] H. As required by IC §5-22-3-7: (1) The City and any principals of the City certify that: (A) the City, except for de minimis and nonsystematic violations, has not violated the terms of: (i) IC §24-4.7 [Telephone Solicitation of Consumers]; (ii) IC §24-5-12 [Telephone Solicitations]; or (iii) IC §24-5-14 [Regulation of Automatic Dialing Machines]; in the previous three hundred sixty-five (365) days, even if IC §24-4.7 is preempted by federal law; and (B) the City will not violate the terms of IC §24-4.7 for the duration of the Agreement, even if IC §24-4.7 is preempted by federal law. (2) The City and any principals of the City certify that an affiliate or principal of the City and any agent acting on behalf of the City or on behalf of an affiliate or principal of the City, except for de minimis and nonsystematic violations, (A) has not violated the terms of IC §24-4.7 in the previous three hundred sixty-five (365) days, even if IC §24-4.7 is preempted by federal law; and (B) will not violate the terms of IC §24-4.7 for the duration of the Agreement, even if IC §24-4.7 is preempted by federal law. 2.9. Condition of Payment. [OMITTED – NOT APPLICABLE] 2.10. Confidentiality of State Information. [OMITTED – NOT APPLICABLE] 2.11. Continuity of Services. [OMITTED – NOT APPLICABLE] 2.12. Debarment and Suspension. [OMITTED – NOT APPLICABLE] 2.13. Default by State. [OMITTED – NOT APPLICABLE] 2.14. Disputes. [OMITTED – NOT APPLICABLE] 2.15. Drug Free Workplace Certification. As required by Executive Order No. 90-5 dated April 12, 1990, issued by the Governor of Indiana, the City hereby covenants and agrees to make a good faith effort to provide and maintain a drug-free workplace. The City will give written notice to the State within ten (10) days after receiving actual notice that the City, or an employee of the City in the State of Indiana, has been convicted of a criminal 8 drug violation occurring in the workplace. False certification or violation of this certification may result in sanctions including, but not limited to, suspension of contract payments, termination of this Agreement and/or debarment of contracting opportunities with the State for up to three (3) years. In addition to the provisions of the above paragraph, if the total amount set forth in this Agreement is in excess of $25,000.00, the City certifies and agrees that it will provide a drug-free workplace by: A. Publishing and providing to all of its employees a statement notifying them that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the City’s workplace, and specifying the actions that will be taken against employees for violations of such prohibition; B. Establishing a drug-free awareness program to inform its employees of (1) the dangers of drug abuse in the workplace; (2) the City’s policy of maintaining a drug-free workplace; (3) any available drug counseling, rehabilitation and employee assistance programs; and (4) the penalties that may be imposed upon an employee for drug abuse violations occurring in the workplace; C. Notifying all employees in the statement required by subparagraph (A) above that as a condition of continued employment, the employee will (1) abide by the terms of the statement; and (2) notify the City of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction; D. Notifying the State in writing within ten (10) days after receiving notice from an employee under subdivision (C)(2) above, or otherwise receiving actual notice of such conviction; E. Within thirty (30) days after receiving notice under subdivision (C)(2) above of a conviction, imposing the following sanctions or remedial measures on any employee who is convicted of drug abuse violations occurring in the workplace: (1) taking appropriate personnel action against the employee, up to and including termination; or (2) requiring such employee to satisfactorily participate in a drug abuse assistance or rehabilitation program approved for such purposes by a federal, state or local health, law enforcement, or other appropriate agency; and F. Making a good faith effort to maintain a drug-free workplace through the implementation of subparagraphs (A) through (E) above. 2.16. Employment Eligibility Verification. As required by IC §22-5-1.7, the City swears or affirms under the penalties of perjury that the City does not knowingly employ an unauthorized alien. The City further agrees that: A. The City shall enroll in and verify the work eligibility status of all its newly hired employees through the E-Verify program as defined in IC §22-5-1.7-3. The City is not 9 required to participate should the E-Verify program cease to exist. Additionally, the City is not required to participate if the City is self-employed and does not employ any employees. B. The City shall not knowingly employ or contract with an unauthorized alien. The City shall not retain an employee or contract with a person that the City subsequently learns is an unauthorized alien. C. The City shall require its contractors, who perform work under this Agreement, to certify to the City that the contractor does not knowingly employ or contract with an unauthorized alien and that the contractor has enrolled and is participating in the E- Verify program. The City agrees to maintain this certification throughout the duration of the term of a contract with a contractor. The State may terminate for default if the City fails to cure a breach of this provision no later than thirty (30) days after being notified by the State. 2.17. Employment Option. [OMITTED – NOT APPLICABLE] 2.18. Force Majeure. In the event that either Party is unable to perform any of its obligations under this Agreement or to enjoy any of its benefits because of natural disaster or decrees of governmental bodies not the fault of the affected Party (hereinafter referred to as a “ Force Majeure Event”), the Party who has been so affected shall immediately or as soon as is reasonably possible under the circumstances give notice to the other Party and shall do everything possible to resume performance. Upon receipt of such notice, all obligations under this Agreement shall be immediately suspended. If the period of nonperformance exceeds thirty (30) days from the receipt of notice of the Force Majeure Event, the Party whose ability to perform has not been so affected may, by giving written notice, terminate this Agreement. 2.19. Funding Cancellation. As required by Financial Management Circular 3.3 and IC §5- 22-17-5, when the Director of the State Budget Agency makes a written determination that funds are not appropriated or otherwise available to support continuation of the performance of this Agreement, this Agreement shall be canceled. A determination by the Director of the State Budget Agency that funds are not appropriated or otherwise available to support continuation of performance shall be final and conclusive. 2.20. Governing Law. This Agreement shall be governed, construed, and enforced in accordance with the laws of the State of Indiana, without regard to its conflict of laws rules. Suit, if any, must be brought in the State of Indiana. 2.21. HIPAA Compliance. [OMITTED – NOT APPLICABLE] 2.22. Indemnification. The City agrees to indemnify, defend, and hold harmless the State, its agents, officials, and employees from all third party claims and suits including court costs, attorney’s fees, and other expenses caused by any act or omission of the City 10 and/or its contractors, if any, in the performance of this Agreement. The State shall not provide such indemnification to the City. 2.23. Independent Entity; Workers’ Compensation Insurance. The City is performing as an independent entity under this Agreement. No part of this Agreement shall be construed to represent the creation of an employment, agency, partnership or joint venture agreement between the Parties. 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, employees or contractors of the other Party. The City shall provide all necessary unemployment and workers’ compensation insurance for the City’s employees, and shall provide the State with a Certificate of Insurance evidencing such coverage prior to starting work under this Agreement. 2.24. Indiana Veteran Owned Small Business Enterprise Compliance. [OMITTED – NOT APPLICABLE] 2.25. Information Technology Enterprise Architecture Requirements. [OMITTED – NOT APPLICABLE] 2.26. Insurance. The City shall cause and require the contractors installing or maintaining the GS at the locations listed in Exhibit A to secure and keep in force during the term of this Agreement the insurance coverages specified in the current INDOT Standard Specifications. 2.27. Key Person(s). [OMITTED – NOT APPLICABLE] 2.28. Licensing Standards. [OMITTED – NOT APPLICABLE]. 2.29. Merger & Modification. This Agreement constitutes the entire agreement between the Parties. No understandings, agreements, or representations, oral or written, not specified within this Agreement will be valid provisions of this Agreement. This Agreement may not be modified, supplemented, or amended, except by written agreement signed by all necessary Parties. 2.30. Minority and Women’s Business Enterprises Compliance. [OMITTED – NOT APPLICABLE] 2.31. Nondiscrimination. A. This Agreement is enacted pursuant to the Indiana Civil Rights Law, specifically including IC §22-9-1-10, and in keeping with the purposes of the Civil Rights Act of 1964 as amended, the Age Discrimination in Employment Act, and the Americans with Disabilities Act. Breach of this covenant may be regarded as a material breach of this Agreement, but nothing in this covenant shall be construed to imply or establish an employment relationship between the State and any applicant or employee of the City or any contractor. 11 Under IC §22-9-1-10 the City covenants that it shall not discriminate against any employee or applicant for employment relating to this Agreement with respect to the hire, tenure, terms, conditions or privileges of employment or any matter directly or indirectly related to employment, because of the employee’s or applicant’s race, color, national origin, religion, sex, age, disability, ancestry, or status as a veteran. B. The City understands that INDOT is a recipient of federal funds. Pursuant to that understanding, the City agrees that if the City employs fifty (50) or more employees and does at least $50,000.00 worth of business with the State and is not exempt, the City will comply with the affirmative action reporting requirements of 41 CFR 60-1.7. The City shall comply with Section 202 of executive order 11246, as amended, 41 CFR 60-250, and 41 CFR 60-741, as amended, which are incorporated herein by specific reference. Breach of this covenant may be regarded as a material breach of this Agreement. It is the policy of INDOT to assure full compliance with Title VI of the Civil Rights Act of 1964, the Americans with Disabilities Act and Section 504 of the Vocational Rehabilitation Act and related statutes and regulations in all programs and activities. Title VI and related statutes require that no person in the United States shall on the grounds of race, color or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. (INDOT’s nondiscrimination enforcement is broader than the language of Title VI and encompasses other State and Federal protections. INDOT’s nondiscrimination enforcement shall include the following additional grounds: sex, sexual orientation, gender identity, ancestry, age, religion, income status, disability, limited English proficiency, or status as a veteran.) C. During the performance of this Agreement, the City, for itself, its assignees and successors in interest (hereinafter referred to as the “City”) agrees to the following assurances under Title VI of the Civil Rights Act of 1964: C. Compliance with Regulations: The City shall comply with the regulations relative to nondiscrimination in Federally-assisted programs of the Department of Transportation, Title 49 CFR Part 21, as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this Agreement. D. Nondiscrimination: The City, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, sex, sexual orientation, gender identity, national origin, religion, disability, ancestry, or status as a veteran in the selection and retention of contractors, including procurements of materials and leases of equipment. The City shall not participate either directly or indirectly in the discrimination prohibited by section 21.5 of the Regulation, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations. 12 E. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the City for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential contractor or supplier shall be notified by the City of the City’s obligations under this Agreement, and the Regulations relative to nondiscrimination on the grounds of race, color, sex, sexual orientation, gender identity, national origin, religion, disability, ancestry, income status, limited English proficiency, or status as a veteran. F. Information and Reports: The City shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by INDOT and the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the City is in the exclusive possession of another who fails or refuses to furnish this information, the City shall so certify to INDOT or the Federal Highway Administration as appropriate, and shall set forth what efforts it has made to obtain the information. G. Sanctions for Noncompliance: In the event of the City’s noncompliance with the nondiscrimination provisions of this Agreement, INDOT shall impose such contract sanctions as it or the Federal Highway Administration may determine to be appropriate, including, but not limited to: (a) withholding payments to the City under the Agreement until the City complies, and/or (b) cancellation, termination or suspension of the Agreement, in whole or in part. H. Incorporation of Provisions: The City shall include the provisions of paragraphs 1. through 5. in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. The City shall take such action with respect to any subcontract or procurement as INDOT or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for non-compliance, provided, however, that in the event the City becomes involved in, or is threatened with, litigation with a contractor or supplier as a result of such direction, the CITY may request INDOT to enter into such litigation to protect the interests of INDOT, and, in addition, the City may request the United States of America to enter into such litigation to protect the interests of the United States of America. 2.32. Notice to Parties. Whenever any notice, statement or other communication is required under this Agreement, it will be sent by E-mail or first class U.S. mail service to the following addresses, unless otherwise specifically advised. A. For INDOT: Alan Holderread 13 District Traffic Engineer INDOT – La Porte District 315 E Boyd Blvd La Porte, IN 46350 Phone: (219) 325-7426 Email: aholderread@indot.in.gov With Copy To: Chief Legal Counsel and Deputy Commissioner Indiana Department of Transportation 100 North Senate Avenue, Room N758 Indianapolis, IN 46204 Phone: (317) 232-5012 B. For the City: Charlotte Brach Senior Engineer, Department of Public Works 227 W Jefferson Blvd, Suite 1316 South Bend, IN 46601 Phone: (574) 235-9246 2.33. Order of Precedence; Incorporation by Reference. [OMITTED – NOT APPLICABLE] 2.34. Ownership of Documents and Materials. [OMITTED – NOT APPLICABLE] 2.35. Payments. All payments, if any, shall be made thirty-five (35) days in arrears in conformance with State fiscal policies and procedures and, as required by IC §4-13-2- 14.8, the direct deposit by electronic funds transfer to the financial institution designated by the City in writing unless a specific waiver has been obtained from the Indiana Auditor of State. No payments, if any, will be made in advance of receipt of the goods or services that are the subject of this Agreement except as permitted by IC §4-13-2-20. 2.36. Penalties, Interest and Attorney's Fees. INDOT 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, IC §34- 54-8, IC §34-13-1 and §34-52-2. Notwithstanding the provisions contained in IC §5-17-5, any liability resulting from the State’s failure to make prompt payment, if any, shall be based solely on the amount of funding originating from the State and shall not be based on funding from federal or other sources. 2.37. Progress Reports. [OMITTED – NOT APPLICABLE] 14 2.38. Public Record. The City acknowledges that the State will not treat this Agreement as containing confidential information, and will post this Agreement on the transparency portal as required by IC §5-14-3.5-3. Use by the public of the information contained in this Agreement shall not be considered an act of the State. 2.39. Renewal Option. [OMITTED – NOT APPLICABLE] 2.40. Severability. The invalidity of any section, subsection, clause or provision of this Agreement shall not affect the validity of the remaining sections, subsections, clauses or provisions of this Agreement. 2.41. Substantial Performance. This Agreement shall be deemed to be substantially performed only when fully performed according to its terms and conditions and any written amendments or supplements. 2.42. Taxes. The State is exempt from most state and local taxes and many federal taxes. The State will not be responsible for any taxes levied on the City or its contractors as a result of this Agreement. 2.43. Termination for Convenience. [OMITTED – NOT APPLICABLE] 2.44. Termination for Default. [OMITTED – NOT APPLICABLE] 2.45. Travel. [OMITTED – NOT APPLICABLE] 2.46. Waiver of Rights. No right conferred on either Party under this Agreement shall be deemed waived, and no breach of this Agreement excused, unless such waiver is in writing and signed by the Party claimed to have waived such right. Neither the State’s review, approval or acceptance of, nor payment for, the services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and the City shall be and remain liable to the State in accordance with applicable law for all damages to the State caused by the City’s negligent performance of any of the services furnished under this Agreement. 2.47. Work Standards. The City shall execute its responsibilities by following and applying at all times the highest professional and technical guidelines and standards (or by ensuring that its contractors do the same). If the State becomes dissatisfied with the work product of or the working relationship with those individuals assigned to work on this Agreement, the State may request in writing the replacement of any or all such individuals, and the City shall grant such request. 2.48. State Boilerplate Affirmation Clause. [OMITTED – NOT APPLICABLE] 15 Non-Collusion and Acceptance The undersigned attests, subject to the penalties for perjury, that the undersigned is the City, or that the undersigned is the properly authorized representative, agent, member or officer of the City. Further, to the undersigned’s knowledge, neither the undersigned nor any other member, employee, representative, agent or officer of the City, directly or indirectly, has entered into or been offered any sum of money or other consideration for the execution of this Agreement other than that which appears upon the face hereof. Furthermore, if the undersigned has knowledge that a state officer, employee, or special state appointee, as those terms are defined in IC §4- 2-6-1, has a financial interest in the Agreement, the City attests to compliance with the disclosure requirements in IC §4-2-6-10.5. Agreement to Use Electronic Signatures I agree, and it is my intent, to sign this Contract by accessing State of Indiana Supplier Portal using the secure password assigned to me and by electronically submitting this Contract to the State of Indiana. I understand that my signing and submitting this Contract in this fashion is the legal equivalent of having placed my handwritten signature on the submitted Contract and this affirmation. I understand and agree that by electronically signing and submitting this Contract in this fashion I am affirming to the truth of the information contained therein. I understand that this Contract will not become binding on the State until it has been approved by the Department of Administration, the State Budget Agency, and the Office of the Attorney General, which approvals will be posted on the Active Contracts Database: https://secure.in.gov/apps/idoa/contractsearch/ In Witness Whereof, the City and the State have, through their duly authorized representatives, entered into this Agreement. The Parties, having read and understood the foregoing terms of this Agreement, do by their respective signatures dated below agree to the terms thereof. CITY OF SOUTH BEND STATE OF INDIANA Indiana Department of Transportation Recommended for approval by: ______________________________ ______________________________ Elizabeth Maradik Matthew Deitchley President Board of Public Works and Utilities La Porte District Deputy Commissioner Date: _________________________ Date: _________________________ Executed by: ______________________________ (for) Michael Smith Commissioner Date: _________________________ 16 APPROVALS STATE OF INDIANA State Budget Agency ______________________________ (for) Zachary Q. Jackson, Director Date: _________________________ Department of Administration ______________________________ (for) Rebecca Holwerda, Commissioner Date: _________________________ Approved as to Form and Legality: ______________________________ (for) Theodore E. Rokita, Attorney General Date: _________________________ 17 Exhibit A – Sign Location List Wayfinding Sign Locations & Destinations Sign No. Sign Location & Destinations 1. Northbound SR 933 (Michigan St) at Riverside Dr Destinations to be identified on this sign: 1)  Studebaker Fountain 2. Southbound SR 933 (Michigan St) at Riverside Dr Destinations to be identified on this sign: 1) Studebaker Fountain  3. Southbound SR 23 (S Bend Ave) at Corby Blvd Destinations to be identified on this sign: 1) Eddy St Commons  2)  City Center 3)  Four Winds Field 4. Northbound SR 23 (S Bend Ave) at Corby Blvd Destinations to be identified on this sign: 1)  Eddy St Commons 2)  Notre Dame 5. Southbound SR 23 (S Eddy St) at Jefferson Blvd Destinations to be identified on this sign: 1) City Center  2) East Bank Village  3)  Zoo 6. Northbound SR 23 (S Eddy St) at Jefferson Blvd Destinations to be identified on this sign: 1)  City Center 2)  East Bank Village 3)  Eddy St Commons South Bend Jurisdictional Boundary Signs I. Westbound US 20 Exit Ramp to Ironwood Dr II. Southbound SR 23 (S Bend Ave) at Maple Lane Ave III. Southbound SR 933 (N Michigan St) at Angela Blvd 18 EXHIBIT B INDIANA DEPARTMENT OF TRANSPORTATION CHANGE OF GUIDE SIGN AGREEMENT EXHIBIT A CONTRACT: ORIGINAL DATE APPROVED: Effective the _______ day of ______________________, 20_____, the following locations shall be added to/deleted from (circle one) Exhibit A of the above named Agreement, which provides for installation of guide signs at named locations in the City of South Bend, St. Joseph County, Indiana. LOCATION ATTRACTIONS COMMENTS: STATE OF INDIANA DEPARTMENT OF TRANSPORTATION RECOMMENDED: ______________________________ DISTRICT TRAFFIC ENGINEER APPROVED: ______________________________ DISTRICT DEPUTY COMMISSIONER DATE: ______________________________ CITY OF SOUTH BEND BY: TITLE: ADDRESS: DATE: BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date January 16, 2024 Name Leslie Biek, PE Department PW BPW Date January 23, 2024 Phone Extension 9323 Review and Approval Required Prior to Submittal to Board Diversity Compliance and Inclusion Officer Officer Name BPW Attorney Attorney Name Dept. Attorney Attorney Name Purchasing Check the Appropriate Item Type – Required for All Submissions Professional Services Agreement Contract Proposal Open Market Contract Amendment/Addendum Special Purchase, QPA Bid Opening Bid Award Req. to Advertise Title Sheet Quote Opening Quote Award Reject Bids/Quotes Proposal Opening C/O & PCA No. PCA Chg. Order, No. Traffic Control Resolution Other: Agreement Ease./Encroach Required Information Company or Vendor Name New Vendor Yes If Yes, Approved by Purchasing No MBE/WBE Contractor MBE WBE Completed E-Verify Form Attached Yes No Project Name Wayfinding Signage Program Phase 3 Project Number 123-013 Funding Source Account No. Amount Terms of Contract Purpose/Description Agreement with INDOT on policy to install Wayfinding and Directional signage on INDOT roadways For Change Orders Only Amount of Increase Decrease $ ($ ) Previous Amount $ Current Percent of Change: Increase Decrease % ( %) New Amount $ Total Percent of Change: Increase Decrease % ( %) Time Extension Amount: New Completion Date: