HomeMy Public PortalAboutORD16101BILL NO. 2020-052
SPONSORED BY Councilmember Hussey
ORDINANCE NO. 16/61
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE A GRANT AGREEMENT WITH
MODOT FOR PUBLIC TRANSIT OPERATING ASSISTANCE.
BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI,
AS FOLLOWS:
Section 1.The Mayor and City Clerk are hereby authorized and directed
to execute an operating funds grant agreement with MoDOT.
Section 2. The agreement shall be substantially the same in form and
content as the agreement attached hereto as Exhibit A.
Section 3. This Ordinance shall be in full force and effect from and after
the date of its passage and approval.
Passed: o�
PresidingF4 I "Y" - "�Aw I el WIJN�rlo d 6 d AN
Officer
ATTEST:
Approved. ZdZ�
Mayor Carrie Tergin
APPROVED AS TO FORM:
Memorandum
To: City Administrator
From: Department of Public Works
Re: Grant Acceptance under $25,000
For: Your Approval
Pursuant to Section 2- 28 of the City Code, I request acceptance of the following Grant:
The name of the grantor:
Missouri Department of Transportation
The amount of the grant:
$11,066 State Operating Assistance
The purpose of the grant:
These funds are designated by the Missouri Legislature for
transit support under RSMo Section 226.195.1
Any matching requirements or future
obligations tied to acceptance of the grant:
50% matching funds are required.
CFDA#:
Grant Award # (if any):
City Department Responsible:
Public Works
Employee assigned as Grant
Administrator:
Mark Mehmert
Revenue account # to be amended:
63-100-430020 State Grant
Expense account # to be amended:
63-630-540010 Building Grounds and Maintenance
Reviewed by Finance:
Y��
Approved this day of , 20 by Bill ; Ordinance
CCO Form: MO79
Approved: 06/96 (RMH)
Revised: 03/17 (MWH)
Modified:
MISSOURI HIGHWAYS AND TRANSPORTATION COMMISSION
PUBLIC TRANSIT OPERATING
ASSISTANCE GRANT AGREEMENT
THIS AGREEMENT is entered into between the Missouri Highways and
Transportation Commission (hereinafter, "Commission") and City of Jefferson
(hereinafter, "Grantee").
WITNESSETH:
WHEREAS, the purpose of this Agreement is to provide financial assistance
to the Grantee as appropriated from the State Fund and to set forth the conditions
upon which the assistance will be provided;
NOW, THEREFORE, in consideration of the mutual covenants, promises, and
representations in this Agreement, the parties agree as follows:
(1) SCOPE OF WORK: The Grantee shall provide general public
transportation in accordance with the "Missouri State Transit Assistance Application"
which is attached and made a part of this Agreement as Attachment A.
(2) AMOUNT OF GRANT: The Commission awards the Grantee the sum
of eleven thousand sixty-six dollars ($11,066) during the period from July 1,
2020 to June 30, 2021.
(3) PERFORMANCE OF AGREEMENT: The Grantee shall immediately
notify the Commission in writing of any condition or event which may significantly
affect its ability to perform the required activities in accordance with the provisions of
this Agreement.
(4)
RETENTION AND AUDIT OF RECORDS:
(A) The Grantee shall maintain all records relating to this Agreement,
including but not limited to invoices, payrolls, etc. These records must be available
at all reasonable times at no charge to the Commission and/or its representatives
during the period of this Agreement and any extension thereof, and for three (3)
years after the date of final payment made under this Agreement.
(B) The Grantee shall submit to the Commission such data, reports,
documents, and other information relating to the Grantee's activities as the
Commission may require at any time.
(C) At any time during or after the grant period provided in this
Agreement, the Commission may inspect, copy and audit all records possessed by
or available to the Grantee, which may be pertinent to this Agreement. If the
Commission notifies the Grantee of its specific intention to inspect, copy or audit any
of these records, then the Grantee shall retain all of the records pertinent to this
Agreement until the Commission notifies the Grantee that it has completed its
inspection, copying or audit.
(5) THIRD PARTY CONTRACTS:
(A) Prior to execution by either party, the Grantee shall submit to
the Commission for review, comment and approval all contracts for services
included in the Public Transportation Budget and Service Statement to be provided
to the Grantee by a third party.
(B) The Commission shall not be liable to contractors or
subcontractors of the Grantee or any other person not a party to this Agreement in
connection with the performance of the project.
(6) PAYMENTS:
(A) Limitations on Commission Contribution: Funds made available
to the Commission and the Grantee are subject to appropriations made by the
General Assembly. In the event state funds available to the Commission are
reduced so that the Commission is incapable of completely satisfying its obligations
to all the Grantees for the current state fiscal year, the Commission may recompute
and reduce this grant. When added to federal operating assistance funds available
and applied to the same operating period, the maximum Commission payment on
any monthly or quarterly request shall not cause the total of state and federal
operating assistance to exceed the amount of operating assistance for which the
Grantee would have qualified in federal funds had additional federal funds been
available.
(B) Progress Payments: Progress payments, based upon actual
allowable costs, for not less than one (1) month and for no more than three (3)
months may be made upon receipt of an itemized invoice from the Grantee in an
appropriate format approved by the Commission. The itemized invoice shall be
reviewed by the Commission prior to payment and must include a certification that
costs have been incurred in the performance of the Agreement and a record of the
actual costs. Any costs deemed ineligible for reimbursement by the Commission in
accordance with the terms of this Agreement shall be deducted from the itemized
invoice before payment is made. Any rejected or unaccepted costs shall be borne
by the Grantee.
2
(C) Availability of Funds: The Commission's duty to pay the Grantee
as provided in this Agreement is subject to the availability of funds appropriated by
the Missouri General Assembly to and from the State Transportation Fund and any
subsequent directives mandated by the Governor regarding the withholding of
appropriations.
(7) ASSIGNMENT: The Grantee shall not assign, transfer or delegate any
interest in this Agreement, or its performance of any work required by this
Agreement, without the prior written consent of the Commission.
(8) INDEMNIFICATION:
(A) To the extent allowed or imposed by law, the Grantee shall
defend, indemnify and hold harmless the Commission, including its members and
department employees, from any claim or liability whether based on a claim for
damages to real or personal property or to a person for any matter relating to or
arising out of the Grantee's wrongful or negligent performance of its obligations
under this Agreement.
(B) The Grantee will require any contractor procured by the Grantee
to work under this Agreement:
(1) To obtain a no cost permit from the Commission's district
engineer prior to working on the Commission's right-of-way, which shall be signed by
an authorized contractor representative (a permit from the Commission's district
engineer will not be required for work outside of the Commission's right-of-way); and
(2) To carry commercial general liability insurance and
commercial automobile liability insurance from a company authorized to issue
insurance in Missouri, and to name the Commission, and the Missouri Department of
Transportation and its employees, as additional named insureds in amounts
sufficient to cover the sovereign immunity limits for Missouri public entities ($500,000
per claimant and $3,000,000 per occurrence) as calculated by the Missouri
Department of Insurance, Financial Institutions and Professional Registration, and
published annually in the Missouri Register pursuant to Section 537.610, RSMo.
(C) In no event shall the language of this Agreement constitute or
be construed as a waiver or limitation for either party's rights or defenses with regard
to each party's applicable sovereign, governmental, or official immunities and
protections as provided by federal and state constitution or law.
(9) RIGHT OF COMMISSION TO TERMINATE AGREEMENT: Upon
written notice to the Grantee, the Commission may suspend or terminate all or part
of the financial assistance provided for in this Agreement when the Grantee is, or
3
has been, in violation of any of the terms of this Agreement.
(10) COMMISSION'S REPRESENTATIVE: The Commission's chief
engineer is designated as the Commission's representative for the purpose of
administering the provisions of this Agreement. The Commission's representative
may designate by written notice other persons having the authority to act on behalf
of the Commission in furtherance of the performance of this Agreement.
(11) NONDISCRIMINATION CLAUSE: The Grantee shall comply with all
state and federal statutes applicable to the Grantee relating to nondiscrimination,
including, but not limited to, Chapter 213, RSMo; Title VI and Title VII of the Civil
Rights Act of 1964, as amended (42 U.S.C. §2000d and §2000e, et seq.); and with
every applicable provision of the "Americans with Disabilities Act" (42 U.S.C.
§12101, et seq.).
(12) LAW OF MISSOURI TO GOVERN: This Agreement shall be
construed according to the laws of the State of Missouri. The Grantee shall comply
with all local, state and federal laws and regulations relating to the performance of
this Agreement.
(13) VENUE: It is agreed by the parties that any action at law, suit in
equity, or other judicial proceeding to enforce or construe this Agreement, or
respecting its alleged breach, shall be instituted only in the Circuit Court of Cole
County, Missouri.
(14) NONSOLICITATION: The Grantee warrants that it has not employed
or retained any company or person, other than a bona fide employee working for the
Grantee, to solicit or secure this Agreement, and that it has not paid or agreed to pay
any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gifts, or any other consideration, contingent upon or
resulting from the award or making of this Agreement. For breach or violation of this
warranty, the Commission shall have the right to annul this Agreement without
liability, or in its discretion, to deduct from the Agreement price or consideration, or
otherwise recover, the full amount of such fee, commission, percentage, brokerage
fee, gifts, or contingent fee.
(15) AMENDMENTS: Any change in this Agreement, whether by
modification or supplementation, must be accomplished by a formal contract
amendment or supplemental agreement signed and approved by the duly authorized
representatives of the Grantee and the Commission.
(16) DISPUTES: Any disputes that arise under this Agreement shall be
decided by the Commission or its representative.
(17) LACK OF WAIVER: In no event shall payment of grant funds to the
Grantee by the Commission constitute or be construed as a waiver by the
Commission of any breach of covenants, or any default which may exist on the part
4
DocuSign Envelope ID: 9849D9BD-B92E-4008-BFF8-4128910F2B89
(18) NOTICES: Any notice or other communication required or permitted to
be given hereunder shall be in writing and shall be deemed given three (3) days after
delivery by United States mail, regular mail postage prepaid, or upon receipt by
personal or facsimile delivery, addressed as follows:
(A) To the Grantee:
City of Jefferson
320 E. High St.
Jefferson City, MO 65101
Facsimile No.:573-636-36932
(B) To the Commission:
Missouri Department of Transportation
105 W. Capitol Ave
Jefferson City, Mo 65102
Facsimile No.:573-751-6555
or to such other place as the parties may designate in accordance with this
Agreement. To be valid, facsimile delivery shall be followed by delivery of the original
document, or a clear and legible copy thereof, within three (3) business days of the
date of facsimile transmission of that document.
[Remainder of page intentionally left blank.]
5
DocuSign Envelope ID: 9849D9BD-692E-4008-BFF8-4128910F2B89
IN WITNESS WHEREOF, the parties have entered into this Agreement on the
last date written below.
Executed by the Grantee this
2021-01-20 1 4:13 PM CST
(date).
2021-01-21 1 12:09 PMST
Executed by the Commission this (Cate).
MISSOURI HIGHWAYS AND CITY OF JEFFERSON
TRANSPORTATION COMMISSION DocuSigned by:
F;t
uSigned by:
By %,►rbt,fw By
+F�e�nc�no�nerF
5RCUM29E499...
Title Assistant Chief Engineer Title Mayor
Attest:
DocuSigned by:
;opt
A4666CD7996249R
Secretary to the Commission
Approved as to Form:
DocuSigned by:
i�7e�aw �. ?f1a�reo-�iawlLi.w
Counsel for the Commission
2
Attest:
DocuSigned by:
E
�t(.� �OIn.A(,�,Sbin,
By 61FC36CE6822438...
Title City Clerk
Approved as to Form:
DocuSigned by:
Counsel
Ordinance Number (if applicable)
DocuSign Envelope ID: 9849D9BD-B92E-4008-BFF8-4128910F2B89
Attachment A
Application
Missouri State Transit Assistance Program
Applicant Agency Name:
Street and Mailing Address:
City, State (Missouri), Zip+4 Code
Agency Contact Person - Name
Contact Person: e-mail Address
Contact Person: Work Phone
Contact Person: Fax Number
City of Jefferson, MO
320 E. High St.
Jefferson City, MO 65101
Aark Mehmert
nmehmert@jeffcitymo.org
73-634-6599
73-636-3632
Eligibility Criteria: (Check All That Apply):
(If ueratina both urbanized and rural transit service. submit senarate annlirntinns)
El
A City
❑
A City Transit Authority
❑
A City Utilities Board
❑
An Interstate Transit Authority (as defined in 94.600 RSMo)
❑
An Intrastate Transportation Authority
❑
A recipient / direct recipient of FTA Sec. 5307 urbanized formula funds
❑
A sub -recipient of FTA Section 5311 non -urbanized formula funds
Operating and Capital Costs for Operating Public Transit Service in Missouri
Costs / Year 2017 2018
Transit Operating Costs $ 2,278,817 $ 2,540,950
Transit Capital Costs $ 87,112 $ 217,387
Total: Transit Operating + Capital Costs $2,365,929 $2,758,337
Past and Projected Annual Passenger Ridership in Missouri (unlinked trips):
2017 286,972
2018 282,025
2019
2021 Projected
Agency's Missouri Transit Service Area Population: Urbanized: 42,838
Annual Vehicle Miles Operated; 2017 2018
528,736 1 534,166
Cost per Mile (divide total cost by miles) 1 $ 4.47 1 ($ 5.16
(Complete remainder of application on back of form)
Cost per Passenger 2017 2018
(divide total cost by ridership)
$ 8.24 $ 9.78
2019
$ 2,370,045
$ 81,690
$2,451,736
277,427
275,000
Rurall1
2019
528,829
4.64
2019
8.84
DocuSign Envelope ID: 9849D9BD-B92E-4008-BFF8-4128910F2B89
Description of Proposed Year 2019 Public Transit Service in Missouri
Days of Transit Operation: Monday -Friday
Weekday Hours of Operation: 16:40 AM to 6:00 PM
Saturday Hours of Operation: N/A
Sunday Hours of Operation: N/A
Amount of Annual Local Effort or Tax Support for Transit:
2017 2018 2019
$1,007,266 1 $1,240,8291 $1,193,326
Description of local financial effort or local tax support for appliant's public transit service:
General Revenue, Capital Improvement Sales Tax
Applicant Agency Authorized Signature: — Date: January 9, 2020
G
Submit completed and signed application to: Transit Section - Multimodal Operations
Missouri Department of Transportation
Please include "Missouri State Tranit Assistance P.O. Box 270
Application" & your "Agency Name" in the subject Jefferson City, MO 65102-0270
or e-mail to: MOTransit@modot.mo.gov
For Technical Assistance: MOTransit@modot.mo.eov
Tele: (573) 751-2523
Form located at:
https://www.modot.org/transit-appIications-and-reportinF,
(Version Jan. 2020)
DocuSign Envelope ID: 9849D9BD-B92E-4008-BFF8-4128910F2B89
BILL NO. 2019-096
SPONSORED BY Councilman Hussey
ORDINANCE NO. ([opo4
AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE A GRANT AGREEMENT WITH
MODOT FOR PUBLIC TRANSIT OPERATING ASSISTANCE.
BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI,
AS FOLLOWS.-
Section
OLLOWS:
Section 1. The Mayor and City Clerk are hereby authorized and directed
to execute a grant agreement with MoDOT.
Section 2 . The agreement shall be substantially the same in form and content
as the agreement attached hereto as Exhibit A.
Section 3. This Ordinance shall be in full force and effect from and after the
date of its passage and approval.
Passed: 1 X. �0 2
Approved.
Presiding Officer Mayor Carrie Tergin
ATTEST:
APPROVED AS TO FORM:
CW Clerk Ci y u selor
Certificate Of Completion
Envelope Id: 9849D9BDB92E4008BFF84128910F2B89
Subject: Please DocuSign: 2020-11-60057.pdf
Source Envelope:
Document Pages: 9 Signatures: 6
Certificate Pages: 6 Initials: 0
AutoNav: Enabled
Envelopeld Stamping: Enabled
Time Zone: (UTC -06:00) Central Time (US R Canada)
Record Tracking
Docu
■SECURED
Status: Completed
Envelope Originator:
Janette Vomund
1860 Michael Faraday Drive
Suite 100
Reston, VA 20190
Janette.Vomund@modot.mo.gov
IP Address: 168.166.80.221
Status: Original
Holder: Janette Vomund
Location: DocuSign
1/20/2021 6:47:35 AM
Janette.Vomund@modot.mo.gov
Resent: 1/21/2021 6:28:04 AM
Signer Events
Signature
Timestamp
Ryan Moehlman
rmoehlman@jeffcitymo.org
[11—SIgn1dby'
��
Sent: 1/20/2021 8:54:19 AM
Viewed: 1/20/2021 9:11:05 AM
Security Level: Email, Account Authentication
23E684D7CO3446A_
Signed: 1/20/2021 9:12:32 AM
(Optional), Access Code
(Optional)
Signature Adoption: Drawn on Device
Using IP Address: 104.166.230.235
Signed using mobile
Electronic Record and Signature Disclosure:
Accepted: 1/20/2021 9:11:05 AM
ID:f94d5d82-fe6a-4602-a0bc-f9510f43ddaf
Carrie Tergin
D...S19ned by:
Sent: 1/20/2021 9:12:33 AM
ctergin@jeffcitymo.org
CaiYllt, TZ,l^/�w
C
Viewed: 1/20/2021 4:12:45 PM
Mayor
Ez,zOFce9104CE.
Signed: 1/20/2021 4:13:22 PM
Security Level: Email, Account Authentication
(Optional) Signature Adoption: Pre -selected Style
Using IP Address: 65.119.141.114
Electronic Record and Signature Disclosure:
Accepted: 1/20/20214:12:45 PM
ID:93248e67-Ob9f-42e8-9f2a-a5a66ec9c41e
Emily Donaldson DOCuS'0nedby Sent: 1/20/2021 4:13:24 PM
edonaldson@jeffcitymo.org E61FC3
mit vbl'.al,o!sm Viewed: 1/20/2021 4:14:02 PM
City Clerk CE6822438 Signed: 1/20/2021 4:14:51 PM
Security Level: Email, Account Authentication
(Optional) Signature Adoption: Pre -selected Style
Using IP Address: 65.119.141.114
Electronic Record and Signature Disclosure:
Accepted: 1/20/2021 4:14:02 PM
ID: 82982092-1266-40ea-a1 ba-ef8922af34d4
Megan L. Waters -Hamblin
roned by:
Sent: 1/20/20214:14:53 PM
Megan.Waters-Hamblin@modot.mo.gov
welowr 4 �"�GO` ""`«'"
E-?D.,__14uEsE,EF.E.407
Resent: 1/21/2021 6:28:04 AM
Senior Administrative Counsel
_
Viewed: 1/21/2021 7:37:57 AM
Missouri Department of Transportation
Signed: 1/21/2021 7:38:01 AM
Signature Adoption: Pre -selected Style
Security Level: Email, Account Authentication
(Optional)
Using IP Address: 168.166.80.221
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events
Eric Schroeter
eric.schroeter@modot.mo.gov
Assistant Chief Engineer
Missouri Department of Transportation
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Pamela J. Harlan - MHTC
pamela.harlan@modot.mo.gov
Secretary to the Commission
Missouri Department of Transportation
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events
Editor Delivery Events
Agent Delivery Events
Intermediary Delivery Events
Certified Delivery Events
Carbon Copy Events
Dana Kaiser
dana.kaiser@modot.mo.gov
Senior Executive Assistant
Missouri Department of Transportation
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Jennifer Jorgensen
jennifer.jorgensen@modot.mo.gov
Asst Secretary to the Commission
MoDOT
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signature
EDOC.Sign,d by:
{ tG S(Junt hr
SEB CCFE9B29E499...
Signature Adoption: Pre -selected Style
Using IP Address: 168.166.80.221
DoeuSigned by:
'Sw.G/7bJr._
A4664CD7996249B...
Signature Adoption: Uploaded Signature Image
Using IP Address: 168.166.80.221
Signature
Status
Status
Status
Status
Status
COPIED
COPIED
Mark Mehmert � p PI E D
mmehmert@jeffcitymo.org
Security Level: Email, Account Authentication
(Optional)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events
Signature
Timestamp
Sent: 1/21/2021 7:38:03 AM
Viewed: 1/21/2021 11:38:15 AM
Signed: 1/21/2021 11:38:20 AM
Sent: 1/21/2021 11:38:22 AM
Viewed: 1/21/2021 12:08:55 PM
Signed: 1/21/2021 12:09:01 PM
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Timestamp
Sent: 1/21/2021 7:38:03 AM
Sent: 1/21/2021 11:38:22 AM
Sent: 1/21/2021 12:09:03 PM
Viewed: 1/21/2021 12:22:20 PM
Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status
Envelope Sent
Hashed/Encrypted
Certified Delivered
Security Checked
Signing Complete
Security Checked
Completed
Security Checked
Payment Events Status
Electronic Record and Signature Disclosure
Timestamps
1/20/2021 8:54:19 AM
1/21/2021 12:08:55 PM
1/21/2021 12:09:01 PM
1/21/2021 12:09:03 PM
Timestamps
Electronic Record and Signature Disclosure created on: 10/5/2016 3:40:17 PM
Parties agreed to: Ryan Moehlman, Carrie Tergin, Emily Donaldson
Missouri Highways and Transportation Commission
DocuSign, Inc. Express Electronic Signature Agreement
The Missouri Highways and Transportation Commission (hereinafter, Commission), acting by
and through the Missouri Department of Transportation (MoDOT) is willing to provide to the
Authorized Representative of the ContractorNendor/Consultant (Entity) who is duly authorized
to act on behalf of said Entity (hereinafter you or I) and accept from you your electronically
affixed authorized signature and seal, as required to validate a binding agreement between the
Commission and the Entity, on all Commission/MoDOT documents, including but not limited to
disclosures, agreements, contracts, notices, purchase orders, change orders, modifications,
amendments, supplements, correspondence, and the like, (hereinafter, Commission Documents)
that are processed, generated, and exchanged by and between the Commission and you, acting on
behalf of the Entity, electronically through the utilization of the DocuSign, Inc. Express
(DocuSign) eSignature Application. In consideration of mutual covenants, you agree as follows:
1) You are the person duly authorized and designated by the Entity to receive, access and agree
to the terms of this agreement on behalf of the Entity by clicking the Agree button below.
2) You have the authority to specifically consent and agree that the Commission, in its
discretion, provide all disclosures, agreements, contracts, notices, purchase orders, change
orders, modifications, amendments, supplements, correspondence, and all other evidence of the
transaction between the Commission and the Entity electronically (hereinafter all such
documentation is referred to as electronic record(s)).
3) The email address, User ID and password authorized to access the electronic agreement via
DocuSign are your own and are not shared with any other person.
4) All of the required notices and disclosures will be sent to the email address authorized through
DocuSign.
5) You are duly authorized to receive electronically through DocuSign, access and act upon all
electronic records, to provide all required information and electronically affix your signature and
seal, as applicable, on behalf of the Entity named in such Commission Documents via
DocuSign,.
6) The system through which you are accessing DocuSign and its eSignature Application meets
the minimum requirements to access DocuSign, view, receive, retrieve, download, print, store,
send and transmit all electronic records and any and all other communications sent to you from
the Commission through the DocuSign web site.
7) All communications in electronic format from the Commission to you through DocuSign are
considered in -writing. You have the ability to download and print any documents processed
through DocuSign for 30 calendar days after such documents are first sent, as long as you are an
authorized user of the DocuSign system. After such time, you may request copies by contacting
the Commission through the Secretary to the Commission at mhtc@modot.mo.gov or by
telephone at 573-751-2824. You shall print or download for your records a copy of any
communication that is important to you to retain.
8) You have implemented appropriate security measures to ensure that only you have access
through DocuSign to receive, access and electronically affix signatures to electronic records, as
applicable, Commission/MoDOT sends to you through DocuSign. It is your sole responsibility to
ensure your adequate protection, confidentiality and secrecy of the DocuSign Authentication
Code, and any other user ID and/or Password combinations that may be required for you to
access the DocuSign eSignature services and any disclosure thereof to any other person or
communication thereof through unsecure medium, such as traditional electronic mail, shall be
entirely at your risk. You shall be liable for any unauthorized usage of your ID/Password
combination and the DocuSign Authentication Code.
9) You agree and authorize the Commission to respond to and act upon any and all transactions
initiated and transmitted by you electronically through DocuSign. Any transaction initiated and
transmitted by you to the Commission through DocuSign and its eSignature application shall be
deemed to have been authorized by you, and the Commission is entitled to assume that the said
transactions are so authorized by you and the Commission shall be protected upon acting
thereon.
10) You shall be fully liable to the Commission for every transaction entered into using a valid
DocuSign Authentication Code sent to you through certified mail, telephone call or Short
Message Service (SMS) text, with or without your knowledge. In no event will the Commission
be liable to you for any special, direct, indirect, consequential or incidental loss or damages even
if you have advised the Commission/MoDOT of such possibility. The Commission shall not be
liable for any misuse, if any, of any data placed on the internet by third parties hacking or
accessing the application and hosting server without authorization.
11) The Entity shall take responsibility for all the transactions with the Commission conducted
electronically through DocuSign and will abide by the record of the transactions generated by
DocuSign or by the Commission/MoDOT through DocuSign. Further such record of transactions
shall be conclusive proof and binding for all purposes and may be used as conclusive evidence in
any proceedings. All records of the Commission and DocuSign, whether in electronic form,
magnetic medium, documents or any other form, with respect to electronic transactions sent or
received through use of DocuSign shall be conclusive evidence of such transactions and shall be
binding on the Entity.
12) The Commission/MoDOT shall not be liable for any loss or damage whatsoever caused,
arising directly or indirectly, in connection with the services and /or this Agreement, including
without limitation any: (A) Loss of data; and (B) Interruption or stoppages to your access to
DocuSign and its eSignature application and/or processing of electronic transactions due to any
operational or technical difficulties/reason beyond our control for any other reason. The
Commission, along with its members, employees, agents, executors, successors and assigns shall
not be liable for any damages or claims or injuries arising out of or in connection with the use of
DocuSign and its eSignature application or its non-use including non-availability or failure of
performance, loss or corruption of data, loss of or damage to property (including profit and
goodwill), work stoppage, computer failure or malfunctioning or interruption of business, error,
omission, deletion, defect, delay in operation or transmission, communication line failure or for
any failure to act upon electronic transaction for any cause.
13) You shall keep confidential all information, in whatever form, produced, prepared, observed
or received by you to the extent that such information is confidential by law or otherwise
required by the Commission.
14) This Agreement and the rights and obligations of the parties hereto shall be governed by, and
construed according to, the laws of the State of Missouri. It is agreed by the parties that any
action at law, suit in equity, or other judicial proceeding to enforce or construe this Agreement,
or regarding its alleged breach, shall be instituted only in the Circuit Court of Cole County,
Missouri.
15) The terms of this agreement and any amendments thereafter shall remain in full force and
effect for as long as DocuSign is active, or by thirty (30) days written notification by either party
of their intent to cancel this agreement.
By checking the I Agree button, I confirm that:
1. I am the person named in the documents to which I will electronically affix my signature; that
I am authorized to sign such documents on behalf of the Entity named in the documents; that I
will read and know the contents of such electronically signed documents including all exhibits
attached thereto, and that the statements made therein are true, and that I will not omit any
information needed to make such documents true; and that I will take appropriate security
measures to insure that I have sole access to the documents sent to me by the Commission and
MoDOT through the email address provided on DocuSign.
2. I and the Entity shall indemnify and save harmless the Commission, its members, employees,
officers, successors, assigns, agents and representatives against any and all claims, losses,
damages, costs, liabilities and expense actually incurred, suffered or paid by the Commission, its
members, employees, officers, successors, assigns, agents and representatives, directly or
indirectly, and also against all demands, actions, suits, proceedings made, filed, instituted against
the Commission, its members, employees, officers, successors, agents and representatives in
connection with, or arising out of, or relating to the Commission accepting and acting or not
accepting and not acting for any reason whatsoever pursuant to, in accordance with or relying
upon, data received, through DocuSign and its eSignature application you or any unauthorized
use of your ID/Password combination, the DocuSign Authentication Code, or the DocuSign
eSignature application.
3. I agree to the DocuSign, Inc. Express (DocuSign) Electronic Signature Agreement terms and
conditions outlined above.