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HomeMy Public PortalAboutORD16137BILL NO. 2021-011 SPONSORED BY Councilmember Fitzwater ORDINANCE NO. /Cal AN ORDINANCE AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A CONSTRUCTION CONTRACT WITH PARKING LOT MAINTENANCE, LLC. AND A GRANT AGREEMENT BETWEEN THE CITY OF JEFFERSON AND THE MISSOURI HIGHWAYS AND TRANSPORTATION COMMISSION FOR THE PURPOSE OF CONSTRUCTING THE APRON MAINTENANCES PROJECT FOR THE JEFFERSON CITY MEMORIAL AIRPORT. BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section 1. The bid of Parking Lot Maintenance, LLC is declared to be the lowest and best bid and is hereby accepted for the Apron Pavement Maintenance project. Section 2. The Mayor and City Clerk are hereby authorized to execute an agreement with Parking Lot Maintenance, LLC. for the Apron Pavement Maintenance project. Section 3. The Mayor and City Clerk are hereby authorized to execute a grant amendment with the Missouri Highways and Transportation Commission for the purpose of constructing the Apron Maintenance and Remarking project for the Jefferson City Memorial Airport. Section 4. These agreements shall be substantially the same in form and content as Exhibit A and B attached hereto. Section 5. This Ordinance shall be in full force and effect from and after the date of its passage and approval. Passed: -,,-/n 7 CD2 Presiding Officer ATTEST: Approved: XVZr Mayor Carrie Tergin APPROVED AS TO FORM: Memorandum To: City Council From: City Administrator Re: Grant Acceptance Over $25,000 For: Bill Authorizing Grant Agreement Pursuant to Section 2- 28 of the City Code, I request authority to accept the following Grant: The name of the grantor: Federal Aviation Administration, Department of Transportation as Administered through the Missouri De artment of Transportation The amount of the grant: $415,698 The purpose of the grant: Construct Apron Rehabilitation and Remarking Project at the Jefferson City Memorial Airport Any matching requirements or future The first $347,707 of the grant will require a 10% match obligations tied to acceptance of the or $38,634, the remaining $67,911 of the grant has no grant: matching requirement. All matching funds will come from the airport portion of the Capital Improvement Sales Tax. CFDA#: 20.106 Grant Award # (if any): 20-04OB-1 City Department Responsible: Public Work Employee assigned as Grant Britt E. Smith, PE Administrator: Revenue account # to be amended: 61-100-430010 Expense account # to be amended: 61-990-578081 Reviewed by Finance: P4-aAA-,2--� � Please NOTE: Upon Approval, the City Administrator may, on behalf of the city execute any documents necessary for accepting the grant and amend the budget to reflect the acceptance of such revenue, and amend the budget to reflect equivalent expenses so as to accomplish the purpose of such funds. For Finance Department Use only: Approved on the Consent Agenda this day of , 20 Revised 8/2/16 by Ordinance 15545 APRON PAVEMENT MAINTENANCE APRIL 2021 CITY OF JEFFERSON CONSTRUCTION CONTRACT THIS CONTRACT, made and entered into this � day of I Y 1A 2021, by and between Parking Lot Maintenance, LLC, hereinafter referred to as "Contract r," and the City of Jefferson, Missouri, a municipal corporation of the State of Missouri, hereinafter referred to as "City." WITNESSETH: THAT WHEREAS, the Contractor has become the lowest responsible bidder for furnishing the supervision, labor, tools, equipment, materials and supplies and for constructing the following City improvements: Project No. 127371, MoDOT No. 20-040B-1, Apron Pavement Maintenance NOW THEREFORE, the parties to this contract agree to the following: 1. Scone of Services. Contractor agrees to provide all labor, equipment, hardware and supplies to perform the work included in the project entitled "Apron Pavement Maintenance" in accordance with the plans and specifications on file with the Department of Public Works. 2. Manner and Time for Completion. Contractor agrees with the City to furnish all supervision, labor, tools, equipment, materials and supplies necessary to perform said work at Contractor's own expense in accordance with the contract documents and any applicable City ordinances and state and federal laws, within 75 calendar days from the date Contractor is ordered to proceed, which order shall be issued by the Director of Public Works within fifteen (15) calendar days after the date of this contract. 3. PrevailinE Waees. To the extent that the work performed by Contractor is subject to prevailing wage law, Contractor shall pay a wage of no less than the "prevailing hourly rate of wages" for work of a similar character in this locality, as established by Department of Labor and Industrial Relations of the State of Missouri, and as established by the Federal Employment Standards of the Department of Labor. Contractor acknowledges that Contractor knows the prevailing hourly rate of wages for this project because Contractor has obtained the prevailing hourly rate of wages from the contents of the current Annual Wage Order No. 27, Section 014, Callaway County, and Federal Wage rates as set forth. The Contractor further agrees that Contractor will keep an accurate record showing the names and occupations of all workmen employed in connection with the work to be performed under the terms of this contract. The record shall show the actual wages paid to the workmen in connection with the work to be performed under the terms of this contract. A copy of the record shall be delivered to the Purchasing Agent of the Jefferson City Finance Department each week. In accordance with Section 290.250, RSMo, Contractor shall forfeit to the City One Hundred Dollars ($100.00) for each workman employed, for each calendar day or portion thereof that the workman is paid less than the stipulated rates for any work done under this contract, by the Contractor or any subcontractor under the Contractor. 4. Insurance. Contractor shall procure and maintain at its own expense during the life of this contract: (a) The Contractor shall obtain and maintain during the term of the Project and this Contract the insurance coverages at least equal to the coverages set forth in this section, but no event less than the individual and combined sovereign immunity limits established by Section 537.610 R.S.Mo. Insurance policies providing required coverages shall be with companies licensed to do business in the State of Missouri and rated no less than AA by Best or equivalent. All costs of obtaining and maintaining insurance coverages are included in the Bid Amount and no additional payment will be made therefor by the City. Jefferson City Project Manual CA -1 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE Comprehensive General Liability Insurance (including coverage for Bodily Injury and Property Damage) Comprehensive Automobile Liability Insurance (including coverage for Bodily Injury and Property Damage) Employer's Liability APRIL 2021 $500,000 per occurrence $3,000,000 aggregate $500,000 per occurrence $3,000,000 aggregate $3,000,000 bodily injury by accident (each accident) $3,000,000 bodily injury by disease (each employee) $3,000,000 bodily injury policy limit (b) Worker's Compensation - In addition, the Contractor and all subcontractors shall provide Worker's Compensation Insurance in at least statutory amounts for all workers employed at the Project site. (c) Owner's Protective Liability Insurance - The Contractor shall also obtain at its own expense and deliver to the City an Owner's Protective Liability Insurance Policy naming the City of Jefferson and the Engineer as the insured, in an amount not less than the individual and combined sovereign immunity limits established by Section 537.610 R.S.Mo., except for those claims governed by the provisions of the Missouri Workmen's Compensation Law, Chapter 287, RSMo. No policy will be accepted which excludes liability for damage to underground structures or by reason of blasting, explosion or collapse. (d) Subcontracts - In case any or all of this work is sublet, the Contractor shall require the Subcontractor to procure and maintain all insurance required in Subparagraphs (a) and (b) hereof and in like amounts. (e) Before commencing any work, the Contractor shall provide to the City certificates of insurance evidencing the issuance and maintenance in force of the coverages required by this section. Each such certificate shall show the City, and such other governmental agencies as may be required by the City to be insured by underlying grant or contract relating to the Project, as an additional insured, and shall bear an endorsement precluding cancellation of or change in coverage without at least thirty (30) days written notice to the City. The City may waive any insurance coverages or amounts required by this section when the City deems such waiver to be in the interest of the public health, safety, and general welfare. 5. Contractor's Responsibility for Subcontractors. It is further agreed that Contractor shall be as fully responsible to the City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons it directly employs. Contractor shall cause appropriate provisions to be inserted in all subcontracts relating to this work, to bind all subcontractors to Contractor by all the terms herein set forth, insofar as applicable to the work of subcontractors and to give Contractor the same power regarding termination of any subcontract as the City may exercise over Contractor under any provisions of this contract. Nothing contained in this contract shall create any contractual relations between any subcontractor and the City or between any subcontractors. 6. Liquidated Damages. The City may deduct (according to the below schedule) from any amount otherwise due under this contract for every day Contractor fails or refuses to prosecute the work, or any separable part thereof, with such diligence as will ensure the completion by the time above specified, or any extension thereof, or fails to complete the work by such time, as long as the City does not terminate the right of Contractor to proceed. It is further provided that Contractor shall not be charged with liquidated damages because of delays in the completion of the work due to unforeseeable causes beyond Contractor's control and without fault or negligence on Contractor's part or the part of its agents. Jefferson City Project Manual CA -2 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE APRIL 2021 BID / PHASE LIQUIDATED DAMAGES COST ALLOWED CONSTRUCTION TIME Phase 1 $1,500 / Calendar Day 28 Calendar Days Phase 2 $1,500 / Calendar Day 7 Calendar Days Phase 3A $1,500 / Calendar Day 14 Calendar Days Phase 3B $1,500 / Calendar Day 14 Calendar Days Phase 3C $1,500 / Calendar Day 12 Calendar Days Total Calendar Day Contract 75 Calendar Days 7. Termination. The City reserves the right to terminate this contract by giving at least ten (10) calendar days prior written notice to Contractor, without prejudice to any other rights or remedies of the City should Contractor be adjudged a bankrupt, or if Contractor should make a general assignment for the benefit of its creditors, or if a receiver should be appointed for Contractor or for any of its property, or if Contractor should persistently or repeatedly refuse or fail to supply enough properly skilled workmen or proper material, or if Contractor should refuse or fail to make prompt payment to any person supplying labor or materials for the work under the contract, or persistently disregard instructions of the City or fail to observe or perform any provisions of the contract. 8. City's Right to Proceed. In the event this contract is terminated pursuant to Paragraph 7, then the City may take over the work and prosecute the same to completion, by contract or otherwise, and Contractor and its sureties shall be liable to the City for any costs over the amount of this contract thereby occasioned by the City. In any such case, the City may take possession of, and utilize in completing the work, such materials, appliances and structures as may be on the work site and are necessary for completion of the work. The foregoing provisions are in addition to, and not in limitation of, the rights of the City under any other provisions of the contract, city ordinances, and state and federal laws. 9. Indemnity. To the fullest extent permitted by law, the Contractor will indemnify and hold harmless the Engineer, Burns & McDonnell Engineering, Inc., the City, its elected and appointed officials, employees, and agents from and against any and all claims, damages, losses, and expenses including attorneys' fees arising out of or resulting from the performance of the work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work itself) including the loss of use resulting therefrom and (2) is caused in whole or in part by any negligent act or omission of contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this Paragraph. 10. Payment for Labor and Materials. Contractor agrees and binds itself to pay for all labor done, and for all the materials used in the construction of the work to be completed pursuant to this contract. Contractor shall furnish to the City a bond to ensure the payment of all materials and labor used in the performance of this contract. 11. Supplies. The Contractor is hereby authorized and directed to utilize the City's sales tax exemption in the purchase of goods and materials for the project as set out in Section 144.062 RSMo 1994 as amended. Contractor shall keep and maintain records and invoices of all such purchases which shall be submitted to the City. 12 Payment. The City hereby agrees to pay Contractor the work done pursuant to this contract according to the payment schedule set forth in the Contract Documents upon acceptance of said work by the Director of Public Works, and in accordance with the rates and/or amounts stated in the bid of Contractor dated February 22, 2021, which are by reference made a part hereof. No partial payment to Contractor shall operate as approval or acceptance of work done or materials furnished hereunder. The total amount of this contract shall not exceed Four Hundred Fifty -Four Thousand One Hundred Fifteen Dollars ($454,115.00). Jefferson City Project Manual CA -3 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE APRIL 2021 13. Performance and Materialman's Bonds Required. Contractor shall provide a bond to the City before work is commenced, and no later than fifteen (15) calendar days after the execution of this contract, guaranteeing the Contractor's performance of the work bid for, the payment of amounts due to all suppliers of labor and materials, the payment of insurance premiums for workers compensation insurance and all other insurance called for under this contract, and the payment of the prevailing wage rate to all workmen as required by this contract, said bond to be in a form approved by the City, and to be given by such company or companies as may be acceptable to the City in its sole and absolute discretion. The amount of the bond shall be equal to the Contractor's bid. 14. Knowledge of Local Conditions. Contractor hereby warrants that it has examined the location of the proposed work and the attached specifications and has fully considered such local conditions in making its bid herein. 15. Severability. If any section, subsection, sentence, or clause of this Contract shall be adjudged illegal, invalid, or unenforceable, such illegality, invalidity, or unenforceability shall not affect the legality, validity, or enforceability of the contract as a whole, or of any section, subsection, sentence, clause, or attachment not so adjudged. 16. Governing Law. The contract shall be governed by the laws of the State of Missouri. The courts of the State of Missouri shall have jurisdiction over any dispute which arises under this contract, and each of the parties shall submit and hereby consents to such courts exercise of jurisdiction. In any successful action by the City to enforce this contract, the City shall be entitled to recover its attorney's fees and expenses incurred in such action. 17. Contract Documents. The contract documents shall consist of the following: a. This Contract g. Supplementary Provisions b. Addenda h. Local Provisions c. Signed Copy of Bid i. Technical Specifications d. Notice to Bidders j. Drawings and/or Sketches e. Instructions to Bidders k. Proposal and associated attachments f. General Provisions 1. Performance and Payment Bonds m. Wage Rate Determinations This contract and the other documents enumerated in this paragraph, form the Contract between the parties. These documents are as fully a part of the contract as if attached hereto or repeated herein. 18. Complete Understanding, Merger. Parties agree that this document including those documents described in the section entitled "Contract Documents" represent the full and complete understanding of the parties. This contact includes only those goods and services specifically set out. This contract supersedes all prior contracts and understandings between the Contractor and the City. 19. Authorship and Enforcement. Parties agree that the production of this document was the joint effort of both parties and that the contract should not be construed as having been drafted by either party. In the event that either party shall seek to enforce the terms of this contract through litigation, the prevailing party in such action shall be entitled to receive, in addition to any other relief, its reasonable attorney's fees, expenses and costs. 20. Amendments. This contract may not be modified, changed or altered by any oral promise or statement by whomsoever made; nor shall any modification of it be binding upon the City until such written modification shall have been approved in writing by an authorized officer of the City. Contractor acknowledges that the City may not be responsible for paying for changes or modifications that were not properly authorized. Jefferson City Project Manual CA -4 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE APRIL 2021 21. Waiver of Breech. Failure to Exercise Rights and Waiver: Failure to insist upon strict compliance with any of the terms covenants or conditions herein shall not be deemed a waiver of any such terms, covenants or conditions, nor shall any failure at one or more times be deemed a waiver or relinquishment at any other time or times by any right under the terms, covenants or conditions herein. 22. Assignment. Neither party may sell or assign its rights or responsibilities under the terms of this agreement without the express consent of the remaining party. 23. Nondiscrimination. Contractor agrees in the performance of this contract not to discriminate on the ground or because of race, creed, color, national origin or ancestry, sex, religion, handicap, age, or political opinion or affiliation, against any employee of Contractor or applicant for employment and shall include a similar provision in all subcontracts let or awarded hereunder. 24. I11ega1 Immigration. Prior to commencement of the work: a. Contractor shall, by sworn affidavit and provision of documentation, affirm its enrollment and participation in a federal work authorization program with respect to the employees working in connection with the contracted services. b. Contractor shall sign an affidavit affirming that it does not knowingly employ any person who is an unauthorized alien in connection with the contracted services Contractor agrees in the performance. C. If Contractor is a sole proprietorship, partnership, or limited partnership, Contractor shall provide proof of citizenship or lawful presence of the owner prior to issuance of the Notice to Proceed. 25. OSHA Training. Prior to the commencement of work: a. Contractor shall provide a ten-hour Occupational Safety and Health Administration (OSHA) construction safety program for their on-site employees which includes a course in construction safety and health approved by OSHA or a similar program approved by the department which is at least as stringent as an approved OSHA program. b. All employees subject to this provision are required to complete the program within sixty days of beginning work on such construction project. C. Any employee, agent, or subcontractor of the Contractor subject to this provision found on the worksite without documentation of the successful completion of the course shall be afforded twenty days to produce such documentation after which time they shall be removed from the project. d. If Contractor fails the provisions of subsection a, b, or c, the Contractor shall forfeit as a penalty two thousand five hundred dollars, plus an additional one hundred dollars for each employee employed by the Contractor or subcontractor, for each calendar day, or portion thereof, such employee is employed without the required training. The penalty shall not begin to accrue until the time period in subsections b or c, whichever is applicable, of this section have elapsed. e. The City shall withhold and retain from any amount due under the contract, all sums and amounts due and owing as a result of any violation of this section when making payments to the Contractor under the contract. The Contractor may withhold from any subcontractor, sufficient sums to cover any penalties the City has withheld from the Contractor resulting from the subcontractor's failure to comply with the terms of this section. 26. Transient Employers. Every transient employer, as defined in section 285.230, RSMo, enclosed in the laws section, must post in a prominent and easily accessible place at the work site a clearly legible copy of the following: (1) The notice of registration for employer withholding issued to such transient employer by the director of revenue; (2) Proof of coverage for workers' compensation insurance or self-insurance signed by the transient employer and verified by the department of revenue through the records of the division of workers' compensation; and (3) The notice of registration for unemployment insurance issued to such transient employer by the division of employment security. Jefferson City Project Manual CA -5 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE APRIL 2021 Any transient employer failing to comply with these requirements shall, under section 285.234, RSMo, enclosed in the laws section, be liable for a penalty of $500 per day until the notices required by this section are posted as required by that statue. 27. Contractor's Certifications. The CONTRACTOR understands and agrees that all certifications made by the CONTRACTOR within the Proposal shall apply under this Agreement as if fully rewritten herein. The CONTRACTOR further certifies the following; a. Certification of Eligibility (29 CFR Part 5.5) i. By Entering into this contract, the CONTRACTOR certifies that neither he or she nor any person or firm who has an interest in the CONTRACTOR'S firm is a person or firm ineligible to be awarded Government contracts by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1); H. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of Section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1); W. The penalty for making false statements is prescribed in the U.S. Criminal Code 18 U.S.C. b. Certification of Non -Segregated Facilities (41 CFR Part 60-1.8) The federally -assisted construction CONTRACTOR certifies that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Bidder agrees that a breach of this certification is a violation of the Equal Opportunity Clause in this contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, sex, or national origin because of written or oral policies or employee custom. The term does not include separate or single -user restrooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. The Bidder agrees that (except where it has obtained identical certifications from proposed subcontractors for specific time periods) it will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the Equal Opportunity Clause and that it will retain such certifications in its files. Jefferson City Project Manual CA -6 Jefferson City Memorial Airport APRON PAVEMENT MAINTENANCE APRIL 2021 28. Notices. All notices required to be in writing may be given by first class mail addressed to City of Jefferson, Department of Public Works, 320 East McCarty, Jefferson City, Missouri, 65101, and Contractor at Parking Lot Maintenance, LLC, 8651 HWY N Suite 176, Lake St Louis, Missouri 63367. The date of delivery of any notice shall be the second full day after the day of its mailing. IN WITNESS WHEREOF, the parties hereto have set their hands and seals this 11 day of 2021. CITY OF JEFFERSON CONTRACTOR Mayor Title: ATTEST: ATTEST: 1NW kWA //3 .4 AMA /I Aof-1, A City lerk Title: ImaA ac ' y - APPROVED AS TO FORM: City Couns Jefferson City Project Manual CA -7 Jefferson City Memorial Airport CCO Form: MO18 Sponsor: City of Jefferson Approved: 05/94 (MLH) Project No.: 20-040B-1 Revised: 03/17 (MWH) Airport Name: Jefferson City Memorial Modified: CFDA Number: CFDA #20.106 CFDA Title: Airport Improvement Program Federal Agency: Federal Aviation Administration, Department of Transportation MISSOURI HIGHWAYS AND TRANSPORTATION COMMISSION AMENDMENT TO STATE BLOCK GRANT AGREEMENT AMENDMENT #1 THIS AGREEMENT AMENDMENT is entered into by the Missouri Highways and Transportation Commission (hereinafter, "Commission") and the City of Jefferson (hereinafter, "Sponsor"). WITNESSETH: WHEREAS, the parties entered into an Agreement executed by the Sponsor on September 9, 2020, and executed by the Commission on October 15, 2020, (hereinafter, "Original Agreement") under which the Commission granted the sum not to exceed One Hundred Forty-Three Thousand Five Hundred Eighty-Six Dollars ($143,586) to the Sponsor to assist with Apron Rehabilitation and Remarking; and WHEREAS, the Commission previously approved funds for Apron Rehabilitation and Remarking; and WHEREAS, the level of funding originally approved is not sufficient to cover the costs associated with Apron Rehabilitation and Remarking; and WHEREAS, the Commission has sufficient funds to increase the grant amount for Apron Rehabilitation and Remarking. NOW, THEREFORE, in consideration of the mutual covenants, promises and representations in this Agreement, the parties agree as follows: (1) ADDITIONAL GRANT: The Commission grants to the Sponsor an additional sum not to exceed Four Hundred Fifteen Thousand Six Hundred Ninety-Eight Dollars ($415,698) for Apron Rehabilitation and Remarking subject to the following conditions: (A) The amount of this grant stated above represents Three Hundred Forty-Seven Thousand Seven Hundred Seven Dollars ($347,707) at ninety percent (90%) of eligible project costs and Sixty-Seven Thousand Nine Hundred Eleven Dollars ($67,911) at one hundred percent (100%) of eligible project costs. DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA 2 (B) The Sponsor shall provide matching funds of not less than Thirty- Eight Thousand Six Hundred Thirty-Four Dollars ($38,634) toward the project in addition to those previously committed by the Sponsor in the Original Agreement. The amount of matching funds represents ten percent (10%) local match for the funds being granted at ninety percent (90%) of eligible project costs. (C) The project will be carried out in accordance with the assurances (Exhibit 1) given by the Sponsor to the Commission as specified in the Original Agreement. (D) This Amendment shall expire and the Commission shall not be obligated to pay any part of the costs of the project unless this grant amendment has been executed by the Sponsor on or before July 1, 2021, or such subsequent date as may be prescribed in writing by the Commission. (E) Based upon the revised project schedule, the original project time period of December 31, 2021, will be extended to July 1, 2022, to allow for completion of the work. Paragraph (2) of the Original Agreement is hereby amended accordingly. (E) All other terms and conditions of the Original Agreement entered into between the parties shall remain in full force and effect. [Remainder of Page is Intentionally Left Blank.] DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA 3 IN WITNESS WHEREOF, the parties have entered into this Agreement on the date last written below: Executed by the Sponsor this ___ day of ____________, 20___. Executed by the Commission this ____ day of _______________, 20___. MISSOURI HIGHWAYS AND CITY OF JEFFERSON TRANSPORTATION COMMISSION By Title Title By Secretary to the Commission Title Approved as to Form: Approved as to Form: Commission Counsel Title Ordinance No. (if applicable) DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA City Attorney Mayor City Clerk 2021-06-02 | 10:20 AM CDT Assistant Chief Engineer 2021-06-07 | 12:13 PM CDT 4 CERTIFICATE OF SPONSOR'S ATTORNEY I, _______________________________, acting as attorney for the Sponsor do hereby certify that in my opinion the Sponsor is empowered to enter into the foregoing grant Agreement under the laws of the State of Missouri. Further, I have examined the foregoing grant Agreement and the actions taken by said Sponsor and Sponsor's official representative have been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said state and the Airport and Airway Improvement Act of 1982, as amended. In addition, for grants involving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said grant constitutes a legal and binding obligation of the Sponsor in accordance with the terms thereof. CITY OF JEFFERSON _____________________________________ Name of Sponsor's Attorney (typed) _____________________________________ Signature of Sponsor's Attorney Date ___________________________ DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA Ryan Moehlman 2021-06-01 | 11:25 AM CDT Ryan Moehlman DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA Memorandum To: City Council From: City Administrator Re: Grant Acceptance Over $25,000 For: Bill Authorizing Grant Agreement Pursuant to Section 2- 28 of the City Code, I request authority to accept the following Grant: The name of the grantor: Federal Aviation Administration, Department of Transportation as Administered through the Missouri Department of Transportation The amount of the grant: 415,698 The purpose of the grant: Construct Apron Rehabilitation and Remarking Project at the Jefferson City Memorial Airport Any matching requirements or future obligations tied to acceptance of the grant: The first $347,707 of the grant will require a 10% match or $38,634, the remaining $67,911 of the grant has no matching requirement. All matching funds will come from the airport portion of the Capital Improvement Sales Tax. CFDA#: 20.106 Grant Award # (if any): 20-040B-1 City Department Responsible: Public Work Employee assigned as Grant Administrator: Britt E. Smith, PE Revenue account # to be amended: 61-100-430010 Expense account # to be amended: 61-990-578081 Reviewed by Finance: Please NOTE: Upon Approval, the City Administrator may, on behalf of the city execute any documents necessary for accepting the grant and amend the budget to reflect the acceptance of such revenue, and amend the budget to reflect equivalent expenses so as to accomplish the purpose of such funds. For Finance Department Use only: Approved on the Consent Agenda this _______ day of _______, 20_____ Revised 8/2/16 by Ordinance 15545 DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA APRON PAVEMENT MAINTENANCE APRIL 2021 Jefferson City Project Manual CA-2 Jefferson City Memorial Airport Comprehensive General Liability Insurance including coverage for Bodily Injury and Property Damage) 500,000 per occurrence 3,000,000 aggregate Comprehensive Automobile Liability Insurance including coverage for Bodily Injury and Property Damage) 500,000 per occurrence 3,000,000 aggregate Employer’s Liability $3,000,000 bodily injury by accident (each accident) 3,000,000 bodily injury by disease (each employee) 3,000,000 bodily injury policy limit b) Worker’s Compensation - In addition, the Contractor and all subcontractors shall provide Worker’s Compensation Insurance in at least statutory amounts for all workers employed at the Project site. c) Owner's Protective Liability Insurance - The Contractor shall also obtain at its own expense and deliver to the City an Owner's Protective Liability Insurance Policy naming the City of Jefferson and the Engineer as the insured, in an amount not less than the individual and combined sovereign immunity limits established by Section 537.610 R.S.Mo., except for those claims governed by the provisions of the Missouri Workmen's Compensation Law, Chapter 287, RSMo. No policy will be accepted which excludes liability for damage to underground structures or by reason of blasting, explosion or collapse. d) Subcontracts - In case any or all of this work is sublet, the Contractor shall require the Subcontractor to procure and maintain all insurance required in Subparagraphs (a) and (b) hereof and in like amounts. e) Before commencing any work, the Contractor shall provide to the City certificates of insurance evidencing the issuance and maintenance in force of the coverages required by this section. Each such certificate shall show the City, and such other governmental agencies as may be required by the City to be insured by underlying grant or contract relating to the Project, as an additional insured, and shall bear an endorsement precluding cancellation of or change in coverage without at least thirty (30) days written notice to the City. The City may waive any insurance coverages or amounts required by this section when the City deems such waiver to be in the interest of the public health, safety, and general welfare. 5. Contractor's Responsibility for Subcontractors. It is further agreed that Contractor shall be as fully responsible to the City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons it directly employs. Contractor shall cause appropriate provisions to be inserted in all subcontracts relating to this work, to bind all subcontractors to Contractor by all the terms herein set forth, insofar as applicable to the work of subcontractors and to give Contractor the same power regarding termination of any subcontract as the City may exercise over Contractor under any provisions of this contract. Nothing contained in this contract shall create any contractual relations between any subcontractor and the City or between any subcontractors. 6. Liquidated Damages. The City may deduct (according to the below schedule) from any amount otherwise due under this contract for every day Contractor fails or refuses to prosecute the work, or any separable part thereof, with such diligence as will ensure the completion by the time above specified, or any extension thereof, or fails to complete the work by such time, as long as the City does not terminate the right of Contractor to proceed. It is further provided that Contractor shall not be charged with liquidated damages because of delays in the completion of the work due to unforeseeable causes beyond Contractor's control and without fault or negligence on Contractor's part or the part of its agents. DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA APRON PAVEMENT MAINTENANCE APRIL 2021 Jefferson City Project Manual CA-3 Jefferson City Memorial Airport BID / PHASE LIQUIDATED DAMAGES COST ALLOWED CONSTRUCTION TIME Phase 1 $1,500 / Calendar Day 28 Calendar Days Phase 2 $1,500 / Calendar Day 7 Calendar Days Phase 3A $1,500 / Calendar Day 14 Calendar Days Phase 3B $1,500 / Calendar Day 14 Calendar Days Phase 3C $1,500 / Calendar Day 12 Calendar Days Total Calendar Day Contract 75 Calendar Days 7. Termination. The City reserves the right to terminate this contract by giving at least ten (10) calendar days prior written notice to Contractor, without prejudice to any other rights or remedies of the City should Contractor be adjudged a bankrupt, or if Contractor should make a general assignment for the benefit of its creditors, or if a receiver should be appointed for Contractor or for any of its property, or if Contractor should persistently or repeatedly refuse or fail to supply enough properly skilled workmen or proper material, or if Contractor should refuse or fail to make prompt payment to any person supplying labor or materials for the work under the contract, or persistently disregard instructions of the City or fail to observe or perform any provisions of the contract. 8. City’s Right to Proceed. In the event this contract is terminated pursuant to Paragraph 7, then the City may take over the work and prosecute the same to completion, by contract or otherwise, and Contractor and its sureties shall be liable to the City for any costs over the amount of this contract thereby occasioned by the City. In any such case, the City may take possession of, and utilize in completing the work, such materials, appliances and structures as may be on the work site and are necessary for completion of the work. The foregoing provisions are in addition to, and not in limitation of, the rights of the City under any other provisions of the contract, city ordinances, and state and federal laws. 9. Indemnity. To the fullest extent permitted by law, the Contractor will indemnify and hold harmless the Engineer, Burns & McDonnell Engineering, Inc., the City, its elected and appointed officials, employees, and agents from and against any and all claims, damages, losses, and expenses including attorneys' fees arising out of or resulting from the performance of the work, provided that any such claim, damage, loss or expense (1) is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the Work itself) including the loss of use resulting therefrom and (2) is caused in whole or in part by any negligent act or omission of contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this Paragraph. 10. Payment for Labor and Materials. Contractor agrees and binds itself to pay for all labor done, and for all the materials used in the construction of the work to be completed pursuant to this contract. Contractor shall furnish to the City a bond to ensure the payment of all materials and labor used in the performance of this contract. 11. Supplies. The Contractor is hereby authorized and directed to utilize the City’s sales tax exemption in the purchase of goods and materials for the project as set out in Section 144.062 RSMo 1994 as amended. Contractor shall keep and maintain records and invoices of all such purchases which shall be submitted to the City. 12 Payment. The City hereby agrees to pay Contractor the work done pursuant to this contract according to the payment schedule set forth in the Contract Documents upon acceptance of said work by the Director of Public Works, and in accordance with the rates and/or amounts stated in the bid of Contractor dated February 22, 2021, which are by reference made a part hereof. No partial payment to Contractor shall operate as approval or acceptance of work done or materials furnished hereunder. The total amount of this contract shall not exceed Four Hundred Fifty-Four Thousand One Hundred Fifteen Dollars ($454,115.00). DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA APRON PAVEMENT MAINTENANCE APRIL 2021 Jefferson City Project Manual CA-4 Jefferson City Memorial Airport 13. Performance and Materialman’s Bonds Required. Contractor shall provide a bond to the City before work is commenced, and no later than fifteen (15) calendar days after the execution of this contract, guaranteeing the Contractor's performance of the work bid for, the payment of amounts due to all suppliers of labor and materials, the payment of insurance premiums for workers compensation insurance and all other insurance called for under this contract, and the payment of the prevailing wage rate to all workmen as required by this contract, said bond to be in a form approved by the City, and to be given by such company or companies as may be acceptable to the City in its sole and absolute discretion. The amount of the bond shall be equal to the Contractor's bid. 14. Knowledge of Local Conditions. Contractor hereby warrants that it has examined the location of the proposed work and the attached specifications and has fully considered such local conditions in making its bid herein. 15. Severability. If any section, subsection, sentence, or clause of this Contract shall be adjudged illegal, invalid, or unenforceable, such illegality, invalidity, or unenforceability shall not affect the legality, validity, or enforceability of the contract as a whole, or of any section, subsection, sentence, clause, or attachment not so adjudged. 16. Governing Law. The contract shall be governed by the laws of the State of Missouri. The courts of the State of Missouri shall have jurisdiction over any dispute which arises under this contract, and each of the parties shall submit and hereby consents to such courts exercise of jurisdiction. In any successful action by the City to enforce this contract, the City shall be entitled to recover its attorney's fees and expenses incurred in such action. 17. Contract Documents. The contract documents shall consist of the following: a. This Contract g. Supplementary Provisions b. Addenda h. Local Provisions c. Signed Copy of Bid i. Technical Specifications d. Notice to Bidders j. Drawings and/or Sketches e. Instructions to Bidders k. Proposal and associated attachments f. General Provisions l. Performance and Payment Bonds m. Wage Rate Determinations This contract and the other documents enumerated in this paragraph, form the Contract between the parties. These documents are as fully a part of the contract as if attached hereto or repeated herein. 18. Complete Understanding, Merger. Parties agree that this document including those documents described in the section entitled “Contract Documents” represent the full and complete understanding of the parties. This contact includes only those goods and services specifically set out. This contract supersedes all prior contracts and understandings between the Contractor and the City. 19. Authorship and Enforcement. Parties agree that the production of this document was the joint effort of both parties and that the contract should not be construed as having been drafted by either party. In the event that either party shall seek to enforce the terms of this contract through litigation, the prevailing party in such action shall be entitled to receive, in addition to any other relief, its reasonable attorney’s fees, expenses and costs. 20. Amendments. This contract may not be modified, changed or altered by any oral promise or statement by whomsoever made; nor shall any modification of it be binding upon the City until such written modification shall have been approved in writing by an authorized officer of the City. Contractor acknowledges that the City may not be responsible for paying for changes or modifications that were not properly authorized. DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA APRON PAVEMENT MAINTENANCE APRIL 2021 Jefferson City Project Manual CA-5 Jefferson City Memorial Airport 21. Waiver of Breech. Failure to Exercise Rights and Waiver: Failure to insist upon strict compliance with any of the terms covenants or conditions herein shall not be deemed a waiver of any such terms, covenants or conditions, nor shall any failure at one or more times be deemed a waiver or relinquishment at any other time or times by any right under the terms, covenants or conditions herein. 22. Assignment. Neither party may sell or assign its rights or responsibilities under the terms of this agreement without the express consent of the remaining party. 23. Nondiscrimination. Contractor agrees in the performance of this contract not to discriminate on the ground or because of race, creed, color, national origin or ancestry, sex, religion, handicap, age, or political opinion or affiliation, against any employee of Contractor or applicant for employment and shall include a similar provision in all subcontracts let or awarded hereunder. 24. Illegal Immigration. Prior to commencement of the work: a. Contractor shall, by sworn affidavit and provision of documentation, affirm its enrollment and participation in a federal work authorization program with respect to the employees working in connection with the contracted services. b. Contractor shall sign an affidavit affirming that it does not knowingly employ any person who is an unauthorized alien in connection with the contracted services Contractor agrees in the performance. c. If Contractor is a sole proprietorship, partnership, or limited partnership, Contractor shall provide proof of citizenship or lawful presence of the owner prior to issuance of the Notice to Proceed. 25. OSHA Training. Prior to the commencement of work: a. Contractor shall provide a ten-hour Occupational Safety and Health Administration (OSHA) construction safety program for their on-site employees which includes a course in construction safety and health approved by OSHA or a similar program approved by the department which is at least as stringent as an approved OSHA program. b. All employees subject to this provision are required to complete the program within sixty days of beginning work on such construction project. c. Any employee, agent, or subcontractor of the Contractor subject to this provision found on the worksite without documentation of the successful completion of the course shall be afforded twenty days to produce such documentation after which time they shall be removed from the project. d. If Contractor fails the provisions of subsection a, b, or c, the Contractor shall forfeit as a penalty two thousand five hundred dollars, plus an additional one hundred dollars for each employee employed by the Contractor or subcontractor, for each calendar day, or portion thereof, such employee is employed without the required training. The penalty shall not begin to accrue until the time period in subsections b or c, whichever is applicable, of this section have elapsed. e. The City shall withhold and retain from any amount due under the contract, all sums and amounts due and owing as a result of any violation of this section when making payments to the Contractor under the contract. The Contractor may withhold from any subcontractor, sufficient sums to cover any penalties the City has withheld from the Contractor resulting from the subcontractor’s failure to comply with the terms of this section. 26. Transient Employers. Every transient employer, as defined in section 285.230, RSMo, enclosed in the laws section, must post in a prominent and easily accessible place at the work site a clearly legible copy of the following: (1) The notice of registration for employer withholding issued to such transient employer by the director of revenue; (2) Proof of coverage for workers’ compensation insurance or self-insurance signed by the transient employer and verified by the department of revenue through the records of the division of workers’ compensation; and (3) The notice of registration for unemployment insurance issued to such transient employer by the division of employment security. DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA APRON PAVEMENT MAINTENANCE APRIL 2021 Jefferson City Project Manual CA-6 Jefferson City Memorial Airport Any transient employer failing to comply with these requirements shall, under section 285.234, RSMo, enclosed in the laws section, be liable for a penalty of $500 per day until the notices required by this section are posted as required by that statue. 27. Contractor’s Certifications. The CONTRACTOR understands and agrees that all certifications made by the CONTRACTOR within the Proposal shall apply under this Agreement as if fully rewritten herein. The CONTRACTOR further certifies the following; a. Certification of Eligibility (29 CFR Part 5.5) i. By Entering into this contract, the CONTRACTOR certifies that neither he or she nor any person or firm who has an interest in the CONTRACTOR’S firm is a person or firm ineligible to be awarded Government contracts by virtue of Section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1); ii. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of Section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1); iii. The penalty for making false statements is prescribed in the U.S. Criminal Code 18 U.S.C. b. Certification of Non-Segregated Facilities (41 CFR Part 60-1.8) The federally-assisted construction CONTRACTOR certifies that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Bidder agrees that a breach of this certification is a violation of the Equal Opportunity Clause in this contract. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, time clocks, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, sex, or national origin because of written or oral policies or employee custom. The term does not include separate or single-user restrooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. The Bidder agrees that (except where it has obtained identical certifications from proposed subcontractors for specific time periods) it will obtain identical certifications from proposed subcontractors prior to the award of subcontracts exceeding $10,000 which are not exempt from the provisions of the Equal Opportunity Clause and that it will retain such certifications in its files. DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA 2 B) The Sponsor shall provide matching funds of not less than Thirty- Eight Thousand Six Hundred Thirty-Four Dollars ($38,634) toward the project in addition to those previously committed by the Sponsor in the Original Agreement. The amount of matching funds represents ten percent (10%) local match for the funds being granted at ninety percent (90%) of eligible project costs. C) The project will be carried out in accordance with the assurances Exhibit 1) given by the Sponsor to the Commission as specified in the Original Agreement. D) This Amendment shall expire and the Commission shall not be obligated to pay any part of the costs of the project unless this grant amendment has been executed by the Sponsor on or before June 1, 2021, or such subsequent date as may be prescribed in writing by the Commission. E) Based upon the revised project schedule, the original project time period of December 31, 2021, will be extended to July 1, 2022, to allow for completion of the work. Paragraph (2) of the Original Agreement is hereby amended accordingly. E) All other terms and conditions of the Original Agreement entered into between the parties shall remain in full force and effect. Remainder of Page is Intentionally Left Blank.] DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA CERTIFICATE OF SPONSOR'S ATTORNEY I , /?t cw.. ~ , acting as attorney for the Sponsor do hereby certify that in my opinion the Sponsor is empowered to enter into the foregoing grant Agreement under the laws of the State of Missouri. Further, I have e xamined the foregoing grant Agreement and the actions taken by said Sponsor and Sponsor's offi cial representative have been duly authorized and that the execution thereof is in all respects due and proper and in accordance with the laws of the said state and the Airport and Airway Improvement Act of 1982, as amended. In addition , for grants in v olving projects to be carried out on property not owned by the Sponsor, there are no legal impediments that will prevent full performance by the Sponsor. Further, it is my opinion that the said grant constitutes a legal and binding obligation of the Sponsor in accordance with the terms thereof. CITY OF JEFFERSON Ryan Moehlman Date t.f-2{-2 l ------------------------ 4 DocuSign Envelope ID: 3F423053-0ADF-4FD6-A3C4-43B60C2143AA Certificate Of Completion Envelope Id: 3F4230530ADF4FD6A3C443B60C2143AA Status: Completed Subject: Please DocuSign: 2021-04-62364.pdf Source Envelope: Document Pages: 17 Signatures: 7 Envelope Originator: Certificate Pages: 6 Initials: 0 Amy M. Ludwig AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) 1860 Michael Faraday Drive Suite 100 Reston, VA 20190 Amy.Ludwig@modot.mo.gov IP Address: 168.166.80.221 Record Tracking Status: Original 6/1/2021 11:00:41 AM Holder: Amy M. Ludwig Amy.Ludwig@modot.mo.gov Location: DocuSign Signer Events Signature Timestamp Ryan Moehlman rmoehlman@jeffcitymo.org City Attorney Security Level: Email, Account Authentication (Optional), Access Code Signature Adoption: Drawn on Device Using IP Address: 65.119.141.114 Sent: 6/1/2021 11:05:33 AM Viewed: 6/1/2021 11:24:34 AM Signed: 6/1/2021 11:25:26 AM Electronic Record and Signature Disclosure: Accepted: 6/1/2021 11:24:34 AM ID: 4101de46-d686-4a96-947a-ed8fb121a14d Carrie Tergin ctergin@jeffcitymo.org Mayor Security Level: Email, Account Authentication (Optional), Access Code Signature Adoption: Pre-selected Style Using IP Address: 65.119.141.114 Sent: 6/1/2021 11:25:28 AM Viewed: 6/2/2021 10:16:03 AM Signed: 6/2/2021 10:16:21 AM Electronic Record and Signature Disclosure: Accepted: 6/2/2021 10:16:03 AM ID: 2dfbc983-5023-4c96-b424-e3a09fb90afb Emily Donaldson edonaldson@jeffcitymo.org City Clerk Security Level: Email, Account Authentication (Optional), Access Code Signature Adoption: Pre-selected Style Using IP Address: 65.119.141.114 Sent: 6/2/2021 10:16:23 AM Viewed: 6/2/2021 10:17:00 AM Signed: 6/2/2021 10:20:43 AM Electronic Record and Signature Disclosure: Accepted: 6/2/2021 10:17:00 AM ID: 6cb825e7-28cb-4228-91c9-1b1f85b9afbe Megan L. Waters-Hamblin Megan.Waters-Hamblin@modot.mo.gov Senior Administrative Counsel Missouri Department of Transportation Security Level: Email, Account Authentication (Optional) Signature Adoption: Pre-selected Style Using IP Address: 168.166.80.221 Sent: 6/2/2021 10:20:46 AM Viewed: 6/3/2021 12:18:47 PM Signed: 6/3/2021 12:20:46 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Signer Events Signature Timestamp Eric E. Schroeter Eric.Schroeter@modot.mo.gov Assistant Chief Engineer Missouri Department of Transportation Security Level: Email, Account Authentication (Optional) Signature Adoption: Pre-selected Style Using IP Address: 168.166.80.221 Sent: 6/3/2021 12:20:49 PM Viewed: 6/7/2021 9:28:55 AM Signed: 6/7/2021 9:29:00 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Pamela Harlan pamela.harlan@modot.mo.gov Secretary to the Commission Missouri Department of Transportation Security Level: Email, Account Authentication (Optional) Signature Adoption: Uploaded Signature Image Using IP Address: 168.166.80.221 Sent: 6/7/2021 9:29:04 AM Viewed: 6/7/2021 12:13:32 PM Signed: 6/7/2021 12:13:39 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Dana L. Kaiser Dana.Kaiser@modot.mo.gov Senior Executive Assistant Missouri Department of Transportation Security Level: Email, Account Authentication (Optional) Sent: 6/7/2021 9:29:03 AM 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) Sent: 6/7/2021 12:13:41 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Schulte jennifer.schulte@modot.mo.gov Security Level: Email, Account Authentication (Optional) Sent: 6/7/2021 12:13:42 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Britt Smith bsmith@jeffcitymo.org Security Level: Email, Account Authentication (Optional) Sent: 6/7/2021 12:13:42 PM Carbon Copy Events Status Timestamp Electronic Record and Signature Disclosure: Not Offered via DocuSign Amy M. Ludwig amy.ludwig@modot.mo.gov Administrator of Aviation Missouri Department of Transportation Security Level: Email, Account Authentication (Optional) Sent: 6/7/2021 12:13:43 PM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 6/1/2021 11:05:33 AM Certified Delivered Security Checked 6/7/2021 12:13:32 PM Signing Complete Security Checked 6/7/2021 12:13:39 PM Completed Security Checked 6/7/2021 12:13:43 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure 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 Contractor/Vendor/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 Electronic Record and Signature Disclosure created on: 10/5/2016 3:40:17 PM Parties agreed to: Ryan Moehlman, Carrie Tergin, Emily Donaldson 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.