IDOT Professional Services Agreement_Hwy 16_Twin ValleyTHE CITY OF DUBUQUE
Masterpiece on the Mississippi
Dubuque
All-American City
2007
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: Professional Services Agreement for Acquisition of ACTRA~TACTICS
Software
Iowa DOT Project NO. STP-A-946-0(1)--86-31
DATE: November 10, 2008
City Engineer Gus Psihoyos recommends City Council authorization to execute the
Professional Services Agreement for acquisition of ACTRA/TACTICS Software to
employ Traffic Systems Solution Co. to provide integration/engineering services in
connection with the design and installation of ACTRA/TACTICS software improvements
for the Primary Highway Improvement Project, Final Traffic Control Systems
Improvements.
After extensive research and on-site visits with other traffic management facilities, it was
determined that the Siemen's (Eagle) brand ACTRA software provides the City with the
best cost-effective solution for compatibility with its existing signal systems. (Note:
TACTICS is the proposed software upgrade to ACTRA.) Thus, the Engineering
Department sent a letter on January 21, 2008 to the Iowa DOT requesting concurrence
on the City's sole use of ACTRA/TACTICS software for its transportation management
system. On July 14, 2008, the Iowa DOT concurred with that recommendation.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
Michae C. Van Milligen
MCVM/jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Gus Psihoyos, City Engineer
THE CITY OF DUBUQUE
Masterpiece on the Mississippi
Dubuque
All-American City
2007
TO: Michael C. Van Milligen, City Manager
FROM: Gus Psihoyos, City Engineer
SUBJECT: Professional Services Agreement for Acquisition of ACTRA/TACTICS Software
Iowa DOT Project No. STP-A-946-0(1)--86-31
DATE: November 10, 2008
INTRODUCTION
The enclosed resolution authorizes the City Manager to execute the Professional Services
Agreement for Acquisition of ACTRA/TACTICS Software for the Primary Highway Improvement
Project No. 2008-16-019, Final Traffic Control Systems Improvements.
BACKGROUND
On December 3, 2007 the City Council approved (Resolution 570-07) an agreement between the
Iowa Department of Transportation (Iowa DOT) and the City to provide funding for the US 20
Capacity Improvements Project (Iowa DOT Project No. STP-A-946-0(1)--86-31). This project
involves two phases: 1) traffic signal improvements on Locust Street at the US 20 and US 151/61
intersections; and 2) the integration of a computer-based transportation management system to
monitor, control, and evaluate traffic conditions on US 20 and on all traffic corridors within the entire
City (i.e., Final Traffic Control Systems Improvements Project).
DISCUSSION
The City of Dubuque has invested heavily into its current traffic signal system, including the recent
completion of the Traffic Management Center (TMC) at City Hall. The City has upgraded nearly 35
signals in the last 5 years to Intelligent Transportation System (ITS) standards including pre-emption,
battery backup, and new traffic control equipment. The traffic signal control software provides the
common link to each individual signal system throughout the City as they are upgraded.
After extensive research and on-site visits with other traffic management facilities, it was determined
that the Siemen's (Eagle) brand ACTRA software provides the City with the best cost-effective
solution for compatibility with its existing signal systems. (Note: TACTICS is the proposed software
upgrade to ACTRA.) Thus, the Engineering Department sent a letter on January 21, 2008 to the Iowa
DOT requesting concurrence on the City's sole use of ACTRA/TACTICS software for its
transportation management system. On July 14, 2008, the Iowa DOT concurred with that
recommendation.
The enclosed Professional Services Agreement for Acquisition of ACTRA~TACTICS Software
provides Traffic Systems Solution Co., a subsidiary of Brown Traffic Inc. of Davenport, Iowa, to
provide the integration/engineering services of the ACTRA/TACTICS software improvements for the
Final Traffic Control Systems Improvements Project.
RECOMMENDATION
I recommend that the City execute the Professional Services Agreement for Acquisition of
ACTRA/TACTICS Software to employ Traffic Systems Solution Co. to~provide integration/engineering
services in connection with the design and installation of ACTRA/TACTICS software improvements
for the Primary Highway Improvement Project No. 2008-16-019, Final Traffic Control Systems
Improvements.
BUDGET IMPACT
The funding for the Professional Services Agreement for Acquisition of ACTRA/TACTICS Software
will be funded as follows:
CIP Funding Source Amount
3001011 Signalization Program $ 95,750
3001852 ICAAP -City Hall & Locust Street Improvements 50,500
Total Funding _$1~
The first phase of this project included upgrading the fiber optics to a 4-inch conduit with additional
access points at Fire Headquarters, Dubuque Law Enforcement Center, the Court House, and
miscellaneous intersections along Central Avenue. These improvements will benefit the corridor
when signals at Stn 7tn and 9t" Streets are reconstructed. This additional fiber capacity will also
benefit the warehouse district when it is tied into the system.
ACTION TO BE TAKEN
I respectfully request City Council to authorize the City Manager to execute the Professional Services
Agreement to employ Traffic Systems Solution Co. to provide integration/engineering services in
connection with the design and installation of ACTRA/TACTICS software improvements for the
Primary Highway Improvement Project No. 2008-16-019, Final Traffic Control Systems Improvements
through the adoption of the enclosed resolution.
Prepared by David Ness, PE
cc: Roger Walton, PE -Iowa Department of Transportation
Jenny Larson, Budget Director
Chris Kohlmann, Information Services Manager
David Ness, PE
K:\PROJECTS\ICAAP -Locust Connector -Camera & Fiber Optic\Council & Staff Documentation\Final Traffic Control Systems
Improvement Project -Iowa DOT Professional Services Agreement Memo.doc
RESOLUTION NO. 400-08
RESOLUTION APPROVING THE IOWA DEPARTMENT OF TRANSPORTATION
PROFESSIONAL SERVICES AGREEMENT FOR ACQUISITION OF
ACTRA/TACTICS SOFTWARE FOR THE PRIMARY HIGHWAY IMPROVEMENT
PROJECT NO. 2008-16-019, FINAL TRAFFIC CONTROL SYSTEMS
IMPROVEMENTS (STP-A-946-0(1)--86-31)
Whereas, the Federal Highway Administration (FHWA) has made funds available for the
Primary Highway Improvement Project No. 2008-16-019, Final Traffic Control Systems
Improvements Project (STP-A-946-0(1)--86-31); and
Whereas, City of Dubuque US 20 Capacity Improvements Project (Traffic Signal Control
System and Locust Street at US 20 and US 151/61 Intersections) includes the integration of a
computer-based transportation management system to monitor, control, change, and evaluate
traffic conditions control; and
Whereas, the Iowa Clean Air Attainment Program (ICAAP) Funds will be required to
complete said traffic signal control system of the US 20 Capacity Improvements Project; and
Whereas, Iowa DOT has concurred to employ Traffic Systems Solution Co. of
Davenport, Iowa, to provide integration/engineering services in connection with the design and
installation of ACTRA/TACTICS software improvements; and
Whereas, the execution of the Professional Services Agreement for Acquisition of
ACTRA/TACTICS Software indicates that the proposed work is acceptable for- FHWA
authorization of Federal funds.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
DUBUQUE, IOWA:
Section 1. That said Professional Services Agreement for Acquisition of
ACTRAlTACTICS Software for Primary Highway Improvement Project No. 2008-16-019, Final
Traffic Control Systems Improvements Project (STP-A-946-0(1)--86-31) between the City of
Dubuque and the Iowa Department of Transportation be approved.
Section 2. That the City Manager be authorized and directed to execute three copies
of Professional Services Agreement for Acquisition of ACTRA/TACTICS Software for Primary
Highway Improvement Project No. 2008-16-019, Final Traffic Control Systems Improvements
Project (STP-A-946-0(1)--86-31) between the City of Dubuque and the Iowa Department of
Transportation.
Passed, approved and adopted this 17th day of November, 2008.
Roy D. Buol, Mayor
Attest:
Jeanne F. Schneider, CMC, City Clerk
Attachment D to I.M. 3.305
August 29, 2006
Iowa DOT Project No. STP-A-946-0(1)-86-31
Owner Project No. 300-1852
Professional Services Agreement
for Acquisition of ACTRA/TACTICS software
This is an AGREEMENT, made as of the day of
by and BETWEEN the City of Dubuque, identified as the Owner ;
City of Dubuque
50 West 13th Street
Dubuque, IA 52001
Phone: 563-589-4270
Fax: 563-589-4205
In conjunction with;
Iowa Department of Transportation
Office of Design
800 Lincoln Way
Ames, IA 50010
Phone: (515) 239-1571
Fax: (515) 239-1873
and the Consultant ;
Traffic Systems Solutions Co.
736 Federal Street
Suite 2301
Davenport, IA 52803
Phone: 563-323-4662
Fax: 563-323-8256
for the following Project:
in the year ;
The Owner desires to employ the Consultant to provide integration /engineering services in connection with the
design and installation of ACTRA/TACTICS software improvements. The Consultant is willing to perform such
engineering/integration in accordance with the terms hereinafter provided and warrants that it is in compliance
with Iowa statutes relating to the licensure of professional engineers.
Page 1 of 18
Attachment D to I.M. 3.305
August 29, 2006
TABLE OF CONTENTS
Article Number And Description
1 Initial Information
1.1 Project Parameters
1.2 Financial Parameters
1.3 Project Team
1.4 Time Parameters
2 Scope Of Services And Other Special Terms And Conditions
2.1 Enumeration of Parts of the Agreement
3 Form of Compensation
3.1 Method of Reimbursement
3.2 Subconsultant
4 Terms And Conditions
4.1 Ownership of Engineering Documents
4.2 Revision of Plans
4.3 Extra Work
4.4 Progress Meetings
4.5 Additional Plans
4.6 Termination of Agreement
4.7 Extension of Time
4.8 Mediation
4.9 Arbitration
4.10 Responsibility for Claims and Liability
4.11 Non-Raiding Clause
4.12 General Compliance with Laws
4.13 Subletting, Assignment or Transfer
4.14 Forbidding Use of Outside Agents
4.15 Consultant's Endorsement on Plans
4.16 Compliance with Title 49, Code of Federal Regulations
4.17 Access to Records
4.18 Iowa DOT and Federal Highway Administration Participation
4.19 Severability
4.20 Choice of Law and Form
Attachment A -Scope of Services
Attachment B -Specifications -Deliverables
Attachment C -Fees and Payments
Attachment D -Certification Regarding Debarment, Suspension, and Other Responsibility Matters
Attachment E -Certification of Consultant
Attachment F -Certification of Owner
Attachment G -Sample Invoice Form
Page 2 of 18
Attachment D to I.M. 3.305
August 29, 2006
ARTICLE 1 INITIAL INFORMATION
This Agreement is based on the following information and assumptions.
1.1 Project Parameters
The objective or use is:
Furnish, install and integrate ACTRA/TACTICS software as defined on Attachment A.
1.2 Financial Parameters
1.2.1 The financial parameters are;
Amount of the Owner's budget for the Consultant's compensation is:
$146,250.00
1.2.2 Amount of the Consultant's budget for the subconsultants' compensation is:
None.
1.3 Project Team
1.3.1 The Owner's Designated Representative identified as the Contract Administrator is:
Dave Ness
The Contract Administrator is the authorized representative, acting as liaison officer for the Owner for
purpose of coordinating and administering the work under the Agreement. The work under this
Agreement shall at alt times be subject to the general supervision and direction of the Contract
Administrator and shall be subject to the Contracf Administrator's approval.
1.3.2 The Consultant's Designated Representative is:
Mike Grunewald, P.E.
Registered State of Iowa Number 18435
1.3.3 The subconsultants retained at the Consultant's expense are:
None
1.4 Time Parameters
1.4.1 Date to Proceed: Consultant is to begin work under this Agreement upon receipt of a written notice to
proceed from the Owner.
1.4.2 Preliminary design plans including type/size/location for all City Traffic Network devices and electronic
connections shall be completed and accepted on or before 90 calendar days after receiving the notice
to proceed.
1.4.3 The Consultant shall not begin final design activities until after the Owner has been notified by the
Iowa DOT that FHWA Environmental Concurrence has been obtained. Upon receipt of such notice, the
Owner will provide the Consultant notice to proceed with final design activities.
1.4.4 Final design, contract plans and specifications and estimates shall be completed and accepted on or
before 215 calendar days after receiving the notice to proceed with final design.
ARTICLE 2 SCOPE OF SERVICES AND OTHER SPECIAL TERMS AND CONDITIONS
2.1 Enumeration of Parts of the Agreement. This Agreement, including its attachments, represents the
entire and integrated agreement between the Owner and the Consultant and supersedes all prior
negotiations, representations or agreements, either written or oral. This Agreement may be amended
only by written instrument signed by the Owner, Consultant, Iowa DOT, and the FHWA (if applicable).
This Agreement comprises the documents listed below.
2.1.1 The work to be performed by the Consultant under this Agreement shall encompass and include all
detail work, services, materials, equipment and supplies necessary to implement a fully functional
ATMS System as defined in the scope of services provided in Attachment A.
Page 3 of 18
Attachment D to I.M. 3.305
August 29, 2006
2.1.2 All services herein required and provided shall be in conformity with the applicable Iowa DOT
Standards, Design Guides and Specifications and Title 23, Code of Federal Regulations, Part 625, as
outlined in Attachment B. In addition, applicable sections of the U.S. Department of Transportation
Federal Aid Policy Guide (FAPG) shall be used as a guide in preparation of plans, specifications and
estimates.
2.1.3 Other documents as follows
.1 Fees and Payments -Attachment C
.2 Certification Regarding Debarment, Suspension, and Other Responsibility Matters -Attachment D
.3 Certification of Consultant -Attachment E
.4 Certification of Owner -Attachment F
.5 Sample Invoice Form -Attachment G
ARTICLE 3 FORM OF COMPENSATION
3.1 Method of Reimbursement
3.1.1 For the Consultant's services as described under Article 2, compensation shall be computed in
accordance with the Lump Sum compensation method, as defined in Attachment C.
3.2 Subconsultant
3.2.1 The Consultant shall require the subconsultants to notify them if they at any time determine that their
costs will exceed their estimated actual costs. The Consultant shall not allow the subconsultants to
exceed their estimated actual costs without prior written approval of the Contract Administrator. The
prime Consultant is cautioned that cost under-runs associated with any subconsultants contract are not
available for use by the prime Consultant unless the Contract Administrator has given prior written
approval and the Iowa DOT and the FHWA (when applicable) concurs.
There are no subconsultant authorized in this agreement.
ARTICLE 4 TERMS AND CONDITIONS
4.1 Ownership of Engineering Documents
4.1.1 All sketches, tracings, plans, specifications, reports on special studies and other data prepared under
this Agreement shall become the shared property of the Owner and Consultant and shall be delivered
to the Contract Administrator upon completion of the plans or termination of the services of the
Consultant. There shall be no restriction or limitation on their future use by the Owner for Owner
designed and implemented projects, except any use on extensions of the project or on any other project
without written verification or adaptation by the Consultant for the specific purpose intended will be the
Owner's sole risk and without liability or legal exposure to the Consultant.
4.1.2 The Owner acknowledges the Consultant's plans and specifications, including all documents on
electronic media, as instruments of professional service. Nevertheless, the plans and specifications
prepared under this Agreement shall become the property of the Owner upon completion of the
services and payment in full of all moneys due to the Consultant.
4.1.3 The Owner and the Consultant agree that any electronic files prepared by either party shall conform to
the specifications listed in Attachment B. All electronic files, excluding network electronic files, will be
submitted to the Owner by the Consultant on CD or other mutually agreed upon medium. Any
change to these specifications by either the Owner or the Consultant is subject to review and
acceptance by the other party. Additional efforts by the Consultant made necessary by a change to
the CADD software specifications shall be compensated for as Additional Services. Network electronic
files shall be prepared in Visio and shall be stored in both Word and PDF formats and shall be provided
on CD or other mutually agreed upon medium.
4.1.4 The Owner is aware that significant differences may exist between the electronic files delivered and the
respective construction documents due to addenda, change orders or other revisions. In the event of a
Page 4 of 18
Attachment D to I.M. 3.305
August 29, 2006
conflict between the signed construction documents prepared by the Consultant and electronic files,
the signed construction documents shall govern.
4.1.5 The Owner may reuse or make modifications to the plans and specifications, or electronic files while
agreeing to take responsibility for any claims arising from any modification or unauthorized reuse of the
plans and specifications.
4.2 Revision of Plans
4.2.1 Drafts of work products shall be submitted to the Contract Administrator by the Consultant for review
and comment. The comments received from the Contract Administrator and the reviewing agencies
shall be incorporated by the Consultant prior to submission of the final work product by the
Consultant. Work products revised in accordance with review comments shall constitute "satisfactorily
completed and accepted work". Requests for changes on work products by the Contract
Administrator shall be in writing. In the event there are no comments from the Contract
Administrator or reviewing agencies to be incorporated by the Consultant into the final work product,
the Contract Administrator shall immediately notify the Consultant, in writing, that the work product
shall constitute "satisfactorily completed and accepted work".
4.2.2 In the event that the work product prepared by the Consultant is found to be in error and revision or
reworking of the work product is necessary, the Consultant agrees that it shall do such revisions
without expense to the Owner, even though final payment may have been received. The Consultant
must give immediate attention to these changes so there will be a minimum of delay during
construction. The above and foregoing is not to be construed as a limitation of the Owner's right to
seek recovery of damages for negligence on the part of the Consultant herein.
4.2.3 Should the Contract Administrator find it desirable to have previously satisfactorily completed and
accepted work product or parts thereof revised, the Consultant shall make such revisions if requested
and directed by the Contract Administrator in writing. This work will be paid for as provided in Article
4.3.
4.3 Extra Work
4.3.1 If the Consultant is of the opinion that any work it has been directed to perform is beyond the scope of
this Agreement, and constitutes "Extra Work", it shall promptly notify the Contract Administrator in
writing to that effect. In the event that the Contract Administrator determines that such work does
constitute "Extra Work", the Owner will provide extra compensation to the Consultant upon the basis
of actual costs plus a fixed fee amount, or at a negotiated lump sum. Unless written approval for "Extra
Work" has been secured in advance from the Contract Administrator, and the Iowa DOT and the
FHWA (when applicable) concurs, no claims will be allowed. However, the Owner shall have benefit of
the service rendered.
4.4 Progress Meetings
4.4.1 From time to time as the work progresses, conferences will be held at mutually convenient locations at
the request of the Contract Administrator to discuss details of the design and progress of the work.
The Consultant shall prepare and present such information and studies as may be pertinent and
necessary or as may be requested by the Contract Administrator, to enable the Contract
Administrator to pass judgment on the features and progress of the work.
4.5 Additional Plans
4.5.1 At the request of the Contract Administrator, the Consultant shall furnish sufficient prints of plans or
other data in such detail as may be required, for the purposes of review of details and for plan-in-hand
and field check inspections.
Page 5 of 18
Attachment D to I.M. 3.305
August 29, 2006
4.6 Termination of Agreement
4.6.1 In the event of the death of any member or partner of the Consultant's firm, the surviving members
shall complete the work, unless otherwise mutually agreed upon by the Owner and the survivors.
4.6.2 The right is reserved by the Owner to terminate this Agreement at any time upon not less than thirty
(30) days' written notice to the Consultant.
4.6.3 In the event the Agreement is terminated by the Ownerwithout fault on the part of the Consultant, the
Consultant shall be paid for the reasonable and necessary work performed or services rendered and
delivered up to the effective date or time of termination. The value of the work performed and services
rendered and delivered, and the amount to be paid shall be mutually satisfactory to the Contract
Administrator and to the Consultant. The Consultant shall be paid a portion of the fixed fee, plus
actual costs. The portion of the fixed fee shall be based on the ratio of the actual costs incurred to the
estimated actual costs contained in Attachment C. Actual costs to be reimbursed shall be determined
by audit of such costs to the date established by the Contract Administrator in the termination notice,
except that actual costs to be reimbursed shall not exceed the Estimated Actual costs, plus any
authorized contingency.
4.6.4 In the event the Agreement is terminated by the Ownerfor fault on the part of the Consultant, the
Consultant shall be paid only for work satisfactorily performed and delivered to the Contract
Administrator up to the date established by the termination notice. After audit of the Consultant's
actual costs to the date established by the Contract Administrator in the termination notice and after
determination by the Contract Administrator of the amount of work satisfactorily performed, the
Contract Administrator shall determine the amount to be paid to the Consultant.
4.6.5 The right is reserved by the Owner to suspend this Agreement at any time. The Contract
Administrator may effect such suspension by giving the Consultant written notice, and it will be
effective as of the date established in the suspension notice. Payment for the Consultant's services
will be made by the Owner to the date of such suspension, in accordance with paragraph 4.6.3 above.
4.6.6 Should the Owner wish to reinstate the work after notice of suspension, such reinstatement may be
accomplished by thirty (30) days' written notice within a period of one year after such suspension,
unless this period is extended by written consent of the Consultant.
4.6.7 This Agreement will be considered completed when the construction of the project has progressed
sufficiently to make it clear that the construction can be completed without further revisions in that work,
or if the Consultant is released prior to such time by written notice from the Contract Administrator.
4.7 Extension of Time
4.7.1 The time for completion of each phase of this Agreement shall not be extended because of any delay
attributed to the Consultant, but may be extended by the Contract Administrator in the event of a
delay attributed to the Owner or the Contract Administrator, or because of unavoidable delays
caused by an act of God, war, government actions, or similar causes beyond the reasonable control of
the Consultant.
4.8 Mediation
4.8.1 In an effort to resolve any conflicts that arise during the design or construction of the project or following
the completion of the project, the Owner and the Consultant agree that all disputes between them
arising out of or relating to this Agreement shall be submitted to non-binding mediation unless the
parties mutually agree otherwise. The Owner and the Consultant further agree to include a similar
mediation provision in all agreements with independent contractors and Consultants retained for the
project and to require all independent contractors and Consultants also to include a similar mediation
provision in all agreements with subcontractors, subconsultants, suppliers or fabricators so retained,
thereby providing for mediation as the primary method for dispute resolution between the parties to
those agreements.
Paae 6 of 18
Attachment D to I.M. 3.305
August 29, 2006
4.9 Arbitration
4.9.1 In the event the parties to this Agreement are unable to reach a settlement of any dispute arising out of
the services under this Agreement in accordance with Paragraph 4.8, then such disputes shall be
settled by binding arbitration by an arbitrator to be mutually agreed upon by the parties, and pursuant to
the arbitration procedures set out in Iowa Code Chapter 679A. Any arbitration pursuant to this
paragraph or mediation pursuant to Paragraph 4.8.1 shall occur in Dubuque County, Iowa.
4.10 Responsibility For Claims And Liability
4.10.1 The Consultant shall defend, indemnify and save harmless the Owner, the Iowa Department of
Transportation, the State of Iowa, its agencies, agents, employees and assignees and the Federal
Government from all claims and liabilities due to design error, omission or negligent act of the
Consultant, its members, agents, stockholders, or employees in connection with performance of this
Agreement.
4.11 Non-Raiding Clause
4.11.1 The Consultant shall not engage the services of any person or persons, then in the employment of the
Owner, for work covered by this Agreement without the written consent of the employer of such person.
4.12 General Compliance With Laws
4.12.1 The Consultant shall comply with all Federal, State and Local laws and ordinances applicable to the
work.
4.13 Subletting, Assignment Or Transfer
4.13.1 Subletting, assignment, or transfer of all or part of the interest of the Consultant in this Agreement is
prohibited unless written consent is obtained from the Contract Administrator and the Iowa DOT and
the FHWA (when applicable) concurs.
4.14 Forbidding Use of Outside Agents
4.14.1 The Consultant warrants that it has not employed or retained any company or person, other than a
bona fide employee working solely for the Consultant, to solicit or secure this Agreement, and that it
has not paid or agreed to pay any company or person, other than bona fide employees working solely
for the Consultant, any fee, commission, percentage, brokerage fee, gift, or any other consideration
contingent upon or resulting from the award or making of this Agreement. For breach or violation of this
warranty, the Owner shall have the right to annul the 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, or counterpart fee.
4.15 Consultant's Endorsement On Plans
4.15.1 The Consultant shall endorse the completed computations prepared under this Agreement, and shall
affix thereto the seal of a licensed professional engineer or architect, licensed to practice in the State of
Iowa, in accordance with the current Code of Iowa.
4.16 Compliance With Title 49, Code Of Federal Regulations
4.16.1 During the performance of this Agreement, the Consultant and its assignees and successors in
interest agree as follows:
4.16.1.1 Compliance with Regulations
4.16.1.1.1 The Consultant will comply with the regulations of the U.S. Department of Transportation, relative to
nondiscrimination in federally assisted programs of the U.S. Department of Transportation (Title 49,
Page 7 of 18
Attachment D to I.M. 3.305
August 29, 2006
Code of Federal Regulations, Part 21, hereinafter referred to as the "Regulations"), which are herein
incorporated by reference and made a part of this Agreement.
4.16.1.2 Nondiscrimination
4.16.1.2.1 The Consultant, with regard to the work performed by it, will not discriminate on the grounds of race,
religion, age, physical disability, color, sex or national origin in the selection and retention of
subconsultants, including procurement of materials and leases of equipment. The Consultant will not
participate, either directly or indirectly, in the discrimination prohibited by Section 21.5 of the
Regulations, including employment practices when the Agreement covers a program set forth in the
Regulations.
4.16.1.3 Solicitation for subconsultants, Including Procurement of Materials and Equipment
4.16.1.3.1 In all solicitations, either by competitive bidding or negotiation made by the Consultant for work to be
performed under a subcontract, including procurement of materials or equipment, each potential
subconsultant or supplier shall be notified by the Consultant of the Consultant's obligation under this
contract and the regulations relative to nondiscrimination on the grounds of race, religion, age, physical
disability, sex, or national origin.
4.16.1.4 Disadvantaged Business Enterprises
4.16.1.4.1 The Consultant or its subconsultants agree(s) to ensure that disadvantaged business enterprises
(DBEs) as defined in 49 CFR Part 26 have the maximum opportunity to participate in the performance
of contracts and subcontracts financed in whole or in part with Federal funds provided under this
Agreement. In this regard the Consultant and all of its subconsultants shall take all necessary and
reasonable steps in compliance with the Iowa DOT DBE Program to ensure disadvantaged business
enterprises have the maximum opportunity to compete for and perform contracts. The Consultant and
their subconsultants shall not discriminate on the basis of race, religion, age, physical disability, color,
sex or national origin in the award and performance of U.S. DOT assisted contracts. If, as a condition
of assistance, the Iowa DOT has submitted to the U.S. DOT, or the Consultant has submitted to the
Iowa DOT, and the U.S. DOT or Department has approved a disadvantaged business enterprise
affirmative action program which the Iowa DOT and/or Consultant agrees(s) to carry out, this
program(s) is incorporated into this Agreement by reference. This program shalt be treated as a legal
obligation and failure to carry out its terms shall be treated as a violation of this financial assistance
agreement.
Upon notification to the Consultant of its failure to carry out the approved program, the Owner, the
Iowa DOT, and/or the U.S. DOT shall impose sanctions, which may include termination of the
Agreement or other measures that may affect the ability of the Consultant to obtain future U.S. DOT
financial assistance. The Consultant or any of its subconsultants are hereby advised that failure to
fully comply with the Iowa Department of Transportation's DBE Program shall constitute a breach of
contract and may result in termination of this Agreement or agreement(s) by the Owner or such remedy
as the Owner deems appropriate. Refer to Article 4.6 of the Agreement.
4.16.1.5 Information and Reports
4.16.1.5.1 The Consultant will provide all information and reports required by the regulations, orders and
instructions issued pursuant thereto, and will permit access to its books, records, accounts, other
sources of information, and its facilities as may be determined by the Owner, the Iowa DOT, or the
FHWA, to be pertinent to ascertain compliance with regulations, orders and instructions. Where any
information required of a Consultant is in the exclusive possession of another who fails or refuses to
furnish this information, the Consultant shall so certify to the Owner, the Iowa DOT, or the FHWA, as
appropriate, and shall set forth what efforts it has made to obtain information.
4.16.1.6 Sanctions for Noncompliance
4.16.1.6.1 In the event of the Consultant's noncompliance with the nondiscrimination provisions of this
Agreement, the Owner shall impose such contract sanctions as it, the Iowa DOT, or the FHWA, may
determine to be appropriate, including, but not limited to:
Page 8 of 18
Attachment D to I.M. 3.305
August 29, 2006
...1.6.1.1 Withholding of payments to the Consultant under the Agreement until the Consultant complies, and/or
...1.6.1.2 Cancellation, termination or suspension of the Agreement, in whole or in part.
4.16.1.7 Incorporation of Provisions
4.16.1.7.1 The Consultant will include the provisions of Article 4.16.1.1 through 4.16.1.6 of this Agreement in
every sub agreement, including procurements of materials and lease of equipment, unless exempt by
the regulations, orders or instructions issued pursuant thereto. The Consultant will take such action
with respect to any sub agreement or procurement as the Owner, Iowa DOT, or FHWA may direct as a
means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in
the event a Consultant becomes involved in, or is threatened with, litigation with a subconsultant or
supplier as a result of such direction, the Consultant may request the Owner, the Iowa DOT, or the
Untied States to enter into such litigation to protect the interests of the Owner ,the Iowa DOT, and the
Unites States, respectively.
4.17 Access To Records
4.17.1 The Consultant is to maintain all books, documents, papers, accounting records and other evidence
pertaining to this Agreement and to make such materials available at their respective offices at all
reasonable times during the agreement period, and for three years from the date of final payment under
the Agreement, for inspection and audit by the Owner, Iowa DOT, FHWA, or any authorized
representatives of the Federal Government; and copies thereof shall be furnished, if requested.
4.18 Iowa DOT and Federal Highway Administration Participation
4.18.1 The work under this Agreement shall be contingent upon and subject to the approval of the Iowa DOT
and the Federal Highway Administration (if applicable). The Iowa DOT and the Federal Highway
Administration shall have the right to participate in the conferences between the Consultant and the
Owner and to participate in the review or examination of the work in progress.
4.19 Severability
If any section, provision or part of this Agreement shall be adjudged invalid or unconstitutional, such
adjudication shall not affect the validity of the Agreement as a whole or any section, provision, or part
thereof not adjudged invalid or unconstitutional.
4.20 Choice of Law and Form
The laws of the State of Iowa shall govern and determine all matters arising out of or in connection with
this agreement without regard to the choice of law provisions of Iowa law. In the event any proceeding
of aquasi-judicial or judicial nature is commenced in connection with this agreement, the exclusive
jurisdiction for the proceeding shall be brought in the Dubuque County District Court for the State of
Iowa, Dubuque Iowa. This provision shall not be construed as waiving any immunity to suit or liability
including without limitation sovereign immunity in State or Federal court, which may be available to the
Owner.
Page 9 of 18
Attachment D to I.M. 3.305
August 29, 2006
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their proper officials
thereunto duly authorized as of the dates below indicated.
Systems Solutions Company]
RtsberX L. Budd P.E.''
'Registered, State of Texas Number 41765
General Manager
TSSC.
[City of Dubuque]
Michael C. Van Milligen
City Manager
Iowa Department of Transportation
Accepted for FHWA Authorization*
By:
Roger Walton P.E.
District Staff Engineer
Cedar Rapids Office
Date: 7'I o-r~,.,,~f-~- ~ Z a° g
Date: ,
Date: ,
* The Iowa DOT is not a party to this agreement. However, by signing this agreement, the Iowa DOT is indicating
the work proposed under this Agreement is acceptable for FHWA authorization of Federal funds.
P~nc 1 n of 1 R
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT A
Scope of Services
The Consultant shall acquire one ACTRA/TACTICS Operating System Software Operating System from the
manufacturer or their duly authorized representative. This software shall be installed on a Consultant furnished
rack mounted server to be installed in the existing City computer rack assembly complete with all cabling interface
to include but not limited to monitor/mouse cabling to existing City owned KVM computer switch and networking
linking to the City existing traffic network. The computer server and laptop computer with external video port, XPS
1730 Dell Series or approved equal, shall be programmed and made fully operational for use by City. The laptop
computer shall be installed in the existing City TOC and be connected to Consultant furnished 52" computer
monitor, Samsung LN52A850 - 1080p compliant LCD HT compatible with moveable wall mount. Mounting of the
monitor will be the responsibility of the City working with the Consultant for integration of the monitor into the City
Traffic Network. The Consultant shall work with the City in extending the existing Traffic Network and port/IP
assignments on the existing City Switch, Cisco 3750G Series Model. The ACTRA/TACTICS shall be provided
with one server and three workstation licenses.
The Consultant shall convert the existing MARC-NX database to the ACTRA/TACTICS ATMS System and
establish operations with all existing intersections defined within the existing MARC-NX System. The Consultant
shall train the City staff on the development of all area maps, local intersection map programming, selection of
detector data monitoring and the installation of DataMiner Software for data analysis and retrieval. The Consultant
shall furnish and install DataMiner Software. The Consultant shall install the City furnished ESRI Shape file for the
use as a City Dynamic Intersection operational map. All existing intersections electronically connected to the
MARC-NX shall be converted to on-line control on the ACTRA in addition to controllers capable of operating
Ethernet IP addressing and connected by the Traffic Network.
The Consultant shall furnish and install one licensed copy of POCKETACTRA software on the existing City PDA
device.
The Consultant shall furnish and install one physical CDMA/GSM link from the ACTRA to the moveable
CDMA/GSM device for uploading and downloading intersection or master database, or when left on site, normal
operation of the device or master under ACTRA control. One SMS transmitter device and one GSM transceiver
device shall be provided. City shall provide Internet accessibility. Any/all monthly recurring costs for CDMA/GSM
service shall be billed on a quarterly basis external to this contract.
The Consultant shall furnish and install on City furnished Linux based platform, SQL based server software, one
each SNAP 50 Device operating software program, upgradeable to Unlimited Devices, for monitoring SenSys
System detector devices when field installed AP units are installed and connected via the field Ethernet Traffic
Network. The Consultant is responsible for the SNAP Server Software and the installation only on the existing
Linux based computer. All Linux software modifications required shall be provided by the City.
The Consultant shall provide comprehensive training on the parameters and operation of the ACTRA that are
unique and additions to the MARC-NX operating system. Training shall be a minimum of two (2) days of formal
training class and a minimum of five (5) days working with Consultant staff on the building, programming,
operating and generating reports with the ACTRA System.
Page 11 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT B
Specifications
Deliverables:
ACTRA/TACTICS ATMS System Software
File Server, Laptop, 52" Monitor, SNAP Server Software
CDMA/GSM, Ethernet Linking, and miscellaneous cabling
Pocket ACTRA License
Technical Services -Setup, Integration and Training
Page 12 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT C
Fees and Payments -Lump Sum
3.1.1 FEES AND PAYMENTS
3.1.1.1 Fees. For full and complete compensation for all work, materials, and services furnished under the
terms of this Agreement, the Consultant shall be paid fees on a lump sum basis and payment of this
amount shall be considered as full and complete compensation for all work, materials and services
furnished under the terms of this Agreement. The lump sum amount shall be $ 146,250.00. The
estimated staff hours and fees are shown in this attachment.
The lump sum amount will not be changed unless there is a substantial change in the magnitude,
scope, character, or complexity of the services from those covered in this Agreement. Any change in
the lump sum amount will be by Supplemental Agreement.
LUMP SUM LINE ITEMS
ACTRA/TACTICS ATMS System Software $95,000.00
File Server, Laptop, 52" Monitor, SNAP Server Software $20,150.00
CDMA/GSM, Ethernet Linking, and miscellaneous cabling $ 5,100.00
Pocket ACTRA License $ 1,000.00
Technical Services -Setup, Integration and Training $25,000.00
3.1.1.2 Reimbursable Costs. Reimbursement of costs is limited to those that are allowable under the
provisions of Title 48, Subchapter E, Section 31.105 and Subpart 31.2 of the current Federal
Acquisition Regulation.
3.1.1.3 Premium Overtime Pay. Not applicable.
3.1.1.4 Payments. Monthly payments for work completed shall be based on the work completed for each line
item and a percentage of work completed substantiated by monthly progress reports for Technical
Services. The Contract Administrator will check such progress reports and payment will be made for
the proportional amount of the lump sum fee.
Upon completion, delivery, and acceptance of all work contemplated under this Agreement, the
Consultant shall submit one complete invoice statement for the balance of each line item comprising
the lump sum fee. Payment of 100% of the total cost claimed and verified by ContractAdministrator
will be made upon receipt and review of such claim. The Consultant agrees to reimburse the Owner
for possible overpayment determined by final audit.
Page 13 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT D
Certification Regarding Debarment, Suspension, and other Responsibility Matters
-Primary Covered Transactions
Instructions for Certification
By signing and submitting this proposal, the prospective primary participant is providing the certification set out
below.
The inability of a person to provide the certification required below will not necessarily result in denial of
participation in this covered transaction. The prospective participant shall submit an explanation of why it
cannot provide the certification set out below. The certification or explanation will be considered in connection
with the department or agency's determination whether to enter into this transaction. However, failure of the
prospective primary participant to furnish a certification or an explanation shall disqualify such person from
participation in this transaction.
2. The certification in this clause is a material representation of fact upon which reliance was placed when the
department or agency determined to enter into this transaction. If it is later determined that the prospective
primary participant knowingly rendered an erroneous certification, in addition to other remedies available to
the Federal Government, the department or agency may terminate this transaction for cause of default.
3. The prospective primary participant shall provide immediate written notice to the department or agency to
whom this proposal is submitted if at any time the prospective primary participant learns that its certification
was erroneous when submitted or has become erroneous by reason of changed circumstances.
4. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered transaction,"
"participant," "person" "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as
used in this clause, have the meanings set out in the definitions and coverage sections of the rules
implementing Executive Order 12549. You may contact the department or agency to which this proposal is
being submitted for assistance in obtaining a copy of those regulations.
5. The prospective primary participant agrees by submitting this proposal that should the proposed covered
transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person
who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered
transaction, unless authorized by the department or agency entering into this transaction.
6. The prospective primary participant further agrees by submitting this proposal that it will include the clause
titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion -Lower Tier
Covered Transaction," provided by the department or agency entering into this covered transaction, without
modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions.
7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier
covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered
transaction, unless it knows that the certification is erroneous. A participant may decide the method and
frequency by which it determines the eligibility of its principals. Each participant may, but is not required to,
check the Nonprocurement List.
8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order
to render in good faith the certification required by this clause. The knowledge and information of a
participant is not required to exceed that which is normally possessed by a prudent person in the ordinary
course of business dealings.
9. Except for transactions authorized under paragraph 6 of these instructions, if a participant in a covered
transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred,
ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available
to the Federal Government, the department or agency may terminate this transaction for cause or default.
Page 14 of 18
Attachment D to I.M. 3.305
August 29, 2006
Certification Regarding Debarment, Suspension, and other Responsibility Matters
-Primary Covered Transactions
(1) The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals:
(a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from covered transactions by any Federal department or agency;
(b) Have not within athree-year period preceding this proposal been convicted of or had a civil judgment
rendered against them for commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public (Federal, State or local) transaction or contract under a public
transaction; violation of Federal or State Antitrust statues or commission of embezzlement, theft, forgery,
bribery, falsification or destruction of records, making false statements, or receiving stolen property;
(c) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal,
State or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification;
and
(d) Have not within athree-year period preceding this application /proposal had one or more public
transactions (Federal, State or local) terminated for cause or default.
(2) Where the prospective primary participant is unable to certify to any of the statements in this certification,
such prospective participant shall attach an explanation to this proposal.
State of Iowa
Scott County
I Robert L Budd Jr., General Manager of the Traffic Systems Solutions Company, under penalty of perjury under
the laws of the United States and the State of Iowa, do hereby certify that the above statements are true and
correct.
o (signature)
Subscribed and sworn to this day of ~ ' ~/t't ~~ `4 ~
- ! .~Gf
,~a~at s , OIrEt`I~~t'~ P,tl. COOKSEY
~., T i (yt)n,muSSi0s11~o.140824
z ~~`= a ~ ;;s y+n ,~issio Expires
~ rIClV~'4 ..~ / ~,
Page 15 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT E
Certification of Consultant
I hereby certify that I, Robert L Budd Jr. am the General Manager and duly authorized representative of the firm of
Traffic Systems Solutions Company, whose address is 736 Federal Street, Suite 2301, Davenport, Iowa 52803,
and that neither I nor the above firm here represented has:
(a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration,
any firm or person (other than a bona fide employee working solely for me or the above Consultant) to
solicit or secure this contract,
(b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of
any firm or person in connection with carrying out the contract, or
(c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working
solely for me or the above Consultant) any fee, contribution, donation or consideration of any kind for, or
in connection with, procuring or carrying out the contract; except as here expressly stated (if any):
I acknowledge that this certificate is to be furnished to the Iowa Department of Transportation and the Federal
Highway Administration, U.S. Department of Transportation, in connection with this contract involving participation
of Federal-aid highway funds, and is subject to applicable, State and Federal laws, both criminal and civil.
(signature)
Made this ~_ day of ~leT-~r~ 2ao$
Paae 16 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT F
Certification of Owner
I hereby certify that I, Michael C. Van Milligen, am the City Manager and the duly authorized representative of the
Owner, and that the above consulting firm or its representative has not been required, directly or indirectly as an
express or implied condition in connection with obtaining or carrying out this contract to:
(a) Employ or retain, or agree to employ or retain, any firm or person, or
(b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration
of any kind; except as here expressly stated (if any):
I acknowledge that this certificate is to be furnished the Iowa DOT and the Federal Highway Administration, U.S.
Department of Transportation, in connection with this contract involving participation of Federal-aid highway
funds, and is subject to applicable State and Federal laws, both criminal and civil.
Michael Van Milligen(signature)
'~
Made this ~+ day of
Page 17 of 18
Attachment D to I.M. 3.305
August 29, 2006
ATTACHMENT G
Page 1
Traffic Systems Solutions Company
736 Federal Street
Suite 2301
Davenport, Iowa 52803
Lump Sum Invoice
Date
Invoice No.
Invoice Period Covered
Consultant Job No.
Owner Project No.
County
Owner Project
Description
Client Contract No.
300-1852
Dubuque
ACTRA/TACTICS
Software
Total Lump Sum Amount
ACTRA/TACTICS ATMS Software
File Server, Laptop, Monitor, SNAP
CDMA/GSM Eth. Link & Misc.
Pocket ACTRA License
Technical Services
Total Invoice
Lump Sum -Invoiced Amount
Lump Sum Item
$95,000.00
$20,150.00
$ 5,100.00
$ 1, 000.00
$25, 000.00
Invoiced Amount
$146,250.00
Note: When submitting a final invoice on a lump sum project, the final cumulative job cost report should be
submitted with the final invoice.
Page 18 of 18