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Home My WebLink About05(B) - Resolution Receving Plans and Specifications, Authorizing Advertisement for Bids, and Authorizing a Cooperative Construction Agreement with MnDOT for the Fish Point Phase 3 Project (CP 2023-03) ReportMnDOT Contract No.: 1054032 -1- Payable Standard (Legislative Appropriation) STATE OF MINNESOTA DEPARTMENT OF TRANSPORTATION AND CITY OF PRIOR LAKE COOPERATIVE CONSTRUCTION AGREEMENT State Project Number (SP): 7001-139 Trunk Highway Number (TH): 13=117 State Aid Project Number (SAP): 201-105-010 Signal System ID: 5425853 Original Amount Receivable $73,457.87 Original Amount Encumbered $282,000.00 (FY 2027) This Agreement is between the State of Minnesota, acting through its Commissioner of Transportation (State) and the City of Prior Lake acting through its City Council (City). Recitals 1. The City will perform grading, bituminous surfacing, ADA improvements, drainage, and traffic control signal system construction and other associated construction upon, along, and adjacent to Fish Point Road from Trunk Highway No. 13 to Timber Trail Southeast and upon, along, and adjacent to Trunk Highway No. 13 at Fish Point Road according to City-prepared plans, specifications, and special provisions designated by the City as State Aid Project No. 201-105-010 and by the State as State Project No. 7001-139 (TH 13=117) (Project); and 2. The City requests the State participate in the costs of the signal system and ADA improvements construction and the State is willing to participate in the costs of said construction and associated construction engineering; and 3. The State can only pay the City for the State participation construction after funds have been encumbered, which encumbrance must be preceded by the appropriation of such funds by the Minnesota Legislature; and 4. This construction is currently part of the State's 2027 fiscal year road construction program, and the State will seek the appropriation of funds, and encumber the funds, if available; and 5. Minnesota Statutes § 161.20, subdivision 2 authorizes the Commissioner of Transportation to make arrangements with and cooperate with any governmental authority for the purposes of constructing, maintaining, and improving the trunk highway system; and 6. Minnesota Statutes § 161.361, subdivision 1 and 2, allow for the local agency to advance the State's share and for the State to repay the City the funds advanced for the State participation construction. Agreement 1. Term of Agreement; Survival of Terms; Plans; Incorporation of Exhibits 1.1. Effective Date. This Agreement will be effective on the date the State obtains all signatures required by Minnesota Statutes § 16C.05, subdivision 2. 1.2. Expiration Date. This Agreement will expire when all obligations have been satisfactorily fulfilled. 1.3. Survival of Terms. All clauses which impose obligations continuing in their nature and which must survive in order to give effect to their meaning will survive the expiration or termination of this Agreement, including, without limitation, the following clauses: 2.4. State Ownership of Improvements; 5. Maintenance by the City; 12. Liability; Worker Compensation Claims; Insurance; 15. State Audits; MnDOT Contract No.: 1054032 -2- Payable Standard (Legislative Appropriation) 16. Government Data Practices; 17. Governing Law; Jurisdiction; Venue; and 19. Force Majeure. The terms and conditions set forth in Article 6. Signal System and EVP System Operation and Maintenance will survive the expiration of this Agreement, but may be terminated by another Agreement between the parties. 1.4. Plans, Specifications, and Special Provisions. State approved City plans, specifications, and special provisions designated by the City as State Aid Project No. 201-105-010 and by the State as State Project No. 7001-139 (TH 13=117) are on file in the office of the City's Engineer and incorporated into this Agreement by reference (Project Plans). 1.5. Exhibits. Preliminary Schedule "I" is attached and incorporated into this Agreement. Exhibit A - Drainage Maintenance is attached and incorporated into this agreement. 2. Right-of-Way Use 2.1. Limited Right to Occupy. The State grants to the City (and its contractors and consultants) the right to occupy Trunk Highway Right-of-Way as necessary to perform the work described in the Project Plans. This right is limited to the purpose of constructing the Project, and administering such construction, and may be revoked by the State at any time, with or without cause. Cause for revoking this right of occupancy includes, but is not limited to, breaching the terms of this or any other agreement (relevant to this Project) with the State, failing to provide adequate traffic control or other safety measures, failing to perform the construction properly and in a timely manner, and failing to observe applicable environmental laws or terms of applicable permits. The State will have no liability to the City (or its contractors or consultants) for revoking this right of occupancy. 2.2. State Access; Suspension of Work; Remedial Measures. The State's District Engineer or assigned representative retains the right to enter and inspect the Trunk Highway Right-of-Way (including the construction being performed on such right-of-way) at any time and without notice to the City or its contractor. If the State determines (in its sole discretion) that the construction is not being performed in a proper or timely manner, or that environmental laws (or the terms of permits) are not being complied with, or that traffic control or other necessary safety measures are not being properly implemented, then the State may notify and require the City (and its contractors and consultants) to suspend their operations until the City (and its contractors and consultants) take all necessary actions to rectify the situation to the satisfaction of the State. The State will have no liability to the City (or its contractors or consultants) for exercising or failing to exercise its rights under this provision. 2.3. Traffic Control; Worker Safety. While the City (and its contractors and consultants) are occupying the State's Right-of-Way, they must comply with the approved traffic control plan, and with applicable provisions of the Work Zone Field Handbook (http://www.dot.state.mn.us/trafficeng/workzone/index.html). All City, contractor, and consultant personnel occupying the State's Right-of-Way must be provided with required reflective clothing and hats. 2.4. State Ownership of Improvements. The State will retain ownership of its Trunk Highway Right-of-Way, including any improvements made to such right-of-way under this Agreement, unless otherwise noted. The warranties and guarantees made by the City's contractor with respect to such improvements (if any) will flow to the State. The City will assist the State, as necessary, to enforce such warranties and guarantees, and to obtain recovery from the City's consultants, and contractor (including its sureties) for non-performance of contract work, for design errors and omissions, and for defects in materials and workmanship. Upon request of the State, the City will undertake such actions as are reasonably necessary to transfer or assign contract rights to the State and to permit subrogation by the State with respect to claims against the City's consultants and contractors. 2.5. Utility Relocation. The State authorizes the City to issue Notices and Orders for utility relocation in accordance with Minnesota Statutes §161.45 and Minnesota Rules Part 8810.3100 through 8810.3600. MnDOT Contract No.: 1054032 -3- Payable Standard (Legislative Appropriation) 3. Contract Award and Construction 3.1. Bids and Award. The City will receive bids and award a construction contract to the lowest responsible bidder (or best value proposer), subject to concurrence by the State in that award, according to the Project Plans. The contract construction will be performed according to the Project Plans. 3.2. Bid Documents Furnished by the City. The City will, within seven days of opening bids for the construction contract, submit to the State's State Aid Agreements Engineer a copy of the low bid and an abstract of all bids together with the City's request for concurrence by the State in the award of the construction contract. The City will not award the construction contract until the State advises the City in writing of its concurrence. 3.3. Rejection of Bids. The City may reject and the State may require the City to reject any or all bids for the construction contract. The party rejecting or requiring the rejection of bids must provide the other party written notice of that rejection or requirement for rejection no later than 30 days after opening bids. Upon the rejection of all bids, a party may request, in writing, that the bidding process be repeated. Upon the other party's written approval of such request, the City will repeat the bidding process in a reasonable period of time, without cost or expense to the State. 3.4. Direction, Supervision, and Inspection of Construction A. The contract construction will be under the direction of the City and under the supervision of a registered professional engineer; however, the State participation construction covered under this Agreement will be open to inspection by the State District Engineer's authorized representatives. The City will give the State Aid Agreements Engineer at Roseville five days’ notice of its intention to start the contract construction. B. Responsibility for the control of materials for the contract construction will be on the City and its contractor and will be carried out according to Specifications No. 1601 through and including No. 1609 in the State's current Standard Specifications for Construction. 3.5. Contaminated Soils and Groundwater within the State's Cost Participation Limits. A. 24 Hour Notification. The City will notify the State District Engineer's authorized representative a minimum of 24 hours prior to the contractor beginning the excavation and removal of any contaminated soils that have been identified within the Project limits. B. Immediate Notification. The City will notify the State District Engineer's authorized representative immediately upon the contractor encountering contaminated soils and/or groundwater in areas that are within the Project limits. The City will confer with the State as to the handling, disposal, and any other issues related to contaminated materials found on State Right-of-Way or import of materials onto State Right-of-Way. C. Environmental Consultant. The City will provide for an Environmental Consultant to be on site to observe and document the excavation, handling, and disposal of contaminated soils that have been identified within the Project limits. If the contractor encounters contaminated materials in areas not previously identified and upon notification by the City to the State, the City hired Environmental Consultant will be provided to collect and analyze soil and/or groundwater samples to determine contaminant levels, work with the landfill for disposal of the soil waste, and provide oversight of any soil and groundwater handling and disposal. The City will not allow the contractor to excavate any contaminated soil unless the Environmental Consultant is present. 3.6. Completion of Construction. The City will cause the contract construction to be started and completed according to the time schedule in the construction contract special provisions. The completion date for the contract construction may be extended, by an exchange of letters between the appropriate City official MnDOT Contract No.: 1054032 -4- Payable Standard (Legislative Appropriation) and the State District Engineer's authorized representative, for unavoidable delays encountered in the performance of the contract construction. 3.7. Plan Changes. The State will not participate in the cost of any contract construction that is in addition to the State participation construction covered under this Agreement unless the following conditions have been met: A. The necessary State funds have been encumbered. B. All changes in the Project Plans and all addenda, change orders, supplemental agreements, and work orders entered into by the City and its contractor for State participation construction are approved in writing by the State District Engineer's authorized representative. 3.8. Compliance with Laws, Ordinances, and Regulations. The City will comply and cause its contractor to comply with all Federal, State, and Local laws, and all applicable ordinances and regulations. With respect only to that portion of work performed on the State's Trunk Highway Right-of-Way, the City will not require the contractor to follow local ordinances or to obtain local permits. 4. Right-of-Way; Easements; Permits 4.1. The City will obtain all rights-of-way, easements, construction permits, and any other permits and sanctions that may be required in connection with the local and trunk highway portions of the contract construction. Before payment by the State, the City will furnish the State with certified copies of the documents for rights-of-way and easements, construction permits, and other permits and sanctions required for State participation construction covered under this Agreement. 4.2. The City will convey to the State by quit claim deed, all newly acquired rights needed for the continuing operation and maintenance of the Trunk Highway, if any, upon completion of the Project, at no cost or expense to the State. 4.3. The City will comply with Minnesota Statutes § 216D.04, subdivision 1(a), for identification, notification, design meetings, and depiction of utilities affected by the contract construction. 4.4. The City will submit to the State's Utility Engineer an original permit application for all utilities owned by the City of Prior Lake to be constructed upon and within the Trunk Highway Right-of-Way. Applications for permits will be made on State form "Application for Utility Permit on Trunk Highway Right-of-Way" (Form 2525). 4.5. The City will submit to the Minnesota Pollution Control Agency the plans and specifications for the construction or reconstruction of its sanitary sewer facilities to be performed under the construction contract and obtain, under Minnesota Statutes § 115.07 or Minnesota Rules 7001.1030, subpart 2C, either a permit or written waiver from that agency for that construction or reconstruction. The City is advised that under Minnesota Rules 7001.1040, a written application for the permit or waiver must be submitted to the Minnesota Pollution Control Agency at least 180 days before the planned date of the sanitary sewer facility construction or reconstruction. 5. Maintenance by the City Upon completion of the Project, the City will provide the following without cost or expense to the State: 5.1. Storm Sewers. Routine maintenance of storm sewer facilities construction as shown in Exhibit A. Routine maintenance includes, but is not limited to, removal of sediment, debris, vegetation, and ice from grates and catch basins, and any other maintenance activities necessary to preserve the facilities and to prevent conditions such as flooding, erosion, or sedimentation, this also includes informing the District Maintenance Engineer of any needed repairs. MnDOT Contract No.: 1054032 -5- Payable Standard (Legislative Appropriation) 5.2. Municipal Utilities. Maintenance of any municipal-owned utilities construction, without cost or expense to the State. 5.3. Sidewalks. Maintenance of any sidewalk construction, including stamped and colored concrete sidewalk (if any) and pedestrian ramps. Maintenance includes, but is not limited to, snow, ice and debris removal, patching, crack repair, panel replacement, cross-street pedestrian crosswalk markings, vegetation control of boulevards (if any), and any other maintenance activities necessary to perpetuate the sidewalks in a safe, useable, and aesthetically acceptable condition. 5.4. Additional Drainage. No party to this Agreement will drain any additional drainage volume into the storm sewer facilities constructed under the construction contract that was not included in the drainage for which the storm sewer facilities were designed, without first obtaining written permission to do so from the other party. 6. Signal System and EVP System Operation and Maintenance Operation and maintenance responsibilities will be as follows for the Signal System and EVP System on TH 13 at Fish Point Rd. and for the Interconnect on TH 13 from Fish Point Rd. to 160th St. 6.1. City Responsibilities. A. Power. The City will be responsible for the hook-up cost and application to secure an adequate power supply to the service pad(s) or pole(s) and will pay all monthly electrical service expenses necessary to operate the Signal System, EVP System, and Interconnect. B. Minor Signal System Maintenance. The City will provide for the following, without cost to the State. i. Maintain the signal pole mounted LED luminaires, including replacing the luminaires when necessary. The LED luminaire must be replaced when it fails or when light levels drop below recommended AASHTO levels for the installation. ii. Replace the Signal System LED indications. Replacing LED indications consists of replacing each LED indication when it reaches end of life per the MnDOT Traffic Engineering Manual or fails or no longer meets Institute of Traffic Engineers (ITE) standards for light output. iii. Clean the Signal System controller cabinet and service cabinet exteriors. iv. Clean the Signal System, and luminaire mast arm extensions. v. Paint and maintain the cross street pedestrian crosswalk markings. 6.2. State Responsibilities. A. Interconnect; Timing; Other Maintenance. The State will maintain the Interconnect and signing, and perform all other Signal System, APS, and signal pole luminaire circuit maintenance without cost to the City. All Signal System timing will be determined by the State, and no changes will be made without the State's approval. B. EVP System Operation. The EVP System will be installed, operated, maintained, and removed according to the following conditions and requirements: i. All maintenance of the EVP System must be done by State forces. ii. Emitter units may be installed only on authorized emergency vehicles, as defined in Minnesota Statutes § 169.011, Subdivision 3. Authorized emergency vehicles may use emitter units only when responding to an emergency. The City will provide the State's District Engineer or their designated representative a list of all vehicles with emitter units, if requested by the State. iii. Malfunction of the EVP System must be reported to the State immediately. MnDOT Contract No.: 1054032 -6- Payable Standard (Legislative Appropriation) iv. In the event the EVP System or its components are, in the opinion of the State, being misused or the conditions set forth in Paragraph ii. above are violated, and such misuse or violation continues after the City receives written notice from the State, the State may remove the EVP System. Upon removal of the EVP System pursuant to this Paragraph, all of its parts and components become the property of the State. v. All timing of the EVP System will be determined by the State. 6.3. Right-of-Way Access. Each party authorizes the other party to enter upon their respective public right-of-way to perform the maintenance activities described in this Agreement. 6.4. Related Agreements. This Agreement will supersede and terminate the operation and maintenance terms of Agreement No. 67239, dated August 22, 1990, between the parties, for the intersection of TH 13 at Fish Point Rd. This Agreement will supersede and terminate the operation and maintenance terms of Agreement No. 79677R, dated March 6, 2000, between the parties, for the intersection of TH 13 at Fish Point Rd. 7. Basis of State Cost 7.1. Schedule "I". The Schedule "I" includes anticipated State participation construction items and the construction engineering cost share covered under this Agreement. 7.2. State Participation Construction. The State will participate in the following at the percentages indicated. The construction includes the State's proportionate share of item costs for mobilization and traffic control. A. 100 Percent will be the State's rate of cost participation in all of the SP 7001-139 construction. The construction includes, but is not limited to, those construction items tabulated on Sheet Nos. 2 and 3 of the Schedule "I". 7.3. Capped State Funds. The anticipated Fiscal Year 2027 State funds are capped at $282,000.00. 7.4. State Furnished Materials. The State will furnish an ATC Cabinet 350, Gridsmart System with two cameras, PTZ camera, and fiber (State Furnished Materials), according to the Project Plans, to operate the traffic control signal system covered under this Agreement. The City's lump sum share for State Furnished Materials is $36,728.93. The State's lump sum share for State Furnished Materials is $36,728.94. The total cost for State Furnished Materials is $73,457.87. The City will make an advance lump sum payment to the State for the total cost of State Furnished Materials. The State will reimburse the City for the State's lump sum share for State Furnished Materials according to the Conditions described in Article 8.2. 7.5. Construction Engineering Costs. The State will pay a construction engineering charge equal to 8 percent of the total State participation construction covered under this Agreement. 7.6. Addenda, Change Orders, Supplemental Agreements, and Work Orders. The State will share in the costs of construction contract addenda, change orders, supplemental agreements, and work orders that are necessary to complete the State participation construction covered under this Agreement and are approved in writing by the State District Engineer's authorized representative. 7.7. Liquidated Damages. All liquidated damages assessed the City's contractor in connection with the construction contract will result in a credit shared by each party in the same proportion as their total construction cost share covered under this Agreement is to the total contract construction cost before any deduction for liquidated damages. 8. State Cost and Payment by the State 8.1. State Cost. $282,000.00 is the State's estimated share of the costs of the contract construction (less State Furnished Materials cost) which includes the construction engineering cost share as shown in the MnDOT Contract No.: 1054032 -7- Payable Standard (Legislative Appropriation) Preliminary Schedule "I". The Preliminary Schedule "I" was prepared using anticipated construction items and estimated quantities and unit prices and may include any credits or lump sum costs. Upon review of the construction contract bid documents described in Article 3.2, the State will decide whether to concur in the City's award of the construction contract and, if so, prepare a Revised Schedule "I" based on construction contract construction items, quantities, and unit prices, which will replace and supersede the Preliminary Schedule "I" as part of this Agreement. 8.2. Conditions of Payment. The State will pay the City the State's total estimated construction cost share, which does not include the construction engineering cost share, as shown in the Revised Schedule "I", after the following conditions have been met: A. Encumbrance by the State of the State's total estimated construction cost share and the construction engineering cost share as shown in the Revised Schedule "I". B. Approval by the State's Land Management Director at Saint Paul of certified documentation, submitted by the City, for all right-of-way and easement acquisitions required for the contract construction. C. Execution of this Agreement and transmittal to the City, including a letter advising of the State's concurrence in the award of the construction contract. D. Legislative appropriation of funds for the State's road construction program. It is anticipated that payment by the State that depends on Legislative appropriation of funds will be made after June 30, 2026 and before July 1, 2027 for Fiscal Year 2027. E. Encumbrance by the State of the State's total estimated construction cost share and the construction engineering cost share as shown in the Revised Schedule "I," no earlier than July 1, 2026. F. The State's receipt of a written request from the City for the payment of funds. The request will include certification by the City that all necessary parties have executed the construction contract. 8.3. Limitations of State Payment; No State Payment to Contractor. The State's participation in the contract construction is limited to the State participation construction shown in Article 8.1, and the State's participation will not change except by a mutually agreed written amendment to this Agreement. The State's payment obligation extends only to the City. The City's contractor is not intended to be and will not be deemed to be a third-party beneficiary of this Agreement. The City's contractor will have no right to receive payment from the State. The State will have no responsibility for claims asserted against the City by the City's contractor. 8.4. Construction Costs Exceeding Anticipated Encumbered Amount. Whenever it appears the cost of the State participation construction covered under this Agreement is about to exceed the anticipated amount of State funds to be encumbered , the City will notify the State District Engineer's authorized representative in writing prior to performance of the additional State participation construction. Notification will include an estimate in the amount of additional funds necessary to complete the State participation construction including construction engineering costs and the reason(s) why the anticipated amount of State funds to be encumbered will be exceeded. The State will, upon its approval of the additional State participation construction, program or encumber the necessary additional funds. That action will have the effect of amending this Agreement so as to include the State's share of the costs of the additional construction. Should the City cause the performance of additional contract construction which would otherwise qualify for State participation construction covered under this Agreement, but the cost of which exceeds the anticipated amount of State funds to be encumbered, that additional contract construction is done at the City's own risk. The City will notify the State District Engineer's authorized representative in writing of the additional State participation construction. Notification will include an estimate in the amount of additional funds necessary to cover the additional State participation construction including construction MnDOT Contract No.: 1054032 -8- Payable Standard (Legislative Appropriation) engineering costs and the reason(s) why the anticipated amount of State funds to be encumbered was exceeded. . 8.5. Records Keeping and Invoicing by the City. The State will provide the City with a Payment Processing Package containing a Modified Schedule "I" form, instructions, and samples of documents for processing final payment of the State participation construction covered under this Agreement. The City will keep records and accounts that enable it to provide the State with the following prior to final payment: A. A copy of the Modified Schedule "I" which includes final quantities of State participation construction. B. Copies of the City contractor's invoice(s) covering all contract construction. C. Copies of the endorsed and canceled City warrant(s) or check(s) paying for final contract construction, or computer documentation of the warrant(s) issued, certified by an appropriate City official that final construction contract payment has been made. D. Copies of all construction contract change orders, supplemental agreements, and work orders. E. A certification form, attached to a copy of the Final Schedule "I", both provided by the State. The certification form will be signed by the City's Engineer in charge of the contract construction attesting to the following: i. Satisfactory performance and completion of all contract construction according to the Project Plans. ii. Acceptance and approval of all materials furnished for the contract construction relative to compliance of those materials to the State's current Standard Specifications for Construction. iii. Full payment by the City to its contractor for all contract construction. F. When requested, copies certified by the City's Engineer, of material sampling reports and material testing results for the materials furnished for the contract construction. G. A copy of the "as built" plan sent to the State Aid Agreements Engineer. H. A formal invoice (original and signed) in the amount due the City as shown in the Final Schedule "I". 8.6. Final Payment by the State. Upon completion of all contract construction and appropriation of funds, the State will prepare a Final Schedule "I" according to the procedures detailed in the Payment Processing Package and submit a copy to the City. The Final Schedule "I" will be based on final quantities, and include all State participation construction items and the construction engineering cost share covered under this Agreement. If the final cost of the State participation construction exceeds the amount of funds previously paid by the State, the State will pay the difference to the City without interest. If the final cost of the State participation construction is less than the amount of funds previously paid by the State, the City will refund the difference to the State without interest. The State and the City waive claims for any payments or refunds less than $5.00 according to Minnesota Statutes § 15.415. 9. City Cost and Payment by the City 9.1. City Cost. $73,457.87 is the City's full and complete lump sum cost for State Furnished Materials. The State will reimburse the City for the State's lump sum share for State Furnished Materials according to the Conditions described in Article 8.2. 9.2. Conditions of Payment. This City will pay the State the full and complete lump sum amount after the following conditions have been met: MnDOT Contract No.: 1054032 -9- Payable Standard (Legislative Appropriation) A. Execution of this Agreement and transmittal to the City. B. The City's receipt of a written request from the State for the advancement of funds. 10. Authorized Representatives Each party's Authorized Representative is responsible for administering this Agreement and is authorized to give and receive any notice or demand required or permitted by this Agreement. 10.1. The State's Authorized Representative will be: Name, Title: Malaki Ruranika, Cooperative Agreements Engineer (or successor) Address: 395 John Ireland Boulevard, Mailstop 682, Saint Paul, MN 55155 Telephone: (651) 366-4634 Email: malaki.ruranika@state.mn.us 10.2. The City's Authorized Representative will be: Name, Title: Andy Brotzler, Public Works Director/City Engineer (or successor) Address: 4646 Dakota St. SE, Prior Lake, MN 55372 Telephone: (952) 447-9896 Email: nmonserud@cityofpriorlake.com 11. Assignment; Amendments; Waiver; Contract Complete 11.1. Assignment. No party may assign or transfer any rights or obligations under this Agreement without the prior consent of the other party and a written assignment agreement, executed and approved by the same parties who executed and approved this Agreement, or their successors in office. The foregoing does not prohibit the City from contracting with a third-party to perform City maintenance responsibilities covered under this Agreement. 11.2. Amendments. Any amendment to this Agreement must be in writing and will not be effective until it has been executed and approved by the same parties who executed and approved the original Agreement, or their successors in office. 11.3. Waiver. If a party fails to enforce any provision of this Agreement, that failure does not waive the provision or the party's right to subsequently enforce it. 11.4. Contract Complete. This Agreement contains all prior negotiations and agreements between the State and the City. No other understanding regarding this Agreement, whether written or oral, may be used to bind either party. 12. Liability; Worker Compensation Claims; Insurance 12.1. Each party is responsible for its own acts, omissions and the results thereof to the extent authorized by law and will not be responsible for the acts and omissions of others and the results thereof. Minnesota Statutes § 3.736 and other applicable law govern liability of the State. Minnesota Statutes Chapter 466 and other applicable law govern liability of the City. Notwithstanding the foregoing, the City will indemnify, hold harmless, and defend (to the extent permitted by the Minnesota Attorney General) the State against any claims, causes of actions, damages, costs (including reasonable attorney’s fees), and expenses arising in connection with the Project covered by this Agreement, regardless of whether such claims are asserted by the City's contractor(s) or consultant(s) or by a third party because of an act or omission by the City or its contractor(s) or consultant(s). 12.2. Each party is responsible for its own employees for any claims arising under the Workers Compensation Act. MnDOT Contract No.: 1054032 -10- Payable Standard (Legislative Appropriation) 12.3. The City may require its contractor to carry insurance to cover claims for damages asserted against the City's contractor. 13. Nondiscrimination Provisions of Minnesota Statutes § 181.59 and of any applicable law relating to civil rights and discrimination are considered part of this Agreement. 14. Title VI/Non-discrimination Assurances The City agrees to comply with all applicable US DOT Standard Title VI/Non-Discrimination Assurances contained in DOT Order No. 1050.2A, and in particular Appendices A and E, which can be found at: https://edocs- public.dot.state.mn.us/edocs_public/DMResultSet/download?docId=11149035. If federal funds are included in this Agreement, the City will ensure the appendices and solicitation language within the assurances are inserted into contracts as required. The State may conduct a review of the City’s compliance with this provision. The City must cooperate with the State throughout the review process by supplying all requested information and documentation to the State, making City staff and officials available for meetings as requested, and correcting any areas of non-compliance as determined by the State. 15. State Audits Under Minnesota Statutes § 16C.05, subdivision 5, the City's books, records, documents, accounting procedures, and practices relevant to this Agreement are subject to examination by the State and the State Auditor or Legislative Auditor, as appropriate, for a minimum of six years from the end of this Agreement. 16. Government Data Practices The City and State must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided under this Agreement, and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the City under this Agreement. The civil remedies of Minnesota Statutes §13.08 apply to the release of the data referred to in this clause by either the City or the State. 17. Governing Law; Jurisdiction; Venue Minnesota law governs the validity, interpretation, and enforcement of this Agreement. Venue for all legal proceedings arising out of this Agreement, or its breach, must be in the appropriate state or federal court with competent jurisdiction in Ramsey County, Minnesota. 18. Termination; Suspension 18.1. By Mutual Agreement. This Agreement may be terminated by mutual agreement of the parties or by the State for insufficient funding as described below. 18.2. Termination for Insufficient Funding. The State may immediately terminate this Agreement if it does not obtain funding from the Minnesota Legislature, or other funding source; or if funding cannot be continued at a level sufficient to allow for the payment of the services covered here. Termination must be by written or fax notice to the City. The State is not obligated to pay for any services that are provided after notice and effective date of termination. However, the City will be entitled to payment, determined on a pro rata basis, for services satisfactorily performed to the extent that funds are available. The State will not be assessed any penalty if this Agreement is terminated because of the decision of the Minnesota Legislature, or other funding source, not to appropriate funds. 18.3. Suspension. In the event of a total or partial government shutdown, the State may suspend this Agreement and all work, activities, performance, and payments authorized through this Agreement. Any MnDOT Contract No.: 1054032 -11- Payable Standard (Legislative Appropriation) work performed during a period of suspension will be considered unauthorized work and will be undertaken at the risk of non-payment. 19. Force Majeure No party will be responsible to the other for a failure to perform under this Agreement (or a delay in performance) if such failure or delay is due to a force majeure event. A force majeure event is an event beyond a party's reasonable control, including but not limited to, unusually severe weather, fire, floods, other acts of God, labor disputes, acts of war or terrorism, or public health emergencies. [The remainder of this page has been intentionally left blank] MnDOT Contract No.: 1054032 -12- Payable Standard (Legislative Appropriation) STATE ENCUMBRANCE VERIFICATION Individual certifies that funds have been encumbered as required by Minnesota Statutes § 16A.15 and 16C.05. Signed: Date: SWIFT Purchase Order: FY 2027 CITY OF PRIOR LAKE The undersigned certify that they have lawfully executed this contract on behalf of the Governmental Unit as required by applicable charter provisions, resolutions, or ordinances. By: Title: Date: By: Title: Date: DEPARTMENT OF TRANSPORTATION Recommended for Approval: By: (District Engineer) Date: Approved: By: (State Design Engineer) Date: COMMISSIONER OF ADMINISTRATION By: (With Delegated Authority) Date: INCLUDE COPY OF RESOLUTION APPROVING THE AGREEMENT AND AUTHORIZING ITS EXECUTION. PRELIMINARY SCHEDULE "I" Agreement No. 1054032 City of Prior Lake SP 7001-139 (TH 13=117)Preliminary: November 28, 2023 SAP 201-105-010 State Funds Grading, bituminous surfacing, ADA improvements, drainage, and traffic control signal system construction performed under City contract with ____ located on Fish Point Rd. from TH 13 to Timber Trail SE and on TH 13 at Fish Point Rd. STATE COST PARTICIPATION SP 7001-139 Work Items (From Sheet No. 3)245,271.06 Subtotal $245,271.06 Construction Engineering (8%)0.00 State Furnshed Materials (State Cost from Sheet No. 4)36,728.94 Subtotal $282,000.00 Encumbered Amount $282,000.00 CITY COST PARTICIPATION State Furnished Materials (Total Cost from Sheet No. 4)73,457.87 (1)Total City Cost $73,457.87 (1) Amount of advance payment as described in Articles 7.4 and Article 9 of the Agreement. This will be a lump sum amount. Data is considered Non-public prior to project award under the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13.- 1 - 1054032(1) 100% STATE (CAPPED), BALANCE 100% CITY (P) = PLAN QUANTITY ITEM SP 7001-139 UNIT QUANTITY UNIT PRICE COST NUMBER WORK ITEM (1) 2011.601 AS BUILT LUMP SUM 1.00 7,500.00 7,500.00 2021.501 MOBILIZATION LUMP SUM 0.27 60,000.00 16,200.00 2102.518 PAVEMENT MARKING REMOVAL SQ FT 360.00 4.00 1,440.00 2104.502 REMOVE SIGN EACH 4.00 50.00 200.00 2104.502 REMOVE SIGNAL SYSTEM EACH 0.50 7,500.00 3,750.00 2104.502 SALVAGE SIGN EACH 1.00 70.00 70.00 2104.503 SAWING BITUMINOUS PAVEMENT (FULL DEPTH)LIN FT 457.00 3.50 1,599.50 2104.503 REMOVE CURB AND GUTTER LIN FT 126.00 5.00 630.00 2104.504 REMOVE CONCRETE WALK SQ YD 64.00 6.80 435.20 2104.504 REMOVE CONCRETE PAVEMENT SQ YD 32.00 10.00 320.00 2104.504 REMOVE BITUMINOUS PAVEMENT SQ YD 165.00 6.80 1,122.00 2104.518 REMOVE CONCRETE MEDIAN SQ FT 168.00 1.80 302.40 2211.507 AGGREGATE BASE (CV) CLASS 5 (P)CU YD 32.00 52.00 1,664.00 2231.509 BITUMINOUS PATCHING MIXTURE TON 58.00 200.00 11,600.00 2301.504 CONCRETE PAVEMENT 7.0"SQ YD 54.00 130.00 7,020.00 2521.518 4" CONCRETE WALK SQ FT 78.00 7.00 546.00 2521.518 6" CONCRETE WALK SQ FT 452.00 10.00 4,520.00 2521.602 DRILL & GROUT REINF BAR (EPOXY COATED)EACH 77.00 25.00 1,925.00 2521.618 CONCRETE CURB RAMP WALK SQ FT 835.00 10.50 8,767.50 2531.503 CONCRETE CURB AND GUTTER DESIGN B618 LIN FT 32.00 27.00 864.00 2531.503 CONCRETE CURB AND GUTTER DESIGN B624 LIN FT 57.00 35.00 1,995.00 2531.618 TRUNCATED DOMES SQ FT 111.00 65.00 7,215.00 2563.601 TRAFFIC CONTROL LUMP SUM 0.27 20,000.00 5,400.00 2564.602 INSTALL SIGN EACH 1.00 656.00 656.00 2564.602 DELINEATOR / MARKER PANEL EACH 2.00 65.00 130.00 2564.618 SIGN SQ FT 23.00 90.00 2,070.00 2565.501 EMERGENCY VEHICLE PREEMPTION SYSTEM LUMP SUM 0.50 7,500.00 3,750.00 2565.501 TRAFFIC CONTROL INTERCONNECT LUMP SUM 1.00 10,000.00 10,000.00 2565.516 TRAFFIC CONTROL SIGNAL SYSTEM SYSTEM 0.50 325,000.00 162,500.00 2573.502 STORM DRAIN INLET PROTECTION EACH 1.00 207.00 207.00 2573.503 SILT FENCE, TYPE MS LIN FT 206.00 2.50 515.00 2573.503 SEDIMENT CONTROL LOG TYPE COMPOST LIN FT 44.00 4.90 215.60 2574.505 SOIL BED PREPARATION (P)ACRE 0.10 2,000.00 200.00 2574.508 FERTILIZER TYPE 3 POUND 14.00 4.00 56.00 Data is considered Non-public prior to project award under the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13.- 2 - 1054032(1) 100% STATE (CAPPED), BALANCE 100% CITY (P) = PLAN QUANTITY ITEM SP 7001-139 UNIT QUANTITY UNIT PRICE COST NUMBER WORK ITEM (1) 2575.504 SODDING TYPE LAWN SQ YD 80.00 15.00 1,200.00 2575.504 ROLLED EROSION PREVENTION CATEGORY 20 SQ YD 129.00 4.00 516.00 2575.505 SEEDING (P)ACRE 0.10 2,000.00 200.00 2575.508 SEED MIXTURE 25-141 POUND 3.00 100.00 300.00 2575.508 HYDRAULIC REINFORCED FIBER MATRIX POUND 173.00 3.00 519.00 2582.503 4" SOLID LINE MULTI COMP GR IN (WR)LIN FT 75.00 1.50 112.50 2582.518 CROSSWALK PREF THERMO GR IN ESR SQ FT 918.00 15.00 13,770.00 TOTAL $282,002.70 (1)100% STATE*$245,271.06 REMAINDER 100% CITY $36,731.64 *State funds capped at $282,000.00 for the entire project Data is considered Non-public prior to project award under the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13.- 3 - 1054032(2) 50% STATE, 50% CITY ITEM SP 7001-139 UNIT QUANTITY UNIT PRICE COST NUMBER STATE FURNISHED MATERIALS (2) ATC CABINET 350 EACH 1.00 39,425.64 39,425.64 GRIDSMART SYSTEM WITH ONE CAMERA EACH 1.00 22,633.64 22,633.64 ADDITIONAL GRIDSMART CAMERA EACH 1.00 5,738.28 5,738.28 PTZ CAMERA EACH 1.00 4,740.74 4,740.74 FIBER EACH 1.00 919.57 919.57 TOTAL $73,457.87 50% STATE*$36,728.94 50% CITY $36,728.93 *State funds capped at $282,000.00 for the entire project Data is considered Non-public prior to project award under the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13.- 4 - 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TTɗ*01& -ɗ GG ɗ 99 Ţ99 ' ɗ*01&-ɗ''ɗ .ɗ.. ɗ ɗɗ &Ɔɗ + ɗ ɗ ɗ Ťƛɗ ɗ ɗ ɗ CCȋȀú ɗŰ ɗ 8ɗ ɗ±ɗ& ɗ C ɗC ' ɗ, #ɗ' ɗ Żƍűɗ &5C"+-C ,/*+3 , )(C 'C --C C &C C0C % ',C*+,,")'%C ( $1+C 2'+C < 67C@C888C9C -C % 4 , C C - C ,--C)C &#'(,)-C ťƉŹɗ ŬǒǃǕǈɗŪǷÎɗ z}ɗ z}ɗ ŲŦƥɗ ttıĥɗ 0 ǖǔ %! 5oµ)Ùǻ EXHIBIT A - DRAINAGE MAINTENANCE [ ] MnDOT Maintenance [ ] City Maintenance [ ] MnDOT ROW [] [] [] CITY OF PRIOR LAKE RESOLUTION IT IS RESOLVED that the City of Prior Lake enter into MnDOT Agreement No. 1054032 with the State of Minnesota, Department of Transportation for the following purposes: To provide for payment by the State to the City of the State's share of the costs of the signal system and ADA improvements construction and other associated construction to be performed upon, along, and adjacent to Trunk Highway No. 13 at Fish Point Road within the corporate City limits under State Project No. 7001-139. IT IS FURTHER RESOLVED that the Mayor and the (Title) are authorized to execute the Agreement and any amendments to the Agreement. CERTIFICATION I certify that the above Resolution is an accurate copy of the Resolution adopted by the Council of the City of Prior Lake at an authorized meeting held on the day of , 2023, as shown by the minutes of the meeting in my possession. Subscribed and sworn to me this day of , 2023 Notary Public My Commission Expires (Signature) (Type or Print Name) (Title)