SPONSOR: ________________________________________

LOCATION: ________________________________________
PROJECT: __________________________

[DRAFTER’S NOTE – Delete DRAFTER’S NOTE prior to contract execution

Verify that the project number and location are correct for the contract

THIS CONTRACT is between (Organization Name), Missouri, hereinafter referred to as the "Local
Agency", and (name and address of consulting firm), hereinafter referred to as the "Engineer".

INASMUCH as funds have been made available by the Federal Highway Administration through its
(Indicate Appropriate Federal Program), coordinated through the Missouri Department of
Transportation, the Local Agency intends to (specify improvement)_______________ and requires
professional engineering services. The Engineer will provide the Local Agency with professional
services hereinafter detailed for the planning, design and construction inspection of the desired
improvements and the Local Agency will pay the Engineer as provided in this contract. It is mutually
agreed as follows:

[DRAFTER’S NOTE – Delete DRAFTER’S NOTE prior to contract execution

Develop the Scope of Services for project.

ARTICLE I – SCOPE OF SERVICES

Insert or refer to Attachment A for the Scope of Service specific to this project. The Scope of
Service should include PE and/or CE professional services. If scope of services is inserted here,
please place the phrase “See ARTICLE I – SCOPE OF SERVICES” in attachment A. If scope
of services in shown in Attachment A and not in ARTICLE I, please place the phrase “See
Attachment A” here under this article.

ARTICLE II - DISADVANTAGED BUSINESS ENTERPRISE (DBE) REQUIREMENTS:

[DRAFTER’S NOTE – Delete DRAFTER’S NOTE prior to contract execution
Insert the DBE Goal and DBE firm(s) information]

A. DBE Goal: The following DBE goal has been established for this Agreement. The dollar
value of services and related equipment, supplies, and materials used in furtherance thereof
which is credited toward this goal will be based on the amount actually paid to DBE firms.
The goal for the percentage of services to be awarded to DBE firms is % of the total
Agreement dollar value.

B. DBE Participation Obtained by Engineer: The Engineer has obtained DBE participation, and
agrees to use DBE firms to complete, % of the total services to be performed under this
Agreement, by dollar value. The DBE firms which the Engineer shall use, and the type and
dollar value of the services each DBE will perform, is as follows:

Fig. 136.4.1 Contract Revised 05/27/2016

1
DBE FIRM PERCENTAGE
NAME, CONTRACT OF
STREET AND TOTAL $ $ AMOUNT SUBCONTRACT
COMPLETE TYPE OF VALUE OF TO APPLY DOLLAR VALUE
MAILING DBE THE DBE TO TOTAL APPLICABLE TO
ADDRESS SERVICE SUBCONTRACT DBE GOAL TOTAL GOAL

ARTICLE III-ADDITIONAL SERVICES

The Local Agency reserves the right to request additional work, and changed or unforeseen
conditions may require changes and work beyond the scope of this contract. In this event, a
supplement to this agreement shall be executed and submitted for the approval of MoDOT prior to
performing the additional or changed work or incurring any additional cost thereof. Any change in
compensation will be covered in the supplement.

ARTICLE IV - RESPONSIBILITIES OF LOCAL AGENCY

The Local Agency will cooperate fully with the Engineer in the development of the project, including
the following:

A. make available all information pertaining to the project which may be in the possession of the
Local Agency;

B. provide the Engineer with the Local Agency's requirements for the project;

C. make provisions for the Engineer to enter upon property at the project site for the performance
of his duties;

D. examine all studies and layouts developed by the Engineer, obtain reviews by MoDOT, and
render decisions thereon in a prompt manner so as not to delay the Engineer;

E. designate a Local Agency's employee to act as Local Agency's Person in Responsible Charge
under this contract, such person shall have authority to transmit instructions, interpret the
Local Agency's policies and render decisions with respect to matters covered by this
agreement (see EPG 136.3);

F. perform appraisals and appraisal review, negotiate with property owners and otherwise
provide all services in connection with acquiring all right-of-way needed to construct this
project.

Fig. 136.4.1 Contract Revised 05/27/2016

2
ARTICLE V - PERIOD OF SERVICE
[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution
Completion dates shall be in month/day/year – calendar days are not acceptable]

The Engineer will commence work within two weeks after receiving notice to proceed from the Local
Agency. The general phases of work will be completed in accordance with the following schedule:

A. PS&E Approval by MODOT shall be completed on (calendar date – not days)

B. Construction Phase shall be completed 60 days after construction final completion schedule.

The Local Agency will grant time extensions for delays due to unforeseeable causes beyond the
control of and without fault or negligence of the Engineer. Requests for extensions of time shall be
made in writing by the Engineer, before that phase of work is scheduled to be completed, stating fully
the events giving rise to the request and justification for the time extension requested.

ARTICLE VI – STANDARDS

The Engineer shall be responsible for working with the Local Agency in determining the appropriate
design parameters and construction specifications for the project using good engineering judgment
based on the specific site conditions, Local Agency needs, and guidance provided in the most current
version of EPG 136 LPA Policy. If the project is on the state highway system or is a bridge project,
then the latest version of MoDOT’s Engineering Policy Guide (EPG) and Missouri Standard
Specifications for Highway Construction shall be used (see EPG 136.7). The project plans must also
be in compliance with the latest ADA (Americans with Disabilities Act) Regulations.

ARTICLE VII - COMPENSATION

For services provided under this contract, the Local Agency will compensate the Engineer as follows:

A. For design services, including work through the construction contract award stage, the Local
Agency will pay the Engineer the actual costs incurred plus a predetermined fixed fee of
$________, with a ceiling established for said design services in the amount of
$ ________, which amount shall not be exceeded.

[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution

Does the fixed fee and contract amount match attached cost estimate? Retainage is not allowed]

B. For construction inspection services, the Local Agency will pay the Engineer the
actual costs incurred plus a predetermined fixed fee of $________, with a ceiling
established for said inspection services in the amount of $________, which
amount shall not be exceeded.

[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution

Does the fixed fee and contract amount match attached cost estimate? Retainage is not allowed]

Fig. 136.4.1 Contract Revised 05/27/2016

3
C. The compensation outlined above has been derived from estimates of cost which are detailed
in Attachment B. Any major changes in work, extra work, exceeding of the contract ceiling,
or change in the predetermined fixed fee will require a supplement to this contract, as covered
in Article III - ADDITIONAL SERVICES.

D. Actual costs in Sections A and B above are defined as:

[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution

Firm’s must use the MoDOT accepted provisional overhead rates in this section and the rates must be
used in the cost estimates]
1. Actual payroll salaries paid to employees for time that they are productively
engaged in work covered by this contract, plus

2. An amount calculated at ____% of actual salaries in Item 1 above for payroll

additives, including payroll taxes, holiday and vacation pay, sick leave pay,
insurance benefits, retirement and incentive pay, plus

3. An amount calculated at ____% of actual salaries in Item 1 above for general

administrative overhead, based on the Engineer's system for allocating indirect
costs in accordance with sound accounting principles and business practice,
plus

4. Other costs directly attributable to the project but not included in the above
overhead, such as vehicle mileage, meals and lodging, printing, surveying
expendables, and computer time, plus

5. Project costs incurred by others on a subcontract basis, said costs to be passed

through the Engineer on the basis of reasonable and actual cost as invoiced by
the subcontractors.

E. The rates shown for additives and overhead in Sections VII. D.2 and VII. D.3 above are the
established Engineer’s overhead rate accepted at the time of contract execution and shall be
utilized throughout the life of this contract for billing purposes.

F. The payment of costs under this contract will be limited to costs which are allowable under 23
CFR 172 and 48 CFR 31.

G. METHOD OF PAYMENT - Partial payments for work satisfactorily completed will be

made to the Engineer upon receipt of itemized invoices by the Local Agency. Invoices will
be submitted no more frequently than once every two weeks and must be submitted monthly
for invoices greater than $10,000. A pro-rated portion of the fixed fee will be paid with each
invoice. Upon receipt of the invoice and progress report, the Local Agency will, as
soon as practical, but not later than 45 days from receipt, pay the Engineer for the services
rendered, including the proportion of the fixed fee earned as reflected by the estimate of the
portion of the services completed as shown by the progress report, less partial payments
previously made. A late payment charge of one and one half percent (1.5%) per month shall

Fig. 136.4.1 Contract Revised 05/27/2016

4
 be assessed for those invoiced amount not paid, through no fault of the Engineer, within 45
days after the Local Agency’s receipt of the Engineer's invoice. The Local Agency will not
be liable for the late payment charge on any invoice which requests payment for costs which
exceed the proportion of the maximum amount payable earned as reflected by the estimate of
the portion of the services completed, as shown by the progress report. The payment, other
than the fixed fee, will be subject to final audit of actual expenses during the period of the
Agreement.

H. PROPERTY ACCOUNTABILITY - If it becomes necessary to acquire any specialized

equipment for the performance of this contract, appropriate credit will be given for any
residual value of said equipment after completion of usage of the equipment.

ARTICLE VIII - COVENANT AGAINST CONTINGENT FEES

The Engineer warrants that he has not employed or retained any company or person, other than a
bona fide employee working for the Engineer, to solicit or secure this agreement, and that he has not
paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission,
percentage, brokerage fee, gifts, or any other consideration, contingent upon or resulting from the
award or making of this contract. For breach or violation of this warranty, the Local Agency shall
have the right to annul this agreement without liability, or in its discretion to deduct from the contract
price or consideration, or otherwise recover, the full amount of such fee, commission, percentage,
brokerage fee, gift, or contingent fee, plus reasonable attorney's fees.

ARTICLE IX - SUBLETTING, ASSIGNMENT OR TRANSFER

No portion of the work covered by this contract, except as provided herein, shall be sublet or
transferred without the written consent of the Local Agency. The subletting of the work shall in no
way relieve the Engineer of his primary responsibility for the quality and performance of the work. It
is the intention of the Engineer to engage subcontractors for the purposes of: (list sub-consultant(s)
and services, such as surveying, foundation borings and tests, abstracts of title, archaeological
studies, material testing).

Sub-Consultant Name Address Services

[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution

Insert all sub-consultants here and obtain the Management Representation and Certification form
from the prime and sub-consultants not listed in the Approved Annual Financial Pre-Qualification
List. The FHWA Order requires contractor certification of the cost used to establish indirect cost
rates in accordance with the applicable cost principles contained in the Federal Acquisition
Regulations for engineering and design-related service contracts funded with Federal-aid highway
program funding and administered by state departments of transportation, local public agencies, and
other grantees. If the firm uses an overhead rate to bill, the Management Representation Certification
is required.
ARTICLE X - PROFESSIONAL ENDORSEMENT

Fig. 136.4.1 Contract Revised 05/27/2016

5
All plans, specifications and other documents shall be endorsed by the Engineer and shall reflect the
name and seal of the Professional Engineer endorsing the work. By signing and sealing the PS&E
submittals the Engineer of Record will be representing to MoDOT that the design is meeting the
intent of the federal aid programs.

ARTICLE XI - RETENTION OF RECORDS

The Engineer shall maintain all records, survey notes, design documents, cost and accounting
records, construction records and other records pertaining to this contract and to the project covered
by this contract, for a period of not less than three years following final payment by FHWA. Said
records shall be made available for inspection by authorized representatives of the Local Agency,
MoDOT or the federal government during regular working hours at the Engineer's place of business.

ARTICLE XII - OWNERSHIP OF DOCUMENTS

Plans, tracings, maps and specifications prepared under this contract shall be delivered to and become
the property of the Local Agency upon termination or completion of work. Basic survey notes,
design computations and other data prepared under this contract shall be made available to the Local
Agency upon request. All such information produced under this contract shall be available for use by
the Local Agency without restriction or limitation on its use. If the Local Agency incorporates any
portion of the work into a project other than that for which it was performed, the Local Agency shall
save the Engineer harmless from any claims and liabilities resulting from such use.

ARTICLE XIII – SUSPENSION OR TERMINATION OF AGREEMENT

A. The Local Agency may, without being in breach hereof, suspend or terminate the Engineer's
services under this Agreement, or any part of them, for cause or for the convenience of the
Local Agency, upon giving to the Engineer at least fifteen (15) days' prior written notice of
the effective date thereof. The Engineer shall not accelerate performance of services during
the fifteen (15) day period without the express written request of the Local Agency.

B. Should the Agreement be suspended or terminated for the convenience of the Local Agency,
the Local Agency will pay to the Engineer its costs as set forth in Attachment B including
actual hours expended prior to such suspension or termination and direct costs as defined in
this Agreement for services performed by the Engineer, a proportional amount of the fixed fee
based upon an estimated percentage of Agreement completion, plus reasonable costs incurred
by the Engineer in suspending or terminating the services. The payment will make no other
allowances for damages or anticipated fees or profits. In the event of a suspension of the
services, the Engineer's compensation and schedule for performance of services hereunder
shall be equitably adjusted upon resumption of performance of the services.

C. The Engineer shall remain liable to the Local Agency for any claims or damages occasioned
by any failure, default, or negligent errors and/or omission in carrying out the provisions of
this Agreement during its life, including those giving rise to a termination for non-

Fig. 136.4.1 Contract Revised 05/27/2016

6
 performance or breach by Engineer. This liability shall survive and shall not be waived, or
estopped by final payment under this Agreement.

D. The Engineer shall not be liable for any errors or omissions contained in deliverables which
are incomplete as a result of a suspension or termination where the Engineer is deprived of the
opportunity to complete the Engineer's services.

E. Upon the occurrence of any of the following events, the Engineer may suspend performance
hereunder by giving the Local Agency 30 days advance written notice and may continue such
suspension until the condition is satisfactorily remedied by the Local Agency. In the event
the condition is not remedied within 120 days of the Engineer's original notice, the Engineer
may terminate this agreement.

1. Receipt of written notice from the Local Agency that funds are no
longer available to continue performance.

2. The Local Agency's persistent failure to make payment to the Engineer

in a timely manner.

3. Any material contract breach by the Local Agency.

ARTICLE XIV - DECISIONS UNDER THIS CONTRACT

The Local Agency will determine the acceptability of work performed under this contract, and will
decide all questions which may arise concerning the project. The Local Agency's decision shall be
final and conclusive.

ARTICLE XV - SUCCESSORS AND ASSIGNS

The Local Agency and the Engineer agree that this contract and all contracts entered into under the
provisions of this contract shall be binding upon the parties hereto and their successors and assigns.

ARTICLE XVI - COMPLIANCE WITH LAWS

The Engineer shall comply with all federal, state, and local laws, ordinances, and regulations
applicable to the work, including but not limited to Title VI and Title VII of the Civil Rights Act of
1964, as amended (42 U.S.C. 2000d, 2000e), as well as with any applicable titles of the Americans
with Disabilities Act (42 U.S.C. 12101, et seq.) and non-discrimination clauses incorporated herein,
and shall procure all licenses and permits necessary for the fulfillment of obligations under this
contract.

ARTICLE XVII - RESPONSIBILITY FOR CLAIMS AND LIABILITY

The Engineer agrees to save harmless the Local Agency, MoDOT and FHWA from all claims and
liability due to his negligent acts or the negligent acts of his employees, agents or subcontractors.

Fig. 136.4.1 Contract Revised 05/27/2016

7
ARTICLE XVIII - NONDISCRIMINATION

The Engineer, with regard to the work performed by it after award and prior to completion of the
contract work, will not discriminate on the ground of race, color or national origin in the selection
and retention of subcontractors. The Engineer will comply with state and federal related to
nondiscrimination, including but not limited to Title VI and Title VII of the Civil Rights Act of 1964,
as amended (42 U.S.C. 2000d, 2000e), as well as with any applicable titles of the Americans with
Disabilities Act (42 U.S.C. 12101, et seq.). More specifically, the Engineer will comply with the
regulations of the Department of Transportation relative to nondiscrimination in federally assisted
programs of the Department of Transportation, as contained in 49 CFR 21 through Appendix H and
23 CFR 710.405 which are herein incorporated by reference and made a part of this contract. In all
solicitations either by competitive bidding or negotiation made by the Engineer for work to be
performed under a subcontract, including procurements of materials or equipment, each potential
subcontractor or supplier shall be notified by the Engineer's obligations under this contract and the
regulations relative to non-discrimination on the ground of color, race or national origin.

ARTICLE XIX – LOBBY CERTIFICATION

CERTIFICATION ON LOBBYING: Since federal funds are being used for this agreement, the
Engineer's signature on this agreement constitutes the execution of all certifications on lobbying
which are required by 49 C.F.R. Part 20 including Appendix A and B to Part 20. Engineer agrees to
abide by all certification or disclosure requirements in 49 C.F.R. Part 20 which are incorporated
herein by reference.

ARTICLE XX – INSURANCE
[DRAFTER’S NOTE: Delete DRAFTER’S NOTE prior to contract execution
The below language regarding insurance is not required but is suggested as a best practice, the
language below may be modified without MoDOT approval]

A. The Engineer shall maintain commercial general liability, automobile liability, and worker’s
compensation and employer’s liability insurance in full force and effect to protect the
Engineer from claims under Worker’s Compensation Acts, claims for damages for personal
injury or death, and for damages to property arising from the negligent acts, errors, or
omissions of the Engineer and its employees, agents, and Subconsultants in the performance
of the services covered by this Agreement, including, without limitation, risks insured against
in commercial general liability policies.

B. The Engineer shall also maintain professional liability insurance to protect the Engineer
against the negligent acts, errors, or omissions of the Engineer and those for whom it is
legally responsible, arising out of the performance of professional services under this
Agreement.

C. The Engineer's insurance coverage shall be for not less than the following limits of liability:

1. Commercial General Liability: $500,000 per person up to $3,000,000

per occurrence;

Fig. 136.4.1 Contract Revised 05/27/2016

8
 2. Automobile Liability: $500,000 per person up to $3,000,000 per
occurrence;
3. Worker's Compensation in accordance with the statutory limits; and
Employer’s Liability: $1,000,000; and

4. Professional (“Errors and Omissions”) Liability: $1,000,000, each

claim and in the annual aggregate.

D. The Engineer shall, upon request at any time, provide the Local Agency with certificates of
insurance evidencing the Engineer’s commercial general or professional liability (“Errors and
Omissions”) policies and evidencing that they and all other required insurance are in effect as
to the services under this Agreement.

E. Any insurance policy required as specified in (ARTICLE XX) shall be written by a company
which is incorporated in the United States of America or is based in the United States of
America. Each insurance policy must be issued by a company authorized to issue such
insurance in the State of Missouri.

ARTICLE XXI - ATTACHMENTS

The following exhibits are attached hereto and are hereby made part of this contract:

Attachment A – Scope of Service

Attachment B - Estimate of Cost

Attachment C - Certification Regarding Debarment, Suspension, and Other

Responsibility Matters - Primary Covered Transactions.

Attachment D - Certification Regarding Debarment, Suspension, and Ineligibility and

Voluntary Exclusion - Lower Tier Covered Transactions.

Attachment E – DBE Contract Provisions

Attachment F – Fig. 136.4.15 Conflict of Interest Disclosure Form

Fig. 136.4.1 Contract Revised 05/27/2016

9
Executed by the Engineer this _____ day of _______________, 20__.

Executed by the County/City this __ day of ______________, 20__.

FOR: ____________________________ COUNTY/CITY, MISSOURI

County Commission

BY: ___________________________________________________
Presiding Commissioner

ATTEST: __________________________
County Clerk

FOR: ___________________________________________, INC.

BY: _________________________________________________
Title

ATTEST: __________________________

I hereby certify under Section 50.660 RSMo there is either: (1) a balance of funds, otherwise
unencumbered, to the credit of the appropriation to which the obligation contained herein is
chargeable, and a cash balance otherwise unencumbered, in the Treasury, to the credit of the fund
from which payment is to be made, each sufficient to meet the obligation contained herein; or (2)
bonds or taxes have been authorized by vote of the people and there is a sufficient unencumbered
amount of the bonds yet to be sold or of the taxes levied and yet to be collected to meet the obligation
in case there is not a sufficient unencumbered cash balance in the treasury.

_____________________________________________________________
COUNTY ACCOUNTING OFFICER
COUNTY AUDITOR - 1st and 2nd Class Counties
COUNTY CLERK - 3rd and 4th Class Counties

Fig. 136.4.1 Contract Revised 05/27/2016

10
 ATTACHMENT A

Scope of Services

[INSERT SCOPE OF SERVICES]

Fig. 136.4.1 Contract Revised 01/27/2016

 ATTACHMENT B

ESTIMATE OF COST

DESIGN PHASE Rate

Hours (Salary Only) Cost

Surveying
Registered Land Surveyor _______ _______ ______
Rodman _______ _______ ______

Preliminary Design
Partner _______ _______ ______
Engineer _______ _______ ______
Technician _______ _______ ______

Final Design
Partner _______ _______ ______
Engineer _______ _______ ______
Technician _______ _______ ______
Typist _______ _______ ______

SUBTOTAL _______ _______ ______

[DRAFTER’s NOTE: do the Hours x Rate = cost?
Are the subtotal added correctly?]

[DRAFTER’s NOTE: the overhead rate listed must be the accepted provisional overhead rate determined by MoDOT
through the annual financial pre-qualification process]

Payroll Overhead (Est. at ____% X SUBTOTAL)) ______

General and Admin. Overhead (Est. at ____% X SUBTOTAL)) ______

TOTAL LABOR & OVERHEAD ______

Fixed Fee(Percent X TOTAL LABOR & OVERHEAD) ______

TOTAL LABOR, OVERHEAD & FIXED FEE ______

Other Direct Costs

Travel, ___ trips @ _____ miles X _____IRS Rate ______
Per Diem (cannot exceed maximum per diem rates per Federal Travel
Regulations) ______
Computer Time ______
Printing ______
[DRAFTER’s NOTE: If the sub-consultant(s) cost are close to $25,000, they must develop a cost plus fixed fee breakout
of those costs and if not pre-qualified, include documentation to support the overhead rate used in the cost estimate.]

Subcontract Pass-Through Costs (Identify by Name **indicates DBE firm(s))

Surveying _______ _______ ______
Borings _______ _______ ______
Archaeological Study _______ _______ ______

Fig. 136.4.1 Contract Revised 01/27/2016

 SUBTOTAL DIRECT COSTS _______ _______ ______

TOTAL FOR DESIGN PHASE ______

CONSTRUCTION PHASE

Rate
Hours (Salary Only) Cost

Engineer Inspector _______ _______ ______

SUBTOTAL ______

[DRAFTER’s NOTE: do the Hours x Rate = cost?

Are the subtotal added correctly?]

[DRAFTER’s NOTE: the overhead rate listed must be the accepted provisional overhead rate determined by MoDOT
through the annual financial pre-qualification process]

Payroll Overhead (Est. at ____% X SUBTOTAL)) ______

General and Admin. Overhead (Est. at ____% X SUBTOTAL)) ______

TOTAL LABOR & OVERHEAD ______

Fixed Fee (Percent X TOTAL LABOR & OVERHEAD) ______

TOTAL LABOR, OVERHEAD AND FIXED FEE ______

Other Direct Costs

Travel, ___ trips @ _____ miles X _____IRS Rate ______
Per Diem (cannot exceed the maximum per diem rates in effect at the time of
Travel as set forth in the Federal Travel Regulations) ______
Lab Testing Fees _______ _______ ______

[DRAFTER’s NOTE: If the sub-consultant(s) cost are close to $25,000, they must develop a cost plus fixed fee breakout
of those costs and if not pre-qualified, include documentation to support the overhead rate used in the cost estimate.]

Subcontract Pass-Through Costs (Identify by Name **indicates DBE firm(s))

SUBTOTAL DIRECT COSTS _______ _ ______ ______

TOTAL FOR CONSTRUCTION PHASE ______

[DRAFTER’s NOTE: the overhead rate listed must be the accepted provisional overhead rate determined by MoDOT
through the annual financial pre-qualification process]

Fig. 136.4.1 Contract Revised 01/27/2016

 ATTACHMENT C

CERTIFICATION REGARDING DEBARMENT,

SUSPENSION, AND OTHER RESPONSIBILITY MATTERS -
PRIMARY COVERED TRANSACTIONS
_________________________________________________________________________________

INSTRUCTIONS FOR CERTIFICATION

1. By signing and submitting this proposal, the prospective primary participant is providing the
certification set out below.

2. 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.

3. 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.

4. 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.

5. The terms "covered transaction," "debarred," "suspended," "ineligible," "lower tier covered
transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and
"voluntarily excluded," "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.

6. 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.

7. 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.

8. 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

Fig. 136.4.1 Contract Revised 01/27/2016

 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 at the Excluded Parties List
System.
https://www.epls.gov/epls/search.do?page=A&status=current&agency=69#A.

9. 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.

10. 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.

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 a three-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 statutes 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 a three-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.

Fig. 136.4.1 Contract Revised 01/27/2016

 ATTACHMENT D

CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND

VOLUNTARY EXCLUSION--LOWER TIER COVERED TRANSACTIONS
_________________________________________________________________________________

INSTRUCTIONS FOR CERTIFICATION

1. By signing and submitting this proposal, the prospective lower tier participant is providing the
certification set out below.

2. The certification in this clause is a material representation of fact upon which reliance was placed
when this transaction was entered into. If it is later determined that the prospective lower tier
participant knowingly rendered an erroneous certification, in addition to other remedies available to
the Federal Government, the department or agency with which this transaction originated may pursue
available remedies, including suspension and/or debarment.

3. The prospective lower tier participant shall provide immediate written notice to the person to which
this proposal is submitted if at any time the prospective lower tier 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 rules implementing Executive Order 12549. You may contact the person to
which this proposal is submitted for assistance in obtaining a copy of those regulations.

5. The prospective lower tier participant agrees by submitting this proposal that, should the proposed
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
with which this transaction originated.

6. The prospective lower tier participant further agrees by submitting this proposal that it will include
this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary
Exclusion--Lower Tier 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 at the Excluded Parties List
System.
https://www.epls.gov/epls/search.do?page=A&status=current&agency=69#A.

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 normally possessed by a prudent
person in the ordinary course of business dealings.

Fig. 136.4.1 Contract Revised 01/27/2016

9. Except for transactions authorized under paragraph 5 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 with which this transaction
originated may pursue available remedies, including suspension and/or debarment.

Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion--Lower Tier

Covered Transactions

1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its
principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from participation in this transaction by any Federal department or agency.

2. Where the prospective lower tier participant is unable to certify to any of the statements in this
certification, such prospective participant shall attach an explanation to this proposal.

Fig. 136.4.1 Contract Revised 01/27/2016

 Attachment E
Disadvantage Business Enterprise Contract Provisions

1. Policy: It is the policy of the U.S. Department of Transportation and the

Local Agency that businesses owned by socially and economically disadvantaged individuals (DBE's) as
defined in 49 C.F.R. Part 26 have the maximum opportunity to participate in the performance of contracts
financed in whole or in part with federal funds. Thus, the requirements of 49 C.F.R. Part 26 and Section
1101(b) of the Transportation Equity Act for the 21st Century (TEA-21) apply to this Agreement.

2. Obligation of the Engineer to DBE's: The Engineer agrees to assure that

DBEs have the maximum opportunity to participate in the performance of this Agreement and any
subconsultant agreement financed in whole or in part with federal funds. In this regard the Engineer shall take
all necessary and reasonable steps to assure that DBEs have the maximum opportunity to compete for and
perform services. The Engineer shall not discriminate on the basis of race, color, religion, creed, disability,
sex, age, or national origin in the performance of this Agreement or in the award of any subsequent
subconsultant agreement.

3. Geographic Area for Solicitation of DBEs: The Engineer shall seek DBEs in
the same geographic area in which the solicitation for other subconsultants is made. If the Engineer cannot
meet the DBE goal using DBEs from that geographic area, the Engineer shall, as a part of the effort to meet
the goal, expand the search to a reasonably wider geographic area.

4. Determination of Participation Toward Meeting the DBE Goal: DBE

participation shall be counted toward meeting the goal as follows:

A. Once a firm is determined to be a certified DBE, the total dollar value

of the subconsultant agreement awarded to that DBE is counted toward the DBE goal set forth above.

B. The Engineer may count toward the DBE goal a portion of the total
dollar value of a subconsultant agreement with a joint venture eligible under the DBE standards, equal to the
percentage of the ownership and control of the DBE partner in the joint venture.

C. The Engineer may count toward the DBE goal expenditures to DBEs
who perform a commercially useful function in the completion of services required in this Agreement. A DBE
is considered to perform a commercially useful function when the DBE is responsible for the execution of a
distinct element of the services specified in the Agreement and the carrying out of those responsibilities by
actually performing, managing and supervising the services involved and providing the desired product.

D. A Engineer may count toward the DBE goal its expenditures to DBE
firms consisting of fees or commissions charged for providing a bona fide service, such as professional,
technical, consultant, or managerial services and assistance in the procurement of essential personnel,
facilities, equipment, materials or supplies required for the performance of this Agreement, provided that the
fee or commission is determined by MoDOT’s External Civil Rights Division to be reasonable and not
excessive as compared with fees customarily allowed for similar services.

E. The Engineer is encouraged to use the services of banks owned and

controlled by socially and economically disadvantaged individuals.

5. Replacement of DBE Subconsultants: The Engineer shall make good faith

efforts to replace a DBE Subconsultant, who is unable to perform satisfactorily, with another DBE
Subconsultant. Replacement firms must be approved by MoDOT’s External Civil Rights Division.

Fig. 136.4.1 Contract Revised 01/27/2016

 6. Verification of DBE Participation: Prior to final payment by the Local
Agency, the Engineer shall file a list with the Local Agency showing the DBEs used and the services
performed. The list shall show the actual dollar amount paid to each DBE that is applicable to the percentage
participation established in this Agreement. Failure on the part of the Engineer to achieve the DBE
participation specified in this Agreement may result in sanctions being imposed on the Commission for
noncompliance with 49 C.F.R. Part 26 and/or Section 1101(b) of TEA-21. If the total DBE participation is
less than the goal amount stated by the MoDOT’s External Civil Rights Division, liquidated damages may be
assessed to the Engineer.

Therefore, in order to liquidate such damages, the monetary difference between the amount of the DBE goal
dollar amount and the amount actually paid to the DBEs for performing a commercially useful function will be
deducted from the Engineer's payments as liquidated damages. If this Agreement is awarded with less than the
goal amount stated above by MoDOT’s External Civil Rights Division, that lesser amount shall become the
goal amount and shall be used to determine liquidated damages. No such deduction will be made when, for
reasons beyond the control of the Engineer, the DBE goal amount is not met.

7. Documentation of Good Faith Efforts to Meet the DBE Goal: The Agreement
goal is established by MoDOT’s External Civil Rights Division. The Engineer must document the good faith
efforts it made to achieve that DBE goal, if the agreed percentage specified is less than the percentage stated.
The Good Faith Efforts documentation shall illustrate reasonable efforts to obtain DBE Participation. Good
faith efforts to meet this DBE goal amount may include such items as, but are not limited to, the following:

A. Attended a meeting scheduled by the Department to inform DBEs of

contracting or consulting opportunities.

B. Advertised in general circulation trade association and socially and

economically disadvantaged business directed media concerning DBE subcontracting opportunities.

C. Provided written notices to a reasonable number of specific DBEs

that their interest in a subconsultant agreement is solicited in sufficient time to allow the DBEs to participate
effectively.

D. Followed up on initial solicitations of interest by contacting DBEs to

determine with certainty whether the DBEs were interested in subconsulting work for this Agreement.

E. Selected portions of the services to be performed by DBEs in order to

increase the likelihood of meeting the DBE goal (including, where appropriate, breaking down subconsultant
agreements into economically feasible units to facilitate DBE participation).

F. Provided interested DBEs with adequate information about plans,

specifications and requirements of this Agreement.

G. Negotiated in good faith with interested DBEs, and not rejecting

DBEs as unqualified without sound reasons, based on a thorough investigation of their capabilities.

H. Made efforts to assist interested DBEs in obtaining any bonding, lines

of credit or insurance required by the Commission or by the Engineer.

I. Made effective use of the services of available disadvantaged

business organizations, minority contractors' groups, disadvantaged business assistance offices, and other

Fig. 136.4.1 Contract Revised 01/27/2016

organizations that provide assistance in the recruitment and placement of DBE firms.

8. Good Faith Efforts to Obtain DBE Participation: If the Engineer's agreed DBE goal
amount as specified is less than the established DBE goal given, then the Engineer certifies that good faith
efforts were taken by Engineer in an attempt to obtain the level of DBE participation set by MoDOT’s
External Civil Rights.

Fig. 136.4.1 Contract Revised 01/27/2016

 Attachment F – Fig. 136.4.15
Conflict of Interest Disclosure Form for LPA/Consultants
Local Federal-aid Transportation Projects

Firm Name (Consultant):

Project Owner (LPA):

Project Name:

Project Number:

As the LPA and/or consultant for the above local federal-aid transportation project, I have:

1. Reviewed the conflict of interest information found in Missouri’s Local Public Agency Manual
(EPG 136.4)
2. Reviewed the Conflict of Interest laws, including 23 CFR § 1.33, 49 CFR 18.36.

And, to the best of my knowledge, determined that, for myself, any owner, partner or employee, with my
firm or any of my sub-consulting firms providing services for this project, including family members and
personal interests of the above persons, there are:

No real or potential conflicts of interest

If no conflicts have been identified, complete and sign this form and submit to LPA

Real conflicts of interest or the potential for conflicts of interest

If a real or potential conflict has been identified, describe on an attached sheet the nature of the
conflict, and provide a detailed description of Consultant’s proposed mitigation measures (if possible).
Complete and sign this form and send it, along with all attachments, to the appropriate MoDOT District
Representative, along with the executed engineering services contract.

LPA Consultant

Printed Name:_____________________ Printed Name:______________________

Signature:_________________________ Signature:__________________________

Date: _________________________ Date: __________________________

Fig. 136.4.1 Contract Revised 01/27/2016