City of Bloomington

Request for Qualifications for Professional Design/Engineering Services Regarding

Trades District Technology Center Issue date: August 4, 2020

General Information

The City of Bloomington and its Redevelopment Commission, herein referred to as “CITY,” issues this Request for Qualifications (RFQ) regarding the contents herein. The CITY is seeking proposals from qualified design teams to provide design/engineering services for a Trades District Technology Center building.

The proposals must be received no later than August 25, 2020 at 3:00 p.m. local time by:

Julie Martindale Purchasing Manager City of Bloomington 401 N. Morton Street, Suite 240 Bloomington, IN 47404

Late or emailed proposals will not be accepted. The Project Evaluation Team or their designee may request, after the submission date, additional information or clarification of the proposals. However, proposals may not be amended after the submittal date unless permitted by the Project Evaluation Team or the CITY.

The designated point of contact for this RFQ is Alex Crowley, Director, Economic & Sustainable Development, City of Bloomington crowleya@bloomington.in.gov, 812-349-3477. Contact by or on behalf of a prospective design team regarding this RFQ must be made with the designated point of contact only. Questions pertaining to this RFQ shall be directed to the designated point of contact by no later than August 7, 2020 at 5:00 p.m. The CITY reserves the right to reject any or all proposals, to waive any informality or irregularity in any proposal received, and to be the sole judge of the merits of the respective proposals received. The CITY is not responsible for any costs incurred by the prospective design teams for creation of the responses to this RFQ. All materials submitted as the response to this RFQ shall become the property of the CITY.

Background

The CITY is applying for a grant from the federal Economic Development Administration to fund a CARES Act Recovery Assistance Project (“Grant”). The Notice of Funding Opportunity (NOFO) can be found here: https://www.grants.gov/web/grants/view-opportunity.html?oppId=321695 The City’s proposed project is the design and construction of a Technology Center building in the City’s Trades District (the “Project”).

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The Trades District is a 12-acre portion of the Bloomington Certified Technology Park, located just steps from the downtown district on the site formerly occupied by the historic Showers Brothers Furniture Company. The Trades District is envisioned as a place of innovation, attraction, and job-creation for the City of Bloomington.

The Project is intended to support South Central Indiana employment growth in strong and emerging clusters and commercialization of technologies and involves the following primary elements:

1. Establish a tech-focused accelerator and commercialization center to develop the region’s economic competitiveness through future-focused, diverse employment options in technology.

2. Provide physical Class A office space for growing companies.

The CITY has identified possible sites owned by the CITY in the Trades District for the Project (Lots 2a and/or 2b, and Lots 6a and/or 6b) and seeks recommendations from respondents as to which sites are preferable. The completed building will also be owned by the CITY. A map of the Trades District and the sites is included in Appendix A. Respondents should note that the Trades District is adjacent to the Showers Brothers Furniture Complex Historic District and the proposed sites are located very near the Dimension Mill and the Showers Building, both of which are designated historic buildings. The design should therefore recognize and be sensitive to its special location.

Below are further design criteria for the Project:

● Building of 25,000-40,000 sq. ft., with 1500-5000 sq. ft. individual suites; 2-3 story building; with minimum consumption of land. Larger floor plates might be considered to house larger tech companies that need contiguous space.

● Amenities: ■ Technology

o Quality bandwidth o A place to house infrastructure o High capacity electrical feeds o Access to tech equipment

■ Space o Large meeting room space, which could also be rented by local

companies that work remotely o Flexible attractive space, including build-out options for lab space

■ Design o Post-COVID design, such as rooftop space that would serve as an open

venue for gatherings. o Green building design

■ Other amenities o Indoor cafe or dining space o Indoor recreation space for cross-pollination among companies o Access to amenities in the area: parking, dining, recreation o Outdoor green space

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Anticipated Scope of Work

Phase 1: Pre-Application Support

The scope of work associated with this RFQ is for the creation of documents that respond to the EDA’s required “Preliminary Engineering Report” (“PER”). A detailed outline of PER requirements provided by the EDA as guidance for Grant applicants is included in Appendix B. The basic elements of the PER include:

• Description of project components • Statement verifying that project components are consistent with the EDA project

description • Drawings showing the general layout and location of existing site conditions, project

components and any project beneficiaries. • Feasibility analysis for the constructability of the project • Proposed method of construction • Number of construction contracts anticipated • Current detailed construction cost estimate for each project component • A list of all permits required for the proposed project • An overall estimated project schedule • Overall project budget breakdown

The CITY seeks detailed fees associated with Phase 1 as defined above. Phase 2: Building Design (contingent upon Grant award) Should the CITY be awarded the EDA Grant, the design team selected would be expected to fully participate in the design and construction of the proposed Trades District Technology Center. These activities would be expected in 2021 and 2022 as per the overall estimated project schedule developed in Phase 1 above.

Submittal Requirements

Respondents shall submit one paper copy of their proposal along with one electronic version via flash drive. The submittal shall be received by the date and time indicated on Page 1. The outside of the envelope should clearly be marked with “Trades District Technology Center Project Proposal”. Proposals shall be limited to a maximum 25-pages total – 8-1/2 x 11 inches, single-sided (or ten such pages double-sided). Table of Contents and section divider pages do not count towards the total page count. Resumes for each key team member shall be limited to no more than two pages and shall be attached as Appendix A. Submitted proposals should include the following items: 1. Cover Letter (1‐page) containing at a minimum:

Company name, contact name, address, phone number, and email address

2. Qualifications Criteria A. General Information:

i. Description of firm/team ii. Legal company organization

iii. Organization chart with names of the companies, responsibilities, and the people proposed for the project

iv. List of applicable licenses

3. Relevant Experience A. Outline applicant’s overall reputation, service capabilities and quality as it relates to

this project.

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B. List and briefly describe 3‐5 comparable projects completed by your design team or currently in progress; include your team’s role and project history. For each project, include: contract value, project owner, project location, contact name and title, address, current/accurate telephone number, and email address.

C. Please supply a minimum of three additional referrals/references from other agencies and owners.

D. List and describe any litigation; arbitration; claims filed by your firm against any project owner as a result of a contract dispute; any claim filed against your firm; termination from a project. List all occurrences within the last 5 years.

4. Design Team Qualifications and Team Experience

A. Describe each team member’s position within each firm and their role on the project. Provide resumes of each proposed team member in Appendix A.

B. Provide “team” experience working together on similar projects.

5. Project Understanding and Approach A. Describe your understanding of the project. B. Identify and discuss any potential problems. C. Identify and discuss methods to mitigate those problems.

Respondents who maximize use of Bloomington-based resources, including partnerships with local architects and/or engineers, will be given additional consideration. Selection Process and Schedule

A project evaluation team will evaluate each proposal, as well as past performance evaluations, and select a minimum of three finalists that will be short listed for the project. The short listed teams may be asked to meet virtually with the project evaluation team for interviews. The purpose of the interview will be to expand on the information provided in the proposal, not to repeat information already provided. Those firms selected for the short list will be provided additional instruction by the project evaluation team. Proposals will be evaluated by the project evaluation team based on the criteria and the importance of each criterion set forth in the matrix in Appendix C. The design team chosen will have provided the proposal that is most advantageous to the Project when price and all other factors are considered.

The following tentative schedule has been prepared for this project. Design teams interested in this project must be available on the interview meeting date. Please note: The CITY is pursuing an accelerated response schedule because EDA grant funding is limited and competitive. Final work product from the chosen design team for inclusion in the grant application to the EDA MUST be completed and delivered to the CITY by September 18, 2020.

Activity Date

Questions due August 7, 2020; 5:00 p.m. Addendum Issued, if necessary August 11, 2020 Proposals Due August 25, 2020; 3:00 p.m. Proposals Opened August 26, 2020; 12:00 pm Firms Notified for Interview August 26, 2020 Proposed Interviews August 27, 2020 Team Notified of Selection August 28, 2020 Contract Negotiation with selected team August 31 – September 11, 2020

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Following the interviews, the Project Evaluation Team will determine a ranking for each short listed firm. Consideration will be given to both the written Proposal and any oral discussion. The highest ranked design team will be recommended to the CITY for contract award. If the CITY is unsuccessful in negotiating a contract with the highest ranked design team, the CITY may then negotiate with the second or third highest ranked design team until a contract is executed, or may decide to terminate the selection process. Appendix D of this RFQ includes a typical sample contract. Respondents should note that EDA-funded construction contracts must also include provisions in the document, “EDA Contracting Provisions for Construction Projects, available at this link: https://www.yumpu.com/en/document/read/34114637/eda-contracting-provisions-for-construction-projects Appendix E contains the full concept document for the Project for review by interested parties. Appendices A. Trades District Map B. EDA PER Requirements C. Evaluation Matrix D. Sample Contract E. Project Concept Document

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APPENDIX A

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APPENDIX B

Last Updated March 13, 2020 EDA Preliminary Engineering Report Requirements-Hints

EDA is required to complete an engineering review for all construction and design projects before making an award. EDA’s Application Form (Form ED-900, Application for EDA Assistance) and related forms require Applicants to provide key information about the proposed construction and design projects to enable EDA to compete its requisite reviews. All applications for construction and design assistance must complete the Preliminary Engineering Report (PER). The following outline provides more detailed information on these requirements in order to assist Applicants in preparing their application. Items listed in “Blue Bold” font are intended to provide additional guidance. All items must be consistent in this report, SF-424 application, ED-900, Environmental Report, exhibits and any other document. C. Preliminary Engineering Report To be considered for assistance, all construction and design applications must include a Preliminary Engineering Report (PER) that at a minimum provides the following information: C.1. Description of project components. Provide a general description of all project components involved in the project. Indicate whether the project involves the construction of new infrastructure or facilities or the renovation or replacement of existing ones. Describe each of the project components in terms of dimensions, quantities, capacities, square footage, etc.

Provide a detailed description of the Project Components.

C.2. A statement verifying that the project components described in the engineering report are consistent with the EDA investment project description that is provided in Section A.2 of Form ED-900. Engineering reports that describe project components that are inconsistent with the EDA investment project description in Section A.2 of Form ED-900 will not be considered valid.

Provide such a statement.

C.3. Drawings showing the general layout and location of the existing site conditions and of the project components as well as location of any project beneficiary identified in Section B.5 of Form ED-900 that provide economic justification for the project, if any. Rough dimensions and quantities for major project components should be shown and labeled on the drawings. Drawings should clearly identify the project components that are being proposed. Applicants are encouraged to clarify such drawings, for example, through color coding, labeling, and other appropriate methods.

All of the project components must be identified in the plans. Provide one set of 11”x17” drawings if possible. A site plan is required. If the site has a building, a detailed floor plan is required with all of the programing complete. Provide a typical pavement section cut if the project has a roadway.

C.4. A feasibility analysis for the constructability of the project. Include a review of the existing conditions and note particular features, alignments, and circumstances affecting construction of project components.

Provide a feasibility analysis.

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C.5. The proposed method of construction. Indicate whether construction procurement will be done through competitive proposal or other method. Indicate if any portion of the project is to be done by design/build, construction management at risk, the applicant’s own forces, or a third-party construction manager. If an alternate construction procurement method (other than traditional design/proposal/build with sealed competitive proposal process) is proposed, a construction services procurement plan must be provided to EDA for approval in accordance with EDA’s regulation at 13 C.F.R. § 305.6(a).

Traditional methods of design/proposal/build with sealed competitive proposals are preferred. Indicate the entity that will be responsible for all of the construction contracts and provide a detail of the entity’s required tasks in Item 1 of the Budget Requirements found below in this Report.

C.6. The number of construction contracts anticipated. If multiple contracts are proposed, describe the project components included in each contract. If separate contracts are anticipated for demolition or site work, the budget information cost classification should reflect the estimated costs for these components. If project phasing is proposed, a project phasing request must be provided to EDA for approval per EDA’s regulation at 13 C.F.R. § 305.9(a).

Provide the number of construction contracts anticipated.

C.7. A current detailed construction cost estimate for each of the project components. Show quantities, unit prices, and total costs and provide a basis for the determination of construction contingencies. The total of this estimate should match the construction line item of the SF-424C.

Provide a current detailed Architect or Engineer’s opinion of costs. C.8. Real property acquisition. If the budget includes costs for acquisition of real property, include a current fair market value appraisal completed by a certified appraiser for the property to be purchased.

One appraisal is required from a MAI certified appraisal firm.

C.9. A list of all permits required for the proposed project and their current status. Identify all permits required; include the timeline to obtain the permits and discuss how the permitting relates to the overall project schedule. If the project crosses a railroad right-of-way or is within a railroad right-of-way, explain any permitting or approvals that may be required from the railroad or other authority and the timeframe for obtaining these permits or approvals.

Provide a list of all anticipated permits required.

C.10. An overall estimated project schedule. This schedule should agree with the project schedule outlined in the ED-900. Include the number of months for each of the following: i. design period; ii. period of time to obtain required permits; iii. period of time to obtain any required easements or rights-of-way; iv. solicitation of proposals and awarding of contracts, and v. construction period.

Provide an estimated project schedule. C.11. Overall project budget breakdown. For each “cost classifications” line item that the applicant indicates will be included in the project budget on Form SF-424C, the applicant must provide a

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breakdown of the proposed project costs and tasks that is consistent with the detailed construction cost estimate for the project provided in the PER. Provide a detailed breakdown of the tasks to be performed as listed below:

a) Line 1 – Administrative and legal expenses. Examples include: EDA components: record keeping, financial management, monitoring equal opportunity requirements, (EO), monitoring compliance with federal labor standards, EDA requirements monitoring, project closeout documentation, legal opinions, legal title search, etc.

b) Line 2 – Land, structures, rights-of-way, appraisals, etc. This item is only to be used in the event an existing building is to be used as local match. Consult your EDA representative.

c) Line 3 – Relocation expenses and payments. This item applies only to relocation expenses and payments and/or land acquisition. Consult your EDA representative

d) Line 4 – Architectural and engineering fees. Examples include preparing plans and specs, required consultants (structural, mechanical, electrical, plumbing, etc.), proposal administration, attend meetings, process change orders, review contactors’ requests for payments and reimbursable costs, etc.

e) Line 5 – Other architectural and engineering fees. Examples include: Survey, soils borings/report and material testing.

f) Line 6 – Project inspection fees. Examples include: One time staking of project, construction inspection/observation for the project, notify Owner at 11 months after substantial completion and follow up, and a 12 month warranty inspection of all EDA project components.

g) Line 7 – Site work. Add cost to the Construction line item for “pad ready” tasks. h) Line 8 – Demolition and removal. Add cost to the Construction line item for

“pad ready” tasks. i) Line 9 – Construction. Provide a detailed Architects/Engineers Opinion of Costs

consistent with that provided in Question C.7 above. j) Line 10 – Equipment. Add a list of equipment and estimated costs of equipment. k) Line 11 – Miscellaneous. N/A or contact an EDA representative. l) Line 13 – Contingencies. No more than a 5% contingency is allowed. No other line

item may contain contingency costs.

Notes: 1) All amounts should be rounded to the nearest hundred dollars. 2) If this detailed project budget is different than the cost identified in applicants SF-424C

from please update and submit a new SF-424C. 3) If the costs for an Architect/Engineer (all treated as a “contractor” refer to 2 CFR Part

200.23) is included the application and/or the Preliminary Engineering Report, ensure that they were properly procured for the complete project (including preparing the plans, specifications, ext.). Refer to 2 CFR Part 200.319 Competition. If they only are procured for the application and/or the Preliminary Engineering Report, then they will be ineligible to be procured for the complete project.

CFR Part 200.319 Competition (partial not the complete text)

a) All procurement transactions must be conducted in a manner providing full and open competition consistent with the standards of this section. In order to ensure objective contractor performance and eliminate unfair competitive

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advantage, contractors that develop or draft specifications, requirements, statements of work, or invitations for proposals or requests for proposals must be excluded from competing for such procurements.

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APPENDIX C

Evaluation CriteriaImportance

Rating Resp #1 Resp #2 Resp #3 Comments / Notes

Respondent Followed the Instructions 7Comparable Projects (3‐5 projects, projects around the same size & value in an urban area)

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Architectural creativity 5

Experience with Sustainability Elements 6

Experience with Federal Projects 9

Quality / experience of individual team members proposed for project

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Team cohesion (for multiple-partner teams) 2

Project understanding/approach and work plan, including expected timeline

10

Public outreach and engagement experience3

Cost9

Identification of potential problems/risks and how to mitigate them 5

Score (auto generated)

Importance Rating = Priority of criteria (1 ‐ 10), 10 being the most important. There can only be one 10 ranking, there can be multiple 9's, 8's, etc.Scores for each Design team are odd numbers: 1, 3, 5, 7, & 9. They will be color coded to show the very low and very high scores easily.Total scores are the sum of each Evaluation Criteria Score x Importance Rating

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APPENDIX D

AGREEMENT BETWEEN

CITY OF BLOOMINGTON AND

[COMPANY] FOR

[ARCHITECTURAL/ENGINEERING] SERVICES

This Agreement, entered into on this _____day of __________, 2020, by and between the City of Bloomington and the Bloomington Redevelopment Commission (collectively the “City”), and _________________________________________ (“Consultant”), WHEREAS, the City wishes to _________________________________________; and WHEREAS, the City requires the services of a professional consultant in order to perform

________________________________________________ (the “Services” as further defined below); and

WHEREAS, it is in the public interest that such Services be undertaken and performed; and WHEREAS, Consultant is willing and able to provide such Services to the City. NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows: Article 1. Scope of Services Consultant shall provide the Services as specified in Exhibit A, “Scope of Work”, attached hereto and incorporated into this Agreement. Consultant shall diligently provide the Services under this Agreement and shall complete the Services described in this Agreement in a timely manner consistent with the Standard of Care identified in Article 2. Consultant shall complete the Services required under this Agreement on or before ______________________________, unless the parties mutually agree to a later completion date. Completion shall mean completion of all work related to the Services. In the performance of Consultant’s work, Consultant agrees to maintain such coordination with the City as may be requested and desirable, including primary coordination with _______________________ as the City’s Project Manager. Consultant agrees that any information or documents, including digital GIS information, supplied by the City pursuant to Article 3, below, shall be used by Consultant for this project only, and shall not be reused or reassigned for any other purpose without the written permission of the City. Article 2. Standard of Care Consultant shall be responsible for completion of the Services in a manner to meet the professional standards consistent with the Consultant’s profession in the location and at the time of the rendering of the services. Consultant shall perform all services under this Agreement in a skillful and competent manner in accordance with normally accepted standards of the architectural and engineering professions and with that degree of care and skill which a professional engineer or architect would exercise under the same or similar circumstances. The City shall not unreasonably withhold its approval as to the adequacy of Consultant’s performance. Upon notice to Consultant and by mutual agreement between the parties, Consultant will, without

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additional compensation, correct or replace any and all Services not meeting the Standard of Care. Article 3. Responsibilities of the City The City shall provide all necessary information regarding requirements for the Services. The City shall furnish such information as expeditiously as is necessary for the orderly progress of the work, and Consultant shall be entitled to rely upon the accuracy and completeness of such information. The City’s Project Manager shall act on its behalf with respect to this Agreement. Article 4. Compensation The City shall pay Consultant for all fees and expenses in an amount not to exceed a total of ________________________________________________ ($____________) based on the fee payment schedule set forth in Exhibit B. Invoices may be sent via first class mail postage prepaid or via email. Payment will be remitted to Consultant within forty-five (45) days of receipt of invoice. Consultant shall submit an invoice to the City upon the completion of the Services described in Article 1. Such invoices shall be prepared in a form supported by documentation as the City may reasonably require. Tasks shall be invoiced separately, either as separate lines on a single invoice, or on separate invoices at the City’s direction. The invoice shall be sent to: Alex Crowley City of Bloomington 401 N. Morton, Suite 250 Bloomington, Indiana 47404 Additional services not set forth in Article 1, or changes in the Services must be authorized in writing by the City or its designated project coordinator prior to such work being performed, or expenses incurred. The City shall not make payment for any unauthorized work or expenses. Consultant shall maintain accounting records of its costs in accordance with generally accepted accounting practices. Access to such records will be provided during normal business hours with reasonable notice during the term of this Agreement and for 3 years after completion. Article 5. Appropriation of Funds Notwithstanding any other provision of this Agreement, if funds for the continued fulfillment of this Agreement by the City are at any time not forthcoming or are insufficient, through failure of any entity, including the City itself, to appropriate funds or otherwise, then the City shall have the right to terminate this Agreement without penalty as set forth in Article 7 herein. Article 6. Schedule Consultant shall perform the Services according to the schedule set forth in Exhibit C, Project Schedule, attached hereto and incorporated herein by reference. The time limits established by this schedule shall not be exceeded, except for reasonable cause as mutually agreed by the parties. Article 7. Termination In the event of a party’s substantial failure to perform in accordance with the terms of this Agreement, the other party shall have the right to terminate the Agreement upon written notice. The nonperforming party shall have fourteen (14) calendar days from the receipt of the termination notice to cure or to submit a plan for cure acceptable to the other party. The City may terminate or suspend performance of this Agreement at the City’s prerogative at any time upon written notice to Consultant. Consultant shall terminate or suspend performance of the Services on a schedule acceptable to the City and the City shall pay the Consultant for all the Services performed up to the date that written notice is received, plus reasonable termination or suspension expenses. Upon restart, an equitable adjustment shall be made to Consultant’s compensation and the schedule of services. Upon termination or suspension of this Agreement, all

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finished or unfinished reports, drawings, collections of data and other documents generated by Consultant in connection with this Agreement shall become the property of the City, as set forth in Article 11 herein. Article 8. Identity of the Consultant Consultant acknowledges that one of the primary reasons for its selection by the City to perform the duties described in this Agreement is the qualification and experience of the principal personnel whom Consultant has represented will be responsible there for. Consultant thus agrees that the work to be done pursuant to this Agreement shall be performed by the principal personnel described in Exhibit D, Principal Personnel, and such other personnel in the employ under contract or under the supervision of Consultant. Exhibit D is attached hereto and incorporated herein by reference as though fully set forth. The City reserves the right to reject any of the Consultant's personnel or proposed outside professional subconsultants, and the City reserves the right to request that acceptable replacement personnel be assigned to the project. Article 9. Opinions of Probable Cost All opinions of probable construction cost to be provided by Consultant shall represent the best judgment of Consultant based upon the information currently available and upon Consultant's background and experience with respect to projects of this nature. It is recognized, however, that neither Consultant nor the City has control over the cost of labor, materials or equipment, over contractors' method of determining costs for services, or over competitive proposals, market or negotiating conditions. Accordingly, Consultant cannot and does not warrant or represent that the proposals or construction proposals received will not vary from the opinions of probable construction cost estimates provided pursuant to this Agreement. Article 10. Reuse of Instruments of Service All documents, including but not limited to, drawings, specifications and computer software prepared by Consultant pursuant to this Agreement are instruments of service in respect to this project. They are not intended or represented to be suitable for reuse by the City or others on modifications or extensions of this project or on any other project. The City may elect to reuse such documents; however any reuse or modification without prior written authorization of Consultant will be at the City’s sole risk and without liability or legal exposure to Consultant. The City shall indemnify, defend, and hold harmless the Consultant against all judgments, losses, claims, damages, injuries and expenses arising out of or resulting from such unauthorized reuse or modification. Article 11. Ownership of Documents and Intellectual Property All documents, drawings and specifications, including digital format files, prepared by Consultant and furnished to the City as part of the Services shall become the property of the City. Consultant shall retain its ownership rights in its design, drawing details, specifications, databases, computer software and other proprietary property. Intellectual property developed, utilized or modified in the performance of the Services shall remain the property of Consultant. Article 12. Independent Contractor Status During the entire term of this Agreement, Consultant shall be an independent contractor, and in no event shall any of its personnel, agents or sub-contractors be construed to be, or represent themselves to be, employees of the City. Consultant shall be solely responsible for the payment and reporting of all employee and employer taxes, including social security, unemployment, and any other federal, state, or local taxes required to be withheld from employees or payable on behalf of employees. Article 13. Indemnification Consultant shall defend, indemnify, and hold harmless the City of Bloomington, the City, and the officers, agents and employees of the City and the City from any and all claims, demands, damages, costs, expenses or other liability arising out of the Agreement or occasioned by the reckless or negligent performance of any provision thereof, including, but not limited to, any reckless or negligent act or failure to act or any misconduct on the part of the Consultant or its

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agents or employees, or any independent contractors directly responsible to it (collectively “Claims”). Article 14. Insurance During the performance of any and all Services under this Agreement, Consultant shall maintain the following insurance in full force and effect: a. General Liability Insurance, with a minimum combined single limit of $1,000,000 for each occurrence and $2,000,000 in the aggregate. b. Automobile Liability Insurance, with a minimum combined single limit of $1,000,000 for each person and $1,000,000 for each accident. c. Professional Liability Insurance (“Errors and Omissions Insurance”) with a minimum limit of $1,000,000 annual aggregate. d. Workers’ Compensation Insurance in accordance with the statutory requirements of Title 22 of the Indiana Code. All insurance policies shall be issued by an insurance company authorized to issue such insurance in the State of Indiana. The City of Bloomington, the City, and the officers, employees and agents of each shall be named as insureds under the General Liability, Automobile, and Worker’s Compensation policies, and such policies shall stipulate that the insurance will operate as primary insurance and that no other insurance of the City’s will be called upon to contribute to a loss hereunder. Consultant shall provide evidence of each insurance policy to the City prior to the commencement of work under this Agreement. Approval of the insurance by the City shall not relieve or decrease the extent to which Consultant may be held responsible for payment of damages resulting from Consultant’s provision of the Services or its operations under this Agreement. If Consultant fails or refuses to procure or maintain the insurance required by these provisions, or fails or refuses to furnish the City’s required proof that the insurance has been procured and is in force and paid for, the City shall have the right at its election to terminate the Agreement. Article 15. Conflict of Interest Consultant declares that it has no present interest, nor shall it acquire any interest, direct or indirect, which would conflict with the performance of Services under this Agreement. Consultant agrees that no person having any such interest shall be employed in the performance of this Agreement. Article 16. Waiver No failure of either party to enforce a term of this Agreement against the other shall be construed as a waiver of that term, nor shall it in any way affect the party’s right to enforce that term. No waiver by any party of any term of this Agreement shall be considered to be a waiver of any other term or breach thereof. Article 17. Severability The invalidity, illegality or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of the Agreement shall be construed and enforced as if it did not contain the particular provision to be held void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this Article shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void.

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Article 18. Assignment Neither the City nor the Consultant shall assign any rights or duties under this Agreement without the prior written consent of the other party. Unless otherwise stated in the written consent to an assignment, no assignment will release or discharge the assignor from any obligation under this Agreement. Article 19. Third Party Rights Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and Consultant. Article 20. Governing Law and Venue This Agreement shall be governed by the laws of the State of Indiana. Venue of any disputes arising under this Agreement shall be in the Monroe Circuit Court, Monroe County, Indiana. Article 21. Non-Discrimination Consultant shall comply with City of Bloomington Ordinance 2.21.020 and all other federal, state and local laws and regulations governing non-discrimination in all regards, including, but not limited to, employment. Article 22. Compliance with Laws In performing the Services under this Agreement, Consultant shall comply with any and all applicable federal, state and local statutes, ordinances, plans and regulations, including any and all regulations for protection of the environment. Where such statutes, ordinances, plans or regulations of any public authority having any jurisdiction over the project are in conflict, Consultant shall proceed using its best judgment only after attempting to resolve any such conflict between such governmental agencies, and shall notify the City in a timely manner of the conflict, attempts of resolution, and planned course of action. Article 23. E-Verify Consultant is required to enroll in and verify the work eligibility status of all newly-hired employees through the E-Verify program. (This is not required if the E-Verify program no longer exists). Consultant shall sign an affidavit, attached as Exhibit E, affirming that Consultant does not knowingly employ an unauthorized alien. “Unauthorized alien” is defined at 8 U.S. Code 1324a(h)(3) as a person who is not a U.S. citizen or U.S. national and is not lawfully admitted for permanent residence or authorized to work in the U.S. under 8 U.S. Code chapter 12 or by the U.S. Attorney General. Consultant and any subcontractors may not knowingly employ or contract with an unauthorized alien, or retain an employee or contract with a person that the Consultant or subcontractor subsequently learns is an unauthorized alien. If the City obtains information that the Consultant or subcontractor employs or retains an employee who is an unauthorized alien, the City shall notify the Consultant or subcontractor of the contract violation and require that the violation be remedied within 30 days of the date of notice. If the Consultant or subcontractor verified the work eligibility status of the employee in question through the E-Verify program, there is a rebuttable presumption that the Consultant or subcontractor did not knowingly employ an unauthorized alien. If the Consultant or subcontractor fails to remedy the violation within the 30 day period, the City shall terminate the contract, unless the City Commission or City that entered into the contract determines that terminating the contract would be detrimental to the public interest or public property, in which case the City may allow the contract to remain in effect until the City procures a new Consultant. If the City terminates the contract, the Consultant or subcontractor is liable to the City for actual damages. Consultant shall require any subcontractors performing work under this contract to certify to the Consultant that, at the time of certification, the subcontractor does not knowingly employ or contract with an unauthorized alien and the subcontractor has enrolled in and is participating in the E-Verify program. Consultant shall maintain on file all subcontractors’ certifications throughout the term of the contract with the City.

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Article 24. Notices Any notice required by this Agreement shall be made in writing to the individuals/addresses specified below: City: Consultant:

City of Bloomington Redevelopment Commission

NAME

Attn: Larry Allen ADDRESS 401 N. Morton, Suite 220 Bloomington, Indiana 47402

Nothing contained in this Article shall be construed to restrict the transmission of routine communications between representatives of the City and Consultant. Article 25. Intent to be Bound The City and Consultant each binds itself and its successors, executors, administrators, permitted assigns, legal representatives and, in the case of a partnership, its partners to the other party to this Agreement, and to the successors, executors, administrators, permitted assigns, legal representatives and partners of such other party in respect to all provisions of this Agreement. Article 26. Integration and Modification This Agreement, including all Exhibits incorporated by reference, represents the entire and integrated agreement between the City and the Consultant. It supersedes all prior and contemporaneous communications, representations and agreements, whether oral or written, relating to the subject matter of this Agreement. This Agreement may be modified only by a written amendment signed by both parties hereto. Article 27. Non-Collusion Consultant is required to certify that it has not, nor has any other member, representative, or agent of Consultant, entered into any combination, collusion, or agreement with any person relative to the price to be offered by any person nor prevented any person from making an offer nor induced anyone to refrain from making an offer and that this offer is made without reference to any other offer. Consultant shall sign an affidavit, attached hereto as Exhibit F, affirming that Consultant has not engaged in any collusive conduct. Exhibit F is attached hereto and incorporated by reference as though fully set forth. This Agreement may be modified only by a written amendment signed by both parties hereto. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first written above. CITY OF BLOOMINGTON [NAME OF CONSULTANT] ___________________________________ ________________________________ Philippa M. Guthrie, Corporation Counsel [Name of Signatory], [Title] CITY OF BLOOMINGTON REDEVELOPMENT COMMISSION ______________________________________________ President ______________________________________________ Secretary

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EXHIBIT A

“Scope of Work”

The Services shall include the following:

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APPENDIX E

Trades District Technology Center US EDA Application Concept

Background

The Trades District Technology Center is a concept being developed for US EDA CARES Act grant funds to aid COVID-19 economic recovery and grow future tech employment in South Central Indiana. The Bloomington Economic Development Corporation (BEDC) and City of Bloomington are collaborating to develop this application.

Project overview

The Trades District Technology Center will support South Central Indiana employment growth in strong and emerging clusters and commercialization of technology. The Center will create a technology hub by providing:

1. Programming and services: Commercialization programming will help tech companies grow and develop the region’s economic competitiveness through future-focused, diverse employment options in technology.

2. Space: Class A office space will house growing and established tech companies, providing possible amenities like labs or meeting spaces.

Target audience: This Center will create a hub for technology companies that are beyond the startup phase, with services and space for growing and mature firms.

Location: Bloomington Trades District.

Model: A nonprofit entity will be established to run the Center.

Connection to COVID-19 recovery: This project will aid recovery through support for a future-focused industry and the creation of good paying jobs.

Competitive advantage: Tech is best positioned to benefit from this center as:

● The tech sector is still growing across our region ● Technology applies across almost all sectors ● It requires less infrastructure and resources compared to other sectors ● Tech and defense are tied to two key public sources of technology development: Indiana

University Bloomington and NSA Crane.

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Trades District Technology Center position within the local ecosystem

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Tech industry focus

This project will support South Central Indiana employment growth in the Information and Communications Technology cluster, identified by the 2014 Strategic Plan for Economic and Community Prosperity in Southwest Central Indiana. This cluster includes:

● Computer hardware (including semiconductors and storage devices) ● Communications equipment (including landline and wireless equipment) and other audio

equipment ● Software development ● Software publishing ● Computer programming and systems design ● Other computer or IT-related services.

Existing tech companies: ~50 tech companies of various sizes are headquartered or operating in Monroe County. Their areas of focus include:

Focus Specialties

Artificial intelligence AI for national security systems

Cloud computing Software and Cloud Engineering, GIS Services, social good applications, Commuter Management Solutions

Consulting Data management strategy; defense systems; IT and Management Consulting (digital and cybersecurity solutions)

Marketing / creative services

Creative design services, digital marketing, web design

Education Technology-enabled learning, professional development to schools, tutoring, language learning

Insurance Insurance - technology and call center services

Investment Entrepreneurship/venture capital

IOT Irrigation solutions, lighting

IT services Procurement, Supplier Management, Contracting; tech support; travel industry IT; performance improvement systems

Software SaaS: public safety training systems, workplace productivity; software for landscaping, data analytics and visualization; software security; building and scaling custom software; software development; enterprise software construction; gaming; creative automation solutions for tourism and shipping;

Telecommunications Fiber / broadband

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Intersections with other sectors:

(1) National security / defense: through NSWC Crane, Purdue@Westgate and collaboration with Indiana University. Opportunities for sector growth include electronic warfare systems, cyber warfare, surveillance equipment, radar systems, wearable support systems, and remote sensors.

(2) Biomedical cluster: Our biomedical cluster includes medical and electromedical instruments, medical supplies and devices, drugs and pharmaceuticals, and biotech/bio R&D firms. There could potentially be an intersection between tech and this industry.

Sub-sectors of focus for this initiative: The following list outlines emerging technologies on which this initiative can focus. These technologies provide opportunity for South Central Indiana and build on expertise from Indiana University, NSWC Crane, and other companies in the area. The list will continue to be narrowed and sharpened. Fields that are interrelated:

● AI/Machine Learning* ● Big data analytics** ● Bioinformatics ● Business intelligence* ● Cybersecurity** - CMMC connection. Cybersecurity as a service. ● Enterprise cloud-based services including SaaS*

Additional fields: ● Software development* ● Online transactions/e-commerce/online booking and payment solutions ● General engineering expertise

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Commercialization services Local tech companies that were interviewed about this project indicated the following services would be most useful for growth. Many of these services are also offered at similar centers across the country.

Connect growing tech companies and:

● Regional innovation assets including IU, NSWC Crane, The Mill, Purdue@Westgate, Battery Innovation Center, and others.

● Larger companies. The Center can connect open innovation research from small firms with corporations seeking new technologies. It can also connect Fortune 500 corporations seeking relevant SBIR/STTR technologies and mentor the respective SBCs in business development.

● IU Alumni for mentoring and funding support. IU Alumni that are entrepreneurs could also be attracted to this center.

● Other tech companies already in the Monroe County and regional market, to promote cross-company collaboration.

● Business opportunities. Ad-hoc consortiums could help businesses pursue opportunities. (Ex: a group of businesses pitching a technology or service to a larger firm through a nonprofit may be better received.)

● International partners for global business opportunities.

Attract and grow talent:

● Promote visibility of the growing tech employment opportunities beyond IU UITS, IU Health, and others. Promote the Bloomington area community.

● Ensure talent is skills-ready by working with local schools. ● Promote companies that can use specific skills. Share information on which companies are

using which talent sets. ● Connect to local alumni. Promote connections to alumni from IU, Ivy Tech, and regional

education institutions. ● Connect with executive talent that can help innovators run their businesses. ● Remote connections: Connect companies to talent that may be hired remotely but wish to

move to South Central Indiana.

Provide advisory services:

● Commercialization advisory / mentor board / entrepreneurs in residence: A pool of tech professionals can assist companies, while helping industry, universities and federal laboratories in commercializing their innovations through technical support.

● Technical support: Growing companies need assistance in areas including accounting, HR, government contracts, security, IT infrastructure, cloud services, marketing, legal affairs, cyber security, product development, sales services, strategy, market access, and pricing.

● Peer groups: Would enable growing firms to learn from one another.

Connect companies to funding:

● Connect to existing investment funds such as IU Ventures, Elevate Ventures, and others. ● Attract funding for technology commercialization. Provide a portal of options ranging

from angel investing, to venture capital, and private equity. Create an investment fund if there are gaps in existing resources.

● Provide SBIR/STTR services: Provide program management support including preparation of solicitations and evaluation of proposals. Mentor SBIR/STTR proposal development.

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● Provide grant management support and access. Connect to State training funds and tax incentives.

Provide Federal information and partnerships:

● Connect with NSWC Crane which is interested in Indiana local businesses and growth. Workforce development for technology is a driver. Help local businesses navigate federal requirements. NSTXL Consortium connection.

● Connect with IN3 especially for NavalX opportunities. ● Connect with prime contractors for defense-related federal procurement. ● Provide federal procurement support: Offer approved GSA Professional Engineering

Services for federal contracts and U.S. Navy Seaport Enhanced Events. ● International business: Provide support for how to navigate global markets. ● Export control guidance: Provide advice and procedures to protect industry, universities

and other organizations from releasing valuable U.S.-developed technologies to other countries.

Manufacturing / IOT

● Find manufacturers locally for initial runs of device prototypes.

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The Facility

The following suggestions for the Trades District Technology Center building are based on initial feedback from companies, real estate and industry partners, and US EDA.

● Class A office space: This facility would provide Class A office space, which does not currently exist in Bloomington. By definition it is among the newest and most updated spaces. This is a gap in the local market. Bloomington is unable to offer this as an option for growing or relocating companies. The facility would also be designed for a post-COVID era.

● Size and amenities: 1500-5000 SF suites, 10,000 SF floor plates. Larger floor plates might be considered to house larger tech companies that need contiguous space.

● Amenities: ○ Technology

■ Quality bandwidth ■ A place to house infrastructure (like Columbus Data Cave) ■ High capacity electrical feeds ■ Access to tech equipment

○ Space ■ Large meeting room space, which could also be rented by local companies

that work remotely ■ Flexible attractive space, including build-out options for lab space

○ Design ■ Post-COVID design, such as rooftop space that would serve as an open venue

for gatherings. ■ Green building design

○ Other amenities ■ Indoor cafe or dining space ■ Indoor recreation space for cross-pollination among companies ■ Access to amenities in the area: parking, dining, recreation ■ Outdoor green space

● Costs and reinvestment: ○ Class A office space typically commands the highest rent. ○ Rent price points are currently under consideration. One estimate for Class A space

is $18-25/SF/year using a triple net model. Specialization of the space would cost more. Smaller, growing companies could have a sliding price scale.

○ Profits would be reinvested into the Center. ● Tenants and use: Would include established technology companies needing Class A office

space, but could also include growing startups, such as those that have graduated from The Mill. It is important to ensure tenants are complementary (all tech-related).

Regional connections

At its core, this project aims to serve the South Central Indiana region beyond the City of Bloomington and Monroe County through:

1. Tech-specific programming 2. Pipeline connections: Companies that grow beyond the facility will be connected with

resources and location options across Monroe County and South Central Indiana based on their needs.

3. Collaboration: To avoid duplication of resources across South Central Indiana, accelerator and industry-specific offerings will be developed through connections to other regional partners.

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Community partner intersections

The following is a list of possible partners, currently under various stages of discussion.

ROI ● Regional strategy● Workforce development

The Mill ● Entrepreneurship pipeline

Ivy Tech ● Cybersecurity programs● Application of tech to other industries

Purdue@Westgate ● Civilian applications of defense tech

Neighboring LEDOs Radius Indiana SIDC

● Regional pipeline of growing companies;accelerator services for the region

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Indiana University intersections (possibilities)

Entrepreneurship ● IU Ventures: collaboration aroundhomegrown companies and attraction of IUalumni leading tech companies

Defense technology ● Civilian applications of defense tech

Innovation / tech transfer

● UITS/PTI● Luddy School: intelligent system design,

high performance computing, etc.● SBIR/STTR● I-Light

Career / workforce Employment opportunities for graduates

Student recruitment Experiential learning, internships

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