2026_75_RFP_PW_SMART_Stage_2_Engagement_FINAL.pdf

Request for Proposals

City of Minneapolis Public Works

Public Engagement Consultant for a Stage 2 SMART Grant Project

“Smart Curbs for Better Access: A Digital, Data-Driven Approach Across Cities”

RFP2026-75/ Event #0000004328 Issue Date: September 18, 2026

Proposals Due by: October 20, 2026, at 2:00 p.m. (Minneapolis Time)

Table of Contents

RFP General Information Page

I. Invitation II. Pre-Proposal Conference III. Proposal Due Date and Location IV. Proposal Format V. Evaluation of Proposals – Consultant Selection VI. Schedule VII. Contract VIII. Department Contact/Request for clarification IX. Rejection of Proposals X. Addendum to the RFP XI. Data Practices

Attachment A – Terms and Conditions for RFP Attachment B – Grant Conditions Attachment C – Scope of Services Attachment D – SMART Grant Stage 2 Narrative and Appendices

REQUEST FOR PROPOSALS

FOR

Public Engagement Consultant for Stage 2 of the City’s SMART Grant Project

I. INVITATION: The City of Minneapolis (the City) makes this Request for Proposals (the

RFP) in order to select a qualified Consultant to provide public engagement support for stage 2 of the SMART (Strengthening Mobility and Revolutionizing Transportation) Grant (the Project). The Project is generally described in the “Scope of Services” (Attachment B), contained within this RFP, including descriptions of roles, responsibilities and relationship of the Consultant, Cities, and other parties involved in the Project.

II. PRE-PROPOSAL CONFERENCE: A pre-proposal conference will be held, virtually (via

Microsoft Teams), Thursday, September 24, at 1:00 PM Minneapolis time.

Link - Join the meeting

Dial in by phone 612-276-6670, United States, Minneapolis Phone conference ID: 421 178 325#

III. PROPOSAL DUE DATE and SUBMISSION METHODOLOGY:

All proposals must now be submitted electronically through the eSupplier Portal. If you are already a City Supplier you should have received an email containing your eSupplier User ID and Password. If you do not remember your password, click on the “Forgot Password” tile to enter your User ID and a new password will be emailed to you. If you are not already a city supplier, click on the eSupplier link below and then click on the “Bidder/ Payee Registration” tile to register. If you need further assistance with eSupplier, please send an email to eprocurement@minneapolismn.gov

NOTE: Late Proposals will not be accepted.

eSupplier Portal – Electronic Proposal Submission http://minneapolismn.gov/finance/procurement/eSupplier

IV. PROPOSAL FORMAT: The Consultant shall provide the appropriate information in sufficient detail to demonstrate that the evaluation criteria has been satisfied as specified in the Section titled “EVALUATION OF PROPOSALS”.

To allow for easier comparison of proposals during evaluation, proposals should contain the following sections and appendices and be arranged in consecutive order.

https://teams.microsoft.com/meet/244847174691222?p=pScCpMaJB0REebp8Jn

1. Executive Summary - The Executive Summary should include a clear statement of the Consultant’s understanding of the RFP including a summary of the Scope of Work.

Include, at a minimum, an outline of the contents of the proposal, an identification of the proposed project team, a description of the responsibilities of the project team, and a summary of the proposed services.

2. Scope of Services - Describe in detail how services will be provided. Discuss the methods, tools, and strategies you would utilize to achieve project objectives, emphasizing any unique capabilities that distinguish your team. Identify any suggested modifications or supplemental tasks that would improve project outcomes or better advance the City’s goals. Include detailed listing and description of tasks and deliverables.

3. Experience and Capacity - Describe background and related experience demonstrating ability to provide required services, with specific emphasis placed upon experience managing multi-year public engagement within technology-centric, federally funded grant programs, and experience in consulting services provided in the field of curb management. Demonstrate experience designing and implementing equitable and inclusive engagement strategies that meaningfully engage historically underrepresented communities, culturally specific populations, and communities experiencing barriers to participation. Indicate if company expansion is required to provide service.

4. References - List three (3) references from contracts similar in size, scope, and focus.

5. Personnel Listing - Show involved individuals with resumes and specific applicable experience. Sub-consultants should also be listed, including the identification of any that are certified in the City of Minneapolis Small & Underutilized Business Program.

Include language translation capabilities if applicable.

6. Cost/Fees - Indicate proposed cost of service including a description of how costs were determined; how the fees are structured, hourly rates and minimum billing increments, if any; direct costs and payment billing schedule; list of charges per classification of employee; cost breakdown for each year of service.

7. Company Financial Information – Provide audited financial statements from the past two years, at least two financial references, and your latest auditor statement.

8. Please limit proposals to 30 pages or less, not including Company Financial Information.

V. EVALUATION OF PROPOSALS – SELECTION OF CONSULTANT: Proposals will be reviewed by an Evaluation Panel made up of representatives from the City of Minneapolis as well as other project partners. The Evaluation Panel will select a "short list" of qualified

Consultants who will be formally interviewed as part of the final selection, as deemed necessary by the City. Evaluations will be based on the required criteria listed in the Section titled “PROPOSAL FORMAT”, and the following:

A. Quality, thoroughness, and clarity of proposal (10%)

B. Qualifications and experience of staff, and client references of similar type and scale

(25%)

C. How well the Scope of Services section meets Project requirements (25%)

D. Financial responsibility and capacity of company including whether the company, any affiliates, subsidiaries, officers or directors have filed for federal bankruptcy protection within seven years of the date of this RFP (5%)

E. Organization and management approach and involvement for a successful Project (10%)

F. Cost of services proposed (25%)

A formal Presentation/Interview will be requested of the “short list” Consultant(s).

Specifically, the City requests that the Consultant’s Project Manager assigned to the proposed Project team lead the presentation and for actual members of the Project team (including relevant sub-consultants) participate in the formal presentation/interview.

The Presentation/Interview of the “short listed” Consultants will consist of the following elements:

A. Discussion of the Consultant’s approach to providing services for this Project based upon the Scope of Services described herein

B. Overview of the Consultant’s experience as related to the Scope of Services, including qualifications and experience of assigned staff.

C. A presentation that outlines the Consultant’s proposed project plan for public engagement during SMART Stage 2 as the Project is represented in Attachment C.

The Evaluation Panel will schedule and arrange for the presentations with the option for bidders to present in person or remotely.

VI. SCHEDULE: The following is a listing of key Proposal and Project milestones and duration:

RFP Release September 18, 2026 Pre-Proposal Conference September 24, 2026 at 1:00pm CT

Questions on RFP Due by 4:00 PM on September 28, 2026 Responses to Questions posted by 4:00 PM on October 2, 2026 Proposals due by 2:00 PM on October 20, 2026 Estimated Consultant selection November 2026 Estimated services start date January 2027 Estimated services end date December 2028 Duration of contract (not to exceed 4 years) Other

VII. CONTRACT: The contracting parties will be the City of Minneapolis and the Consultant selected to provide the services as described herein. The selected proposal, along with the RFP and any counter proposal will be incorporated into a formal agreement after negotiations. It is the intent of the City to award a single contract with an approximate two (2) year term, ending December 31, 2028, with the option to extend the contract, at the sole discretion of the City, for six (6) additional months.

VIII. DEPARTMENT CONTACT/REQUESTS FOR CLARIFICATION: The Consultant’s primary interface with the City will be with the Contract Manager who will act as the City’s designated representative for the Project. Prospective responders shall direct inquiries/questions in writing only to:

Contract Manager: John Lundstrom, Public Works – Traffic and Parking Services

Division 33 North 9th Street, Room 100 Minneapolis, MN Email ID: john.lundstrom@minneapolismn.gov

Responses to the questions will be posted to the current event in the eSupplier Portal – Contracting Opportunities.

The Contract Manager is the only individual who can be contacted regarding the Project before proposals are submitted. The Contract Manager cannot vary the terms of the RFP.

IX. REJECTION OF PROPOSALS: The City does not promise to accept the lowest cost proposal and specifically reserves the right to reject any or all proposals, to waive any formal proposal requirements, to investigate the qualifications and experience of any Consultant, to reject any provisions in any proposal, to obtain new proposals, to negotiate the requested services and contract terms with any Consultant, or to proceed to do the work otherwise.

Incomplete proposals and proposals not sufficiently detailed or not in acceptable form may be rejected by the City.

mailto:john.lundstrom@minneapolismn.gov

X. ADDENDUM TO THE RFP: If any addendum is issued for this RFP, it will be posted as an attachment to the current event. The City reserves the right to cancel or amend the RFP at any time.

XI. DATA PRACTICES:

Data you provide in response to this RFP will be subject to the Minnesota Government Data Practices Act and may be available to the public. Minn. Stat. 13.591 classifies Business Data and subdivision 3 specifically addresses data submitted in response to an RFP. If you are submitting specific data which you believe meets the definition of trade secret data as defined in Minn. Stat. 13.37, please indicate this on the documents containing the data. The City may ask you to establish that the data meets all of the conditions set forth in Minn. Stat. 13.37, subdivision 1(b).

ATTACHMENT A

City of Minneapolis RFP Terms & Conditions

City of Minneapolis Terms and Conditions for Professional Services Contracts Over $175,000 (Revised: May 6, 2026)

The General Conditions are terms and conditions that the City expects its Contractors and Consultants (“Contractor”) to meet. The Contractor agrees to be bound by these requirements unless otherwise noted in any Proposal to which these terms are attached. Some negotiation is possible to accommodate the Contractor’s suggestions.

1. General Compliance The Contractor agrees to comply with all applicable Federal, State and local laws and regulations governing the services performed and funds provided under the Contract.

2. Equal Opportunity Statement The Contractor agrees to comply with applicable provisions of federal, state and city regulations, statutes and ordinances pertaining to the civil rights of and non-discrimination in the application for and employment of applicants, employees, subcontractors and suppliers of the Contractor. The federal, state and city statutes and ordinances to which the Contractor shall be subject under the terms of this Contract include, without limitation, Minnesota Statutes, Section 181.59 and Chapter 363A, Minneapolis Code of Ordinances Chapter 139, 42 U.S.C. Section 2000e, et. seq. (Title VII of the Civil Rights Act of 1964), 29 U.S.C. Sections 621-624 (the Age Discrimination in Employment Act), 42 U.S.C. Sections 12101-12213 (the Americans with Disability Act), 29 U.S.C. Section 206(d) (the Equal Pay Act), 8 U.S.C. Section 1324 (the Immigration Reform and Control Act of 1986), and all regulations and policies promulgated to enforce these laws. The Contractor shall have submitted and had an “affirmative action plan” approved by the City prior to entering into a Contract.

3. Anti-Discrimination Statement The Contractor agrees to comply with applicable provisions of federal, state and city regulations, statutes and ordinances pertaining to the civil rights and non-discrimination in any provision of services contracted for under this Contract, such that the contracted services are provided without discrimination based on race, color, creed, religion, ancestry, national origin, sex, sexual orientation, familial status, gender identity, disability, age, marital status, status with regard to a public assistance program, housing status, justice-impacted status, height and weight, or any combination thereof.

4. Compliance with Web Content Accessibility Guidelines

The Contractor agrees that web content and mobile applications created pursuant to this Contract shall be compliant with the requirements and standards of the Americans with Disabilities Act and the Web Content Accessibility Guidelines Version 2.1, Level AA unless a legal exception or exemption applies.

5. Insurance Insurance secured by the Contractor shall be issued by insurance companies acceptable to the City and admitted in Minnesota. The insurance specified may be in a policy or policies of insurance, primary or excess. Such insurance shall be in force on the date of execution of the Contract and shall remain continuously in force for the duration of the Contract.

Acceptance of the insurance by the City shall not relieve, limit or decrease the liability of the Contractor. Any policy deductibles or retention shall be the responsibility of the Contractor. The City does not represent that the insurance requirements are sufficient to protect the Contractor’s interests or provide adequate coverage. Evidence of coverage is to be provided on a current ACORD Form, Insurance Declaration. A thirty

(30) day written notice is required if the policy is canceled, not renewed or materially changed. The Contractor shall require any of its sub-contractors, if sub-contracting is allowable under this Contract, to comply with these provisions.

The Contractor and its subcontractors shall secure and maintain the following insurance:

a) Workers Compensation insurance that meets the statutory obligations with

Coverage B- Employers Liability limits of at least $100,000 each accident, $500,000 disease - policy limit and $100,000 disease each employee.

b) Commercial General Liability insurance with limits of at least $2,000,000 general aggregate, $2,000,000 products - completed operations $2,000,000 personal and advertising injury, $300,000 each occurrence fire damage and $5,000 medical expense any one person. The policy shall be on an “occurrence” basis, shall include contractual liability coverage and the City shall be named an additional insured. The amount of coverage will be automatically increased if the project amount is expected to exceed $2,000,000 or involves potentially high-risk activity.

c) Commercial Automobile Liability insurance covering all owned, non-owned and hired automobiles with limits of at least $1,000,000 per accident.

d) Professional Liability Insurance or Errors & Omissions Insurance providing coverage for 1) the claims that arise from the errors or omissions of the Contractor or its subcontractors and 2) the negligence or failure to render a professional service by the Contractor or its subcontractors. The insurance policy should provide coverage in the amount of $2,000,000 each claim and $2,000,000 annual aggregate. The insurance policy must provide the protection stated for two years after the expiration of the contract.

e) Cyber Liability for the duration of this agreement providing coverage for, but not limited to, Technology and Internet Errors & Omissions, Security and Privacy Liability, and Media Liability. Insurance will provide coverage against claims that arise from the disclosure of not public information from files including but not limited to: 1) Intentional, fraudulent or criminal acts of the Contractor, its agents or employees. 2) Breach of the City’s not public data, whether electronic or otherwise. The insurance policy should provide minimum coverage in the amount of $1,000,000 per occurrence and $2,000,000 annual aggregate. If written on a Claims-Made basis, the policy must provide an extended reporting period and have a retroactive date that on or before the date of this Contract or the date Contractor commences work, whichever is earlier.

6. Indemnity and Hold Harmless

The Contractor will defend, indemnify and hold harmless the City and its officers and employees from all liabilities, claims, damages, costs, judgments, lawsuits and expenses, including court costs and reasonable attorney’s fees regardless of the Contractor’s insurance coverage, arising directly from any negligent act or omission of the Contractor, its employees, agents, by any sub-contractor or sub-consultant, and by any employees of the sub-contractors and sub-consultants of the Contractor, in the performance of work and delivery of services provided by or through this Contract or by reason of the failure of the Contractor to perform, in any respect, any of its obligations under this Contract. If a Contractor is a self-insured agency of the State of Minnesota, the terms and conditions of Minnesota Statutes, section 3.732 et seq. shall apply with respect to liability bonding, insurance, and liability limits. The provisions of Minnesota Statutes, Chapter 466 shall apply to other political subdivisions of the State of Minnesota.

7. Subcontracting

The Contractor shall not sub-consult or sub-contract any services under this Contract unless authorized in writing by the City. The Contractor shall provide written notice to the City and obtain the City’s authorization to sub-contract any work or services to be provided to the City pursuant to this Contract. As required by Minnesota Statutes, Section 471.425, the Contractor shall pay all subcontractors for subcontractor’s undisputed, completed work, within ten (10) days after the Contractor has received payment from the City.

8. Assignment or Transfer of Interest

The Contractor shall not assign any interest in the Contract, and shall not transfer any interest in the same either by assignment or novation, without the prior written approval of the City which will not be withheld or delayed unreasonably.

9. Performance Monitoring

The City will monitor the performance of the Contractor against goals and performance standards required herein. Substandard performance as determined by the City will constitute non-compliance with this Contract. If action to correct such substandard performance is not taken by the Contractor within a reasonable period of time to cure such substandard performance after being notified by the City, contract termination procedures will be initiated. All work submitted by Contractor shall be subject to the approval and acceptance by the City Department Contract Manager designated herein. The City Department Contract Manager designated herein shall review each portion of the work when certified as complete and submitted by the Contractor and shall inform the Contractor of any apparent deficiencies, defects, or incomplete work, at any stage of the project.

10. Prior Uncured Defaults

Pursuant to Section 18.110 of the City’s Code of Ordinances, the City may not contract with persons or entities that have defaulted under a previous contract or agreement with the City and have failed to cure the default.

11. Independent Contractor

Nothing contained in this Contract is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties.

The Contractor shall at all times remain an independent Contractor with respect to the work and/or services to be performed under this Contract. Any and all employees of Contractor or other persons engaged in the performance of any work or services required by Contractor under this Contract shall be considered employees or subcontractors of the Contractor only and not of the City; and any and all claims that might arise, including Worker’s Compensation claims under the Worker’s Compensation Act of the State of Minnesota or any other state, by or on behalf of said employees or other persons while so engaged in any of the work or services to be rendered or provided herein, shall be the sole obligation and responsibility of the Contractor.

12. Accounting Standards

The Contractor agrees to maintain the necessary source documentation and enforce sufficient internal controls as dictated by generally accepted accounting practices (GAAP) to properly account for expenses incurred under this Contract.

13. Retention of Records

Pursuant to Minnesota Statutes, Section 138.17 and Section 15.17, the Contractor shall retain all records pertinent to expenditures incurred under this Contract in a legible form for a period of six years commencing after the later of contract close-out or resolution of all audit findings. Records for non-expendable property acquired with funds under this Contract shall be retained for six years after final disposition of such property.

14. Audit Requirements for Cloud-Based Storage of City Data If the Contractor’s services include the storage of City data using a cloud-based solution, then the Contractor agrees to secure the data as though it were “private data” as defined in Minnesota Statutes, Chapter 13. The Contractor shall provide the City with the annual copy of the Federal Standards for the Statement on Standards for Attestation Engagements (SSAE) No. 18 or the International Standard on Assurance Engagements (ISAE) No. 3402. The Contractor agrees to provide a .pdf copy to the City’s Contract Manager, upon the Contractor’s receipt of the audit results.

15. Data Practices

The Contractor agrees to comply with the Minnesota Government Data Practices Act (Minnesota Statutes, Chapter 13) and all other applicable state and federal laws relating to data privacy or confidentiality. The requirements of Minnesota Statutes, Section 13.05, subdivision 11 apply to companies or individuals who perform under a government contract. The Contractor and any of the Contractor’s sub-consultants or sub-contractors retained to provide services under this Contract shall comply with the Act and be subject to penalties for non-compliance as though they were a “governmental entity.” The Contractor must immediately report to the City any requests from third parties for information relating to this Contract. The City agrees to promptly respond to inquiries from the Contractor concerning data requests. The Contractor agrees to hold the City, its officers, and its employees harmless from any claims resulting from the Contractor’s unlawful disclosure or use of data protected under state and federal laws. The Contractor’s duty to comply with Minn. Stat. Chap.

13 and all other applicable federal and state laws relating to the protection of data will continue past the expiration of this contract. The requirements of this paragraph shall apply regardless of the location of the data.

16. Inspection of Records Pursuant to Minnesota Statutes, Section 16C.05, all books, records, documents and accounting procedures and practices of the Contractor with respect to the matters covered by this Contract shall be made available to the City and the State of Minnesota, Office of the State Auditor or Legislative Auditor, as appropriate, or their designees upon notice, at any time during normal business hours, as often as the City deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data.

17. Living Wage Ordinance

The Contractor may be required to comply with the “Minneapolis Living Wage and Responsible Public Spending Ordinance” Chapter 38 of the City’s Code of Ordinances (the “Ordinance”). Unless otherwise exempt from the ordinance as provided in Section

38.40 (c), any City contract for services valued at $100,000 or more or any City financial assistance or subsidy valued at $100,000 or more will be subject to the Ordinance’s requirement that the Contractor and its subcontractors pay their employees a “living wage” as defined and provided for in the Ordinance.

18. Applicable Law The laws of the State of Minnesota shall govern all interpretations of this Contract without regard to conflict of law rules, and the appropriate venue and jurisdiction for any litigation which may arise hereunder will be in those courts located within the County of Hennepin, State of Minnesota, regardless of the place of business, residence or incorporation of the Contractor.

19. Conflict and Priority

If the Contract was awarded by RFP and in the event that a conflict is found between provisions in this Contract, the Contractor’s Proposal or the City’s Request for Proposals, the provisions in the following rank order shall take precedence: 1) Contract;

2) Proposal; and last 3) Request for Proposals.

20. Travel If travel by the Contractor is allowable and approved for this Contract, then Contractor travel expenses shall be reimbursed in accordance with the City’s Contractor Travel Reimbursement Conditions.

https://library.municode.com/mn/minneapolis/codes/code_of_ordinances?nodeId=COOR_TIT2AD_CH38LIWAREPUSPRE https://library.municode.com/mn/minneapolis/codes/code_of_ordinances?nodeId=COOR_TIT2AD_CH38LIWAREPUSPRE https://www.minneapolismn.gov/government/charter-and-code-of-ordinances/city-policies/overnight-travel-policy/documents/ https://www.minneapolismn.gov/government/charter-and-code-of-ordinances/city-policies/overnight-travel-policy/documents/

21. Conflict of Interest/Code of Ethics Pursuant to Section 15.250 of the City’s Code of Ordinances, both the City and the Contractor are required to comply with the City’s Code of Ethics. Chapter 15 of the Code of Ordinances requires City officials and the Contractor to avoid any situation that may give rise to a “conflict of interest.” A “conflict of interest” will arise if Contractor represents any other party or other client whose interests are adverse to the interests of the City.

As it applies to the Contractor, the City’s Code of Ethics will also apply to the Contractor in its role as an “interested person” since Contractor has a direct financial interest in this Agreement. The City’s Code of Ethics prevents “interested persons” from giving certain gifts to employees and elected officials.

22. Termination, Default and Remedies

The City may terminate this Contract for any reason without cause upon thirty (30) days’ written notice. Both the City and the Contractor may terminate this Contract if either party fails to fulfill its obligations under the Contract in a proper and timely manner, or otherwise violates the terms of this Contract. The non-defaulting party shall have the right to terminate this Contract, if the default has not been cured after ten

(10) days’ written notice or such other reasonable time period to cure the default has been provided. The City reserves the right to terminate this Contract without penalty, effective immediately, if circumstances arise which prevent the City from commencing or continuing the Contract, or if it is determined that the City was fraudulently induced to enter into the Contract. In such a situation, the City will issue a written notice to “stop work” and demand the Contractor mitigate any Contract-related expenses.

If termination shall be without cause, the City shall pay Contractor all compensation earned to the date of termination. If the termination shall be for breach of this Contract by Contractor, the City shall pay Contractor all compensation earned prior to the date of termination minus any damages and costs incurred by the City as a result of the breach

Notwithstanding the above, the Contractor shall not be relieved of liability to the City for damages sustained by the City as a result of any breach of this Contract by the Contractor. The City may, in such event, withhold payments due to the Contractor for the purpose of set-off until such time as the exact amount of damages due to the City is determined. The rights or remedies provided for herein shall not limit the City, in case of any default by the Contractor, from asserting any other right or remedy allowed by law, equity, or by statute. The Contractor has not waived any rights or defenses in seeking any amounts withheld by the City or any damages due the Contractor.

23. Ownership of Materials Unless otherwise expressly provided by the Contract, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials resulting from this Contract, including summaries of data and derived data, shall become the property of the City upon the City’s payment for and final approval of the final report or upon payment and request by the City at any time before then.

The City at its own risk, may use, extend, or enlarge any document produced under this Contract without the consent, permission of, or further compensation to the Contractor.

If the Contract is canceled or terminated, all finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials prepared by the Contractor under this Contract shall, at the option of the City, become the property of the City, and the Contractor shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents or materials prior to the termination.

24. Intellectual Property All Work produced by the Contractor under this Contract is classified as “work for hire” and upon payment by the City to the Contractor will be the exclusive property of the City and will be surrendered upon demand to the City immediately upon completion, expiration, or cancellation of this Contract. “Work” covered includes all reports, notes, studies, photographs, designs, drawings, specifications, materials, tapes or other media and any databases established to store or retain the Work. The Contractor may retain a copy of the work for its files in order to engage in future consultation with the City and to satisfy professional records retention standards. The Contractor represents and warrants that the Work does not and will not infringe upon any intellectual property rights of other persons or entities.

Each party acknowledges and agrees that each party is the sole and exclusive owner of all right, title, and interest in and to its services, products, software, source and object code, specifications, designs, techniques, concepts, improvements, discoveries and inventions including all intellectual property rights thereto, including without limitations any modifications, improvements, or derivative works thereof, created prior to, or independently of the contract, during the terms of this Contract. This Contract does not affect the ownership of each party’s pre-existing, intellectual property. Each party further acknowledges that it acquires no rights under this Contract to the other party’s pre-existing intellectual property, other than any limited right explicitly granted in this Contract.

25. City Open Data Policy The City has adopted an Open Data Policy (“Policy”). The City owns all Data Sets as part of its compliance with this Policy. Data Sets means statistical or factual information: (a) created by the Contractor and contained in structural data sets; and (b) regularly created or maintained by or on behalf of the City or a City department which supports or contributes to the delivery of services, programs, and functions. The City shall not only retain ownership of all City Data Sets, but also all information or data created through the City’s use of the software and /or software applications licensed by the Contractor (or any subcontractor of sub-consultant of the Contractor) to the City.

The City shall also retain the right to publish all data, information and Data Sets independently of this Contract with the Contractor and any of Contractor’s subcontractors or sub-consultants involved in providing the Services, using whatever means the City deems appropriate.

The City shall have the right to access all data, regardless of which party created the content and for whatever purpose it was created. The Contractor shall provide bulk extracts that meet the public release criteria for use in and within an open data solution.

The Contractor shall permit and allow free access to City information and Data Sets by using a method that is automatic and repeatable. The Data Sets shall permit classification at the field level in order to exclude certain data.

26. Artificial Intelligence Technology Use

i) Definitions. For the purposes of this Section: “AI Tool” means [any and all machine learning, deep learning, and other artificial intelligence (“AI”) technologies, including statistical learning algorithms, models (including large language models), neural networks, and other AI technology or methodologies, all software implementations of any of the foregoing, and related hardware or equipment [capable of generating various types of content (including text, images, video, audio, or computer code) based on user-supplied prompts].

ii) Disclosure on Use of AI tools. Contractor must notify the City of any work product, as defined by the scope of services in this agreement, which was created in whole or in-part by the use of AI tools.

iii) Prohibition on Use or Input of Privileged, Confidential and Not-Public Data into an AI tool. Except with the express written approval by the City or pursuant to express terms of this agreement, Contractor will not, and will not permit any Person to, input or use any privileged or confidential and not-public data, pursuant to the Minnesota Government Data Practices Act, into any AI tool, including:

(i) to develop, train, retrain, tune, validate, modify, update, or otherwise improve any AI Tool; or

(ii) in prompts for any AI Tool.

iv) Use of AI Features and AI Contractor Output. Contractor is solely responsible for: (a) evaluating suitability of AI tools for delivering on scope of services in this agreement ; (b) Contractor’s use and operation of the AI tools in accordance with relevant standards, including ensuring human oversight and monitoring; (c) evaluating (including by human review) AI Tool output for accuracy, completeness, lawfulness (including for trademark and copyright violation), and other factors relevant to Contractor’s use before delivering work to the City; and (d) Contractor’s decisions, actions, and omissions in reliance or based on the use of any AI Tool.

27. Equal Benefits Ordinance Minneapolis Code of Ordinances, Section 18.180, relating to equal benefits for domestic partners, applies to each Contractor and subcontractor with 21 or more employees that enters into a “contract”, as defined by the ordinance that exceeds $175,000. The categories to which the ordinance applies are personal services; the sale or purchase of supplies, materials, equipment, or the rental thereof; and the construction, alteration, repair or maintenance of personal property. The categories to which the ordinance does not apply include real property and development contracts.

Please be aware that if a “contract”, as defined by the ordinance, initially does not exceed $175,000, but is later modified so the Contract does exceed $175,000, the ordinance will then apply to the Contract. It is the Contractor’s and subcontractor’s responsibility to review and understand the requirements and applicability of this ordinance.

28. Miscellaneous Provisions

1. Successors and Assigns – This Contract shall be binding upon and inure to the benefit of the successors and assigns of the City and of the Contractor.

2. Severability – If any provision of this Contract is held invalid or unenforceable, such invalidity or unenforceability shall not affect any other provision, and this Contract shall be construed and enforced as if such invalid or unenforceable provision had not been included.

3. No Partnership or Joint Venture – Neither the City nor the Contractor is an agent, partner, or joint venturer of the other for any purpose or has any authority to bind the other.

4. No Third-Party Beneficiaries – This Contract does not create any third-party beneficiary rights in any individual or entity that is not a party to this Contract.

https://library.municode.com/mn/minneapolis/codes/code_of_ordinances?nodeId=COOR_TIT2AD_CH18PU_18.180EQBEPRCO

5. Waiver – Failure to enforce any provision of this Contract does not affect the rights of the parties to enforce such provision in another circumstance. Neither does it affect the rights of the parties to enforce any other provision of this Contract at any time.

6. Amendments – This Contract may only be modified or changed by written amendment signed by authorized representatives of the City and the Contractor.

7. Electronic Signatures and Counterparts – This Contract may be executed in counterparts, each of which has the effect of an original. An electronic signature will be deemed an original signature.

8. Entirety of Contract – This Contract and the Attachments/Exhibits thereto, constitute the entire and exclusive Contract of the parties.

ATTACHMENT B

Special Conditions for Federal and State Grant Funded Contracts

(Revised: May 5, 2026)

I. General Compliance

The Subrecipient or Contractor agrees to comply with the requirements of all applicable Federal and State laws, regulations and policies issued pursuant to grant funds in this Contract. The Subrecipient or Contractor further agrees to use funds available under this Contract to supplement rather than supplant funds otherwise available. By entering into this Contract with the City, the Subrecipient or Contractor agrees to be bound by any and all requirements and obligations established by the Federal or State governmental entity that provided funds to the City that were used to pay for the Subrecipient or Contractor’s activities or services, even if such conditions are not specifically listed herein.

A. Conduct Prohibition Against Lobbying - The Subrecipient or Contractor is prohibited from using funds provided herein or personnel employed in the administration of the program or project for political activities, lobbying or political patronage, pursuant to 2 C.F.R. Part 200 Section 450.

Prohibition Against Employee Activities – The Subrecipient or Contractor is prohibited from using the funds provided herein for advocating unionization or anti-unionization activities (See 29 U.S.C. Sections 141, 157 and 158).

Conflicts of Interest Within the Subrecipient or Contractor’s Organization – The Subrecipient or Contractor shall comply with 2 C.F.R. Part 200 Section 318(c)(2), which prohibits the sub-contracting of work or services to any parent, subsidiary, or affiliate of the Subrecipient or Contractor unless an impartial, competitive procurement method has been used to award the sub-contract.

B. Materials Produced by Subrecipient or Contractor Grantor Recognition - The Subrecipient or Contractor shall ensure recognition of the role of the Grantor Agency identified by the City in providing the scope of work or services through this Contract (See generally 2 C.F.R. Part 200, Subpart B). In addition, the City will either own or retain a license in any intellectual property developed by the Subrecipient or Contractor as a result of this Contract (2 C.F.R. Part 200 Section 315).

The Subrecipient or Contractor may publish any research findings and will include a reference to the support provided herein in all publications made possible with funds made available under this Contract (37 C.F.R. Part 401).

Basis for Payment – The payments to the Subrecipient or Contractor shall be based upon the Subrecipient or Contractor’s satisfaction of specific requirements of the Grantor Agency and upon the production of Deliverables as indicated in the Scope of Services (See 31 U.S.C. Sections 6301 through 6308 and 2 C.F.R. 200 Section 201, Section 301 and Section 328) and adhere to 2 C.F.R. 200 Subpart E.

C. Employment Restrictions Notifications - The Subrecipient or Contractor’s executive management will ensure that a notice of its affirmative commitments in regards to the U.S. Occupational Safety and Health Act of 1970 (29 U.S.C. Section 651 et, seq, and 29 C.F.R. Part 1910) and the Minnesota’s Occupational Safety and Health Act of 1973 and Minnesota’s Employee Right to Know Act of 1983 (MINNESOTA STATUTES, SECTIONS 182.65- .676) and all regulations promulgated thereunder, as now or hereafter amended, is made available to the Subrecipient or Contractor’s employees and any applicable labor unions or worker’s representatives.

Infringement Upon CBAs – The Subrecipient or Contractor may not impair existing contracts for services or collective bargaining agreements nor displace currently employed workers, including no reduction in non-overtime, wages or benefits.

Participants will not replace laid off employees nor infringe on other employees’ promotional opportunities (Refer to 29 U.S.C. Section 157 and 29 C.F.R. Part 5).

II. General Federal and State Requirements

A. Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. Section 794 et seq.) as now or hereafter amended, which prohibits discrimination against individuals with disabilities in any federally assisted program or activity.

B. Hatch Act (5 U.S.C Section 1501-1508, 7321-7326) (See also 18 U.S.C. Sections 210-211, 594 et seq.) as now or hereafter amended, which prohibits the use of funds provided or personnel employed under this Contract from being used to conduct or engaging in certain political activities.

C. Fair Labor Standards Act of 1938 (29 U.S.C. Section 201 et seq.) as now or hereafter amended, which regulates wage, hour and other employment practices that govern the use of funds provided and the employment of personnel under this Contract.

D. The Age Discrimination Act of 1975 (42 U.S.C. Section 6101 et seq.), as now or hereafter amended, which prohibits discrimination on the basis of age in programs or activities receiving federal financial assistance.

E. The Americans with Disabilities Act of 1990 (42 U.S.C. Section 12101 et seq.), as now or hereafter amended, which prohibits discrimination against qualified individuals on the basis of disability.

F. Title IX of the Education Amendments of 1972 (20 U.S.C. Sections 1681-1688), as now or hereafter amended, which prohibits discrimination on the basis of sex in educational programs and in any activities receiving federal financial assistance.

G. Title VI of the Civil Rights Act of 1964 (42 U.S.C. Section 2000d et seq.), as now or hereafter amended, which prohibits discrimination against an individual on the basis of race, color or national origin in any program or activity receiving federal financial assistance. These regulations apply to all employers, including State and Local governments, public and private employment agencies, and labor organizations.

H. Drug Free Workplace Act of 1988 (41 U.S.C. Sections 8102 et seq.) as now or hereafter amended, and all regulations promulgated thereunder, including 2 C.F.R. Part 182 (as adopted by federal grantor agency through 2 C.F.R. Subtitle B pursuant to 2 C.F.R. Part 182.20), which require each grantee or subrecipient (an “employer”) to make a continuing good faith effort to maintain a drug free workplace, and mandate certain actions the “employer” must take to achieve this requirement.

I. Promotion of Religion (Executive Order 13279 as amended by Executive Order

13559), which prohibits the promotion of religious activities or interests using federal grant funds.

J. Regulations – The Subrecipient or Contractor agrees to comply with the requirements, as applicable, of:

• Executive Order 12291: “Federal Regulations” (46 Fed. Reg. 13193 (Feb. 17, 1981))

• Executive Order 12892: “Leadership and Coordination of Fair Housing in

Federal Programs: Affirmatively Furthering Fair Housing” (59 Fed. Reg. 2939 Jan. 20, 1994)

• 2 C.F.R. 180 (implementing Executive Orders 12549 (31 U.S.C. § 6101 note, 51 Fed.

Reg.

6370,) and 12689 (31 U.S.C. § 6101 note, 54 Fed. Reg. 34131), “Debarment and Suspension.”

• Executive Order 13132: “Federalism” (64 Fed. Reg. 43255 (Aug. 4, 1999))

• Executive Order 12926 and 42 U.S.C. Section 1971 et. seq.: “Voter registration services for program participants”

• 2 C.F.R. Part 200: “Uniform Administrative Requirements, Cost Principles, and

Audit Requirements for Federal Reward”

• Title VIII of the Civil Rights Act of 1968 (42 U.S.C. Section 3601 et seq.) (Also known as the Fair Housing Act)

• 42 C.F.R. Chapter I, Subchapter D: “Grants” (Department of Health & Human

Services)

• 37 C.F.R. Part 401: “Rights to Inventions made by Nonprofit Organizations and

Small Business Firms under Government Grants, Contracts, and Cooperative Agreements”

• 49 C.F.R. Part 24: “Uniform Relocation Assistance and Real Property Acquisition for Federal and Federally-Assisted Programs”

• 29 C.F.R. Part 38: “Implementation of the Nondiscrimination and Equal Opportunity Provisions of the Workforce Innovation and Opportunity Act”

K. Cost Certification. Before the City releases any of the funds covered by this Contract, the Subrecipient or Contractor shall sign the following certification statement:

ALL PAYMENTS REQUESTED ARE FOR APPROPRIATE PURPOSES

AND ARE IN ACCORDANCE WITH THE PROVISIONS OF THE

GRANT APPLICATION OR PROPOSAL AND THE CONTRACT.

L. Non-procurement Debarment and Suspension. The Subrecipient or Contractor agrees to comply with 2 C.F.R. Part 180, Subpart C and to require each subcontractor, supplier or other party with whom the Subrecipient or Contractor contracts regarding the funding received pursuant to “covered transactions” as defined in 2 C.F.R. Part 180, Subpart B and as adopted by federal grantor agency through 2 C.F.R. Subtitle B pursuant to 2 C.F.R. Part 180.20, as well as covered State awards made pursuant to Minnesota Administrative Rule Chapter 1230.1150.

If the funding agency is the U.S. Department of Housing and Urban Development, Subrecipient or Contractor shall also comply with 2 C.F.R. Part 2424 and 2 C.F.R. Part 180, Subpart C.

If the funding agency is the U.S. Department of Health and Human Services, Subrecipient or Contractor shall also comply with 2 C.F.R. Part 376, Subpart C.

M. Equal Employment Opportunity. The Subrecipient or Contractor agrees to comply with Executive Order 11246, “Equal Employment Opportunity,” (30 Fed. Reg. 12319 (Sept. 24 1965)) as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity” (32 Fed. Reg. 14303 (Oct. 13, 1967)), as amended or supplemented, and as supplemented by regulations at 41 C.F.R.

Chapter 60: “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.”

N. Build America, Buy America Act. The Subrecipient or Contract agrees to comply with the Build America, Buy America Act if this agreement is for services related to a project that is subject to the Build America, Buy America Act (BABA) requirements under Title IX of the Infrastructure Investment and Jobs Act (“IIJA”), Pub. L. 177-

58. Absent an approved waiver, all iron, steel, manufactured products, and construction materials used in this project must be produced in the United States, as further outlined by the Office of Management and Budget’s Memorandum M-22-11, Initial Implementation Guidance on Application of Buy America Preference in Federal

Financial Assistance Programs for Infrastructure, April 18, 2022. Any request for substitute or “or equal” shall include the Manufacturer’s Certification of compliance with the Build America, Buy America Act (BABA) requirements mandated by Title IX of the Infrastructure Investment and Jobs Act (“IIJA”), Pub. L. 177-58. If the Instructions include a Federal requirements section, include the following: BABA requirements apply to this project.

O. Products containing PFAS. Amara's Law (Minn. Stat. § 116.943) took effect in

Minnesota January 1, 2025, and applies all products sold or distributed under the contract. The law prohibits the sale or distribution of some products with intentionally added PFAS within Minnesota.

III. Additional Conditions for Projects Involving Construction

A. Labor Standards

The Subrecipient or Contractor agrees to comply with the requirements of the Secretary of Labor in accordance with the Davis-Bacon Act (40 U.S.C. § 3141 et seq.), as amended, and as supplemented by further regulations and requirements found at 29 C.F.R. Part 5 “Labor Standard Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”, the applicable provisions of the Contract Work Hours and Safety Standards Act (40 U.S.C. § 3701 et seq.), the Copeland “Anti- Kickback” Act (18 U.S.C. Section 874) as supplemented by 29 C.F.R. Part 3 “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”, and all other applicable federal, state and local laws and regulations pertaining to labor standards insofar as those acts apply to the performance of this Contract. The Subrecipient or Contractor shall maintain documentation that demonstrates compliance with hour and wage requirements of this part and shall make such documentation available to the City for review upon request.

B. Land Covenants

This Contract is subject to the requirements of Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq.) and 24 C.F.R. Part 1. In regard to the sale, lease or other transfer of land acquired, cleared or improved with assistance provided under this Contract, the Subrecipient…