525-20-add6.pdf

THIRD RENEWAL AND FIFTH AMENDMENT TO ODOT CONTRACT 525-20

BETWEEN

THE OHIO DEPARTMENT OF TRANSPORTATION

AND

ARCADIS US, INC., FORMERLY KNOWN AS IBI GROUP ENGINEERING SERVICES

(USA) INC.

This THIRD RENEWAL and FIFTH AMENDMENT to ODOT Contract 525-20 is entered into by and between the Ohio Department of Transportation, (“ODOT” hereinafter), 1980 West Broad Street, Columbus, Ohio 43223, and Arcadis Engineering Services (USA) Inc., formerly known as IBI Group Engineering Services (USA) Inc., 8101 N. High Street, Columbus, Ohio 43235 (“Vendor” hereinafter). Hereinafter, ODOT and the Vendor will be referred to as the “Parties”.

Pursuant to the “First Renewal and Third Amendment” to the original Contract, the Parties desire to enter into this Third Renewal which shall be effective July 1, 2025, and expire June 30, 2027.

The Parties agree that except for the body of the First Amendment related to Attachment A Additional Scope of Work and Headings and the body of the Third Amendment as it relates to renewal terms all prior Amendments related to Attachment A are hereby rescinded and Attachment A as attached hereto, as if fully rewritten herein, is controlling in addition to all the other terms and conditions of the original Contract.

The Parties have caused this THIRD RENEWAL and FIFTH AMENDMENT of ODOT Contract 525-20 to be executed by duly authorized persons as of the day and year last written below.

STATE OF OHIO ARCADIS US, INC.

DEPARTMENT OF TRANSPORTATION OAKS: 0000096488

By:

Pamela Boratyn, Director

By:

Print Name:

Title:

Date: Date:

Director - Digital Intelligence

July 09, 2025

Neena Soans

7-11-2025 jgams Pencil

ATTACHMENT A

Ohio ATMS Maintenance and

Support Amended Agreement

July 1, 2025, through June 30, 2027

1. Background

In 2019, the Ohio Department of Transportation (ODOT) and IBI Group Engineering Services

(USA), Inc. (Vendor) executed a contract to replace Buckeye Traffic, ODOT’s current ATMS, and related TMC systems with a new ATMS, OHGO inSIGHT by Vendor. inSIGHT will provide ODOT the foundational software to more effectively manage traffic and provide more effective and accurate traveler information to improve safety, reliability, and mobility. The minimum viable product to replace Buckeye Traffic and basic support and maintenance was competitively bid through the RFP that led to the executed contract. This fifth amendment continues the services provided in second and third Amendments into the next the next Fiscal

Biennium. This amends the competitively bid RFP 525-20 contract and provides the legislative authority to develop and deploy new functions, automation, features, and services to better manage traffic and safety, as well as consolidate ancillary software used to a single product, and clarify the Maintenance and Support tasks of the Post-implementation Software Support over the duration of the executed contract, up to 9 years. This Amendment also reflects the purchase of IBI Group by Arcadis Engineering Services (USA), Inc.

The amended budget contained herein shall not exceed a maximum of $1,120,000 per fiscal year.

The ATMS Maintenance and Support (M & S) Task Definition defines the scope, schedule, and budget for the maintenance and support for Fiscal Years 2026 and 2027 of the ATMS

Contract (ODOT RFP 525-20)

Vendor Maintenance and Support Task Objectives:

• Provide on-site support staff for ODOT to support planning, design, and integration work as well as ongoing operations support for the ODOT ATMS;

• Conduct planned maintenance of software and hardware to support the ongoing health of the overall system;

• Conduct corrective maintenance of software and hardware to support the ongoing health of the overall system;

• Support documentation and knowledge transfer of maintenance support and ATMS operations; and

• Provide prompt response to basic inquiries.

2. Scope of Work

The details of the Scope of Work for the M & S Task are contained within ODOT’s RFP # 525-

20, Vendor’s Written Proposal (Proposal) in response to ODOT’s RFP, and any related documents and correspondence identified in the ATMS Contract Documents. This document’s purpose is to provide clarification and amplifying information and is not intended to reproduce or supersede any information previously submitted.

The ATMS Contract requires agreed upon levels of service for the ATMS capabilities.

Maintaining these service levels is included in this scope of work. ATMS service levels are defined in the ATMS Service Level Agreement, included in the executed contract documents.

The ATMS Contract requires a Post-Implementation Plan to be delivered by Vendor and approved by ODOT. The Post-Implementation Plan is included within this scope of work by reference.

The sub-sections below provide an overview of services provided under the Maintenance and Support Task.

2.1 Project Management

2.1.1 Description

Project Management is all the work expended to monitor project progress, coordinate activity, communicate status, manage risks, and manage schedule and budget. Many of the project management activities for the entire ATMS project, including the M & S Task, are defined in the Detailed Project Plan which will be delivered as a deliverable within the Initiation Phase of the project, as called for in the ATMS RFP. M & S Task Project Management activities will take place as a part of the overall ATMS Project Management. There will be a single status meeting, status report, and invoice for all active tasks on the project.

2.1.2 Applicable Proposal Sections

Section 1.3 Project Management

2.1.3 Deliverables

2.1.3.1.1 Biweekly Status Reports

2.1.3.1.2 Biweekly Status Meeting Agendas

2.1.3.1.3 Biweekly Status Meeting Minutes

2.1.3.1.4 Biweekly Status Meetings

2.1.3.1.5 Invoices

2.1.3.1.6 On-site Vendor Staff

2.1.4 Description

Vendor will provide staff member with an ITS Engineering/Developer background. This employee of Vendor will provide on-site support to ODOT within the Traffic Management

Center (TMC) and focus on the development and integration of Ohio-specific ATMS operations’ needs. Specific duties of Vendor development staff include:

2.1.4.1 Planning, development, and/or Installation:

• Facilitate integration and acceptance testing activities;

• Assist training programs and transition process to ATMS;

• Train external user groups on ATMS functions specific to those stakeholders; and o Support the planning, design, and integration work for ATMS enhancements.

• Configuration and Optimization:

o Integrate ATMS into operational workflows;

o Support the migration of existing SOPs under existing ATMS to SOPs under ATMS;

o Provide on-going troubleshooting and configuration updates;

o Program and configure Decision Support Systems to improve ATMS effectiveness;

o Identify additional reporting needs; improve ATMS business data reporting; and o Continuous update of ATMS documentation and TMC Wiki page to reflect changes to system.

2.1.5 Support and Maintenance

o Provide on-site response to system malfunctions, basic inquiries, and liaison between higher-level support and ODOT inquiries;

o ATMS issue tracking and response coordination between Vendor and ODOT;

o Participation and coordination with Ohio IT regarding system patching, backup, and maintenance; and o Support, Maintenance, and Testing of ATMS COOP environment.

This person provides a key point of coordination with Vendor, in partnership with

Vendor’s Project Manager.

2.1.6 Applicable Proposal Sections

2.1.6.1 Section 1.7.10 Post-Implementation Support

2.2 Support Services

2.2.1 Description

The following Support Services are included in the scope of Maintenance and Support Task:

o Participate in Biweekly Project Status Meetings – discuss the previous month’s maintenance and support, issues raised and address and any ongoing issues.

Review of the online tool JIRA will also be undertaken during such meetings.

o Planning meetings – scheduled meetings for system enhancements or upgrades.

o Telephone and online support – customer service for inquiries and system issues.

o On-site support – over-the-shoulder ATMS support, refresher training, maintenance.

o Software patches or enhancements – software update procedures.

o Issue tracking – use of third-party software called JIRA to manage system issues.

o Online Reports to ODOT – frequency of the report and information contained in each.

The biweekly meetings will be scheduled by the Project Manager to coincide with other meetings, and there will be a designated section of the meeting to discuss Maintenance and

Support items.

The maintenance tasks will be documented in the Post-Implementation Support Plan. When completed, the Plan will be placed under configuration management and updated as needed and reviewed with any delivery of new ATMS functionality or changes in operating environment.

2.2.2 Applicable Proposal Sections

Section 1.7.10 Post-Implementation Support

2.2.3 Deliverables

2.2.3.1 Services as defined above.

2.3 Preventative Maintenance Service

2.3.1 Description

The ODOT Division of Information Technology (DoIT) Ohio Office of Information

Technology (OIT) are key partners on the ATMS team. As a part of the scope of the M & S

Task phase, Vendor will coordinate with DoIT and OIT to schedule Preventive Maintenance service. In general, it is preferred that regular monthly updates will be administered by DoIT and OIT to the staging environment at least two weeks prior to training and production environments. Updates and other maintenance activities will be scheduled as needed, with a summary of the service to be performed to be provided to Vendor before a maintenance window is scheduled. The Preventative Maintenance Services will cover both hardware and software provided by DoIT OIT in support of the ATMS contract.

Coordination between Vendor, DoIT, and OIT will be critical to the maintenance and stability of the ATMS solution. Coordination meetings will be scheduled to review the needs and expectations of all team members and to clearly document roles and responsibilities. This will establish a common understanding of how coordination will take place, helping to create a positive efficient working relationship.

Regular ATMS software releases / updates are planned to be provided on a quarterly basis. A release date will be planned approximately one month prior, and Vendor will coordinate with

DoIT and OIT to schedule a maintenance window for the update. After any release, a change log will be provided documenting changes to the system, and any issues encountered as part of the update will be documented.

The maintenance tasks will be documented in the Post-Implementation Support Plan. When completed, the Plan will be placed under configuration management and updated as needed and reviewed with any delivery of new ATMS functionality or changes in operating environment.

2.3.2 Applicable Proposal Sections

Section 1.7.10 Post-Implementation Support

2.3.3 Deliverables

2.3.3.1 Services as described in section 2.4.1, above.

2.3.3.2 Monthly online ATMS Service Report.

2.4 Customer Service Support Service

2.4.1 Description

There will be two methods of customer service support provided to ODOT:

a. Online support through the online tool “JIRA” and (2) On-call Service through our

24/7 support number(s).

b. The Post-Implementation Support Plan will detail the process of the customer service support that will be provided by Vendor. The process will include:

• Notification – how to request service.

• Acknowledgement – confirmation receipt.

• Action – response taken based on the priority level of service reported

• Contact points.

An online report will be provided at the end of each support request including the work completed, and any issues or remedial actions taken as part of the support process.

2.4.2 Applicable Proposal Sections

Section 1.7.10 Post-Implementation Support

2.4.3 Deliverables

2.4.3.1 Services as described in section 2.5.1, above.

2.4.3.2 Monthly online ATMS Service Report.

2.5 Discretionary ATMS Enhancements

This Maintenance and Support Task includes a Budget Line Item to support Discretionary

ATMS Enhancements. Discretionary ATMS Enhancements are those enhancements which

Ohio DOT desires that are outside the scope of other funded assignments within the overall

ATMS project.

All work and materials provided as a part of a Discretionary ATMS Enhancement shall be accomplished in accordance with a properly executed Enhancement Request. Each

Enhancement Request will include background information explaining the purpose of the enhancement; an enhancement scope of work; a work plan identifying enhancement deliverables; risks and dependencies; scheduled release; budget with payment schedule; and an authorizations page. All properly executed Enhancement Requests are included by reference as a part of this agreement.

An example enhancement request is included in the SLA agreement.

a. Amendments to Contract Documents

The executed Ohio ATMS Contract is a binding agreement between the Agency and the

Contractor. There are many elements of scope, budget, and schedule defined in the Contract.

If the Agency and the Contractor agree to work that is inconsistent with existing contract documents, particularly ODOT’s ATMS RFP and Vendor’s Proposal, a list of any amendments with justification to project scope, schedule, and budget will be provided here.

The work of any task may not extend beyond the overall scope defined in the project Contract.

It is possible that needs may change, an improved approach to satisfy technical requirements may be identified, or the intended schedule should be updated. Any such amendments may only be made by mutual consent between the Agency and the Contractor.

b. Amendments

i. The budget is increased from the Cost Proposal to include ATMS enhancements as mutually agreed to in writing by the Agency and the Contractor.

3.0 Risks and External Dependencies

3.1 Risks

Vendor does not foresee any risks for the Maintenance and Support Task. However, we will maintain a risk log as part of our monthly progress meetings.

3.2 Dependencies

External dependencies for the Maintenance and Support task include:

• ATMS Deployment and Related Activities: The Maintenance and Support Task will commence upon the first delivery and acceptance of the ATMS by Ohio DOT.

Any change in scope or schedule of these activities may have an impact on the scope, schedule, or budget of the M & S Task.

• ATMS enhancements: Significant additions to ATMS capabilities are likely to require additional maintenance and support. ODOT and Vendor will agree to an annual maintenance fee prior to Vendor undertaking development of new capabilities or the release of new capabilities that have been developed elsewhere. An annual M

& S fee of 10% of the cost of software development is typical, and generally covers the costs Vendor incurs in maintaining SLAs for significant additional ATMS capabilities, but the actual additional maintenance cost can vary from 0% to 20%, depending on the specific nature of the additional capabilities to be included in the following year’s maintenance and support quotation.

• Ohio DOT Coordination: Close coordination with ODOT will be needed to plan for any downtime required in conducting maintenance activities.

• Ohio Office of Information Technology Coordination: Close coordination with

ODOT will be needed to plan for any downtime required in conducting maintenance activities.

4.0 Schedule

The Maintenance and Support Task commenced upon ATMS System Acceptance. For the purposes of establishing a budget, October 1, 2020, is the assumed M & S Task start date.

This Fifth amendment includes a new M & S task commencing on July 1, 2025.

This M & S Task will conclude at the end of the fiscal biennium, June 30, 2027. The on-site support staff and Enhancements phase of the post-implementation support commenced no sooner than the inSIGHT ATMS goes live and became the ODOT ATMS of record. No work by the on-site staff may begin until the purchase order has been received by vendor.

5.0 Budget

To achieve the long-term goals of the ATMS life cycle, the Parties supplement the Post-

Implementation support budget to accommodate the on-site support staff and an enhancements budget by meeting the requirements of the deliverables as set forth above. The Product enhancements budget is not to exceed the stated limits below and is dependent upon annual

ODOT enhancement needs and budget availability. The Vendor shall invoice ODOT the monthly proration for the on-site support staff for the previous month. The Vendor shall invoice

ODOT per the deliverables acceptance as agreed to in the individual enhancement requests.

Operations and Maintenance Cost: $310,000.00 for Fiscal Year 26 and $320,000 for Fiscal

Year 27 Maximum Budget

Amended Post-Implementation budget task Fiscal Year 26 and 27

Maximum Budget

On-site Support Staff $24,500 per month

Discretionary ATMS Enhancements (as mutually agreed to by

ODOT and Vendor)

Up to $500,000.00 per FY

6.0 Termination of Contract

Either Party may terminate the additional Scope and budget items of this amendment, with or without cause, by providing a thirty (30) day written notice to the other Party. Any termination of this agreement in all or part has no effect on the executed RFP 525-20 contract.