Attachment_J_-_SMART_Grant_Stage_2_Agreement.pdf

1. Award No. 2. Modification No. 3. Effective Date 4. CFDA No.

69A3552541039 05/15/2025 20.941

ASSISTANCE AGREEMENT

350 S 5TH ST STE 325M

7. Period of Performance

05/15/2025 through

05/14/2028

6. Sponsoring Office

OFFICE OF THE SECRETARY

Off of Asst Sec for Research & Tech

1200 New Jersey Avenue, East Building, 3rd Fl

Washington DC 20590

MINNEAPOLIS MN 554151315

Attn: MATTHEW BOWER

CITY OF MINNEAPOLIS

5. Awarded To

Other

Cooperative Agreement

Grant

IIJA Section 25005

Pub. L. 117-58, November 15, 2021 OS2025R1SMG048

10. Purchase Request or Funding Document No.9. Authority8. Type of Agreement

X

11. Remittance Address 12. Total Amount 13. Funds Obligated

CITY OF MINNEAPOLIS

Attn: CITY OF MINNEAPOLIS

MINNEAPOLIS MN 554151316

Govt. Share: $14,849,730.00

Cost Share : $0.00

Total : $14,849,730.00

This action:

$14,849,730.00

Total :

$14,849,730.00

350 SOUTH 5TH STREET ROOM 323 M

THY H. NGUYEN

Washington DC 20590 1200 New Jersey Avenue, East Building, 3rd Fl

Off of Asst Sec for Research & Tech

OFFICE OF THE SECRETARY

Phone: 202-875-0520

14. Principal Investigator 15. Program Manager 16. Administrator attachment

Requirements Checklist

See ReportingOST Delphi eInvoicing System https://einvoice.esc.govhttps://einvoice.esc.gov

OST Delphi eInvoicing System

19. Submit Reports To18. Paying Office17. Submit Payment Requests To

20. Accounting and Appropriation Data

1734X2400B.2025.POLX000GRT.54000SMART.41000.61006600.0000000000.0000000000.0000000000.0000000000

21. Research Title and/or Description of Project

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

For the Recipient For the United States of America

22. Signature of Person Authorized to Sign 25. Signature of Grants/Agreements Officer

23. Name and Title 24. Date Signed 26. Name of Officer 27. Date Signed

THY H. NGUYEN

DILLON FRIED

Phone: 612-673-5862

COM0010157

Approved as to form:

Assistant City Attorney

/s2/

/d2/

/s1/ /d1/

/s4/

/d4/

By ________________________________________ Its Finance Officer Enterprise Contract Administrator/ City Purchasing Agent and/or Designee

/d3//s3/

Docusign Envelope ID: E713488D-6CC6-4533-ACDC-E7F8B1615F79

09/22/2025Margaret Anderson Kelliher, COO City of Mpls

CONTINUATION SHEET

REFERENCE NO. OF DOCUMENT BEING CONTINUED

NAME OF OFFEROR OR CONTRACTOR

AMOUNTUNIT PRICEUNITQUANTITYSUPPLIES/SERVICESITEM NO.

PAGE OF

(A) (B) (C) (E) (F)

69A3552541039 2 2

CITY OF MINNEAPOLIS

(D)

UEI: ZEL3HB6H7B24

GRANT AGREEMENT UNDER THE FISCAL YEAR 2024

STRENGTHENING MOBILITY AND REVOLUTIONIZING

TRANSPORTATION (SMART) GRANTS PROGRAM

This agreement between the United States

Department of Transportation (the USDOT) and the

City of Minneapolis reflects the selection of the

Recipient to receive a Strengthening Mobility and

Revolutionizing Transportation (SMART) Stage 2

Grant for the project entitled "Smart Curbs for

Better Access: A Digital, Data-Driven Approach

Across Cities".

The Recipient therefore agrees to all applicable

Federal Financial Assistance law and regulations, and award TERMS & CONDITIONS, as provided in the following attachments:

1. DOT OST-R SMART Reporting Requirements

Checklist Version May092025

2. DOT OST-R SMART Specific T&Cs Article 1-6

Version Aug 01, 2025

3. DOT OST-R SMART General T&Cs Article 7-30

Version May 09, 2025 - Edited

4. DOT OST-R SMART Program Exhibits Version

May 09, 2025 - Edited

5. Letter to All Recipients of USDOT

Prepay Indicate: no

00005 MN City of Minneapolis

14,849,730.00

Obligated Amount: $14,849,730.00

The total amount of award: $14,849,730.00. The obligation for this award is $14,849,730.00.

JULY 2004

Award Number: 69A3552541035

REPORTING REQUIREMENTS AND DUE DATES

Version Date: May 09, 2025

1. Milestone Progress Performance Report (MPPR)

• Quarterly, no later than 30 days after the reporting period end date. (Reporting period end dates are 3/31, 6/30, 9/30, and 12/31).

• Link to complete the report:

https://forms.office.com/pages/responsepage.aspx?id=WyTNxPBElUOhqjhI0lj3i_Wilbpt wlVPiq7KQbn3D01UOVRLRjVKSzBLR1YwWjQ0MzMwUjRTN1UyUiQlQCN0PWcu

• While you might not have detailed milestones to include in your first Q-MPPR, it is recommended that you complete the report to the best of your ability. Additional details can be included in the future Q-MPPR’s.

2. Federal Financial Reports (SF-425s)

• Quarterly, no later than 30 days after the reporting period end date. (Reporting period end dates are 3/31, 6/30, 9/30, and 12/31).

• Final, no later than 120 days from award expiration date.

• Submit to:

smartreports@dot.gov

3. Request for Reimbursement

• You shall not submit request for reimbursement invoices more frequently than monthly.

• Link to submit:

https://einvoice.esc.gov/

• Additional information:

Delphi access must be requested by the person who will be submitting the Invoices.

Those new to Delphi and/or DOT, must notify your SMART Grant Manager, and provide the information in the exact format below:

PO NUMBER (your award number):

Company Name:

First and Last Name:

Email Address:

Agency: OST

If your organization has an existing Delphi account for other DOT awards, contact Delphi directly to add your new SMART award to your account. When asked, the agency is OST.

If there is the need to change the person who has access to Delphi or to add an additional user, notify your SMART Grant Manager with the above listed information.

Docusign Envelope ID: E713488D-6CC6-4533-ACDC-E7F8B1615F79 https://forms.office.com/pages/responsepage.aspx?id=WyTNxPBElUOhqjhI0lj3i_WilbptwlVPiq7KQbn3D01UOVRLRjVKSzBLR1YwWjQ0MzMwUjRTN1UyUiQlQCN0PWcu https://forms.office.com/pages/responsepage.aspx?id=WyTNxPBElUOhqjhI0lj3i_WilbptwlVPiq7KQbn3D01UOVRLRjVKSzBLR1YwWjQ0MzMwUjRTN1UyUiQlQCN0PWcu mailto:smartreports@dot.gov https://einvoice.esc.gov/

Award Number: 69A3552541035

Contact Delphi customer service at 1-866-641-3500, option 4, then option 3 if you have any issues or need additional assistance.

You must include the SF-270 for Non-construction or SF-271 for Construction with your reimbursement invoices to identify the Federal share and the recipient’s share of costs, together with supporting cost detail to clearly document all costs incurred.

If a request for reimbursement does not include or is not supported by sufficient details, the USDOT may deny the request or withhold processing the request until you provide sufficient detail.

4. Evaluation Plan

• 90 days from the Period of Performance start date.

• Submit to:

smartreports@dot.gov

• Specific guidance for this plan will be made available on the SMART website. Links will be shared when available.

• If you are unable to submit the report by the deadline, you must notify the SMART

Grant manager and request approval for an extension. You must identify the new date by which the Plan would be submitted.

5. Data Management Plan

• 90 days from the Period of Performance start date.

• Submit to the online portal @ https://dmptool.org/

• Specific guidance for this plan will be made available on the SMART website. Links will be shared when available.

• If you are unable to submit the report by the deadline, you must notify the SMART

Grant manager and request approval for an extension. You must identify the new date by which the Plan would be submitted.

6. Implementation Report

• An Implementation Report will be due annually for each year (every 12 months) of the

Period of Performance. Each one will replace the final quarterly milestone report for that year.

• The FINAL report shall be submitted no later than 120 days from the Period of performance end date.

• Submit to: smartreports@dot.gov

• Specific guidance for this plan will be made available on the SMART website. Links will be shared when available.

https://dmptool.org/

U.S. DEPARTMENT OF TRANSPORTATION GRANT AGREEMENT UNDER THE FISCAL YEAR 2024

STRENGTHENING MOBILITY AND REVOLUTIONIZING TRANSPORTATION (SMART) GRANTS

PROGRAM

SPECIFIC TERMS AND CONDITIONS ARTICLES 1-6

Version Date: Aug 01, 2025

ARTICLE 1 GENERAL TERMS AND CONDITIONS

1. In this agreement, “General Terms and Condi�ons” means the content of the document �tled “General Terms and Condi�ons Under the Fiscal Year Strengthening Mobility and Revolu�onizing Transporta�on (SMART) Grants Program,” dated May 9, 2025, which is available at htps://www.transporta�on.gov/grants/smart/smart-terms-and-condi�ons-0.

Ar�cles 7–30 are in the General Terms and Condi�ons. The General Terms and Condi�ons are part of this agreement.

2. The Recipient states that it has knowledge of the General Terms and Condi�ons.

Recipient also states that it is required to comply with all applicable Federal laws and regula�ons including, but not limited to, the Uniform Administra�ve Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR part 200); Na�onal Environmental Policy Act (NEPA) (42 U.S.C. § 4321 et seq.); and Build America, Buy America Act (IIJA, div. G §§ 70901-27).

3. The Recipient acknowledges that the General Terms and Condi�ons impose obliga�ons on the Recipient and that the Recipient’s non-compliance with the General Terms and Condi�ons may result in remedial ac�on, termina�on of the SMART Grant, disallowing costs incurred for the Project, requiring the Recipient to refund to the USDOT the SMART Grant, and repor�ng the non-compliance in the Federal-government-wide integrity and performance system.

ARTICLE 2 AWARD INFORMATION

2.1 Award Number: 69A3552541039

2.2 Award Amount: $14,849,730.00

2.3 Budget Period: 05/15/2025 - 05/14/2028

ARTICLE 3 PROJECT INFORMATION

3.1 Project Title: Smart Curbs for Better Access: A Digital, Data-Driven Approach Across Cities

3.2 Period of Performance: 05/15/2025 - 05/14/2028

https://www.transportation.gov/grants/smart/smart-terms-and-conditions-0

3.3 Statement of Work: This project leverages the Open Mobility Foundation‚ APIs, Curb Data Specification (CDS), vehicle-to-curb (V2C) camera, sensor, and other technologies in busy mixed-use corridors to enable efficient curb access and data-driven curb management while establishing a roadmap for other cities to build digital literacy.

3.4 Addi�onal informa�on: See Proposal and the FINAL Budget and Budget Jus�fica�on documents, as provided by the Recipient and are located in the Suppor�ng Docs folder in

PRISM.

ARTICLE 4 RECIPIENT INFORMATION

4.1 Recipient Unique En�ty Iden�fier: ZEL3HB6H7B24

4.2 Recipient Contact(s):

Name: Dillon Fried Title:Senior Project Manager Phone: 612-673-5862 Email: dillon.fried@minneapoilsmn.gov

4.3 Recipient Key Personnel/ Principal Inves�gator

Name: John Lundstrom Title: Project Manager Phone: 612-673-2879 Email: john.lundstrom@minneapolismn.gov

4.4 USDOT SMART Contact(s)

Name: Thy Nguyen Title: Grants Management Specialist/Agreements Officer Phone: 202-875-0520 Email: thy.nguyen@dot.gov

ARTICLE 5 US DOT ADMINISTRATIVE INFORMATION

5.1 Office for Subaward and Contract Authoriza�on.

a) USDOT Office for Subaward and Contract Authoriza�on: Office of the Assistant Secretary for Research and Technology SUBAWARDS AND CONTRACTS APPROVAL.

Note: See 2 CFR §200.331, Subrecipient and contractor determina�ons, for defini�ons of subrecipient (who is awarded a subaward) versus contractor (who is awarded a contract).

mailto:thy.nguyen@dot.gov

Recipients with a procurement system deemed approved and accepted by the Government or by the Awarding Office (AO) are exempt from the requirements of this clause. See 2 CFR 200.317 through 200.327.

b) Unless described in the applica�on and funded in the approved award, the Recipient must obtain prior writen approval from the AO for the subaward, transfer, or contrac�ng out of any work under this award above the Simplified Acquisi�on Threshold. This provision does not apply to the procurement of goods and services.

Approval of each subaward or contract is con�ngent upon the Recipient’s submital of a writen fair and reasonable price determina�on, and approval by the AO for each proposed contractor/sub-recipient. Consent to enter into subawards or contracts will be issued through writen no�fica�on from the AO or a formal amendment to the Agreement.

c) The following subawards and contracts are currently approved under the Agreement by the AO. This list does not include supplies, material, equipment, or general support services which are exempt from the pre-approval requirements of this clause.

**See FINAL Budget and FINAL Budget Justification located in PRISM

5.2 Reimbursement Requests

a) The Recipient may request reimbursement of costs incurred in the performance of this agreement if those costs do not exceed the funds available and are allowable under the applicable cost provisions of 2 CFR Part 200, Subpart E. The Recipient shall not request reimbursement more frequently than monthly.

b) The Recipient shall use the DELPHI e-Invoicing System to submit requests for reimbursement to the payment office. When reques�ng reimbursement of costs incurred or credit for cost share incurred, the Recipient shall electronically submit suppor�ng cost detail with the SF-270 (Outlay Report and Request for Reimbursement for Non-Construc�on Programs) or SF-271 (Outlay Report and Request for Reimbursement for Construc�on Programs) to clearly document all costs incurred.

c) The Recipient’s suppor�ng cost detail shall include a detailed breakout of all costs incurred, including direct labor, indirect costs, other direct costs, travel, etc., and the Recipient shall iden�fy the Federal share and the Recipient’s share of costs. If the Recipient does not provide sufficient detail in a request for reimbursement, the AO may withhold processing that request un�l the Recipient provides sufficient detail.

d) The USDOT shall not reimburse costs unless the Agreement Officer’s Representa�ve (the “AOR”) reviews and approves the costs to ensure that progress on this agreement is sufficient to substan�ate payment.

e) The USDOT may waive the requirement in sec�on 19.7(a) that the Recipient use the DELPHI e-Invoicing System. The Recipient may obtain waiver request forms on the DELPHI e-Invoicing website (htp://www.dot.gov/cfo/delphi-einvoicing-system or by contac�ng the AO. A Recipient who seeks a waiver shall explain why they are unable to use or access the Internet to register and enter payment requests and send a waiver request to:

Director of the Office of Financial Management US Department of Transporta�on, Office of Financial Management B-30, Room W93-431 1200 New Jersey Avenue SE Washington DC 20590-0001 or DOTElectronicInvoicing@dot.gov.

f) To seek reimbursement from DOT, the Recipient shall submit documentary evidence of all expenditures associated with the Grant Project (those to be covered by the local and/or state contribu�on, as well as those covered by the Federal contribu�on) on a monthly basis. All reimbursement requests to DOT shall include sufficient documenta�on to jus�fy reimbursement of the Recipient, including invoices and proof of payment of the invoice. In seeking reimbursements, grant recipients must provide invoices or other evidence of the expenditure, details about the expenditure and how it relates to the grant project, and evidence of payment.

The requirements set forth in these terms and condi�ons supersede previous financial invoicing requirements for Recipients.

ARTICLE 6 SPECIAL GRANT TERMS

6.1 SMART funds must be expended by the budget period end date as specified in Ar�cle

10.3 of the “General Terms and Condi�ons Ar�cles 7-30”.

6.2 The Recipient should demonstrate compliance with civil rights obliga�ons and nondiscrimina�on laws, including Title VI of the Civil Rights Act of 1964, the Americans with Disabili�es Act of 1990 (ADA), Sec�on 504 of the Rehabilita�on Act, and implemen�ng regula�ons, and 49 CFR Part 21, as amended thereto. This should include a current Title VI plan, completed Community Par�cipa�on Plan, and a plan to address any legacy infrastructure or facili�es that are not compliant with ADA standards. The Department’s and the applicable Opera�ng Administra�ons’ Offices of Civil Rights may work with awarded grant recipients to ensure full compliance with Federal civil rights requirements.

6.3 Pursuant to the court’s preliminary injunc�on order in King County v. Turner, 2:25-cv- 814-BJR (W.D. Wash.), ECF No. 169 (June 3, 2025), DOT will not be imposing or enforcing the challenged condi�ons,* or any materially similar terms and condi�ons, to any grant funds awarded, directly or indirectly, to DOT Plain�ffs and subrecipients, or otherwise rescinding, withholding, cancelling, not processing, pausing, freezing, impeding, blocking, cancelling, termina�ng, delaying, or condi�oning DOT funds based on such

Docusign Envelope ID: E713488D-6CC6-4533-ACDC-E7F8B1615F79 http://www.dot.gov/cfo/delphi-einvoicing-system mailto:DOTElectronicInvoicing@dot.gov condi�ons to the DOT Plain�ffs or their subrecipients while subject to an injunc�on.

Further, DOT will not require DOT Plain�ffs or their subrecipients to make any cer�fica�on or other representa�on related to compliance with such terms and condi�ons nor will DOT refuse to issue, process, or sign grant agreements based on DOT Plain�ffs’ par�cipa�on in this li�ga�on. Should DOT prevail in the District Court or on appeal, then DOT will require that recipients agree to the original terms and condi�ons if they wish to con�nue with the grant in place.

*The challenged condi�ons in King County v. Turner are:

1. “Pursuant to sec�on (3)(b)(iv)(A), Execu�ve Order 14173, Ending Illegal Discrimina�on and Restoring Merit-Based Opportunity, the Recipient agrees that its compliance in all respects with all applicable Federal an�-discrimina�on laws is material to the government’s payment decisions for purposes of [the False Claims Act, 31 U.S.C. § 3729(b)(4)]”;

2. “Pursuant to sec�on (3)(b)(iv)(B), Execu�ve Order 14173, Ending Illegal Discrimina�on and Restoring Merit-Based Opportunity, by entering into this Agreement, Recipient cer�fies that it does not operate any programs promo�ng diversity, equity, and inclusion (DEI) ini�a�ves that violate any applicable Federal an�-discrimina�on laws”;

3. “[T]he Recipient will cooperate with Federal officials in the enforcement of Federal law, including coopera�ng with and not impeding U.S. Immigra�on and Customs Enforcement (ICE) and other Federal offices and components of the Department of Homeland Security in the enforcement of Federal immigra�on law”; and

4. A requirement that the recipient comply with “execu�ve orders.”

Pursuant to the Preliminary Injunc�on issued on April 24, 2025, in City and County of San Francisco v. Donald J. Trump, 3:25-cv-01350, (N.D. Cal.) (and as clarified by Orders on May 3, 2025, May 9, 2025, and June 23, 2025), DOT will not withhold from, freeze, or condi�on federal funds to Plain�ffs including Minneapolis based on (1) the first sentence of Sec�on 17 of Execu�ve Order 14,159, (2) Sec�on 2(a)(ii) of Execu�ve Order 14,218, or

(3) the Preamble and Sec�on I of the February 5, 2025, Memorandum from the Atorney General en�tled “Sanctuary Jurisdic�ons Direc�ves.” Dkt. No. 111 (Order Gran�ng Preliminary Injunc�on) on the basis that the Ci�es and Coun�es have policies that limit

(i) the honoring of civil immigra�on detainer requests; (ii) coopera�on with administra�ve warrants for purposes of immigra�on enforcement; (iii) sharing of informa�on with federal immigra�on authori�es other than immigra�on or ci�zenship status; (iv) the use of local law enforcement to arrest or detain individuals solely for civil immigra�on viola�ons; or (v) the use of local resources to assist with civil immigra�on enforcement ac�vi�es.

6.4 DOT accepts Plain�ff’s amendments to the standard DOT grant template for this project insofar as the edits relate to the preliminary injunc�on (PI) issued in King County v.

Turner, 2:25-cv-814-BJR (W.D. Wash.), ECF No. 169 (June 3, 2025) and the Preliminary Injunc�on issued on April 24, 2025, in City and County of San Francisco v. Donald J.

Trump, 3:25-cv-01350, (N.D. Cal.) (and as clarified by Orders on May 3, 2025, May 9, 2025, and June 23, 2025). DOT’s acceptance of recipient’s “redlines” do not preclude DOT from enforcing any term in DOT’s original language that is outside the scope of the PI. If the PI is li�ed, DOT will require that recipients agree to the original terms and condi�ons if they wish to con�nue with the grant in place.

ATTACHMENT A Performance Measurement Informa�on

1. Baseline Measurement Date: Due 90 days a�er award

2. Baseline Report Date (‘Evalua�on Plan'): Due 90 days a�er award

Table 1: Performance Measure Table

Measure Category and Description Measurement Frequency

Safety and Reliability

Qualitative Project Benefits:

Qualitative description of the anticipated impacts of at-scale implementation on emergency response and the safety of systems for pedestrians, bicyclists, and the broader traveling public

End of period of performance

Resiliency

Qualitative Project Benefits:

Qualitative description of the anticipated impacts of at-scale implementation on the reliability and resiliency of the transportation system including cybersecurity.

Access

Qualitative Project Benefits:

Qualitative description of the anticipated impacts of at-scale implementation on connecting or expanding access to jobs, education, and essential services.

Partnerships

Qualitative Project Benefits: Qualitative description of the anticipated impacts of at-scale implementation on the economic competitiveness and private sector investments or partnerships including technical and financial commitments

Integration

Qualitative Project Benefits: Qualitative description of the anticipated impacts of at-scale implementation on the integration of systems and the connectivity of infrastructure, connected vehicles, pedestrians, bicyclists, and the broader traveling public

Costs

Project Costs: Quantification of the cost of the proof-of-concept or prototype carried out using the grant (Stage 1)

Costs

Project Costs: Quantification of the anticipated cost of at-scale implementation (Stage 2)

Lessons Learned and

Recommendations

Lessons Learned and Recommendations: Description of lessons learned and recommendations for future deployment strategies

ATTACHMENT B Changes From Applica�on

INSTRUCTIONS FOR COMPLETING ATTACHMENT B: Describe all material differences between the scope, schedule, and budget described in the applica�on and the scope, schedule, and budget described in Ar�cle 3. The purpose of this atachment B is to document the differences clearly and accurately in scope, schedule, and budget to establish the par�es’ knowledge and acceptance of those differences.

1. Scope:

2. Schedule:

3. Budget: See the FINAL Budget and FINAL Budget Justification in the Supporting Docs folder in PRISM

ATTACHMENT C Reserved

ATTACHMENT D Reserved

ATTACHMENT E Labor and Workforce

Efforts to Support Good-Paying Jobs and Strong Labor Standards

The Recipient states that rows marked with “X” in the following (table) are accurate:

☐ The Recipient or a project partner promotes robust job crea�on by suppor�ng good-paying jobs directly related to the project with free and fair choice to join a union. (Describe robust job crea�on and iden�fy the good-paying jobs in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner will invest in high-quality workforce training programs such as registered appren�ceship programs to recruit, train, and retain skilled workers, and implement policies such as targeted hiring preferences. (Describe the training programs in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner will partner with high-quality workforce development programs with suppor�ve services to help train, place, and retain workers in good-paying jobs or registered appren�ceships including through the use of local and economic hiring preferences, linkage agreements with workforce programs, and proac�ve plans to prevent harassment. (Describe the suppor�ve services provided to trainees and employees, preferences, and policies in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner will partner and engage with local unions or other worker-based organiza�ons in the development and lifecycle of the project, including through evidence of project labor agreements and/or community benefit agreements. (Describe the partnership or engagement with unions and/or other worker-based organiza�ons and agreements in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner will partner with communi�es or community groups to develop workforce strategies. (Describe the partnership and workforce strategies in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner has taken other ac�ons related to the Project to create good-paying jobs with the free and fair choice to join a union and incorporate strong labor standards. (Describe those ac�ons in the suppor�ng narra�ve below.)

☐ The Recipient or a project partner has not yet taken ac�ons related to the Project to create good-paying jobs with the free and fair choice to join a union and incorporate strong labor standards but, before beginning construc�on of the Project, will take relevant ac�ons described in Ar�cle 3. (In the suppor�ng narra�ve below, iden�fy the relevant ac�ons from Ar�cle 3.)

☐ The Recipient or a project partner has not taken ac�ons related to the Project to improve good-paying jobs and strong labor standards and will not take those ac�ons under this award.

Suppor�ng Narra�ve:

[Recipient- Insert supporting text on last page as described in the table above.]

ATTACHMENT F: Reserved

Award No. 69A3552541039

U.S. DEPARTMENT OF TRANSPORTATION

GENERAL TERMS AND CONDITIONS UNDER THE STRENGTHENING MOBILITY AND

REVOLUTIONIZING TRANSPORTATION (SMART) GRANT PROGRAM

GENERAL TERMS AND CONDITIONS Articles 7-30

The Infrastructure Investment and Jobs Act (IIJA) (Pub. L. 117–58, November 15, 2021) established the Strengthening Mobility and Revolutionizing Transportation (SMART) Discretionary Grant Program (IIJA Section 25005) and appropriated additional funds to the United States Department of Transportation (the “USDOT”) under Division J, Title VIII of IIJA to implement the program. The funds are available to conduct demonstration projects focused on advanced smart city or community technologies and systems in a variety of communities to improve transportation efficiency and safety. The program funds projects that are focused on using technology interventions to solve real-world challenges and build data and technology capacity and expertise in the public sector.

The USDOT published a Notice of Funding Opportunity (the “NOFO”) to solicit applications for Federal Financial assistance for the SMART program.

These general terms and conditions are incorporated by reference in a project-specific Financial Assistance agreement under the SMART Grants Program. The project specific portion of the agreement can be found in the document titled “Specific Terms and Conditions Articles 1-6”. The term “Recipient” is defined in the project-specific portion of the agreement. Attachments A through F in Article 6 of that document are project-specific attachments.

ARTICLE 7 PURPOSE

7.1 Purpose.

The purpose of this award is to is to conduct demonstration projects focused on advanced smart city or community technologies and systems in a variety of communities to improve transportation efficiency and safety. The program funds projects that are focused on using technology interventions to solve real-world challenges and build data and technology capacity and expertise in the public sector. The parties will accomplish that purpose by achieving the following objectives:

a) timely completing the Project; and

b) ensuring that this award does not substitute for non-Federal investment in the Project, except as proposed in the Grant Application, as modified by Attachment B in Article 6 of the Specific Terms and Conditions Articles 1-6.

ARTICLE 8 USDOT ROLE

8.1 Division of USDOT Responsibilities.

The Office of the Secretary of Transportation—Research and Technology (OST-R) is ultimately responsible for the USDOT’s administration of the SMART Grant Program.

8.2 USDOT Program Contacts.

U.S. Department of Transportation Office of the Assistant Secretary for Research and Technology 1200 New Jersey Avenue, SE Washington, DC 20590 SMART@dot.gov

ARTICLE 9 RECIPIENT ROLE

9.1 Statements on the Project

The Recipient states that:

a) all material statements of fact in the Grant Application were accurate when the application was submitted; and

b) Attachment B of Article 6 in the Specific Terms and Conditions Articles 1-6 documents all material changes in the information contained in that application.

9.2 Statements on Authority and Capacity

The Recipient states that:

a) it has the authority to receive Federal Financial Assistance under this agreement, and it has the legal authority to complete the Project

b) it has the capacity, including institutional, managerial, and financial capacity, to comply with its obligations under this agreement

c) not less than the difference between the “Total Eligible Project Cost” and the SMART “Award Amount” listed in Article 2 of the Specific Terms and Conditions Articles 1-6 are committed to fund the Project

d) the individual executing this agreement on behalf of the Recipient has authority to enter this agreement and make the statements in this Article 9 and in Article 24.7 on behalf of the Recipient.

9.3 USDOT Reliance

The Recipient acknowledges that:

mailto:SMART@dot.gov

a) the USDOT relied on statements of fact in the Grant Application to select the Project to receive this award

b) the USDOT relied on statements of fact in both the Grant Application and this agreement to determine that the Recipient and the Project are eligible under the terms of the NOFO

c) the USDOT relied on statements of fact in both the Grant Application and this agreement to establish the terms of this agreement; and

d) the USDOT’s selection of the Project to receive this award prevented awards under the NOFO to other eligible applicants.

9.4 Project Delivery

a) the Recipient shall complete the Project under the terms of this agreement

b) The Recipient shall ensure that the Project is financed, constructed, operated, and maintained in accordance with all applicable Federal laws, regulations, and policies

c) the Recipient shall provide any certifications or assurances deemed necessary by the USDOT in ensuring the Recipient’s compliance with all applicable laws, regulations, and policies

d) the Recipient shall provide access to records as provided at 2 CFR 200.337.

9.5 Rights and Powers Affecting the Project

a) the Recipient shall not take or permit any action that deprives it of any rights or powers necessary to the Recipient’s performance under this agreement without written approval of the USDOT

b) the Recipient shall act, in a manner acceptable to the USDOT, promptly to acquire, extinguish, or modify any outstanding rights or claims of right of others that would interfere with the Recipient’s performance under this agreement

c) the Recipient shall ensure that the funds provided by USDOT are not misappropriated or misdirected to any other account, need, project, line-item, or the like.

9.6 Notification of Changes to Key Personnel.

The Recipient shall notify all USDOT representatives who are identified in section 4 of Article 4 in the Specific Terms and Conditions Articles 1-6 in writing within 30 calendar days of any change in key personnel who are identified in section 3 of Article 4.

ARTICLE 10 AWARD AMOUNT, OBLIGATION, AND TIME PERIODS

10.1 Federal Award Amount

The USDOT hereby awards to the Recipient the amount listed in section 2 of Article 2 in the Specific Terms and Conditions Articles 1-6 as the SMART Grant amount.

10.2 Federal Obligations.

This agreement obligates funds for the Period of Performance listed in section 2 of Article 3 in the Specific Terms and Conditions Articles 1-6.

10.3 Budget Period

The Budget Period for this award begins on the date of this agreement and ends on the budget period end date as specified in section 3 of Article 2 in the Specific Terms and Conditions Articles 1-6.

In this agreement, “Budget Period” is used as defined at 2 CFR 200.1.

10.4 Period of Performance

This award begins on the “Effective date” and ends on the” End date” as specified in section 2 of Article 3 in the Specific Terms and Conditions Articles 1-6.

In this agreement, “Period of Performance” is used as defined at 2 CFR 200.1.

ARTICLE 11 STATEMENT OF WORK, SCHEDULE, AND BUDGET CHANGES

11.1 Notification Requirement

The Recipient shall notify all USDOT representatives who are identified in section 4 of Article 4 in the Specific Terms and Conditions Articles 1-6 in writing within 30 calendar days of any change in circumstances or commitments that adversely affect the Recipient’s plan to complete the Project.

In that notification, the Recipient shall describe the change and what actions the Recipient has taken or plans to take to ensure completion of the Project.

11.2 Statement of Work Changes

If the Project’s activities differ from the statement of work that is described in section 3 of Article 3 and Attachment B of Article 6 in the Specific Terms and Conditions Articles 1-6, then the Recipient shall request an amendment of this agreement.

11.3 Schedule Changes

If one or more of the following conditions are satisfied, then the Recipient shall request an amendment of this agreement:

a) a substantial completion date for the Project or a component of the Project

b) a schedule change would require the Period of Performance to continue after the period of performance end date listed in Section 2 of Article 3 in the Specific Terms and Conditions Articles 1-6.

For other schedule changes, the Recipient shall request an amendment of this agreement unless the USDOT has consented, in writing consistent with applicable requirements, to the change.

11.4 Budget Changes

a) the Recipient acknowledges that if the cost of completing the Project increases:

1. that increase does not affect the Recipient’s obligation under this agreement to complete the Project

2. the USDOT will not increase the amount of this award to address any funding shortfall

b) For budget changes, the Recipient shall request an amendment of this agreement to update section 2 of Article 2 unless the USDOT has consented, in writing consistent with applicable requirements, to the change.

c) If the actual eligible project costs are less than the “Total Eligible Project Cost” that is listed in section 2 of Article 2 in the Specific Terms and Conditions Articles 1-6, the Recipient may propose to the USDOT, in writing consistent with applicable requirements, specific additional activities that are within the scope of this award, as defined in section 1 of Article 7.

d) If the actual eligible project costs are less than the “Total Eligible Project Cost” and the Recipient does not make a proposal in accordance with the guidance in Article 11 or the USDOT does not accept the Recipient’s proposal, then:

1. in a request accordance with section 11.4(b), the Recipient shall reduce the Federal Share by the difference between the “Total Eligible Project Cost” and the actual eligible project costs; and

2. if that amendment reduces this award and the USDOT had reimbursed costs exceeding the revised award, the Recipient shall request to add additional project work that is within the scope of this project.

In this agreement, “Federal Share” means the sum of the “SMART Action Plan or Implementation Grant Amount” and the “Other Federal Funds” amounts that are listed in section 2 of Article 2 in the Specific Terms and Conditions Articles 1-6.

a) The Recipient acknowledges unexpended amounts are required to be refunded, and constitute a debt to the Federal Government that the USDOT may collect under 2 CFR

200.346 and the Federal Claims Collection Standards (31 CFR parts 900–999)

b) The Recipient shall ensure compliance with Federal regulations requiring conduct of a Federally approved audit of any expenditure of funds of $750,000 or more in a year in Federal awards.

11.5 USDOT Acceptance of Changes

The USDOT may accept or reject amendments requested under this Article 11, and in doing so may elect to consider only the interests of the SMART grant program and the USDOT. The Recipient acknowledges that requesting an amendment under this Article 11 does not amend, modify, or supplement this agreement unless the USDOT accepts that amendment request and the parties modify this agreement per guidance provided in Article 21, Agreement Modifications.

ARTICLE 12 GENERAL REPORTING TERMS

12.1 Report Submission

The Recipient shall send all reports required by this agreement in accordance with the instructions provided in the SMART Reporting Requirements Checklist.

12.2 Paperwork Reduction Act Notice

Under 5 CFR 1320.6, the Recipient is not required to respond to a collection of information that does not display a currently valid control number issued by the Office of Management and Budget (the “OMB”). Collections of information conducted under this agreement are approved under OMB Control No. 2105-0520.

ARTICLE 13 PROGRESS AND FINANCIAL REPORTING

13.1 Quarterly Program Performance Reports

The recipient shall submit to USDOT Quarterly Project Progress Reports in the format and with the content described in Exhibit C of the Program Exhibits attachment.

Due dates for reporting periods are 3/31, 6/30, 9/30, or 12/31, regardless of budget period start dates. Recipients shall submit quarterly reports are no later than 30 days after the end of the reporting period. Annual reports are due no later than 90 days after the end of the reporting period.

13.2 Quarterly Financial Status

Recipient shall submit a Federal Financial Report using SF- 425 in accordance with specified due dates.

ARTICLE 14 PERFORMANCE REPORTING

14.1 Evaluation and Data Management Plans

The Recipient shall submit to the USDOT, no later than 90 days after receiving the award, a report that provides an overview of how the project will be evaluated (‘Evaluation Plan’) and a report that describes how the data collected will be managed and stored (‘Data management Plan’) including:

a) an overview of how the proof-of-concept or prototype will be evaluated and how the data collected will be managed and stored

b) a description of the anticipated impact areas (i.e. goals) of the project if implemented at scale and the methods that will be used to estimate the anticipated benefits and costs associated with implementation

c) robust performance metrics and measurable targets based on the project goals to inform whether the proof-of-concept or prototype meets expectations and whether full implementation would meet program goals, and

d) the baseline data for each performance measure that is identified in the Performance Measure Table in Attachment A of Article 6, accurate as of the Baseline Measurement Date that is identified in Attachment A and a detailed description of the data sources, assumptions, variability, and estimated levels of precision for each performance measure that is identified in the Performance Measure Table in Attachment A.

Guidance on the preparation and submission of each of these reports is available on the SMART Grants website under ‘Resources for all Grantees’.

14.2 Implementation Report

The Recipient shall submit to the USDOT, not later than 1 year after receiving the grant award, a report that describes, consistent with section 25005(f) of IIJA:

a) the deployment and operational costs of the project, as compared to the benefits and savings from the project

b) the means by which the project has met the original expectation, as projected in the SMART grant application, including data describing the means by which the project met the specific goals for the project

c) lessons learned and recommendations for future deployment strategies to optimize transportation efficiency and multimodal system performance

d) a description of the requirements for a successful at-scale deployment, an assessment of the feasibility of at-scale implementation, and an analysis of the success, challenges, and validity of the initial approach

e) the performance measurement data for each performance measure that is identified in the Performance Measure Table in Attachment A of Article 6 in the Specific Terms and Conditions Articles 1-6.

**Implementation Report. A final version of this report is due at the end of the Period of Performance.

14.3 Performance Reporting Survival

The data collection and reporting requirements in this Article 14 survive three years post period of performance.

14.4 Program Evaluation

As a condition of grant award, the recipient may be required to participate in an evaluation undertaken by USDOT, or another agency or partner. The evaluation may take different forms such as an implementation assessment across Grant recipients, an impact and/or outcomes analysis of all or selected sites within or across grant recipients, or a benefit/cost analysis or assessment of return on investment. The Department may require applicants to collect data elements to aid the evaluation. As a part of the evaluation, as a condition of award, grant recipients must agree to: (1) make records available to the evaluation contractor or USDOT staff;

(2) provide access to program records, and any other relevant documents to calculate costs and benefits; (3) in the case of an impact analysis, facilitate the access to relevant information as requested; and (4) follow evaluation procedures as specified by the evaluation contractor or USDOT staff.

ARTICLE 15 NONCOMPLIANCE AND REMEDIES

15.1 Noncompliance Determinations

a) If the USDOT determines that the Recipient may have failed to comply with the United States Constitution, Federal law, or any of the Terms and Conditions of this agreement, the USDOT may notify the Recipient of a proposed determination of noncompliance. For the notice to be effective, it must be written and the USDOT must include an explanation of the nature of the noncompliance, describe a remedy, state whether that remedy is proposed or effective at an already determined date, and describe the process through and form in which the Recipient may respond to the notice.

b) If the USDOT notifies the Recipient of a proposed determination of noncompliance, the Recipient may, no later than 7 calendar days after the notice, respond to that notice in the form and through the process described in that notice. In its response, the Recipient may:

1. accept the remedy

2. acknowledge the noncompliance, but propose an alternative remedy; or

3. dispute the noncompliance.

**To dispute the noncompliance, the Recipient must include in its response documentation or other information supporting the Recipient’s compliance.

c) The USDOT may make a final determination of noncompliance only:

1. after considering the Recipient’s response in accordance 15.1(b);

2. if the Recipient fails to respond under in accordance with 15.1(b), after the time for that response has passed.

d) To make a final determination of noncompliance, the USDOT must provide a notice to the Recipient that states the bases for that determination.

15.2 Remedies.

a) If the USDOT makes a final determination of noncompliance under in accordance with 15.1(d), the USDOT may impose a remedy, including:

1. additional conditions on the award

2. any remedy permitted under 2 CFR 200.339–200.340, including withholding of payments, disallowance of previously reimbursed costs, requiring refunds from the Recipient to USDOT; suspension or termination of the award; or suspension and disbarment under 2 CFR part 180

3. requiring refunds from the Recipient to USDOT; suspension or termination of the award; or suspension and disbarment under 2 CFR part 180; or

4. any other remedy legally available.

b) To impose a remedy, the USDOT must provide a written notice to the Recipient that describes the remedy, but the USDOT may make the remedy effective before the Recipient receives that notice.

c) If the USDOT determines that it is in the public interest, the USDOT may impose a remedy, including all remedies described in section 15.2(a), before making a final determination of noncompliance under section 15.1(d). If it does so, then the notice provided under section 15.1(d) must also state whether the remedy imposed will continue, be rescinded, or modified.

d) In imposing a remedy or making a public interest determination under section 15.2, USDOT may elect to consider the interests of only the USDOT

e) The Recipient acknowledges that amounts that the USDOT requires the Recipient to refund to the USDOT due to a remedy under section 15.2 constitute a debt to the Federal Government that the USDOT may collect under 2 CFR 200.346 and the Standards for Administrative Collection of Claims Federal Claims Collection Standards (31 CFR Part 901).

15.3 Other Oversight Entities

Nothing in this Article 15 limits any party’s authority to report activity under this agreement to the United States Department of Transportation Inspector General or other appropriate oversight entities.

ARTICLE 16 AGREEMENT TERMINATION

16.1 USDOT Termination

a) The USDOT may terminate this agreement and all of its obligations under this agreement if any of the following occurs:

1. Recipient fails to meet any milestone by six months

2. the Recipient fails to comply with the Terms and Conditions of this agreement, including a material failure to comply, even if it is beyond the reasonable control of the Recipient; or

3. the USDOT determines that termination of this agreement is in the public interest.

4. the Recipient fails to expend the funds within 2 years after the date on which the government executes the grant agreement, which is the date funds are provided for the project.

b) In terminating this agreement under this section, the USDOT may elect to consider only the interests of the USDOT.

c) This section 16.1 does not limit the USDOT’s ability to terminate this agreement as a remedy under section 15.2.

d) The Recipient may request that the USDOT terminate the agreement.

16.2 Closeout Termination

a) This agreement terminates on Project Closeout.

b) In this agreement, “Project Closeout” means the date that the USDOT notifies the Recipient that the award is closed out. Under 2 CFR 200.344, Project Closeout should occur no later than one year after the end of the Period of Performance.

16.3 Post-Termination Adjustments

The Recipient acknowledges that under 2 CFR 200.345–200.346, termination of the agreement does not extinguish the USDOT’s authority to disallow costs, including costs that USDOT reimbursed before termination, and recover funds from the Recipient.

16.4 Non-Terminating Events

e) The end of the Period of Performance does not terminate this agreement or the Recipient’s obligations under this agreement.

f) The liquidation of funds as specified in section 1 of Article 20 does not terminate this agreement or the Recipient’s obligations under this agreement.

16.5 Other Remedies.

The termination authority under this Article 16 supplements and does not limit the USDOT’s remedial authority under Article 15 or 2 CFR Part 200, including 2 CFR 200.339–200.340.

ARTICLE 17 MONITORING, FINANCIAL MANAGEMENT, CONTROLS, AND RECORDS

17.1 Recipient Monitoring and Record Retention

a) The Recipient shall monitor activities under this award, including activities under subawards and contracts, to ensure:

1. that those activities comply with this agreement

2. that funds provided under this award are not expended on costs that are not allowable under this award or not allocable to this award.

b) If the Recipient makes a subaward under this award, the Recipient shall monitor the activities of the subrecipient in compliance with 2 CFR 200.332(e).

c) The Recipient shall retain records relevant to the award as required under 2 CFR 200.334.

17.2 Financial Records and Audits

a) the Recipient shall keep all project accounts and records that fully disclose the amount and disposition by the Recipient of the award funds, the total cost of the Project, and the amount or nature of that portion of the cost of the Project supplied by other sources, and any other financial records related to the project.

b) the Recipient shall keep accounts and records described in section 17.2(a) in accordance with a financial management system that meets the requirements of 2 CFR 200.301– 200.307, 2 CFR Part 200 subpart F, will facilitate an effective audit in accordance with 31 U.S.C. 7501– 7506

c) the Recipient shall separately identify expenditures under the SMART program, a grants program in financial records required for audits under 31 U.S.C. 7501–7506. Specifically, the Recipient shall:

1. list expenditures under that program separately on the schedule of expenditures of Federal awards required under 2 CFR Part 200, subpart F, including “DOT SMART” in the program name; and

2. list expenditures under that program on a separate row under Part II, Item 1 (“Federal Awards Expended During Fiscal Period”) of Form SF-SAC, including “DOT SMART” in column c (“Additional Award Identification”).

17.3 Internal Controls.

The Recipient shall establish and maintain internal controls as required under 2 CFR 200.303.

17.4 USDOT Record Access

The USDOT may access Recipient records related to this award under 2 CFR 200.337.

ARTICLE 18 CONTRACTING AND SUBAWARDS

For domestic sourcing compliance purposes and to ensure proper procurement, recipients shall coordinate with the SMART Program office to identify if their project is considered an Infrastructure project. If USDOT determines that a project is a "project for infrastructure," the recipient will comply with Build America Buy America requirements. If USDOT determines that a project is not a "project for infrastructure," the recipient will comply with Buy American Act requirements. The Recipient may participate in planning activities before project identification, as long as it does not include the purchasing of physical materials or a commitment to do so.

18.1 Build America, Buy America.

This award term implements § 70914(a) of the Build America, Buy America Act, Pub. L. No. 117-58, div. G, tit. IX, subtitle A, 135 Stat. 429, 1294 (2021). and Office of Management and Budget (OMB) Memorandum M-24-02, “Implementation Guidance on Application of Buy America Preference in Federal Financial Assistance Programs for Infrastructure.”

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