3-RFQ V4 Owners Add Prov.pdf

Agency for Community Transit ACT Media Buying Services No. 26-2-13304

Owner’s Additional Provisions Page 1 of 2

VOLUME 4 OWNER’S ADDITIONAL PROVISIONS

OAP 1 Financial Assistance This contract is subject to an operating assistance grant between the MCT and the Illinois Department of Transportation (IDOT). The Contractor agrees not to perform any act, fail to perform any act, or refuse to comply with any Owner requests that would cause the MCT or the Owner to be in violation of IDOT terms and conditions.

OAP 2 Notices Any notice required under this contract shall be in writing, dated and signed by the party giving such notice or by a duly authorized representative of such party. Notices shall not be effective unless transmitted by any method that provides confirmation of transmission and delivery.

OAP 3 Entire Contract This contract constitutes the complete and entire agreement between the Owner and Contractor and supersedes any prior representations, understandings, communications, commitments, agreements or proposals, oral or written, that are not incorporated as a part of the contract.

OAP 4 Conflicts and Inconsistencies All inconsistencies and ambiguities among the documents which constitute this Contract shall be resolved by giving effect to the relevant position in the document which first appears in the following list: (1) Solicitation, Offer and Award Form; (2) Federal and State grant financial assistance provisions (if required by the contract); (3) Change orders issued after contract issuance; (4) the Owner’s Additional Provisions; (5) the Owner’s General Terms and Conditions; (6) Scope of Work; (7) Instructions to Bidders; (8) Bidder’s bid submittal documents.

OAP 5 Compensation and Payment Terms Compensation. The total obligation of the Owner to the Contractor under this Contract shall not exceed Ninety Thousand Dollars ($90,000). The Contractor shall not incur costs or perform services in excess of this amount except at its own risk. Any costs incurred or services performed beyond the not-to-exceed amount shall not be reimbursed unless authorized in writing by the Owner.

Compensation for the required services shall be based on approved hourly labor rates. Separate media commissions, markups, management fees, and other vendor service charges are not permitted. Media placements costs and any separately authorized production costs are billed at actual cost.

Invoicing. By the 10th of the following month, the Contractor shall provide a comprehensive and detailed monthly invoice for the prior month’s completed services. The invoice shall include the name of each completed deliverable, along with an itemized listing of the actual hours worked by the Contractor’s staff in the performance of that deliverable. The invoiced labor amount shall be calculated by multiplying the actual hours worked by the hourly rate submitted on the Bid Price Form.

Direct costs and expense paid or incurred by the Contractor, with prior Owner’s written approval, which are directly related to the performance of services under this Contract:

a) Direct costs of all subcontractors retained by the Contractor (excluding any mark-up by or profit to the contract for services rendered by, or goods purchased from, subcontractors).

b) Mileage expenses, subject to IRS rules and limitations;

c) Other direct costs and expenses, which are reasonable, necessary and allowable for the proper performance of the work.

Invoice amounts are subject to the review and approval of the Owner before payment can occur. Invoices should be e-mailed to accountspayable@mct.org or mailed to:

Agency for Community Transit Attn: Accounts Payable 1 Transit Way Pontoon Beach, IL 62040 mailto:accountspayable@mct.org

Agency for Community Transit ACT Media Buying Services No. 26-2-13304

Owner’s Additional Provisions Page 2 of 2

Payment. Payment of the above compensation shall be made within 30 days of Contractor’s invoice for products and services authorized, accepted and approved by the Owner.

OAP 6 Contractors Personnel All of the services required in this Contract shall be performed by the Contractor or under its supervision and all personnel engaged in the work shall be fully qualified and authorized under federal, state, and local law to perform such services. Any change in the key personnel, as described the in the Contractor’s bid submittal, shall be subject to the written approval of the Owner; such approval shall not be unreasonably withheld. The Owner reserves the right to require the Contractor to remove any personnel and or subcontractors for failure to provide service satisfactory to the Owner.

OAP 7 Subcontractors Contractor shall identify any subcontractors proposed to perform services under this contract. For each subcontractor, provide the firm name, proposed scope of work, and estimated percentage of total effort or fees.

Contractor shall describe how subcontracted services will be managed and coordinated and shall confirm that the prime contractor will remain fully responsible for the performance of all subcontracted services. No subcontractors may be utilized without the prior written approval of the Owner, and any substitution of subcontractors during the contract term shall require Owner approval.

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