Addendum No 1 for contract RR-20-4342.pdf

Illinois State Toll Highway Authority Contract No. RR-20-4342 Addendum 1 Page 1 of 2 2/23/2021

ADDENDUM NO. 1

TO

CONTRACT REQUIREMENTS

FOR CONTRACT RR-20-4342

ILLINOIS STATE TOLL HIGHWAY AUTHORITY

Date: 2/23/2021

For which proposals will be received by the Illinois State Toll Highway Authority through electronic bidding via BidBuy until 10:30:00 A.M. local time, March 2, 2021.

NOTICE OF REVISION TO CONTRACT

NOTES:

1. The following revised pages to the Volume 1 Contract Requirements are included with this

Addendum and must be inserted into the Contract Proposal by the Bidder: New Notice – Small Business Initiative pages NN-1R and NN-2R

2. The following revised pages to the Volume 1 Contract Requirements are included with this Addendum and must be inserted into the Contract Proposal by the Bidder: Small Business Initiative program special provision pages 1R through 15R and 16 through 20.

3. The Pre-bid Meeting Minutes are attached to this Addendum.

4. The Pre-Bid Meeting Sign-In sheet is attached to this Addendum.

Addendum 1 Page 2 of 2 2/23/2021

CHANGES TO THE CONTRACT REQUIREMENTS

CHANGES TO THE ADVERTISEMENT FOR SEALED BID

Change #1 Contract Requirements, Volume I, Part I: Instructions, replace New Notice – Small Business Initiative pages NN-1R thru NN-2R (attached). This replacement contains the following revisions:

1.1. Update “Small Business Initiative Program” with “Small Business Initiative” throughout

1.2. Updated requirements for registration at time of bid

1.3. Updated Small Business Tier descriptions

Change #2 Contract Requirements, Volume I, Part I: Instructions, replace Small Business Initiative Program Special Provision pages 1 thru 15 as revised and 16 through 20 as new (attached). This special provision has been revised in its entirety. The Bidder is encouraged to read the Special Provision and become familiar with the revised Small Business Initiative rules and eligibility criteria. This replacement contains the following revisions:

2.1. Update “Small Business Initiative Program” with “Small Business Initiative” throughout

2.2. In Section 2. Definitions, add definition for Small Business Exception

2.3. In Section 2. Definitions, revised definition for Small Business Initiative

2.4. In Section 5.1. Small Business Initiative Rules and Eligibility Criteria, revised participation criteria

2.5. In Section 6. Tiers of Small Business Initiative Contracts, updated self-performance requirements and subcontractor requirements

2.6. Insert new Section 8.6 Small Business Exception Procedures

2.7. In Section 8.7 Good Faith Efforts Procedures:

2.7.1. Update “bidder” to specify “prime contractor” throughout

2.7.2. Update previous section 8.6.11 with new section 8.7.12 to clarify requirements for administrative reconsideration of an adverse pre-final determination

END OF ADDENDUM CHANGES

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NOTICE

Small Business Initiative (SBI)

This contract is subject to the Small Business Initiative and the Small Business Set-Aside Program (SBSP). Small Business Initiative as defined by the Special Provision and SBSP as defined under Section 45-45 of the Illinois Procurement Code (30 ILCS 500/45-45).

Only those bidders registered in the Illinois Procurement Gateway (IPG) who qualify as a small business under the Provision/Code may bid on this contract. For purposes of this contract, a small business is defined as a business that is independently owned and operated, is not dominant in its field of operation, and meets the required size status and sales limitations.

A business is considered "not dominant in its field of operation" if it does not exercise a controlling or major influence in a kind of activity in which a number of business concerns are primarily engaged. When computing the size status of a Bidder, annual sales and receipts of the Bidder and all of its affiliates shall be included, subject to the following limitations:

(1) No wholesale business is a small business if its annual sales for its most recently completed fiscal year exceed

$13,000,000.

(2) No retail business or business selling services is a small business if its annual sales and receipts exceed $8,000,000.

(3) No manufacturing business is a small business if its annual sales for its most recently completed fiscal year exceed $13,000,000 (wholesale) or employs more than 250 persons.

(4) No construction business is a small business if its annual sales and receipts exceed $14,000,000.

***Attention Small Business Initiative Vendors*** Note: A Bidder must be registered as a small business in the Illinois Procurement Gateway (IPG) at the time bids are due in order for their bid to be evaluated. For complete requirements and to register a Bidder’s business visit (http://www.ipg.vendorreg.com) to register in the IPG.

Failure of the Bidder to submit evidence of registration in the Illinois Procurement Gateway (IPG) as a small business at the time of bid shall cause the bid to be deemed as non-responsive.

Please register in the Illinois Procurement Gateway (IPG) at (https://ipg.vendorreg.com).

* Click on vendor registration (right side of page)

* Click on “create vendor account” or log in if you already have an account.

* Once account is created, log into the Illinois Procurement Gateway.

* Next, click on Start/Renew Vendor Registration in upper right-hand corner.

* Under Available Vendor Registrations (left side), click on State of Illinois Vendor Registration.

* Complete all fields and submit for review/qualification.

Assistance with the Illinois Procurement Gateway may be obtained by emailing eec.ipg@illinois.gov or calling 217.782.1270.

Questions?

If you have questions, please contact Andrew Shackelford, Small Business Specialist at EEC.SmallBusiness@Illinois.gov

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Small Business Initiative Tiers (SBI)

Contracts within the Small Business Initiative shall be advertised on the Tollway’s bidding schedule in three Tiers as listed below.

Small Business Tier 1 Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to perform, with its own organization, work items up to 40 percent of the total Contract Award amount of Tier 1 contracts. Specific requirements are included in Illinois Tollway Supplemental Specification 108.01 as amended by Special Provision Section 124.

Small Business Tier 2 Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to perform, with its own organization, work items up to 40 percent of the total Contract Award amount of Tier 2 contracts. Specific requirements are included in Illinois Tollway Supplemental Specification 108.01 as amended

Small Business Tier 3 Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to perform, with its own organization, work items up to 40 percent of the total Contract Award amount of Tier 3 contracts. Specific requirements are included in Illinois Tollway Supplemental Specification 108.01 as amended

Joint Ventures are allowed under the Tollway’s Small Business Initiative Tier.

A business must also be registered in the Tollway’s SBI within 5 days of notification of apparent low bidder status.

Please register in the Illinois Tollway System

Once you have registered with the IPG, please register with the Illinois Tollway at www.illinoistollway.com.

Click on Doing Business (left side of page)

Click on Diversity (left side of page) Click on Small Business Initiative (under Diversity Overview, left side of page) Under How to Get Involved, click the link for the SBI application Complete application Email application to SBI@getipass.com

Assistance with the Tollway’s Small Business Initiative Registration may be obtained by emailing: SBI@getipass.com Proof of Registration with the Tollway’s Small Business Initiative is required.

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SPECIAL PROVISION FOR

SMALL BUSINESS INITIATIVE

1. POLICY STATEMENT

It is the policy of The Illinois State Toll Highway Authority (“ISTHA” or “Tollway”) that qualified Illinois Small Businesses (“SBs”), as defined herein, have maximum feasible opportunities to participate fully in the performance of contracts funded and administered by the Tollway. The Tollway seeks to (i) ensure non-discrimination in the award and administration of its contracts and associated subcontracts, (ii) ensure it is not a passive participant in a discriminatory marketplace,

(iii) create a level playing field on which Illinois based SBs can compete fairly for its contracts,(iv) ensure that any and all firms permitted to participate as Small Businesses meet the eligibility standards of the Small Business Initiative applicable to prime or subcontractors, and (v) help remove barriers to the participation of SBs in Tollway contracts and associated subcontracts.

Consistent with this policy, it is the responsibility of all contractors for general contracting work, and a specific condition of all Tollway contracts to which they are parties, to ensure full and fair opportunities for SBs to compete in contracts funded and administered by the Tollway and to fully comply with this Special Provision.

2. DEFINITIONS

For the purposes of this Special Provision, the following terms shall have the following meanings:

Affiliate: Concerns and related entities are affiliates of each other when one directly or indirectly controls or has the power to control the other, or when a third party or parties controls or has the power to control both. It does not matter whether control is exercised, so long as the power to control exists. In determining whether concerns and related entities are independently owned and operated and whether affiliation exists, the CPO will consider the totality of the circumstances and all appropriate factors, including use of common facilities, common ownership and management, identity of interest (substantially identical business or economic interests such as family members, individuals or firms with common investments, or firms that are economically dependent through contractual or other relationships) and contractual arrangements. The CPO may find affiliation even if no single factor is sufficient to constitute affiliation. A franchise relationship shall not affect the determination of affiliate status if the franchise has the right to profit commensurate with ownership and bears the risk of loss or failure.

Bid Bond means a written guaranty, issued by an insurance company or a bank, guaranteeing the bidder will honor the terms of the bid. Bid Bond requirements shall be listed within each solicitation.

The amount of the bond is variable and at the discretion of the Tollway.

Broker means a person or entity that fills orders by purchasing or receiving supplies from a third-party supplier rather than out of its own existing inventory and provides no substantial service other than acting as a conduit between a supplier and a customer.

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Commercially Useful Function means a distinct element of contract work a contractor is responsible for executing, by actually performing, managing, and supervising the work or fulfilling responsibilities for such work as a Small Business Joint Venture or Teaming Agreement partner.

Contingency Work means anticipated work within the scope of the project that is of such an uncertain nature that the location or quantity of the work could not be identified prior to awarding the contract.

Core Work means anticipated work within the scope of the project that is of such a nature that the location and estimated quantity of the work could be identified prior to awarding the contract.

Direct Allowance Items means costs items that may include mobilization, contractor quality plan, and other items as directed on the Tollway website’s Direct Allowable Cost Document. Direct Allowance Items are allowable when requested by the Tollway and included in the contract. The costs are allowable when it is customary for the firm to bill for the cost, and it can be itemized in the firm’s billing and accounting systems.

Disadvantaged Business Enterprise (“DBE") means (i) a business currently certified by the Illinois Unified Certification Program (“ILUCP”) pursuant to 49 C.F.R. Part 26, (ii) a business currently certified by the City of Chicago, Illinois or the County of Cook, Illinois as a Minority or Women- Owned Business (“M/WBE") pursuant to its M/WBE program for construction contracts, Art. IV, § 2- 92-650, et seq., as amended, or (iii) a business currently certified by the U.S. Small Business Administration (“SBA”) pursuant to the Small Business Act as an SBA 8(a) business, owned and operated by a socially and economically disadvantaged person. A DBE is considered to have current certification if the firm is listed in the directory database of the pertinent certifying agency and confirmed to be in good standing.

Diversity Goals refers to various goal programs administered by the Tollway which may be applied to contracts within the Small Business Initiative.

Good Faith Efforts means actions a contractor undertakes to achieve a DBE/VET contract goal, which, by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the contract goal.

Manufacturer means a firm that operates or maintains a factory or establishment that produces, on the premises, the materials, supplies, articles, or equipment required under the contract and of the general character described by the specifications.

Mobilization means preparatory work and operations necessary for the movement of personnel, equipment and incidentals to the project site for the establishment of offices, buildings and other facilities necessary for work on the project and for all other work operations which must be performed, or costs incurred when beginning work on the project.

Performance Bond means a surety bond, issued by an insurance company or a bank, guaranteeing a contractor’s completion of a project to the Tollway’s satisfaction. Performance Bond requirements shall be listed within each solicitation. The amount of the bond is variable and at the discretion of the Tollway.

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Regular Dealer means a firm that owns, operates, or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. To be a Regular Dealer, the firm must be an established, regular business that engages, as its principal business and under its own name, in the purchase and sale or lease of the products in question. A firm may be a Regular Dealer in such bulk items as petroleum products, steel, cement, gravel, stone, or asphalt without owning, operating, or maintaining a place of business if the firm both owns and operates distribution equipment for the products. Any supplementing of a Regular Dealer's distribution equipment shall be by a long-term lease agreement and not on an ad hoc or contract-by-contract basis. Packagers, manufacturer representatives, or other persons who arrange or expedite transactions are not Regular Dealers.

Rolling Owner Controlled Insurance Program (“ROCIP”) means an insurance program managed and controlled by the Tollway that provides insurance coverage for specific construction projects.

Requirements regarding enrollment in the ROCIP will be listed within each solicitation and is at the discretion of the Tollway.

Small Business means an Illinois business currently registered by the State of Illinois Chief Procurement Office/General Services pursuant to the Small Business Set-Aside Program (“SBSP”). A SB is considered to have current registration if the firm is listed in the SBSP directory database at time of bid. The link to the directory is found at:

https://ipg.vendorreg.com/FrontEnd/SearchRegistry.asp?TN=ipg&XID=7553&QT=C56DF4AAA

C20AC51C2C73E4E1E4E6DD939C22C318D9F0C1F

Click the Search by Reference/Small Business Set-Aside Program Registered drop-down and mark

“YES”.

Small Business Exception (SBE) means an exception given to a small business prime contractor or a Small Business Joint Venture or Teaming Agreement, as defined in this Special Provision, on a Small Business Initiative contract that allows for subcontracting with firms who are not registered by the State of Illinois Chief Procurement Office/General Services pursuant to the Small Business Set-Aside Program (“SBSP”) or in the Tollway’s Small Business Initiative program. Eligibility for a SBE will be determined by the Department of Diversity and Strategic Development.

Small Business Joint Venture or Teaming Agreement mean an association of two or more persons, or types of SBs and persons numbering two or more, proposing to perform as a prime contractor, in which each partner contributes property, capital, efforts, skill and knowledge, is responsible for a distinct, clearly defined portion of the work of the project and has a proportional share in the capital contribution, control, management, risks, and profits of the Small Business Joint Venture or Teaming Agreement as described in a written agreement that specifies the terms and conditions of the relationships between the partners and each partners’ risks and responsibilities and identifies the lead partner, if any. The combined gross revenue for any Small Business Joint Venture or Teaming Agreements cannot exceed the State’s $14 million annual gross revenue threshold.

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Small Business Initiative (“SBI”) means a Tollway program in which an Illinois business may participate only if it is registered as a small business by the State of Illinois Chief Procurement Office/General Services and listed in the SBSP directory database or are part of a Small Business Joint Venture or Teaming Agreement, as defined in this Special Provision, at the time of bid. A business must also be registered in the Tollway’s SBI program within 5 days of notification of apparent low bidder status.

Supplier means any person or entity providing supplies, including, but not limited to, equipment, materials, printing and insurance, or that finances the purchase of supplies that can be procured regularly or are available on the commercial market.

Supplies means all personal property, including but not limited to equipment, materials, printing and insurance.

Utilization Plan means a list (which all bidders are required to submit) of all subcontractors to be utilized and, where applicable, those identified to satisfy the goals outlined below.

Disadvantaged Business Enterprise Utilization Plan (“DBE Utilization Plan”) means the list of currently certified DBEs that the Bidder commits will be utilized, including its own participation as a DBE, if applicable, in the scopes of work and the dollar values or the percentages of work to be performed pursuant to a solicitation and in conformance with this Special Provision. This utilization plan applies to Tiers 2 and 3 of the SBI.

Veteran Utilization Plan (“VET Utilization Plan") means the list of currently certified veteran-owned and/or service-disabled veteran-owned small businesses (“VOSB/SDVOSB”) that the Bidder commits will be utilized, including its own participation as a VOSB/SDVOSB, if applicable, in the scopes of work and the dollar values or the percentages of work to be performed pursuant to a solicitation and in conformance with this Special Provision. This utilization plan applies to Tiers 2 and 3 of the SBI.

Veteran Owned Small Business/Service Disabled Veteran Small Business means a business currently certified by the Illinois Department of Central Management Services as a VOSB/SDVOSB. A VBP is considered to have current certification if the firm is listed in the directory database of the pertinent certifying agency at time of bid.

3. CONTRACTOR ASSURANCE

The contractor makes the following assurance and agrees to include the assurance in each subcontract the contractor signs with a subcontractor. The contractor shall not discriminate on the basis of any protected Tier identified by law in the performance of this contract. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the Tollway deems appropriate.

4. SB LOCATOR REFERENCES

Bidders should consult the Illinois Procurement Gateway (“IPG”) SB Directory as a reference source for Illinois SBs. Only firms registered as a small business in the IPG at the time of bid opening are

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This directory will only be used as a source to identify registered SBs that may potentially participate in this contract. Registration does not mean that a firm is in any way prequalified to provide the products and/or services in its registration specialty. “Registration” means that the Illinois Chief Procurement Office has determined, on the basis of information provided and the representations therein, that a business meets the requirements to be registered as an SB under the Illinois Procurement Code. The Illinois Chief Procurement Office does not, as a result of listing, make any representation concerning the ability of any listed firm to perform work in the specialty listed. The Tollway does not, through its use of and referral to the Illinois Procurement Gateway, make any representation concerning the ability of any listed firm to perform work in its registered specialty.

Bidders must conduct their own due diligence regarding the capabilities of registered firms to perform contract work.

5. SMALL BUSINESS INITIATIVE RULES AND ELIGIBILITY CRITERIA

Procurement in construction-related work may be reserved for qualified Illinois businesses in the SBI subject to the limitations listed below.

5.1. An Illinois business may participate in the SBI as a prime contractor only if it is registered as a small business by the State of Illinois Chief Procurement Office/General Services and listed in the SBSP directory database or are part of a Small Business Joint Venture or Teaming Agreement, as defined in this Special Provision, at the time of bid. A business, Small Business Joint Venture or Teaming Agreement also must be registered in the Tollway’s SBI program within 5 days of notification of apparent low bidder status. In order to participate as a subcontractor in the SBI, vendors must be registered in the SBI at the time they are submitted for approval by the Tollway.

5.2. No wholesale business will be considered a small business for purposes of the SBI if its annual sales for its most recently completed fiscal year exceed $13,000,000.

5.3. No retail business or business selling services will be considered a small business for purposes of the SBI if its annual sales and receipts exceed $8,000,000.

5.4. No Illinois manufacturing business will be considered a small business for purposes of the SBI if it employs more than 250 persons.

5.5. No Illinois construction business will be considered a small business for purposes of the SBI if its annual sales and receipts for its most recently completed fiscal year exceed $14,000,000.

5.6. Advertisements for bids or offers for contracts under the SBI shall be designated as Small

Business Initiative advertisements. In awarding the contracts, only bids or offers from qualified SBs shall be considered.

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5.7. The Tollway reserves the right, at its discretion, to award a contract solicited under the SBI program as an SBI contract or a contract under the Tollway’s Small Business Set Aside Program.

5.8. Companies not eligible for inclusion in the SBI who accept a contract reserved for the SBI risk suspension from doing future business with the Tollway for up to five years.

5.9. SBI contracts valued at $1,000,000.00 or less are not required to submit a DBE/VET Utilization Plan. For SBI contracts valued at over $1,000,000.00, the bidder must submit a DBE Utilization Plan, and a VET Utilization Plan on ISTHA Form 2026 with the bid submission and satisfy applicable self-performance requirements.

6. TIERS OF SMALL BUSINESS INITIATIVE CONTRACTS

SBI contracts shall be advertised in one of three Tiers as listed below.

6.1. Small Business Initiative Tier 1

6.1.1. Construction contracts with an engineers’ estimated dollar value of $1,000,000 or less will be designated Tier 1 contracts and will be subject to the criteria specified in the bid documents and summarized below:

6.1.2. Prequalification by the Illinois Department of Transportation (“IDOT”) is not required.

6.1.3. Tier 1 contracts will not include Diversity Goals. Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to self-perform up to 40 percent of the total Contract Award.

6.1.4. Prime contractors will be required to utilize only SBs as subcontractors on Tier 1 contracts. If a prime contractor cannot identify sufficient SBs to serve as subcontractors, the prime must submit a request for a Small Business Exception in accordance with Section 8.6, Small Business Exception Procedures.

6.2. Small Business Initiative Tier 2

6.2.1. Construction contracts with an engineers’ estimated dollar value between

$1,000,001 and $3,000,000 will be designated Tier 2 contracts and will be subject to the criteria specified in the bid documents and summarized below:

6.2.2. Prequalification from IDOT is not required for Tier 2 contracts unless otherwise specified by the Tollway in the bid documents.

6.2.3. Tier 2 contracts include Diversity goals for Core Work as stipulated in Section 7 of this Special Provision.

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6.2.4. Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to self-perform up to 40 percent of the total Contract Award.

6.2.5. Prime contractors will be required to utilize only SBs as subcontractors on Tier 2

6.3. Small Business Initiative Tier 3

6.3.1. Construction contracts with an engineers’ estimated dollar range between $3,000,001 and $5,000,000 will be designated Tier 3 contracts and will be subject to the criteria specified in the bid documents and summarized below:

6.3.2. Prequalification from IDOT is not required for Tier 3 contracts unless otherwise specified by the Tollway in the bid documents.

6.3.3. Tier 3 contracts include Diversity goals for Core Work as stipulated in section 7 of this Special Provision.

6.3.4. Prime contractors may be required to furnish the material, labor, equipment, and all incidentals necessary to self-perform up to 40 percent of the total Contract Award.

6.3.5. Prime contractors will be required to utilize only SBs as subcontractors on Tier 3

7. CONTRACT GOALS TO BE ACHIEVED BY THE CONTRACTOR – Small Business Tiers2 & 3

This contract includes a specific DBE utilization goal of ____% for Core Work. DBE utilization goals reflect the estimated availability of DBEs to perform the scopes of work in the contract, including as a prime contractor. Consequently, in addition to the other award criteria established for the contract, ISTHA will award this contract to a bidder that either meets the DBE goal or who demonstrates good faith efforts to do so. The Contractor’s DBE commitment may apply to any and all Change Orders (“CO”) and Extra Work Orders (“EWO”).

This contract includes a specific Veteran Small Business participation goal of ___ % based on the availability of CMS certified VOSB/SDVOSB vendors to perform or provide the anticipated services and/or supplies required by this solicitation. The participation of VOSBs/SDVOSBs will be calculated on the amount of Core Work identified in the bid documents. In addition to the other award criteria established for this solicitation, ISTHA will award this contract to a bidder that meets the VSB goal or demonstrates good faith efforts to do so. This goal is also applicable to COs and EWOs provided by the certified VOSB/SDVOSB bidder. If bidder is a CMS certified VOSB/SDVOSB vendor, the entire goal

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The VSB goal is separate and distinct from the DBE goal. A single firm may not be utilized to achieve credit toward both DBE and VSB goals on a single project except when the firm is bidding the contract as the prime contractor, is certified as both a DBE and VSB and will commit to meet both DBE and VSB goals by self-performing each of the same or a greater percentage of work than the DBE and VSB goals added together.

8. BIDDING PROCEDURES

Compliance with the bidding procedures of this Special Provision is required prior to award of the contract. The failure of the as-read low bidder to comply will render said bidder’s bid non-responsive. All bids must be submitted electronically through the State’s BidBuy software.

Relatedly, within three (3) days after notification of apparent low bidder status, the bidder must notify subcontractors of the subcontractors’ inclusion in the bid, and if the contract is awarded, bidder shall again notify the subcontractors.

8.1. Submission of the DBE/VET Utilization Plan

For Tiers 2 and 3, a bidder must submit a DBE/VET Utilization Plan on ISTHA Form 2026 with its bid submissions for the SBI.

If a bid is deemed non-responsive due to a failure to submit a DBE/VET Utilization Plan or failure to comply with the bidding procedures set forth herein, ISTHA may elect to cause the forfeiture of the penal sum of the bidder's proposal guaranty.

The DBE/VET Utilization Plan shall indicate that the bidder either has obtained sufficient DBE/VET participation commitments to meet the contract goal or demonstrate and document its good faith efforts to meet the goal. The DBE/VET Utilization Plan shall further provide the name, telephone number, email address and telefax number of a responsible official of the bidder designated for purposes of notification.

If the bidder is a Small Business Joint Venture or Teaming Agreement, each Small Business Joint Venture or Teaming Agreement partner must attest to the DBE/VET Utilization Plan.

Any agreement between a contractor and a DBE/VET or other subcontractor in which the contractor precludes the DBE/VET from providing subcontracting quotations to other contractors is prohibited.

8.2. Submission of the DBE/VET Participation Commitment Statement, ISTHA Form 2025

The DBE/VET Utilization Plan must include a DBE/VET Participation Commitment Statement, ISTHA Form 2025, for each DBE/VET proposed for the performance of work to achieve the contract goal. The signatures on these forms must be original signatures. All elements of information indicated on ISTHA Form 2025 must be provided, including but not limited to:

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8.2.1. The name and address of each DBE/VET to be used.

8.2.2. A full description, including pay item numbers for DBE/VETs or associated pay items for trucking services, of the Commercially Useful Function to be performed by each DBE/VET. Descriptions such as “miscellaneous” and prices such as “lump sum” are not acceptable. Contingency Work must not be included under Pay Items and will not be approved toward DBE/VET goal participation until such time as those pay items are confirmed as required contract work.

8.2.3. Direct Allowance Items will not be approved toward DBE/VET participation in the

DBE/VET Utilization Plan.

8.2.4. Except as set forth in 8.2.5, Mobilization costs associated with a particular pay item shall be included in the cost of the pay item for which it is associated but shall be separately identified, and such mobilization costs will not be approved toward DBE/VET goal participation.

8.2.5. If the DBE/VET is the prime contractor, the Mobilization pay item may be approved toward DBE/VET participation in the DBE/VET Utilization Plan.

8.2.6. The price to be paid to each DBE/VET for the identified work, shall specifically state the quantity, unit price and total subcontract price for the work to be completed by the DBE/VET. If partial pay items are to be performed by a DBE/VET, ISTHA Form 2025 must indicate the portion of each item to be performed by each DBE/VET, a unit price where appropriate and the subcontract price amount.

8.2.7. A commitment statement signed by the bidder and each DBE/VET evidencing availability and intent to perform a Commercially Useful Function on the project.

8.2.8. If the bidder is a Small Business Joint Venture or Teaming Agreement comprised of

DBE/VETs and non-DBE/VETs, the DBE/VET Utilization Plan must also include a clear identification of the portion of work to be performed by each DBE/VET Small Business Joint Venture or Teaming Agreement partner(s).

8.2.9. If the bidder is unable to meet the DBE/VET goal, it must demonstrate it made good faith efforts to do so, as described in this Special Provision.

8.2.10. The contract will not be awarded until the DBE/VET Utilization Plan, including if applicable, the bidder’s good faith efforts to meet the DBE/VET goal, is approved by ISTHA. The DBE/VET Utilization Plan will be approved if it demonstrates that DBE/VETs will be used to perform a Commercially Useful Function sufficient to meet the contract goal, or that the bidder made sufficient good faith efforts, as defined in this Special Provision, to meet the goal.

8.3. Counting DBE/VET Participation

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The DBE/VET Utilization Plan’s DBE/VET commitments represent work expected to be performed and paid for upon satisfactory completion. ISTHA is only able to count toward the achievement of the contract goal the value of payments made for work actually performed by DBE/VETs. ISTHA will count DBE/VET participation, and the contractor will receive credit towards meeting the DBE/VET contract goal, as follows:

8.3.1. The entire amount of that portion of work performed by the DBE/VET’s own forces either as the contractor or a subcontractor shall be counted, including the cost of supplies and materials obtained by the DBE/VET for work on the contract and supplies purchased or equipment leased by the DBE/VET (except supplies and equipment the DBE/VET purchases or leases from the prime contractor or the prime contractor’s Affiliate). Work a DBE/VET subcontracts to a non-DBE/VET does not count toward the DBE/VET goal.

8.3.2. The entire amount of fees or commissions charged by a DBE/VET for providing a bona fide service, such as professional, technical, consultant or managerial services, or for providing bonds or insurance specifically required for the performance of a contract, shall be counted, provided the fee is reasonable and not excessive as compared with fees customarily charged for similar services.

8.3.3. One hundred percent of the cost of trucking services utilized on the contract shall be counted, provided the DBE/VET is responsible for the management and supervision of the entire trucking operation for which it is responsible. At least one truck owned, operated, licensed and insured by the DBE/VET must be used on the contract. Credit will only be applied for trucking activity to and from the ISTHA job site. Credit will be given for the following: (1) the DBE/VET may lease trucks from another DBE/VET, including an owner-operator who is registered as an DBE/VET;

the DBE/VET who leases trucks from another DBE/VET receives credit for the total value of the transportation services the lessee DBE/VET provides on the contract;

and (2) the DBE/VET may lease trucks from a non-DBE/VET, including from an owner-operator. Goal credit will be limited to the value of the reasonable fee or commission received by the DBE/VET for trucks that are leased from a non-

DBE/VET.

8.3.4. When a DBE/VET performs as a participant in a Small Business Joint Venture or

Teaming Agreement, only the portion of the total dollar value of the contract equal to the distinct, clearly defined portion of contract work performed by the DBE/VET with its own forces and for which it is separately at risk, shall be counted.

A Small Business Joint Venture or Teaming Agreement may also count the dollar value of work subcontracted to DBE/VETs other than the Small Business Joint Venture or Teaming Agreement partner(s). The Tollway will evaluate the Small Business Joint Venture or Teaming Agreement, which must be submitted with the DBE/VET Utilization Plan, for compliance with this Special Provision and eligibility for credit towards meeting the DBE/VET goal. The agreement must describe in detail the financial contribution of each partner, the list of personnel and equipment contributed and used by each partner, the responsibilities of each partner for each aspect of the Small Business Joint Venture or Teaming Agreement (if applicable), the bonding capacity of each partner (if applicable), the

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8.3.5. One hundred percent of the cost of materials obtained from a DBE/VET Manufacturer shall be counted towards the DBE/VET contract goal.

8.3.6. One hundred percent of the cost of materials or supplies obtained from a DBE/VET

Regular Dealer or Supplier shall be counted towards the DBE/VET contract goal.

8.3.7. One hundred percent of the fees or transportation charges for the delivery of materials or supplies required on a job site shall be counted towards the DBE/VET contract goal but only if the payment of such fees is a customary industry practice and is commensurate with fees customarily charged for similar services.

8.3.8. One hundred percent of fees and commissions for the procurement of materials and supplies shall be counted towards the DBE/VET contract goal but only if the DBE/VET is not a Regular Dealer or Manufacturer, provided that such fees or commissions are determined by the Tollway, in its sole discretion, to be reasonable and not excessive as compared with fees customarily allowed for similar services.

8.4. Demonstrating Commercially Useful Function

Only expenditures to a DBE/VET that is performing a Commercially Useful Function shall be counted. To determine whether a DBE/VET is performing a Commercially Useful Function, the Tollway will evaluate the amount of work subcontracted, industry practices, whether the amount the DBE/VET is to be paid under the contract is commensurate with the work it is actually performing and other relevant factors.

8.4.1. With respect to materials and supplies used on the contract, to perform a

Commercially Useful Function, a DBE/VET must be responsible for negotiating price, determining quality and quantity, ordering materials, and installing (where applicable) and paying for the materials.

8.4.2. A DBE/VET does not perform a Commercially Useful Function if its role is limited to that of an extra participant in a transaction, contract, or project through which funds are passed to give the appearance of DBE/VET participation. In determining whether a DBE/VET is an extra participant, ISTHA will examine similar transactions, particularly those in which DBE/VETs do not participate.

8.4.3. If a DBE/VET does not perform or exercise responsibility for at least 30 percent of the total cost of its contract with its own work force, or the DBE/VET subcontracts a greater portion of the work of a contract than would be expected on the basis of normal industry practice for the type of work involved, ISTHA will presume that the DBE/VET is not performing a Commercially Useful Function. When a DBE/VET is presumed not to be performing a Commercially Useful Function, the DBE/VET and the contractor may present evidence to rebut this presumption.

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8.5. Extended Documentation Period for Apparent Low Bidders That Do Not Commit to Satisfy the Advertised DBE/VET Goal

Except as set forth below, any contractor identified as the low bidder that does not commit to satisfy the advertised DBE/VET goal shall be allowed, upon email notification from the Tollway, an extended documentation period which will extend until 5:00 pm CT on the second business day after the day the email notification is sent (e.g., if a bidder is notified on Monday, extended documentation period ends on Wednesday at 5:00 pm CT).

The extended documentation period allows a contractor to supplement its initial DBE/VET Utilization Plan to add DBE/VET participation sufficient to meet the stated DBE/VET participation goal or to demonstrate additional good faith efforts to obtain DBE/VET participation. The contractor may take other action beyond any stated additional efforts in order to obtain additional DBE/VET commitments. The contractor shall submit an amended DBE/VET Utilization Plan if additional DBE/VET commitments to meet the contract goal are secured by the end of the extended documentation period. If additional DBE/VET commitments sufficient to meet the advertised contract goal are not secured, the contractor shall report the final good faith efforts made during the extended documentation period along with a request for a waiver. All additional efforts taken by the bidder before and during the extended documentation period will be considered as part of the contractor’s good faith efforts.

The extended documentation period is intended to allow contractors that have made a good faith effort to secure DBE/VET participation an opportunity to meet the stated contract goal. Contractors are expected to have utilized good faith efforts in compiling their initial DBE/VET Utilization Plan, and the DBE/VET participation indicated in the initial DBE/VET Utilization Plan should reflect the participation the contractor could achieve through good faith efforts. The extended documentation period should not be used to secure significantly higher DBE/VET participation only after being identified as the low bidder. In no case should a contractor remove or replace a DBE/VET listed in the initial Utilization Plan without prior written consent of ISTHA. Under no circumstances is the contractor allowed to change the amount of the core bid submitted or any other documentation unrelated to this Special Provision. When ISTHA determines that a contractor, either through a pattern of conduct or with respect to a single bid, has failed to discharge its good faith efforts obligations in the intended fashion, ISTHA, in its discretion, may reject the bid outright without allowing the bidder to take advantage of the extended documentation period.

8.6. Small Business Exception Procedures

If a prime contractor cannot identify sufficient Small Businesses to complete all subcontracted work, the prime contractor must submit a written request for a Small Business Exception. The request must document the scope of work for which Small Business participation is not available and the efforts the prime took to engage a Small Business(es) to perform that scope of work, and it must include an email from the Tollway’s Department of Diversity and Strategic Development confirming that the prime attempted to secure SBs participating in the Tollway’s Technical Assistance Program.

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A prime contractor’s request for a Small Business Exception must show the prime took all necessary and reasonable steps to subcontract with Small Businesses. Necessary and reasonable steps are those that could reasonably be expected to obtain sufficient Small Business participation.

ISTHA will consider the quality, quantity and intensity of the efforts a prime contractor made to secure Small Business participation. Mere pro forma efforts will not be considered; rather, a prime contractor is expected to actively and aggressively try to subcontract with Small Businesses.

ISTHA will consider the following actions when evaluating a request for a Small Business Exception. The listed actions are not intended to be a mandatory checklist and are not intended to be exhaustive. Other actions or efforts brought to ISTHA’s attention may be relevant and will be considered by ISTHA as ISTHA deems appropriate.

8.6.1. Soliciting Small Businesses to perform contract work through all reasonable and available means (e.g., attendance at Webinars and Networking Sessions sponsored by the Department of Diversity and Strategic Development, attendance at pre-bid meetings, advertising and/or written notices). The prime contractor must follow-up on initial inquiries to determine, with certainty, if Small Businesses are interested in performing contract work.

8.6.2. Providing interested Small Businesses with adequate information about the plans, specifications and requirements of the contract in a timely manner to assist them in becoming subcontractors.

8.6.3. Negotiating in good faith with Small Businesses. Evidence of such negotiation includes the names, addresses, e-mail address and telephone numbers of Small Businesses that were considered and a description of the information provided regarding the plans and specifications for the work selected for subcontracting.

8.6.4. A prime contractor exercising good faith would consider a number of factors in negotiating with Small Businesses and would take a Small Businesses’ pricing and capabilities to perform contract work into account. The fact that there may be some additional costs involved to find and use a Small Business is not in itself sufficient reason for a prime to fail to use a Small Business, as long as such costs are reasonable. Also, the ability or desire of a prime contractor to perform the work of a contract with its own organization does not relieve the bidder of the responsibility to make efforts to utilize a Small Business. A prime contractor is not, however, required to accept quotes from a Small Business if the quote is deemed excessive or unreasonable.

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8.6.5 Small Businesses may not be rejected as being unqualified without sound reasons based on a thorough investigation of their capabilities. The SB contractor’s standing within its industry; membership in specific groups, organizations or associations;

and political or social affiliations are not legitimate causes for the rejection of or non-solicitation of bids from Small Businesses.

8.6.6 Making efforts to assist interested Small Businesses in obtaining bonding, lines of credit or insurance as required by the Tollway or the prime contractor.

8.6.7 Making efforts to assist interested Small Businesses in obtaining necessary equipment, supplies, materials or related assistance or services.

8.6.8 Effectively using the services of available chambers of commerce, community organizations, small business contractors’ groups, local, state and federal business assistance offices, and other organizations as allowed on a case-by-case basis to aid in the recruitment and placement of Small Businesses.

8.6.9 Within five working days after receiving written notice of an adverse pre-final determination on its request for a Small Business Exception, a prime contractor may seek administrative reconsideration of the adverse pre-final determination by submitting a written request for administrative reconsideration to The Illinois State Toll Highway Authority, Chief of Diversity and Strategic Development at SBI@getipass.com. Any such submission must be transmitted via e-mail.

8.6.10 The pre-final determination shall become final if a request for administrative reconsideration is not received within the above five-day period. After a pre-final determination is final, the Tollway will submit its determination for review by the

CPO.

8.6.11 The administrative reconsideration procedure described in this Section is not intended to allow a prime contractor additional time to solicit SBs. Accordingly, neither the retention of a SB nor evidence of negotiations with a SB after the Tollway’s pre-final determination will be considered in connection with a request for administrative reconsideration.

8.6.12 If a prime contractor seeks administrative reconsideration, the Chief of Diversity and Strategic Development, in the Chief’s discretion, may extend an invitation to the contractor to meet in person or via video conference to facilitate the Chief’s consideration of whether the prime contractor made all reasonable efforts to meet the requirement for Small Businesses to complete all subcontracted work. Such meeting shall extend the time for resolution of a request for administrative reconsideration.

8.6.13 Within 10 working days after receipt of a request for administrative reconsideration or the date of the above-referenced meeting, if any, the Chief of Diversity and Strategic Development will send the prime contractor a written decision regarding

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15R the request, including an explanation of the basis of the same. In the event the Chief of Diversity and Strategic Development determines that the prime contractor’s efforts were sufficient, the prime contractor’s request for a Small Business Exception will be approved. If the Chief of Diversity and Strategic Development determines that the prime contractor’s efforts were insufficient, the Tollway will submit its determination for review by the CPO.

8.7. Good Faith Efforts Procedures

If the prime contractor cannot obtain sufficient DBE/VET commitments to meet the contract goal, the prime contractor must document in the DBE/VET Utilization Plan submitted with its bid (using ISTHA Form(s) 2025 and the Good Faith Efforts Contact Log and Checklist, ISTHA Form 2023) its good faith efforts to meet the goal, including any DBE/VET…