B46104 Contract.docx

The following information will become the contract between the awarded vendor and the Illinois Department of Natural Resources. Instructions and requirements to submit a bid response are found in the attachment titled “Invitation for Bid Vendor Instructions and Requirements”.

Illinois Department of Natural Resources Contract ORC46104 Purchase of Airboat, Engine and Trailer

25-422DNR-DIREC-B-46104

The Parties to this contract are the State of Illinois acting through the undersigned Agency (collectively the State) and the Vendor. This contract, consisting of the signature page and numbered sections listed below and any attachments referenced in this contract, constitute the entire contract between the Parties concerning the subject matter of the contract, and in signing the contract, the Vendor affirms that the Certifications and Financial Disclosures and Conflicts of Interest attached hereto are true and accurate as of the date of the Vendor’s execution of the contract. This contract supersedes all prior proposals, contracts and understandings between the Parties concerning the subject matter of the contract. This contract can be signed in multiple counterparts upon agreement of the Parties.

1. SCOPE OF WORK

1.1. OVERVIEW AND PURPOSE:

The Department of Natural Resources (DNR) requires one (1) heavy-duty 16-foot aluminum airboat package to include hull, engine, and trailer for use by Illinois Department of Natural Resources Wildlife Biologists.

1.2. SUPPLIES AND/OR SERVICES REQUIRED:

One (1) 16-foot airboat with engine and trailer. The below specifications are intended to describe and establish minimum requirements for an airboat to be used by Wildlife Biologists on the Waters of the State of Illinois. Due to the vessel’s potential to be operated continuously and during extremely adverse weather conditions, to ensure safety the vessel must be constructed to the highest marine standards. Standard recreational production models will not be considered. The airboats shall be capable of transporting people in continuous operation through both high and low water conditions, and on dry ground.

The airboat required and covered by this specification shall be the manufacturer’s latest production model and shall be equipped with all new standard equipment in accordance with the manufacturer’s latest literature, a copy of which should accompany the bid along with any and all specifications necessary to verify the unit either meets or exceeds each and every one of the following: complete hull, propeller/overhead guard, rudders, controls, seating for 4 (4) occupants, marine airboat engine with propeller .

GENERAL SPECIFICATIONS

Airboat must be manufactured in accordance with United States Coast Guard (USCG), National Marine Manufacturers Association (NMMA), and American Boat and Yacht Council (ABYC) guidelines for this type of vessel. Airboats must meet or exceed these guidelines.

Prototypes are unacceptable.

Airboat, motor, and trailer combination shall be user ready upon pickup.

Vendor shall complete all mountings, hook-ups and assembly prior to pick up.

Trailer shall be properly adjusted so the airboat rests correctly on the trailer, and trailer tongue weight shall not exceed trailer manufacturer recommendations.

Vendor shall complete a sea trial test run of all systems in open water of airboat and motor combination prior to pick up.

Unless specified, all items are to be the manufacturer’s standard or optional equipment. Vendor substitutes will not be accepted without prior approval.

Airboat, motor, and trailer shall meet or exceed any applicable NMMA construction standards.

The airboat shall conform to all federal, state, and marine safety regulations.

All certificates of origin, OEM manual and warranty card shall be provided at time of delivery.

HULL

The all-welded hull shall be constructed with marine alloy 5086 aluminum with minimum 3/16” (.190) thick bottom plate and minimum 1/8” (.125) thick sides Sixteen-foot (16’) aluminum hull length (no splicing of hull) Eight-foot (8’) beam width Minimum 26-inch gunwale height at the stern Minimum 30-inch transom height 3/16” (.190) thick Minimum two (2) ¼” (.125) thick rear cage gussets Bottom width minimum seventy-eight inches (78”), top beam a minimum of ninety-six inches (96”). Bottom shall not have any weld splices, including the reverse turning chine.

Minimum 3/16” (.190) thick front bulkhead Minimum two (2) 3/16” (.190) thick front corner gussets Transom – minimum 3/16” (.190) thick Minimum Seven (7) heavy duty 2” x 2” x 3/8” T-Bars 6061 in hull Minimum two (2) heavy duty mid-ship gussets designed out of 2.5” x 3” I-Beam material. I-Beam material shall be marine alloy 6061 aluminum Foredeck to extend back a minimum of thirty-two inches (32”) with BLACK, in color, non-skid finish to be strengthened as necessarily to adequately support two (2) 200-pound persons. Foredeck shall be fully welded. NO rivets shall be used.

Solid aluminum flooring with BLACK, in color, epoxy non-skid finish extending from rear seating area to front deck bulkhead and flush to sides. Flooring shall be constructed with minimum 1/8” (.125) aluminum and fastened to the ribs with stainless hardware. Non-skid finish will be applied to the top of the gunwale.

One (1) heavy duty stainless steel bow eye, two and one-half inches (2 ½”) minimum. Access to bow eye to be recessed in the grass rake.

Two (2) drain plugs located in rear of boat.

12-14” walk arounds starting mid ship and extending to the rear with flotation. Floor may be raised to accommodate additional flotation per U.S. Coast Guard requirements for flotation.

LIFETIME WARRANTY ON HULL

MARINE LSX ENGINE, naturally aspirated Type: Minimum 7.4L V8 Horsepower: Approximately 525 minimum hp Torque: Approximately 500 minimum Fuel-injected, multi port Minimum three-year warranty on engine Emissions Compliant Engine

TRANSMISSION

2.3:1 belt reduction unit with 5” belt upgrade or approved equivalent to allow the engine to achieve its maximum sustainable rpm's while turning the propeller at its normal rpm to increase thrust and reduce the noise levels Minimum one-year warranty or 200 hours whichever occurs first

OIL COOLER

Heavy-duty Oil Cooler with stainless steel braided oil lines connected to engine and securely mounted inside propeller guard in such a way as to provide appropriate oil flow and cooling.

ENGINE STAND

Engine stand shall be constructed using minimum 1" 16-gauge 0.065 wall stainless steel tubing.

All mounts shall be shock mounted to prevent vibration with the rear mounts containing two (2) rubber bushings. (Automotive type) Mounting brackets shall be incorporated into engine stand for fuel tank and batteries.

All stainless-steel construction.

Engine stand shall connect to hull, at a minimum, sixteen (16) places Engine stand must have an X-brace design for added support

RADIATOR

Heavy-duty aluminum radiator with expanded metal radiator guard mounted to rear of radiator. Expanded metal shall be treated (e.g., wire-brushed) to remove any sharp edges.

Radiator shall be mounted inside propeller guard behind rear seats using rubber shock-mounts (with enough space to allow an engine cover to pass below) and have sufficient cooling capacity to maintain correct operating temperature under tropical conditions maximum engine load.

Shall include an expansion tank.

Dual stainless-steel clamps on each end of marine grade coolant hoses.

All hoses shall be Marine Premium Grade quality which meets or exceeds airboat industry standards.

Radiator safety screen constructed with Stainless steel.

PROPELLER/OVERHEAD GUARD

Framework shall be constructed using minimum 1” 0.065 wall steel crew tubing, covered with 0.135-gauge steel welded wire (2” x 4” mesh down low for safety and 2” X 4” or 4” x 4” up high). Access hole to allow checking of engine oil level.

Wire shall be welded to framing at all contact points.

There shall be a maximum of 2” clearance between the propeller guard, 1.5” sides, and minimum 3” bottom of the hull.

Propeller guard shall completely enclose the engine and propeller area, and extend all the way down to deck on both sides for safety.

An engine safety guard shall be installed on front of propeller guard.

The propeller guard shall be constructed so that it may be removed for engine service.

Stainless steel tabs welded onto propeller guard for installation of steering cable with rubber coated aluminum clamps.

Four (4) LED lights. One to be mounted on the port side and one on the starboard side of propeller guard, approximately half way up the propeller guard. Two to be mounted near the top of the propeller guard and not extend above the top of the propeller guard. Stern navigation light shall be mounted inside and centered at top of propeller guard.

All stainless-steel construction.

SEATING

Single rear Operator seat mounted centered, to the rear of, and 14-18” above front passenger bench seat.

Operator seat shall include a storage compartment constructed of 1”X1” wire mesh underneath the seat. Storage compartment to be approximately 24” X 14” X 17” One approximately 12” square side step mounted on the port side of the operator stand and one approximately 12” square step mounted with non-skid surface inside hull on port side approximately 18” inches from the bottom of hull.

Separate three (3)-passenger bench seat mounted in front of and centered on the operator seat. Bench seat shall be mounted to dry storage box and dry storage box mounted to floor. The dry storage box shall be constructed with Aluminum and approximate size shall not exceed 44” in length Seats shall be covered with replaceable marine grade vinyl material and include matching weather resistant rain covers.

All foot rests shall be covered with solid 1/8” aluminum or stainless-steel plate with stainless steel support framing underneath. Minimum of 17” between foot rest and front fore deck. All foot rests shall be covered with a non-skid surface.

Handhold shall be installed on starboard side of driver’s seat for safety.

GRASS RAKE

30” inch solid aluminum grass rake with minimum 24” long level step (black non-skid and webb finish) and low-profile navigation lights.

Pipe light rail made with minimum 1” stainless steel tubing to extend the approximate width of the grass rake and extend maximum 66” along the sides towards the rear. Rail to extend approximately 31” tall at the front and 35” tall at the rear. One minimum 30” light bar facing forwards and one minimum 30” light bar facing outwards from each side.

Grass rake shall be easily removable.

Design shall include “cushion-type-fail-first” construction to protect the hull in case of impact.

PAINT

Engine stand and propeller/engine guard to be sanded, primed and painted black in color with industrial grade epoxy. The paint process shall include a baking booth process for extreme durability.

Black Non-skid paint shall be used on the deck and side rails.

Black Webbing to be sprayed inside of hull to reduce glare.

Natural Aluminum finish on outside of hull

POLYMER

Exterior hull bottom shall be fitted with black 3/8” thick compression molded Ultra High Molecular Weight Polymer (must be one solid piece).

Polymer shall extend the full width and length of the hull and shall be siliconized-crack resistant from within 8” of bow to stern section.

Polymer shall be fastened to the hull utilizing 5/16” aluminum aircraft rivets countersunk using a 5” x 5” pattern 3/8” thick compression molded Ultra High Molecular Weight Polymer on side exterior of hull to protect the hull 8” to 10” high and fastened to the hull utilizing 5/16” aluminum aircraft rivets.

INSTRUMENTS

Instrumentation and control panel of aluminum box type construction mounted on right hand side of operator’s seat.

Lighted gauges shall include marine quality water temperature, oil pressure, voltmeter, fuel gauge, and tachometer with hour meter Kill switch, keyed ignition, and six (6) two-position switches shall be installed and connected to navigation lights, lights on light rail, lower LED flood lights on propeller guard, upper LED flood lights on propeller guard, power trim, and bilge pump. All electrical equipment except all lights shall be inoperable when keyed ignition is in the off position.

Two (2) 12 volt “cigarette lighter” style accessory plugs mounted near the driver’s seat.

All switches shall be marine grade and labeled as to function.

Power Trim Power trim with panel mount control

BILGE PUMP

Two (2), minimum 2000-gallon per hour bilge pumps with discharge hoses mounted through hull; one port and one starboard discharge.

STEERING

Heavy duty 3/8” Teleflex, or approved equivalent, positive cable steering with left hand directional control stick. Control stick shall have two (2) braces with Teflon locking collars Steering cable shall be mounted and secured to the propeller guard using stainless steel hose clamps at fixed mounting points.

Stainless steel steering bearing shall be 1 3/16” I.D. Argutto, or approved equivalent.

THROTTLE

Cabled throttle pedal for use with the operator’s right foot.

RUDDERS

Boat shall have two (2) minimum 48” Airfoil design rudders, constructed of welded aluminum with foam filling as to provide proper handling for this airboat.

Each rudder shall have minimum 3/8” diameter steel rods and nylon bushings.

Rudders shall be connected to one another at the bottom with minimum 3/8” diameter stainless steel rods and nylon bushings.

Rudders should have a field of turn of at least 130 degrees and a maximum acute angle of the turning rudder of 25 degrees.

Rudders shall make equal turns.

Rudders shall NOT be painted. They shall remain the natural aluminum finish.

FUEL TANK

Constructed of minimum 0.125” 5052 Marine Grade Aluminum Alloy, minimum 40-gallon capacity, with electric fuel sender.

Fuel tank shall be mounted on rubber shock mounts to the hull under the engine stand.

Fuel tank shall meet or exceed U.S. Coast Guard and Boating Industry Association (BIA) standards.

Fuel tank filler neck shall be accessible from ground level.

Fuel tank filler hose shall be placed so the flow of fuel into the fuel tank bulkhead is not impeded.

All fuel lines shall meet U.S. Coast Guard and BIA standards.

ELECTRICAL SYSTEM

Uses a 12-volt system with dual batteries controlled by a marine battery selector switch capable of isolating individual batteries or utilizing both batteries at once.

Minimum 70 ampere marine alternator, factory new.

All high current wires shall be minimum 10 gauge.

Coast Guard approved LED running lights and navigation lights installed.

All wiring shall be fuse protected and enclosed in convoluted high abrasive tubing.

Two (2) maintenance-free, heavy duty, M1000 marine batteries with a minimum 800 CCA and 1000 Cranking amps. Batteries shall be mounted in battery rack on engine stand frame and secured with dual locking lids and safety straps to prevent shifting.

PROPELLER

One new factory manufactured composite minimum three-blade propeller of appropriate length, pitch, and weight to ensure maximum performance and engine life to include prop balancing carbon fiber disc.

EXHAUST SYSTEM

All stainless-steel exhaust system with stainless steel flex hose and stainless-steel band clamps 3” Heavy duty stainless steel headers with 3/8” flange Exhaust system of stainless steel flex hose attached to two (2) large stainless mufflers using two (2) 3” stainless steel band clamps and two (2) 3” stainless steel muffler u-clamps.

Two 3” stainless steel airboat mufflers.

HARDWARE

All hardware, including but not limited to, nuts, bolts, washers, screws, rivets, hinges, and hose clamps shall be made of marine grade stainless steel. All fastening hardware shall be of brass locknut type, where applicable.

ACCESSORIES

Two (2) USB ports near driver’s seat One (1) USCG approved fire extinguisher, minimum 2 ½ lb rechargeable and mounted on rear of passenger seat box Two (2) tie-down straps with stainless hooks used to anchor the boat to the trailer

TRAILER

Heavy duty aluminum construction tandem axle trailer custom built to fit the airboat described in these specifications and designed to allow for launch and/or loading from dry ground.

Constructed with an all welded five-inch heavy duty I-beam frame Trailer shall have two heavy duty torsion axles with a minimum 3500-pound load capacity, spindles with built-in grease fittings. Springs should be rated to exceed weight of fully loaded and fueled boat plus weight of trailer frame.

Trailer shall include stainless steel fenders with aluminum step panels fore and aft. Non-skid black coating on top of fender wells and steps.

Coupler shall be 2” diameter with minimum 5000-pound gross load with 2 safety chains (1/2” diameter with hooks), swivel type tongue jack with minimum 1500-pound capacity. Tongue weight shall be 7-10% of total trailer/airboat weight and within safe operating parameters established by the U.S. Department of Transportation.

Industry standard commercial ply-rated minimum 14” radial trailer tires with galvanized rims and hubs with bearing buddies to support unit specifications.

Spare tire/hub spindle type mount with matching spare tire and complete rim and spare hub assembly equipped with bearing buddy installed on starboard side forward of winch mount.

Bow stop with heavy duty two speed winch (including strap/cable and hook) with a minimum 2,800 lb capacity located such that grass rake doesn’t interfere with operation of winch; minimum 4” clearance between winch handle and grass rake. Winch stand shall include galvanized safety chain (1/2” diameter) with hook mounted below bow stop.

All bunks shall be constructed of 2”x 6” marine treated wood with marine carpet. Trailer shall have left and right horizontal rear side guides (so the boat cannot make direct contact with fenders when loading) and rear bunk.

Trailer shall be equipped with submersible LED brake/signal/running and side marker lights.

Trailer shall meet all U.S. Department of Transportation, National Highway Traffic Safety Administration requirements, and must include capacity labels.

Warranties Copy of Warranty (for commercial and government use) must be provided with bid and shall at a minimum include:

Hull structure: Lifetime against cracks and structural defects to include weld cracks or breaks.

Minimum five (5) year metal work warranty against manufacturer defects Minimum Two (2) year polymer warranty against leakage Minimum three (3) year warranty on the engine Minimum one (1) year warranty on the drive unit Manufacturer accessories: minimum 1 year from date of delivery against manufacturer’s defects Engines, electronics and other accessories: To be warranted by manufacturer.

All boats offered to the Agency must have provisions for warranty and service which would provide reasonable convenience to the user.

Descriptive Literature At time of bid, Vendor should submit product literature describing the equipment to be furnished. This literature shall indicate technical specifications which can be used to verify compliance with minimum requirements outlined above. At time of bid, Vendor should submit a 3-Dimensional drawing or photograph of the boat, engine and trailer to be provided.

Remanufactured Equipment Remanufactured and/or reconditioned equipment shall not be acceptable. All equipment shall be newly manufactured.

Documentation Vendor shall have the manufacturer’s certificate of origin for the boat and trailer and shall provide to the Department without hindrance from Vendor or third parties. Illinois vendors also must provide sales tax form IL ST-556. The Department of Natural Resources will be responsible for titling and registration of the boat and trailer.

1.3. MILESTONES AND DELIVERABLES: All boat, motor, and trailer units must be ready to be picked up at the Vendor’s facility, fully operational by June 30, 2025

1.4. VENDOR/STAFF SPECIFICATIONS:

Vendor shall be a recognized wholesaler/retailer of boat, motor, trailer products provided under this contract and all items must be produced by a licensed airboat manufacturer which has been in the business of constructing airboats for a minimum of three (3) consecutive years and has constructed a minimum of fifty (50) airboats.

Vendor shall water/field test boat, motor, trailer combinations and shall have such boat units completely assembled and operational prior to pick up.

Vendor shall have qualified staff to provide, at no cost, a training session to include but not limited to equipment operation on the water, service and maintenance free at the Vendor’s facility. Training shall be provided for two operators.

1.5. TRANSPORTATION AND DELIVERY:

Vendor must provide three weeks’ notice of potential completion date to the department.

Boat, motor, trailer combinations shall be picked up by DNR staff from Vendor’s facility.

IDNR reserves the right to inspect any boat being purchased at the manufacturing site, at any time during the manufacturing process. Expenses related to the IDNR employees traveling to inspect the boat will be the responsibility of IDNR.

Vendor shall provide an owner/operator’s manual which includes break-in procedures, maintenance intervals, and procedures for safe operation of all components.

Units will not be accepted without the following documents:

· Original invoice

· Original certificate of origins for boat and trailer.

1.6. SUBCONTRACTING:

Subcontractors are allowed.

1.6.1. Will subcontractors be utilized? |_| Yes |_| No

A subcontractor is a person or entity that enters into a contractual agreement with a total value of $100,000 or more with a person or entity who has a contract subject to the Illinois Procurement Code pursuant to which the person or entity provides some or all of the goods, services, real property, remuneration, or other monetary forms of consideration that are the subject of the primary State contract, including subleases from a lessee of a State contract.

All contracts with subcontractors where the annual value of the subcontract is greater than $50,000 must include Illinois Standard Certifications completed by the subcontractor.

1.6.2. Please identify below subcontracts with an annual value of $100,000 or more that will be utilized in the performance of the contract, the names and addresses of the subcontractors, and a description of the work to be performed by each.

· Subcontractor Name: Click here to enter text Amount to Be Paid: Click here to enter text Address: Click here to enter text Description of Work: Click here to enter text

· Subcontractor Name: Click here to enter text Amount to Be Paid: Click here to enter text Address: Click here to enter text Description of Work: Click here to enter text If additional space is necessary to provide subcontractor information, please attach an additional page.

1.6.3. If the annual value of any subcontracts is more than $100,000, then the Vendor must provide to the State the Financial Disclosures and Conflicts of Interest for that subcontractor.

1.6.4. If at any time during the term of the Contract, Vendor adds or changes any subcontractors, Vendor is required to promptly notify, in writing, the State Purchasing Officer or the Chief Procurement Officer of the names and addresses and the expected amount of money that each new or replaced subcontractor will receive pursuant to this Contract. Any subcontracts entered prior to award of this Contract are done at the sole risk of the Vendor and subcontractor(s).

1.7. WHERE SERVICES ARE TO BE PERFORMED: Unless otherwise disclosed in this section all services shall be performed in the United States. If the Vendor performs the services purchased hereunder in another country in violation of this provision, such action may be deemed by the State as a breach of the contract by Vendor.

Vendor shall disclose the locations where the services required shall be performed and the known or anticipated value of the services to be performed at each location. If the Vendor received additional consideration in the evaluation based on work being performed in the United States, it shall be a breach of contract if the Offeror shifts any such work outside the United States.

· Location where services will be performed: Not Applicable Value of services performed at this location:

2. PRICING

2.1. TYPE OF PRICING: The Illinois Office of the Comptroller requires the State to indicate whether the contract price is firm or estimated at the time it is submitted for obligation. The total price of this contract is firm.

2.2. VENDOR’S PRICING: Vendor’s pricing is located in the Items Tab in the BidBuy Purchase Order. The State includes in this contract the BidBuy Purchase Order as it contains the agreed pricing.

2.3. MAXIMUM AMOUNT: The total payments under the initial term of this contract shall not exceed $Click here to enter text without a formal amendment. The maximum amount will be entered by the State prior to execution of the contract.

3. TERM AND TERMINATION

3.1. TERM:

3.1.1. TERM OF THIS CONTRACT: The contract will have a term commencing upon the last dated signature of the Parties and shall terminate June 30, 2025. In no event will the maximum total term of the contract, including the initial term, any renewal terms, and any extensions, exceed ten (10) years. Vendor shall not commence billable work in furtherance of the contract prior to final execution of the contract except when permitted pursuant to 30 ILCS 500/20-80.

3.2. TERMINATION FOR CAUSE: The State may terminate this contract, in whole or in part, immediately upon notice to the Vendor if: (a) the State determines that the actions or inactions of the Vendor, its agents, employees or subcontractors have caused, or reasonably could cause, jeopardy to health, safety, or property, or (b) the Vendor has notified the State that it is unable or unwilling to perform the contract.

If Vendor fails to perform to the State’s satisfaction any material requirement of this contract, is in violation of a material provision of this contract, or the State determines that the Vendor lacks the financial resources to perform the contract, the State shall provide written notice to the Vendor to cure the problem identified within the period of time specified in the State’s written notice. If not cured by that date the State may either: (a) immediately terminate the contract without additional written notice or (b) enforce the terms and conditions of the contract.

For termination due to any of the causes contained in this Section, the State retains its rights to seek any available legal or equitable remedies and damages.

3.3. TERMINATION FOR CONVENIENCE: The State may, for its convenience and with thirty (30) days prior written notice to Vendor, terminate this contract in whole or in part and without payment of any penalty or incurring any further obligation to the Vendor.

Upon submission of invoices and proof of claim, the Vendor shall be entitled to compensation for supplies and services provided in compliance with this contract up to and including the date of termination.

3.4. AVAILABILITY OF APPROPRIATION: This contract is contingent upon and subject to the availability of funds. The State, at its sole option, may terminate or suspend this contract, in whole or in part, without penalty or further payment being required, if (1) the Illinois General Assembly or the federal funding source fails to make an appropriation sufficient to pay such obligation, or if funds needed are insufficient for any reason (30 ILCS 500/20-60), (2) the Governor decreases the Agency’s funding by reserving some or all of the Agency’s appropriation(s) pursuant to power delegated to the Governor by the Illinois General Assembly, or (3) the Agency determines, in its sole discretion or as directed by the Office of the Governor, that a reduction is necessary or advisable based upon actual or projected budgetary considerations. Contractor will be notified in writing of the failure of appropriation or of a reduction or decrease.

4. STANDARD BUSINESS TERMS AND CONDITIONS

4.1. PAYMENT TERMS AND CONDITIONS:

4.1.1. LATE PAYMENT: Payments, including late payment charges, will be paid in accordance with the State Prompt Payment Act and rules when applicable. 30 ILCS 540; 74 III. Adm. Code 900. This shall be Vendor’s sole remedy for late payments by the State. Payment terms contained in Vendor’s invoices shall have no force or effect.

4.1.2. MINORITY CONTRACTOR INITIATIVE: Any Vendor awarded a contract of $1,000 or more under Section 20-10, 20-15, 20-25 or 20-30 of the Illinois Procurement Code (30 ILCS 500) is required to pay a fee of $15. The Comptroller shall deduct the fee from the first check issued to the Vendor under the contract and deposit the fee in the Comptroller’s Administrative Fund. 15 ILCS 405/23.9.

4.1.3. EXPENSES: The State will not pay for supplies provided or services rendered, including related expenses, incurred prior to the execution of this contract by the Parties even if the effective date of the contract is prior to execution.

4.1.4. PREVAILING WAGE: As a condition of receiving payment Vendor must (i) be in compliance with the contract, (ii) pay its employees prevailing wages when required by law, (iii) pay its suppliers and subcontractors according to the terms of their respective contracts, and (iv) provide lien waivers to the State upon request. Examples of prevailing wage categories include public works, printing, janitorial, window washing, building and grounds services, site technician services, natural resource services, security guard and food services. The prevailing wages are revised by the Illinois Department of Labor (DOL) and are available on DOL’s official website, which shall be deemed proper notification of any rate changes under this subsection. Vendor is responsible for contacting DOL at 217-782-6206 or (https://labor.illinois.gov) to ensure understanding of prevailing wage requirements.

4.1.5. FEDERAL FUNDING: This contract may be partially or totally funded with Federal funds. If Federal funds are expected to be used, then the percentage of the good/service paid using Federal funds and the total Federal funds expected to be used will be provided to the awarded Vendor in the notice of intent to award.

4.1.6. INVOICING: By submitting an invoice, Vendor certifies that the supplies or services provided meet all requirements of this contract, and the amount billed and expenses incurred are as allowed in this contract. Invoices for supplies purchased, services performed, and expenses incurred through June 30 of any year must be submitted to the State no later than July 31 of that year; otherwise Vendor may have to seek payment through the Illinois Court of Claims. 30 ILCS 105/25. All invoices are subject to statutory offset. 30 ILCS 210.

4.1.6.1. Vendor shall not bill for any taxes unless accompanied by proof that the State is subject to the tax. If necessary, Vendor may request the applicable agency’s Illinois tax exemption number and Federal tax exemption information.

4.1.6.2. Vendor shall invoice at this completion of the contract unless invoicing is tied in this contract to milestones, deliverables, or other invoicing requirements agreed to in the contract.

Send invoices to:

For procurements conducted in BidBuy, the Agency may include in this contract the BidBuy Purchase Order as it contains the Bill To address.

4.2. ASSIGNMENT: This contract may not be assigned or transferred in whole or in part by Vendor without the prior written consent of the State.

4.3. SUBCONTRACTING: For purposes of this section, subcontractors are those with contracts with an annual value exceeding $100,000 and who are specifically hired to perform all or part of the work covered by this contract. Vendor must receive prior written approval before use of any subcontractors in the performance of this contract. Vendor shall describe, in an attachment if not already provided, the names and addresses of all authorized subcontractors to be utilized by Vendor in the performance of this contract, together with a description of the work to be performed by the subcontractor and the anticipated amount of money that each subcontractor is expected to receive pursuant to this contract. If required, Vendor shall provide a copy of any subcontracts within fifteen (15) days after execution of this contract. All subcontracts must include the same certifications that Vendor must make as a condition of this contract. Vendor shall include in each subcontract the Standard Illinois Certification form available from the State. If at any time during the term of the Contract, Vendor adds or changes any subcontractors, then Vendor must promptly notify, by written amendment to the Contract, the State Purchasing Officer or the Chief Procurement Officer of the names and addresses, the expected amount of money that each new or replaced subcontractor will receive pursuant to the Contract, and the general type of work to be performed. 30 ILCS 500/20-120.

4.4. AUDIT/RETENTION OF RECORDS: Vendor and its subcontractors shall maintain books and records relating to the performance of this contract and any subcontract necessary to support amounts charged to the State pursuant this contract or subcontract. Books and records, including information stored in databases or other computer systems, shall be maintained by the Vendor for a period of three (3) years from the later of the date of final payment under the contract or completion of the contract, and by the subcontractor for a period of three (3) years from the later of final payment under the term or completion of the subcontract. If Federal funds are used to pay contract costs, the Vendor and its subcontractors must retain their respective records for five (5) years. Books and records required to be maintained under this section shall be available for review or audit by representatives of the procuring Agency, the Auditor General, the Executive Inspector General, the Chief Procurement Officer, State of Illinois internal auditors or other governmental entities with monitoring authority, upon reasonable notice and during normal business hours. Vendor and its subcontractors shall cooperate fully with any such audit and with any investigation conducted by any of these entities. Failure to maintain books and records required by this section shall establish a presumption in favor of the State for the recovery of any funds paid by the State under this contract or any subcontract for which adequate books and records are not available to support the purported disbursement. The Vendor or subcontractors shall not impose a charge for audit or examination of the Vendor’s or subcontractor’s books and records. 30 ILCS 500/20-65.

4.5. TIME IS OF THE ESSENCE: Time is of the essence with respect to Vendor’s performance of this contract. Vendor shall continue to perform its obligations while any dispute concerning this contract is being resolved unless otherwise directed by the State.

4.6. NO WAIVER OF RIGHTS: Except as specifically waived in writing, failure by a Party to exercise or enforce a right does not waive that Party’s right to exercise or enforce that or other rights in the future.

4.7. FORCE MAJEURE: Failure by either Party to perform its duties and obligations will be excused by unforeseeable circumstances beyond its reasonable control and not due to its negligence, including acts of nature, acts of terrorism, riots, labor disputes, fire, flood, explosion, and governmental prohibition. The non-declaring Party may cancel this contract without penalty if performance does not resume within thirty (30) days of the declaration.

4.8. CONFIDENTIAL INFORMATION: Each Party to this contract, including its agents and subcontractors, may have or gain access to confidential data or information owned or maintained by the other Party in the course of carrying out its responsibilities under this contract. Vendor shall presume all information received from the State or to which it gains access pursuant to this contract is confidential. Vendor information, unless clearly marked as confidential and exempt from disclosure under the Illinois Freedom of Information Act, shall be considered public. No confidential data collected, maintained, or used in the course of performance of this contract shall be disseminated except as authorized by law and with the written consent of the disclosing Party, either during the period of this contract or thereafter. The receiving Party must return any and all data collected, maintained, created or used in the course of the performance of this contract, in whatever form it is maintained, promptly at the end of this contract, or earlier at the request of the disclosing Party, or notify the disclosing Party in writing of its destruction. The foregoing obligations shall not apply to confidential data or information lawfully in the receiving Party’s possession prior to its acquisition from the disclosing Party; received in good faith from a third Party not subject to any confidentiality obligation to the disclosing Party; now is or later becomes publicly known through no breach of confidentiality obligation by the receiving Party; or that is independently developed by the receiving Party without the use or benefit of the disclosing Party’s confidential information.

4.9. USE AND OWNERSHIP: All work performed or supplies created by Vendor under this contract, whether written documents or data, goods or deliverables of any kind, shall be deemed work for hire under copyright law and all intellectual property and other laws, and the State of Illinois is granted sole and exclusive ownership to all such work, unless otherwise agreed in writing. Vendor hereby assigns to the State all right, title, and interest in and to such work including any related intellectual property rights, and/or waives any and all claims that Vendor may have to such work including any so-called "moral rights" in connection with the work. Vendor acknowledges the State may use the work product for any purpose. Confidential data or information contained in such work shall be subject to the confidentiality provisions of this contract.

4.10. INDEMNIFICATION AND LIABILITY: The Vendor shall indemnify and hold harmless the State of Illinois, its agencies, officers, employees, agents and volunteers from any and all costs, demands, expenses, losses, claims, damages, liabilities, settlements and judgments, including in-house and contracted attorneys’ fees and expenses, arising out of: (a) any breach or violation by Vendor of any of its certifications, representations, warranties, covenants or agreements; (b) any actual or alleged death or injury to any person, damage to any real or personal property, or any other damage or loss claimed to result in whole or in part from Vendor’s negligent performance; (c) any act, activity or omission of Vendor or any of its employees, representatives, subcontractors or agents; or (d) any actual or alleged claim that the services or goods provided under this contract infringe, misappropriate, or otherwise violate any intellectual property (patent, copyright, trade secret, or trademark) rights of a third party. In accordance with Article VIII, Section 1(a),(b) of the Constitution of the State of Illinois and 1973 Illinois Attorney General Opinion 78, the State may not indemnify private parties absent express statutory authority permitting the indemnification. Neither Party shall be liable for incidental, special, consequential, or punitive damages.

4.11. INSURANCE: Vendor shall, at all times during the term of this contract and any renewals or extensions, maintain and provide a Certificate of Insurance naming the State as an additionally insured for all required bonds and insurance. Certificates may not be modified or canceled until at least thirty (30) days’ notice has been provided to the State. Vendor shall provide: (a) General Commercial Liability insurance in the amount of $1,000,000 per occurrence (Combined Single Limit Bodily Injury and Property Damage) and $2,000,000 Annual Aggregate; (b) Auto Liability, including Hired Auto and Non-owned Auto (Combined Single Limit Bodily Injury and Property Damage), in amount of $1,000,000 per occurrence; and (c) Worker’s Compensation Insurance in the amount required by law. Insurance shall not limit Vendor’s obligation to indemnify, defend, or settle any claims.

4.12. INDEPENDENT CONTRACTOR: Vendor shall act as an independent contractor and not an agent or employee of, or joint venturer with the State. All payments by the State shall be made on that basis.

4.13. SOLICITATION AND EMPLOYMENT: Vendor shall not employ any person employed by the State during the term of this contract to perform any work under this contract. Vendor shall give notice immediately to the Agency’s director if Vendor solicits or intends to solicit State employees to perform any work under this contract.

4.14. COMPLIANCE WITH THE LAW: The Vendor, its employees, agents, and subcontractors shall comply with all applicable Federal, State, and local laws, rules, ordinances, regulations, orders, Federal circulars and all license and permit requirements in the performance of this contract. Vendor shall be in compliance with applicable tax requirements and shall be current in payment of such taxes. Vendor shall obtain at its own expense, all licenses and permissions necessary for the performance of this contract.

4.15. BACKGROUND CHECK: Whenever the State deems it reasonably necessary for security reasons, the State may conduct, at its expense, criminal and driver history background checks of Vendor’s and subcontractor’s officers, employees or agents. Vendor or subcontractor shall immediately reassign any individual who, in the opinion of the State, does not pass the background check.

4.16. APPLICABLE LAW:

4.16.1. PREVAILING LAW: This contract shall be construed in accordance with and is subject to the laws and rules of the State of Illinois.

4.16.2. EQUAL OPPORTUNITY: The Department of Human Rights’ Equal Opportunity requirements are incorporated by reference. 44 Ill. Adm. Code 750.

4.16.3. COURT OF CLAIMS; ARBITRATION; SOVEREIN IMMUNITY: Any claim against the State arising out of this contract must be filed exclusively with the Illinois Court of Claims. 705 ILCS 505. The State shall not enter into binding arbitration to resolve any dispute arising out of this contract. The State of Illinois does not waive sovereign immunity by entering into this contract.

4.16.4. OFFICIAL TEXT: The official text of the statutes cited herein is incorporated by reference. An unofficial version can be viewed at (www.ilga.gov/legislation/ilcs/ilcs.asp).

4.17. ANTI-TRUST ASSIGNMENT: If Vendor does not pursue any claim or cause of action it has arising under Federal or State antitrust laws relating to the subject matter of this contract, then upon request of the Illinois Attorney General, Vendor shall assign to the State all of Vendor’s rights, title and interest to the claim or cause of action.

4.18. CONTRACTUAL AUTHORITY: The Agency that signs this contract on behalf of the State of Illinois shall be the only State entity responsible for performance and payment under this contract. When the Chief Procurement Officer or authorized designee or State Purchasing Officer signs in addition to an Agency, he/she does so as approving officer and shall have no liability to Vendor. When the Chief Procurement Officer or authorized designee or State Purchasing Officer signs a master contract on behalf of State agencies, only the Agency that places an order or orders with the Vendor shall have any liability to the Vendor for that order or orders.

4.19. EXPATRIATED ENTITIES: Except in limited circumstances, no business or member of a unitary business group, as defined in the Illinois Income Tax Act, shall submit a bid for or enter into a contract with a State agency if that business or any member of the unitary business group is an expatriated entity.

4.20. NOTICES: Notices and other communications provided for herein shall be given in writing via electronic mail whenever possible. If transmission via electronic mail is not possible, then notices and other communications shall be given in writing via registered or certified mail with return receipt requested, via receipted hand delivery, via courier (UPS, Federal Express or other similar and reliable carrier), or via facsimile showing the date and time of successful receipt. Notices shall be sent to the individuals who signed this contract using the contact information following the signatures. Each such notice shall be deemed to have been provided at the time it is actually received. By giving notice, either Party may change its contact information.

4.21. MODIFICATIONS AND SURVIVAL: Amendments, modifications and waivers must be in writing and signed by authorized representatives of the Parties. Any provision of this contract officially declared void, unenforceable, or against public policy, shall be ignored and the remaining provisions shall be interpreted, as far as possible, to give effect to the Parties’ intent. All provisions that by their nature would be expected to survive, shall survive termination. In the event of a conflict between the State’s and the Vendor’s terms, conditions and attachments, the State’s terms, conditions and attachments shall prevail.

4.22. PERFORMANCE RECORD/SUSPENSION: Upon request of the State, Vendor shall meet to discuss performance or provide contract performance updates to help ensure proper performance of this contract. The State may consider Vendor’s performance under this contract and compliance with law and rule to determine whether to continue this contract, suspend Vendor from doing future business with the State for a specified period of time, or whether Vendor can be considered responsible on specific future contract opportunities.

4.23. FREEDOM OF INFORMATION ACT: This contract and all related public records maintained by, provided to, or required to be provided to the State are subject to the Illinois Freedom of Information Act (FOIA) notwithstanding any provision to the contrary that may be found in this contract. 5 ILCS 140.

4.24. SCHEDULE OF WORK: Any work performed on State premises shall be performed during the hours designated by the State and performed in a manner that does not interfere with the State and its personnel.

4.25. WARRANTIES FOR SUPPLIES AND SERVICES:

4.25.1. Vendor warrants that the supplies furnished under this contract will: (a) conform to the standards, specifications, drawing, samples or descriptions furnished by the State or furnished by the Vendor and agreed to by the State, including but not limited to all specifications attached as exhibits hereto; (b) be merchantable, of good quality and workmanship, and free from defects for a period of twelve months or longer if so specified in writing, and fit and sufficient for the intended use; (c) comply with all federal and state laws, regulations and ordinances pertaining to the manufacturing, packing, labeling, sale and delivery of the supplies; (d) be of good title and be free and clear of all liens and encumbrances and; (e) not infringe any patent, copyright or other intellectual property rights of any third party. Vendor agrees to reimburse the State for any losses, costs, damages or expenses, including without limitations, reasonable attorney’s fees and expenses, arising from failure of the supplies to meet such warranties.

4.25.2. Vendor shall ensure that all manufacturers’ warranties are transferred to the State and shall provide to the State copies of such warranties. These warranties shall be in addition to all other warranties, express, implied or statutory, and shall survive the State’s payment, acceptance, inspection or failure to inspect the supplies.

4.25.3. Vendor warrants that all services will be performed to meet the requirements of this contract in an efficient and effective manner by trained and competent personnel. Vendor shall monitor performances of each individual and shall immediately reassign any individual who does not perform in accordance with this contract, who is disruptive or not respectful of others in the workplace, or who in any way violates the contract or State policies.

4.26. REPORTING, STATUS AND MONITORING SPECIFICATIONS: Vendor shall immediately notify the State of any event that may have a material impact on Vendor’s ability to perform this contract.

4.27. EMPLOYEMENT TAX CREDIT: Vendors who hire qualified veterans and certain ex-offenders may be eligible for tax credits. 35 ILCS 5/216, 5/217. Please contact the Illinois Department of Revenue (telephone #: 217-524-4772) for information about tax credits.

5. STATE SUPPLEMENTAL PROVISIONS

|_| Agency Definitions

|_| Required Federal Clauses, Certifications and Assurances

|_| Public Works Requirements (construction and maintenance of a public work) 820 ILCS 130/4.

|_| Prevailing Wage (janitorial cleaning, window cleaning, building and grounds, site technician, natural resources, food services, security services, and printing, if valued at more than $200 per month or $2,000 per year) 30 ILCS 500/25-60.

|_| Agency Specific Terms and Conditions

|_| Other (describe)

6. ATTACHMENTS

6.1. Financial Disclosures (including Illinois Procurement Gateway print-off if applicable)

6.2. Illinois Standard Certifications

6.3. BidBuy Purchase Order

Department of Natural Resources Purchase of Airboat, Engine and Trailer Contract# ORC46104

VENDOR

Phone: Click here to enter text.

Signature:

STATE OF ILLINOIS

847-608-3167

City, State ZIP: Springfield, IL 62702

Printed Name: Natalie Finnie

Official’s Title: Director

State of…