Galesburg IFB-Final 11.19.24.docx

Invitation for Bids Seeking bids offering to purchase the real property known as

25-416CMS-BOPM4-B-44469

Galesburg Laboratory Site 2100 South Lake Storey Road Galesburg, Illinois 61401

STATE OF ILLINOIS

Illinois Department of Central Management Services Pursuant to Section 7.1 of the State Property Control Act, 30 ILCS 605/1 et seq.

Bid Due Date: Thursday, January 16, 2025 at 2:00PM CDT

ALL OF THE TERMS, CONDITIONS, SPECIFICATIONS, APPENDICES, AND INFORMATION LISTED IN THE TABLE OF CONTENTS AND INCLUDED IN THIS INVITATION FOR BIDS SHALL CONSTITUTE THE ENTIRE INVITATION FOR BIDS PACKAGE AND SHALL BE INCORPORATED BY REFERENCE INTO ALL BID SUBMISSIONS. THE STATE OF ILLINOS ATTEMPTS TO PUBLISH ACCURATE INFORMATION IN REGARD TO THIS INVITATION FOR BIDS, HOWEVER, THE STATE OF ILLINOIS SPECIFICALLY AND EXPLICAILLY DISCLAIMS ANY AND ALL REPRESENTATIONS REGARDING INFOMRATION CONTAINED HEREIN AS IT RELATES TO THE PROPERTY, INCLUDING BUT NOT LIMTIED OT THE HISTORY AND CONDITION, AND ANY POTENTIAL PURCHASER SHALL CONDUCT DILIGENCE AT THEIR OWN SOLE COST AND EXPENSE, AND SHALL NOT RELY ON ANY STATEMENT OR STATEMENTS, INFOMRATION, OR OTHER MATERIALS PROVIDED HEREIN OR BY THE STATE OF ILLINOIS.

Table of Contents

Illinois Department of Central Management Services Galesburg Laboratory

- iii -

List of Exhibits Exhibits

Required Forms (Exhibit E)

Purchaser Documents Form of Purchase and Sale Agreement

THIS PROCUREMENT

Introduction

This Invitation for Bids (“IFB”) is issued by the Department of Central Management Services (“CMS”) of the State of Illinois (the “State”), to seek competitive bids (individually, a “Bid” and collectively, the “Bids”) offering to purchase from the State an approximately 4.32 acre real property site in the City of Galesburg (the “City” or “Galesburg”), which is sometimes known as the Galesburg Laboratory Site property (sometimes called the “Lab”), located at 2100 South Lake Storey Road in Galesburg (the “Property”) pursuant to this IFB. CMS is issuing this IFB to prospective purchasers interested in submitting a Bid for the Property (“Bidders”). A Purchase and Sale Agreement (“PSA”) and other Purchaser Documents will follow.

In 2018, the Illinois Department of Agriculture under the statutory authority of 30 ILCS 605/7.1 transferred the Property to CMS for a subsequent statutorily authorized transfer either to another State agency or a sale to a non-State entity. CMS intends, through this procurement, to seek competitive Bids and, ultimately, to enter into a PSA for the sale of the Property to a responsible prospective purchaser offering the highest responsive Bid.

The State is establishing a minimum bid for the Property of $305,000.00 for a sale that is to be made on an “AS-IS” and "WHERE IS" and "WITH ALL FAULTS" basis, as more fully explained in the PSA.

How to Bid To successfully bid on the Property, a responding party must diligently complete several steps to ensure all appropriate information, and qualifications are provided to the State in a timely manner. The following is a brief summary of the steps.

a) Register the bidding person or entity (Bidder) with the State’s eProcurement System that is called BidBuy (at https://www.bidbuy.illinois.gov/bso/) by creating an account on the website.

b) Identify the Bidder Authorized Representative in Form 8.

c) Email Form 8 to the Procurement Contact identified in IFB Section 5.1.1.

d) Attend the Pre-Bid Conference identified in IFB Section 5.6.1.

e) Per IFB Section 6, prepare the Bid for submittal using the IFB Exhbit E forms in the order prescribed by IFB Exhbits B & C.

f) Submit an appropriatly formatted and complete Bid to BidBuy by the Bid Due Date set forth in IFB Section 2.

g) Submit earnest money pursuant to IFB Section 6.1 by the Bid Due Date set forth in IFB Section 2.

Opportunity The property is just south of the 400-acre Lake Storey Park, east of the Carl Sandburg College Campus, and 2 miles west of I-74. Major highways to and from Galesburg include US-34, US-150, and 1-74. Galesburg is about 35 miles east of the Iowa border with neighboring communities such as Monmouth to the west, East Galesburg to the east, Henderson to the north and Knoxville to the south.

The property is believed to be zoned "I," Institutional District, under the jurisdiction of the City of Galesburg, IL. Permitted uses are believed to include ambulance service, assembly/banquet/meeting hall, childcare/kindergarten, civic theater, clinic, clubs & lodges, community facilities, educational institution, farming/urban (indoor), golf course/driving range, hospital, library, parking lot, & a small business incubator operated on a college campus by a not-for-profit corporation on sites not less than 5 acres."

Overview and Site Description

The property is believed to be built in 1976 and was thought to be owned by Community College District No. 518 n/k/a Carl Sandburg College. The State of Illinois, Department of Agriculture leased the space during this time and continued the lease after the property was believed to be sold to Galesburg Laboratory LP in 1988. The State of Illinois, Department of Agriculture purchased the property in 2016.

The property is located on the south side of South Lake Storey Road east of Tom L. Wilson Boulevard and west of Log City Trail in the City of Galesburg, Knox County, Illinois. The first floor is comprised of several testing laboratories along with bathrooms, employee lounge, mail room, receiving area administrative offices. The first floor is also the location of a two-story, 1,500 SF Necropsy Room which houses a one-ton indoor/outdoor livestock crane, carcass incinerator, two-story carcass refrigerator, animal pens, and Agri-Lyzer. The total floor area of the first level is 18,000 SF. The second floor is 4,500 SF and is comprised of meeting rooms, administration offices, classrooms and another set of bathrooms. The lower level is partially below grade and also measures 18,000 SF. The lower-level space is mostly open and unfinished and includes a 10-foot grade level drive-in door. Total acreage of the property is 4.32 acres. Note all SF and acreage listed is approximate.

Legal Description The Property is identified by Tax Index Number: 95-32-400-009.

A Plat of Survey containing a legal description of the Property is provided as IFB Exhibit G. The Plat of Survey is available as a RID (an acronym for “Reference Information Document”) on BidBuy.

Easements, Other Special Conditions, and the offering of the Property on an “AS IS”, “WHERE IS”, and “WITH ALL FAULTS” Basis There is an easement for water/sewer management in the form of a pumping station in the northeast corner of the property. This pumping station re-routes stormwater run-off from the property across the street (northeast) into Lake Storey.

Per a Facility Incident Report dated February 8, 2024, there was a fuel pump that malfunctioned on an outdoor generator at the site. Diesel fuel leaked out of the generator into a catch basin and then drained from the catch basin down to a drainage ditch and into Lake Storey, contaminating the lake and the area under the generator. EnviroServe was contracted to collect and remove contaminates. The outbuilding housing the generator was demolished, and the foundation and ground underneath was excavated. Pace Analytical was consulted after the clean up to take samples and complete testing. Per the Illinois Environmental Protection Agency (IEPA) sample results appear to be below the TACO Tier 1 Remediation objectives and the report was satisfactory. IEPA provided approval to backfill the excavated area on the site. All reports have been provided as a separate attachment entitled Environmental Reporting in Bid Buy.

It is reasonable to assume that aside from matters specifically described in this IFB there are no adverse easements, encroachments, or other material conditions affecting the marketability and utility of the Property. The Property is being offered for purchase “AS-IS” and “WHERE-IS” and “WITH ALL FAULTS” subject to all existing conditions.

Zoning Development of the Property will be governed by the regulations contained in the Galesburg, IL Code, if any or such other zoning regulations (the “Code”).

The State assumes that, depending on future planned uses of the Property, the Property’s purchaser will be submitting for the zoning approvals it deems necessary.

Property Access CMS is issuing this IFB to prospective purchasers interested in submitting a Bid (“Bidders”) for the Property.

Walk-through inspections of the Property will be scheduled during the morning of December 17, 2024. Those wishing to attend the site visit must complete and submit a Bidder Release Agreement (provided in IFB Exhibit F) to the Procurement Contact identified in IFB Section 5.1.1 in accordance with IFB Section 5.6.2. Additional Property Information. Walk-through inspections will only be available to registered bidders as provided in IFB Section 4.1.

CMS has provided the following additional information about the Property as RIDs, which will be made available on BidBuy:

· Legal Description of the Property

· Floor diagrams of the building

· Plat of Survey containing the Property’s legal description

Procurement Method This IFB is issued pursuant to Section 7.1 of the Control Act (as defined in IFB Exhibit A), 30 ILCS 605/7.1, and will be conducted in accordance with applicable provisions of Illinois law.

CMS is issuing this IFB to prospective purchasers (Bidders) interested in submitting Bids. CMS will utilize internal staff to execute the disposition of the Property; CMS does not intend to utilize any brokerage services for the issuance of this IFB, or the offering of the Property to prospective Bidders, or for carrying out the steps of this procurement. Bidders must comply with the terms of this IFB during the procurement and in their Bids. CMS, in its discretion, may reject and not review, or may review and disregard, any Bids that are unsolicited, unresponsive, or otherwise nonconforming.

If an award is made, the PSA will be awarded to the highest Bid among responsive and responsible Bidders that is determined solely by CMS through evaluation based upon the criteria set forth in this IFB and in accordance with applicable law. CMS will enter into the PSA with the purchaser identified in the selected Bid (the “Purchaser”).

The sale of the Property pursuant to the PSA will be exempt from State, County and City real estate transfer taxes. Following conveyance of the Property to the Purchaser pursuant to the PSA, any applicable real property or leasehold taxes will be the responsibility of the Purchaser.

Brokerage Commission CMS will not be responsible for the payment of any brokerage commission for services involved with the finding of a Purchaser or involved with representing the Purchaser in connection with the PSA or any matter concerning the Property. The payment of any such commission or finder’s fee must be made by the Purchaser. The Purchaser will indemnify the State and CMS from and against any and all claims of compensation related to the transaction.

PROCUREMENT SCHEDULE

The following represents the current schedule for the procurement (the “Procurement Schedule”).

State of Illinois issues Invitation for Bids (this IFB) and the Property is listed on BidBuy (the BidBuy URL is in IFB Section 1.2)

Tuesday, December 3, 2024

All dates set forth above and elsewhere in this IFB are subject to change, in CMS’s discretion.

*Prospective Bidders who fail to submit Form 8 prior December 17, 2024 to the Procurement Contact will not be authorized to participate in the optional walk-through inspections.

IFB DOCUMENTS

Documents in the Invitation for Bids (this IFB) This IFB consists of the following documents, and any other documents that may be issued by Addendum, as such documents may be amended and supplemented from time to time at the discretion of CMS (collectively, the “IFB Documents”):

The RIDs are included in this IFB for the purpose of providing the Bidders with access to information in CMS’s possession that CMS deems potentially relevant. Bidders are not entitled to rely on the RIDs (including any opinions, suggestions, directions, or recommendations in the RIDs) except as otherwise specifically provided in the Purchaser Documents. On this issue see also IFB Section 3.4.

Except as is contained in the explicit language of the Purchaser Documents, CMS makes no representation, warranty, or guarantee as to, and shall not be responsible for, the level of accuracy, completeness, or pertinence of the RIDs, nor shall CMS be responsible for any conclusions drawn by the Bidders or the Purchaser therefrom.

Availability of the IFB Documents The State publishes procurement information, including solicitations, addenda, awards, and amendments, using the State’s eProcurement System, the Illinois Procurement Bulletin, sometimes referred to as the Bulletin or, more commonly, as BidBuy (https://www.bidbuy.illinois.gov/bso/) (“BidBuy”). This IFB, as well as any Addenda, and the Purchaser Documents will be posted to BidBuy. Bidders are responsible for monitoring BidBuy for updates to the IFB Documents or the procurement process.

Addenda CMS reserves the right, in its sole discretion, to revise, modify, or change this IFB or the procurement process outlined herein at any time before the Bid Due Date. Any such revisions will be implemented through the issuance of Addenda to this IFB by publication (posting) to BidBuy. CMS will not be responsible if a Bidder fails to monitor BidBuy and/or fails to receive the optional email notice of any Addenda to this IFB.

Examination of IFB Documents Each Bidder shall be solely responsible for examining the IFB Documents, including any Addenda and the RIDs, and any other material posted on BidBuy. Each Bidder is responsible for conducting such examinations of the IFB Documents as the Bidder deems appropriate in connection with its Bid, bearing in mind the provisions of the PSA regarding assumption of liability by the Purchaser. Subject to the limitations set forth in this IFB, each Bidder is also solely responsible for informing itself with respect to any and all site (i.e., Property) conditions that may in any way affect its Bid or the performance of Purchaser’s obligations under the Purchaser Documents.

PROSPECTIVE BIDDERS ARE REMINDED: A Bidder’s receipt of CMS-furnished information does not relieve the Bidder of the responsibilities described in the IFB Documents. Subject to the terms and conditions of the Purchaser Documents, the submission of a Bid shall be considered prima facie evidence that the Bidder has made the above-described examination and agreed to the conditions set forth in this IFB.

No Bid contingencies will be permitted or allowances given under the PSA relating to a Bidder’s failure to meet its responsibilities described in the IFB Documents.

Errors If any actual or possible mistake, error, or ambiguity is noticed by a Bidder at any time during the procurement process in any of the documents supplied by CMS, the Bidder shall have a duty to notify the Procurement Contact about that promptly in writing, but not later than the date that is December 20, 2024 at 2:00pm CDT, and to do so in accordance with IFB Section 5.5.

BIDDER REGISTRATION, REQUIREMENTS AND ORGANIZATION

Bidder Registration Each Bidder shall timely register with CMS by submitting Form 8 by email to the Procurement Contact set forth in IFB Section 5.1.1. Bidders are strongly encouraged to register well in advance of the deadline established in the Procurement Schedule set forth in IFB Section 2 above. Any change in a Bidder team’s organization after submission of its registration materials must request approval in writing by an email to the Procurement Contact. CMS is under no obligation to approve such requests and may approve or disapprove of such a request at its sole discretion.

Participation in walk-through inspections will only be available to registered Bidders.

No Bid contingencies will be permitted or allowances given under the PSA due to the failure by a Bidder to register in advance of the deadline established in the Procurement Schedule set forth in IFB Section 2.

Bidder Requirements All Bidders must meet the minimum experience requirements set forth in this section and Form 8—namely, that the Bidder (or its component firms together) must have experience achieving financing on at least two U.S. real estate transactions with each such financing being $500,000.00 or more. Bidders shall submit Form 8 as part of their bid submission on the date established in the Procurement Schedule set forth in IFB Section 2 above.

CMS reserves the right to reject or disqualify any Bid submitted by (i) a Bidder that failed to timely register, (ii) a Bidder that does not include Form 8 by the Bid Due Date, or (iii) a Bidder that failed to obtain approval for a post-registration change in its organization in accordance with IFB Section 4.1.

The Bidder Organization Organizational Conflicts of Interest Bidders are advised that CMS’s conflict of interest policy may preclude certain firms and their subsidiaries and affiliates from participating on a Bidder team, as determined by CMS in its discretion. It is CMS’s policy that any person under contract with CMS to prepare or advise on the IFB Documents will not be allowed to participate in any capacity on a Bidder team; the same policy applies to any person or entity that was previously under such a contract with CMS. Any such person or entity is deemed to be a “Prohibited Party”.

In CMS’s discretion, individual case-by-case exceptions to CMS’s conflict of interest policy may be granted by CMS in accordance with the process for review of potential conflicts of interest described below.

Bidders are prohibited (and any Bidder described here who disregards the prohibition is likewise deemed to be a Prohibited Party) from teaming with, or receiving advice from, or holding discussions about the Property (or the sale of the Property or this procurement concerning the Property) with any person or entity having an organizational conflict of interest, including any of the following:

Any Related Entity (as defined in IFB Exhibit A) of any of the foregoing Prohibited Parties may also be precluded from participating on or advising a Bidder team due to an organizational conflict of interest.

Any Bidder wishing to team with, receive advice from, or discuss any aspect of the Property with one of the foregoing Prohibited Parties, or a Related Entity of one of them, shall first submit to CMS a request for review of the entity’s potential conflict of interest, accompanied by sufficient information to allow CMS to review the potential conflict. Bidders are encouraged to submit any such requests simultaneously with their registration as described in IFB Section 4.1. Based upon such request (and any additional information CMS may require), CMS will determine whether the entity will be precluded from participating on or advising the Bidder team due to an actual or potential conflict of interest under applicable law, or under CMS’s conflict of interest policy. If the entity’s participation is permitted, CMS may identify any actions that must be taken to avoid, neutralize, or mitigate the conflict. Bidder teams seeking such an exception shall submit its request as soon as possible.

Note that other consultants may be advising CMS in connection with the sale of the Property and may therefore have an actual or potential organizational conflict of interest. Bidders are encouraged to review applicable laws and conflicts policies and discuss potential conflicts of interest with prospective team members and consultants.

By submitting its Bid, each Bidder agrees that, if an organizational conflict of interest is thereafter discovered by the Bidder, or is cited by CMS, the Bidder must make an immediate and full written disclosure to CMS that includes a description of the actions that the Bidder has taken or proposes to take to avoid, neutralize, or mitigate that and other such conflicts. If CMS determines that a discovered organizational conflict of interest is one that the Bidder knew or should have known about, but did not disclose, CMS may, at its discretion, disqualify the Bidder.

Participation on More Than One Bidder Team

a) In order to ensure a fair and competitive procurement process, Equity Members of the Bidder or of the proposed purchasing entity, as well as Related Entities of the foregoing, participating in one Bidder team are forbidden from participating, in any capacity, on another Bidder team during the course of this procurement. However, see paragraphs (b) and (c) below.

b) The prohibition in paragraph (a) above does not, however, apply to Bidder team firms that have not and will not have access to the Bidder’s financial and price information and analyses, or to lenders providing financing to a Bidder for the purchase of the Property, provided that (i) the shared firm and the applicable Bidder teams abide by the rules of contact set forth in IFB Section 5.2, and (ii) no individual personnel participate in or advise more than one Bidder team.

c) For the avoidance of doubt, subject to the restrictions set forth in paragraphs (a) and (b) above, MBEs, WBEs, and PBEs that are certified by the State of Illinois Business Enterprise Program are not prohibited from participating in or advising more than one Bidder team.

COMMUNICATIONS; MEETINGS; CONFIDENTIALITY

Authorized Representatives CMS’s Authorized Representative CMS has designated the following individual to be its authorized representative for this procurement (the “Procurement Contact”). The bid and sale process will be under the control of CMS personnel in Springfield, under the direction of the Deputy Director, Bureau of Property Management.

Beth Poani Mary.Poani2@illinois.gov

CMS may at any time designate another Procurement Contact or other authorized representative to carry out some or all of CMS’s functions and obligations pertaining to this procurement or the Property, as CMS deems necessary or appropriate in its discretion.

Identification of Bidder Authorized Representative As part of its Form 8, each Bidder shall provide CMS’s Procurement Contact with the name, title, mailing address, email address, and telephone number of the Bidder’s authorized designated representative (“Bidder Authorized Representative”). The Bidder Authorized Representative shall be the Bidder’s single point of contact with CMS for this procurement. Failure to so identify a Bidder Authorized Representative in writing may result in the Bidder failing to receive important communications from CMS, including Addenda to this IFB. CMS is not responsible for any such failure.

Rules of Contact From the issuance of this IFB until the earliest of (i) the execution and delivery of the PSA, (ii) the rejection of all Bids by CMS, or (iii) the cancellation of this IFB, the rules of contact set forth in this IFB Section 5.2 shall apply. The specific rules of contact with CMS for this procurement are set forth in the paragraphs below, as follows:

a) After a Bidder’s submission of its registration information, neither the Bidder nor any of its team members may knowingly communicate with another Bidder or any of the other Bidder’s team members with regard to this IFB or either team’s Bid, except, however, that (i) contractors, consultants, and financing parties that are shared between two or more Bidder teams may communicate with their respective team members on the other Bidder team so long as those Bidders establish a written protocol to ensure that the shared team member(s) will not act as a conduit of information between the teams and the Bidders are otherwise complying with the teaming restrictions set forth in IFB Section 4.3, and (ii) this prohibition does not apply to public discussions regarding this IFB at any CMS-sponsored informational meetings. That written protocol shall be provided to CMS’s Procurement Contact promptly upon request.

b) Each Bidder’s authorized representative shall correspond with CMS regarding this IFB in writing only, and only through CMS’s Procurement Contact set forth in IFB Section 5.1.1. Any official information regarding the Property or this procurement will be posted on BidBuy or will be disseminated in writing by the Procurement Contact. CMS will not be responsible for any oral exchange or any other exchange of information that occurs outside the official process specified in this IFB.

c) No Bidder or representative thereof shall have any ex parte communications regarding this IFB or the procurement described herein with any CMS staff members, or any of CMS’s advisors, contractors, or consultants involved with this procurement, except for communications expressly permitted by this IFB, or approved in advance by the Procurement Contact in his or her discretion. The foregoing restriction shall not, however, preclude or restrict communications with regard to matters unrelated to this IFB, or attendance or participation at any public meeting.

d) Except as coordinated by CMS, or as otherwise specifically approved in advance by CMS in writing, Bidders shall not contact any of the following persons or entities regarding the Property, or their respective employees, agents, officers, members, or representatives: Stakeholders (refer to IFB Exhibit A for the definition of “Stakeholders”).

e) Any Bidder that engages in any communications prohibited by this IFB Section 5.2 or is otherwise determined by CMS to be improperly communicating may be disqualified at the discretion of CMS.

Non-Collusion No Bidder or any of its team members shall undertake any of the prohibited activities identified in the Non-Collusion Affidavit (Form 3).

Language Requirement All correspondence regarding this IFB, the Bid, the PSA, and all other matters pertaining to this procurement is to be in the English language. If any original documents required for the Bid are in any other language, the Bidder shall provide a certified English translation that shall take precedence in the event of conflict with the original language.

Questions and Responses Regarding this IFB Bidder Responsibility Bidders shall be responsible for reviewing the IFB Documents and all Addenda issued by CMS prior to the Bid Due Date, and for requesting written clarification or interpretation of any perceived discrepancy, deficiency, ambiguity, error, or omission contained anywhere therein, or of any provision that the Bidder fails to understand, and for making all such requests no later than the date that is December 20, 2024 at 2:00pm CDT. Failure of a Bidder to so perform such review and inform itself shall be at the Bidder’s sole risk, and no relief for error or omission will be provided by CMS.

Comments and Questions CMS will only consider comments and questions regarding this IFB, including requests for clarification and requests to correct errors, if submitted in writing by the Bidder Authorized Representative to the Procurement Contact, in the prescribed manner, by the applicable deadline set forth in the Procurement Schedule. Except during pre-Bid meetings with CMS as provided in IFB Section 5.6, no telephone or oral requests will be considered. Written comments and questions may be submitted at any time during the comment period prior to the deadline specified in the Procurement Schedule.

Comments and questions shall be submitted in writing in Microsoft Word format using Form 10, in accordance with the requirements set forth therein (except to the extent that some other format has been specified by CMS). In connection with the submission of comments and questions regarding the IFB Documents by the applicable deadline set forth in the Procurement Schedule, a Bidder may, at its option, enclose with Form 10 a separate document with proposed document revisions marked in redline format. Any proposed document revisions submitted by a Bidder during the question and answer period and CMS's responses to such proposed revisions may be publicly disclosed. Submissions may be anonymized by CMS to prevent disclosing the identity of the Bidder that submitted the proposed document revisions.

CMS Responses CMS will determine, in its discretion, whether to respond to any submitted comment or question. In responding to Bidder comments and questions, CMS may rephrase or consolidate comments and questions as it deems appropriate. CMS may also create and answer questions independent of the submissions made by Bidders. To the extent responses are provided, they will not be considered part of the IFB Documents, nor will they be relevant in interpreting the IFB Documents, except as expressly set forth in a communication issued by the Procurement Contact. If CMS determines, in its discretion, that a change in this IFB is necessary or desirable in response to one or more comments or questions, CMS will prepare and issue an Addendum.

Any responses will be posted on BidBuy and delivered in writing to all Bidders who have registered at the time of responses. No response will be considered confidential or to contain proprietary information unless CMS, in its discretion, determines otherwise; and, if CMS does so, only to the extent deemed appropriate by CMS in its discretion. If any question is determined by CMS to be confidential, CMS will modify the question to remove any information that CMS determines is confidential before issuing the general response, in which case CMS will issue a general response.

Pre-Bid Meetings and Walk-Through Inspections Participation in all pre-Bid meetings is optional.

Informational Meeting and Pre-Bid Conference, Additional Informational Meetings CMS will hold an initial informational meeting and pre-Bid conference (“Pre-Bid Conference”) with potential Bidders via a Webex meeting. Potential Bidders may use the following access information for the virtual conference:

CMS may hold additional joint informational meetings with Bidders at any time prior to the Bid Due Date. CMS may limit participation in such meetings to only registered Bidders.

As of the date of this IFB, it is anticipated that all informational meetings for this IFB will be held virtually.

Walk-Through Inspections

CMS may permit Bidders to inspect portions of the Property. These in-person walk-through inspections will be held on the date specified in the Procurement Schedule and will take approximately 60 minutes. The group size for each walk-through inspection will be limited.

Only three individuals from each Bidder team will be permitted to participate in a walk-through inspection.

The Procurement Contact may communicate additional walk-through inspection timeslots if deemed warranted by CMS in its sole discretion.

Bidders desiring to participate should email the Procurement Contact with a statement of the names and contact information of each of the persons who will be participating. CMS will provide individual Bidders meeting details on a rolling basis as requests are received.

Participation in a walk-through inspection is not required in order for a Bidder to submit a Bid, but no Bid contingencies will be permitted, or allowances given under the PSA due to the failure by a Bidder to participate in a walk-through inspection.

Confidentiality and Disclosures Confidential Contents and Public Disclosure Bidder Submittals are Subject to Public Disclosure All documents and other materials submitted by the Bidder to CMS as part of this procurement process, including Bidder comments and questions and the Bid, are subject to the Illinois Freedom of Information Act, 5 ILCS 140/1 et seq. (“Illinois FOIA”), except as provided therein and under other applicable law. Such submitted documents and materials will not be returned to the submitting party, except as determined by CMS in accordance with applicable laws.

Under Section 7 of the Illinois FOIA, certain public records may be exempt from the Illinois FOIA. Bidders are encouraged to familiarize themselves with the Illinois FOIA. CMS will not advise a Bidder as to the nature or content of documents entitled to protection from disclosure under the Illinois FOIA or other applicable laws, or as to the interpretation of such laws. The Bidder shall be solely responsible for all determinations made by it under applicable laws. Each Bidder is advised to contact its own legal counsel concerning the effect of applicable laws on that Bidder’s own circumstances.

In the event of any proceeding or litigation concerning the disclosure of any Bid, portion thereof, or related submittal, the Bidder shall be responsible for prosecuting or defending any action concerning the materials at its sole expense and risk; provided, however, that CMS reserves the right, in its discretion, to intervene or participate in the litigation in such manner as it deems necessary or desirable. All reasonable costs and fees (including attorneys’ fees and costs) incurred by CMS in connection with any litigation, proceeding, or request for disclosure shall be reimbursed and paid by the Bidder whose Bid or related submittal is the subject thereof.

Nothing contained in this IFB shall modify or change the obligations of CMS under the Illinois FOIA or any other applicable law.

Confidential Contents If a Bidder submits any information that it believes constitutes a trade secret or commercial or financial information that is proprietary, privileged, or confidential, disclosure of which would cause competitive harm, or information the Bidder believes is otherwise protected from disclosure, whether in the Bid, a comment, a question, a PSA Execution Document (including drafts submitted to CMS for approval), or otherwise, the Bidder shall specifically and conspicuously mark such information “CONFIDENTIAL” in the header or footer of each and every affected page. Blanket designations that do not specifically identify the confidential information shall not be acceptable and may be cause for CMS, in its discretion, to treat the entire document as public information.

In addition, any information marked “CONFIDENTIAL” shall be accompanied by a separate statement addressed to the Procurement Contact justifying its assessment about the information marked “CONFIDENTIAL”. Bidders are also encouraged to include a redacted copy of its Bid with its submittal with proposed confidential information redacted. Denials of public records requests under Illinois FOIA may be subject to review by the Public Access Counselor established in the Office of the Illinois Attorney General and may be subject to judicial review; additional information provided by the Bidder regarding the materials it deems to be proprietary, privileged, or confidential may be useful for purposes of any such review. See IFB Ex. B, Section 2.6 for instructions regarding the designation of proprietary, privileged, or confidential information submitted as part of the Bid. No confidential contents index, justification statement, or other designation of proprietary, privileged, or confidential information by a Bidder shall be binding on CMS, shall be determinative of any issue relating to confidentiality or a request under the Illinois FOIA, or shall override or modify the provisions of Illinois FOIA or CMS’s responsibilities thereunder.

In no event will CMS or the State, or any of their respective agents, representatives, directors, officers, employees, contractors, or consultants, be responsible or liable to a Bidder, Bidder team member, or any other party as a result of the disclosure of all or any portion of a PSA Execution Document, Bid, Bidder comment or question, or any other information submitted in response to this IFB, including materials marked “CONFIDENTIAL,” whether the disclosure is deemed required by law, or by an order of court or the Public Access Counselor, or by a determination of CMS, or occurs through inadvertence, mistake, or negligence on the part of CMS, or the City, or their respective agents, representatives, directors, officers, employees, contractors, or consultants.

General Provisions Regarding Bids Bid Contents and Earnest Money Deposit All funds to be deposited under this IFB, and particularly pursuant to the provisions of this IFB Section 6.1, shall be submitted by cashiers’ check payable to IL Dept. of Central Management Services.

The Bid shall state the Price (Purchase Price) that the Bidder is offering to pay to the State for the Property at Closing.

As used in this procurement, the term “Bid” means a Bidder’s complete response to this IFB, including applicable Bid forms (Required Forms are in IFB Exhibit E), required supporting documentation, and an Earnest Money Deposit, each as further described in this IFB. Requirements specific to the Bid are set forth in IFB Exhibits B and C. An Earnest Money Deposit shall NOT be required for a Bid submitted by a Government entity.

The Purchase Price stated by the Bidder on Form 6 and entered as the Bidder’s quote in BidBuy must be inclusive of the Earnest Money Deposit. Bidders must not subtract the cost of the Earnest Money Deposit from the Price entered. In the event of a conflict between the quote entered in BidBuy and the Purchase Price listed on Form 6, CMS reserves the right to accept the highest price or to reject the Bid.

Any failure to timely provide (by the Bid Due Date) the Earnest Money Deposit and all the required information and properly completed forms in the format specified, or the submittal of a Bid that is subject to any stated reservations, qualifications, conditions, or assumptions may result in CMS rejecting the Bid, in CMS’s discretion.

Each bidder will be required to make an Earnest Money Deposit on or before submittal of a Bid, and it shall be in an amount equaling the greater of (a) $30,500 (which is 10% of the minimum bid set forth in IFB Section 1.1) and (b) an amount equal to 10% of the Selected Bidder’s Bid. The deposit must be delivered by hand or by courier to the following cashiers’ check delivery location (the “Check Delivery Location”):

CMS Legal Attn: Vince Pine, General Counsel IL Department of CMS 555 Monroe St., Floor 13 Chicago, Illinois, 60661 The timing of delivery of the deposit: in order for the Bid to be valid, the above Earnest Money Deposit must arrive to the above Check Delivery Location prior to the Bid Due Date.

The Bidder will be required to submit, to the Check Delivery Location, a gross-up Earnest Money Deposit in the following situations:

(i) in the case where CMS requests Bidders to revise their Bids and submit a best and final offer (BAFO), as described in IFB Section 7, the Bidder shall submit – on the date it submits its BAFO – additional funds as necessary so that the Earnest Money Deposit equals the greater of (a) $30,500.00 (which is 10% of the minimum bid set forth in IFB Section 1.1) and (b) an amount equal to 10% of that Bidder’s BAFO.

The deposit will operate as Earnest Money under the PSA, and the awarded Bidder (Purchaser) will have the deposit applied to reduce the amount due at Closing.

If the awarded Bidder fails to execute the PSA, or defaults under the PSA, the deposit will be forfeited to the State as liquidated damages, as provided for in the PSA. A Bidder is responsible for due diligence, if any, prior to submitting a Bid. Bidders should be familiar with the Property prior to submitting a Bid. The failure of any Bidder to be fully informed as to the condition of all or any portion of the Property will not constitute grounds for any claim or demand for adjustment or withdrawal of a Bid after selection.

Except as provided in Section 8 of this IFB, the Earnest Money deposit will be returned to those Bidders who are not selected for award after Bidders are notified by CMS that (a) no PSA for the Property will be awarded to any Bidder pursuant to this IFB, or (b) CMS has awarded the PSA to another Bidder and PSA Execution (as defined in IFB Section 9.1) has been achieved.

Bid Validity Bids shall initially be valid for a period of 270 calendar days, which period shall begin on the day next following the Bid Due Date (the “Bid Validity Period”). No Bidder shall withdraw its Bid within the Bid Validity Period, unless notified by CMS that (a) no PSA for the Property will be awarded to any Bidder pursuant to this IFB, or (b) CMS has awarded the PSA to another Bidder and PSA Execution (as defined in IFB Section 9.1) has been achieved. Any Bidder may elect, in its discretion, to extend the validity of its Bid beyond the Bid Validity Period.

General Submittal Requirements Bid Organization The Bid, including the Bid forms to be included therein, shall be organized in the order listed in IFB Exhibits B and C (except for appendices that may be included in the appropriate volume). Each component of the Bid shall be clearly labeled.

Forms All forms named herein are found in IFB Exhibit E unless otherwise noted. All blank spaces in the Bid forms must be filled in as appropriate. No substantive change shall be made in the Bid forms by the Bidder.

Signatures and Evidence of Signature Authority Signatures on documents included in the original Bid may be electronic (digital) signatures, or color photocopies of scanned originals. Signatures on all original agreements with CMS must be original or signed thru a verified electronic signature.

Evidence of signature authority as outlined in IFB Ex. B Section 2.2.2 shall be provided for all individuals signing any Bid forms.

If a form required hereunder or anywhere in IFB Section 6 calls for execution by or information concerning an Equity Member and that Equity Member is a joint venture, the form must be provided for the joint venture and also for each of the individual members of the joint venture; provided, however, that execution of the form, if required, on behalf of the joint venture need only be by a joint venture’s authorized signatory.

Bid Procedures and Delivery Instructions Bid Procedures Bids must be submitted electronically through BidBuy. Manual submissions in paper format shall not be accepted or considered.

Requirements for Delivery The Bidder shall submit the following forms and others by uploading them in the Attachments tab in BidBuy.

· Offer to the State (Forms 1 and 6)

· Purchase and Sale Agreement

· Redacted copy of Bid (if applicable)

· Exceptions to Terms and Conditions (if applicable)

· Standard Certifications

· Forms (Forms 1-4, 6-8, and 10-11)

· Bid or Performance bond (if applicable)

Bid Procedures, Disclosures and Assumptions

(a) Only one bid per person or entity shall be accepted. A Bidder may modify its Bid only by submitting a second quote and denoting that the new quote replaces the previous one for the State’s review.

(b) The State is selling the Property in “AS-IS” and “WHERE-IS” and “WITH ALL FAULTS” condition and will not offer any grants or funding for capital improvements, repairs, demolitions, site remediation, credits or set-offs.

(c) Bidders must assume retention of all easements and encumbrances (if any) on the Property.

(d) Depending on the proposed use of the Property, the Galesburg City Council and/or City Departments approval may be required for any development on the Property. The State makes no representations, warranties, or assurances regarding any proposed project on the Property.

(e) Any development on the Property must comply with any and all applicable State and Local laws and codes.

Consequences of Failure to Follow Requirements Failure to organize the Bid or to otherwise comply with the instructions for submission may result in disqualification of the Bid. The Bidder shall be entirely responsible for any consequences, including disqualification of the Bid, if CMS determines that the Bidder did not follow the instructions in this IFB. It is the Bidder’s sole responsibility to ensure that its Bid is received as required. Bids received after the time due shall be rejected without consideration or evaluation.

Modifications, Withdrawals, and Late Submittals Modifications to a Bid A Bidder may modify its Bid only by submitting a second quote and denoting that the new quote replaces the previous one for the State’s review.

For assistance with any BidBuy issues, please contact the BidBuy Vendor Help Desk by email at il.bidbuy@illinois.gov or by phone at 866-455-2897, Monday through Friday from 8:30am to 4:30pm CDT.