State of Illinois Contract 1 v.25.4

Central Management Services

Contract

5 Day Janitorial L6277 Marion

27-416CMS-BOPM4-P-101331

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 State requires janitorial services in various faciliƟes throughout Illinois where State Agencies do not otherwise employ janitorial staff. In most cases, State Agencies occupy faciliƟes that are open to provide services to or conduct business with the general public. Janitorial services are required to maintain the safety, health, and performance of individuals within these faciliƟes.

State faciliƟes where services will be provided are permanent buildings tenanted by State officials and employees. Janitorial services are also necessary for the protecƟon of the building and its equipment. Vendor requirements include, but are not limited to, full performance of all specified daily services on the first official working day of the contract period. This contract is for Five Day Janitorial Service at L6277, 1107 W DeYoung, Marion, IL 62223.

1.2. SUPPLIES AND/OR SERVICES REQUIRED: Vendor shall furnish adequate labor, material and equipment to adhere to all specificaƟons of the contract and provide the following services:

1.2.1. Vendor must provide/perform - Five Days a Week (aŌer normal work hours on Monday, thru Friday)

A) All restrooms will be thoroughly cleaned, including all walls, floors, toilets, and other fixtures. An ammonia disinfectant is to be uƟlized in cleaning all rest room fixtures and floors. A stronger acid disinfectant is to be used for bowl cleaning. The upper lip of each bowl is to be cleaned on a conƟnuing basis and the flush outlet under the rim is to be kept open and funcƟonal at all Ɵmes.

State of Illinois Contract v.25.4

B) Extra rolls of toilet paper must be available in each stall daily. Paper towel dispensers, cloth towel dispensers, and soap dispensers are to be checked each day and filled when necessary.

C) The Vendor must furnish and replace in a Ɵmely manner, an adequate number of consumables (i.e. toilet paper, paper towels, cloth towels for drying hands, and hand soap).

D) Vendor must mop all floors uƟlizing a floor cleaning soluƟon and rinse with clean water to avoid streaking. This includes all floor areas under desks and tables as well as first impression areas (e.g. elevators, lobbies, hallways, restrooms, and major office areas).

E) Vendor must vacuum all carpets. All loose staples are to be removed from the carpet prior to vacuuming, as needed. Carpet must be spot cleaned when needed.

F) Vendor must empty all wastebaskets. Correctly sized plasƟc liners must be placed in all wastebaskets. PlasƟc liners are also to be used in all sanitary disposal receptacles.

Vendor must furnish all plasƟc liners. Vendor must replace any soiled liners.

G) Vendor must remove wastepaper and other waste items from the facility each day and place waste in the trash receptacles provided by the State.

H) Vendor must collect and place recyclable waste in designated containers provided by the State. Mixed recyclables (metal, glass, plasƟc) shall be bagged and placed in the designated recycling container.

I) Vendor must remove all wriƟng and marks from all walls daily with parƟcular aƩenƟon given to rest room areas.

J) Vendor must wash all tabletops and chairs in lunchroom areas and clean break room sink(s).

K) Vendor must clean all mirrors in a manner that does not leave them streaked

1.2.2. Vendor must provide/perform – On a Twice Weekly Basis

A) Vendor must clean all entryway glass (To include public and employee entrances) inside and outside, as needed, but no less than twice weekly.

B) Vendor must pick up outdoor debris and liƩer in the front and back of the facility, with special aƩenƟon given to the dumpster area. Sidewalks in front of the building must be swept as needed but no less than twice weekly.

1.2.3. Vendor must provide/perform – On a Weekly Basis

A) Spray buff all Ɵle areas, so as to provide a recently finished floor appearance.

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B) Elevator floors having resilient type flooring are to be damp mopped and spray buffed. If elevator floors are covered with carpet, they are to be spot cleaned.

C) All first impression areas, i.e., elevators, lobbies, hallways, restrooms and major office areas, are either to be spray buffed, so as to provide a recently finished floor appearance, or as needed apply a new coat of floor finish in order to provide such an appearance.

D) Vendor must dust all windows and ledges to remove cobwebs and clean up any dead bug.

E) Wash all parƟƟon glass inside office.

1.2.4. Vendor must provide/perform – On a Semi-Annual Basis

A) Vendor must shampoo all carpets.

B) Vendor must dust all blinds.

C) Wash all the inside windows on each floor.

D) Wash the outside of the first floor windows.

E) Strip and refinish all Ɵle areas and apply a new coat of floor finish.

F) Vacuum and thoroughly clean all heaƟng and air condiƟoning vents.

1.2.5. Vendor must provide/perform – On an As Needed Basis

Vendor will perform on an hourly basis, other janitorial related duties with mutual agreement between Vendor and CMS Facility Manager.

1.2.6. Other Service Requirements

A) Vendor understands and agrees that it must pay all employees performing work/services on this contract at least the prevailing wage rates required by law for the locality in which the work/services is performed. Vendor cerƟfies that all employees performing work on this contract are paid at least the prevailing wage rates required by law. (30 ILCS 500/25-60). InformaƟon on prevailing wage may be obtained at: hƩps://www2.illinois.gov/idol/Pages/default.aspx.

B) Vendor supplies & equipment: The vendor is to furnish at its own cost, risk and expense, all janitorial supplies and equipment required to perform the services herein specified. All supplied cleaning soluƟons/products must be environmentally preferable products cerƟfied by one of the following standards: Green Seal, v.25.4

Environmental Choice Ecologo, or recognized by the US Environmental ProtecƟon Agency Design for the Environment (DFE) Formulator Program. Whenever available, the Vendor shall furnish products manufactured or produced in the State of Illinois.

C) All necessary cleaning equipment, including power driven floor scrubbing machines, waxing and polishing machines, industrial type vacuum cleaners, vacuum hoses and tools, and all necessary motor trucks, etc., needed for the performance of janitorial services, shall be furnished by the Vendor. Such equipment shall be of the size and type customarily used for janitorial services in commercial faciliƟes and shall be approved by the CMS Facility Manager. Equipment deemed by the CMS Facility Manager to be of improper type or design, or inadequate for the purpose intended, shall be immediately removed from the premises and replaced with equipment approved by the CMS Facility Manager.

D) Electrical power shall be furnished by the State of Illinois to operate janitorial equipment as is necessary to perform janitorial services. Hot and cold water shall also be made available by the State.

E) The State will make space available to the Vendor for Vendor’s storage of supplies and equipment. Storage spaces must be properly cleaned and leŌ in an orderly condiƟon each night. Failure to keep a storage space in a clean condiƟon saƟsfactory to the State facility manager or designee may result in the withdrawal of the storage space.

F) All trash shall be placed in outside trash receptacles before leaving. If trash receptacles are full, remaining trash shall be placed on top of the trash receptacle in sealed plasƟc bags. Trash shall never be leŌ in janitor closets, on the loading dock, or in any area of the facility.

G) Janitorial personnel must sign in upon entering the premises and sign out upon leaving. Sign-in and sign-out sheets will be provided by the State Facility Manager.

H) The State Facility Manager and Vendor shall agree upon a wriƩen schedule regarding the performance of tasks to be performed on twice weekly, weekly, monthly, quarterly and annual basis.

I) Contract modificaƟons: In the event Central Management Services acquires a different or addiƟonal space to house an Agency served by this contract, CMS may use a Contract Amendment to establish the special terms and condiƟons to provide janitorial services for the addiƟonal space or the new locaƟon, at the same square-foot cost as indicated in this contract.

1.3. MILESTONES AND DELIVERABLES:

1.3.1. Vendor shall invoice the State in arrears for services, on a monthly basis.

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1.3.2. Vendor shall submit to the State Facility Manager for approval a detailed working plan showing how Vendor proposes to perform the work specified in the contract. This plan shall be submiƩed five (5) days aŌer execuƟon of the contract and it shall contain a layout of all daily cleaning assignments and annual schedule for accomplishment of all work specified to be performed once a week or less frequently.

1.3.3. Janitorial personnel must sign in upon entering the premises and sign out upon leaving.

The Sign-In/Sign-Out sheets will be provided by the Facility Manager and maintained on-site. VerificaƟon of work performed will be based upon these sheets and visual inspecƟon. Any days that janitorial personnel are to be on the premises cleaning and they do not sign-in or sign-out, will be considered a day of no work. The State will deduct a per diem rate based upon the monthly fee divided by the number of days to be worked in that month. For Example: If the monthly rate is $2,000 and there are 20 days of work that month, then $2,000 / 20 = $100 per day. That monthly rate of $2,000 will be deducted by $100 for each day the janitorial personnel does not sign-in or sign-out or does not perform the required tasks as outlined in SecƟon 1.2 of the contract.

1.3.4. Vendor is required to uƟlize only employees that receive a W-9 and are covered under the Vendor’s Workman CompensaƟon Plan as well as Vendor’s Liability Insurance. Vendor shall submit proof of insurance (ACCORD) that lists the actual work locaƟon address on the form. This shall include applicable liability and work compensaƟon. This shall be submiƩed to the State Facility Manager along with the plan outlined in SecƟon 1.3.2.

1.3.5. This contract requires a minimum of 58 hours per month to complete all requirements.

Of the 58 hours, it is expected to take a minimum of _46 hours per month for just the daily tasks. Vendor is responsible for compleƟng all services under the contract, even if it takes more hours than the minimums listed here.

1.3.6. Fill in the number of employees anƟcipated to cover the required minimum hours per month (58) listed above to complete all requirements of the contract: ___1_________

1.3.7. Based on the first year monthly cost provided in BidBuy, please fill in the amount that is aƩributed to wages only $_1,917.23____.

1.3.8. Vendor shall designate an employee to be the contact person for this contract. The name, phone number, and email address of that designee shall be provided by the Vendor below.

Contact Name: _Sam Abadeer ________________ (Vendor to complete)

Contact Phone: _630-440-4777________________ (Vendor to complete)

Contact Email: _monaco.intl@sbcglobal.net_____ (Vendor to complete) v.25.4

1.3.9. Vendor shall provide reporting to CMS Bureau of Strategic Sourcing (CMS BOSS) if requested. Reporting may include but not be limited to, annual veteran hiring, contract usage, and payments to approved subcontractors certified through the State of Illinois’ Business Enterprise Program, if applicable.

A) The information to be submitted in a format designated by CMS BOSS (e.g., Excel spreadsheet, portal). Contract usage reporting must include payments received from all State Agencies, governmental units, and qualified not-for-profit agencies as applicable to this contract.

B) Vendor will submit a close-out report within 90 days of contract expiration that covers the same information since the last contract usage report.

C) Vendor will be expected to participate in performance monitoring that may include, but not be limited to required reporting, quality, delivery and value of goods and services, and customer service.

1.4. VENDOR/STAFF SPECIFICATIONS:

1.4.1. Adequate personnel and equipment shall be provided to permit the Ɵmely compleƟon of all operaƟons. Regular janitorial services are required aŌer normal business hours.

1.4.2. The State Facility Manager will instruct the Vendor regarding the operaƟon of all locks and security systems. The Vendor will be held responsible for the security of the facility(s) and contents during the Ɵme cleaning personnel are on the premises. If the facility has an alarm system, the Vendor will be responsible for acƟvaƟng the alarm when leaving the facility. Expenses caused by the Vendor’s failure to secure the facility will be the Vendor’s responsibility.

1.4.3. Vendor and its employees shall maintain a professional appearance while on site, including wearing company idenƟficaƟon and appropriate clothing (I.E. including, but not limited to, clothing with no holes, rips or tears, no shorts, no open-toed shoes). DiscreƟon will reside with the Facility Manager.

1.4.4. Vendor and its employees are prohibited from disturbing papers or personal items on desks, opening desk drawers or cabinets, use of telephones and/or office equipment or anything provided for official State of Illinois use.

1.4.5. Vendor shall be responsible for any and all damage caused by Vendor’s personnel or agents to Government property during the performance of the work. Vendor shall advise the Facility Manager or designee of all damages immediately and shall then follow-up with a wriƩen report within twenty-four (24) hours sƟpulaƟng the following:

Description of damage, including extent and location

Cause of damage v.25.4

Steps taken by Vendor

1.4.6. The following holidays shall be observed by the cleaning crew. No work shall be performed on these holidays if they fall on a scheduled workday:

New Year’s Day MarƟn Luther King’s Birthday Lincoln’s Birthday President’s Day Memorial Day Juneteenth Independence Day Labor Day Columbus Day Veteran’s Day Thanksgiving Day Day aŌer Thanksgiving Christmas Day

1.4.7. The State may conduct at their expense criminal and driver history background checks of Vendor’s officers, employees or agents who would directly supervise or physically perform any of the contract requirements. If the State chooses to conduct a background check, the Vendor’s officers, employees, or agents must be cleared through the background check before entering the premises to commence work. Any officer, employee, or agent deemed unsuitable by the State must be immediately replaced. The Facility manager or designee will contact Vendor regarding the need to replace any permanent or temporary employee.

1.5. TRANSPORTATION AND DELIVERY:

Not applicable as Vendor is responsible for providing any required transportaƟon of their employees to and from worksites. There is no allowance for addiƟonal mileage charges to and from worksites.

1.6. SUBCONTRACTING:

Subcontractors are not allowed.

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

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Vendor shall disclose the locaƟons where the services required shall be performed and the known or anƟcipated value of the services to be performed at each locaƟon. If the Vendor received addiƟonal consideraƟon in the evaluaƟon based on work being performed in the United States, it shall be a breach of contract if the Vendor shiŌs any such work outside the Unites States.

LocaƟon where services will be performed: L6277, 1107 W DeYoung, Marion, IL 62223

Value of services performed at this locaƟon: 100%

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 esƟmated at the Ɵme it is submiƩed for obligaƟon.

The total price of this contract is esƟmated.

2.2. VENDOR’S PRICING: Vendor’s pricing is located in the Items Tab in the BidBuy Purchase Order.

2.3. PER DIEM CALCULATION FOR MISSED DAYS: Janitorial personnel must sign in upon entering the premises and sign out upon leaving. The Sign-In/Sign-Out sheets will be provided by the Facility Manager and maintained on-site. VerificaƟon of work performed will be based upon these sheets and visual inspecƟon. Any days that janitorial personnel are to be on the premises cleaning and they do not sign-in or sign-out, will be considered a day of no work. The State will deduct a per diem rate based upon the monthly fee divided by the number of days to be worked in that month. For Example: If the monthly rate is $2,000 and there are 20 days of work that month, then $2,000 / 20 = $100 per day. That monthly rate of $2,000 will be deducted by $100 for each day the janitorial personnel does not sign-in or sign-out or does not perform the required tasks as outlined in SecƟon 1.2 of the contract.

2.4. MAXIMUM AMOUNT: The total payments under the initial term of this contract shall not exceed $_26,400.00_____ 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 OF THIS CONTRACT: The contract will have a term beginning the later of 10/01/26, or upon execuƟon to 09/30/27. If a start date is not specified, the contract will be effecƟve upon the last dated signature of the parƟes. In no event will the maximum total term of the contract, including the iniƟal 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 execuƟon of the contract except when permiƩed pursuant to 30

ILCS 500/20-80.

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3.2. TERMINATION FOR CAUSE: The State may terminate this contract, in whole or in part, immediately upon noƟce to the Vendor if: (a) the State determines that the acƟons or inacƟons 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 noƟfied the State that it is unable or unwilling to perform the contract.

If Vendor fails to perform to the State’s saƟsfacƟon any material requirement of this contract, is in violaƟon 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 wriƩen noƟce to the Vendor to cure the problem idenƟfied within the period of Ɵme specified in the State’s wriƩen noƟce. If not cured by that date the State may either:

(a) immediately terminate the contract without addiƟonal wriƩen noƟce or (b) enforce the terms and condiƟons of the contract.

For terminaƟon due to any of the causes contained in this SecƟon, 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 wriƩen noƟce to Vendor, terminate this contract in whole or in part and without payment of any penalty or incurring any further obligaƟon to the Vendor.

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

3.4. AVAILABILITY OF APPROPRIATION: This contract is conƟngent upon and subject to the availability of funds. The State, at its sole opƟon, 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 appropriaƟon sufficient to pay such obligaƟon, 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 appropriaƟon(s) pursuant to power delegated to the Governor by the Illinois General Assembly, or (3) the Agency determines, in its sole discreƟon or as directed by the Office of the Governor, that a reducƟon is necessary or advisable based upon actual or projected budgetary consideraƟons. Contractor will be noƟfied in wriƟng of the failure of appropriaƟon or of a reducƟon 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.

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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 SecƟon 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 AdministraƟve 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 execuƟon of this contract by the ParƟes even if the effecƟve date of the contract is prior to execuƟon.

4.1.4. PREVAILING WAGE: As a condiƟon 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 respecƟve contracts, and

(iv) provide lien waivers to the State upon request. Examples of prevailing wage categories include public works, prinƟng, 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 noƟficaƟon of any rate changes under this subsecƟon. Vendor is responsible for contacƟng DOL at 217- 782-6206 or (hƩps://labor.illinois.gov) to ensure understanding of prevailing wage requirements.

4.1.5. FEDERAL FUNDING: This contract may be parƟally 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 noƟce of intent to award.

4.1.6. INVOICING: By submiƫng an invoice, Vendor cerƟfies 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 submiƩed 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 exempƟon number and Federal tax exempƟon informaƟon.

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

Send invoices to:

Agency: Central Management Services AƩn: BoPM/Fiscal Dept Address: 313 S. Sixth Street

City, State Zip Springfield, Illinois 62704 Email: CMS.BOPM.Janitorial@illinois.gov

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 wriƩen consent of the State.

4.3. SUBCONTRACTING: For purposes of this secƟon, 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 wriƩen approval before use of any subcontractors in the performance of this contract. Vendor shall describe, in an aƩachment if not already provided, the names and addresses of all authorized subcontractors to be uƟlized by Vendor in the performance of this contract, together with a descripƟon of the work to be performed by the subcontractor and the anƟcipated 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 fiŌeen

(15) days aŌer execuƟon of this contract. All subcontracts must include the same cerƟficaƟons that Vendor must make as a condiƟon of this contract. Vendor shall include in each subcontract the Standard Illinois CerƟficaƟon form available from the State. If at any Ɵme during the term of the Contract, Vendor adds or changes any subcontractors, then Vendor must promptly noƟfy, by wriƩen 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 relaƟng 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 informaƟon 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 v.25.4 payment under the contract or compleƟon of the contract, and by the subcontractor for a period of three (3) years from the later of final payment under the term or compleƟon of the subcontract. If Federal funds are used to pay contract costs, the Vendor and its subcontractors must retain their respecƟve records for five (5) years. Books and records required to be maintained under this secƟon shall be available for review or audit by representaƟves of the procuring Agency, the Auditor General, the ExecuƟve Inspector General, the Chief Procurement Officer, State of Illinois internal auditors or other governmental enƟƟes with monitoring authority, upon reasonable noƟce and during normal business hours. Vendor and its subcontractors shall cooperate fully with any such audit and with any invesƟgaƟon conducted by any of these enƟƟes. Failure to maintain books and records required by this secƟon shall establish a presumpƟon 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 examinaƟon 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 conƟnue to perform its obligaƟons 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 wriƟng, 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 duƟes and obligaƟons 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 prohibiƟon. The non-declaring Party may cancel this contract without penalty if performance does not resume within thirty (30) days of the declaraƟon.

4.8. CONFIDENTIAL INFORMATION: Each Party to this contract, including its agents and subcontractors, may have or gain access to confidenƟal data or informaƟon owned or maintained by the other Party in the course of carrying out its responsibiliƟes under this contract. Vendor shall presume all informaƟon received from the State or to which it gains access pursuant to this contract is confidenƟal. Vendor informaƟon, unless clearly marked as confidenƟal and exempt from disclosure under the Illinois Freedom of InformaƟon Act, shall be considered public. No confidenƟal data collected, maintained, or used in the course of performance of this contract shall be disseminated except as authorized by law and with the wriƩen consent of the disclosing Party, either during the period of this contract or thereaŌer. The receiving Party must return any and all data v.25.4 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 noƟfy the disclosing Party in wriƟng of its destrucƟon.

The foregoing obligaƟons shall not apply to confidenƟal data or informaƟon lawfully in the receiving Party’s possession prior to its acquisiƟon from the disclosing Party; received in good faith from a third Party not subject to any confidenƟality obligaƟon to the disclosing Party; now is or later becomes publicly known through no breach of confidenƟality obligaƟon by the receiving Party; or that is independently developed by the receiving Party without the use or benefit of the disclosing Party’s confidenƟal informaƟon.

4.9. USE AND OWNERSHIP: All work performed or supplies created by Vendor under this contract, whether wriƩen 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 wriƟng. Vendor hereby assigns to the State all right, Ɵtle, 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 connecƟon with the work. Vendor acknowledges the State may use the work product for any purpose. ConfidenƟal data or informaƟon contained in such work shall be subject to the confidenƟality 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, liabiliƟes, seƩlements and judgments, including in-house and contracted aƩorneys’ fees and expenses, arising out of: (a) any breach or violaƟon by Vendor of any of its cerƟficaƟons, representaƟons, warranƟes, 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, acƟvity or omission of Vendor or any of its employees, representaƟves, 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 ArƟcle VIII, SecƟon 1(a),(b) of the ConsƟtuƟon of the State of Illinois and 1973 Illinois AƩorney General Opinion 78, the State may not indemnify private parƟes absent express statutory authority permiƫng the indemnificaƟon. Neither Party shall be liable for incidental, special, consequenƟal, or puniƟve damages.

4.11. INSURANCE: Vendor shall, at all Ɵmes during the term of this contract and any renewals or extensions, maintain and provide a CerƟficate of Insurance naming the State as an addiƟonally insured for all required bonds and insurance. CerƟficates may not be v.25.4 modified or canceled unƟl at least thirty (30) days’ noƟce 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 CompensaƟon Insurance in the amount required by law. Insurance shall not limit Vendor’s obligaƟon to indemnify, defend, or seƩle 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 noƟce 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, regulaƟons, 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; SOVEREIGN 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 arbitraƟon v.25.4 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/legislaƟon/ilcs/ilcs.asp).

4.17. ANTI-TRUST ASSIGNMENT: If Vendor does not pursue any claim or cause of acƟon it has arising under Federal or State anƟtrust laws relaƟng to the subject maƩer of this contract, then upon request of the Illinois AƩorney General, Vendor shall assign to the State all of Vendor’s rights, Ɵtle and interest to the claim or cause of acƟon.

4.18. CONTRACTUAL AUTHORITY: The Agency that signs this contract on behalf of the State of Illinois shall be the only State enƟty responsible for performance and payment under this contract. When the Chief Procurement Officer or authorized designee or State Purchasing Officer signs in addiƟon 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 enƟty.

4.20. NOTICES: NoƟces and other communicaƟons provided for herein shall be given in wriƟng via electronic mail whenever possible. If transmission via electronic mail is not possible, then noƟces and other communicaƟons shall be given in wriƟng via registered or cerƟfied 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 Ɵme of successful receipt. NoƟces shall be sent to the individuals who signed this contract using the contact informaƟon following the signatures. Each such noƟce shall be deemed to have been provided at the Ɵme it is actually received. By giving noƟce, either Party may change its contact informaƟon.

4.21. MODIFICATIONS AND SURVIVAL: Amendments, modificaƟons and waivers must be in wriƟng and signed by authorized representaƟves of the ParƟes. 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 ParƟes’ intent. All provisions that by their nature would be expected to survive, shall survive terminaƟon. In the event of a conflict between the State’s and the Vendor’s terms, condiƟons and aƩachments, the State’s terms, condiƟons and aƩachments shall prevail.

v.25.4

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 conƟnue this contract, suspend Vendor from doing future business with the State for a specified period of Ɵme, or whether Vendor can be considered responsible on specific future contract opportuniƟes.

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 InformaƟon 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, specificaƟons, drawing, samples or descripƟons furnished by the State or furnished by the Vendor and agreed to by the State, including but not limited to all specificaƟons aƩached 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 wriƟng, and fit and sufficient for the intended use; (c) comply with all federal and state laws, regulaƟons and ordinances pertaining to the manufacturing, packing, labeling, sale and delivery of the supplies; (d) be of good Ɵtle 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 limitaƟons, reasonable aƩorney’s fees and expenses, arising from failure of the supplies to meet such warranƟes.

4.25.2. Vendor shall ensure that all manufacturers’ warranƟes are transferred to the State and shall provide to the State copies of such warranƟes. These warranƟes shall be in addiƟon to all other warranƟes, express, implied or statutory, and shall survive the State’s payment, acceptance, inspecƟon 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 effecƟve 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 v.25.4 this contract, who is disrupƟve or not respecƞul 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 noƟfy the State of any event that may have a material impact on Vendor’s ability to perform this contract.

4.27. EMPLOYMENT 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 informaƟon about tax credits.

The Vendor will be required to report to Central Management Services – Bureau of Strategic Sourcing (BOSS) an annual report on the hiring of Veterans and Ex-Offenders, this report must be sent by September 30th of every year. The report shall be aƩached and sent to the following email address: cms.boss.sourcing@illinois.gov.

5. STATE SUPPLEMENTAL PROVISIONS

Agency DefiniƟons

Required Federal Clauses, CerƟficaƟons and Assurances

Public Works Requirements (construcƟon 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 prinƟng, if valued at more than $200 per month or $2,000 per year) 30 ILCS 500/25-60. InformaƟon on prevailing wage may be obtained at hƩps://www2.illinois.gov/idol/Pages/default.aspx

Agency Specific Terms and CondiƟons

Other (describe)

6. ATTACHMENTS

6.1. Tax IdenƟficaƟon Number Page

v.25.4

AGENCY USE ONLY NOT PART OF CONTRACTUAL PROVISIONS

Agency Reference #: 27-416CMS-BOPM4-R-328575

Project Title: 5 Day Janitorial L6277 Marion

Contract #: 27-416CMS-BOPM4-P-101331

Procurement Method (IFB, RFP, Small Purchase, etc.): Small Purchase

BidBuy / Bulletin Reference #: 27-416CMS-BOPM4-B-53489

BidBuy / Bulletin Publication Date: 07/29/26

Award Code: C

Subcontractor Utilization? Yes No Subcontractor Disclosure? Yes No

Funding Source:

Obligation #:

Small Business Set-Aside? Yes No Percentage:

Minority Owned Business? Yes No Percentage:

Women Owned Business? Yes No Percentage:

Persons with Disabilities Owned Business? Yes No Percentage:

Veteran Owned Small Business? Yes No Percentage:

Other Preferences?