Robinson AC Repair B-31772 RFQ~1.docx

The Illinois Dept of Corrections –Robinson Correctional Center intends to procure the services to repair the air conditioning unit in housing unit #2. This unit is the original to the facility from 1990.

If you are interested in submitting a bid, complete the contract, including pricing in section 2.3.2, and submit your quote through BidBuy only, NO LATER THAN September 2, 2022 at 11:00am:

If attendance is mandatory, Bidder (current Vendor included) will be disqualified and considered Non-Responsive if Bidder does not attend, is not on time, leaves early or fails to sign the attendance sheet. Bidder must allow adequate time to accommodate security screenings at the site.

Date: August 31, 2022 Time: 12:30pm CST Location: Robinson Correctional Center, 13423 E. 1150th Avenue, Robinson Illinois, 62454 Vendors may contact Michael Woodward at 618-546-5659 or Amy Beverlin at amy.beverlin@Illinois.gov to pre-register for the Bidder Conference/Site Visit.

FORMS A

Complete this section if you are not using an Illinois Procurement Gateway (IPG) Registration # http://www.illinois.gov/cpo/general/Documents/Forms%20A%20Section%20V.15.2.docx

FORMS B

Complete this section only if you are using a valid IPG Registration # To ensure that you are registered in the IPG, search for your business name in the IPG Registered Vendor Directory. If your company does not appear in the search results, then you are not registered in the IPG.

http://www.illinois.gov/cpo/general/Documents/Forms%20B%20Section%20V.15.2.docx

When the specification calls for “Brand Name or Equal,” the brand name product is acceptable. Other products will be considered with proof the other product meets stated specifications and is equivalent to the brand product in terms of quality, performance and desired characteristics.

The State is not obligated to award a contract pursuant to this Request for Quote. If the State issues an award, the award will be made to the responsive and responsible vendor who submits the lowest price. The State will post a notice to the BidBuy system identifying the apparent low-cost vendor.

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 if applicable the 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.

Contract includes BidBuy Purchase Order? (The Agency answers this question prior to contract filing.)

☐ Yes ☒ No Contract uses Illinois Procurement Gateway Certifications and Disclosures?

☐ Yes (IPG Certifications and Disclosures including FORMS B) ☐ No

1. DESCRIPTION OF SUPPLIES AND SERVICES

2. PRICING

3. TERM AND TERMINATION

4. STANDARD BUSINESS TERMS AND CONDITIONS

5. SUPPLEMENTAL PROVISIONS

6. STANDARD CERTIFICATIONS

7. FINANCIAL DISCLOSURES AND CONFLICTS OF INTEREST (IF APPLICABLE)

8. CONTRACT SPECIFIC CERTIFICATIONS AND DISCLOSURES – “FORMS B” (IF APPLICABLE)

9. PURCHASE ORDER FROM BIDBUY (IF APPLICABLE)

In consideration of the mutual covenants and agreements contained in this contract, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to the terms and conditions set forth herein and have caused this contract to be executed by their duly authorized representatives on the dates shown on the following CONTRACT SIGNATURES page.

STATE OF ILLINOIS

REQUEST FOR QUOTE

Illinois Department of Corrections Robinson CC – Repairs to air conditioning in Housing Unit #2

23-426DOC-ROBIN-B-31772

STATE OF ILLINOIS

REQUEST FOR QUOTE

Illinois Department of Corrections Robinson CC – Repairs to air conditioning in Housing unit #2

23-426DOC-ROBIN-B-31772

Illinois Department of Corrections Contract V. 20.1

VENDOR

Date:

City, State ZIP: Robinson, IL 62454

Printed Name: Rob Jeffreys/James Deen

Official’s Title: Director/CFO

Legal Printed Name:

Legal’s Title:

Fiscal’s Printed Name:

Fiscal’s Title:

State of Illinois IFB Contract: Description of Supplies and Services V. 14.1

AGENCY USE ONLY NOT PART OF CONTRACTUAL PROVISIONS

· Agency Reference #: 23-426DOC-ROBIN-B-31772

· Project Title: Robinson CC – repairs to air conditioning in Housing Unit 2

· Contract #: 23-426DOC-ROBIN-B-31772

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

· Bid Reference #:

· Bid Publication Date:

· Award Code: C

· Subvendor Utilization? |_| Yes |_|No Subvendor Disclosure? |_| Yes |_|No

· Funding Source:

· Obligation #:

· Other Preferences?

Contract V. 20.1

1. DESCRIPTION OF SUPPLIES AND SERVICES

1.1. SUPPLIES AND/OR SERVICES REQUIRED: The Illinois Department of Corrections – Robinson Correctional Center is seeking a responsible vendor to repair the air conditioning unit in housing unit #2. This unit is the original to the facility from 1990 and is non functioning.

1.1.1. Vendor shall provide all tools, parts, and labor to repair broken air conditioning unit Model #38AKS044-601, Serial #100550, 460 VAC, 150-amp breaker. Parts include, but not limited to, the following:

1.1.1.1 Evaporator replacement size 10” wide, 38.5” tall, 88” long.

1.1.1.2 100’ of 2” copper for suction

1.1.1.3 100’ of ¾” copper for high side

1.1.1.4 (2) 120 vac solenoids 2”

1.1.1.5 (1) 2” sight glass

1.1.1.6 (3) 2” king valves

1.1.1.7 (3) solder-in Schrader valves

1.1.1.8 (1) High-side filter catch-all #C489G w/filter

1.1.1.9 (15) ¾” copper 90’s

1.1.1.10 (15) 2” copper 90’s

1.1.1.11 (4) ¾” copper T’s

1.1.1.12 (4) 2” copper T’s

1.1.1.13 Sundries, pipe hangers and rod (allthread)

1.1.1.14 The condensing unit sits on a concrete pad, 8’ wide by 15 1/2’ long, if necessary, the agency will replace or adjust the concrete pad to the dimensions of the new condensing unit.

1.1.2. All equipment, systems controls, parts and materials must be compatible with existing equipment at the facility and must be agency approved. The Vendor will be responsible for shipping and/or delivery of the parts/equipment to the facility.

1.1.3. All services are to be provided on the premises unless a major repair requires removal of the equipment to the Vendor’s facility. Equipment owned by the facility shall not be removed from the facility prior to obtaining written permission from the Chief Engineer and/or designee.

1.1.4. Upon the Vendor performing inspections, repairs, and/or maintenance of the units, the air conditioning unit in Housing Unit #2 is to be operating satisfactorily before final payment will be made.

1.1.5. Vendor shall provide a repair record for each repair or call-out service rendered. The report shall include nature of call, repairs made, materials and labor used. The Chief Engineer shall sign the record and retain a copy of said record for the facility.

1.1.6. If applicable, Vendor shall provide a list of all toxic substances proposed for use in service at the institution. Before any service, the Material Safety Data sheets shall be supplied for all listed toxic substances. This will keep the institution in compliance with the Illinois Toxic Substance Disclosure to Employees Act which states, “Employees must obtain a Material Safety Data Sheet for each toxic substance used, produced, or stored in the work place to which employees may be exposed.”

1.1.7. Invoices shall be submitted to the Robinson Correctional Center Business Office on a monthly basis. Invoice shall be itemized, showing dates of service, location of service, and type of service rendered. The Chief Engineer and the Voucher Clerk in the Business Office must reconcile and approve all invoices, monthly payments, etc. before processing payment for the Vendor.

1.1.8. Vendor shall be responsible for cleaning up the work space prior, during, and after completing work project. Vendor shall ensure Department property is protected while performing duties.

1.1.9. The Vendor shall remove potential hazards in the environment resulting from the Vendor’s work or provide protection by placing appropriate warning signs, cones, or barricades.

1.1.10. If, while in progress, a problem should arise that warrants assistance from other types of trade (i.e. electrical, plumbing, asbestos removal, etc.) the Vendor shall obtain pre-approval and utilize a tradesman with whom the Department has an official contract to provide such services, if available. When not available, the Vendor shall obtain approval from the Department for use of any additional Vendors to complete the scope of work contained within this contract.

1.1.11. The Vendor shall supply all necessary items needed for each job and shall not use any state property such as tools, equipment, ladder, extension cords, etc. All equipment, materials, and supplies shall be stored and handled in a manner approved by the Department, meeting appropriate fire and safety precautions.

1.1.12. The Vendor shall be responsible for coordinating work with utility companies, other vendors and government agencies, including the Department, so that the interference between activities will be avoided.

1.1.13. The Vendor shall be responsible for securing all permits and licenses necessary for the performance of work identified in Section 1.1 of this contract.

For procurements conducted in BidBuy, the State may include in this contract the BidBuy Purchase Order as it contains the agreed Supplies and/or Services.

|_| If checked, see the attached BidBuy Purchase Order for a Description of Supplies and/or Services.

1.2. MILESTONES AND DELIVERABLES:

1.2.1. At the completion of the job, the Vendor’s employee shall report to the Department Representative for inspection and final approval of the work.

1.2.2. Before payment is made, work shall be completed in every respect to the meaning and intent of the work order, drawings, or specifications; shall have been subjected to such tests as are applicable for their trade that would effectively disclose any defects from the intended results; and meet with approval of the Department.

1.3. VENDOR / STAFF SPECIFICATIONS:

1.3.1. All labor is to be completed by skilled journeyman trades persons in accordance with any and all national, state, county or municipal building codes and safety regulations.

1.3.2. The Department of Corrections Chief Engineer and the Vendor shall coordinate all scheduled work with minimal interference to employees and individuals in custody. The Chief Engineer will schedule the service work. All repairs will be discussed with and approved by the Chief Engineer before the Vendor proceeds with them. All planned service work under this Contract shall be performed during normal workdays, which are Monday through Friday, less holidays, between 7:00 am and 3:00 pm. The Vendor shall send only one serviceman to perform service work unless additional servicemen are preapproved by the Chief Engineer. All work performed shall be rendered in the presence of the Chief Engineer or his designee.

1.3.3. The Vendor shall indicate the time and date of arrival at the work location on a Department of Corrections Form DOC-0134. The Vendor shall sign in upon arrival at and sign out prior to leaving the work location. This shall be the basis for hours worked. Travel time and expenses are not reimbursable. The Vendor will not be compensated for any time off institutional grounds. The sign-in/sign-out must be done in the presence of the Chief Engineer or designee. Employees of Vendor are also required to wear temporary ID’s while on the premises.

1.3.4. Unattended vehicles must be locked at all times and at no time shall any vehicle be left unattended with the motor running or the key in the ignition.

1.3.5. All security rules at the Robinson Correctional Center will apply to employees of the Vendor including vehicles, machinery, and hand tools. An outside Vendor booklet will be issued for all on-site Vendor employees to review and acknowledge receipt of prior to the start of the project.

1.3.6. Employees and vehicles of Vendor will enter and exit through the Sally Port gate. (vehicles are to be cleared prior to start of work)

1.3.7. The Vendor shall provide all appropriate Training Certification(s) to the facility prior to the start of the contract to certify they are qualified and able to provide the necessary properly trained work force, materials, tools, and test equipment to repair, maintain, inspect, and calibrate all components related to the facility’s Air Conditioning System(s). If there is a proprietary system involved, the bidding Vendor must submit a notarized affidavit as proof that they are able to obtain and utilize any and all proprietary system computer software from the OEM provider to perform needed or regularly scheduled system updates.

1.3.8. The Vendor and their personnel, including volunteers, and sub-vendors shall be subject to a complete background investigation of the IDOC prior to the execution of this contract, before any personnel, volunteers or subvendors begin to provide service for the IDOC post-execution of this contract, and at periodic times during this contract as determined by the Department.

1.3.9. Vendor shall submit names; dates of birth and Social Security numbers of all on -site employees that will perform on-site services within five (5) working days after being awarded the contract for security background checks. Vendor or Vendor’s employees must pass a security background check prior to being allowed on the premises.

1.3.10. All applicants for positions covered under this contract may be required to provide a urine sample as part of their background investigation. In addition, all Contractual Personnel who perform on-site services may be required to undergo a Urinalysis or Blood Test if there is reasonable suspicion to believe that they are under the influence or using controlled substances or marijuana, and shall be subject to random drug testing. Any contractual personnel that do not pass the urinalysis and/or blood test will not be allowed on-site at the facility.

1.3.11. The requestor shall complete in its entirety the appropriate Request for Background Investigation information as determined by the Central Screening Unit. This request for information includes but is not limited to the disclosure of the name, date of birth, and social security number of the Vendor and Vendor’s employees, volunteers, and sub-vendors to facilitate background checks of individuals before any service by that individual is rendered to the IDOC. IDOC shall provide the requestor with the appropriate background investigation packet for completion.

1.3.12. Certify compliance with the Illinois Prevailing Wage Act by checking the box below:

This contract calls for the construction of a ‘public work’, within the meaning of the Illinois Prevailing Wage Act, 820 ILCS 130/.01 et seq. (“The Act”) or is a service contract subject to the prevailing wage requirements of the Illinois Procurement Code, 30 ILCS 500/25-60 (“The Code”). The Act requires vendors and subvendors to pay laborers, workers and mechanics performing services on public works projects no less than the current “prevailing rate of wages” (hourly cash wages plus amount of fringe benefits) in the county where the work is being performed. The Code requires Vendors awarded certain service contracts to pay service workers no less than the general prevailing wage rate of hourly wages (hourly cash wages plus amount for fringe benefits) in the county where the work Is performed. The Illinois Department of Labor publishes the prevailing wage rates on their website at http://labor.illinois.gov. The Illinois Department of Labor revises the prevailing wage rates. All vendors and subvendors rendering services under this contract must comply with all requirements of ‘The Act’ and ‘The Code’, including but not limited to, all wage requirements and notice and record keeping duties.

Vendor agrees to comply: |_| Yes |_|No Vendor shall be responsible for securing and utilizing the copies of the current prevailing wages in effect. Please visit: http://www.state.il.us/agency/idol/rates/ODDMO/County.htm for most current data.

1.4. TRANSPORTATION AND DELIVERY: Price for services must be F.O.B. DESTINATION with all transportation and handling included and paid by the Vendor.

1.5. SUBCONTRACTING

Subvendors are not allowed.

For purposes of this section, subvendors are those specifically hired to perform all or part of the work covered by the contract. If subvendors will be utilized, Vendor must identify below the names and addresses of all subvendors it will be entering into a contractual agreement that has an annual value of $50,000 or more in the performance of this Contract, together with a description of the work to be performed by the subvendor and the anticipated amount of money to the extent the information is known that each subvendor is expected to receive pursuant to the Contract. Attach additional sheets as necessary.

1.5.1. All contracts with the subvendors identified above must include the Standard Certifications completed and signed by the subvendor.

1.5.2. If the annual value of any the subcontracts is more than $50,000, then the Vendor must provide to the State the Financial Disclosures and Conflicts of Interest for that subvendor.

1.5.3. If the subvendor is registered in the Illinois Procurement Gateway (IPG) and the Vendor is using the subvendor’s Standard Certifications or Financial Disclosures and Conflicts of Interest from the IPG, then the Vendor must also provide to the State a completed Forms B for the subvendor.

1.5.4. If at any time during the term of the Contract, Vendor adds or changes any subvendors, Vendor will be 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 subvendor will receive pursuant to this Contract. Any subcontracts entered into prior to award of the Contract are done at the sole risk of the Vendor and subvendor(s).

1.6. SUCCESSOR VENDOR

|_| Yes |X| No This contract is for services subject to 30 ILCS 500/25-80. Heating and air conditioning service contracts, plumbing service contracts, and electrical service contracts are not subject to this requirement. Non-service contracts, construction contracts, qualification based selection contracts, and professional and artistic services contracts are not subject to this requirement.

If yes is checked, then the Vendor certifies:

(i) that it shall offer to assume the collective bargaining obligations of the prior employer, including any existing collective bargaining agreement with the bargaining representative of any existing collective bargaining unit or units performing substantially similar work to the services covered by the contract subject to its bid or offer; and

(ii) that it shall offer employment to all employees currently employed in any existing bargaining unit who perform substantially similar work to the work that will be performed pursuant to this contract.

This certification supersedes a response to certification 4, Form F, of the Illinois Procurement Gateway (IPG).

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 Vendor shifts any such work outside the United States.

· Location where services will be performed: Robinson Correctional Center Value of services performed at this location: 100%

Contract V. 20.1

2 PRICING

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

2.2 EXPENSES ALLOWED: Expenses are not allowed.

2.3 VENDOR’S PRICING:

2.3.1 Vendor shall submit pricing in the format shown below, based on the terms and conditions set forth in section 1 of this Contract.

2.3.2 Pricing shall be submitted in the following format: As per the line items in BidBuy.

· For procurements conducted in BidBuy, the State may include in this contract the BidBuy Purchase Order as it contains the agreed Pricing.

|_| If checked, see the attached BidBuy Purchase Order for the Vendor’s Price for the Initial Term.

2.4 MAXIMUM AMOUNT: The total payments under this contract shall not exceed $ ___________ without a formal amendment.

3 TERM AND TERMINATION

3.1 TERM OF THIS CONTRACT: This is a one time project. If a start date is not identified, the term shall commence upon the last dated signature of the Parties through 6/30/2023.

For procurements conducted in BidBuy, the State may include in this contract the BidBuy Purchase Order as it contains the agreed term.

|_| If checked, see the attached BidBuy Purchase Order for the Term of this Contract.

3.1.1 In no event will the total term of the contract, including the initial term, any renewal terms and any extensions, exceed 10 years.

3.1.2 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 RENEWAL: N/A

3.3 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 subvendors 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.

3.4 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.

3.5 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. Vendor will be notified in writing of the failure of appropriation or of a reduction or decrease.

3.6 Illinois Department of Corrections Contract V. 20.1

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 Vendor 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 subvendors 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 (http://www.state.il.us/agency/idol/index.htm) 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, subvendors are those specifically hired to perform all or part of the work covered by this contract. Vendor must receive prior written approval before use of any subvendors in the performance of this contract. Vendor shall describe, in an attachment if not already provided, the names and addresses of all authorized subvendors to be utilized by Vendor in the performance of this contract, together with a description of the work to be performed by the subvendor and the anticipated amount of money that each subvendor 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 subvendor certifications as shown on the Standard Certification form available from the State. If at any time during the term of the Contract, Vendor adds or changes any subvendors, 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 and the expected amount of money that each new or replaced subvendor will receive pursuant to the Contract. 30 ILCS 500/20-120.

4.4 AUDIT/RETENTION OF RECORDS: Vendor and its subvendors 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 subvendor 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 subvendors 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 subvendors 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 subvendors shall not impose a charge for audit or examination of the Vendor’s or subvendor’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 subvendors, 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, subvendors 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, 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 VENDOR: Vendor shall act as an independent vendor 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 subvendors 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 subvendor’s officers, employees or agents. Vendor or subvendor 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 505/1. 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 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 information about tax credits.

STATE OF ILLINOIS

MINORITIES, FEMALES, PERSONS WITH DISABILITY STATUS AND PARTICIPATION

UTILIZATION PLAN

ATTACHMENT HH

State of Illinois IFB 17 Attachment HH - Minorities, Females, and Persons with Disability Status Participation and Utilization Plan V.14.1 Illinois Department of Corrections Contract V. 20.1

5. SUPPLEMENTAL PROVISIONS

5.1. STATE SUPPLEMENTAL PROVISIONS

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COVID-19 PROTECTIONS: In response to the COVID-19 pandemic, Governor J.B. Pritzker issued Executive Order 2021-22 and 2021-23. These Executive Orders mandate certain vendors shall use face coverings, have COVID-19 vaccinations, or undergo testing for COVID-19 when in indoor public places, Health Care Facilities, Schools, Institutions of Higher Education, and Stateowned and operated congregate facilities. Vendor shall adhere to the requirements of these Executive Orders as applied by the Agency. The Agency may also implement vaccination or testing requirements that exceed those in the Executive Orders.

5.2. VENDOR SUPPLEMENTAL PROVISIONS

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Contract V. 20.1 Vendor acknowledges and agrees that compliance with this subsection in its entirety for the term of the contract and any renewals is a material requirement and condition of this contract. By executing this contract Vendor certifies compliance with this subsection in its entirety, and is under a continuing obligation to remain in compliance and report any non-compliance.

This subsection, in its entirety, applies to subvendors used on this contract. Vendor shall include these Standard Certifications in any subcontract used in the performance of the contract using the Standard Certification form provided by the State.

If this contract extends over multiple fiscal years, including the initial term and all renewals, Vendor and its subvendors shall confirm compliance with this section in the manner and format determined by the State by the date specified by the State and in no event later than July 1 of each year that this contract remains in effect.

If the Parties determine that any certification in this section is not applicable to this contract it may be stricken without affecting the remaining subsections.

1. As part of each certification, Vendor acknowledges and agrees that should Vendor or its subvendors provide false information, or fail to be or remain in compliance with the Standard Certification requirements, one or more of the following sanctions will apply:

· the contract may be void by operation of law,

· the State may void the contract, and

· the Vendor and it subvendors may be subject to one or more of the following: suspension, debarment, denial of payment, civil fine, or criminal penalty.

Identifying a sanction or failing to identify a sanction in relation to any of the specific certifications does not waive imposition of other sanctions or preclude application of sanctions not specifically identified.

2. Vendor certifies it and its employees will comply with applicable provisions of the United States Civil Rights Act, Section 504 of the Federal Rehabilitation Act, the Americans with Disabilities Act, and applicable rules in performance of this contract.

3. Vendor, if an individual, sole proprietor, partner or an individual as member of a LLC, certifies he/she is not in default on an educational loan. 5 ILCS 385/3.

4. Vendor, if an individual, sole proprietor, partner or an individual as member of a LLC,…