data/data_text/00000NHB.pdf.txt

Contract Summary Sheet
Contract (PO) Number: 1553

Specification Number: 3858
[Name of Contractor: V3 INFRASTRUCTURE SRVCS, LTD

City Department: DEPARTMENT OF CONSTRUCTION AND PERMITS
Title of Contract: Municipal Code Review Services

‘Term of Contract: Start Date: 4/10/03
End Date: 4/10/06

Dollar Amount of Contract (or maximum compensation if a Term Agreement) (DUR):
$1,000,000.00

Brief Description of Work: Municipal Code Review Services

Procurement Services Contact Person: EDDIE LANCE JR

‘Vendor Number: 1061196

may 2 1 2003

UNTITLED
N
ee Ne [St ae
PROFESSIONAL SERVICES AGREEMENT
STANDARD TERMS AND CONDITIONS
FOR
MUNICIPAL CODE COMPLIANCE REVIEW SERVICES
BETWEEN

THE CITY OF CHICAGO
DEPARTMENT OF CONSTRUCTION AND PERMITS

AND

V3 INFRASTRUCTURE SERVICES, LTD.
START Dates 419-03 Ex» DATE’ 4-/D-D@

RICHARD M. DALEY
MAYOR

(City Funds)

‘These terms and cndons are subject a change by te City of CReage

Revised (0307031

UNTITLED-002
ARTICLE I. DEFINITIONS.

1
12
13

210
2
212

ARTICLE 3.
31
32
33

ARTICLE 4.

4
42
43
44
43

ARTICLE 5,

ARTICLE 6,
6

PROFESSIONAL SERVICES AGREEMENT
‘STANDARD TERMS AND CONDITIONS

‘TABLE OF CONTENTS
PAGE
1
Definitions . 1
Interpretation 02.2.2... : 2
(Order of Precedence of Component Parts, 3
. DUTIES AND RESPONSIBILITIES OF CONTRACTOR 3
‘Scope of Services ....... 3
Deliverables ..... a4
Standard of Performance 5
Personnel . 5
Indemnification... 7
‘Ownership of Documents <2... 2.2.2.2 es2s : 9
Copyright Ownership ..... 9
Visual Arists Rights Act Waiver - vere HO
Records and Audits : 10
(a) Records oes cece : s10
() Audits . cieeeeeeeeee Siecteeeeeees lO
Confidentiality... : err
Assignments and Subcontracts : : B
Limitation of Liability .......2.2.2. coe 4
TIME LIMITS FOR PERFORMANCE 1s
Schedule for Performance
Timeliness of Performance
Agreement Extension Option
COMPENSATION 16
Basis of Payment coe : 16
Method of Payment : 16
Criteria for Payment fe : ”
Funding .. con
Non-Appropriation coteseeseeese cold
DISPUTES . 18
COMPLIANCE WITH ALL LAWS 18
Compliance with All Laws Generally o vo l8

evised (030703) i

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62 Nondiscrimination ..... 19
63 Compliance with the Americans with Disabilities Actand Other Laws Coesrsing
‘Accessibility
64 Inspector General
65 Business Relationships with Elected Officials
66 Chicago "Living Wage" Ordinance :
6.7 Deemed Inclusion
ARTICLE 7. SPECIAL CONDITIONS secseee sevens 2B
7.1 Warranties and Representations ren cee BB
72 Ethics ... 25
7.3. Joint and Several 25
74 Business Documents 25
7S Conflicts of Interest . ... 25
18 — Non-Liablity of Public Officials 227
ARTICLE 8, EVENTS OF DEFAULT, REMEDIES, TERMINATION, SUSPENSION AND
RIGHT TO OFFSET . 28
8.1 Events of Default Defined sees . seeeee eee 28
82 Remedies : 29
83 Early Termination o feeeteeecees 3
84 Suspension ..........+. . 232
8S Right to Offset . 2
ARTICLE 9, GENERAL CONDITIONS ... 34
9.1 Entire Agreement .......+ cee severe 38
(a) General ‘ 34
(b) No Collateral Agreements ...... ones
(©) No Omissions 35
92 — Counterparts .. 35
9.3 Amendments 38
9.4 Governing Law and Jurisdiction 35
95 Severability : seteeereeeeseerse re 36
96 Assigns... sevens see 36
9.7 Cooperation 36
98 Waiver... +4
9.9 Independent Contractor 37
ARTICLE 10. NOTICES ........ 38
ARTICLE 11. AUTHORITY. . sd
ARTICLE 12. SPECIAL CONDITIONS REGARDING MBE/WBE COMMITMENT 39
‘Revised (030703) it

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Exhibit! -

Exhibit? -

Exhibit} -

Exhibitd
Exhibit
Exhibité —-

Exhibit? -

Revised (020709)

List of Exhibits
Scope of Services

Attachment A - Key Personnel

‘Attachment B - Schedule of Performance

Attachment C - Project Insurance Requirements

‘Compensation and Method of Payment

‘Attachment A - Maximum Hourly Rates

‘Attachment B - City of Chicago Travel Reimbursement Guidelines
‘Attachment C - Contractor and Subcontractor Overhead Absorption Rates

MBE/WBE Commitments

Economie Disclosure Statement and Affidavit
Confidentiality Agreement
‘Task Order Form

Plan Compliance with Municipal Code

UNTITLED-005,
PROFESSIONAL SERVICES AGREEMENT

by and ance nt Taseedctiee. Services, sea———————" 5
Corporation ‘Giateofincorporation/organization and ype of
iegal eaiy) (Contractor) located at 120 _North LaSalle St., Suite 1550,
1h. 60602 and the City of Chicago (City), a municipal
orporation and home rule unit of focal goverment existing unde the laws ofthe tae of
iois, acting through its Department of Construction and Permits (“Department”).

‘The City and Contractor agree as follows:

‘TERMS AND CONDITIONS

ARTICLE 1. DEFINITIONS
L.A Definitions

The following words and phrases have the following meanings for purposes of
this Agreement:

“Additional Services” means those services which are within the general scope of
Services ofthis Agreement, but beyond the description of services required under
Section 2.1 and Exhibit | and all services reasonably necessary to complete the
Additional Services tothe standards of performance required by this Agreement
‘Any Additional Services requested by the Department require the approval ofthe
City ina written amendment under Section 9.3 of this Agreement before
Contractor is obligated 1 perform those Additional Services and before the City
‘becomes obligated to pay for those Additional Services.

“Agreement” means this Professional Services Agreement, including all exhibits,
‘which are attached to it and incorporated in it by reference, and all amendments,
‘modifications or revisions made in accordance with its terms

“Chief Procurement Officer” means the Chief Procurement Officer of the City
of Chicago and any representative duly authorized in writing to act on his behalf

“Customer” means a Project owner and/or hisher design professional

Revised [0207031 Fy

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12

“Executive Director" means the Executive Director ofthe Department of
Construction and Permits, and any representative authorized in writing to act on
the Executive Directors's behalf.

“Project” means medium to large/complex public and/or private projects located
throughout the City, for which the City seeks municipal code compliance review
and related services.

“Services” or "Code Compliance Services” means, collectively, the services,
<duties and responsibilities described in Article 2 and Exhibit | ofthis Agreement
and any and all work necessary to complete them or cary them out flly and 0
‘the standard of performance required in this Agreement

“Subcontractor” means any person or entity with whom Contractor contracts 19
provide any part of the Services, including subcontractors and subconsultants of
‘any tier, whether or notin privity with Contractor.

Interpretation

(a) The term “include” (in all its forms) means “include, without limitation”
‘unless the context clearly states otherwise.

(b) _Allrreferences inthis Agreement to Articles, Sections or Exhibits, unless
‘otherwise expressed or indicated are tothe Articles, Sections or Exhibits
of this Agreement.

(©) Words importing persons include firms, associations, partnerships, trusts,
corporations and other legal entities, including public bodies, as well as
‘natural persons.

(4) Any headings preceding the text ofthe Articles and Sections of this,
Agreement, and any table of contents ot marginal notes appended to it, are
Solely for convenience or reference and do not constitute a part ofthis
‘Agreement, nor do they affect the meaning, construction or effect of this
Agreement.

(©) Words importing the singular include the plural and vice versa. Words of
the masculine gender include the correlative words ofthe feminine and
‘neuter genders.

( Allreferences to a number of days mean calendar days, unless expressly
indicated otherwise.

‘Revised (030703) 2

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13

ARTICLE 2.

2

Order of Precedence of Component Parts

In the event of any conflict or inconsistency between the terms set forth in Atcle
| through Article 12 of this Agreement and the terms set forth in Exhibit |
trough Exhibit 7, including the Attachment to the Exhibits, the terms and
provisions contained in Article | through Article 12 of this Agreement will take
precedence over the terms and provisions contained in Exhibit | through Exhibit 7
excep to the extent such terms and provisions are more favorable to the City,

‘Amticle | through Article 12 gover the legal relationship between the parties and
Exhibit and Exhibit2 scribe the Services Contractor i o perform under this
Agresmeat, set forth the Key Personnel, et fort the time limits for Contractor's
performance st forth the insurance requirements, and set forth the compensation
for Contractor. As a result the City and Contractor agree that any terms or
matters set forth in either Exhibit | or Exhibit, including the Attachments to the
Exhibits, that do not exclusively pertain o defining the Services Contractor isto
perform, the Key Personnel, the time limits for Contractors performance, the
Insurance requirements, andthe compensation schedule for Contactar are of no
effect as to this Agreement and, regardless of whether or not the City approves
such terms or matters, are not binding onthe City, except tothe extent that they
‘would diminish the City’s obligations under this Agreement or increase
Contractor's obligations or liabilities under this Agreement.

DUTIES AND RESPONSIBILITIES OF CONTRACTOR
‘Scope of Services

Contractor must perform those Services described in Exhibit 1, Scope of Services,
and services ofa similar nature to the Services described in Exhibit I, that are
assigned to it by the City pursuant to a task order signed by the Executive Director
and approved by the Chief Procurement Office, subject to the compensation
provisions of Article 4. Contractor must provide the Services in accordance with
the standards of performance set forth in Section 2.3.

Contractor understands that its not an exclusive provider of the Services and the
City may contract with other individuals/entites to provide similar services and
seek to qualify additional individuals/entities inthe future, at the City’s sole
discretion

‘The form of the task order will be generally as shown in Exhibit 6, but the format
is subject to change by the Executive Director. The City is under no obligation to

revised (0207091 3

UNTITLED-008
22

isaue any task orders. A task order is void and of no effect as to the City: (i) ifit
isnot for services described in Exhibit | or for services ofa similar nature to the
Services described in Exhibit 1; (i) to the extent it contains any terms or
conditions that conflict with, are inconsistent with, or address matters not
addressed in the tenms and conditions ofthis Agreement; (i) if isnot signed by
the Executive Director and approved by the Chief Procurement Officer; or, (iv) if
it is for services for which no or insufficient funds have been appropriated,

‘The procedures for assigning a task order are outlined in Exhibit 1. Any of
Contractor's costs associated with the preparation of task orders are deemed to be
included in Contractor's hourly rates for the actual Services and are not separately
reimbursable under this Agreement. Contractor must not commence any Services,
and the City will not be liable for any costs incurred by Contractor, without a task
‘order signed by the Executive Director and approved by the Chief Procurement
Officer for those Services.

I any additional service to be assigned is not ofa nature similar to those Services
‘described in Exhibit 1, Scope of Services, then this Agreement must be amended
incorporate the additional service and executed in accordance with Section 9.3
"Amendments" of the Agreement.

Each of Contractor's employees and the employees of each Subcontractor who
‘will be performing Services relating to this Agreement must attend all training
sessions provided by the City and scheduled by the Executive Director, but neither
Contractor nor Subcontractor are permitted to bill the ity for the employees’
time,

Deliverables

In carying out its Services, Contractor must prepare or provide tothe City various
Deliverables, “Deliverables” include work product, such as design, plans and
specifications written reviews, recommendations, reports and analyses, produced
by Contractor for the City.

‘The City may reject Deliverables that do not include relevant information or data,
‘0 do not include all documents or other materials specified inthis Agreement or
reasonably necessary forthe purpose for which the City made this Agreement or
for which the City intends to use the Deliverables. Ifthe City determines that
Contractor has failed to comply with the foregoing standards, it has 30 days from
the discovery to notify Contractor of is failure. If Contractor does not correct the
failure, ifit is possible todo so, within 30 days ater receipt of notice from the

wsed (030703) 4

UNTITLED-009
City specifying the failure, then the City, by written notice, may treat the failure as
‘a default ofthis Agreement under Section 8.1

anil or incomplete Deliverables may be accepted for review only when required
for a specific and well-defined purpose for the benefit ofthe City and when
‘consented to in advance by the City. Such Deliverables will not be considered as
satisfying the requirements of this Agreement and partial or incomplete
Deliverables in no way relieve Contractor of its commitments under this
Agreement.

Standard of Performance

Contractor must perform all Services required of it under this Agreement with that
degree of skill, care and diligence normally shown by a contractor performing
services of a scope and purpose and magnitude comparable with the nature ofthe
Services to be provided under this Agreement. Contractor acknowledges tha itis
entrusted with or has access to valuable and confidential information and records.
of the City and with respect to that information, Contractor agrees to be held to
the standard of care ofa fiduciary.

Contractor must assure that all Services that require the exercise of professional
skill or judgment are accomplished by professionals qualified and competent in
the applicable discipline and appropriately licensed, as required by law or
applicable regulations. Contractor must provide copies of any such licenses.
Contractor remains responsible for the professional and technical accuracy of all
Services or Deliverables furished, whether by Contractor or its Subcontractors or
others on its behalf. All Deliverables must be prepared in a form and content
satisfactory to the Department and delivered ina timely manner consistent with
the requirements of this Agreement.

If Contractor fails to comply with the foregoing standards, Contractor must
‘perform again, at its own expense, all Services required to be re-performed as a
director indirect result of that failure. Any review, approval, acceptance or
payment for any ofthe Services by the City does not relieve Contractor of its
responsibilty for the professional sill and care and technical accuracy ofits
Services and Deliverables, This provision in no way limits the Citys rights
against Contractor either under this Agreement, at law or in equity

24 Personnel
(a) Adequate Staffing
neviaed (0107091 5

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()

©

020709)

Contractor must, upon receiving a filly executed copy of this Agreement,
assign and maintain during the term of this Agreement and any extension
oft an adequate staff of competent personnel that is fully equipped,
licensed as appropriate, available as needed, qualified and assigned to
perform the Services. Each Contractor and Subcontractor and each
‘employee who will perform Services must be licensed or certified, a8
applicable, by the State of Ilinos forthe Services it isto provide under
this Agreement. If Contacto sa joint venture, then it and each member
ofthe joint venture must be "frm-licensed" by the State of Ilinois forthe
Services being provided pursuant to this Agreement (see Exhibit for
Scope of Services). Contractor must include among its staff the Key
Personnel identified in Exhibit |, Contractor must provide a resume for
‘each of the Key Personnel. Those resumes are included in Exhibit. The
level of staffing may be revised from time to time by notice in writing
from Contactor tothe City and with written consent ofthe Cty, which
‘consent the ity will not withhold unreasonably. If the City fils to object
to the revision within 14 days after receiving the notice, then the revision
‘will be deemed accepted by the City

Key Personnel

Contractor must not reassign or replace Key Personnel without the written
‘consent of the City, which consent the City will not unreasonably
‘withhold. "Key Personnel” means those job titles and the persons
assigned to those positions in accordance with the provisions of this
Section 2.4(b), and set forth in Exhibit 1, Attachment 1-A.. The
Department may at any time in writing notify Contractor that the City will
ro longer accept performance of Services under this Agreement by one or
more Key Personnel listed. Upon that notice Contractor must immediately
suspend the services of the key person or persons and must replace him or
her or them in accordance with the terms of this Agreement. From time to
time, Contractor may request revisions to Exhibit |; upon written approval
from the Executive Director, Exhibit | will be considered revised as
‘memorialized in the Executive Director's approval

Salaries and Wages
Contractor and Subcontractors must pay all salaries and wages due all
employees performing Services under this Agreement unconditionally and
at least once a month without deduction or rebate on any account, except
only for those payroll deductions that are mandatory by law or are

6

UNTITLED-011
tee Sr pet Ng nt Cm te a,

permitted under applicable law and regulations. fin the performance of
this Agreement Contractor underpays any such salaries or wages, the
‘Comptroller for the City may withhold, out of payments due to Contactor,
‘an amount sufficient pay to employees underpaid the difference between
the salaries or wages required tobe paid under this Agreement and the
salaries of wages actually paid these employees for the total number of
hours worked. The amounts withheld may be disbursed by the
‘Comptroller for and on account of Contractor tothe respective employees
to whom they are due. The partis acknowledge that this Section 2.4(c) is
solely for th benefit ofthe City and that it does not grant any third party
beneficiary rights

25 Indemnification

@

©)

neviged (0207001

Contractor must defend, indemnify, keep and hold harmless the City, its
officers, representatives, elected and appointed officials, agents and
‘employees fom and against any and all Losses, including those related to:

(injury, death or damage of orto any person or property;

Gi) any infringement or violation of any property right (including any
patent, trademark or copyright);

(iit) Contractor's failure to perform or cause to be performed
Contractor's covenants and obligations as and when required under
this Agreement, including Contractor's failure to perform its
obligations to any Subcontractor,

Gv) the City’s exercise ofits rights and remedies under Section 8.2 of
this Agreement; and

(8) injuries to or death of any employee of Contractor or any
‘Subcontractor under any workers compensation statute

"Losses" means, individually and collectively, liabilities of every kind,
including losses, damages and reasonable costs, payments and Expenses
(such as, but not limited to, court costs and reasonable attorneys fees and
disbursements), claims, demands, actions, suits, proceedings, judgments or
settlements, any oral of which in any way arise out of or relate 10
Contractor's breach ofthis Agreement or to Contractor's negligent or
otherwise wrongful acs or omissions or those of its officers, agents,
employees, consultants, Subcontractors or licensees.

7

UNTITLED-012
nt Sat tm Sn Cnn ve ee

©

@

iC)

©

Revised (020707)

Contractor's obligations to indemnify, keep, and hold harmless the Cty,
its officers, representatives, elected and appointed officals, agents and
employees from and against any and all Losses excludes that portion of.
Losses caused by any act, error or omission on the part of the particular
City officer), representatve(s, elected and appointed officia(s),agent(s)
cor employees) seeking indemnification under this Section 2.5 if
Contractor's indemnification would violate the provisions ofthe
Construction Contract Indemnification for Negligence Act, 740 ILCS
3510.01 et seg.

‘At the City Corporation Counsel's option, Contractor, subject to Section
2.5(6) above, must defend all suits brought upon all such Losses and must
pay all costs and expenses incidental to them, but the Cty has the right, at
its option, to participate, at its own cost, in the defense of any suit, without
relieving Contractor of any of its obligations under this Agreement. Any
‘settlement must be made only with the prior written consent ofthe City
‘Corporation Counsel, ifthe settlement requires any action on the part of
the City

To the extent permissible by law, Contractor waives any limits tothe
‘amount ofits obligations to indemnify, defend or contribute to any sums
‘due under any Losses, including any claim by any employee of Contractor
that may be subject to the Workers Compensation Act, $20 ILCS 305/1 er
seq. or any other related law or judicial decision (such as, Koreckiv
Gpelops Welding Corporation, 146 Il 24 155(1991)). The City,
‘however, does not waive any limitations it may have on its liability under
the Illinois Workers Compensation Act, the Ilinois Pension Code, any
‘other statute or judicial decision,

‘The indemnities in this section survive expiration or termination of this,
Agreement for matters occurring or arising during the term of this
‘Agreement or asthe result of or during the Contractor's performance of
Services beyond the term. Contractor acknowledges thatthe requirements
set forth in this section to indemnify, keep and save harmless and defend
the City are apart from and not limited by Contractor's duties under this
‘Agreement, including the insurance requirements in Exhibit 1 of this
Agreement.

UNTITLED-013
26

27

‘Ownership of Documents

All Deliverables, data, findings or information in any form prepared, assembled or
‘encountered by or provided to Contractor under this Agreement are property of
the City, including, as further described in Section 2.7 below, all copyrights
inherent in them or their preparation. During performance of its Services,
Contractor is responsible for any loss or damage to the Deliverables, data,
findings or information while in Contractors or any Subcontractors possession.
‘Any such lost or damaged Deliverables, data, findings or information must be
restored atthe expense of Contractor. Ifnotrestorable, Contractor must bear the
‘cost of replacement and of any loss suffered by the City on account of the
destruction, as provided in Section 25.

Copyright Ownership

‘Contractor and the City intend tha, to the extent permitted bylaw, the
Deliverables tobe produced by Contactor atthe City’s instance and expense
under this Agreement are conclusively deemed "works made for hire’ within the
meaning and purview of Section 101 ofthe United States Copyright Act, 17
USC. §101 er seq. and that the City will be the sole copyright owner ofthe
Deliverables and of ll aspects, elements and components of them in which
copyright can subsist, and of al rights to apply for copyright registration or
prosecute any claim of inftingement

To the extent that any Deliverable does not qualify asa “work made for hire,"
Contractor hereby irevocably grants, conveys, bargains, sll, assigns, transfers
and delivers tothe City its successors and assigns, allright, tle and interest in
and to the copyrights and all U.S. and foreign copyright registrations, copyright
applications and copyright renewals for them, and other intangible, intellectual
property embodied in or pertaining to the Deliverables prepared forthe City under
this Agreement, and all goodwill relating o them, free and clear of any liens,
claims or other encumbrances, tothe fullest extent permitted by law. Contractor
will, and will cause all of its Subcontractors, employees, agents and other persons
‘within its control to, execute all documents and perform all acts thatthe City may
reasonably request in order to assist the ity in perfecting its rights in and to the
copyrights relating tothe Deliverables, atthe sole expense ofthe City. Contractor
‘warrants to the City, its successors and assigns, that on the date of transfer
‘Contractor is the lawful owner of good and marketable tite in and to the
copyrights for the Deliverables and has the legal rights to fully assign them.
‘Contractor further warrants that it has not assigned and will not assign any
copyrights and that it has not granted and will not grant any licenses, exclusive or
nonexclusive, to any other party and that it is not a party to any other agreements

Revised [0907031 9

UNTITLED-014
‘Sra Sa ngs re eet

or subject to any other restrictions with respect to the Deliverables. Contractor
warrants thatthe Deliverables are complete, entire and comprehensive within the
standard of performance under Section 2.3 ofthis Agreement and thatthe
Deliverables constitute a work of original authorship. The City will not reuse the
Deliverables to build other project, without the written consent of Contractor.

28 Visual Artists Rights Act Waiver
‘Contractor waives any and all rights, in any work of visual art that may be
provided pursuant to this Agreement, that may be granted or conferred under
Section 106A and Section 113 of the United States Copyright Act (17 USC. §
101 et sea) (the "Copyright Act")

2.9 Records and Audits

(a) Records

Contractor must deliver or cause tobe delivered to the City all
documents, including all Deliverables prepared fr the City under
the terms ofthis Agreement, to the ity promptly in accordance
withthe time limits prescribed inthis Agreement, and ifn time
limitis specified, then upon reasonable demand for them or upon
termination or completion ofthe Services under this Agreement
In the event ofthe failure by Contractor to make such dlivery
upon demand, then and in that event, Contactor must pay othe
City any damages the City may sustain by reason of Contractors
failure,

Gi) Contractor must maintain any such records including Deliverables
not delivered to the City or demanded by the City fora period of S
‘years afte the final payment made in connection with this
‘Agreement. Contractor must not dispose of such documents
following the expiration of this period without notification of and
written approval from the City in accordance with Article 10.

©) Audits

(Contractor and any of Contractor's Subcontractors must furnish the
Department wit all information that may be requested pertaining
to the performance and cost of the Services. Contractor must
‘maintain records showing actual time devoted and costs incurred.
Contractor must keep books, documents, paper, records and

(ororen) 10

UNTITLED-015,
Revsged (0307031

[o}

ai,

)

w

‘accounts in connection with the Services open to audit, inspection,
copying, abstracting and transcription and must make these records
available to the City and any other interested governmental agency,
at reasonable times during the performance of its Services.

‘To the extent that Contractor conducts any business operations
separate and apart ffom the Services required under this Agreement
using, for example, personnel, equipment, supplies or facilites also
used in connection with this Agreement, then Contractor must
maintain and make similarly available tothe City detailed records
supporting Contractor's allocation o this Agreement of the costs
and expenses attributable to any such shared usages.

Contractor must maintain its books, records, documents and other
evidence and adopt accounting procedures and practices sufficient
to reflect properly all costs of whatever nature claimed to have
‘been incurred and anticipated to be incurred for or in connection
with the performance of this Agreement. This system of
accounting must bein accordance with generally accepted
‘accounting principles and practices, consistently applied
throughout.

‘No provision in this Agreement granting the City a right of access
to records and documents is intended to impair, fimit or affect any
right of access to such records and documents which the City
‘would have had inthe absence of such provisions,

‘The City may in its sole discretion audit the records of Contractor
or its Subcontractors, or both, at any time during the term of this,
‘Agreement or within five years after the Agreement ends, in
‘connection with the goods, work, or services provided under this
‘Agreement. Each calendar year or partial calendar year is
‘considered an “audited period.” If as a result of such an audit, 1s
‘determined that Contractor or any of its Subcontractors has
‘overcharged the City in the audited period, the City will notify
Contractor. Contractor must then promptly reimburse the City for
any amounts the City has paid Contractor due to the overcharges,
and also some or all ofthe cost ofthe audit, as follows:

‘A. Ifthe audit has revealed overcharges to the City
representing less than 5% of the total valu, based on the
Agreement prices, ofthe goods, work, or services provided

nu

UNTITLED-016
la Sees pee ce tna ve et

{in the audited period, then the Contractor must reimburse
the City for 50% of the cost ofthe audit and $0% of the
cost of each subsequent audit thatthe City conducts;

B. Lf however, the audit has revealed overcharges to the City
representing 5% or more of the total value, based on the
‘Agreement prices, ofthe goods, work, or services provided
{n the audited period, then Contractor must reimburse the
City forthe full cost ofthe audit and of each subsequent
audit.

Failure of Contractor to reimburse the City in accordance with Section A.
or B is an event of default under this Agreement, and Contractor will be
liable for all ofthe City’s costs of collection, including any court costs
and attorneys’ fees.

210 Confidentiality

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Revised (030709)

All documents (‘Documents"), including plans, minutes of meetings,
review comments, drawings data and materials (e.g. comection shets,
“Municipal Code of Chicago information and specifications), prepared,
assembled or encountered by or provided to Contractor or its
‘Subcontractors under this Agreement are property of the City or of permit
applicants and are confidential, except as specifically authorized inthis
‘Agreement or as may be required by law. Contractor mast not allow the
‘Documents to be made availabe to any individual or organization, other
than the Key Personnel Listed in Exhibit | and those individuals expressly
authorized in writing by the Executive Director, without the written
‘consent ofthe City. Ifthe Executive Director determines that any of
Contractor's Subcontractors has a conflict of interest regarding a particular
Project assigned to Contractor pursuant toa task order, Contractor must
‘not allow any Documents tobe dislosed to that (those) Subcontractors)
Further, all Documents and other information provided to Contractor or ts
Subcontractors by the Cty or permit applicants are confidential and must
not be made available to any other individual or organization without the
written consent ofthe City. Contractor must implement such measures as
ray be necessary to ensure that its staff and§its Subcontractors are bound
by the confidentiality provisions contained inthis Agreement.

Contractor must not issue any publicity news releases or grant press
interviews, and except as may be required by law during or after the
performance of this Agreement, disseminate any information regarding ts

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‘Services or the Project to which the Services pertain without the prior
‘written consent of the Executive Director.

(©) If Contractor is presented with a request for documents by any
‘administrative agency or with a subpoena dices tecum regarding any
records, data or documents which may be in Contractor's possession by
reason of this Agreement, Contractor must immediately give notice to the
Executive Director and the Corporation Counsel for the Cty with the
understanding thatthe City will have the opportunity to contest such
process by any means available to it before the records or documents are
submitted toa court or other third party. Contractor, however, is not
‘obligated to withhold the delivery beyond the time ordered by the cour or
administrative agency, unless the subpoena or request is quashed or the
time to produce is otherwise extended.

(@ Contractor must maintain the security at all times of any Documents that it
is reviewing pursuant to this Agreement. At a minimum, Contractor must
ensure that only personnel authorized by this Agreement have access 10
areas in which Contractor stores and reviews those Documents.
Contractor must lock all of those Documents in limited access storage
room. The storage room must be protected by a burglar alarm system,
motion detector, smoke detectors and a sprinkler system.

(©) Contractor must obtain an executed "Confidentiality Agreement," in the
form attached to this Agreement as Exhibit S, from each individual
assigned to a Project pursuant to this Agreement.

Assignments and Subcontracts

Contractor must not assign, delegate or otherwise transfer all or any part ofits
rights or obligations under this Agreement or any part of it, unless otherwise
provided for inthis Agreement or without the express written consent of the Chief
Procurement Officer and the Department. The absence of such a provision or
writen consent voids the attempted assignment, delegation or transfer and is of no
effect as to the Services or this Agreement. No approvals given by the Chief
Procurement Officer operate to relieve Contractor of any of its obligations or
liabilities under this Agreement,

All subcontracts and all approvals of Subcontractors ae, regardless of their form,
‘considered conditioned upon performance by the Subcontractor in accordance
with the terms and conditions ofthis Agreement. If any Subcontractor fils to
‘observe or perform the terms and conditions of this Agreement tothe satisfaction

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of the Department, the City has the absolute right upon written notification to
immediately rescind approval and to require the performance of this Agreement
by Contractor personally or through any other City-approved Subcontractor. Any
approval for the use of Subcontractors in the performance of the Services under
this Agreement under no circumstances operates to relieve Contractor of any ofits
obligations or liabilities under this Agreement.

Contractor, upon entering into any agreement with a Subcontractor, must furnish
‘upon request of the Chief Procurement Officer or Department a copy of its
agreement. All subcontracts must contain provisions that require the Services be
performed in strict accordance withthe requirements ofthis Agreement, provide
thatthe Subcontractors are subject to all the terms of this Agreement and are
subject tothe approval of the Department and the Chief Procurement Officer. If
the agreements do not prejudice any of the Citys rights under this Agreement,
such agreements may contain different provisions than are provided inthis
Agreement with respect to extensions of schedule, time of completion, payments,
‘guarantees and matters not affecting the quality ofthe Services.

Contractor must not transfer or assign any funds or claims due or to become due
under this Agreement without the prior written approval ofthe Chief Procurement
Officer. The attempted transfer or assignment of any funds, either in whole or in
part, or any interest in them; which are due or to become due to Contractor under
this Agreement, without such prior written approval, has no effect upon the City

‘Under the Municipal Code of Chicago, ch. 2-92, Section 2-92-245, the Chief
Procurement Officer may make direct payments to Subcontractors for Services
performed under this Agreement. Any such payment has the same effect a ifthe
City had paid Contractor that amount directly. Such payment by the City to
Contractor's Subcontractor under no circumstances operates to relieve Contractor
of any of ts obligations or liabilities under this Agreement. This section is solely
forthe benefit ofthe City and does not grant any third party beneficiary rights

Limitation of Liability

(a) Except as provided under Section 2.12 (b)below, Contractor's liability for
any and all claims brought against it by the City, individually or in the
aggregate arising out of or relating to this Agreement, whether sounding
in contract, warranty, tort, strict liability or any other cause of action, is
limited to $2.0 million or the aggregate amount of fees paid or tobe paid
under this Agreement, whichever amount is greater.

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‘The following claims are excluded from the lability limitation ofthis
section, and any losses liability or damages from such clams do not
operat to diminish Contractors liability for elaims that would be subject
to the above limitation:

(any losses, liability or damages resulting from Contractor's fraud,
criminal acts, intentional misconduct, bad faith or willful and
‘wanton misconduct;

(i) any third-party claims under Section 2.5 of this Agreement.

ARTICLE 3. TIME LIMITS FOR PERFORMANCE,

3.1 Schedule for Performance

‘This Agreement takes effect as of the date in the preamble ("Effective Date") and
continues for 36 months from the Effective Date, o until the Agreement is
‘terminated in accordance with its terms, whichever occurs first. Contractor must
‘complete all Services assigned to it by a task order, in accordance with Section

2.1, to the satisfaction of the City no later than as specified in the task order. If
this Agreement is not extended, then no new task orders will be assigned 10
Contractor beginning 12 months from the Effective Date,

3.2 Timeliness of Performance

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‘Contractor must perform the Services as expeditiously as is consistent
with professional skill and care and must provide the Services and
Deliverables within th schedule required under Exhibit | ofthis
‘Agreement. Further, Contractor acknowledges that TIME IS OF
‘THE ESSENCE and that the failure of Contractor to comply withthe
time limits described in this Section 3.2 may result in economic or
other losses tothe City.

Neither Contractor nor Contractor's agents, employees or Subcontractors
are entitled to any damages from the City, nor is any party entitled to be
reimbursed by the City, for damages, charges or other losses or expenses
incurred by Contractor by reason of delays or hindrances in the
performance of the Services, whether or not caused by the City

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ARTICLE 4.

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42

‘Agreement Extension Option

‘The Chief Procurement Officer may at any time before this Agreement expires
lect to extend this Agreement for up to 2 additional one-year periods under the
same terms and conditions as this original Agreement, except as provided
otherwise in this Agreement, by notice in writing to Contractor.

COMPENSATION
Basis of Payment

‘The City will compensate Contractor according to the Schedule of Compensation

‘contained in Exhibit 2 ofthis Agreement for the satisfactory completion ofthe
Services.

Notwithstanding anything in the Schedule of Compensation set forth in Exhibit 2
to the contrary, Contractor's compensation under this Agreement is limited to
those amounts allowable and allocable to this Agreement under 48 CFR. Part 31,
‘Subpart 31.6 (the Federal Acquistion Regulation), OMB Circular A-87
(incorporated by reference into 48 C.F-R. Part 31, Subpart 31.6), and the cost
principles set forth in 48 C.F.R. Part 31, Subpart 31.2, but only to the extent that
the cost principles in Subpart 31,2 do not conflict withthe terms of 48 CFR, Part
31, Subpart 31.6 and OMB Circular A-87. To the extent that an audit reveals that
Contractor has received payment in excess of such amounts, the City may offset
ssuch excess payments against any future payments due to Contractor and, if no
future payments are due or if future payments are less than such excess,
Contractor must promptly refund the amount of the excess payments tothe City

‘Method of Payment

Contractor must submit monthly invoices to the City for labor and other direct and
indirect costs as billed, as outlined in the Schedule of Compensation in Exhibit 2.
The invoices must be signed, dated, reference the City contract number and name,
and must be in such other detail as the City requests. If Contractor has more than
‘one agreement with the City, Contractor must prepare and submit separate
invoices for each agreement. Contractor must not submit invoices for les than
‘$500 unless a particular invoice is fr last payment related to closeout ofthe
Services,

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‘The City will process payment within 60 days after receipt of invoices and all
supporting documentation necessary forthe City to verify the Services provided
under this Agreement.

Criteria for Payment

The reasonableness, allocability, and allowability of any costs and expenses
charged by Contractor under this Agreement will be determined by the Chief
Procurement Officer and the Executive Director in their sole discretion.

In the event of a dispute between Contractor and the ity as to whether any
particular charge will be paid, or as to whether the amount of such charge is
reasonable, allocable tothe Services, or allowable, Contractor must, andthe

iy or individually, refer such dispute tothe Chief
Procurement Officer for resolution in accordance with the Disputes section of this,
Agreement. The City will not withhold payment for undisputed sums on such
invoice while a dispute is being resolved. All invoice disputes will be handled as
described in Section B.3 of Exhibit 2.

Funding

‘The source of funds for payments under this Agreement isthe Fund Number set
forth in Exhibit 2. Payments under this Agreement will not be made or due to
Contractor in excess of the dollar amount set forth in Exhibit 2 without a written
amendment in accordance with Section 9.3.

Non-Appropriation

[If no funds or insufficient funds are appropriated and budgeted in any fiscal period
of the Cty for payments to be made under this Agreement, then the City will
notify Contractor in writing ofthat occurrence, and this Agreement will terminate
‘on the earlier of the last day of the fiscal period for which sufficient appropriation
was made or whenever the funds appropriated for payment under this Agreement
are exhausted. Payments for Services completed to the date of notification will be
‘made to Contractor except that no payments will be made or due to Contractor
lunder this Agreement beyond those amounts appropriated and budgeted by the
City to fund payments under this Agreement.

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ARTICLE 5. DISPUTES

Except as otherwise provided in this Agreement, Contractor must and the Executive
Director may bring any dispute conceming a question of fact arising under this
‘Agreement which is not disposed of to the Chief Procurement Officer for decision based
‘upon written submissions ofthe parties. (A copy of the "Regulations of the Department
‘of Procurement Services for Resolution of Disputes between Contractors and the City of
Chicago” is available in City Hall, 121 N, LaSalle Street, Room 301, Bid and Bond
Room.) The Chief Procurement Officer will reduce his decision to writing and mail or
‘otherwise furnish a copy of't to Contractor. The decision of the Chief Procurement
(Officer is final and binding. If Contractor does not agree with the decision ofthe Chief
Procurement Officer, the sole and exclusive remedy is judicial review by a common law
writ of certiorari,

ARTICLE 6, COMPLIANCE WITH ALL LAWS

6.1 Compliance with All Laws Generally

Contractor must observe and comply with all applicable federal, state,
‘county and municipal laws, statutes, ordinances and executive orders, in
effect now or later and whether or not they appear in this Agreement,
including those set forth in this Article 6, and Contractor must pay all

taxes and obtain all licenses, certificates and other authorizations required
by them, Contractor must require all Subcontractors to do so, also.
Contractor must have filed, within 1 year prior tothe Effective Date, an
executed Economic Disclosure Statement and Affidavit ("Disclosure
Affidavit") in the form incorporated into this Agreement as Exhibit 4
‘Notwithstanding acceptance by the City of the Disclosure A fidavit, failure
of the Disclosure Affidavit to include all information required under the
Municipal Code renders this Agreement voidable atthe option ofthe City,

(©) Notwithstanding anything in this Agreement tothe contrary, references to
a statute or law are considered to be a reference to (i) the statute or aw as
itmay be amended from time to time; (i) all regulations and rules
pertaining to or promulgated pursuant to the statute or law; and (ii ll
future statutes, laws, regulations, rules and executive orders pertaining to
the same or similar subject mater.

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Contractor

In performing its Services under this Agreement, Contractor must comply
‘with applicable laws prohibiting discrimination against individuals and
groups.

)

Federal Requirements

In performing its Services under this Agreement, Contractor must
not engage in unlawful employment practice, suchas (1) failing or
refusing to hire or discharging any individual, or otherwise
diseriminating against any individual with respect to compensation
or the terms, conditions, or privileges ofthe individual’
employment, because of the individuals race, color, religion, Sex,
age, handicap/disability or national origin; or (2) limiting,

segrezating or classifying Contractor's employees or applicants for
employment in any way that would deprive or tend to deprive any
individual of employment opportunities or otherwise adversely
affet the individuals staus a an employee, because of the
individual's race, color, religion, sex, age, handicap/issbility or
national origin.

Contractor must comply with, andthe procedures Contractor
utilizes and the Services Contractor provides under this Agreement
‘must comply with the Civil Rights Act of 1964, 42 U.S.C. sec.
2000¢ et seq. (1981), as amended and the Civil Rights Act of 1991,
PLL. 102-166. Attention is called to: Exec. Order No. 11246, 30
Fed. Reg. 12,319 (1965), reprinted in 42 U-S.C. 2000¢ note, as
amended by Exec. Order No. 11375, 32 Fed. Reg. 14.303 (1967)
and by Exec. Order No. 12086, 43 Fed. Reg. 46,501 (1978); Age
Discrimination Act, 42 U.S.C. §§ 6101-6106 (1981); Age
Discrimination in Employment Act, 29 U.S.C. §§621-34;
Rehabilitation Act of 1973, 29 U.S.C. §§ 793-794 (1981);
‘Americans with Disabilines Act, 42 US.C. §12101 erseq.; 41
CER. Part 60 er seq. (1990); Drug Abuse Office and Treatment
Act of 1972, PLL, 92-255, as amended; and Comprehensive
Alcohol Abuse and Alcoholism Prevention Act of 1970, P.L. 91-
616, as amended; and all other applicable federal statutes,

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St ee ep a a Se

Gi) State Requirements

‘Contractor must comply with, and the procedures Contractor
utilizes and the Services Contactor provides under this Agreement
‘must comply with, the Mlinois Human Rights Act, 775 ILCS 5/1-
101 et seq (1990), a8 amended and any rules and regulations
promulgated in accordance with it, including the Equal
Employment Opportunity Claus, 4 Il. Admin. Code § 750,
Appendix A. Furthermore, Contractor must comply with the
Public Works Employment Discrimination Act, 775 1LCS 10/0.01
et seq. (1990), as amended; and all other applicable state statutes,
regulations and other laws.

Gi) City Requirements

Contractor must comply with, and the procedures Contractor
utilizes and the Services Contractor provides under this Agreement
‘must comply with, the Chicago Human Rights Ordinance, ch. -
160, Section 2-160-010 et seq. ofthe Municipal Code of Chicago
(1990), as amended, and all other applicable City ordinances and
rules. Further, Contractor must fumish and must cause each ofits.
‘Subcontractor(s) to furnish such reports and information as
requested by the Chicago Commission on Human Relations

(b) Subcontractors

Contractor must incorporate this Section 6.2 by reference in all agreements
centered into with Subcontractors and labor organizations that furnish
skilled, unskilled and craft union skilled labor, or any other services in
connection with this Agreement.

63 Compliance with the Americans with Disabilities Act and Other Laws
Concerning Accessibility

Contractor covenants that all designs, plans and drawings produced or utilized
under this Agreement will address and comply with all federal, state and local
laws and regulations regarding accessibility standards for persons with disabilities
or environmentally limited persons including the following: the Americans with
Disabilities Act of 1990, 42 U'S.C. § 12101 et seq. and the Americans with
Disabilities Act Accessibility Guidelines for Buildings and Facilities
(ADAAG?); the Architectural Barriers Act, Pub, L, 90-480 (1968), and the
Uniform Federal Accessibility Standards ("UFAS"); and the Illinois

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Environmental Barriers Act, 410 ILCS 25/1 et seq, and all regulations
promulgated thereunder , se Illinois Administrative Code, Title 71, Chapter 1,
Section 400.110. Ifthe above standards are inconsistent, Contractor must assure
that its designs, plans and drawings comply with te standard providing the
‘greatest accessibility. Also, Contractor mus, prio to construction, review the
plans and specifications to insure compliance with these standards. If Contractor
fails to comply with the foregoing standards, the City may, without limiting any of
its remedies set forth in Section 8.2 or otherwise available a lw, in equity or by
statute, require Contractor to perform again at no expense, all Services required
to be reperformed as a director indirect result of such failure.

64 hk

pector General

Itis the duty of any bidder, proposer or Contractor, all Subcontractors, every
applicant for certification of eligibility for a City contract or program, and all
officers, directors, agents, partners and employees of any bidder, proposer,
‘Contractor, Subcontractor or such applicant to cooperate with the Inspector
‘General in any investigation or hearing undertaken pursuant to Chapter 2-56 ofthe
‘Municipal Code of Chicago. Contractor understands and will abide by all
provisions of Chapter 2-56 of the Municipal Code of Chicago. All subcontracts
‘must inform Subcontractors of the provision and require understanding and
‘compliance with it.

65 Business Relationships with Elected Officials

Pursuant to Section 2-156-030(b) of the Municipal Code of the City of Chicago, it
is illegal for any elected offical ofthe City, or any person acting at the direction
‘of such official, to contact, ether orally or in writing, any other City offic
‘employee with respect to any matter involving any person with whom the elected
offical has a business relationship, or to participate in any discussion in any City
‘Council committee hearing or in any City Council meeting of to vote on any
‘matter involving the person with whom an elected official has a business
relationship. Violation of Section 2-156-030(b) by any elected official with
respect to this Agreement is grounds for termination ofthis Agreement. The term
business relationship is defined as set forth in Section 2-156-080 of the Municipal
Code of Chicago.

Section 2-156-080 defines a "business relationship" as any contractual or other
private business dealing of an official, or his or her spouse, or of any entity in
Which an official or his or her spouse has a financial interest, with a person of
entity which entites an offical to compensation or payment in the amount of
‘$2,500 or more in a calendar year, provided, however, a financial interest shall not

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include: (i) any ownership through purchase at fair market value or inheritance of
Jess than one percent ofthe share ofa corporation, or any corporate subsidiary,
parent or afiliate thereof, regardless of the value of or dividends on such shares, if
such shares are registered on a securities exchange pursuant to the Securities,
Exchange Act of 1934, as amended; (i) the authorized compensation paid to an
official or employee for his office or employment; (ii) any economic benefit
provided equally to all residents ofthe City; (iv) atime or demand deposit in a
financial institution; or (¥) an endowment or insurance policy or annuity contract
purchased from an insurance company. A “contractual or other private
business dealing” shall not include any employment relationship ofan official's
spouse with an entity when such spouse has no discretion concerning or input
relating tothe relationship between that entity andthe City.

Chicago "Living Wage” Ordinance

Section 2-92-610 of the Municipal Code of Chicago proves fora living wage for
certain categories of workers employed in the performance of City contacts,
specifically non-City employed security guards, parking attendants, day laborers,
home and healthcare workers, cashiers, elevator operators, custodial workers and
clerical workers ("Covered Employees"). Accordingly, pursuant o Section
2-92-610 and regulations promulgated under it:

(If Contractor has 25 or more full-time employees, and

(i) __Tfat any time during the performance of this Agreement,
Contractor and/or any Subcontractor or any other entity that provides any portion
of the Services (collectively "Performing Parties") uses 25 or more fulltime
security guards, or any number of other full-time Covered Employees, then

(iii) Contractor must pay its Covered Employees, and must assure that
all other Performing Parties pay their Covered Employees, not less than the
‘minimum hourly rate as determined in accordance with this provision (the "Base
Wage’) forall Services performed under this Agreement,

Contractor's obligation to pay, and to assure payment of, the Base Wage will
begin at any time during the term of this Agreement when the conditions set forth
in (ai) and (ai) above are met, and will continue until the end of the term of
this Agreement.

Prior to January 1, 2003, the Base Wage is $7.60 per hour; beginning January 1,
2003, the Base Wage is $9.05 per hour. As of July 1, 2003, and each July 1
thereafter, the Base Wage will be adjusted, using the most recent federal poverty

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ARTICLE 7.

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‘guidelines fora family of four as published annually by the U.S. Department of
Health and Human Services, to constitute the following: the poverty guidelines for
4 family of four divided by 2000 hours or the curent base wage, whichever is
higher. Atal times during the term ofthis Agreement, Contactor and all ther
Performing Parties must pay the Base Wage (as adjusted in acordance with the
above). Ifthe payment of prevailing wages is required for Services done under
this Agreement, and the prevailing wages for Covered Employees are higher than
the Base Wage, then Contractor and all other Performing Parties must pay the
prevailing wage rates,

Contractor must include provisions in all subcontracts requiring its Subcontractors
to pay the Base Wage to Covered Employees. Contractor agrees to provide the
City with documentation acceptable to the Chief Procurement Officer
demonstrating that all Covered Employees, whether employed by Contractor or by
1 Subcontractor, have been paid the Base Wage, upon the City’s request for such
documentation. The City may independently audit Contractor and/or
Subcontractors to verify compliance with this section. Failure to comply with the
requirements of this section wil be an event of default under this Agreement, and
further, failure to comply may result in ineligibility for any award of a City
contractor subcontract for up to 3 yeas

[Not-for-Profit Corporations: If Contractor sa corporation having federal tax-
exempt satus under Section 501(c)(3) ofthe Internal Revenue Code and is
recognized under Illinois not-for-profit law, then the provisions of Section (a)
through () above donot apply

Deemed Inclusion
Provisions required by law, ordinances, rules, regulations, o executive orders to

bbe inserted in this Agreement are deemed inserted in this Agreement whether or
‘not they appear in this Agreement or, upon application by either party, this

‘Agreement will be amended to make the insertion; however, in no event will the
failure to insert the provisions before or after this Agreement is signed prevent its
enforcement.

‘SPECIAL CONDITIONS

‘Warranties and Representations

In connection with signing and carrying out this Agreement, Contractor:

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‘warrants that Contractor is appropriately licensed under Ilinois law to
perform the Services required under this Agreement and will perform no
Services for which a professional license is required by law and for which
Contractor is not appropriately licensed;

‘warrants it is financially solvent; it and each ofits employees, agents and
Subcontractors are competent to perform the Services required under this
Agreement; and Contractor is legally authorized to execute and perform or
‘cause to be performed this Agreement under the terms and conditions
stated in this Agreement,

warrants that it will not knowingly use the services of any ineligible
‘contractor or Subcontractor for any purpose inthe performance ofits
Services under this Agreement;

‘warrants that Contractor isnot in default atthe time this Agreement is
signed, and has not been deemed by the Chief Procurement Officer to
have, within 5 years immediately preceding the date ofthis Agreement,
bbeen found to be in default on any contract awarded by the City of
Chicago, and has obtained warranties from its Subcontractors substantially
similar in form and substance;

represents that it has carefully examined and analyzed the provisions and
requirements of this Agreement; it understands the nature of the Services
required; from its own analysis it has satisfied itself as to the nature of all
things needed forthe performance ofthis Agreement; this Agreement is
feasible of performance in accordance with al of its provisions and
requirements, and Contractor warrants it can and will perform, or cause
bbe performed, the Services in accordance with the provisions and
requirements of this Agreement,

represents that Contractor and, to the best of its knowledge, its
‘Subcontractors are notin violation of the provisions of Section 2-92-20
‘of Chapter 2-92 of the Municipal Code of Chicago, and in connection with
it, and additionally in connection withthe Dlinois Criminal Code, 720
ILCS 5/33E as amended, and the Illinois Municipal Code, 65 ILCS $/11-
421-1; and

acknowledges that any certification, affidavit or acknowledgment made
under oath in connection with this Agreement is made under penalty of

perjury and, if false, is also cause for termination under Sections 8.1 and
833 of this Agreement.

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Ethics

(a) Inaddition to the foregoing warranties and representations, Contractor
‘warrants:

(_nwofficer, agent or employee ofthe City is employed by
‘Contractor or has a financial interest directly or indirectly in this
‘Agreement or the compensation tobe paid under thi Agreement
‘except as may be permite in writing by the Board of Ethics
‘sablshed under the Municipal Code of Chicago (Chapter 2-156).

(i) no payment, gratuity or offer of employment will be made in
‘connection with this Agreement by or on behalf of any
‘Subcontractors tothe prime Contractor or higher tier
Subcontractors or anyone associated with them, as an inducement
for the award ofa subcontract or order.

(©) Contractor further acknowledges that any Agreement entered into,
‘negotiated or performed in violation of any ofthe provisions of Chapter 2-
136 is voidable as tothe City

Joint and Several Liability

If Contractor, or its successors or assigns, if any, is comprised of more than one
individual or other legal entity (or a combination of them), then under this
Agreement, each and without limitation every obligation or undertaking in this
Agreement tobe fulfilled or performed by Contractor is the joint and several
‘obligation or undertaking of each such individual or other legal entity.

Business Documents

‘At the request ofthe City, Contractor must provide copies of its latest articles of
incorporation, by-laws and resolutions, or partnership or joint venture agreement,
as applicable.

Conflicts of Interest

(@)__ Nomember ofthe governing body of the City or other unit of government
and no other officer, employee or agent ofthe City or other unit of
government who exercises any functions or responsibilities in connection
withthe Services to which this Agreement pertains is permitted to have
‘any personal interest, direct or indirect, inthis Agreement. No member of

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‘or delegate tothe Congress of the United States or the Ilinois General Assembly and no

alderman of the City or City employee is allowed to be admitted to any share or part of this
‘Agreement orto any financial benefit to arise from it,

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revised (0307031

Contractor covenants that it, and tothe best of ts knowledge, its
‘Subcontractors if any (collectively, "Contracting Parties”) presently have
no direct or indirect interest and will not acquire any interest, direct or
indirect, in any projector contract that would conflict in any manner or
degree with the performance of its Services under this Agreement.

Contractor must disclose tothe City its and any of its Subcontractors’ past
and curent business arrangements or relationships, whether writen or oral
and whether executed or inthe process of negotiation or discussion, with
any individual or entity having an interest ina Project that isthe subject of.
‘task order assigned, or proposed tobe assigned, to Contractor pursuant to
this Agreement. Coriractor and its Subcontractors must also disclose any
such individual or entity with whom they anticipate having an arrangement
‘or business relationship within the reasonably foreseeable fare.
(Contractor and its Subcontractors must provide the City with such detailed
information relating to any such arrangements asthe City may reasonably
request o enable the Cty to determine whether an actual or potential
confit of interest exists or may arise

Contractor is not permitted to perform any Services for the City on task
‘orders, applications or other documents submitted tothe Cty by any of
Contractor's or any ofits Subcontractors’ (i) past clients, ifthe Services
relate to a Project that isthe subject ofa task order for which Contractor or
any of its Subcontractors developed, caused to be developed or began to
develop designs, plans, documents, cst propostls, or other work on behalf
ofthat past clint (i) present client; or (ii) anticipated future clint, as
described above.

Contractor must ensure that it its officers, directors and employees, and
the officers, directors and employees of each of its members if a joint
venture, and any Subcontractor have no interest and will acquire no
interest, director indirect, in any Project that would conflict in any manner
or degree with the performance of the Services. Contractor must further
ensure that in the performance of the Services no person having any such
interest will be employed. If the Executive Director in his reasonable
judgment determines that any of Contractor's services (or those of its
Subcontractors) for others would conflict withthe Services Contractor is
to provide pursuant to any given ask order, Contractor must ether

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terminate such ther services immediately upon request ofthe City or
CContracor would not be assigned the task order (or, if previously assigned
it, Contractors participation in the task order or that ofits affected
Subcontractors would be terminated, upon the recommendation ofthe
Executive Director inthe sole discretion ofthe Chief Procurement
Officer)

[Neither Contractor nor any person nor entity affiliated with it will, during
or after the term of this Agreement, participate in any Project, or any
portion of any Project, the code compliance of which Contractor or they
participated in reviewing under this Agreement.

(@) Without limiting the foregoing, ifthe Contracting Parties assist the City in
determining the advisability or feasibility of a Projector in recommending,
researching, preparing, drafting or issuing a request for proposals or bid
specifications for a Project, the Contracting Parties must not participate,
directly or indirectly, as a prime, subcontractor or joint venture in that
Projector in the preparation of proposal or bid for that Project during the
‘term of this Agreement or afterwards. The Contracting Parties may,
‘however, assist the City in reviewing the proposals or bids for the Project
iffnone ofthe Contracting Parties have a relationship with the persons or
‘entities that submited the proposals or bids for that Project.

(©) Contractor further covenants that, in the performance of this Agreement,
no person having any conflicting interest will be assigned to perform any
Services or have access to any confidential information, as defined in
Section 2.10 of this Agreement. Ifthe City, by the Executive Director in
his reasonable judgment, determines that any of Contractor's Services for
‘others conflict with the Services Contractor is to render for the City under
this Agreement, Contractor must terminate such other services
immediately upon request ofthe City

7.6 Non-Liability of Public Officials

Contractor and any assignee or Subcontractor of Contractor must not charge any
official, employee or agent ofthe City personally with any liability or expenses of
defense or hold any official, employee or agent of the City personally liable to
them under any term or provision of this Agreement or because of the Citys
execution, attempted execution or any breach of this Agreement.

evised (010700) n

UNTITLED-032
Seve ee Sc Cnn ro ee

ARTICLE 8. EVENTS OF DEFAULT, REMEDIES, TERMINATION, SUSPENSION
AND RIGHT TO OFFSET

8.1 Events of Default Defined
The following constitute events of default:

(®) Any material misrepresentation, whether negligent or willful and whether
in the inducement or in the performance, made by Contractor to the City.

(©) Contractor's material failure to perform any ofits obligations under this
Agreement including the following:

(Failure due to a reason or circumstances within Contractor's
reasonable control to perform the Services with sufficient
personnel and equipment or with sufficient material to ensure the
performance of the Services;

i) Failure to perform the Services in a manner reasonably satisfactory
to the Executive Director or the Chief Procurement Officer or
inability to perform the Services satisfactorily as a result of
insolvency, filing for bankruptcy or assignment for the benefit of
creditors;

(Gil) Failure to promptly r-perform within a reasonable time Services
that were rejected as erroneous or unsatisfactory;

(iv) Discontinuance ofthe Services for reasons within Contractor's
reasonable control; and

(¥) Failure to comply with any other material term of this Agreement,
including the provisions concerning insurance and
nondiscrimination

(vi) Failure to complete Services assigned to Contractor within the time
limits specified in the applicable task order, unless the failure to
timely complete the Services is due to reasons outside Contractor's
reasonable control, and only if Contractor advised the Executive
Director in writing within 48 hours following the beginning ofthe
event claimed to excuse performance,

eviged (0107091 28

UNTITLED-033
(©) Any change in ownership or control of Contractor without the prior writen
approval ofthe Chief Procurement Officer, which approval the Chief
Procurement Officer will not unreasonably withhold.

(@) Contractors default under any other agreement it may presently have or
‘may enter into with the City during the life ofthis Agreement. Contractor
acknowledges and agrees that in the event of a default under this
‘Agreement the City may also declare a default under any such other
agreements.

(©) Failure to comply with Section 6.1 in the performance of the Agreement.

(Contractor's repeated or continued violations of City ordinances unrelated
to performance under the Agreement that in the opinion of the Chief
Procurement Officer indicate a willful or reckless disregard for City laws
and regulations.

82 Remedies

‘The occurrence of any event of default permits the City, atthe City's sole option,
to declare Contractor in default. The Chief Procurement Officer may in his sole
discretion give Contractor an opportunity to cure the default within 2 certain
period of time, which period of time must not exceed 30 days, unless extended by
the Chief Procurement Officer. Whether to declare Contractor in default is within
the sole discretion of the Chief Procurement Officer and neither that decision nor
the factual basis for itis subject to review or challenge under the Disputes
provision ofthis Agreement.

‘The Chief Procurement Officer will give Contractor written notice ofthe default,
either in the form of a cure notice "Cure Notice"), of, ifno opportunity to cure
‘willbe granted, a default notice ("Default Notice”). ifthe Chief Procurement
Officer gives a Default Notice, he wll also indicate any present intent he may
hhave to terminate this Agreement, and the decision to terminate (but not the
decision nat to terminate) is final and effective upon giving the notice. The Chief
Procurement Officer may give a Default Notice if Contractor fails to effet a cure
‘within the cure petiod given in a Cure Notice, When a Default Notice with intent
to terminate is given as provided in this Section 8.2 and Anicle 10, Contractor
‘must discontinue any Services, unless otherwise directed in the notice, and deliver
all materials accumulated inthe performance ofthis Agreement, whether
‘completed or in the process, to the City. After giving a Default Notice, the City
‘may invoke any or all of the following remedies, individually or collectively:

‘Revised (030703) 0

UNTITLED-034
(a) The right to take over and complete the Services, o any part of them, at
Contractor's expense and as agent for Contractor, either directly or
through others, and bill Contractor forthe cost of the Services, and
Contractor must pay the difference between the total amount ofthis bill
and the amount the City would have paid Contractor under the terms and
conditions ofthis Agreement forthe Services that were assumed by the
City as agent for Contractor under this Section 8.2;

{b) The right to terminate this Agreement as to any or all of the Services yet to
be performed effective a time specified by the City,

(©) The right of specific performance, an injunction or any other appropriate
equitable remedy;

(8) The right to money damages;

(©) The right to withhold all or any part of Contractor's compensation under
this Agreement;

(The right to deem Contractor non-responsible in future contracts to be
awarded by the City.

Ifthe Chief Procurement Officer considers it to be in the City's best interest, he
‘may elect not to declare default orto terminate this Agreement. The parties
acknowledge that this provision is solely forthe benefit ofthe City and that if the
City permits Contractor to continue to provide the Services despite one or more
events of default, Contractor isin no way relieved of any of its responsibilities,
<uties or obligations under this Agreement, nor does the City waive or relinquish
any of its rights.

‘The remedies under the terms of this Agreement are not intended to be exclusive
of any other remedies provided, but each and every such remedy is cumulative and
is in addition to any other remedies, existing now or late, at law, in equity or by
statute. No delay or omission to exercise any right or power accruing upon any
‘event of default impairs any such right or power, nor is ita waiver of any event of
default nor acquiescence init, and every such right and power may be exercised
from time to time and as often as the City considers expedient.

Revised (030709) 30

UNTITLED-035,
83 Early Termination

{In addition to termination under Sections 8.1 and 8.2 ofthis Agreement, the City
‘may terminate this Agreement, or all or any portion ofthe Services to be
performed under it, at any time by a notice in writing from the City to Contractor.
‘The City will give notice to Contractor in accordance with the provisions of
Article 10. The effective date of termination will be the date the notice is received
bby Contractor or the date stated in the notice, whichever is later. Ifthe City elects
to terminate this Agreement in full, all Services to be provided under it must cease
and all materials that may have been accumulated in performing this Agreement,
‘whether completed or in the process, must be delivered tothe City effective 10
days after the date the notice is considered received as provided under Article 10
‘of this Agreement (if no dat is given) or upon the effective date stated in the
notice.

[Afer the notice is received, Contractor mus restrict its activites, and thse of its
Subcontractors, to winding down any reports analyses, or other activities
previously begun. No costs incured afer the effective date ofthe termination are
allowed. Payment for any Services actually and satisfactorily performed before
the effective date ofthe termination ison the same basi asset forth in Aticle 4,
‘but if any compensation is described or provided for on the bass of a period
Jonger than 10 days, then the compensation must be prorated accordingly. No
amount of compensation, however, is permitted for anticipated profits on
unperformed Services. The City and Contractor mus attempt o agree onthe
amount of compensation tobe paid to Contractor, but if not agreed on the dispute
‘must be settled in accordance with Article Sof this Agreement. The payment 50
made to Contractor is in ull settlement forall Services satisfactorily performed
under this Agreement.

Contractor must include in its contracts with Subcontractors an early termination
provision in form and substance equivalent to this early termination provision to
prevent claims against the City arising from termination of subcontracts after the
early termination, Contractor will not be entitled to make any early termination
claims against the City resulting from any Subcontractor’s claims against
Contractor or the City to the extent inconsistent with this provision.

Ifthe Citys election to terminate tis Agreement for default under Sections 8.1
and 8.2 is determined in a court of competent jurisdiction to have been wrong

‘then in that case the termination is o be considered to be an early termination
under this Section 8.3

nevised (030703) 3

UNTITLED-036
Sat Nt Sa ge eee

84

8s

Suspension

“The City may at anytime request that Contractor suspend its Services, or any part
of them, by giving 15 days prior written notice to Contractor or upon informal
oral, or even no notice, inthe event of emergency. A delay or lapse inthe City's
assigning a task order (if any) to Contractor does not constitute a suspension for
purposes of this Section 8.4. No costs incured ater the effective date of such
suspension are allowed. Contractor must prompily resume its performance ofthe
Services under the same terms and conditions as stated in this Agreement upon
written notice by the Chief Procurement Officer and such equitable extension of
time as may be mutually agreed upon by the Chief Procurement Officer and
Contractor when necessary for continuation or completion of Services. Any
auditional costs or expenses actually incurred by Contractor asa result of
recommencing the Services must be treated in accordance with the compensation
provisions under Exhibit 2 of this Agreement.

[No suspension of this Agreement is permitted in the aggregate to exceed a period
‘of 45 days within any one year ofthis Agreement. Ifthe total number of days of
suspension exceeds 45 days, Contractor by written notice to the City may treat the
suspension as an early termination of this Agreement under Section 8.3.

Right to Offset
(@) —_Inconnection with performance under this Agreement:
‘The City may offset any excess costs incurred:

(@ ifthe City terminates this Agreement for default or any other
reason resulting from Contractor's performance or non-

performance;

Gi) if the City exercises any of its remedies under Section 8.2 of this,
Agreement; of

(ii) ifthe City has any credits due or has made any overpayments under
this Agreement.

The City may offset these excess costs by use of any payment due for
Services completed before the City terminated this Agreement or before
the City exerised any remedies. Ifthe amount offset is insufficient to
cover those excess costs, Contractor is liable for and must promptly emt
to the City the balance upon written demand for it. Ths right to offset is

Revised [0307031 2

UNTITLED-037
Sra et a oa ea

{in addition to and not a limitation of any other remedies available to the
City.

(®) _Inconnection with Section 2-92-380 of the Municipal Code of Chicago:

(_Inaccordance with Section 2-92-380 of the Municipal Code of
‘Chicago and in addition to any other rights and remedies (including
any of set-off available tothe City under this Agreement or
‘permitted at law or in equity the City is entitled to set off portion
‘ofthe price or compensation due under this Agreement in an
‘amount equal to the amount ofthe fines and penalties for each
‘outstanding parking violation complaint and/or the amount of aay
debt owed by Contractor tothe City. For purposes of tis Section
8.5 “outstanding parking violation complaint” means parking
ticket, notice of parking violation or parking violation complaint
‘on which no payment has been made or appearance filed inthe
‘Circuit Court of Cook County within the time specified on the
complaint. "Debt" means a specified sum of money owed to the
City for which the period granted for payment has expired.

Gi) Notwithstanding the provisions ofthe above subsection, no such
debi(s) or outstanding parking violation complaint(s) will be offset
from the price or compensation due under this Agreement ifone or
‘more of the following conditions are met:

‘A. Contractor has entered into an agreement withthe
Department of Revenue, or other appropriate City
<epartment, for the payment ofall outstanding parking
violation complaints and/or debts owed tothe City and
Contractor isin compliance with the agreement, of

Contractor is contesting lability for or the amount of the
<debt in a pending administrative or judicial proceeding, or

C. Contractor has filed 2 petition in bankruptcy and the debis,
‘owed the City are dischargeable in bankruptcy.

(©) Inconnection with any liquidated or unliquidated claims against
Contractor:

Without breaching this Agreement, the City may set off a portion of the
price or compensation due under this Agreement in an amount equal tothe

nevised [0007001 3

UNTITLED-038
amount of any liquidated or unliquidated claims thatthe City hs against
Contractor unrelated to this Agreement. When the City’s claims aguinst,
‘Contractor are finally adjudicated in a court of competent jurisdiction or
otherwise resolved, the City will reimburse Contractor to the extent of the
amour the City has offset aginst this Agreement inconsistently with such
determination or resolution

ARTICLE 9. GENERAL CONDITIONS

9.1 Entire Agreement

)

o

evised (0207091

General

‘This Agreement, and the exhibits, which are attached to it and
incorporated init, constitute the entire agreement between the parties and
‘no other terms, conditions, warranties, inducements, considerations,
promises or interpretations are implied or impressed upon this Agreement
that are not expressly addressed in this Agreement.

No Collateral Agreements

Contractor acknowledges that, except only for those representations,
statements or promises expressly contained inthis Agreement and any
exhibits attached to it and incorporated by reference in it, no
representation, statement or promise, oral or in writing, of any kind
whatsoever, by the City, is officals, agents or employees, has induced
Contractor to enter into this Agreement or has been relied upon by
Contractor, including any with reference to: (i) the meaning, correctness,
suitability or completeness of any provisions or requirements of this
‘Agreement; (i) the nature ofthe Services to be performed; (ii) the nature,
quantity, quality or volume of any materials, equipment, labor and other
facilities needed for the performance of this Agreement; (iv) the general
conditions which may in any way affect this Agreement or its
performance; (v) the compensation provisions of this Agreement; or (vi)
‘any other matters, whether similar to or different from those referred to in
through (vi) immediately above, affecting or having any connection
‘with this Agreement, its negotiation, any discussions of its performance or
those employed or connected or concerned with it.

3

UNTITLED-039
92

93

(©) No Omissions

Contractor acknowledges that Contractor was given ample opportunity and
time and was requested by the City to review thoroughly all documents
forming this Agreement before signing this Agreement in order that it
‘might request inclusion in this Agreement of any statement, representation,
promise or provision that it desired or on that it wished to place reliance.
Contractor did so review those documents, and either every such
statement, representation, promise or provision has been included in this
Agreement or else, if omitted, Contractor relinquishes the benefit of any
‘such omitted statement, representation, promise or provision and is willing
to perform this Agreement in its entirety without claiming reliance on it or
‘making any other claim on account of its omission.

Counterparts

‘This Agreement is comprised of several identical counterparts, each to be fully
signed by the parties and each to be considered an original having identical legal
effect.

Amendments

Except as provided in Section 3.3 of this Agreement, no changes, amendments,
‘modifications or discharge of this Agreement, or any part of it are valid unless in
writing and signed by the authorized agent of Contractor and by the Mayor,
Comptroller, and Chief Procurement Officer of the City or their respective
successors and assigns. The City incurs no libility for Additional Services
‘without a writen amendment to this Agreement under this Section 9.3.

‘Whenever in this Agreement Contractor is required to obtain prior writen
approval, the effect of any approval that may be granted pursuant to Contractor's
request is prospective only from the later of the date approval was requested or the
date on which the action for which the approval was sought isto begin. In no
event is approval permitted to apply retroactively toa date before the approval
was requested,

Governing Law and Jurisdiction

‘This Agreement is governed as o performance and interpretation in accordance
withthe laws ofthe State of Mlinois.

Revised [030703) 35

UNTITLED-040
9s

97

‘Contractor irevocably submits itself tothe original jurisdiction of those courts
located within the County of Cook, State of Ilinois, with regard to any
‘controversy arising out of, relating to, or in any way conceming the execution or
‘performance ofthis Agreement. Service of process on Contractor may be made,
at the option of the City either by registered or certified mail addressed tothe
applicable office as provide for in this Agreement, by registered or certified mail
addressed to the office actually maintained by Contractor, or by personal delivery
on any office, director, or managing or general agent of Contractor. If any action
is brought by Contractor against the City concerning this Agreement, the action
‘must be brought only in those courts located within the County of Cook, State of
ii

Severability

any provision ofthis Agreement is held or deemed tobe ori infact invalid,
illegal, inoperative or unenforceable as applied in any particular casein any
jurisdiction orn all cases because it conflicts with any other provision or
provisions ofthis Agreement or of any constitution, statute, ordinance, rule of aw
a public policy, o for any other reason, those circumstances donot have the
effect of rendering the provision in question invalid illegal, inoperative or
‘unenforceable in any other ease o ircumstances, or of rendering any other
provision or provisions in this Agreement invalid, illegal, inoperative or
unenforceable to any extent whatsoever. The invalidity, illegality, inoperativeness
or unenforceability of anyone or more phrases, sentences, clauses or sections in
this Agreement does not affect the remaining portion of this Agreement or any
par oft

Assigns

‘All ofthe terms and conditions of this Agreement are binding upon and inure to
the benefit ofthe parties and their respective legal representatives, successors and
assigns.

Cooperation

Contractor musta all times cooperate fully wit the City and actin the City’s best
interests. Ifthis Agreement is terminated for any reason, or if it is to expire on ts
‘own terms, Contractor must make every effort to assure an orderly transition to
another provider of the Services, if any, orderly demobilization of its own
‘operations in connection with the Services, uninterrupted provision of Services
<during any transition period and must otherwise comply with the reasonable

Revsged [0907031 6

UNTITLED-041
98

99

‘requests and requirements of the Department in connection withthe termination
cor expiration,

Waiver

‘Nothing in this Agreement authorizes the waiver of a requirement or condition
‘contrary to law or ordinance or that would result in or promote the violation of
any federal, state or local law or ordinance,

Whenever under this Agreement the City by a proper authority waives
Contractor's performance in any respect or waives a requirement or condition to
either the City’s or Contractor's performance, the waiver So granted, whether
express or implied, only applies tothe particular instance and is not a waiver
forever or for subsequent instances of the performance, requirement or condition.
No such waiver is a modification of this Agreement regardless of the number of
times the City may have waived the performance, requirement or condition. Such
‘waivers must be provided to Contractor in writing.

Independent Contractor

‘This Agreement is not intended to and will not constitute, create, give rise 10, or
‘otherwise recognize a joint venture, partnership, corporation or other formal
‘business association of organization of any kind between Contractor and the City
The rights and the obligations of the partes are only those expressly set forth in
this Agreement. Contractor must perform under this Agreement as an
independent contractor and not as a representative, employee, agent, or partner of
the City

‘This Agreement is between the City and an independent contractor and, if
Contractor is an individual, nothing provided for under this Agreement constitutes
lies an employer-employee relationship such that:

(@) The City will not be liable under or by reason of this Agreement forthe
‘payment of any compensation award or damages in connection with
Contractor performing the Services required under this Agreement.

(®) Contractor is not enttied to membership in the Cty of Chicago Pension
Fund, Group Medical Insurance Program, Group Dental Program, Group
Vision Care, Group Life Insurance Program, Deferred Income Program.
vacation, sick leave, extended sick leave, or any other benefits ordinarily
provided to individuals employed and paid through the regular payrolls of
the City of Chicago.

Revised (030703) 37

UNTITLED-042
(©) The City of Chicago is not required to deduct or withhold any taxes, FICA,
‘or other deductions from any compensation provided to Contractor.

ARTICLE 10. NOTICES

"Notices provided for in this Agreement, unless expressly provided for otherwise in this
Agreement, must be given in writing and may be delivered personaly or by placing in the United.
‘States mail, first class and certified, return receipt requested, with postage prepaid and addressed
1s follows:

Ifto the City: City of Chicago Department of Construction and Permits
Room __, City Hall
121 North LaSalle Street
Chicago, Minois 60602
Attention: Executive Director

and

Department of Procurement Services
Room 403, City Hall

121 North LaSalle Street

Chicago, Minois 60602

Attention: Chief Procurement Officer

With Copies to: Department of Law
Room 600, City Hall
121 North LaSalle Street
Chicago, Mlinois 60602

Attention: Corporation Counsel

Ifto Contractor: To the address set forth in the preamble of this Agreement
‘Changes in these addresses must be in writing and delivered in accordance with the provisions of
this Article 10. Notices delivered by mail are considered received three days after mailing in

accordance with this Article 10. Notices delivered personally are considered effective upon
receipt. Refusal to accept delivery has the same effect as receipt.

Revised (0207031 38

UNTITLED-043,
ARTICLE 11. AUTHORITY

[Execution of this Agreement by Contractor is authorized by a resolution of ts Board of
Directors, if a corporation, or similar governing document, and the signature(s) of each person
signing on behalf of Contractor have been made with complete and full authority to commit
‘Contractor to all terms and conditions of this Agreement, including each and every
‘representation, certification and warranty contained in it, including the representations,
certifications and warranties collectively incorporated by reference in it.

ARTICLE 12. SPECIAL CONDITIONS REGARDING MBE/WBE COMMITMENT

In the performance ofthis Agreement, including the procurement and lease of materials or
‘equipment, Contractor must abide by the minority and women's business eaterprise commitment
requirements ofthe Municipal Code of Chicago, ch. 2-92, Sections 2-92-420 et seg. (1990),
‘excepto the extent waived by the Chief Procurement Officer and the Special Conditions
‘Regarding MBW/WBE Commitment set forth in this Article 12. Contactor’ completed
Schedules C-1 and D-1 in Exhibit, evidencing its compliance with this requirement, are a pat
‘ofthis Agreement upon acceptance by the Chief Procurement Officer. Contractor must utilize
‘minority and women's business enterprises at the greater ofthe amounts listed in those Schedules
(C-1 and D-1 or the percentages listed in them as applied to all payments received from the City

Revised (030703) 9

UNTITLED-044
St pe Nene nC rp
EXHIBIT 1

Scope of Services

Revised [0307031

UNTITLED-045,
SCOPE OF SERVICES

INTRODUCTION

‘The City of Chicago (“City”), Department of Construction and Permits ("DCAP"), seeks
Architectural and Engineering firms (“Firms”) to provide municipal code compliance review
and related services (“Reviews”) for various medium to large/complex public andor private
projects (“Projects”) located throughout the City. Selected Firms (“Contractors”) willenter
‘non-specific Task Order driven, Depending Upon Requirements ("DUR"), erm agreements.
Contractors must perform the Reviews in accordance with DCAP standards and the
‘Municipal Code ofthe City of Chicago ("Code") and within the time frame as approved by
the Executive Director of DCAP.

‘The City requires the issuance of permits for construction to ensure that specific minimum
standards, a8 specified in the Code are met in constructing, altering or repairing buildings.
These standards are based on well-established health, safety and environmental
considerations intended to protect the integrity of the buildings and the welfare ofthe public.

‘The City is establishing a Web-based project management system to:

Provide for electronic plan submissions, Reviews and corrections,

Provide for document management and control;

‘Compress Review and correction document transmittal time;

Provide collaboration and meeting space for Project participants;

Provide an electronic library fora variety of Project documents;

Provide a means for on-going Customer outreach and community awareness;
Facilitate the dissemination of the Project status and other critical reports.

‘The City requires permits for, among other things, the following: new construction, major
repairs, renovations and demolition, including the installation of utilities, foundations,
foundation retention systems, boilers, furnaces, plumbing fixtures, garages, additions.
porches and decks. The ity performs Code reviews and permit issuance foreverything from
single-family residents to large/complex high-rises, institutions, assemblies and industnal-
use projects. These Code reviews include, but are not limited to, the following disciplines
architectural, plumbing, electrical, ventilation, refigeration, fie prevention, accessibility
‘environmental, sewer, water, structural and civil, ie. foundations and foundation retention
systems,

The services contemplated under the Reviews are professional in nature. Contractors acting
‘as an individual, partnership, corporation or other legal entity and the Contractors’ Kes
Personnel must be of professional status, licensed to perform in the State of Illinois and
licensed forall applicable professional displines requiring licensing and will be governed
by the professional ethics in their relationship to the City. All reports, information or dats

t

UNTITLED-046
prepared or assembled by Contractors are confidential in nature and must not be made
‘valable to any individual or organization, except the City, without prior written approval
‘of the City. Contractors are required to execute Confidentiality Agreement (attached as
Exhibit 5).

GENERAL SCOPE OF SERVICES

In an effort to streamline the City’s permit process and provide a Project owner and/or
hishher design professional (“Customer”) witha predictable, consistent and timely permit
process, the ity intends to out-source the Code review of medium to large/complex public
andlor private projects to Contractors.

‘The objectives for out-sourcing these Code Reviews ae as follows:

+ Greatly reduce the amount of time and resources it takes the City to perform Code
Reviews and to issue permits

+ Provide Customers with a permit process in which they can specify the date they would
like to receive their permit(s) and a process which will provide various means o achieve
ther targeted permit date.

+ Provide Customers with the ability to submit their permit application(s) and/or plans on-
line with the additional ability to review and/or make corrections to their plans on-line

+ Provide Customers with instant access to their permit information/status, Le, provide
Project status information available on-line during the entite permit process.

+ Provide additional Review capacity to offset the City’s in-house staff workload onan as-
needed bass

+ Improve Customer service by providing Customers with a permit process that 1s
consistent, timely, accurate and allows Customers easy access to all their permit
information.

‘The City estimates the outsourced workload to be approximately 3000 medium 0
large/complex public and/or private projects per year. The City anticipates that the workload
will be split among Contractors based on each fiam’s ability to meet the time frame and
Review cost budget specified by the Customer and mutually agreed upon by the Contractor

UNTITLED-047
‘The DCAP defines medium to large/complex public and/or private projects as follows:

1. New Construction

b,

High-Rises - over 80" high

Residential - more than 12 units

+ May be under any type hotel, apartments, condos, shelters, townhouses,
‘oF part of mixed use

Large assembly

Institutional

Schools

Open Air Assembly

Technology Centers

Mercantile - over 100,000 Sq.Ft.

Industrial Units - any

Aiport Work

Public Building Commission Projects

2. Renovation/additions/change of use

b

‘Change of occupancy projects with a Hazard Index Number of 2 or more
‘Additions to above new construction projects that are more than 25% of the
original area

Airport Work - any scale

3. Optional - various projects that would typically be reviewed under the normal City
process but, due to the project's schedule and/or other circumstances, the Customer
and/or Cty decided to use the Municipal Code Compliance Review Services option

a

New Construction

‘Storage Units ~ including stand-alone garages

Residential construction between 6 and 12 units

‘Strip mall construction between 50,000 and 100,000 Sq. Ft.
‘Small Assembly

Renovations/additions/change of use

‘Tenant/condo renovations larger than self-certification limits
Daycare centers - within existing space

Hial-way houses

‘Shelters - not for profit and will have low budgets

‘Change of occupancy projects with a Hazard Index Number of 1 or less

UNTITLED-048
+ Mixed-use occupancies with more than 6 residential units
+ Residential construction between 6 and 12 units - Including conversions
from other occupancies and/or renovations/repairs

4. Repairs
+ Only on pre-spproval

The medium to large/complex public andor private type of project requires greater amount
of Code review ime due to their scale, scope and complexity. The City will require owners
ofthese medium to large/complex projects to pay forall he time associated with the Review
of their Projects. ‘The Review costs will consist of, but are not limited 1, Project
introduction time, preliminary Review ime, Code Review time (for I" Review, 2 Review,
etc,), clarification meetings) time and final Review time.

Contractors are responsible for Code Reviews, corrections, management, performance and
schedule ofthe entire Review and permit approval process for all medium to large/complex
projects assigned to them. ‘The Contractors are required to perform the services for each
‘Task Order within the time fame specified by the Customer and agreed upon by the
Contractor.

‘Contractor and its Subcontractors must perfor a conflict of interest review of each Project
assigned to Contractor and must disciose to the City any past or current business
relationships with any individual or entity having an interest in the Project hat isthe subject
‘of a Task Order. Contractor andor its Subcontractors are not permitted to perform any
tervices forthe City on applications or other documents submited othe City by any of
Contractor's Subcontractor's: (i) past clients, if the services relate to a Project which
Contractor and/or its Subcontractor developed, caused to be developed or for which it began
to develop designs, plans, documens, cost proposals or other work on behalf of apast cle
or (i present clients. If Contactor andor Subcontractor becomes aware ofa conic.

‘ust immediately stp work onthe Task Order causing the conflict and notify the Ci

Contractors are responsible for the preparation and submission of all Project Task Orders and
schedules. Each Project must have a separate Task Order and schedule that has been
reviewed and approved by the Customer and City tobe valid. A Task Orders must prepared
by Contractor and submitted first to the Customer for approval and then tothe City within
2 business days of the Project being assigned to Contractor. The specific time limits for
performance of services must be set forth in each Task Order,

‘Contractor willbe required to conduct meetings with the Customer forthe purpose of Project

introduction and preliminary Review proro the submittal ofthe plans/documentsto the Cis
for complete Code Review.

UNTITLED-049
c

Contractor will further conduct the complete Code Review and approval process upon
submission ofthe Project tothe City. ‘The actual Reviews are to be performed off site by
Contractor, and it will be the responsibility of Contractor to arrange for pickup and return of
all documents/plans from andto the City. Contractor willbe responsible forthe issuance of|
all wnitten plan correction identifying which items do not comply with the Code, nating
corresponding Code sections; conducting face-to-face and/or on-line clarification meetings
with the Customer, verifying all Project calculations; conducting corection resubmital
Reviews; performing final Review and certification approving all design/construction
documents, plansdrawings and recommending that the City issue a permit.
Contractor must document each phase ofthe entire Review proces up oand including inal
approval in both a hard copy and electronic file copy. Contractor must use a Web-based
project management system thatthe Cit is in the process of establishing. Once this system
is established by the ity, all writen communications between the City and the Contractor,
including all intermediate and final document ansmital, will be made va the City Project
Website

‘Contractors are required to establish Internet connectivity to access the Cty Project Website

DETAILED SCOPE OF SERVICES

‘Contractors must provide the following services on an as-needed basis:

1. Provide the City with written certification (attached as Exhibit 7) that all Project
plans/documents are in compliance with the Code and recommend the issuance of
permit for the Project.

2. Maintain Project Review information/status for Customers and/or City on City Project,
‘Website and/or ther method as approved by DCAP.

3. Implement quality assurance and quality control plan.
4. Draft correspondence for City’s review and transmittal,
5. Identify and notify DCAP of proposed modifications and/or problems inthe services.

6. Prepare actual monthly costs for Reviews performed and percentage of the series
completed including, but not limited to, the following:

'& _Centification by Contractor thatthe services have been done by the Contractor
andlor Subcontractor.

UNTITLED-050
a

‘Spreadsheets showing percentage complete and dollar value foreach Task Order
forthe period and for cumulative to dat, including itemized modifications, if
any, and total Task Order amount

‘MBE/WBE participation and utilization information.

“Maintenance of all supporting records required for Subcontractor invoices.

Provide recommendations regarding modifications.

7. Prepare modifications to the Task Orders with the required supporting documentation.

a

Establish scope of services for all modifications and perform an independent
‘estimate ofthe cost of the modifications and the impact on schedules.

Make appropriate recommendations to DCAP asto the value ofall modifications,
additive or deductive, and any impact on the schedule.

Negotiate all Task Order modifications with Customer for DCAP approval.
Process modifications for approval in accordance with established procedures.

Maintain a modification notice log for each Task Order that tracks the status of
all known or anticipated Task Order modification documentation.

8, Progress Reports, Deliverables, Mectings and Conferences

Provide monthly progress reports by Task Order on activities completed, work:
in-progress and plans for succeeding month for each Task Order. Include cost
data, schedule status and other pertinent information, Also, include Contractor's
services, MBE/WBE compliance.

Progress Reports must include status of the Review schedules and the effect on
the Project schedule with curren progress of activities and forecasted completion
of the activities. Deviations from the approved Task Order (including those that
‘may result inimpacting the Customer'scriical path and delaying the Project) and
problems and/or potential problem areas must be identified, and remediation or
‘mitigation measures must be recommended.

‘The Contractor must attend, chair or participate in any and all conferences
‘meetings or other discussions with Customer in connection with the services or
incidental to the performance of the services, as required or directed by the
Executive Director of DCAP. The Contractor must prepare minutes of meetins

UNTITLED-051
10.

land distribute them. Such meetings must include but not be limited to the
following:

(1) Meet with appropriate DCAP staff and/or Customer to Review Code
corrections, Task Order status, validate cost, schedule and/or other required
action.

(2) Attend and/or conduct introduction, preliminary and/or Review meetings
‘on and/or off site with the Customer or other interested government
agencies as may be required in connection with these services.

Contractor's Fummishing of Equipment
(1) Web-based Communications

All written communications between the City and Contractors, including
all intermediate and final document transmittal, must be made via the City
Project Website, once set up.

Contractor is required to establish Internet connectivity to access the City
Project Website. Contractor will be solely responsible for furnishing the
hhardware and software required to establish and maintain access to the
Project Website. Contractor also willbe solely responsible fr coordination
between the City Project Website and the Contractor's Subcontractors.

(2) Contractor is solely responsible at its own cost for providing all furniture,
computer hardware and/or software, office space, conference space,
telecommunications equipment, office equipment, tools, training and
‘transportation for staff and/or plans and all materials as required to perform
the services under any term agreement resulting from this RFQ document.

Record Keeping

Maintain Task Order records, This includes, but is not limited to,
preparation and transmission of meeting agendas, meeting minutes
(internaVextemal) and maintarning and updating DCAP management
reports and the preparation of monthly/quartely executive summaries,

b. Develop and maintain Project costs and schedule control system foreach
‘Task Onder.

Document each phase of the entie Review process up to and including
final approval in both hard copy and electronic file copy.

UNTITLED-052
1, Miscellaneous
Any other Review and/or related services as directed by the Executive Director
‘of CAP.

[End of Scope of Services}

UNTITLED-053,
Schedule of Performance

‘This Agreement takes effect as ofits execution by the City (“Effective Date”), and will continue for
36 months, or until the agreement is terminated in accordance with its terms, whichever occurs fist.

‘Task Orders

“Task Order form is attached as Exhibit 6. All services must be authorized by a writen Task
(Order. Contractors are responsible forthe preparation and submission of al Project Task Orders
and schedules. Each Project must have a separate Task Order and schedule that has been
reviewed and approved by the Customer and City tobe valid. A Task Orders must prepared by
Contractor and submitted fist to the Customer for approval and then tothe City within 2
‘business days of the Project being assigned to Contractor. The specific time limits for
performance of services must be set fort in each Task Onder.

UNTITLED-054
‘Request for Qualifications for
“Municipal Code Compliance Review Services for
‘Medium to Large/Complex Project Cirywide

‘Consultant mast provide and maintain at Consultan’s ownexpense durngthe term ofthe Agreement and
‘ume period following expiration if Consultant i required to return and perform any of the Services or
‘Additional Services under this Agreement, the insurance coverage and requirements specified below,
insunng all operations related tothe Agreement.

»

Ba)

»

4

INSURANCE TO BE PROVIDED
‘Workers Compensation and Emalovers Liability

‘Workers Compensation Insurance, asprescnbedby applicable law, coveringall employees who
are to provides service under this Agreement and Employers Liability coverage with limits of
not les than $ $00,000 each accident or ilness

‘Commersial General Liability (Primary and Umbrella

‘Commercial General Liability Insurance or equivalent wth mits of not less than $2,000,000
peroccurence for bodily injury, personal nur and property damage ability. Coverages mast
include the following: All premises and operations, products/completed operations, separation
of insureds, defense and contractual labity (sith ng limtation endorsement). The Ciy of
(Chicago is to be named as an additional sured on a pmary, non-contributory basis for any
liabilty arising directly or indirectly from the Services

‘Subcontractors performing Services for Consultant must maintam limits of not less than
$1,000,000 with the same terms n ths subsection.

‘Automobile Liability (Primary and Umbrella)

‘When any motor vehicles (owned, non-owned and hired) are used in connection with Services
tobe performed, Consultant must provide Automobile Liability Insurance wath limits of not ess
‘than $2,000,009 per occurrence for bodily injury and property damage. The City of Chicago
1s to be named as an additional inured on a prmary, non-contributory basis,

Subcontractors performing Services for Consultant must mauntain limits of not less than
$1,000,000 with the same terms inthis subsection

Professional Liability

When any professional consultants perform Services in connection with this Agreement
Professional Liability Insurance covering act, errors or omussions must be maintained wih
lumuts of not less than $2,000,000. Coverage must include contractual ability. When policies
are renewed or replaced, the policy retroactive date must coincide with, or precede, sar of
Servceson the Agreement. A claums-made policy which isnot renewed or replaced must have
an extended reporting penod of 2 years

UNTITLED-055,
Subcontractors performing Services for Consultant must maintain limts of not less than
$1,000,000. with the same terms inthis subsecton,

5) Valuable Papers

‘When any plans, designs, drawmngs, media data, records and other documents are produced or
used under this Agreement, Valuable Papers Insurance must be mamtained in an amount 0
sngure aguinst any Toss whatsoever, nd must have limits sufficient to pay forthe re-creation and
reconstruction of such records.

©) Property
‘Consultant is responsible fr all loss or damage to City property a fll replacement cost.

Consultant is responsible forall loss or damage to personal property (mcluding materals,
‘equipment, tls and supplies) owned, rented or used by Consultant.

b, ADDITIONAL REQUIREMENTS:

‘Consultant must furnish the City of Chicago, Department of Procurement Services, City Hall, Room 403,
121 North LaSalle Street 60602, original Cernficates of Insurance or such simular evidence, tobe in force
on the date of this Agreement, and Renewal Ceruificates of Insurance, or such simular evidence, ifthe
‘coverages have an expiration or renewal date occuring during the term of this Agreement. Consultant

‘ust submit evidence of insurance on th Cup of Chicago Instance Cericais Fama (copy stashed ss
Exhibit) or equivalent prior to Agreement receipt of any cet not constrate

agreement by the City thatthe insurance requirements in the Agreement have been flly met or thatthe
insurance policies indicated on the certificate are in compliance with ll Agreement requrements. The
failure of the City to obtain certificates or other insurance evidence from Consultant is nota waiver by
the City of any requirements forthe Consultan obtain nd maintain the specified coverages. Consultant
must advse all insurers of the Agreement provisions regarding insurance, Non-conformng surance
does not relieve Consultant of the obligation to provide insurance as specified in this Agreement
"Nonfulfilment of the insurance conditions may constitute a violation ofthe Agreement, and the City
retains the right to suspend this Agreement until proper evdence of insurance is provided, or the
‘Agreement may be terminated.

‘The insurance must provide for 60 days prior wnitten notice tobe given tothe ity inthe event coverage
Is substantially changed, canceled or non-renewed.

‘Any deductibles or selfinsured retentions on referenced insurance coverages must be bome by
Consultant.

Consultant agrees that insurers waive thesr nghts of subrogation agamnst the City of Chicago. ss
employees, elected officials, agents or representatives.

The coverages and limits fumished by Consultant in no way limit the Consultant's liabilities and
responsibilities specified within the Agreement or by law.

‘Any insurance or self-insurance programs maintained by the City of Chicago do not contnbute 7h
insurance pronded by Consultant under this Agreement

UNTITLED-056
‘The required insurance to be cared isnot limted by any limtatons expressed in the indermificaton
language mn this Agreement or any limitation placed on the indemnity m this Agreement given asa mater
of aw.

Consultant must requite all Subcontractors to prowide the msurance required in this Agreement, of
Consultant may provide the coverages for Subcontractors. All Subcontractors are subject to the same
‘ngurance requirements of Consultant unless otherwise specified inthis Agreement.

Consultant or Subcontractor desire additional coverages, the party desiring the additional coverages
1s responsible forthe acquisition and cost.

‘The Cty of Chicago Risk Managerent Department maintains the nght to modify delete alter or change
these requirements.

sept at Compact

UNTITLED-057
AcorD. CERTIFICATE OF LIABILITY INSURANCE 233, | “S7s273,
ser TRS CERTIIGATE is SSUED AR A WATER

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COERAGES

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[ex psust-roucruwr| 1,000.00
2 | professional mnov02028 ex/or/es| 01/01/04] er ciata $2,000,000
Liability i Aggregate $4,000,000

“axcept 20 days for non-payment. **Except 20 days for non-paynent.
RE: V2 Project #602059

Additional Insured - General Liability (primary/non-contributory) city of
Chicago. A Waiver of Subrogation 4s included on the General Liability,
Workers’ Compe! _

CERTRGATE OLDER

city of cateago
Sept. oe brocsrenent
Clty mal’ Room 403,
Sai’ tasaiie street
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TOTES TAT CREORS CORPORATION TH

UNTITLED-058
ACORD, CERTIFICATE OF LIABILITY INSURANCE

02/05/2003,

FSG C6TOYSTE-1550 FAK CGSOVSTE“SETS

(ak Brook, TL 60523-1852
Karen Ryan

GNEYAND CouPERS No Rlgwig UPON THE CERTIFCATE ON
ROUbeR thas CERTircATe DOES NOT AMEND, EXTEND Of
eS BELOW,

INSURERS AFFORDING COVERAGE

[asta V3 Infrastracture
7225 Janes Avenue
Suite 100
Woodridge, TL 60517
FAX: 630-726-9111

ssoans Cincinnati Tasurance Co

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/SERTFIGATE HOLDER

City of chicago.

Department of Procurement Services
City Hat oom 403,

TRY’ orth Lasatie Street

Chicago, TL 60602

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John Adams /cAR
“EACORD CORPORATION #

UNTITLED-059
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UNTITLED-060
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UNTITLED-061
EXHIBIT 2

‘Compensation and Method of Payment

UNTITLED-062
arnt Sen Apel aCe Sees

COMPENSATION AND METHOD OF PAYMENT
(COSTS PLUS FIXED FEE
‘A. Compensation Component

Contractor wil be compensated for its Services based on actual costs plus fixed fee. Allowability
and allocability of costs will be determined in accordance with the terms and conditions of this
‘Agreement. Compensation will consist of: 1] the cost of labor; 2] the overhead and burden,
‘including but not limited to payroll related taxes, insurance and fringe benefits; 3} certain direct costs;
4] Subcontractors; and 5} fixed fee, as deseribed below:

1. Labor Costs: Labor costs will consist of the actual costs of all allowable and allocable slares
and wages (exclusive of overtime premiums and payroll related taxes, insurance and fhinge
‘benefits) paid toContractor'sand Subcontractors’ employees forthe time spent inthe performance
‘of Services under this Agreement (collectively, "Labor Coss"). Labor Coss for Contractor and
‘Subcontractors by postion classificaton are set forth in Attachment A to this Exhibit. Labor
Costs associated with Contractor and Subcontractor principals for admnisvative tasks ae not
reimbursable, Principals may bil for Labor Cost for non-admanisrative tasks directly applicable
to the Services only by request and prior approval ofthe City.

2. Overhead and Burdea: Overhead and burden will consist of actual indirect costs of the home
and branch offices of Contractor and Subcontractors which are allowable and allocable to the
‘Sermces (collectively, Overhead”). The Overhead rats set forth in subsection (b) below willbe
applied to Labor Costs for purposes of invoteing
a Audits

‘The City reserves the right to audit Contractor's and/or Subcontractors’ Overhead rates)
andior any ofthe components of the compensation.

1b. Overhead rates

‘Subject tothe limitation set forth n 2¢) below, the Overhead rate applicable to Contractor
‘employees who perform Services relation to this Agreements %
‘Overhead rates applicable to Subcontractors’ employees are sted in Attachment Band are

not permitted to exceed the Contractor's. Contractor must grant the City Overhead rates,
‘generally offered to Contractor's preferred clients subect to limitations desenbed here

Revised [030703]

UNTITLED-063
‘& Limtation on Overhead

‘The compensation due to Contractor and Subcontractors will not exceed 150% of Labor Costs.
IFIDOT has determined acurentrate,or an audit acceptable by the City has been determined,
the Contractor's and Subcontractors’ overhead rate wall not exceed the lessor ofthe rates
specified

Contractor's and Subcontractors’ Oveead rate may not exceed the lowest of (the at
Specified above; (6) the ate determined later date by DOT; or (the rate deterned a
1a later date by an audit acceptable to the City. The City has the right to recapture the
Gifeence between te amount thas acualy aidto Contractor andthe amount shuld ave
‘psi under the preceding sentence.

3. Direct Costs: Direct cost wil consist of those costs described below which:

4] are incurred in the performance of Services under this Agreement,

‘i}are allowable and allocable to the Project;

sil) are not included in Overhead and

1] are routinely and uniformly charged to specific Projects under Contractor's accountng system
(collectively, "Direct Coss).

Any expenditure in excess of $5,000 which qualifies as a Direct Cost wll require pror approval
ofthe Executive Director. Contractor may not break down an expenditure which would otherwise
be greater than $5,000 in order to avoxd this approval requirement. Direct Costs will mclude the
following:

‘2. Drawings, Printing and Reproduction Costs. The costs of all printing, binding and
reproduction related only tothe production ofthe milestone submittals to the Cty.

Long Distance Telephone Telegr
. postage, messenger and overnight

Shipping Costs. Long distance telephone cals,
very casts.

Travel and Related Expenses. Out of town travels not antirpated under this Agreement
However, should out of town travel become necessary inthe performance of the Services,
(Contractor must obtain prior wnitten approval from the City for expenses related totavel nto
‘or out of the City. All such expenses must conform with the City's travel reimbursement
‘guidelines, copy of which is anached here as Attachment C. Expenses ineured for ravel
‘im Chicago willbe subject to Group I Limutations asset forth inthe Cxy’s guidelines.

In accordance with Attachment C, the City wil pay 31.5 cents per mile to Contractor and/or
Subcontractors for travel associated with Project site visits as required by the Executive
Directo.

4 Equipment, Tools and Vehicles. Cost of any equipment, tools, furniture, computer
‘equipment or vehicles hied/eased or purchased fr Contractor's performance of the Sences.
provided that any such stem purchased will become the property of the City and further

Revised (0307037

UNTITLED-064
provided that Contractor must obtain prior wntten approval ofthe City forthe purchase, hire
orlease of such equipment, tols, fumiture, computer equipment or vehicles tothe extent any
‘one such item will cost in excess of $500.

‘€ Premium on overtime. To the extent that Contractor pays its employees premium in excess
‘ofits hourly rates for overtime spent on the Projet, the cost of the premium willbe treated
a5 2 Direct Cost wich will ot be included m Labor Cost and which will not be subject to
application ofany Overheadrate. Any such overtime must be in accordance with Contractors
policies which are subject to prior approval bythe City

{ Miscellaneous. Any other costs or expenses incurred by Contactor as reasonable and
necessary forthe proper performance ofthe Services and allowable and directly allocable to
the Project. Any expenditure in excess of $1,000 will require prior approval of the Executive
Dueetor.

4. Subcontractors. The City will reumburse Contractor for the costs of Subcontractors as those
‘cost are incurred under o in connection with Subcontracts awarded by Contactor in accordance
‘th the terms and conditions ofthis Agreement, subject to the City’s prior written approval,

‘The costs of Subcontractors which are reimbursable to Contractor will mlude the Subcontractors!
Labor Costs, Overhead, fixed fee and Direct Costs and, except as otherwise provided in
Attachment B to this Exhibt, are subject fo those terms and Iimtations established for Labor
Costs, Overhead and Direct Costs mths Exhubst 2A. In no event is Contractor entitled to any
markup of Subcontractor cost.

‘5. Fixed Fee. The City wil pay Contractor a fixed fee ("Fixed Fee") amount as an allowance for
profttobe eared in the performance of Services under this Agreement by Contractor. Contactor
‘may receive progress payments on Fixed Fee only in such amount proportionate to the Services
satisfactonly performed as of the date of the mvoice. However, Contractor wall not be entitled t0
‘receive a portion ofthe Fixed Fee which exceeds the percent of progress achieved by Contractor
asof the date of the invoice i relanon tothe Services. In any event, progress payments on Fixed
Fee will not exceed the amount set forth above mn the aggregate. For purposes of payment ofthis
Fixed Fee satisfactory competion ofthe Services means the provision by Contractor of acceptable
Deliverables and the timely achievement of milestones, and will not be construed solely sn terms
of expenditure of Contractor's ume.

For purposes of determining the fixed fee foreach task order, the City
wall negotiate the Contractor's profit ata fixed fee dollar amount. The maximum fixed fee
applicable to each task order will not exceed 10% of an amount equal to the sum of labor cots

plus overhead and burden.

‘6 Maximum Compensation. The maximum compensation under this Agreement may not exce6
‘$1,000,000 00 .
Fund Number Dug o 220147

Revised [020703]

UNTITLED-065,
el Set en a ot Cn Sra

Method of Payment

Invoices. Once each month, Contractor must submit the City an invoice for Services performed
during the preceding month. Contractor mast support each invoice with reasonable deta
including Subcontractor costs. In accordance with the terms of the Agreement, Contactor must
‘maintain complete documentation ofall costs incurred for review and audit by the City of 1s
<esignated audit representative(s). Contractor must also include in its invoice a portion ofthe
Fixed Fee as stipulated above. Contractor must submit each invoice in the format directed bythe
City and provide with it a progress report in a format acceptable to the City. The progress report
‘must dentfy any variances ffom budget or schedule and explain the reasons forthe variances.

‘Payment. Payment will be processed within 60 day after the City’s approval of an acceptable

Invoice Disputes. [fcertain items contained in Contractors invoices are disputed by the City, the
amount not mn question must be paid in full. The amount in question must be resolved in
accordance with the Disputes provision of this Agreement.

Revised [0207031

UNTITLED-066
ATTACHMENT A.

MAXIMUM HOURLY LABOR RATES

Reviged (0907001

UNTITLED-067
ATTACHMENT 1-4.

KEY PERSONNEL

Key Personnel for this contract shall be:

Name ‘Company

Jeffery T. Kline, PE. V3 Infrastructure Services, Ltd.
Phillip Maloney, P.E.,S.E. V3 Infrastructure Services, Ltd
Michael Spolar, PE. V3 Infrastructure Services, Ltd.
Keith Oswald, PE. V3 Infrastructure Services, Ltd.
Dale Carter V3 Infrastructure Services, Ltd.
Victoria Sykes V3 Infrastructure Services, Ltd
Jennifer Leden V3 Infrastructure Services, Ltd.

Title

Division Director

Senior Structural Project Manager
Project Manager

Senior Environmental Project Manager
‘Senior Project Manager

Project Engineer

Project Engineer

UNTITLED-068
tm es Apne Ming Cotman Re en

ATTACHMENT L-A

KEY PERSONNEL
Key Personnel for this contract shall be:
Name Company Title
Jeffery T. Kline, PE. V3 Infrastructure Services, id. Division Director
Philip Maloney, PE, S.E, V3 Infastracture Services. Ltd. Senior Structural Project Manager
Michael Spolas, PE, V3 Infrastructure Services. Ltd. Project Manager
Keith Oswald, PE. €3, Ltd. Senior Environmental Project Manager
Dale Carter V3 Infrastructure Services, Lid. Senior Project Manager
Victoria Sykes V3 Infrastructure Services. Ltd. Project Engineer
Jennifer Leden ‘V3 Infrastructure Services, Ltd, Project Engineer

UNTITLED-069
Pn Seve Aarne Man Cab Cin

ATTACHMENT 2-A.

MAXIMUM RATES.

Labor Classification ‘Maximum Hourly Rate
Pancipal $60.00
Division Director 54.00
Senior Structural Project Manager 54.00
‘Senior Environmental Project Manager 50.00
‘Senior Project Manager 50.00
Project Manager 45.00
‘Senior Structural Engineer 40.00
Senior Engineer 42.00
Senior Technician 35.00
Project Engineer 35.00
‘Senior Scientist 30.00
Engineer it 3300
Engineer tit 3000
Technician it 28.00
Scientist 25.00
Technician It 25.00
‘Administrative it 23.00

UNTITLED-070
wPR.1712993 25428

tame Rem Cte Cogn eee ns

ATTACHMENT 2-4.

MAXIMUM RATES

Labor Classification ‘Maximum Hourly Rate
Principal $60.00
Division Director 54.00
‘Senior Structural Project Manager $4.00
‘Senior Environmental Project Manager 50.00
‘Senioe Project Manager 50.00
Project Manager 45.00
‘Senior Structural Engineer 40.00
Senior Engineer 4200
‘Senior Technician 35.00
Project Engineer 35.00
‘Senior Scientist 30.00
Engineer i! 33.09
Engineer Vit 30.00
Technician i! 28.00
Scientist 25.00
Technician i 25.00
Adeinistratve Ut 23.00

UNTITLED-071
ATTACHMENT A (continued)
SUBCONTRACTORS

Position Classification == Maximum Hourly Rate

Revised (0307031

UNTITLED-072
ake Seve Arne Man opin re em

ATTACHMENT B

SUBCONTRACTOR
OVERHEAD AND BURDEN RATES
AND ESTABLISHED FIXED FEES
IDOT AUDITED OVERHEAD RATE
CONSULTANT (MAX. 150.0%)
V3 Infrastructure Services, Ltd 150.0%
IDOT AUDITED OVERHEAD RATE
‘SUBCONSULTANT (MAX. 150.0%)
Guajardo Associates LLC *150.0%
Shah Engineering, Ine 150.0%
Environmental Design Intemational, Inc. 146.1 %
Jacobs/Ryan Associates 150.0%
Schirmer Engineering Corporation #7150.0%

Hitchcock Design Group
Robinson Engineering, Ltd.

supporting documents.

IDOT Audited Overhead Rate not available. Overhead rate based on attached

IDOT Audited Overhead Rate not available, Overhead rate per US. Defense

Department Contract Audit Agency (supporting documents attached).

‘s** IDOT Audited Overhead Rate not available. Overhead rate based on [DOT
approved Metra contract ~ 4400 Form for Technical Services (copy attached).

ravaged (020702)

UNTITLED-073
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UNTITLED-075,
Illinois Department of Transportation
2300 Sou Dizon Parkway Spring, lols / 62764
RECEIVED

May 23, 2002 MAY 2 8 2002

Subject: PRELIMINARY ENGINEERING ow
Consultant Unit cme me,
Prequalification Fle

Mr. Manu Shab

Shah Engineering, nc.

‘One Ibm Plaza

‘Suite 3200

Chicago, Il 60614

Dear Mr. Shah:
We have completed our review ofthe corporate and financial information portion
‘of your "Statement of Experience and Financial Condition” (SEFC) which you
‘submitted for the fiscal year ending December 31, 2001. Based on your reported
lois staff, your firm's annual Ilinois transportation fee is $3,800,000.

‘Your firm's payroll burden and fringe expense rate and general and administrative

‘expense rate totaling 155% are approved on a provisional basis and will be used
{in evaluating your Statement(s) of Interest in our selection process, The actual

rate used in agreement negotiations will be determined by our Bureau of
‘Accounting and Audiing ina pre-award auc

‘Your firm is required to report to this office any additions of deletions of your
licensed professional staff or any other key personnel that would affect your fm's
‘Prequalification in a particular category. This report must be submited within 15
Calendar days of the change.

Your fr is prequalified until December 31, 2002. You willbe given an addtional
‘sb« months from this date to submit the enti "Statement of Experience and
Financial Condition” (SEFC) to remain prequalified.

Very truly yours,

Cnt Gi

Cheryl Cathey P.E.
Chief of Preliminary Engineering

UNTITLED-076
Illinois Department of Transportation

12300 South Diecsen Parkway ! Springfield, lincis / 62764

uly 28, 2002

‘Subject: PRELIMINARY ENGINEERING
‘Consultant Unit
Prequalification File

Ms. Deborah Sawyer
Enviconmental Design International
200 S. Michigan Ave,

‘Suite 700

Chicago, IL 0604

Dear Ms. Sawyer:
We have completed our review of your “Statement of Experience and Financial
Condition’ (SEFC) which you submitted forthe fiscal year ending December 31,
2001. Based on your reported transportation related staff and experience, you
hhave been prequalified inthe transportation specialization categories indicated on
the attached summary. Based on your reported ilinis stat, your frm's annual
lincis transportation fee is $3,100,000.

‘Your firm's payroll burden and fringe expense rate and general and administrative
‘expense rate totaling 146.09% are approved on a provisional basis and wil be
used in evalusting your Statemrent(s) of interest in our selection process. The
‘actual rate used in agreement negotiations will be determined by our Bureau of
‘Accounting and Auditing in a pre-award aucit.

‘Your frm is required to report to this office any additions or deletions of your
licensed professional staff or any other koy personnel that would affect your frm's
Drequaliication in a particular catagory. This report must be submitted within 15
calendar days of the change.

‘Your firm is prequalified until December 31, 2002. You wil be given an adcitonsl
‘six months from this data to submit the Corporate and Financial Information
portion of the "Statoment of Experience and Financial Condition” (SEFC) to
remain prequalified.

Very truly yours,

Cha Gig

Chery! Cathey PE.
Chel of Praiminary Engineering

ce: D, G. Campbell- Attn: Wayne MeMilan
Design & Environment File
Unit Fle

UNTITLED-077
Illinois Department of Transportation

2300 South Dirksen Parkway / Springfield, tlincis (62764

June 28, 2002

Subject: PRELIMINARY ENGINEERING
‘Consuitant Unit
Prequalfication File

Me. Tery W. Ryan
Jacobs/Ryan Associates
41527 No, Sandburg Terrace
Chicago, I 60610

Dear Mr. Ryan:

‘We have completed our review of the corporate and financial information portion
cof your "Statement of Experience and Financial Condition” (SEFC) which you
submitted forthe fiscal year ending December 31, 2001. Your firm's total annual
‘transportation fee capacity will be $700,000.

‘Your firm's payroll burden and fringe expense rate and general and administrative
expense rate totaling 250.26% are approved on a provisional basis and will be
sed in evaluating your Staterent(s) of interes in our selection process. The
‘actual rate used in agreement negotiations wil be determined by our Bureau of
‘Accounting and Auditing in a pre-award audit.

‘Your firm is required to report to this office any additions or deletions of your
licensed professional staff or any other key personnel that would affect your firm's
Drequelification in a particular category. This report must be submitted within 15
Calendar days of the change.

Your fem is prequalified until December 31, 2002. You willbe given an additional

‘sic months from this date to submit the entire “Statement of Experience and
Financial Condition” (SEFC) to remain prequalified.

Very truly yours,

On ing

Chery! Cathey PE.
Chief of Preiminary Engineering

UNTITLED-078
eugugees, jogs, sizes va copauies
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DEFENSE CONTRACT AUDIT AGENCY
AUDIT REPORT NO. 3141-2001B17740008

October 18, 2001,

PREPARED FOR: U. S. Department of Transporation
John A. Volpe Transporation Systems Center
‘ATTN: Mr. Thomas A. Wilga, DTS-852
55 Broadway, Kendall Square
Cambridge, MA 02142-1093

PREPARED BY: Chicago Branch Office
635 Butertield Road, Sute 210
Oakbrook Terrace, IL 60181-4041
Telephost Ne. - (630) 268-8590
FAXNe. (630) 268-8895
Enmail Addrss _deaz-fto31¢1@deaamil

SUBJECT: [Report on Preaward Accounting System Survey

REFERENCES: PCO: Solicitation No, DTRSS7-01-R-20023
Relevant Dates: See Page 4
Chrea. No. 0017

CONTRACTOR: Schirmer Engineering Corporation
707 Lake Cook Read
Deerfield, 1. 60015

REPORT RELEASE RESTRICTIONS: See Page 5

CONTENTS: Subject of Audit
Scope of Audit
Resuns of Audit
Contractor Organization and Systems
‘DCAA Personnel and Report Authorization
‘Audit Report Distribution ané Restictions 3
‘Standard Form 1408 ATTACHMENT

FOR OFFICIAL USE ONLY

UNTITLED-079
03/31/2003 30:3
ad

ay HIS vs comwanes ,
2 Fe sees eonesrie woman 0”

‘Audit Report No. 3141-2001B 17760008

SUBJECT OF AUDIT

‘As requested by the U.S, Department of Transporation. Volpe National Teansporttion
‘Systema Center on September 23, 2001, and in conjunction with our evaluation of Schirmer
Engineering Corporation's Cost Plus Fixed Fee ~ Completion Type, Cost Plus Fixed Fee ~ Tern
‘Type and Fim Foxed Price Proposal, dated August 28 2001, reference Solicitation No, DTRSS7-
O1-R-20023. we ‘performed a pre-award accounting system survey ‘0 determine whether
Sebirmes Engineering Corporation's sccouaring system is adequate forthe accumulation of casts
‘under prospective Government contacts. BY proposing to request payment under the sbows
referenced type of Government contrat, Schirmer Eoginerrng assets that it intemal conzols
ae adequate to provide reasonable assurance

applicable laws and regulations are complied with;
‘the accounding system and cout data ae reliable;

Fisk of misallecations and mischarges is minimized: and

contact allocations and charges are consistent with involee procedures.

We have examined the Schirmer Engineering accounting system as of October 15, 2001
tw assure that Schirmer Engineering's system of accounting controls is adequaze to provide costs
‘that are reasonable, compliant with applicable lews, regulstions and subject to applicable
financial contol systens, and to evaluate Schirmer Engineering's compliance with the system's
intemal control requirement.

Schinner Engineetisg Corporation is responsible for establishing and maintaining an
‘adequate accounting system. Our responsibility isto express an opinion on the adequacy of the
secounting system based on our examination,

‘SCOPE OF AUDIT

We conducted our examination in accordance with generally accepted government
suiting standards. Those standards require that we obtain a sufficient understanding of incernal
controls to plan Sinancial audits and determine the narue, timing and extent of tests to be
performed. An examination of internal controls includes:

+ identifying relevant system contro! objectives and associated control activities;

* obtaining an understanding of all applicable components of intemal control for the
identified control objectives and activities;

‘= determining (fhe internal eonesla ace adequate and in operation; and.

‘assessing control risk co use as a basis fer planning the nature, timing and extent of
substantive testing in other financial related audite

FOR OFFICIAL USE ONLY

UNTITLED-080
99/31/2009 20:92, 2AL1BE v3 coMPENTES pace 04

8 URMER ENGINEERING 067 272 2639 Bei?

‘Audit Report No, 3161-2001817740008

We evaluated the accounting system uting the applicable requirements contained in the:

‘+ Federal Acquisition Regulations (FAR); and,
+ Deparment of Transportation FAR Supplement

Our examination insluded evaluation of accounting system intemal control procedures
‘ssociated with the following contro] objectives:

+ direct and Indirect costs are appropriately idenified, secumlaed, and reported;

‘+ unallowable costs are apptepriaely idensifed and segregated:

+ indirect comm are allocated oquitably and consistently to contract and other cost
objectives;

+) thetimekeeping and labor distribution syrems are adequate; and,

+ cost information used in billings is based on curent pasted accountng system data.

‘Test procedures were applied from October &to October 15, 2001.

‘We belive hat our examination provides «reasonable basa fo ou opinion

‘Because of inherent limlatons in any internal contol, missaemens due t9 eror or
‘ravd may ocear and not be detected. Also, projections of any evaluxon of the internal convsl
ver the accounting system fo fuze pexods are subject fo the ik tat the intemal cntel may

become inadequate becuse of changes in conditions, or thatthe degree of compliance wish the
policies or procedures may deteriorate.

RESULTS OF AUDIT

In our opinion, Schirmer Engineering Corporation's accounting system is considered
adequate for the accumulation of casts under prospective Government connacis. See the
"Amachmest for the Sundard Form 1408 - Presward Survey of Prospective Contactor
‘Accounting Syste.

We examined only the accounting system. Accordingly, we express no opinion on
Schinmer Engineering Corporation’ systam of internal conto taken as 2 whole

Exit Conference:

‘The results of our sudlt were dlsuased with Me. Crug Zalest, Chief Financial Officer at
Sehirmer Engineering Corportion on Oeteber 17, 2001. Mr. Zaleski concurred with the results
ofoursudie

FOR OFFICIAL USE ONLY

UNTITLED-081
03/24/2009 18:32 sizarsiges
we SEruveese eNuIMEERING

‘Audit Report No. 3141-2001817740008

v3 cowmanres
Pace es
807 272 2853 lee

CONTRACTOR ORGANIZATION AND SYSTEMS
Organization:

Schimner Engineering Corporation was incorporated in the State of Delaware in June
1966, Schirmer Engineering has two main business segments: the first segment inciudes the
design of fre protection systems including spcnkler and fire alarm ayaters, security sytem
exign and building code consultation; andthe second segment involves property casualty loss
control enginetring services for insurance carriers. brokers and clients directly. The rs
business segment, “angineering™, accouncs for approximately 70% of revenues. The second
business segment, “loss contol”, azcounts for 30% of revenues. Total revenues for
FYE December 31, 1999 and 2000 were $15.5 million and $20.1 million, respectively

‘Accounting System:

Schirmer Engineering utilizes a software package called Advantage produced by
Deltearper & Scurman, According tothe contractor, Deltek's noftwate i used by 70% of he
500 largest architectural end cogineeringfiras in the U.S.

‘The software requires that every transaction be coded with a project mumbec. Direct and
Indirect labor costs are reflected in the general ledger and project cost repors, based on
employer's timecards, Employees input their time tough the Internat. Hours are multipled by
standard labor rates for biliable work and are couted 10 projects, and reflecad In direct labor
{eneral ledger account 602.00; white indirect labor is shown in agcount 102.00. The difference
between actual payroll expense paid and the sum ofthe 602.00 and 702.00 aceounts is reflected
tn the variance seeount 703.00.

Reimbursable expenses charged to jobs; including outsige consultant cons, rave,
reproduction, and other job related cons, are veuted as dirsct costs regardies of wheter he
lie actually pays the company for these expenses. Direc: expenses billed to clicns ere shown
inthe $00 series of accounts while direct expenses not billed to client ae ceflected inthe 600
series, Overhead expenses are shown in the 700 series of general ledger accounts, Cost
considered unallowable per FAR PART 31 are excluded,

Direct and indirect costs are separately accounted for in both tho engineering segment and
he loss control segment of the business. Costs are alto separately accounted for atthe corporue
level. These expenses are then allocated to each business segment based om the ratio of exch
segment’ direct Ltbor dollar to total direct labor dollars, excluding any corporate direct labor
olla, An indirect rate is developed for each acemen using direct labor as» bat,

In our opinion, Schiemer Engineering Corporation's accounting system is considered
adequate for the accumutttion of costs under prospective Goverment contracis, See 4
‘Atvaetaent forthe SF 1408 - Survey of Prospective Contractor Accounting System

3
FOR OFFICIAL USE ONLY’

€

UNTITLED-082
25/21/2003 Je:32 ai2a191986 v3 comes
(Bad Ba SSE GINEERING anes

‘Audit Report No. 3141-2001B177¢0008
DCAA PERSONNEL
Primary contacts regarding this examination:

Pamela M. Zelazo, Senior Auditor
William M. Glacken, Supervisory Auditor

(ter comets regarding this audit repo:

Pace 06
27 272 2539 Pei?

Telephone No.

(630) 268-4590x 317
(630) 268-8590 X 303,

Harvey L, Smith, Branch Manager (630) 268-8590
FAX No.
(Chicago Branch Office Cis
E-mail Address
“Cae hos Gece
‘Genera infocmation on audit maccers is available at katplinww.deaa rail
RELEVANT DATES
Enmrance Conference October 04, 200
Exit Conserence ‘Oetober 17,2001
AUDIT REPORT AUTHORIZED BY:
Original signed by
William M. Giacken for
Harvey L. Smith
‘Branch Manager
CAA Chicago Branch Office
FOR OFFICIAL USE ONLY
&

UNTITLED-083
05/72/2009 20:32, 312e151995 va comes 7
See ea See ener PS acy mE?

‘Audit Report No, 3141-200181 7740008

AUDIT REPORT DISTRIBUTION AND RESTRICTIONS

‘U.S. Department of Transportation ©” E-mail Address
Joba A. Volpe Transporation Systems Center
ATTN: Mr, Thomas A. Wilga, DTS-852 wilga@volpe.dot gov

55 Broadway, Kendall Square
‘Cambridge, MA 02142-1093

‘Schirmer Engineering Corporation (Thyough DOT)

RESTRICTIONS

1 Information concained inthis aut report may be propeitary. It isnot pracical to identify
acing the conduct of the examination those elements of the data, which are proprietary
‘Make proprietary determizatons in te event of an extemal request for access. Consider the
sestrictions of 18 U.S.C. 1905 before releasing this information tothe pubic.

2 Under the provisions of Title 32, Code of Federal Regulations, Part 290.76), DCA will
refer any Freedom of Information Act request for audit reports received to the cognizant
conmacting agency for determination af to releasabilty and a direct response t the requestor.

3, Do not use he information contained in tis audit repon for purposes oer than action oa the
subject ofthis examination without first discussing its applicability withthe auditor,

FOR OFFICIAL USE ONLY

UNTITLED-084
Pace 08

09/24/2008_38:72... 22015 men ensirecnine’? APES gen are a9 plawiz
‘Audit Repor No. 3141-2001817740008
ATTACHMENT
Page | of2
Pans - Fors
ry ened ‘9000-0011
PREAWARD SURVEY OF PROSPECTWE CONTRACTOR |s4

‘ACCOUNTING SYSTEM
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UNTITLED-087
‘adit Assignment to, 314-2001021000016 SCHIRMER ENGINEERING CORPORATION vor 5
setter Pesce DEERFIELD, ULOKS uz ©
Filo Name: N-2 Overhead Anaiysis | 3
‘Shoe! Mame: Propased and Adjusted OH Rate: SUMMARY OF OVERHEAD RATE ANALYSIS. r
Ay ts
wr ‘Total ‘Total tow Totat 8
Teal Ownead Expense Re Scomoary = Saarate Gnatial ———Enalogaring '
Ts Onthend Espenee FeWrnar sogmnsr2 a ze0eT «STIS $55,120 FA
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UNTITLED-088
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UNTITLED-090
Mlinois Department of Transportation

2300 South Dirksen Parkway ! Springfield, linors | 62764

October 1, 2002

‘Subject: PRELIMINARY ENGINEERING
Consultant Unit
Prequalification Fle

Me. Chris King

Robinson Engineering, Lid.
117000 South Park Ave.

P.O Box 386

South Holland, '_ 69473.0388

Dear Mr. King:

We have completed our review ofthe corporate and financial information portion
cof your "Statement of Experience and Financial Condition" (SEFC) which you
‘submitted for the fiscal year ending March 31, 2002. Your firm's total annual
transportation fee capacity will be $8,400,000.

‘Your firm's payroll burden and finge expense rate and general and administrative
‘expense rate totaling 147.33% are approved on a provisional basis and will be
Used in evaluating your Stalement(s) of Interest in our selection process, The
‘actual rate used in agreement negotiations may be determined by our Bureau of
‘Accounting and Auditing in a pre-award audi.

‘Your frm ia required to report to this office any additions or deletions of your
licensed professional staff or any other key personnel that would affect your firm's
‘requalification ina particular category. This report must be submitted within 15
Calendar days of the change.

Your frm is prequaified until March 31. 2003. You willbe given an additional so
‘months from this date to submit the entire "Statement of Experience and Financial
Condition” (SEFC) to remain prequalified

Very truly yours,

Cneg Ging

‘Cheryl Cathey PE.
Chief of Preliminary Engineering

UNTITLED-091
ATTACHMENT C

cir oF carcaco
‘TRAVEL REIMBURSEMENT GUIDELINES

All maasporation costs must be accounted for with separate categories fo each type of wansporaton (ie, il. bus,
ab fares ot other lea! wansportatin, and private automobiles) The use ofa private sutorabile im ew of public
‘Eansprtat willbe renbused a 36 O cents per mae, bat no event wil the reinbursement exceed the costo coach
2 fae, Te manu daly sigue rho afer mel wale ep engres. AySpr ty

Origizl temzed recep foal costs mast be atached ote approved travel request and submited with he monthly

Reimbursement rates are categorized by relative travel cost associated with certain tes. Group and I te ae not
all inchsive. For cites not listed, plese consult with the Office of Budget & Management for appropriate
‘eimburerent ates

(Per diem based upon | STAND. GROUP GRourt ‘GROUP
Federal Goverament
seereneamte [NewYor Cty [adina.ca | Bakimore MD | Kansas Ciy, MO
aa are |Manbatas’ | Boston MA | Cleveland, OH | Lousvill KY
pasted annual). | New York City | Chicago,IL | Cinciamas, OH | Madson, WI
rmevoares | Lor Angeles, CA | Columbus OH | St Louis, MO
Philadephia PA | Dallas, TX ‘Springfield
San Francisco, | Denver, CO
ca Dewalt, Mi

‘Washington, DC/ | Houston, TX
Washingoa DC | Indianapolis, IN
mewo-area Las Vegas, NV
Mem, TN
Alinternatonat | Mian, FL
esnnanens | Milwaukee, WI
Minaeapois!
St Paul, MN

[New Orleasn, LA
Ovando, FL
Phoenix, AZ
Pitsburg PA
Portand, OR
San Diego, CA
San ose, CA
Seale, WA
Tampa, FL

‘GROUND
‘TRANSPORTATION
shuttle, tax, or public $45.00 $85.00 $35.00 $25.00
transportation

‘One allowance per trip

"TRANSPORTATION

coach fare | couch fare couch fare coach fare
economy fae | economy fre fconomy fre | cconomy fre
conomy fare | economy fire comomy fre | economy fare
So3c0mates | $0315 mies S0.360/miles So 360imes

UNTITLED-092
LODGING
‘The maximum daily
rate exclusive of,
220.00 195.00
ee tes | s 150.00 5100.00
be cluded Inthe
Feimbureement.
PER DIEM
breakfast: si100 $10.00 $9.00 $8.00
Tpeh: $13.00 $12.00 sui.00 10.00
diner — 2600 S4@ 2 _ f_ _ 2000
Teta inctading tax $80.00 $46.00 $42.00 $38.00

UNTITLED-093,
EXHIBIT 3

MBE/WBE Special Conditions

Revised [0307001

UNTITLED-094
SPECIAL CONDITION REGARDING MINORITY BUSINESS ENTERPRISE
COMMITMENT AND WOMEN BUSINESS ENTERPRISE COMMITMENT

olicy and Terms

Its the policy ofthe City of Chicago that Local Businesses certified as Minority Business Enterprises (MBE)
and Women Busines Enterprises WBE) in accordance with Section 292-420 e eq, of the Municipal Code
of Chicago and Regulations Govering Certification of Minority and Women-owned Businesses, and all ther
Reguaions promulgated under the aforementioned sections f the Municipal Cade shall have the maximum
‘opportunity to participate flyin the performance ofthis agreement. Therefore, the contractor shal not
discriminate against any person or business onthe bass of race, coor, national origin or sex, and shall take
affirmative action to ensure that women and minority businesses shall have the maximum opportunity to
compete for and perform subcontract for supplies or services.

‘The Chief Procurement Officer has established a goal of awarding not less than 25% of the
annual dollar value ofall contracts to certified MBEs and 5% of the annual dollar value of all
contracts to certified WBES.

‘Accordingly, the contractor commits to expend at least the following percentages of the total contract price
(inclusive of any and all modifications and amendments, i awarded, for contract participation by MBEs and
WES:

Year Advertised MBE Percentage WBE Percentage
1991 211% 3%
1992 19.5% 49%
1993, 17% 48%
after 1993 16.9% 45%

‘This commitment i met bythe contractor's status a a MBE of WBE, or by 2 joint venture with one or more
[MBEs or WBE as prime contacto tothe extent ofthe MBE of WBE partcipaton in such oit venture,
by subcontracting & portion ofthe work to one or more MIE or WEES, or by the purchase of materals used
sn the performance of the contrac rom one or more MBEs oF WBEs,o by the indirect patcipation of
'MBES Or WBES in ther aspects ofthe contractor's business (but no dolar of such indirect MBE or WE
paricipation shall be credited more than once against a contractors MBE or WBE commitment with respect
to all contacts of such contraction, or by any combination of the foregoing. Note: MBE/WBE participation
goals are separate and those businesses certified withthe City of Chicago as both a MBE/WAE shall not
be credited more than once against a contractor's MBE or WBE commitment in the performance of the
contract.

‘As noted above, the contractor may meet allot part ofthis commitment by contracting with MBES or BES
{or the provision of goods or services not directly related tothe performance ofthis contract. Howeve’ sn
determining the manner of MBE/WBE participation, the contractor shall first consider involvement ot
[MBEVWBES as joint venture partners, subcontractors, and suppliers of goods and services directly relatwt 10
the performance ofthis contract. In appropnate cases, the Chief Procurement Officer will equire the
contractor to demonstrate the specific effons undertaken by to involve MBEs and WBEs direct inh
performance ofthis contract.

The contractor also may meet ll o part of ths commment through credits received pursuant to Se"
92-530 ofthe Municipal Code of Chicago forthe voluntary use of MBES or WBES in private secior

UNTITLED-095,
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWEE)
Definitions

“Minority Business Enterprise” or “MBE* means a firm awarded certification as a minority owned and
controlled business in accordance with City Ordinances and Regulations,

‘Women Business Enterprise” or “WBE means a firm awarded certification as a women owned and
controlled business in accordance with ity Ordinances and Regulations.

“Directory” means the Directory of Certified “Disadvantaged Business Enterprises,” "Minority Business
Enterprises” and “Women Business Enterprises” maintained and published by the Contract Compliance
‘Administrator. The Directory identifies firms that have been certified as MBES and WBEs, and includes both
the date oftheir ast certification and the area of specialty in which they have been certified. Contractors
are responsible for verifying the current certification status of all proposed MBE and WEE firms.

“Area of Specialty” means the description of a MBE or WE firm’s business which has been determined by
the Chief Procurement Officer to be most reflective of the MBE or WBE firm's claimed specialty or expense.
Each MBEWBE leter of certification contains a description ofits Area of Specialty. This information is aso
Contained in the Directory. Credit toward this contract's MBE and WBE participation goals shall be hited
to the participation of firms performing within their Area of Specialty.

NOTICE: The City does not make any representation concerning the ability of ny MBEMWBE to
perform work within their Area of Specialty. Is the responsibilty of all contractors to
determine the capabiliy and capacity of MBES/WBES to satisfactorily perform the work
‘proposed,

“Joint Venture” means an association of two or more businesses o carr out a single business enterpnise for
prot, and for which pupose they combine their expertise, propery, captal, efor, skill and knowedge
‘Contractors may develop joint venture agreements a an instrument to provide participation by MBEs and
WES in convact work. joint venture seeking tobe credited fr MBE/WBE participation may be formed
among certified MBEAWBE firms or between certified MBEAWBE frm} and non-MBEMVBE fim).

‘A joint venture eligible for MBE/WBE credit if the MBEWWBE partners) share in the ownesh,
Control, management responsibilities, risks and profs ofthe joint venture, and are responsible for a
‘dearly defined portion of work to be performed, in proportion with the MBEWBE ownership
percentage.

“*Contract Compliance Administrator” means the officer appointed pursuant to Section 2-92-490 of the
‘Municipal Code of Chicago.

‘Counting MBEWBE Participation Toward the Contract Goals

‘The inclusion of any MBE of WBE inthe contractor's MBEWBE Utilization Plan shall not conclusively
establish the contractor's right to full MBE/WBE credit fr that firm's participation in the contract

‘The Chief Procurement Officer reserves the right to deny or lint MBEAWBE credit to the contractor
any MBE or WBE is found to be engaged in substantial subcontracting or pass-through activities with stm"
In ths regard, a contractor may count toward its MBE and WBE goals only expenditures to firms that nr

UNTITLED-096
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWEE)

‘a commercially useful function. A firm is considered to perform a commercially useful function when itis
responsible forthe performance ofa clearly defined and distinct element of work and is carrying out its
responsibilities by actually performing, managing, and supervising the work involved. To determine whether
8 frm is performing a commercially useful function, the Chief Procurement Officer shall evaluate the amount
‘of work subcontracted, industry practices, and other relevant factors. The amount of MBEWBE
Participation credit shal be based upon an analysis by the Chief Procurement Oficer ofthe specific duties
‘that wil be performed by the MBE or WBE, Each MBEAWBE shal be expected to actually perform a
substantial (Le, more than eighty-five percent (85%) ) portion of the work contemplated for it by any
subcontractor agreement through the use of its own employees and equipment.

Requested information may include, without limitation: (1) specific information conceming brokers’
fees and/or commissions; (2) intended sub-suppliers or other sources of goods and/or services; and
(3) specifi financial or other risks to be assumed by the MBEWBE.

‘The participation of MBEs and WBEs who have been certified as “brokers” shall no longer be considered
‘eligible to participate on contracts awarded by the City in 1993 and thereafter uni further notice for any
‘consideration of MBE or WBE credit.

Credit forthe participation of MBES/WBES as joint venture partners shall be based upon an analysis ofthe
duties, responsibilities and risks undertaken by the MBEMWBE as specified by the joint venture’s executed
joint venture agreement. The Chief Procurement Officer reserves the right to deny or limit MBEAWBE credit
‘to the contractor where any MBEWBE joint venture partner is found to have duties, responsibilities, risks or
loss and management control over the joint venture that is not commensurate with or in proportion to is
joint venture ownership.

i i BEG

The following Regulations set forth the standard to be used in determining whether or not a reduction or
waner of the MBE/WBE commitment goals ofa particular contract is appropriate. If a bidder ot proposer
determines that its unable to meet the MBE and/or WBE percentage on a City of Chicago contract, a
written request forthe reduction of waiver 9 the commitment must be included inthe bid or proposal

The written request for reduction or waiver from the commitment must be in the form of a signed petition
for grant of relief from the MBE/WBE percentages submited on the bidder/proposer's letterhead, and rust
demonstrate that all required effors as set forth inthis document were taken to secure eligible Minoxity and
‘Women Business Enterprises to meet the commitments. The Chief Procurement Officer or designee shall
determine whether the request forthe reduction or waiver willbe granted.

Bidders/proposers will be considered responsive to the terms and conditions of these Regulations if a
‘waiver request and proof of notification to an assist agency is submitted at the time of bid/proposal
‘opening. Once the bids have been opened, the lowes responsive and responsible bidder so deemed by the
Chief Procurement Officer or authorized designee wall have no more than fourteen (14) calendar days to
submit to the Department of Procurement complete documentation that adequately addresses the
conditions for waiver described herein. Proposers responding to Request for Proposals (RFPs) who have
bbeen identified as a shortlisted candidate andior a prospective awardee will be given a designated time
allowance, but no more than fourteen (14) calendar days to submit to the Department of Procurement

UNTITLED-097
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWBE)

‘complete documentation that adequately addresses the conditions for waiver described herein.
Respondents to Request for Information and or Qualifications (RFVRFQs) deemed by the Chief
Procurement Officer or authorized designee tobe the most responsive and responsible shall submit
documentation that adequately addresses the conditions for waiver described herein during
negotiations. Failure to submit documentation sufficient to suppor the waiver request wll cause the
bid/proposal to be found non-responsive by the Chef Procurement Office, and the bid/proposal will be
rejected. In such cases the remedies tobe taken by the Chief Procurement Officer, in his discretion, may
include, but are not limited to, foreture of bid depost; negotiating with the next lowest bidder/proposer; or
readvertsing the bid/proposa. All biddersproposers are encouraged to submit all required documents atthe
time of bid opening to expedite the contract award.

Direct/ndirect Participation

Each ofthe following elements must be present inorder to determine whether or not such a reduction or
‘waiver is appropriate,

1. The bidderiproposer has documented the unsuccessful solicitation for either subcontractors or joint
venture partners of atleast 50% (or atleast five when there are more than eleven certified firms in
the commodity area) of the appropriate certified MBE/WBE firms to perform any director indirect
work identified or related to the advertised bid/proposal. Direct participation involves subcontracting
2 portion of the goods/services specifically required in the bid/proposal.Indiect participation is the
subcontracting of goods/servces not specifically related to the performance ofthis contract.
Documentation must include but is not necessarily limited to:

2. Adetailed statement of effons to identify and select portions of work identified in the bid
solicitation for subcontracting to certified MBE/AWBE firms:

1b, Alisting ofall MBE/W8E firms contacted that includes:

(1) Names, address and telephone numbers of MBEWBE firms solicited;
2) Date and time of contact:
(3) Method of contact writen, telephone, transmital of facsimile documents, etc.)

& Copies of letters or any other evidence of mailing that substantiates outreach to MBEWWBE
vendors that includes:

(1) Project identification and locaton;

2) Classification/commodity of work items for which quotations were sought

() Date, item and location lor acceptance of subcontractor bid proposals;

(4) Detailed statement which summanzes direct negotiations with appropriate MBEWBE
firms for specific pocions ofthe work and indicates why negatiabons were
‘unsuecessil

UNTITLED-098
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWEBE)

(5) Affirmation that good faith efforts have been demonstrated by choosing
subcontracting opportunities likly to achieve MBEWBE goals by not imposing any
limiting conditions which were not mandatory for all subcontractors; or denying the
benefits ordinarily conferred on MBEWBE subcontractors for the type of work that
was solicited.

OR

2, Subcontractor participation will be deemed excessively costly when the MBEAWBE subcontractor
proposal exceeds the average price quoted by more than twenty percent (20%). In order to establish
‘that a subcontracts’ quote is excessively costly, the bidderiproposer must provide the following,
information:

|. Adetailed statement ofthe work identified for MBEMWBE participation for which tne
bidder/proposer asserts the MBE/WBE quote(s) were excessively costly (in excess of 20%
higher.

(1) Alistng ofall potential subcontractors contacted for a quotation on that work item;
(@) Prices quoted forthe subcontract in question by all such potential subcontractors for
that work item,

b. Other documentation which demonstrates tothe satisfaction of the Chief Procurement
(Officer that the MBE/AWBE proposals are excessively costly, even though notin excess of 20%
higher than the average price quoted. This determination will be based on factors that
include, but are not limited tothe following:

(1) The City’s estimate forthe work under a specific subcontract;

(2) The bidderiproposer’s own estimate forthe work under the subcontract;

(3) An average ofthe bona fide prices quoted for the subcontract

(4) Demonstrated increase in other contract costs as a esul of subcontracting tothe
MABE or othe firm,

Assist Agency Participation
Every waiver and/or reduction request must include evidence thatthe bidder/proposer has provided timely

‘notice ofthe need for subcontractors to an appropriate association/assst agency representative ofthe
_MBEWBE business community

The notice requirement ofthis Section will be satisfied i a bidder/proposer contacts at least one of the
«associations on Attachment A to these Regulations when the prime contractor seeks a waiver or reduction in
the utilization goals. Attachment B to these Regulations provdes the letter format that a prime contractor
‘may use. Proof of notification prior to bid submital (e.g. certified mail receipt or facsimile transmittal receipt)
wil be required for any bid/proposal submitted to be deemed responsive on the date of bid opening If
deemed appropriate, the Chief Procurement Officer or Contract Compliance Officer may contact the assst
agency for verification of notification.

UNTITLED-099
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWBE)
Impracticabilty

1. Ifthe Chief Procurement Otficer determines that a lesser MBE and/or WBE percentage standard 's
appropriate with respect to a particular contract subject to competitive bidding prior tothe bid
solicitations for such contract, bid specifications shall include a statement of such revised standard.

2, The requirements set forth in these Regulations shall not apply where the Chief Procurement Officer
determines prior to the bid solicitations that MBE/WBE subcontractor participation is impracticable.

‘This may occur whenever the Chief Procurement Oficer determines that for reasons of ime, need, industry
practices or standards not previously known by the Procurement Department administrator, or such other
extreme circumstances as may be deemed appropriate, such a Waiver isin the best interests ofthe Cty. This
determination may be made in connection with a particular contract, whether before the contact set or
bid, during the bid or award process, before or during negotiation ofthe contract, or during the performance
of the contract

For all notifications required to be made by bidders/proposers, in situations where the Chief Procurement

Officer has determined that ime sof the essence, documented telephone contact may be substituted for
letter contact.

Procedure To Determine Bid Compliance

The following Schedules and described documents constitute the bidder's MBEAWBE proposal, and must be
submitted in accordance with the guidelines stated:

i 1 executed bythe MBEWAE (or Schedule loin Venture Subcontractor) must be submited
by ie idderproposer for each MBEAWBE included on thee Schedule 2-1 and must accurately detal the
‘work tobe performed by the MBEMVBE and the agreed rates and prices tobe pad

Iv any fully completed and executed Schedule C-1 isnot submitted with the bid/proposal, it must be
received by the Contract Administrator within ten (10) days ofthe bid/proposal opening. All post
bd/proposal submissions must have original signatures on all documents). Failure to submit a completed
‘Schedule C-1 in accordance with this section shall entitle the City to deem the bid/proposal non-responsive
and therefore reject the bid/proposal

Letters of Certification

‘A copy of each proposed MBEWBE firm's current Letter of Certification from the City of Chicago must be
submitted withthe bid/proposal

All Letters of Certification issued by the City of Chicago include a statement of the MBE/WBE firm's Area ot
Specialty. The MBEWBE firm's scope of work, as detailed by their Schedule C-1, must conform to the:t
slated Area of Specialty.

Joint Venture Agreements
Uv the bidder's/proposer’s MBE/WBE proposal includes the participation of a MBE/WBE a joint venture =

any uer (ether asthe bidder/proposer or asa subcontractor, the bidder/proposer must provide a cops «1 me
joint venture agreement and a Schedule B.

UNTITLED-100
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBE/W8E)

Inorder to demonstrate the MBEWBE partner's share inthe ownership, control, management
responsibilities, risks and profs ofthe joint venture, the proposed joint venture agreement must include
speciic details related to: (1) contibutions of capital and equipment; (2) work responsibities or other
performance to be undertaken by the MBE/WBE: and (3) the commitment of management, supervisory and
‘Operative personnel employed by the MBEMWBE to be dedicatedto the performance of the contract. The
Joint venture agreement mus also clearly define each partner's authority to contractually obligate the joint
‘venture and each partner's authority to expend joint venture funds (e.g, check signing author)

sng DRE/MBEAWRE Unt

Bidders must submit, together with the bid, a completed Schedule D-1 committing them to the utilization of
each listed MBEMWBE firm.

Except in cases where the bidderproposer has submined a request for a complete waver of or variance
from the MBEMWBE commitment in accordance with Section IV here, the idderproposer must comm to
the expenditure ofa spectc dolar amount of participation by each MBEAWBE frm included on ther
Schedule D-1. The total dolar comment to proposed MBLs must t les equal the MBE goal, andthe
total dolar commitment to proposed WAEs must atleast equal the WBE goal. Bidders ae responsible or
Calelating the dolar equivalent o the MBE and WE goals as percentages of ther total base bids orn the
Case of Term Agreements, as percentages ofthe total eximated usage

All commitments made by the bidder's Schedule D-1 must conform to those presented in the submited
Schedule C:1. I Schedule C-1 is submited after the opening (See Section V.A. above), the bidder/proposer
‘may submit a revised Schedule D-1 (executed and notarized) to conform with the Schedule C-l. Except in
Cases where substantial and documented jusiication provided, bidder/proposers will not be allowed 10
reduce the dollar commitment made to any MBE or WBE inorder to achieve conformity between the
Schedules C-1 and 0-1

All commitments for joint venture agreements must be delineated in the Schedule 8.

‘Reporting Requirements During The Term of The Contract

The Contractor shall, not later than thy (30) days from the award of a contract by the City, execute formal
‘contracts of purchase orders with the MBEs and WBES included in their approved MBEWBE tization
Plan, These written agreements shall be made available to the Chief Procurement Oficer upon request

Inthe case of one time procurements of supplies with either single or mutiple deliveries to be peroemed in
less than one year from the date of contract award, a “MBEWBE Utilization Report.” indicating final MBE
and WBE payments shall be submited directly to the Department of Procurement Services $0 a 10 assure
‘receipt either atthe same time, or before the using Department receives contractor’ ial invoice
(NOTICE: Do not submit invoices with “MBE/AWBE Utilization Reports”) Final payments may be held
‘nti the Unilization Reports have been received

‘During the term of all other contracts, the contractor shall submit regular “MBEAWBE Utilization Reports +
copy of whichis attached. The frequency with which these report are to be submitted will be deterred
by the Chief Procurement Officer, but in no case will reports be required less often than on a quartets ‘srs
inthe absence of written notice ftom the Chie Procuremen he contractar's fist “MBEW8

after the d

UNTITLED-101
a

SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWBE)

“MBE/WBE Litlization Reports” ae to be submitted directly to: Department of Procurement Services,
Division of Contract Monitoring and Compliance, City Hall, Room 400, 121 N. LaSalle Street, Chicago,
Mlinois 60602.

‘The Contract Compliance Administrator shall be entitled to examine, on five (5) business days notice, the
‘contractor's books and records including without limitation payroll records, tax returns and records, and
bbooks of account, to determine whether the contractor is in compliance with its commitment to MBEWBE
participation and the status of any MBE or WBE performing any portion ofthe contract. Such rights are in
{addition to any other audit inspection rights contained in the contract.

(MBEWSE Substitutions

Changes by the contractor of the commitments eater cere inthe Schedule D-1 are prohibited. in some
cases, however, it may become necessary to substitute anew MBE or WEE in order to actually full the
MBEWBE requirements.

‘The contractor must notify the Chef Procurement Officer immediately in wring ofthe neces to reduce
cor terminate a MBEWBE subcontract and to utilize a substitute frm for some pase of work. The
Contractor's notification should include the name, address and principal oficial of the substitute MBEWBE
nd the dollar value and scope of work ofthe subcontract. Atached should be al the requiste MBEWEE
affidavits and documents, as enumerated above in Section V, “Procedure to Determine Bid Compliance.”

The City will nt approve extra payment for escalated costs incurred by the contractor when a substitution of
“subcontractors becomes necessary for the contractor in order to comply with MBE/WBE contract
requirements.

‘Aer award of contact, no relief ofthe MBEWBE requirements will be granted by the Cy except in
exceptional crcumstances. Requests fr complete or partial waiver ofthe MBENWBE requirements of his
‘contract must be made in writing stating al detais ofthe request the circumstances and any additional
relevant information. The request must be accompanied bya record ofall effons taken by the contractor to
locate specifi firms, slict MBE/WBE bids, seek assistance from technical assistance agencies, et, 35,

‘outlined above inthe section entitled “Regulations Governing Red actions Ta or Waiver of MBEWBE Goals”.
‘Non-Compliance and Damages

The following constitutes a material breach ofthis contract and shall entitle the City to declare a detaul,
terminate the contract and exercise those remedies provided for inthe contract, at law oF in equity

(1) allure to satisy the MBE/WBE percentages required by the contract; and

(2) the contractor or subcontractor s disqualified as a MBE or WBE, such status was a factor in
‘contract award, and was misrepresented by the contractor.

nthe event thatthe contractor is determined not to have been involved in any mistepresentation ofthe

status ofthe disqualified subcontractor or supplier, the contractor shall seek to discharge the disqualified
subcontractor or supplier, upon proper notification to the Chief Procurement Officer andior Contract

UNTITLED-102
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWEE)

Compliance Administrator and make every effon to identity and engage a qualiied MBE or WBE as its
replacement. Furthermore, continued eligilityto enter ito future contracting arrangements withthe C
‘may be jeopardized asa result of non-compliance. Payments due to the contractor may be withheld until
corrective action i taken.

Arbitration

Inthe event a contractor has not complied with the contractual MBEWBE percentages in its Schedule D,
Under utilization of MBESWBES shal entitle the affected MBE/WBE to recover from the contractor damages
suffered by such entty asa result of being underutilized; provided, however, that this provision shall not
apply to the extent such underutiization occurs pursuant to a waiver or substitution approved by the City.
‘The Ordinance and contracts subject thereto provide that any disputes between the contractor and such
afiected MBESWEEs regarding damages shall be resohed by binding arbitration before an independent
arbitrator other than the City, with reasonable expenses, including attorney's fees, being recoverable by a
prevailing MBEWBE in accordance with these regulations. This provision is intended forthe benefit of any
-MBEAWBE affected by underutilization and grant such ent specific third pany beneficiary rights. Any
rights conferred by this regulation are non-waivabe and take precedence over any agreement to the
contrary, including but not limited to those contained in a subcontract, suborder, or communicated orally
between a contractor and a MBE/WBE.

‘A MBEAVBE desiring to arbitrate shall contact the contractor in writing to initiate the arbtrative process.
Except 2s otherwise agreed to in writing by the affected partes subject to the limitation contained inthe last
sentence of the previous paragraph, within ten (10) days ofthe contractor receiving notification of the intent
to arbitrate from the MBE/WBE the above-described disputes shal be abitrated in accordance with the
‘Commercial Arbitration Rules ofthe American Arbitration Association ("AAA"), a not-for-profit agency, with
‘an office at 225 North Michigan Avenue, Suite 2527, Chicago, llinois 60601-7601 [Phone: (312) 616-6560;
Fax: (312) 819-0404). All such arbitrations shall be intiated by the MBEWEE filing a demand for
arbitration withthe AAA; shall be conducted by the AAA; and held in Chicago, lino

Allfees ofthe arbitrator are the intial responsibilty of the MBEAVBE; provided, however, that the arbitrator
is authorized to award reasonable expenses, including attomey's and arbitrator fees, as damages to a
prevailing MBEAWBE.

‘The MBEWBE must send the Cty a copy of the “Demand for Arbitration” within ten (10) days aftr itis filed
With the AAA. The MBE/WEE also must send the City a copy of the decision of the arbitrator within ten (10)
days of receiving such decision. Judgment upon the award rendered by the arbitrator may be entered in
any court of competent jurisdiction,

Record Keeping
‘The Contractor shall maintain records of all relevant data with respect to the utilization of MBEYWEs,
retaining these records for a period of atleast three years after final acceptance of the work. Full access to

these records shall be granted to the City of Chicago, Federal or State authorities in this project, the U S.
Department of Justice, or any duly authorized representatives thereof

UNTITLED-103
‘SPECIAL CONDITION FOR PROFESSIONAL SERVICE CONTRACTS (MBEWBE)
Information Sources
‘Small business guaranteed loans; surety bond guarantees; 8 (a) certification:

USS. Small Business Administration ‘B.A. - Bond Guarantee Program
500 W. Madison Street, Suite 1250 ‘Surety Bonds
Chicago, ilinois 60661 500 West Madison, Suite 1250
General Information Chicago, tlinois 60561
G12) 353-4528 ‘Attention: Carole Harts,

(312) 353-4003

S.B.A.- Procurement Assistance
500 West Madison, Suite 1250,

Chicago, linois 60661

‘Attention: Robert P. Murphy, Area Regional Administrator
(312) 353-7381

Project information and general MBE/AW8E information:

City of Chicago ity of Chicago
Department of Procurement Department of Procurement
Contract Monitoring and Compliance ‘Contract Administration Division
ity Hall - Room 403 City Hall - Room 403

Chicago, tlinois 60602 Chicago, Minos 60602

Attention: Camice Carey Attention: Byron Whittaker
(312) 746-1895 (312) 744.4926

Directory of Certified Disadvantaged, Minority and Women Business Enterprises:

ity of Chicago
Department of Procurement
Certification Unit

City Hall- Room 403,
‘Chicago, inois 60602
‘Attention: Lille Cooper
(G12) 744-1896

Information on MBE/WBE availabilty in the manufacturing, sales or supplies, and related fields (dect
assistance from 42 regional affiliates located throughout the U.S

National Minority Suppliers ‘Chicago Minority Business
‘Counc, Inc. Development Council

1040 Avenue ofthe Americas, 2" floor 11 South LaSalle - Suite 850

New York, New York 10018 ‘Chucago, line's 60603

Attention: Harriet R. Michel ‘Attenton: Maye Foster-Thompson
(312) 263-0105

UNTITLED-104
ATTACHMENT A

ASSIST AGENCIES: NON-CONSTRUCTION

Latin American (Chicago Minority Business Mexican American
‘Chamber of Commerce Development Council ‘Chamber of Commerce of Ilinois
2539 N. Kedzie - Suite 12 11S. LaSalle Street - Suite $80 122 S. Michigan Ave, Suite 1449
Chicago, Hlinois 60647 Chicago, Minois 60603-1202 Chicago, Minois 60603,
‘Atm: D. Lorenzo Padron ‘Atta: Maye Foster Thompson ‘Atm: Juan Ochoa
(773)252-5211 G12) 263-0105 G12) 554-0844
(773) 252-7065* G12)263-0280" G12) ss+08as+
‘Women In Business Yellow Pages Triton College ‘State of Iinois
1819'S. Wabash, Suite 606 ‘Small Bus. Development Center Dept. of Central Management Service
(Chicago, Minois 60605 2000 Fifth Avenue Business Enterprises Division
‘Atm: Ida Bialik River Grove, Ilinois 60171 100 W. Randolph St, Suite 4-400
(447) 679-7800 ‘Att: Jeffrey Bares Chicago, Ilinois 60601
(847) 679-7845" (708) 456-0300 - Ext. 3593 ‘Atm: Irene Cualoping

(708) 583-3118" 12) 814-4190
Asian American (312) 814-6668"
Small Business Association Cosmopolitan Chamber of Commerce
5023 N. Broadway 1326 S. Michigan - Suite 100
Chicago, Hlinois 60640 Chicago, Mlinois 60605-2602
‘ain: Charles Soo ‘Attn: Consuelo Pope!
(773) 728-1030, Lylah Booker

G12) 786-0212
National Association of Women G12) 786.9079"
Business Owners-Chicago Chapt.
175 W. Jackson, Suite 625, Westside Small Business
Chicago, Mlnois 60608 Development Corporation
‘Arm: Sandra Gidley M2N. Pulaski Road
(612) 322-0990 Chicago, Mlnois 60624
G12)461-0238" ‘Atin; Betty Boston

(773) 638-1990
linois Dept. of Commerce (773) @8-4851°
and Community Affairs
100 W. Randolph - Suite 3-400 Lite Village 26th Street * Fax Number

Chicago, Ilinois 60601,
‘Aan: Mollie Cole
G12) 814-7176

G12) 814-6732"

International Trade Bureau
Operation Push

930. SOth Street
Chicago, Ilinois 60615
(773) 373-3366

(7) 37335719

‘Area Chamber of Commerce
3610 West 26th Street
(Chicago, Minois 60623

‘tin: Frank Aguilar, Exec. Dir.
(773) 521-5387

(773) 521-5282"

Chicago Urban League
4510S. Michigan
Chicago, Illinois 60653,
‘Assn: Lee V. Smith
(G12) 285-5800 383
812) 288.772"

UNTITLED-105,
ATTACHMENT A

ASSIST AGENCIES: CONSTRUCTION
Hispanic-American Construction ‘Asian American Alliance
Industry Associations (HACIA) 222 W. Cermak Road, Se. 302
(641 West Lake Street, Ste. 300 Chicago, llinois 60616-1986
‘Chicago, IL 60661, ‘Attn: Christine I Takada
‘Attn: Rafael Hemandez Executive Director
(G12) 258-9621 12) 326-2200
(G12) 258-9628 G12) 326.0399"
Mexican American
‘Chamber of Commerce of Itnois
122 S. Michigan Ave, Suite 1449
Chicago, Ilinois 60603,
‘Atta: Juan Ochoa
G12) ss4-0844 Revised 10-16-00
G12) 554-0848" Fax Number

Federation of Women Contractors
175 West Jackson, Ste. 625
Chicago, tlinois 60608

‘Attn: Debra Smith, Administration
G12) 360-1122

G12) 360.0239"

African American
Contractors Assocation

1006 S. Michigan Ave, Suite 601
Chicago, llinois 6060S

‘Atin: Omar Sharee, President
(612)760-1011 pa.

G12) 567-9919"

Black Contractors United
2860 E. 76th Street, Sui
Chicago, Minois 60649
‘tn: Paul King, Executive
Director

(773) 933-7950

(773) 933-7957"

2B

Association of Asian
Construction Enterprises
333 North Ogden Avenue
Chicago, Ilinois 60607

‘Auin: Mr. Perry Nakachi,
President

12) 563-0746

G12) 666-1785"

“Fax Number

UNTITLED-106
ATTACHMENT B
(On Bidder/proposer's Letterhead)
(Date)

Re: Specification
Description:

(Assist Agency Name and Address)

Dear

Bidder Proposer) Jntends to submit a bid/proposa in response tothe above referenced specification
‘withthe City of Chicago. Bids are due ______advertised specification withthe City of Chicago.

The following areas have been identified for subcontracting opportunities on both a direct and indirect bass

‘Our efionts to identity potential subcontractors have not been successful in order to meet the
Disadvantaged Minorty’Women Business Enterprise contact goal. Due tothe inability to identity an appropriate
DBE/MBEAWBE firm certified by the City of Chicago to participate as a subcontractor or joint venture partner, @
request for the waiver of the contract goals willbe submitted. Ifyou are aware of such arm, please contact,

‘within (10) ten working days of receipt ofthis letter.

Under the City of Chicago's MBE/WBE/DBE Ordinance, your agency is entitled to comment upon this wawer
request to the City of Chicago. Written comments may be directed within fifteen (15) working days of your receipt
ofthis letter to:

Eric}. Griggs, Deputy Procurement Officer
‘Department of Procurement Services
Gity of Chicago
121 North La Salle Steet, Room 403,
Chicago, linois 60602

1¥ you wish to discuss this matter, please contact the undersigned a,

Sincerely,

UNTITLED-107,
SCHEDULE B: Affidavit of Joint Venture (MBE/WBE)

This form need not be submitted if all joint venturers are MBEs and/or WEES. In such a case, however, 2
written joint venture agreement among the MBE and WBE venturers must be submitted. In all proposed
joint ventures, each MBE and/or WBE venturer must submit a copy of theie current Letter of Certification.

‘Al Information Requested by this Schedule must Be Answered in the Spaces Provided. Do Not Refer to
‘Your Joint Venture Agreement Except to Expand on Answers Provided on this Form. If Additional Space Is,
Required, Additional Sheets May Be Attached.

1. Name of joint venture:
‘Address of joint venture:

hone numberof joint venture
IL dentfy each non-MBE/WBE venturer):
Name of Fiem:
Address:
Phone:
Contact person for matters concerning MBE/WBE compllance:
Identify each MBE/WBE venturer()
Name of Fi
Address:
Phone:
Contact person for matters concerning MBE/WBE compliance:
IV. Describe the role(s) ofthe MBE andior WBE venturer() in the joint venture:

V. Miadia copy olthe jintwenture agieement. in order to demonstvate the MBE andlor WBE
‘entuer’s share in the ownership, control, management responsibilities, rks and profits ofthe mnt
‘entue, the proposed jin venture agreement must include specific details elated to (1) the
Contributions of eapital and equipment; (2) work tems to-be performed by the MBE/WEE's own
forces; (3) work tems tobe performed under the supervision ofthe MBEMWBE ventures and (4 the

‘commitment of management, supervisory and operative personnel employed by the MBE/AWBE to be

dedicated to the performance of the project.
Vi. Qwinership ofthe Joint Venture.
‘A. What are the percentage(s) of MBE/WBE ownership of the joint venture?
-MBEMWBE ownership percentages)
Non-MBEMWBE ownership percentages)

8. Specify MBE/WBE percentages for each of the following (provide narrative descriptions and other
detail as applicable):

1. Profit and loss sharing:

2. Capital contributions:
{@) Dollar amounts of intial contribution:

(b) Dollar amounts of anticipated on-going contributions

UNTITLED-108
Schedule B: Affidavit of Joint Venture (MBE/WBE)

3. Contributions of equipment ‘Specify types, quality and quantities of equipment to be provided
by each venture,

4, Other applicable ownership interests, including ownership options or other agreements which
restrictor limit ownership andior control

[5 Provide copies ofall writen agreements between ventures concering the project

6. Identify each current City of Chicago contract (and each contract completed during the past two
(2) years by a joint venture of two or more firms participating in ths joint vere:

Vi Conta! of and Participation in he Joint Venture, Identify by name and firm those individuals who
are, oF willbe, responibe for, and have the author to engage inthe following management
functions and policy decions. (indicate any imitations to thei authority such as dolla its and
co-ignatory requirements
2 eine venture check signing

‘8. Authority to enter contracts on behalf ofthe joint venture:

C. Signing. co-signing and/or collateralizing loans

1D. Acquistion of lines of credit:

Acquisition and indemnification of payment and performance bonds:

UNTITLED-109
Schedule B: Affidavit of Joint Venture (MBE/WBE)

F Negotiating and signing labor agreements:

‘Management of contract performance. (entify by name and frm only:
1. Supervision of field operation:
2 Major purchases
3 Baimating:

3 Engineering.

Financial Controls of joint venture:
‘A. Which firm and/or individual wil be responsible for keeping the books of account?

1 Identify the “managing partner.” any, and describe the means and measure of their
compensation:

‘C. What authority does each venturer have to commit or obligate the other to insurance and
bonding companies, financing institutions, suppliers, subcontractors, and/or other partes
participating in the performance ofthis contractor the work of this project?

State the approximate number of operative personnel (by trade) needed to perform the joint
venture’s work under this contract. Indicate whether they will be employees of the non-MBE WBE
firm, the MBEAWBE frm, or the joint venture

UNTITLED-110
‘Schedule B: Affidavit of Joint Venture (MBE/WBE)

Trade Non-MBEAWBE Firm MBEWBE. Joint Venture
‘Number umber (Number

‘any personnel proposed for this project will be employees ofthe joint venture:
‘A. Are any proposed joint venture employees currently employed by either ventures?
‘Currently employed by non-MBE/WBE (number) Employed by MBEWBE __

8. kdentfy by name and firm the individual who wil be responsible fr hiring joint venture employees:

‘EWhich venturer willbe responsible for the preparation of Joint venture payrolls:

Xi, Please Sate any material acts of additional information pertinent to the control and stucture of this
joint venture.

UNTITLED-111
Schedule B: Affidavit of Joint Venture (MBE/WBE)

The undersigned affirms thatthe foregoing statements are correct and include all material information
‘necessary to identify and explain the terms and operations of our joint venture and the intended
paricipation of each ventuer inthe undertaking, Further, the undersigned covenant and agree to provide
to the Cty current, complete and accurate information regarding actual joint venture work and the payment

therefore, and any proposed changes in any provision of the joint venture agreement, and to permit the
audit and examination ofthe books, records and files ofthe joint venture, or those of each venturer relevant
to the joint venture by authorized representatives ofthe City or the Federal funding agency.

‘Any material misrepresentation will be grounds fr terminating any contract which may be awarded and for
inating action under federal or sate laws conceming fase statements.

‘Nate: If, ater fling this Schedule B and before the completion on the joint venture’s work on the
projec, there is any change in the information submited, the joint venture must inform the City of
(Chicago, ether directly or through the prime contractor if the joint venture isa subcontractor.

‘Name of MBEAWBE Partner Firm ‘Name of Non-MBEWBE Partner Fim
Signature of Afant ‘Signature of Affant

Name and Tie of Affiant Name and Tite of Affine

Dae Date

On this day of, 20 __, the abovessigned officers

‘personally appeared and, known to me be the persons described in the foregoing Affidavit,

acknowledged that they executed the same in the capacity therein tated and for the
purpose therein contained,

IN WITNESS WHEREOF, ! hereunto set my hand and official seal.
‘Signature of Notary Public

My Commission Expires:

(SEAL)

UNTITLED-112
SCHEDULE C-1
Letter of Intent from MBE/WEE to Perform
as Subcontractor, Supplier and/or Consultant

eof recon SRE RELTUE! SSPE ESRE
Spectator mbar SSB

From: Guajardo Associates LLC Yes x No
Sos Zest WBE: Yes Ne

To infeastructure services td, __and the Gity of Chicago:

‘The undersigned intends to perform work in connection with the above projects as

Sole Proprietor A Corporation~ Limited Liability
Parneship > faint Venture
‘The MBEWBE status ofthe undersigned is confirmed by the attached leter of Cerification from the City of
Chicago effective date of __02/01/2003 t0.01/31/2003 fora period of
cone year.

‘The undersigned is prepared to provide the following described services or supply the following described
goods in connection withthe above named projec/contract
Professional architectural Services, -

The above 1d performance is offered forthe following price and described terms of payment
DUAR

I more space is needed to fully describe the MBE/WBE firm's propoted scope of work andior payment
schedule, atach additional sheets.

‘The undersigned will enter into a formal written agreement for the above work with you as a Prime
Contractor, conditioned upon your execution ofa contract with the City of Chicago, and will do 0 within
(3) three working days of receipt ofa signed contract from the City of Chicago.

SAAR

Guajardo-chairman

March 18, 2003

2=661=3590

UNTITLED-113.
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ERSTE Dey Mayor
Peprmetot
Pret ee

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Core stent Oe

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Chango aa 00 2
(in Teo

(13 taca5e9crrm
bps cen

‘Alphonse Guajardo, Chairman

Guajardo Associates, LLC
445 East linls, Sute 650
(Chicago, ina 60611
Re: 2nd ANNIVERSARY CERTIFICATION
Certification Etectve Febrary 1.2003
Certticaton Expires. sJanuary'31, 2007

‘Annual Affidavit Cerifcat: Expues. January 31,2004
Dear Mr Guajardo:

Congratulations on your continued eigibity for certification as an MBE ty the Ct of Chicago.
Re-valdation of Gualardo Associates, LLC's certification is equredby January 34,2004,

‘As. condition of continued cartifcation during this ve-year period, you must contive tole a
‘No-Change Affidavit within 60 days ofthe date of expration. Please note that you must
Include a copy of your most current Corporate Federal Tax Retums. Falure' te this
‘Aftdave wil resut in the termination of your cetfeation

‘You must also notty the Offce of Business Development of any changes in ownership or
Contra of your frm or anyother matters of fcts affecting your fms egw for cerfeaton
‘The City may commence actons to remove your firm's eligi if you fal to noi us of any
changes in ownership, management or convo, or otherwise fal cooperate with he Cty in
‘any lnguly or investigation, Removal of eigbily procedures may also be commenced your
firm is found to be invoWed in bidcing or contractual regularities

‘Your fim’ name willbe listed inthe Citys Directory of Disadvantaged Business Enterpricus,
[Ninoy Business Enterprises and Women Gusiness Enterprises n the specalty area) of

‘Architectural and Interior Design Services; Construction Management
‘Your fam's partiipation on City contracts wil be credted only toward MBE goais In your
‘ar2a(s) of specialty While your participation on City contracts nat limited to your spect,
Credit toward MBE goals wil be given ony for work done Inthe specialty category

‘Thank you for your continued interest in the City's Minority, Women and Disadvantages
Business Enterprise Programs.

Very truly yours,

Ligva

UNTITLED-114
SCHEDULE C-1 -
Letter of Intent from MBE/WBE to Perform
as Subcontractor, Supplier and/or Consultant

Prof. municipal Code
Name of ProjectContract:"Baviat Services

Specification Number: _ 3858
From: __Shah Engineering, tne. MBE: Yes No
Sa ana WBE. Yeo N
V3 Infrastructure Services, Ltd.
To: and the City of Chicago:

The undersigned intends to perform work in connection withthe above projects as a

Sole Proprietor Corporation
partnership —— Joint Venture

‘The MBE/AWBE status of the undersigned is confirmed by the attached leter of Certification from the Cty of
Chicago effective date of ___warch 19,2002 to March 31, 2003 fora penod of
‘one year.

‘The undersigned is prepared to provide the following described services or supply the following described
foods in connection with the above named project/contract:

Provide Professional Engineering Services

‘The above described performance is offered forthe following price and described terms of payment:
Depend Upon Specific Request (pum)

W more space is needed to fully describe the MBEMWBE firm's proposed scope of work and/or payment
schedule, atach additional sheets.

‘The undersigned will enter into a formal writen agreement for the above work with you as a Prme
Contractor, conditioned upon your execution of a contract with the City of Chicago, and will do so within

(3) three working days of receipt ofa signed contract from the “ of Chicago,

Se SO
Manu Shah, President

03/17/03

312-836-9900 x 101

UNTITLED-115,
ty ot Chie
Richard M.D, Mayor
Deparment
Proceenat Serie
Dard Mae
Chater fer
uy tat, Rom 403
(tN Le Set
Gu nn tt 126
Gin nso.

613) 4ase8crm
pute cilbeg ot

RECEIVED
MAR 2 2 2002

NEgpORHQgDS

Manu Shah, President
Shah Engineering, Inc.
(One IBM Piaza, Suite 3200
Chicago, tinois 60611

Re: 4" ANNIVERSARY CERTIFICATION
Certification Effective: ‘March 19, 2002
Certification Expires March 31. 2007
‘Annual Affidavit Certiicate Expires: March 31, 2003,

Dear Mr. Shah:

Congratulations on your continued eliiblty for certification as a DBE/MBE by
the City of Chicago. Re-validation of Shah Engineering, Inc.'s certification is
‘required by March 31, 2003,

[As @ condition of continued certification during this five year period, you must
‘promptly natty the Office of Business Development of any changes in ownership
‘or control of your fm or any other matters or facts affecting your firm's eligibility
for certification,

‘The City may commence actions to remove your firm's eligiblty if you fail to
‘oti us of any changes in ownership, management or control, or otherwise fai
to cooperate withthe City in any inquiry oF vestigation. Removal of eligbilty
procedures may also be commenced if your fim is found to be involved in
Bidding or contractual irregularities.

‘Your firm's name will be listed inthe City’s Directory of Disadvantaged Business
Enterprises, Minority Business Enterprises and Women Business Enterprises in
the specialty area(s) of

Architectural and Engineering Services; Surveying; Construction
Management

‘Your firm's participation on City contracts willbe credited only toward DBE/MBE

{goals in your area(s) of specialty. While your participation on City contracts 1s

‘ot limited to your specialty, credit toward DBE/MBE goals will be given only for

work done in the specialty catagory

‘Thank you for your continued interest in the City's Minority, Women and
Disadvantaged Business Enterprise Programs.

Veryfruly yours,
‘uti f \
Diregtor of Certhidation

Lied)

UNTITLED-116

RECEIVED
FEB 2 0 2003,

February 7, 2003 sn once

Manu Shah, PresidenCEO
Shah Engineering, Inc.
‘One IBM Plaza, Suite 3200
Chicago, ilinois 60611

Gipson Dear Mr. Shah:
i maser
eer ‘On February 03, 2003, we received your application to the City of
‘Chicago for recertification as a Disadvantaged Business
Enterprise/Minorty Business Enterprise and/or Women Business
Enterprise (DBE/MBEMWBE). Since your current certification does not
‘expire until March 31, 2003, your firm met its obligation to apply for
continued eligibility before the expiration date. As a courtesy, this
lottor extends your certification for 60 days from the date of
expiration,

Ifyou have any further questions regarding the certification status of
your firm, please contact Mr. Leon Moore, at (312)744-1193.

a
Ls Paane

Mk 4
Te atin

Lym

NopoRpATS

UNTITLED-117,
SCHEDULE C-1
Letter of Intent from MBE/WBE to Perform
‘as Subcontractor, Supplier and/or Consultant

Name of Project Contract’ REO Professional Municipal Code Review Services -
Wi

Specification Number: 3858

From: Jacobs/Ryan Associates —_ MBE, Yes___ No_X_
(eet WBE: Fem) WBE Yes__X No___
To: V3 Inftastructure Services. Ltd. and the City of Chicago

anti Conse Be Pope)
‘The undersigned intends to perform work in connection with the above projects as a

Sole Proprietor Corporation
XK Partnership Te roint Venture

‘The MBE/WBE status ofthe undersigned is confirmed by the attached letter of Certification from

the city of Chicago effective date of __September 9.2002 __to_une 30,2003
fora period of one year

“The undersigned is prepared to provide the following described services or supply the following
described goods in connection withthe above named projecucontract.
Landscape Architectural Design Services

The sbove described performance is offered forthe following pice and described terms of
payment _
Va, 500 DvP

‘more space is nesded to filly describe the MBEIWEBE firms’ proposed scope of work andlor
payment schedule, attach additional sheets

‘The undersigned will enter into a formal written agreement for the above work with you as a
Prime Contractor, conditioned upon your execution ofa contract with the City of Chicago, and
il do so within 3) three working days of recip ofa signed contrac rom the ity of Chicago

‘poy Covet

‘Senor of Omer Abed Ra)

Nase Te Pe

March 17,2003

@i2)664-3217

UNTITLED-118
Terry Wartiner Ryan, Partner

Jacobe-Ryan Associates
igo 1827 N. Sandburg Terace
hard Dae, Mayr CChieage, no's 60810
Demet Re: 2“ ANNIVERSARY CERTIFICATION
remeron Certetion Efectve: September 9, 2002
Day Moe Cartcation Expres: June 30,2008
irc Oe ‘Annual Afzal Certiicate Expres: June 30,2003
iy Rom 83
12) herb Lal Set ‘Dear Me, Wantneryar:
na 8
Gistuese Congratulations on your continued eigibity for certcation as a DBEMWBE bythe City of
Bin a230.0mM ‘Chicago, Re-validaton ofJacobe-Ryan Associates cerficston is requred by
Inpirencotticgsorg | dupe 30,2003.

|As a condition of continued certification during tis fve year period, you must continue to fle
‘8 No-Change Affdavit wihin 60 days ofthe dat of expiration. Please note that you must
Include 2 copy of your most current Corporate Federal Tax Returns. Failure to te tis
‘Affidavit wil result inte termination of your ceriicaton,

‘You must also notty the Office of Business Development of any changes in ownership or
convo! your fem or any ater mater or facts affectng you rm seigibity for carfeaton.

The City may commence actions to remove your firm's elighilty you fale notty us of any
changes in ownership, management or control, or ctherwise fl to cooperate with the Cy
In any inquty or investigaton. Removal o eligbly procesures may aiso be commenced
Yur firm's found tobe involved in bedding or contractual iregulartes.

‘Your ems name willbe listed in the City’s Directory of Disadvantaged Business Enterpnses,
Minonty Business Enterprses and Women Business Enterprises nthe specialty area(s) ot

Landscape Architectural Design Services
Your fr’s participation on City contract wilbe credited only toward DBENWBE goalsin your
area(s) of specially. While your patiepation on City contact isnot ited to your spect.
‘redit toward DBE/WBE goals wil be given ony for work done in the specialty category

‘Thank you for your continued interest in the Ciy's Minocty, Women and Disadvantaged
Business Enterprise Programs,

Lcigva

UNTITLED-119
SCHEDULE C-1
Letter of intent from MBEIWBE to Perform
as Subcontractor, Supplier and/or Consultant

Name of ProjectContact: Professional Municipal Code Review Services

‘Specification Number 3858
From:_Envrcnmental Design inlemationa, inc, MBE: Yes = _X__No
‘Rane WOE Pt
WBE: Yes = _x__ No
To: and the City of Chicago:

9 Inrastuctuce
hae er BS
‘The undersigned intend to pertocm workin connection wah the above projec as &
Sale Proprietor —X_Corporaton
Partnership Sent Ventre
‘The MBE/WBE status of the undersigned is confirmed by the attached letter of Certticaton trom the Cy of Chicago
cffectve date of September 18, 2002 fo August 31,2003 for period of one year.

‘The undersigned is prepared o provide the following described services or supply the folowing described goss in
connection wah the above named projeciconract.

Envkonmental Encineerng

Te above deere pefomance i oflered reflow pce ed escrbed ts of poment
cur *22, 507
mor space i reededo iy dserbe he MBEABE fs propose scope of work andr peyman shea, ach
Marra aes

‘The undersigned wil ener ino a formal written agreement forthe above work with you 9s a Prime Contractor, conctoned
‘upon your, execution of a conract with the City of Chicago, and wal do $0 wihin (3) tee working Says of recep! of 3
signed contrct from the City of Chicago

(312) 356-5400

UNTITLED-120
cayot rage
fchrd Dee, Maer

epee of
Proce Serves
David aoe

hi Procoet Oi

(ya, oo 9
{21 North alee
hig, io 2
(Gin Ne-000

Gia 2330 ry
pte oleae oe

Deborah M. Sawyer, President
Environmental Design Intemational, nc.
200 S. Michigan Avenue, Suite 700,
Chicago, linois 60804

Re: ™ ANNIVERSARY CERTIFICATION
CCerifcaton Effective: Septemiver 18, 2002
Certfeaton Expres: February 28, 2007
‘Annual Affdavit Certificate Expires: August 31, 2003,

of Chicago. Revalidation of Environmental Design International, Inc.'s cartiication
required by August 31, 2003,

‘As acondiion of continued certiicaton during this fve year period, you must continue to fle
‘9 No-Change Affidavit within 60 days ofthe dat of expiation. Please note that you must
Include 2 copy of your most current Corporate Federal Tax Returns. Failure to file this
“Atfcavit wil resi nthe tarmination of your certification

‘You must also notiy the Office of Business Development of any changes in ownership of
‘contol of your frm or any other matters orfacts affecang your firm's eigibiy for cersiicaton,

“The City may commence actions to remove your fms egibllty i you fail to notity us of any
changes in ownership, management oF contel or otherwise fll to cooperate withthe City
In any inquiry or rveatigaton. Removal of eigiilly procedures may also be commenced if
{Your firm's found tobe involved In bidding OF contractual iregularte.

‘Your firm's name willbe sted inthe City's Directory of Disadvantaged Business Enterprises,
Minonty Business Enterprises and Wornen Business Enterprises inthe specially area(s) of

‘Your firm's partcipation on City contracts willbe credited only toward DBE/MBE/WBE goals
Inyour area(e) of specialty. While your particpation on City contracs is not kmited to your
specialy, credt toward DBE/MBE/WBE goals willbe given only for work done inthe specialty
category,

‘Thank you for your continued interest inthe City's Minority, Women and Disadvantaged
Business Enterprise Programs.

ri

UNTITLED-121
SCHEDULE D-1
‘Afidavt of MBEAVBE Goal implementation Plan

Project Name ;_MuBkcipal Code
Compliance Review Services

State of qlinois

County (Gy) of SK

| HEREBY DECLARE AND AFFIRM that | am duly authorized representative of:
V1 infrastructure Serubeege Ut dy

‘and that | have personally reviewed the material and fact st forth herein describing our proposed plan to achieve
the MBE/WBE goals ofthis contract.

‘All MBEMBE firms included inthis plan have been certified as such by the City of Chicago (Letters of Certification
‘Atached).

|. MBE or WBE Prime Consultant/Contractor. I prime consultant i a certified MBE or WBE firm, attach copy
(of Cty of Chicago Letter of Certification. (Certification of the prime consultant as a MBE satisfies the MBE
goal only. Certification of the prime consultant as a WBE satisfies the WBE goal only.)

1. —-MBEs and WBEs as Joint Venturers. If prime consultant i joint venture and one or more joint venture
partners are certified MBEs or WBFs, atach copies of Letters of Certification and a copy of Joint Venture
‘Agreement clearly describing the role of the MBEMWBE firm(s) and its ownership interest in the joint venture.

IL MBEAWBE Subconsultants. Complete for each MBE/WBE subconsultantsubcontractor/supplier.

1. Name o(G@BGWoE,_Cuajardo Associates Lic

Address:_445 E. Illinois Street, Suite 650, Chicago, IL 60611

Contact Peron: Alphonse G, Guajara Phone: 312-661-1500
Dollar Amount of Participation $_ pur, 59 020
Percent Amount of Participation: 5-9 %

ing, Inc.

2. Name o(fABBwee._Shah_ Engines

‘Address:_0N@ IBM Plaza, Suite 3200, Chicago, TL 60611

Contact P Manu Shah Phone:312-836-9000

Dollar Amount of Patcpation $__9-U-R._//D,027

Percent Amount of Participation: 19-0,

UNTITLED-122
SCHEDULE D-1

3. Name of MBEM(BD_Environsental Design International, tne.

‘Address:__200 8. Michigan Avenue, Suite 700, Chicago, IL 60604

Contact Penon; ‘Deborah M. Sawyer Phone: 312-356-5400

Dollar Amount of Panicipation $_D°U-8+ Ba 5ee
Percent Amount of Patcipation: 2.25 %
4 cf maeQi) T8cobs/Ryan Associates

Address: 1527 MW, Sandburg Terrace, Schaumburg, IL 60610

contact. Terry Warriner Ryan Phone: 312-664-3217

Dols Amount of Panpaions_ BUR. 22 Soe

Percent Amount of Participation: 7:25

5. Name of MBEWBE:

Address

Contact Person: Phone:

Dollar Amount of Participation $.
Percent Amount of Participation: = _$

Name of MBEAWBE:

Address:

Contact Person: Phone:

Dollar Amount of Participation 8,
Percent Amount of Participation: *

7. Name of MBEWBE:

Address:

Contact Person: Phone:

Dollar Amount of Participation 8,

Percent Amount of Participation:

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SCHEDULE D-1

8. Attach additional sheets as needed.

1, Summary of MBE Proposal:

MBE Firm Name Dollar Amount Percent Amount
‘of Patcipation of participation

Guairardo Associates spun Bore aes

Shab Enginesring— Sauer? =.)

s %

5 %

Total MBE Pantcipation: s %

V. Summary of WBE Proposal:

WE Fir Name Dollar Amount Percent Amount
of Participation of parcipation

Environmental Design Internationals” .0.Reo9502 2.25

Jacobs /Ryan Associates SDR SPP 2.25%

5 %

Fy %

5 %

Total WEE Paricipaion: s %

To the best of my knowledge , information and belie, the facts and representations contained in this Schedule are
true, and no material facts have been omitted.

‘The contractor designates the following person as their MBE/WBE Liaison Officer:

Name Jeffery 7. Kline Phone Number:_312

19-1985

{do solemnly declare and affirm under penalties of perjury thatthe contents ofthe foregoing document are true and
‘correct, and that | am authorized, on behalf ofthe contractor, to make yhisafidava,

i

essa

This inrument was acknowledged before me on 3/23 dat)

es cemoar wesc ae

oy Sea ge Se geet eh wate

of __V3 Infrastructure Services, Gta.seme of party on behalf of whom instrument
was executed)

EILNA

pat on a

Seal) \ vc
real Neary Pde

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Sit em nC Se,

EXHIBIT 5

Confidentiality Agreement

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Confidentiality Agreement
To:

Executive Director

Department of Construction and Permits

From:
{Gnsert name of Contractor / Subcontractor /Thdividual)

‘Grin ey

‘Subject: Municipal Code Compliance Review Services
Specification No.: ("Agreement")

Wel acknowledge thatthe Project we/l aream working on pursuant to the Agreement
involves confidential documents (-Docameats", including plans, drawings, data and materials
(e4, correction sheets, Municipal Code of Chicago information and specifications), prepared,
assembled or encountered by of provided to us/me pursuant tothe Agreement, and those
Documents are property of the City or permit applicants and are confidential, except as
specifically authorized inthis Agreement or as may be requied by law.

Well acknowledge thatthe unauthorized dissemination of Documents or information
about them will damage the City of Chicago and third partes,

‘Wet agree to maintain the confidentiality ofthe Documents
By:

Name:

File:

Subscribed and swom to before me this_day of. w_.

Notary Public

My Commission expires:

sevssed 10107031

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EXHIBIT 6
‘Task Order Form

pevsued (0707001

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Task Order Form
‘TASK ORDER

‘Specification No.:
Contract No:

Contractor:

Project

Time / Schedule:

DESCRIPTION NUMBER OF HOURS HOURLY | TOTAL
RATE
Total
Approved:

Executive Director,
Department of Construction and Permits

Approved:
(Chief Procurement Officer

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EXHIBIT 7

CITY OF CHICAGO
DEPARTMENT OF CONSTRUCTION AND PERMITS,

UNTITLED-129
CITY OF CHICAGO
DEPARTMENT OF CONSTRUCTION AND PERMITS.

PLAN COMPLIANCE WITH MUNICIPAL CODE
Contractor (Reviewer/"We"):
‘Task Order No.Project Description:

Developer Services No.
Developer Agreement No.

DATE
‘We have performed or have supervised performance of municipal code compliance reviews and
related services with regard to the Project referenced above, including final review ofall ofthe
Developer's plans. We are of the professional opinion tha the plans comply withthe Municipal
Code of the City of Chicago. Accordingly, we approve them for purposes ofthe Department's
issuance ofa permit for construction ofthe Project.

1am authorized to execute this form on behalf ofthe Contractor.

By:

Prin or type name of signatory:

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Signature Page
‘SIGNED at Chicago, Illinois:

crrv ore ae

re
(President or Authorized Officer)

state of Lines
County of Cenk
‘This instrument was acknowledged before me om 20{A_ (date) by

(eames of pero as (ope of authority, eg, officer, trustee,
(ame of party on behalf of whom instrument was

Rats
L ReGER

sot 218 sie oe
Const siracs cae

Revised (0207031

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