12-0330 Riverside Promenade Grant ‘2 - 0330
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ILLINOIS DEPARTMENT Of COMMERCE AND ECONOMIC OPPORTUNITY
River Edge Redevelopment Zone Grant Program 02
Grant No. 12-912002
for the
City of Elgin
Illinois Department of Commerce and Economic Opportunity
500 E. Monroe St.
Springfield, IL 62701
Page 1 Grant Number 12-912002
STATE OF ILLINOIS
DEPARTMENT OF COMMERCE AND ECONOMIC OPPORTUNITY
Notice of Grant Award No. 12-912002
This Grant Agreement(hereinafter referred to as the "Agreement") is entered into between the Illinois Department
of Commerce and Economic Opportunity (hereinafter referred to as the "Department" or "DCEO") and City of
Elgin (hereinafter referred to as the "Grantee"). Subject to terms and conditions of this Agreement,the Department
agrees to provide a Grant in an amount not to exceed$8,000,000.00 to the Grantee.
Subject to the execution of this Agreement by both parties, the Grantee is hereby authorized to incur costs against
this Agreement from the beginning date of 04/01/2012 through the ending date of 03/31/2014, unless otherwise
established within Part II Scope of Work. The Grantee hereby agrees to use the Grant Funds provided under the
Agreement for the purposes set forth herein and agrees to comply with all terms of this Agreement.
This Agreement includes the following sections,all of which are incorporated into and made part of this Agreement:
Parts:
I. Budget
II. Scope of Work
III Grant Fund Control Requirements
IV. Terms and Conditions
V. General Provisions
VI. Certifications
This grant is state funded.
Under penalties of perjury,the undersigned certifies that the name,taxpayer information number and legal status
listed below are correct.
Name: City of Elgin
Taxpayer Identification Number:
SSN/FEIN: 366005862
Page 2 Grant Number 12-912002
Legal Status:
Individual(01) Estate or Trust(10)
Sole Proprietor(02) Pharmacy-Noncoporate(11)
Partnership/Legal Corporation(03) Nonresident Alien(13)
Corporation(04) Pharmacy/Funeral Home/Cemetery Corp(15)
Not For Profit Corporation(04) Tax Exempt(16)
Medical Corporation(06) Limited Liability Company(select applicable
X Governmental(08) tax classification)
C_Corporation
P-Partnership
GRANTEE:
City of Elgin
Grantee's execution of this Agreement shall serve as its certification under oath that Grantee has read,understands
and agrees to all provisions of this Agreement and that the information contained in the Agreement is true and
correct to the best of his/her knowledge,information and belief and that the Grantee shall be bound by the same.
Grantee acknowledges that the individual executing this Agreement is authorized to act on the Grantee's behalf.
Grantee further acknowledges that the award of Grant Funds under this Agreement is conditioned upon the above
certification.
B • V _ � a51h�
Authorized S .tor. Date
David Kaptain, Mayor
Name and Title
STATE OF ILLINOIS DEPARTMENT OF COMMERCE AND ECONOMIC OPPORTUNITY
W /
W 8 B ALAL
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" '1 Anita D. Patel T /
By: Chief Financial Officer
Warren Ribley, Director Date
Grantee Address: Please indicate any address changes below
150 DEXTER CT
Elgin, IL 60120-5527
In processing this grant and related documentation,the Department will only accept materials signed by the
Authorized Signatory or Designee of this Agreement,as designated or prescribed herein. If the Authorized
Signatory chooses to assign a designee to sign or submit materials require4 by this Agreement to the Department,
the Authorized Signatory must either send written notice to the Department indicating the name of the designee or
provide notice as set forth immediately following this paragraph. Without such notice,the Department will reject
any materials signed or submitted on the Grantee's behalf by anyone other than the Authorized Signatory. The
Authorized Signatory must approve each Authorized Designee separately by signing as indicated below. If an
Authorized Designee(s)appears below,please verify the information and indicate any changes as necessary.
Page 3 Grant Number 12-912002
The following are designated as Authorized Designee(s)for the Grantee:
Authorized Designee: DA1
Authorized Designee Title: / ` / -�
Authorized Designee Phone: ie
Authorized Designee Email: - -L _ ' „7,Z, ,
Autho ed Signa o A.'royal: /1,7r
Page 4 Grant Number 12-912002
PART I
BUDGET
Cost Category Description Cost Cat DCEO Budget Variance% Variance Limit
Amount
DEMOLITION AND/OR 2200 985,122.00 0.00 0.00
REMEDIATION
CONSTRUCTION 2400 7,014,878.00 0.00 0.00
Total $8,000,000.00
BUDGET LINE ITEM DEFINITIONS
The definitions listed below will help to identify allowable costs for each of the budgeted lines in this Agreement.
Any costs not specifically named below should be verified to be allowable by the DCEO grant manager prior to
incurring the cost.
DEMOLITION AND/OR Demolition,clean-up and removal of hazardous materials
REMEDIATION
CONSTRUCTION Construction,reconstruction of buildings and infrastructure
Pass-Through Entity or Subgrantor Responsibilities. If Grantee provides any portion of this funding to another
entity through a grant agreement or contract, Grantee is considered to be a pass-through entity or subgrantor. Per
Section 5.10(M) of the Agreement, Grantee must obtain written approval before it provides any portion of this
funding to another entity through a grant agreement or contract. If the Department provides written approval, the
Grantee must adhere to the following for any awards or contracts entered into using the Grant Funds listed above:
(1) Ensure that all subgrant or contractual awards of Grant Funds are made in conformance with the terms of
this Agreement specifically including,but not limited to, Sections 3.4 and 3.6 of this Agreement;and
(2) Ensure subgrantees are aware of the terms and conditions of this grant and abide by them.
Page 5 Grant Number 12-912002
PART II
SCOPE OF WORK
In consideration for the Grant Funds to be provided by the Department,the Grantee agrees to perform the Project
described in Part II (Scope of Work)hereof, in accordance with the provisions of Part I(Budget)hereof.
The project includes reconstruction of Riverside Drive as a pedestrian promenade along the Fox River in Downtown
Elgin. The work includes removal of a failing parking deck which extends over the river,construction of a new
shoreline wall,overlooks,a pedestrian walkway,bike path,and reconstruction of Riverside Drive with two-way
traffic and on-street parking. The project includes a number of sustainable features including bioswale planters,
permeable paving, storm water best management practices and LED lighting.
The project is an integral part of the redevelopment of the Elgin River Edge Redevelopment Zone. The project is
located at Riverside Drive between Prairie Street and Chicago Street(SE 1/4 of Sec. 14 T41N R8E of the 3rd P.M.)
This project removes a former parking structure which served the once thriving retail center located in Elgin's
downtown. The parking deck is adjacent to the Fox River and its current condition is one of failing structural
elements causing environmental problems with sections of the deck falling into the river and presents a blight to the
current downtown commercial community.
The construction of the Riverside Drive Promenade is a critical component of the Elgin RiverfrontlCenter City
Master Plan.Elgin has a long tradition of relying on the Fox River and its central business district for commerce,
entertainment,cultural attractions and community identity.The Elgin Riverfront/Center City Master Plan leverages
the longstanding tie between the Fox River and the Elgin's downtown to establish an implementation strategy that
targets a revitalized riverfront,redevelopment,public space and transportation projects that reflect insightful citizen
input and dedicated involvement.
The Elgin Riverfront/Center City Master Plan establishes the shared goals of the"River as a Resource"and an
"Alive Downtown.""River as a Resource"stresses protecting and enhancing the Fox River to create a beautifying
asset for the community.By providing citizens with improved access to the river's beauty,power and recreational
opportunities,Elgin will make its riverfront an important destination and a source of community identity and pride.
"Alive Downtown"establishes the downtown as an economic and cultural focal point for the entire community.This
goal envisions a downtown core strengthened by business development and job opportunities with the added benefit
of amenities for cultural events,entertainment and festivals.
The construction of the Riverside Drive Promenade involves the complete redevelopment of the Riverside Drive
right-of-way and adjacent parking deck into an urban riverfront plaza connected to Elgin's redeveloped Festival
Park. Incorporated into the promenade are an enhanced Kane County bike trail, lighting,seating,signage,
landscaping,waterfront access and special areas for festivals and vendors.The Riverside Drive Promenade will
create a large, urban park directly adjacent to the downtown retail core and serve as a catalyst for redeveloping
adjacent commercial buildings and adding new commercial buildings to nearby empty lots,enabling the city to reap
the benefits of the new job opportunities such development will afford.
Grant Funds will be used for demolition of selective structures and for construction of the new promenade including
costs involving mobilization,temporary facilities and controls, structure relocation and salvage,poured-in-place
concrete structures,precast concrete structures,precast architectural concrete,pipe and tube railings,signage,site
furnishings, specialty construction,exterior lighting,video surveillance,earth moving,concrete paving and curbs,
and decorative metal fencing and gates.
The city will contribute$1,519,955 for project manager fees,contractor general requirement allowance,wetland
mitigation,planting irrigation,plants,and storm utility drainage.(The city is also receiving$1 million under grant
#11-203097 for"Paving/Concrete/Masonry"work associated with the promenade construction.)
Construction project anticipated to employ 100 jobs to complete construction activities.
Page 6 Grant Number 12-912002
PART III
GRANT FUND CONTROL REQUIREMENTS
3.1 AUDITS
A. Standard Audit The Grantee is required to obtain a Standard Audit and provide the Department with a
copy of the audit report, applicable management letters (SAS 115), and applicable SAS 114 letters
(Auditor's Communication With Those Charged With Governance) within thirty (30) days of the
Grantee's receipt of such audit report, but in no event later than nine(9) months following the end of
the period for which the audit was performed. The Audit Report is required to be provided to DCEO
annually for the life of the grant. In lieu of providing a Standard Audit, the Grantee may submit a
Grant-Specific Audit as defined in Section 3.1 D.
B. Single Audit If the Grantee is required to have an audit performed pursuant to the Single Audit Act of
1984, as amended in 1996 ("Single Audit Act")and by the Office of Management and Budget Circular
A-133 ("OMB Circular A-133"), the Grantee shall provide the Department with a copy of the audit
report, the management letters (SAS 115) and the SAS 114 letters (Auditor's Communication With
Those Charged With Governance), as provided for in the Single Audit Act and OMB Circular A-133,
to the Department within thirty (30)days of the Grantee's receipt of such audit report, but in no event
later than nine (9) months following the end of the period for which the audit was performed. If no
Single Audit is required, the Grantee is to provide DCEO with an annual letter stating a Single Audit
was not required.
C. Discretionary Audit The Department may, at any time, and at its discretion, request a Grant-Specific
Audit or other audit, Management Letters (SAS 115) and SAS 114 Letters (Auditor's Communication
With Those Charged With Governance)to be delivered within thirty(30)days of the Grantee's receipt
of such audit report, but in no event later than nine (9) months following the end of the period for
which the audit was performed.
D. Grant-Specific Audit If the Grantee submits a Grant-Specific Audit either by requirement of the
Department or in place of a Standard Audit, the Grant-Specific Audit must meet the following
requirements:
The audit must be completed at the end of the grant and cover the entire grant period.
The audit must include a Revenue (Receipt) and Expenditure Statement, which verifies budget
amounts with actual amounts for this grant. The audit must also include a compliance component
which covers,at a minimum,the following items:
• Confirmation that the Grantee completed the activities described in the Scope of Work (Part
II)within the grant term;
• Confirmation that the Grantee obtained prior written approvals from the Department for
material changes from the performance of the activities described in the Scope of Work(Part
II);
• Confirmation that the Grantee expended grant funds within the grant period;
• Confirmation that the Grantee adhered to the grant budget(Part I)or, if not variances must be
identified;
• Confirmation that the Grantee obtained prior written approvals from the Department for any
material variances in its expenditure of grant funds;
• Confirmation that the Grantee adequately accounted for the receipts and expenditures of grant
funds;
• Confirmation, if applicable, that the Grantee returned grant funds and interest to the
Department in accordance with the provisions of the Grant Agreement;and
• Confirmation that the amounts reported in the Grantee's Final Financial Status Report are
traceable to its general ledger and accounting records.
Page 7 Grant Number 12-912002
E. Audit Performance All Audits shall be performed by an independent certified public accountant or
accounting firm licensed by the appropriate licensing body in accordance with applicable auditing
standards.
F. Audit Submission The Grantee shall electronically send all audit reports and related deliverables to the
Department at the following address:
extern al aud itun it@ ill ino is.gov
If the Grantee is unable to submit the aforementioned documents to the Department electronically,the
information shall be sent to the Department at the following address:
Illinois Department of Commerce and Economic Opportunity
Office of Accountability
External Audit Section
500 East Monroe Street
Springfield, IL 62701
3.2 REPORTING REQUIREMENTS
In addition to any other documents specified in this Agreement, the Grantee must submit the following
reports and information in accordance with the provisions hereof.
A. Expenditures and Project Activity Prior to Grant Execution If the Agreement is executed more than
thirty (30) days after the beginning date of the grant term provided in the Notice of Grant Award, the
Grantee must submit a Financial Status Report and a Project Status Report, in a format provided by the
Department, accounting for expenditures and project activity incurred from the beginning of the grant
term up to the end of the month preceding the date of the Department's execution. If these Reports
are required, the Department will not disburse any Grant Funds until the report is submitted to and
approved by the Department.
B. Final Financial Status Report The Final Financial Status Report described in Section 5.3 hereof is due
within 45 days following the end date stated in the Notice 4f Grant Award. The Grantee should refer
to the Welcome Package and the Reports Deliverable Schedule for the specific reporting requirements
and due dates. Grantee must submit the report in the format provided by the Department. This report
must summarize expenditure of the Grant Funds and activities completed during the grant term. The
Grantee's failure to comply with the Close-out requirements set forth herein and in Section 5.3 will be
considered a material breach of the performance required by this Agreement and may be the basis to
initiate proceedings to recover all Grant Funds disbursed to the Grantee. Grantee's failure to comply
with this Section shall be considered prima facie evidence of default, and may be admitted as such,
without further proof, into evidence before the Department or in any other legal proceeding.
C. Additional Information Upon request by the Department,the Grantee must,within the time directed by
the Department, submit additional written reports regarding the Project, including, but not limited to,
materials sufficient to document information provided by the Grantee.
D. Submittal of Reports Submittal of all reports and documentation required under this Agreement should
be submitted to the individual as directed by the Department. Grants in excess of$25,000 require,at a
minimum,the filing of quarterly reports describing the progress of the program,project, or use and the
expenditure of the grant funds related thereto.
E. Failure to Submit Reports In the event Grantee fails to timely submit any reports required under this
Agreement,the Department may withhold or suspend the distribution of Grant Funds until said reports
are filed and approved by the Department.
Page 8 Grant Number 12-912002
3.3 WELCOME PACKAGE
Upon execution of this Grant Agreement, the Grantee will receive a Welcome Package detailing reporting
requirements and procedures relating to the Grant. The Grantee is obligated to comply with those
requirements and any revisions thereto in accordance with Section 3.2(B)of this Grant Agreement.
3.4 FISCAL RECORDING REQUIREMENTS
The Grantee's financial management system shall be structured to provide for accurate, current, and
complete disclosure of the financial results of the Project funded under this grant program. The Grantee is
accountable for all Grant Funds received under this Grant, including those expended for subgrantees. The
Grantee shall maintain effective control and accountability over all Grant Funds, equipment, property, and
other assets under the grant as required by the Department. The Grantee shall keep records sufficient to
permit the tracing of Grant Funds to a level of expenditure adequate to insure that Grant Funds have not
been inappropriately expended, and must have internal controls consistent with generally accepted
accounting practices adopted by the American Institute of Certified Public Accountants.
3.5 DUE DILIGENCE IN EXPENDITURE OF FUNDS
Grantee shall ensure that Grant Funds are expended in accordance with the following principles: (i) grant
expenditures should be made in accordance with generally accepted sound, business practices,arms-length
bargaining, applicable federal and state laws and regulations; (ii)grant expenditures should conform to the
terms and conditions of this Agreement; (iii) grant expenditures should not exceed the amount that would
be incurred by a prudent person under the circumstances prevailing at the time the decision is made to incur
the costs;and(iv)grant accounting should be consistent with generally accepted accounting principles.
3.6 MONITORING
The grant will be monitored for compliance in accordance with the terms and conditions of the Grant
Agreement, together with appropriate programmatic rules, regulations, and/or guidelines that the
Department promulgates or implements. The Grantee must permit any agent authorized by the
Department,upon presentation of credentials, in accordance by all methods available by law, including full
access to and the right to examine any document, papers and records either in hard copy or electronic, of
the Grantee involving transactions relating to this grant.
3.7 RECORDS RETENTION
The Grantee is accountable for all Grant Funds received under this Agreement and shall maintain, for a
minimum of four (4) years following the Department's final written approval of all required close-outs,
unless the Department notifies the Grantee prior to the expiration of the four years that a longer period is
required, adequate books, records, and supporting documents, including digital and electronic data, to
verify the amount,recipients and uses of all disbursements of Grant Funds passing in conjunction with this
Agreement. This Agreement and all books, records and supporting documents related hereto shall be
available for inspection and audit by the Department, the Office of Inspector General,the Auditor General
of the State of Illinois, the Illinois Attorney General, or any of their duly authorized representative(s), and
the Grantee agrees to fully cooperate with any audit performed by the Auditor General or the Department.
Grantee agrees to provide full access to all relevant materials and to provide copies of same upon request.
Failure to maintain books, records and supporting documents required by this Agreement shall establish a
presumption in favor of the Department for the recovery of any Grant Funds paid by the Department under
this Agreement for which adequate books, records and supporting documentation are not available to
support their purported disbursement or expenditure.
If any of the services to be performed under this Agreement are subcontracted and/or if subgrants are
issued/awarded for the expenditure of Grant Funds provided under this Agreement, the Grantee shall
include in all such subcontracts and subgrants, a provision that the Department, the Office of Inspector
General, and the Auditor General of the State of Illinois, or any of their duly authorized representatives,
Page 9 Grant Number 12-912002
will have full access to and the right to examine any pertinent books,documents,papers and records of any
such subcontractor or subgrantee involving transactions related to this Agreement for a period of four (4)
years following the Department's final approval of all required close-outs(financial and/or programmatic),
and any such subcontractor shall be governed by the same requirements to which the Grantee is subject
under this Agreement.
Page 10 Grant Number 12-912002
PART IV
TERMS AND CONDITIONS
4.1 AUTHORITY: PURPOSE: REPRESENTATIONS AND WARRANTIES
A. Authority The Department is authorized to make this grant pursuant to River Edge Redevelopment
Zone Act 65 ILCS 115.
The purpose of this authority is as follows:
Through the River Edge Redevelopment Zone Grant Program, the Department of Commerce and
Economic Opportunity will provide grants to business organizations, local governments and not-for-
profit agencies for the purpose of redevelopment within designated River Edge Redevelopment Zones
B. Purpose; Representations and Warranties The sole purpose of this grant is to fund the Grantee's
performance of the Project, described in Part II hereof, during the term of this grant. The Grantee
represents and warrants that the grant proposal/application submitted by the Grantee is in all material
respects true and accurate;that it is authorized to undertake the obligations set forth in this Agreement
and that it has obtained or will obtain and maintain all permits, licenses or other governmental
approvals necessary to perform the Project described in Part II.
4.2 PROJECT SCHEDULE; EXTENSIONS
A. Project Schedule The Grantee must complete the Scope of Work within the grant term. The
Department may require the submission of deliverables. Deliverables must be provided as directed by
the Department. For purposes of this Agreement, the Grant Period Begin Date shall be the Project
Commencement Date and the Grant Period End Date shall be the Project Completion Date unless these
dates are clearly identified as distinctly different in the Part II Scope of Work.
B. Extensions Extensions of the grant term will be granted only for good cause. Grantees requiring an
extension of the grant term should submit a written request to the Program Manager prior to the grant
expiration date stating the reason for the extension. All extensions must comply with requirements of
Section 5.7.
Grantee's failure to adhere to the schedule set forth in Part II may be grounds for suspension or
termination of this Agreement pursuant to Section 5.5 herein. Further, failure by the Grantee to
comply with the terms and conditions outlined in Part II, or with any additional terms and conditions
within the Agreement,may result in the Grantee being deemed ineligible by the Department for future
funding.
4.3 PAYMENT AND EXPENDITURE OF GRANT FUNDS
A. Expenditure of Funds; Right to Refund Payment of the grant amount specified in the Notice of Grant
Award shall be made to the Grantee as specified herein. Grant Funds provided under this Agreement
must be expended only to perform the tasks set forth in the Scope of Work attached as Part II of this
Agreement. In addition to reasons set forth in other sections of this Agreement, the Department will
require a refund from Grantee if(i)the total grant expenditures are less than the amount vouchered to
the Grantee from the Department pursuant to the Notice of Grant Award; or(ii) Grant Funds have not
been expended or legally obligated within the grant term in accordance with Parts I and Part II hereof.
If the Department requires a refund under either of the above circumstances, the Grant Funds must be
returned to the Department within forty-five (45) days of the end of the grant term or the otherwise
effective Grant Agreement termination date.
B. Payment Provisions;Prior Incurred Costs
Page 11 Grant Number 12-912002
25%Partial Advance/Remainder Reimbursement
Upon execution of this Agreement, the Department shall authorize an initial disbursement in the
amount of twenty-five percent (25%) of the total grant award. Future payments to the Grantee are
subject to the Grantee's submission and certification of eligible costs incurred and any documentation
as required by the Department. Payment shall be initiated upon the Department's approval of eligible
costs and cash amount requested for reimbursement of those costs.
4.4 GRANT SPECIFIC TERMS/CONDITIONS
Pursuant to applicable statute(s),this grant requires sign-off by the following State agency(ies).
The status of the sign-off is indicated as of the date the grant is sent to the Grantee for
execution:
Agency Sign-Off Sign-Off
Received Outstanding
x Illinois Historic Preservation Agency ,x _
x Illinois Department of Agriculture x
x Illinois Department of Natural Resources x
NONE APPLICABLE
NOTE: The fact that a sign-off has been received in no way relieves the Grantee of its
obligation to comply with any conditions or requirements conveyed by the applicable
agency(ies) in conjunction with the issuance of the sign-off for the project funded under this
Agreement.
For projects subject to review by the Illinois Environmental Protection Agency,the Grantee must,
prior to construction, obtain a construction permit or"authorization to construct" from the IEPA
pursuant to the provisions of the Environmental Protection Act, 415 ILCS 5/1 et seq.
Page 12 Grant Number 12-912002
4.5 DEPOSIT OF GRANT FUNDS
Grant Funds paid in advance of realized costs must be kept in an interest bearing account and maintained
therein until used in accordance with the terms and conditions of this Agreement. The Department may
waive this requirement upon a written request from the Grantee; however written Departmental approval
must be received before any Grant Funds are kept in a non-interest bearing account. Grantee will be
responsible for the payment of interest to the Department at a rate equal to twelve percent(12%)per annum
on any of the Grant Funds kept in a non-interest bearing account without prior Departmental written
approval.
Any interest earned on these Grant Funds must be accounted for as provided in Section 4.6 of this
Agreement. Exceptions to Section 4.5 are not permissible without prior written approval by the
Department.
Grant Funds paid in reimbursement of previously paid costs may be kept in a non-interest bearing account
at the Grantee's discretion.
4.6 INTEREST ON GRANT FUNDS
The Grantee may be allowed to retain interest earned on Grant Funds awarded under this Agreement,
provided that:
A. All interest earned must be expended prior to Grant Funds. All reporting documents should reflect the
full expenditure of any interest earned. Any Grant Funds or earned interest unspent above the total
cost of the project as detailed in Parts I and II must be returned as Grant Funds to the Department as
described in Part 5.3 herein;and
B. Interest may only be expended for activities which are identified in Parts I and II hereof;and
C. All interest earned must be accounted for and reported to the Department in the Final Financial Status
Report described in Section 5.3 herein.
4.7 INTENTIONALLY LEFT BLANK
4.8 SUPPORT
Grantee, through its agents, employees and contractors, will provide all equipment, supplies, services and
other items of support which are necessary for the effective performance of the Project, unless the
Agreement specifically sets forth items of support to be provided by the Department.
4.9 OWNERSHIP,USE AND MAINTENANCE OF PERSONAL PROPERTY
A. Ownership Subject to the provisions of this Section 4.9, and the remedies available to the Department
as set forth in Section 4.11 below, equipment and material authorized to be purchased with Grant
Funds becomes the property of the Grantee. Grantee will maintain an inventory or property control
record for all equipment and material purchased with Grant Funds.
B. Use: Maintenance; Insurance During the Grant term,the Grantee must:
(1) use equipment and materials acquired with Grant Funds only for the approved Project purposes set
forth in Part II; and (2) provide sufficient maintenance on the equipment and materials to permit
achievement of the approved Project purposes and maintain,at its own expense, insurance coverage on
all equipment and material purchased with Grant Funds, for its full insurable value, against loss,
Page 13 Grant Number 12-912002
damage and other risks ordinarily insured against by owners or users of similar equipment and material
in similar businesses.
C. Prohibition Against Disposition/Encumbrance The Grantee is prohibited from, and may not sell,
transfer, encumber (other than original financing) or otherwise dispose of said equipment or material
during the grant term without prior written approval of the Department.
4.10 PUBLIC INFORMATION REQUIREMENTS
For the duration of the Agreement, the Grantee will prominently acknowledge the participation of the
Department in the Project in all press releases, publications and promotional materials presented to the
media or otherwise dissemination published concerning the Project. The Grantee must provide the
Department with copies of any proposed press releases, publications and promotional materials not less
than ten (10) days before these materials are disseminated. Grantee will submit copies of any press
releases,publications and promotional materials to the Department's Project Manager.
The Grantee will provide adequate advance notice pursuant to Section 4.12 of promotional events such as
open houses, dedications,or other planned publicity events;and will also coordinate in the planning of said
events. Any materials or displays to be distributed in connection with the promotional event must be
submitted to the Department in advance of publication or dissemination and must prominently
acknowledge the Department's participation in the Project.
4.11 DEPARTMENT REMEDIES
In addition to any remedies found elsewhere in this Agreement or at law,the Department may elect any of
the following remedies in the event this Agreement is terminated pursuant to Section 5.5 herein. Grantee
must comply with the Department's direction within 45 days following written notice or demand from the
Department.
A. The Department may direct the Grantee to refund all grant moneys disbursed to it under this
Agreement;
B. The Department may direct the Grantee to remit an amount equivalent to the "Net Salvage Value" of
all equipment or materials purchased with Grant Funds provided under this Agreement. For purposes
of this Agreement, "Net Salvage Value" is defined as the amount realized, or that the Parties agree is
likely to be realized from, the sale of equipment or materials purchased with Grant Funds provided
under this Agreement at its current fair market value, less selling expenses;
C. The Department may direct the Grantee to transfer ownership of equipment or material purchased with
Grant Funds provided under this Agreement to the Department or its designee.
4.12 NOTICES
Notices and other communications provided for herein shall be given in writing by first class mail, by
registered, or certified mail, return receipt requested, by receipted hand delivery, by courier(UPS, Federal
Express or other similar and reliable carrier), by e-mail, or by fax showing the date and time of successful
receipt. Notices shall be sent to the respective party at the address set forth on the signature page hereto, or
to such other authorized designees as the parties may designate in writing from time to time. Grantee is
responsible for providing the Department with correct address and contact information for itself and its
designees. Any notice to the Grantee shall be deemed to have been provided if sent to the address or
contact information on the signature page or to the address of an authorized designee. Notice to the
Department is deemed to have been provided at the time it is actually received.
4.13 COMPLAINT PROCESS
Page 14 Grant Number 12-912002
In the event of a Grantee complaint,the Department's Administrative Hearing Rules shall govern and said
rules can be found at Title 56 Illinois Administrative Code, Section 2605.
4.14 GRANT FUNDS RECOVERY ACT(30 ILCS 705/1,ET SEQ.)
This Agreement is subject to all applicable provisions of the Illinois Grant Funds Recovery Act, including
the requirement that any Grant Funds not expended or legally obligated at the expiration or termination of
the Grant term must be returned to the Department within 45 days following said expiration or termination.
Notwithstanding any provision specified elsewhere in this Agreement regarding the treatment of interest
earned on the Grant Funds, any interest earned on Grant Funds that is not expended or legally obligated
during the Grant term must also be returned to the Department within 45 days following the expiration or
termination of this Agreement.
4.15 GRANT PROJECT MANAGEMENT
All necessary and ordinary communications, submittals, approvals, requests and notices related to the
Project shall be submitted to:
Mark Gauss
Illinois Department of Commerce and Economic Opportunity
500 E.Monroe St.
Springfield, IL 62701
Page 15 Grant Number 12-912002
PART V
GENERAL PROVISIONS
5.1 GRANTEE REPRESENTATIONS AND WARRANTIES;GRANTEE GENERAL COVENANTS
A. Grantee Representations and Warranties In connection with the execution and delivery of this
Agreement,the Grantee makes the following representations and warranties to the Department:
(1) That it has all requisite authority to carry on its business and to execute, deliver and consummate
the transactions contemplated by this Agreement;
(2) That its employees, agents and officials are competent to perform as required under this
Agreement;
(3) That it is the real party in interest to this Agreement and is not acting for or on behalf of an
undisclosed party;
(4) That it has taken all necessary action under its governing documents to authorize the execution
and performance of this Agreement under the terms and conditions stated herein;
(5) That it has no public or private interest, direct or indirect, and shall not acquire, directly or
indirectly any such interest which does or may conflict in any manner with the performance of the
Grantee's services and obligations under this Agreement;
(6) That no member of any governing body or any officer, agent or employee of the State, is
employed by the Grantee or has a financial or economic interest directly in this Agreement,or any
compensation to be paid hereunder except as may be permitted applicable statute, regulation or
ordinance;
(7) That there is no action, suit or proceeding at law or in equity pending, nor to the best of Grantee's
knowledge, threatened, against or affecting the Grantee, before any court or before any
governmental or administrative agency, which will have a material adverse effect on the
performance required by this Agreement;
(8) That to the best of the Grantee's knowledge and belief, the Grantee, its principals and key project
personnel:
(a) Are not presently declared ineligible or voluntarily excluded from contracting with any
Federal or State department or agency;
(b) Have not within a three-year period preceding this Agreement been convicted of any felony;
been convicted of a criminal offense in connection with obtaining, attempting to obtain, or
performing a public (Federal, State, or local) transaction or contract under a public
transaction; had a civil judgment rendered against them for commission of fraud; been found
in violation of Federal or State antitrust statutes; or been convicted of embezzlement, theft,
larceny, forgery, bribery, falsification or destruction of records, making false statement, or
receiving stolen property;and
(c) Are not presently indicted for or otherwise criminally or civilly charged by a government
entity (Federal, State or local) with commission of any of the offenses enumerated in sub-
paragraph(b)of this certification.
Any request for an exception to the provisions of this paragraph must be made in writing, listing
the name of the individual,home address,type of conviction and date of conviction.
Page 16 Grant Number 12-912002
(9) That this Agreement has been duly executed and delivered on behalf of the Grantee and
constitutes a legal, valid and binding obligation of the Grantee,enforceable in accordance with its
terms,except to the extent that enforcement of any such terms may be limited by
(a) Applicable bankruptcy, reorganization, debt arrangement, insolvency or other similar laws
generally affecting creditors'rights;or
(b) Judicial public policy limitations upon the enforcement of certain remedies including those
which a court of equity may in its discretion decline to enforce; and performance required
under this Agreement;and
(10)Grantee certifies that it is not currently operating under or subject to any cease and desist order,or
subject to any informal or formal regulatory action,and,to the best of Grantee's knowledge,that it
is not currently the subject of any investigation by any state or federal regulatory, law enforcement
or legal authority. Should it become the subject of an investigation by any state or federal
regulatory, law enforcement or legal authority, Grantee shall promptly notify the Department of
any such investigation. Grantee acknowledges that should it later be subject to a cease and desist
order, Memorandum of Understanding, or found in violation pursuant to any regulatory action or
any court action or proceeding before any administrative agency,that the Department is authorized
to declare Grantee in default of this Agreement and suspend or terminate the Agreement pursuant
to Section 5.5.
B. General Covenants In connection with the execution and delivery of this Agreement, the Grantee
makes the following covenants to the Department, which are in addition to any specific covenants
contained in this Agreement:
(1) That it will use Grant Funds only for the purposes set forth in the Budget and Scope of Work,
Parts I and II,respectively,of this Agreement;
(2) That all warranties and representations made by the Grantee in this Agreement shall be true,
accurate and complete for the term of the Agreement;
(3) That it shall be subject to, obey, and adhere to any and all federal, state and local laws, statutes,
ordinances, rules,regulations and executive orders as are now or may be in effect during the term
of this Agreement which may be applicable to the Grantee;
(4) That it shall remain solvent and able to pay its debts as they mature. In the event of bankruptcy
filing by the Grantee, voluntary or involuntary, the Department may decline to make any further
payment,which may otherwise be required under this Agreement;
(5) That it shall immediately notify the Department of any and all events or actions that may
materially adversely affect its ability to carry on its operations or perform any or all of its
obligations under this Agreement;and
(6) That it shall not enter into any other agreement or transaction that would conflict with the
performance of its duties hereunder.
5.2 APPROPRIATION; NONAPPROPRIATION/INSUFFICIINT APPROPRIATION; REDUCED
FUNDING SOURCES/REVENUES
A. Appropriation The Grantee is hereby given actual knowledge that pursuant to the State Finance Act,30
ILCS 105/30, payments under this grant are contingent upon the existence of a valid appropriation
therefore and that no officer shall contract any indebtedness on behalf of the State, or assume to bind
the State in an amount in excess of the money appropriated,unless expressly authorized by law.
Page 17 Grant Number 12-912002
B. Non-appropriation/Insufficient Appropriation Payments pursuant to this Agreement are subject to the
availability of applicable federal and/or state funding from the Department and their appropriation and
authorized expenditures under State law. The Department shall use its best efforts to secure sufficient
appropriations to fund this Agreement. However, the Department's obligations hereunder shall cease
immediately, without penalty or further payment being required, if the Illinois General Assembly or
federal funding source fails to make an appropriation sufficient to pay such obligation. The
Department, at its sole discretion, shall determine whether amounts appropriated are sufficient to
continue its obligations under this Agreement. Termination resulting from non-appropriation or
insufficient appropriation shall be in accordance with Section 5.5(A)(1) hereof. Any grant is void by
operation of law if the Department fails to obtain the requisite appropriation to pay the grant in any
year in which this Agreement is in effect.
C. Reduced Funding Sources/Revenues The Department reserves the right to reduce the amount to be
paid to Grantee under this Agreement if the Department determines that it is in the best interest of the
State of Illinois to reduce its obligation under this Agreement as a result of the occurrence of any of the
following events during the term of the Agreement:
(1) Receipts from revenues which provide the funding for this Agreement either fall significantly
short of anticipated levels,or significantly decrease,or
(2) Other sources (external grants, contracts, awards, etc.) providing funds for this Agreement are
decreased or withdrawn. If such an event occurs,the Department will notify the Grantee as soon as
possible. If the Department and Grantee are able to agree on a reduced compensation amount and
a corresponding reduced scope of services, the parties shall execute a grant modification so
stating. If the Department and Grantee are unable to agree on the reduced compensation and
reduced scope of services, the Department shall terminate the Grant in accordance with the
provisions of Section 5.5(A)(2)herein.
5.3 GRANT CLOSE-OUT
A. Final Financial Status Report In addition to any other reporting requirements specified in this
Agreement,the Grantee shall complete and submit a Final Financial Status Report on forms provided
by the Department, within forty-five (45) days of the earlier of the Grant Period end date or the
effective date of termination of this Agreement.The Grantee should refer to the Welcome Package and
the Reports Deliverable Schedule for the specific reporting requirements and due dates. The Grantee
must report on the expenditure of Grant Funds provided by the State, and if applicable, the Grantee's
required matching funds. The Grantee is responsible for taking the necessary steps to correct any
deficiencies disclosed by such Final Financial Status Report, including such action as the Department,
based on its review of the report,may direct.
B. Grant Refunds In accordance with the Illinois Grant Funds Recovery Act, 30 ILCS 705/1, et seq., the
Grantee must, within forty-five (45) days of the earlier of the Grant Period end date or the effective
date of termination of this Agreement,refund to the Department,any balance of Grant Funds not spent
or not obligated as of said date.
5.4 DEFAULT AND REMEDIES
The occurrence of any of the following events,during the grant term,shall constitute a default:
A. Grantee shall fail to observe or perform any covenant or agreement contained in this Agreement,
including the Exhibits hereto;
B. Any representation, warranty, certificate or statement made by the Grantee in this Agreement,
including the Exhibits hereto, or in any certificate, report, financial statement or other document
delivered pursuant to this Agreement shall prove to have been incorrect when made in any material
respect;
Page 18 Grant Number 12-912002
C. Grantee shall commence a voluntary case or other proceeding seeking liquidation, reorganization or
other relief with respect to itself or its debts under any bankruptcy, insolvency or other similar law now
or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator, custodian or other
similar official of it or any substantial part of its property, or shall consent to any such relief or to the
appointment of or taking possession by any such official in an involuntary case or other proceeding
commenced against it, or shall make a general assignment for the benefit of creditors, or shall fail
generally to pay its debts as they become due,or shall take any corporate action to authorize any of the
foregoing;
D. An involuntary case or other proceeding shall be commenced against the Grantee seeking liquidation,
reorganization or other relief with respect to it or its debts under any bankruptcy, insolvency or other
similar law now or hereafter in effect or seeking the appointment of a trustee, receiver, liquidator,
custodian or other similar official of it or any substantial part of its property,and such involuntary case
or other proceedings shall remain undismissed and unstayed for a period of 60 days; or an order for
relief shall be entered against the Grantee under the federal bankruptcy laws as now or hereby after in
effect;
E. The Grantee permanently ceases the conduct of active trade or business at the location specified in Part
II,Scope of Work,for any reason, including,but not limited to,fire or other casualty;
F. Company fails to provide the Company Contribution, if applicable, as identified in Part II, Scope of
Work;
G. Grantee defaults on a loan from a third party. Grantee shall provide the Department with immediate
notice upon making a determination that it will default on a loan.
Grantee shall have 30 days from the date Department notifies it of the occurrence of a default to cure the
default to Department's satisfaction. Grantee's failure to cure, or to initiate a cure which is satisfactory to
the Department, shall be a sufficient basis for the Department to terminate this Agreement and to direct
Grantee to refund all Grant Funds disbursed to it by the Department within thirty(30)days of receipt of the
notice of termination.
At the Department's discretion the Grantee shall be responsible for the payment of interest at a rate equal to
twelve percent (12%) per annum for any amount of the Grant Funds which it has not refunded to the
Department beginning thirty (30) days from the date the termination notice is sent by the Department and
continuing to the date that all Grant Funds are refunded by Grantee or recovered through other legal
processes available to the Department.
5.5 TERMINATION; SUSPENSION
A. This Agreement may be terminated as follows:
(1) Non-appropriation, Insufficient Appropriation In the event of non-appropriation or insufficient
appropriation as described in Section 5.2(B) above, Grantee shall be paid for non-cancelable,
allowable expenditures incurred in the performance of authorized services under this Agreement
prior to the effective date of termination which shall be the date stated in the written termination
notice provided to Grantee. The Department shall provide such notice to Grantee as soon as
possible after it becomes aware of such non-appropriation or insufficient appropriation. Any
refunds due the Department shall be submitted in accordance with the provisions of Section 5.3(B)
hereof.
(2) Reduced Funding Sources/Revenues In the event the parties are unable to agree on a reduced
amount of compensation and scope of services necessitated due to a reduction in revenues or other
funding sources for this Agreement as described in Section 5.2(C)above,Grantee shall be paid for
non-cancelable, allowable expenditures incurred in the performance of authorized services under
Page 19 Grant Number 12-912002
this Agreement prior to the effective date of termination which shall be the date stated in the
written termination notice provided to Grantee. Any refunds due the Department shall be
submitted in accordance with the provisions of Section 5.3(B)hereof.
For Cause If the Department determines that the Grantee has failed to comply with any of the
covenants,terms,conditions or provisions of this Agreement, or any other application,proposal or
grant award executed by the Department and the Grantee, including any applicable rules or
regulations, or has made a false representation or warranty in connection with the receipt of the
grant, the Department may terminate this Agreement in whole or in part at any time before the
expiration date of this Agreement. The Department shall notify the Grantee in writing of the
reasons for the termination and the effective date of the termination. Grantee shall not incur any
costs after the effective date of the termination. Payments made to the Grantee or recovery by the
Department shall be in accord with the legal rights and liabilities of the parties.
In the event of termination for cause, Grantee shall also be subject to any other applicable
provisions specified elsewhere in this Agreement.
Termination for cause may render the Grantee ineligible for consideration for future grants from
the Department for a period not to exceed two(2)years.
(3) For Convenience The Grantee acknowledges that this grant was made by the Department based
on its determination that the activities to be funded under this Agreement are in furtherance of
either the Department's statutory requirements or its program objectives. The Grantee further
acknowledges that the Department may unilaterally terminate this Agreement based on its good
faith determination that the continued expenditure of Grant Funds under this Agreement is no
longer in furtherance of said statutory requirements or program objectives. Termination for
convenience shall be effective upon delivery of notice to Grantee pursuant to Section 5.10(F)
hereof. The Grantee shall not incur new obligations after the effective date of the termination,and
shall cancel as many outstanding obligations as possible, The Department shall allow full credit to
the Grantee for properly incurred expenditures made in connection with the Grant in accordance
with the provisions of Part I (Budget) and Part II (Scope of Work). Grant refunds shall be
submitted in accordance with the provisions of Section 5.3(B)hereof.
B. Suspension If the Grantee fails to comply with the specific conditions and/or general terms and
conditions of this Agreement, the Department may, upon written notice to the Grantee, suspend this
Agreement, withhold further payments and prohibit the Grantee from incurring additional obligations
of Grant Funds, pending corrective action by the Grantee or a decision to terminate this Agreement.
The Department may determine to allow such necessary and proper costs,which the Grantee could not
reasonably avoid during the period of suspension provided that the Department agrees that such costs
were necessary and reasonable and incurred in accordance with the provisions of this Agreement.
5.6 INDEMNIFICATION
A. Non-Governmental Entities The Grantee agrees to assume all risk of loss and to indemnify and hold
the State, its officers, agents and employees, harmless from and against any and all liabilities,
demands, claims, suits, losses, damages, causes of action, fines or judgments including costs,
attorneys' and witnesses' fees, and expenses incident thereto, relating to bodily injuries to persons
(including death) and for loss of, damage to, or destruction of real and/or tangible personal property
(including property of the State) resulting from the negligence or misconduct of Grantee, its
employees, agents, or subcontractors or subgrantees in the performance of this Agreement. Grantee
shall do nothing to prejudice the State's right to recover against third parties for any loss,destruction or
damage to State property and shall, at the State's request and expense, furnish to the State reasonable
assistance and cooperation including assistance in the prosecution of suit and the execution of
instruments of assignment in favor of the State in obtaining recovery.
Page 20 Grant Number 12-912002
The Grantee shall, at its expense, defend the State against all claims asserted by any person that
anything provided by Grantee infringes a patent, copyright, trade secret or other intellectual property
right and shall,without limitation,pay the costs, damages and attorneys'fees awarded against the State
in any such action, or pay any settlement of such action or claim. Each party agrees to notify the other
promptly of any matters to which this provision may apply and to cooperate with each other in
connection with such defense or settlement.
B. Governmental Entities In the event that the Grantee is a Governmental Entity, it will indemnify and
hold harmless the Department as set out herein to the extent authorized by Federal and/or State
constitutions(s)and/or laws.
5.7 MODIFICATION BY OPERATION OF LAW; BUDGET MODIFICATIONS; DISCRETIONARY
MODIFICATIONS
A. Modifications by Operation of Law This Agreement is subject to such modifications as the Department
determines may be required by changes in Federal or State law or regulations applicable to this
Agreement. Any such required modification shall be incorporated into and become part of this
Agreement as if fully set forth herein. The Department shall timely notify the Grantee of any pending
implementation of or proposed amendment to such regulations of which it has notice.
B. Budget Modifications Grantee must expend the Grant Funds in accordance with the approved budget
set forth in Part I hereof. If the Grantee determines that itS expenditures for the grant term will vary
from the amounts listed in the approved project budget it must submit a written request for approval
from the Department prior to incurring the revised costs. Said request must give the reasons for and
amounts of the revisions. If the Department approves the revised expenditures, it will provide the
Grantee with a revised Project Budget incorporating the revisions. Grantee's failure to obtain written
approval for anticipated budget revisions is a sufficient reason for the Department to disallow any costs
not included in the original project budget and require a refund from the Grantee.
The Grantee may make a line item transfer up to the allowable variance percentage/amount of the total
approved line item budget as specified in Part I Budget without prior written approval of the
Department,subject to the following conditions:
(1) Modifications Requiring Departmental Approval If the Grantee determines that its expenditures
will vary from the approved budgeted line item amounts listed in Part I Budget by more than the
allowable variance percentage/amount for any given line item expenditure, but will not exceed
the total grant award, it shall submit a written request for approval from the Department prior to
incurring the revised costs. Modification requests shall give the reasons for and amounts of the
revisions. If the Department approves the revised expenditures, it will provide the Grantee with
a revised project Part I Budget incorporating the revisions. Grantee's failure to obtain written
approval for anticipated budget revisions shall be deemed sufficient for the Department to
disallow any costs not included in the original project budget and require a refund from the
Grantee.
(2) Discretionary Transfers Transfers between approved line items that do not exceed the allowable
variance percentage/amount of the original approved budget line item may be made at the
Grantee's discretion without the Department's approval. For purposes of the allowable
discretionary transfer(s),the line item to which the transfer is made cannot be increased by more
than the allowable variance percentage/amount of the original approved line item. Additionally,
the allowable discretionary transfer does not apply to an Audit line item (if present). Any and all
modifications to an existing Audit line item may only be made with the Department's prior
written approval.
C. Discretionary Modifications If either the Department or the Grantee wishes to modify the terms of this
Agreement other than as set forth in Sections 5.7(A) and 5.7(B) above, written notice of the proposed
Page 21 Grant Number 12-912002
modification must be given to the other party. Modifications will only take effect when agreed to in
writing by both the Department and the Grantee. However, if the Department notifies the Grantee in
writing of a proposed modification, and the Grantee fails to respond to that notification, in writing,
within thirty (30) days, the proposed modification will be deemed to have been approved by the
Grantee. In making an objection to the proposed modification, the Grantee shall specify the reasons
for the objection and the Department shall consider those objections when evaluating whether to
follow through with the proposed modification. The Department's notice to the Grantee shall contain
the Grantee name, Grant number, modification number, purpose of the revision and signature of the
Department's Director.
D. Unilateral Modifications The parties agree that the Department may unilaterally modify this
Agreement without prior approval of the Grantee when the modification is initiated by the Department
for the sole purpose of increasing the Grantee's funding allocation as additional funds become
available for the grant during the program year covered by the term of this Agreement. The parties
further agree that the thirty (30) day period for objection described in Section 5.7(C) above does not
apply to the unilateral modification authority described in Section 5.7(D).
E. Management Waiver The parties agree that the Department may issue a waiver of specific
requirements of this Agreement after the term of the Agreement has expired. These waivers are
limited to requirements relating to the Grantee's compliance with existing audit requirements in the
Agreement, retention of interest earned by the Grantee on Grant Funds, variances to budgetary line
items, non-material changes to the Scope of Work in Part II, and any other non-material changes to
specific grant terms that the Department determines are necessary to place the Grantee in
administrative compliance with the terms of this Agreement. A management waiver issued after the
term of the Agreement has expired will supersede the original requirements of this Agreement that
would normally require a modification of this Agreement to be executed. The Department will make
no modifications of this Agreement not agreed to prior to the expiration of the Agreement beyond what
is specifically set forth in this section.
F. Term Extensions The Grantee acknowledges that all Grant Funds must be expended or legally
obligated during the grant term set forth in the Notice of Grant Award. Pursuant to the Grant Funds
Recovery Act(30 ILCS 705/1 et. seq.), no grant term may be extend beyond a two-year period unless
the Grant Funds are expended or legally obligated during that initial two-year period, or unless Grant
Funds are disbursed in reimbursement of costs previously incurred by the grantee.
5.8 CONFLICT OF INTEREST; INTEREST OF PUBLIC OFFICIALS/ EMPLOYEES;
BONUS/COMMISSION PROHIBITED; HIRING OF STATE EMPLOYEES PROHIBITED; DUE
DILIGENCE IN EXPENDITURE OF GRANT FUNDS
A. Conflict of Interest A conflict of interest exists if a Grantee's officers,directors,agents,employees and
family members use their position for a purpose that is, or gives the appearance of, being motivated by
a desire for a private gain, financial or nonfinancial, for themselves or others, particularly those with
whom they have family business or other ties. The Grantee must establish safeguards to prohibit such
a conflict of interest from occurring. Safeguards, evidenced by rules or bylaws, shall also be
established to prohibit persons from engaging in actions, which create or which appear to create a
conflict of interest as described herein.
The Grantee must immediately notify the Department in writing of any actual or potential conflicts of
interest,as well as any actions that create or which appear to create a conflict of interest.
B. Interest of Public Officials/Employees
(1) Governmental Entity If the Grantee is a governmental entity,the Grantee certifies that no conflict
of interest as defined in Section 5.8A exists. Further,Grantee certifies that no officer or employee
of the Grantee and no member of its governing body and no other public official of the locality in
which the program objectives will be carried out who exercises any functions or responsibilities in
Page 22 Grant Number 12-912002
the review or approval of the undertaking or carrying out of such objectives shall participate in any
decision relating to any contract negotiated under a program grant which affects his/her personal
interest or the interest of any corporation, partnership of association in which he/she is directly or
indirectly interested,or has any financial interest,direct or indirect,in such contract or in the work
to be performed under such contract.
(2) Nongovernmental Entity If the Grantee is a nongovernmental entity,the Grantee certifies that no
conflict of interest as defined in Section 5.8A exists. If such a conflict or appearance thereof
exists or arises,the Grantee must provide immediate notification to the Department as provided in
Section 5.8A. The Department may, in its discretion, issue Grant Funds if it determines that
appropriate safeguards are in place and that it is in the best interest of the State to proceed.
Violations of Section 5.8 may result in suspension or tetmination of this Agreement, and recovery
of Grant Funds provided hereunder.Violators may also be criminally liable under other applicable
State or Federal laws and subject to actions up to and including felony prosecution.
C. Bonus or Commission Prohibited The Grantee shall not pay any bonus or commission for the purpose
of obtaining the grant awarded under this Agreement.
D. Hiring State Employees Prohibited No State officer or employee may be hired to perform services
under this Agreement, or be paid with Grant Funds derived directly or indirectly through this grant
without the written approval of the Department.
5.9 APPLICABLE STATUTES
A. Grantee Responsibility All applicable Federal, State and local laws, rules and regulations governing
the performance required by Grantee shall apply to this Agreement and will be deemed to be included
in this Agreement the same as though written herein in full. Grantee is responsible for ensuring
compliance with all applicable laws, rules and regulations, including, but not limited to those
specifically referenced herein. Except where expressly required by applicable laws and regulations,
the Department shall not be responsible for monitoring Grantee's compliance.
B. Land Trust/Beneficial Interest Disclosure Act( 765 ILCS 495/2.1) No grant award Grant Funds shall
be paid to any trustee of a land trust,or any beneficiary or beneficiaries of a land trust,for any purpose
relating to the land, which is the subject of such trust, any interest in such land, improvements to such
land or use of such land unless an affidavit is first filed with the Department identifying each
beneficiary of the land trust by name and address and defining such interest therein.
C. Historic Preservation Act (20 ILCS 3420/1 et seq.) The Grantee will not expend Grant Funds under
this Agreement which result in the destruction, alteration, renovation,transfer or sale, or utilization of
a historic property, structure or structures, or in the introduction of visual, audible or atmospheric
elements to a historic property, structure or structures, which will result in the change in the character
or use of any historic property,except as approved by the Illinois Historic Preservation Agency.
D. State of Illinois Discrimination Laws (775 ILCS 5/1-101 et seq.) In carrying out the performance
required under this Agreement, the Grantee shall comply with all applicable provisions of the Illinois
Human Rights Act, and rules and regulations promulgated by the Illinois Department of Human
Rights, prohibiting unlawful discrimination in employment. Grantee's failure to comply with all
applicable provisions of the Illinois Human Rights Apt, or applicable rules and regulations
promulgated thereunder, may result in a determination that Grantee is ineligible for future contracts or
subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations, and
this Agreement may be canceled or voided in whole or in part, and such other sanctions or penalties
may be imposed or remedies invoked as provided by statute or regulation.
E. Drugfree Workplace Act(30 ILCS 580/1 et seq.) Grantee will make the certification required in this
Agreement and will comply with all of the provisions of the Drugfree Workplace Act that are
Page 23 Grant Number 12-912002
applicable to the Grantee. False certification or violation of the requirements of the Drugfree
Workplace Act may result in sanctions including, but not limited to, suspension of grant payments,
termination of this Agreement and debarment of contracting or grant opportunities with the State for at
least one(1)year but not more than five(5)years.
F. Freedom of Information Act (5 ILCS 140/1 et seq.) Applications, programmatic reports and other
information obtained by the Department under this Agreement shall be administered pursuant to the
Freedom of Information Act.
G. Prevailing Wage Act (820 ILCS 130/0.01 et seq.) All projects for the construction of fixed works
which are financed in whole or in part with Grant Funds provided by this Agreement shall be subject to
the Prevailing Wage Act(820 ILCS 130/0.01)unless the provisions of that Act exempt its application.
In the construction of the project, the Grantee shall comply with the requirements of the Prevailing
Wage Act, including, but not limited to, inserting into all contracts for such construction a stipulation
to the effect that not less than the prevailing rate of wages as applicable to the project shall be paid to
all laborers, workers and mechanics performing work under the contract and requiring all bonds of
contractors to include a provision as will guarantee the faithful performance of such prevailing wage
clause as provided by contract.
H. Victims Economic Security and Safety Act (820 ILCS 180 et seq.) If the Grantee has 50 or more
employees, it may not discharge or discriminate against an employee who is a victim of domestic
violence, or who has a family or household member who is a victim of domestic violence, for taking
up to a total of twelve(12)work weeks of leave from work during any twelve month period to address
the domestic violence, pursuant to the Victims Economic Security and Safety Act. The Grantee is not
required to provide paid leave under the Victims Economic Security and Safety Act, but may not
suspend group health plan benefits during the leave period, Any failure on behalf of the Grantee to
comply with all applicable provisions of the Victims Economic Security and Safety Act, or applicable
rules and regulations promulgated thereunder, may result in a determination that the Grantee is
ineligible for future contracts or subcontracts with the State of Illinois or any of its political
subdivisions or municipal corporations, and this Agreement may be cancelled or voided in whole or in
part,and such other sanctions or penalties may be imposed or remedies invoked,as provided by Statute
or regulation.
I. Equal Pay Act of 2003 (820 ILCS 112 et seq.) If the Grantee has four or more employees, it is
prohibited by the Equal Pay Act of 2003 from paying unequal wages to men and women for doing the
same or substantially similar work. Further, the Grantee is prohibited by the Equal Pay Act of 2003
from remedying violations of the Act by reducing the wages of other employees or discriminating
against any employee exercising his/her rights under this Act. Any failure on behalf of the Grantee to
comply with all applicable provisions of the Equal Pay Act of 2003,or applicable rules and regulations
promulgated thereunder,may result in a determination that the Grantee is ineligible for future contracts
or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations,
and this Agreement may be cancelled or voided in whole or in part, and such other sanctions or
penalties may be imposed or remedies invoked,as provided by Statute or regulation.
J. Steel Products Procurement Act(30 ILCS 565 et seq.) The grantee, if applicable, hereby certifies that
any steel products used or supplied in accordance with this grant for a public works project shall be
manufactured or produced in the United States per the requirements of the Steel Products Procurement
Act(30 ILCS 565 et seq.).
K. Use of Illinois Labor for Public Works Projects (20 ILLS 605/605-390; 30 ILCS 570/0.01) The
Grantee shall provide the Department with documentation certifying that at least fifty percent(50%)of
the total labor hours performed to complete the project described in Part 11 were performed by actual
residents of the State of Illinois, in those cases where the project meets the statutory definition of a
state construction project in 20 ILCS 605/605-390. In periods of excessive unemployment the Grantee
shall also provide the Department with documentation certifying that it has caused to be employed at
Page 24 Grant Number 12-912002
least 90%Illinois laborers on the project described in Part II, in those cases where the project meets the
statutory definition of a public works project or improvement in 30 ILCS 570/0.01 et seq.
L. Minorities, Females, and Persons with Disabilities Act and Illinois Human Rights Act (30 ILCS
575/0.01; 775 ILCS 5/2-105) The Grantee acknowledges and hereby certifies compliance with the
provisions of the Business Enterprise for Minorities, Females, and Persons with Disabilities Act, and
the equal employment practices of Section 2-105 of the Illinois Human Rights Act for the provision of
services which are directly related to the Scope of Work to be performed under this Agreement.
M. Identity Protection Act(5 ILCS/179 et. seq.) and Personal Information Protection Act (815 ILCS 530
et. seq.) The Department of Commerce and Economic Opportunity (DCEO) is committed to
protecting the privacy of its vendors, grantees and beneficiaries of programs and services. At times,
DCEO will request social security numbers (SSNs) or other personal identifying information. Federal
and state laws, rules and regulations require the collection of this information for certain purposes
relating to employment and/or payments for goods and services, including, but not limited to, grants.
DCEO also collects confidential information for oversight and monitoring purposes.
Furnishing personal identity information, such as a social security number, is voluntary; however,
failure to provide required personal identity information may prevent an individual or organization
from using the services/benefits provided by DCEO as a result of state or federal laws, rules and
regulations.
5.10 MISCELLANEOUS PROVISIONS
A. Independence of Grantee Personnel All technical, clerical, and other personnel necessary for the
performance required by this Agreement shall be employed by or contracted with Grantee, and shall in
all respects be subject to the rules and regulations of Grantee governing its employees. Neither
Grantee nor its personnel shall be considered to be the agents or employees of the Department.
B. Grantor Authority The Department and its payroll employees, when acting pursuant to this
Agreement, are acting as State officials in their official capacity and not personally or as the agents of
others.
C. Governing Law This Grant is awarded in the State of Illinois for execution within the State of Illinois.
This Agreement shall be governed by and construed according to Illinois law.
D. Worker's Compensation Insurance, Social Security, Retirement and Health Insurance Benefits, and
Taxes The Grantee shall provide Worker's Compensation insurance where the same is required and
shall accept full responsibility for the payment of unemployment insurance, premiums for Workers'
Compensation, Social Security and retirement and health insurance benefits, as well as all income tax
deduction and any other taxes or payroll deductions required by law for its employees who are
performing services specified by this Agreement.
E. Delivery of Grantee Payments Payment to the Grantee under this Agreement shall be made payable in
the name of the Grantee and sent to the person and place specified in the Notice of Grant Award. The
Grantee may change the person to whom payments are sent,or the place to which payments are sent by
written notice to the Department signed by the Grantee,that complies with the requirements of Section
5.10(F)below. No such change or payment notice shall be binding upon the Department until ten(10)
business days after actual receipt.
F. Notice Any notice, demand, or communication required or permitted to be given hereunder shall be
given in writing at the addresses set forth in the Notice of Grant Award by any of the following means:
(a) personal service, (b) electronic communication, whether by telex, telegram or telecopy, (c)
overnight courier,or(d)registered or certified first class mail, postage prepaid, return receipt
requested. Any notice, demand or communication given pursuant to either clause (a) or (b) hereof
shall be deemed received upon such personal service or upon dispatch by electronic means,
Page 25 Grant Number 12-912002
respectively. Any notice, demand or communication given pursuant to clause (c) shall be deemed
received on the day immediately following deposit with the overnight courier. Any notice, demand or
communication sent pursuant to clause (d) shall be deemed received five (5) business days after
mailing. The parties, by notice given hereunder, may designate any further or different addresses to
which subsequent notices,demands or communications shall be given.
The Grantee acknowledges and agrees that its address set forth in the Notice of Grant Award is its
current address and shall be considered its last known address for purposes of receiving any and all
notice(s) required under this Agreement. The Grantee further acknowledges and agrees that the
Department is justified in relying upon the address information furnished to it by the Grantee in
absence of notice to the contrary. The Grantee also acknowledges and agrees that it has the burden of
notifying the Department of its current/last known address. In the event that the Grantee changes its
current address, it shall contact its Program Manager and notify him/her of said change of address and
a formal modification will be executed.
G. Required Notice Grantee agrees to give prompt notice to the Department of any event that may
materially affect the performance required under this Agreement. Any notice or approval relating to
Section 5.5 (Termination), Section 5.7C (Discretionary Modifications), Section 5.7E (Waivers), and
Section 5.101 (Assignment) must be executed by the Director of the Department or her/his authorized
designee.
H. Modifications A modification of any condition of this Agreement must be requested in writing. No
modification of any condition of this Agreement may be effective unless in writing from and signed by
the Director of the Department.
I. Assignment The benefits of this Agreement and the rights, duties and responsibilities of the Grantee
under this Agreement may not be assigned (in whole or in part) except with the express written
approval of the Department acting through its Director. Any assignment by the Grantee in violation of
this provision renders this Agreement voidable by the Department.
J. Severability Clause If any provision under this Agreement or its application to any person or
circumstances is held invalid by any court of competent jurisdiction,this invalidity does not affect any
other provision or its application of this Agreement, which can be given effect without the invalid
provision or application.
K. Integration Clause This Agreement, with attachments, as written, is the full and complete agreement
between the parties and there are no oral agreements or understandings between the parties other than
what has been reduced to writing herein.
L. Comptroller Filing Notice The Grantee expressly understands that whenever applicable, a copy of this
Agreement and any modification, cancellation or renewal is required to be filed by the Department
with the State Comptroller.
M. Subcontract and Grants The Grantee's services, duties and responsibilities specified herein shall not be
subcontracted or subgranted by the Grantee without prior written approval of the Department, unless
such subcontracts or subgrants are provided for elsewhere in this Agreement. Any subcontracts or
subgrants shall be subject to, and conform with, all applicable State and Federal laws, and shall
specifically provide that subcontractors or subgrantees are subject to all of the terms and conditions of
this Agreement. For the Department to approve the use of any subcontract or subgrant, the Grantee
must employ an open, impartial and reasonably competitive selection process.
N. Attorney Fees and Costs If the Department is the prevailing party in any proceeding to enforce the
terms of this Agreement, the Department has the right to recover reasonable attorney fees, costs and
expenses associated with recovering the Grant Funds.
Page 26 Grant Number 12-912002
PART VI
STATE OF ILLINOIS REQUIRED
CERTIFICATIONS
The Grantee makes the following certifications as a condition of this Agreement. These certifications are
required by State statute and are in addition to any certifications required by any Federal funding source as
set forth in this Agreement. Grantee's execution of this Agreement shall serve as its attestation that the
certifications made herein are true and correct.
6.1 COMPLIANCE WITH APPLICABLE LAW
The Grantee certifies that it shall comply with all applicable provisions of Federal, State and local law in
the performance of its obligations pursuant to this Agreement.
6.2 CONFLICT OF INTEREST
The Grantee certifies that it has no public or private interest,direct or indirect,and shall not acquire directly
or indirectly any such interest which does or may conflict in any manner with the performance of Grantee's
services and obligations under this Agreement.
6.3 BID-RIGGING/BID-ROTATING
The Grantee certifies that it has not been barred from contracting with a unit of State or local government
as a result of a violation of Section 33E-3 or 33E-4 of the Criminal Code of 1961 (720 ILCS 5/33 E-3 and
5/33 E-4).
6.4 DEFAULT ON EDUCATIONAL LOAN
The Grantee certifies that this Agreement is not in violation of the Educational Loan Default Act(5 ILCS
385/3)prohibiting certain contracts to individuals who are in default on an educational loan.
6.5 AMERICANS WITH DISABILITIES ACT
The Americans with Disabilities Act(ADA) (42 U.S.C. 12101 et. seq.) and the regulations thereunder(28
CFR 35.130) prohibit discrimination against persons with disabilities by the State, whether directly or
through contractual arrangements, in the provision of any aid, benefit or service. As a condition of
receiving this grant, the Grantee certifies that services, programs and activities provided under this
Agreement are,and will continue to be, in compliance with the ADA.
6.6 DRUGFREE WORKPLACE ACT
The Grantee certifies that:
A) It is a Corporation, Partnership, or other entity (other than an individual) with 24 or fewer
employees at the time of execution of this Agreement.
B) Th t the purpose of this grant is to fund solid waste reduction.
C) It is a Corporation, Partnership, or other entity (other than an individual) with 25 or more
employees at the time of execution of this Agreement,or
D) That it is an individual.
If Option "A"or"B" is checked this Agreement is not subject to the requirements of the Act.
Page 27 Grant Number 12-912002
If Option "C" or "D" is checked and the amount of this grant is five thousand dollars ($5,000.00) or more,
the Grantee is notified that the Drugfree Workplace Act (30 ILCS 580/1 et seq.) is applicable to this
Agreement,and the Grantee must comply with the terms of said Act,as set forth below:
Grantee will provide a drugfree workplace by:
(a) Publishing a statement:
(i) Notifying employees that the unlawful manufacture, distribution, dispensing, possession or
use of a controlled substance, including cannabis, is prohibited in the Grantee's workplace.
(ii) Specifying the actions that will be taken against employees for violations of such prohibition.
(iii)Notifying the employee that,as a condition of employment on such grant,the employee will:
(A) abide by the terms of the statement;and
(B) notify the employer of any criminal drug statute conviction for a violation occurring in
the workplace no later than five(5)days after such conviction.
(b) Establishing a drug free awareness program to inform employees about:
(i) the dangers of drug abuse in the workplace;
(ii) the Grantee's policy of maintaining a drug free workplace;
(iii) any available drug counseling,rehabilitation and employee assistance programs;and
(iv) the penalties that may be imposed upon an employee for drug violations.
(c) Providing a copy of the statement required by subparagraph (a) to each employee engaged in the
performance of the grant and to post the statement in a prominent place in the workplace.
(d) Notifying the granting agency within ten (10) days after receiving notice, under part (B) of
paragraph (iii) of subsection (a) above, from an employee or otherwise receiving actual notice of
such conviction.
(e) Imposing a sanction on, or requiring the satisfactory participation in, a drug abuse assistance or
rehabilitation program by any employee who is so convicted, as required by Section 5 of the
Drugfree Workplace Act,30 ILCS 580/5.
(f) Assisting employees in selecting a course of action in the event drug counseling, treatment and
rehabilitation are required and indicating that a trained referral team is in place.
(g) Making a good faith effort to continue to maintain a drugfree workplace through implementation
of the Drugfree Workplace Act,30 ILCS 580/5.
If Grantee is an individual, it certifies that it will not engage in the unlawful manufacture, distribution,
dispensation,possession,or use of a controlled substance in the performance of this Agreement.
6.7 ANTI-BRIBERY
The Grantee certifies that neither it nor its employees have been convicted of bribing or attempting to bribe
an officer or employee of the State of Illinois, nor has Grantee or any of its employees made an admission
Page 28 Grant Number 12-912002
of guilt of such conduct which is a matter of record as defined in the Illinois Procurement Code (30 ILCS
500/50-5).
6.8 DISCRIMINATION/ILLINOIS HUMAN RIGHTS ACT
The Grantee certifies (i) that it will not commit unlawful discrimination in employment in Illinois as that
term is defined in Article 2 of said Act; (ii) that it will comply with the provisions of Article 5 of the Act
regarding equal employment opportunities and affirmative action;and,(iii)that it will comply with policies
and procedures established by the Department of Human Rights under Article 7 of the Act regarding equal
employment opportunities and affirmative action.
The Grantee further certifies that, if applicable, it will comply with "An Act to prohibit discrimination and
intimidation on account of race, creed, color, sex,religion,physical or mental handicap unrelated to ability
or national origin in employment under contracts for public buildings or public works." (775 ILCS 10/0.01
et seq.)
6.9 SEXUAL HARASSMENT
The Grantee certifies that it has written sexual harassment policies that shall include, at a minimum, the
following information: (i)the illegality of sexual harassment;(ii)the definition of sexual harassment under
State law; (iii) a description of sexual harassment, utilizing examples; (iv)the Grantee's internal complaint
process including penalties; (v) the legal recourse, investigativ$ and complaint process available through
the Department of Human Rights and the Human Rights Commission; (vi) directions on how to contact the
Department and Commission; and (vii) protection against retaliation as provided by Section 6-101 of the
Illinois Human Rights Act (775 ILCS 5/2-105 (B)(5)). A copy of the policies shall be provided to the
Department upon request.
6.10 INTERNATIONAL ANTI-BOYCOTT CERTIFICATION
The Grantee hereby certifies that neither the Grantee nor any substantially owned affiliate company of the
Grantee is participating or will participate in an international boycott, as defined by the provisions of the
U.S. Export Administration Act of 1979, or as defined by the regulations of the U.S. Department of
Commerce,promulgated pursuant to that Act(30 ILCS 582/1 et Seq.).
6.11 FEDERAL,STATE AND LOCAL LAWS; TAX LIABILITIES; STATE AGENCY
DELINQUENCIES
The Grantee is required to comply with all federal, state and local laws, including but not limited to the
filing of any and all applicable tax returns. In the event that a Grantee is delinquent in filing and/or paying
any federal, state and/or local taxes, the Department shall disburse Grant Funds only if the Grantee enters
into an installment payment agreement with said tax authority and remains in good standing therewith.
Grantee is required to tender a copy of any such installment payment agreement to the Department. In no
event may Grantee utilize Grant Funds to discharge outstanding tax liabilities or other debts owed to any
governmental unit. The execution of this Agreement by the Grantee is its certification that (i) it is
current as to the filing and payment of any federal, state and/or local taxes applicable to Grantee;
and (ii) it is not delinquent in its payment of moneys owed to any federal, state, or local unit of
government.
6.12 PROHIBITION OF GOODS DERIVED FROM CHILD LABOR
The Grantee certifies, in accordance with Public Act 94-0264, that no foreign-made equipment, materials,
or supplies furnished to the State in connection with this Agreement have been produced in whole or in part
by the labor of any child under the age of 12.
6.13 PREVAILING WAGE
Page 29 Grant Number 12-912002
The Grantee acknowledges that receipt of Grant Funds under this Agreement require compliance with the
Prevailing Wage Act (820 ILCS 130 et. seq. ). Persons willfully failing to comply with, or willfully
violating this Act may be in violation of the Criminal Code. Questions concerning compliance with the
Prevailing Wage Act should be directed to the Illinois Department of Labor.
6.14 LIEN WAIVERS
The Grantee shall monitor construction to assure that necessary contractor's affidavits and waivers of
mechanics liens are obtained prior to release of Grant Funds to dontractors and subcontractors.
6.15 INTERAGENCY WETLAND POLICY ACT
The Grantee certifies that the proposed project is compatible with established state policy regarding
wetlands, pursuant to the Interagency Wetland Policy Act of 1989. The Grantee acknowledges that the
Illinois Department of Natural Resources may, from time to ti4ne, monitor the proposed project to ensure
continued compliance with the aforementioned Act. In the event that the project does not remain in
compliance with the Act, such noncompliance shall constitute a breach of the Agreement, and failure to
cure the breach within sixty (60) days after notice thereof will tesult in the termination of this Agreement.
Page 30 Grant Number 12-912002
JAN 0 4 2010
CaOIllinois Department of Commerce and Economic Opportunity
Pat Quinn Warren Rible>
Governor
Uireclor
December 29, 2009
Honorable Ed Schock
Mayor
City of Elgin
150 Dexter Court
Elgin, IL 60120
Dear Mayor Schock:
The Department of Commerce and Economic Opportunity has approved your application and
certified the Ordinances and certification to designate the City of Elgin River Zone as a River
Edge Redevelopment Zone. The department looks forward'�to working with Elgin to implement
the goals and objectives to achieve job creation and investment in your area.
We have filed certified copies of the Ordinances with the Kane County Recorder, the
Department of Revenue and the Secretary of State. A copy of the certification is enclosed for
your records.
Best wishes with the success of your new designation. If you should have any questions or
need assistance concerning the River Edge Redevelopment Zone Program, please contact me
at 217-785-6193.
Sincerely,
v_V
Mark Gauss
Bureau of Business Development
Enclosures
RERZCERT004 Internet Address http://www.commerce.state.il.us
620 East Adams Street James R.Thompson Center 2309 West Main,Suite 118
Springfield,Illinois 62701-1615 100 West Randolph Street,Suite 3-400 Marion,Illinois 62959-1180
Chicago,Illinois 60601-3219
217/782-7500 312/814-7179 618/997-4394
TDD:800/785-6055 TDD:800/785-6055 TDD:800/785-6055
Printed on Recycled and Recyclable Paper
Ce0Illinois Department of Commerce and Economic Opportunity
Pat Quinn Warren Ribley
Grnerrtw• l)i+vcror
CERTIFICATION ''
Pursuant to 65 ILCS 115/10-5.3 of the "River Edge Redevelopment Zone Act," the
Department of Commerce and Economic Opportunity hereby',certifies that portions of the City of
Elgin are awarded a River Edge Redevelopment Zone, to be known as the City of Elgin
Redevelopment Zone, with all rights, duties, and responsibilities as specified in the " River Edge
Redevelopment Zone Act " and the attached Ordinances. Beginning December 16, 2009, the
River Edge Redevelopment Zone will be in effect for 30 year, or for a lesser number of years if
so specified in the attached Ordinances.
ATTEST:
Warren Ribley
Director
Illinois D4partment of Commerce
and Economic Opportunity
j 1. Z oO9
Date
RERZCERT004
This document was prepared by Mark Gauss. Any
costs or questions, plese direct to his attention at:
Department of Colmmerce & Economic Opportunity
620 East Adams Street, 3rd Floor
Springfield, Illinoi$ 62701
Telephone: 217-785-6193
Fax: 217-558-48610
Internet Address http://www.commerce.state.Fl.us
620 East Adams Street James R.Thompson Center 2309 West Main,Suite 118
Springfield,Illinois 62701-1615 100 West Randolph Street,Suite 3-400 Marion,Illinois 62959-1180
Chicago,Illinois 60601-3219
217/782-7500 312/814-7179 618/997-4394
TDD:800/785-6055 TDD:800/785-6055 TDD:800/785-6055
Printed on Recycled and Recyclable Paper
`0 OF f<Ci
' ti Memorandum
r- J City of Elgin
Date: May 23, 2012
To: Kimberly A. Dewis, City Clerk
From: William A. Cogley, Corporation Counsel/Chief Development Officer
Subject: Riverside Drive Promenade Project
Attached for the city clerk's file regarding the above-referenced subject please find the following IHC
Construction Companies, L.L.C. documents:
1. Performance Bond #929545300 issued by Continental Casualty Company dated May 10,
2012; and
2. Payment Bond#929545300 issued by Continental Casualty Company dated May 10,2012.
111//W
WAC
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Attachments
r �
SECTION 000610- PERFORMANCE BOND Bond# 929545300
We,the undersigned, IHC Construction Companies, L.L.C.
(Name of Contractor)
1500 Executive Dr. , Elgin, IL 60123, a Limited Liability Company,
(Address of Contractor) (Corporation, Partnership, or Individual)
hereinafter called "Principal", and Continental Casualty Company
(Name of Surety)
333 S. Wabash Avenue, 41st Floor, Chicago, IL 60604
(Address of Surety)
hereinafter called"Surety",are held and firmly bound unto the CITY OF ELGIN, 150 Dexter Court,Elgin, II
60120, hereinafter called "Owner", in the sum of
Ten Million and 00/100 Dollars ($ 10, 000, 000 . 00 ).
We hereby jointly and severally bind ourselves, our heirs, executors, administrators, successors, and
assigns.
Principal has entered into a certain contract with Owner, dated the 1st day of May , 20 12
a copy of which is attached hereto and made a part hereof, for the project known as:
Riverside Drive Promenade Improvements
and Principal and Surety hereby bind themselves to Owner for the performance of the contract.
Now,therefore, if Principal shall well,truly and faithfully perform its duties,all the undertakings,covenants,
terms, conditions, and agreements of said contract during the original term thereof, and any extensions
thereof which may be granted by Owner,with or without notice to Surety and during the guaranty period
set forth in the contract, and if it shall satisfy all claims, obligations, requirements and demands incurred
pursuant to such contract, and shall fully indemnify and save harmless Owner from all costs, damages,
suits,causes of action and any and all other liability of whatsoever nature, which it may suffer by reason
of Principal's failure to do so, and shall reimburse and repay Owner all outlay and expense which Owner
may incur in making good any default,then this obligation shall be void;otherwise,this bond shall remain
in full force and effect; provided, further, that the said Surety for value received hereby agrees that no
change, extension of time, alteration or addition to the terms of such contract or to the work to be
performed thereunder or the specifications accompanying the same shall in any way affect its obligation
on this Bond. Surety hereby waives notice of any such changes, extensions of time, alterations or
additions to the terms of such contract or to the work or specifications provided for therein.
Provided,further,that no final settlement between the Owner and the Contractor shall abridge the right of
any beneficiary hereunder whose claim may be unsatisfied.
IN WITNESS WHEREOF, this instrument is executed on this 10thday of May , 2012
IHC Contruction Compa 'es, LLC
CONTRACTOR A RINCI L SURETY Continental Casualty Company
�
BY< *---J1 BY:
(Signature) (Signature)
Name and Title: Name and Title: Carol A. .ou•herty
David J. Rock, President Attorney In Fact
SEAL SEAL
City of Elgin—Riverside Drive Promenade
PERFORMANCE BOND 000610- 1
SECTION 00615 - PAYMENT BOND Bond# 929545300
We, the undersigned, IHC Construction Companies, L.L.C.
(Name of Contractor)
1500 Executive Dr. , Elgin, IL 60123, A Limited Liability Company,
(Address of Contractor)
(Corporation, Partnership or Individual),hereinafter called "Principal', and
Continental Casualty Company(Name of Surety) 333 S. Wabash Avenue, 41st Floor, Chicago, IL 60604
(Address of Surety)
hereinafter called "Surety", are held and firmly bound unto the CITY OF ELGIN, 150 Dexter Court, Elgin, IL
60120, hereinafter called "Owner", in the sum open Million and 01°JaPars
($10,000,000.00). We hereby jointly and severally bind ourselves, our heirs, executors, administrators,
successors and assigns.
Principal has entered into a certain contract with Owner dated thelstday of May
2012, a copy of which is attached hereto and made a part hereof, for the project known as:
Riverside Drive Promenade Improvements
Now, therefore, if Principal shall promptly make payment to all persons, firms, subcontractors, and
corporations furnishing materials for or performing labor in the prosecution of the work provided for in such
contract, and any authorized extension or modification thereof, including all amounts due for all materials
used in connection with the work, and shall promptly make payment for all insurance premiums on said
work, and for all labor performed in such work whether by subcontractor or otherwise, then this obligation
shall be void; otherwise this bond shall remain in full force and effect.
Surety for value received hereby agrees that no changes, extension of time, alteration or addition to the
terms of the contract or to the work to be performed thereunder or the Specifications accompanying the
same shall in any way affect its obligation on this Bond, and it does hereby waive notice of any such
changes, extensions of time, alterations or additions to the terms of the contract or to the work or
specifications.
Provided, further, that no final settlement between the Owner and the Contractor shall abridge the right of
any beneficiary hereunder whose claim may be unsatisfied.
IN WITNESS WHEREOF, this instrument is executed on this 10th day of May 20 12
IHC Construction Compan. -s, LLC Continent 1 Cas alty C pany
CO :"CTORA CIPS; L SURETY
BY: _ , ..raj BY:
,LAP4
igna ure 4 (Signature
Name and Title: David J. Rock, President Name and Title: Carol A. D herty, Attorney In Fact
SEAL SEAL
City of Elgin—Riverside Drive Promenade
PAYMENT BOND 000615 - 1
. .
Surety Company At
STATE OF ILLINOIS
COUNTY OF COOK SS:
On this 10th day of May,2012, before me personally appeared Carol A. Dougherty,to
me known, who, being by me duly sworn, did depose and say: that(s)he resides at Palatine,
Illinois, that (s)he is the Attorney in Fact of Continental Casualty Company,the corporation
described in and which executed the annexed instrument; that(s)he knows the corporate seal of
said corporation; that the seal affixed to said instrument is such corporate seal; that it was so
affixed by order of the Board of Directors of said corporation; that(s)he signed his/her name
thereto by like order; and that the liabilities of said corporation do not exceed its assets as
ascertained in the manner provided by law.
�
' /�
/ �^ /
Notary Public in and for the above County and State
My Commission Expires: 03/29V14
• I POWER OF ATTORNEY APPOINTING INDIVIDUAL ATTORNEY-IN-FACT •
Know All Men By These Presents,That Continental Casualty Company,an Illinois insurance company,National Fire Insurance Company of
Hartford,an Illinois insurance company,and American Casualty Company of Reading,Pennsylvania,a Pennsylvania insurance company(herein called
"the CNA Companies"),are duly organized and existing insurance companies having their principal offices in the City of Chicago,and State of Illinois,
and that they do by virtue of the signatures and seals herein affixed hereby make,constitute and appoint
J S Pohl, James L Sulkowski, Carol A Dougherty, R B Schutz, Robert E Kappus, Sherene L Hemler, Sarah E Green,
Individually
of Palatine,IL,their true and lawful Attomey(s)-in-Fact with full power and authority hereby conferred to sign,seal and execute for and on their behalf
bonds,undertakings and other obligatory instruments of similar nature
-In Unlimited Amounts-
and to bind them thereby as fully and to the same extent as if such instruments were signed by a duly authorized officer of their insurance companies and
all the acts of said Attorney,pursuant to the authority hereby given is hereby ratified and confirmed.
This Power of Attorney is made and executed pursuant to and by authority of the By-Law and Resolutions,printed on the reverse hereof,duly
adopted,as indicated,by the Boards of Directors of the insurance companies.
In Witness Whereof,the CNA Companies have caused these presents to be signed by their Senior Vice President and their corporate seals to be
hereto affixed on this 16th day of September,2010.
opsit/ Continental Casualty Company
CPQ <TY 0+511R4*, o�°AMr oe R6
, `� � hyo National Fire Insurance Company of Hartford
�oaPoRAre 1 Ti
i QV n a"� aRroa�rco -� American Casualty Company of Reading,Pennsylvania
IZ Wa JULY 71. f
0o SEAL < 1902 1.<�AS "O
1 897 HAND kb
• r�.Ii
JaN yne .Belcastro Senior Vice President
State of Illinois,County of Cook,ss:
On this 16th day of September,2010,before me personally came Jacquelyne M.Belcastro to me known,who,being by me duly sworn,did depose
and say: that she resides in the City of Chicago,State of Illinois;that she is a Senior Vice President of Continental Casualty Company,an Illinois
insurance company,National Fire Insurance Company of Hartford,an Illinois insurance company,and American Casualty Company of Reading,
Pennsylvania,a Pennsylvania insurance company described in and which executed the above instrument;that she knows the seals of said insurance
companies;that the seals affixed to the said instrument are such corporate seals;that they were so affixed pursuant to authority given by the Boards of
Directors of said insurance companies and that she signed her name thereto pursuant to like authority,and acknowledges same to be the act and deed of
said insurance companies.
OFICIAL SEAL
NOMrruuc•suho►u,als 244."
MYCOMMON E •an1n3
My Commission Expires September 17,2013 Eliza Price Notary Public
CERTIFICATE
I,Mary A.Ribikawskis,Assistant Secretary of Continental Casualty Company,an Illinois insurance company,National Fire Insurance Company of
Hartford,an Illinois insurance company,and American Casualty Company of Reading,Pennsylvania,a Pennsylvania insurance company do hereby
certify that the Power of Attorney herein above set forth is still in force,and further certify that the By-Law and Resolution of the Board of Directors of
the insurance companies printed on thwerse hereof is still in force. In testimony whereof I have2�eTnto subscribed my name and affixed the seal of
the said insurance companies this day of , .
AstJ,�� R �,r� • Continental Casualty Company
/2 ���e 4�o „' National Fire Insurance Company of Hartford
' GORP.RArpii. poicvCrrl P 31`coRrorioto American Casualty Company of Reading,Pennsylvania
Z a JULY 3I,
o� SEAL % e 1902
\ 4441' a cpa.:4_,,,k,.
1897 •
�c MA111�" •
Mary A. ika kis Assistant Secretary
Form F6853-5/2009
Authorizing By-Laws and Resolutions •
ADOPTED BY THE BOARD OF DIRECTORS OF CONTINENTAL CASUALTY COMPANY:
This Power of Attorney is made and executed pursuant to and by authority of the following By-Law duly adopted by the Board of Directors of the
Company.
"Article IX Execution of Documents
Section 3. Appointment of Attorney-in-fact. The Chairman of the Board of Directors, the President or any Executive, Senior or Group Vice
President may, from time to time, appoint by written certificates attorneys-in-fact to act in behalf of the Company in the execution of policies of
insurance, bonds, undertakings and other obligatory instruments of like nature. Such attorneys-in-fact, subject to the limitations set forth in their
respective certificates of authority,shall have full power to bind the Company by their signature and execution of any such instruments and to attach the
seal of the Company thererto. The Chairman of the Board of Directors,the President or any Executive,Senior or Group Vice President or the Board of
Directors,may,at any time,revoke all power and authority previously given to any attorney-in-fact."
This Power of Attorney is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of the
Company at a meeting duly called and held on the 17th day of February, 1993.
"Resolved,that the signature of the President or any Executive,Senior or Group Vice President and the seal of the Company may be affixed by
facsimile on any power of attorney granted pursuant to Section 3 of Article DC of the By-Laws, and the signature of the Secretary or an Assistant
Secretary and the seal of the Company may be affixed by facsimile to any certificate of any such power and any power or certificate bearing such
facsimile signature and seal shall be valid and binding on the Company. Any such power so executed and sealed and certified by certificate so executed
and sealed shall,with respect to any bond or undertaking to which it is attached,continue to be valid and binding m the Company."
ADOPTED BY THE BOARD OF DIRECTORS OF AMERICAN CASUALTY COMPANY OF READING,PENNSYLVANIA:
This Power of Attorney is made and executed pursuant to and by authority of the following By-Law duly adopted by the Board of Directors of the
Company.
"Article VI Execution of Documents
Section 3 Appointment of Attorney-in-fact. The Chairman of the Board of Directors,the President or any Executive or Senior Vice President may,
from time to time, appoint by written certificates attorneys-in-fact to act in behalf of the Company in the execution of policies of insurance,bonds,
undertakings and other obligatory instruments of like nature. Such attorneys-in-fact,subject to the limitations set forth in their respective certificates of
authority,shall have full power to bind the Company by their signature and execution of any such instruments and to attach the seal of the Company
thereto. The President or any Executive,Senior Vice President or the Board of Directors may at any time revoke all power and authority previously
given to any attorney-in-fact."
This Power of Attorney is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of the
Company at a meeting duly called and held on the 17th day of February,1993.
"Resolved,that the signature of the President or any Executive,Senior or Group Vice President and the seal of the Company may be affixed by
facsimile on any power of attorney granted pursuant to Section 2 of Article VI of the By-Laws, and the signature of the Secretary or an Assistant
Secretary and the seal of the Company may be affixed by facsimile to any certificate of any such power and any power or certificate bearing such
facsimile signature and seal shall be valid and binding on the Company. Any such power so executed and sealed and certified by certificate so executed
and sealed shall,with respect to any bond or undertaking to which it is attached,continue to be valid and binding on the Company."
ADOPTED BY THE BOARD OF DIRECTORS OF NATIONAL FIRE INSURANCE COMPANY OF HARTFORD:
This Power of Attorney is made and executed pursuant to and by authority of the following By-Law duly adopted by the Board of Directors of the
Company.
"Article VII—Execution of Documents
Section 3. Appointment of Attorney-in-Fact. The Chairman of the Board of Directors,the President or any Executive or Senior Vice President
may,from time to time,appoint by written certificates attorneys-in-fact to act in behalf of the Company in the execution of policies of insurance,bonds,
undertakings and other obligatory instruments of like nature. Such attorneys-in-fact,subject to the limitations set forth in their respective certificates of
authority shall have full power to bind the Company by their signature and execution of any such instruments and to attach the seal of the Company
thereto. The Chairman of the Board of Directors, the President or any Executive,Senior Vice President or the Board of Directors,may,at any time,
revoke all power and authority previously given to any attorney-in-fact."
This Power of Attomeyis signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of the
Company at a meeting duly called and held on the 17th day of February, 1993.
"RESOLVED: That the signature of the President,an Executive Vice President or any Senior or Group Vice President and the seal of the Insurance
Company may be affixed by facsimile on any power of attorney granted pursuant to the Resolution adopted by this Board of Directors on February 17,
1993 and the signature of a Secretary or an Assistant Secretary and the seal of the Insurance Company may be affixed by facsimile to any certificate of
any such power,and any power or certificate bearing such facsimile signature and seal shall be valid and binding on the Insurance Company. Any such
power so executed and sealed and certified by certificate so executed and sealed,shall with respect to any bond or undertaking to which it is attached,
continue to be valid and binding on the Insurance Company."