The URL can be used to link to this page

20230320 Council Packet Monday, March 20, 2023 Regular Session – 7:00 p.m. Room 102 CALL TO ORDER REGULAR SESSION ROLL CALL PRAYER PLEDGE OF ALLEGIANCE PUBLIC COMMENT (matters not on the agenda) ALDERMEN ANNOUNCEMENTS/COMMENTS MAYORAL ANNOUNCEMENTS/COMMENTS CITY CLERK ANNOUNCEMENTS/COMMENTS MANAGER’S REPORT CITY ATTORNEY/GENERAL COUNSEL REPORT | CONSENT AGENDA 1. RESOLUTION R-60-23: Approving and Authorizing the Procurement of Training for the Police Department Tactical Response Team (TRT) at the Mid-South Institute of Self-Defense Shooting, Inc. in the Amount of $35,640.00. Funded by Federal Asset Forfeiture Funds. 2. RESOLUTION R-62-23: Approving Task Order No. 9 with M.E. Simpson Company, Inc., Valparaiso, Indiana for Water System Leak Detection in the Total Amount of $58,585.00. Budgeted Funds – Water/Professional Services. 3. RESOLUTION R-63-23: Awarding the Bid for Painting of the Dulles Water Tank to Era Valdivia Contractors, Inc., Chicago, Illinois in the Amount of $1,778,000. Budgeted Funds – Capital Improvement Projects. 4. RESOLUTION R-64-23: Awarding the Bid for the Purchase and Delivery of a Tennant Model S30XP Industrial Sweeper from Standard Equipment Company, Elmhurst, Illinois in the Amount of $63,535.79. Budgeted Funds – Equipment Replacement. 5. RESOLUTION R-67-23: Approving an Intergovernmental Agreement with Mount Prospect Park District for the Use of Rosemary S. Argus Friendship Park for a Food Truck Event 6. Minutes/Regular Meeting – March 6, 2023 7. Minutes/Closed Session – March 6, 2023 UNFINISHED BUSINESS 1. Consideration of a Conditional Use Permit for an Auto Service Repair Use for the P roperty at 827 Elmhurst Road to Construct a New Building for an Oil Change Business – FIRST READING – ORDINANCE Z-3-23 (Petitioner has withdrawn this request and will resubmit pursuant to the Zoning Ordinance - originally deferred from the February 21, 2023 City Council Agenda) NEW BUSINESS 1. FINANCE & ADMINISTRATION – Alderman Artur Zadrozny, Chair a. Warrant Register in the Amount of $3,169,178.35 – RESOLUTION R-65-23 2. COMMUNITY DEVELOPMENT – Alderman Malcolm Chester, Chair a. Consideration of Zoning Text Amendments Regarding Fences, Trellises, Arbors, and Yard Features -- FIRST READING – ORDINANCE Z-6-23 b. Consideration of Amendments to the Des Plaines City Code Regarding the Addition of Work Exempt from a Permit as it Applies to Recreational Equipment, Arbors, Trellises and Yard Features – FIRST READING – ORDINANCE M-8-23 c. Consideration of Text Amendments to the City Code Regarding the Keeping of Hens – FIRST READING – ORDINANCE M-9-23 d. Consideration of a Resolution in Support of a Cook County Class 6b Tax Incentive for the Property Located at 55 Howard Avenue – GKI Industrial Chicago, LLC – RESOLUTION R-66-23 | 3. ENGINEERING – Alderman Mark Lysakowski, Chair a. Discussion and Update on the Algonquin Road Grade Separation Project OTHER MAYOR/ALDERMEN COMMENTS FOR THE GOOD OF THE ORDER ADJOURNMENT ORDINANCES ON THE AGENDA FOR FIRST READING APPROVAL MAY ALSO, AT THE COUNCIL’S DISCRETION, BE ADOPTED FOR FINAL PASSAGE AT THE SAME MEETING. City of Des Plaines, in compliance with the Americans With Disabilities Act, requests that persons with disabilities, who require certain accommodations to allow them to observe and/or participate in the meeting(s) or have questions about the accessibility of the meeting(s) or facilities, contact the ADA Coordinator at 391-5486 to allow the City to make reasonable accommodations for these persons. POLICE DEPARTMENT 1420 Miner Street Des Plaines, IL 60016 P: 847.391.5400 desplaines.org Date: February 16, 2023 To: Michael G. Bartholomew, City Manager From: Dave Anderson, Chief of Police Subject: Training for Tactical Response Team Issue: Each year the Des Plaines Police Departments’s Tactical Response Team schedules a week of specialized training to enhance its operational skills. This memorandum will outline my request for the Tactical Response Team to attend training at Mid-South Institute of Self-Defense Shooting Inc., in Lake Cormorant, Mississippi from May 8- 12, 2023. Analysis: The Tactical Response Team (TRT) trains twice a month to enhance the department’s response to critical incidents that may arise in the City of Des Plaines. The primary focus is to have a group of specialized officers available to handle hostage and barricaded gunman situations. Each year TRT also attends a week of specialized training with instructors from around the country to improve shooting skills and tactics. From a risk management perspective, it is important to offer the highest level of training possible. It should be noted that members of TRT serve as departmental instructors throughout the year as this training is ultimately shared with every sworn officer in the police department. There is no training in the immediate area that combines a quality facility and world-class instruction that Mid-South has to offer. The facility always attracts the finest SWAT teams in the country. All financial obligations for training, lodging, gas, and equipment will be covered by our federal asset forfeiture accounts and there will be no expense to the City’s budget. The cost of training is $35,640.00. Recommendation: I am requesting authorization to use federal asset forfeiture funds in the amount of $35,640.00 for Des Plaine’s TRT to attend Mid-South Institute of Self Defense Shooting Inc., in Lake Cormorant, Mississippi Attachments: Attachment 1: Mid-South Quote Resolution R-60-23 MEMORANDUM Page 1 of 4 CONSENT AGENDA #1. Quotation #110422 November 4, 2022 Des Plaines Police Department Attn: Ofc. Matt Cesasa 1420 E. Miner St. Des Plaines, IL 60016 Terms: Net 30 Days QUANTITY PER TOTAL 22 ea. 5 Day Advanced Tactical Pistol and Rifle Course $1,400.00 30,800.00$ Training Dates: May 8-12, 2023 -$ -$ 22 Lodging for 5 Nights ($44/Night x 5 nights = $220.00)220.00$ 4,840.00$ Lodging Dates: (Sunday-Thursday)-$ -$ -$ -$ -$ -$ -$ -$ -$ -$ Submitted by Jim Cowan -$ TOTAL 35,640.00$ Remit to: (662)781-1112 FAX (662)781-5068www.weaponstraining.com DESCRIPTION Mid-South Institute of Self-Defense Shooting, Inc.5582 Blythe RoadLake Cormorant, MS 38641-9725 Page 2 of 4Attachment 1 {00131280.1} 1 CITY OF DES PLAINES RESOLUTION R - 60 - 23 A RESOLUTION APPROVING AND AUTHORIZING THE PROCUREMENT OF TRAINING FOR THE POLICE DEPARTMENT TACTICAL RESPONSE TEAM AT THE MID- SOUTH INSTITUTE OF SELF-DEFENSE SHOOTING, INC.__ WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the City to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, the City Police Department has a Tactical Response Team ("TRT") comprised of officers who respond to critical incidents; and WHEREAS, the TRT requires specialized training that is not available within the City or in the vicinity of the City; and WHEREAS, the Mid-South Institute of Self-Defense Shooting, Inc. (“Vendor”), operates a specialized facility in Lake Cormorant, Mississippi ("Training Facility"), where Vendor provides training for SWAT teams and other specialized law enforcement units from different jurisdictions throughout the United States; and WHEREAS, in previous years, the City has funded participation by the TRT in a one- week training conducted by Vendor at the Training Facility to improve the TRT's response to critical incidents ("Training"); and WHEREAS, to assure that the TRT is well prepared to protect the City and its residents, the City desires to procure the Training from Vendor for 22 members of the TRT at the Training Facility this year in the not-to-exceed amount of $35,640.00; and WHEREAS, the City has sufficient federal asset forfeiture funds to procure the Training from Vendor in the amount of $35,640.00; and WHEREAS, the City Council has determined that it is in the best interest of the City to procure the Training from Vendor at the Training Facility for the TRT in the not-to-exceed amount of $35,640.00; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Des Plaines, Cook County, Illinois, in the exercise of its home rule powers, as follows: SECTION 1: RECITALS. The foregoing recitals are incorporated into, and made a part of, this Resolution as findings of the City Council. Page 3 of 4 {00131280.1} 2 SECTION 2: APPROVAL OF PROCUREMENT OF TRAINING. The City Council hereby approves the procurement of the Training from Vendor at the Training Facility for the TRT in the not-to-exceed amount of $35,640.00from federal asset forfeiture funds. SECTION 3: AUTHORIZATION OF PROCUREMENT OF TRAINING. The City Council hereby authorizes and directs the City Manager and the City Clerk to execute and seal all documents approved by the General Counsel, and the City Manager to make such payments from federal asset forfeiture funds, on behalf of the City, as are necessary to procure the Training from Vendor at the Training Facility for the TRT in the not-to-exceed amount of $35,640.00. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. PASSED this ___ day of _________________, 2023. APPROVED this ___ day of ____________________, 2023. VOTE: AYES _____ NAYS _____ ABSENT _____ MAYOR ATTEST: Approved as to form: CITY CLERK Peter M. Friedman, General Counsel DP-Resolution Approving Procurement of Training Services for TRT Training 2023 Page 4 of 4 PUBLIC WORKS AND ENGINEERING DEPARTMENT 1111 Joseph J. Schwab Road Des Plaines, IL 60016 P: 847.391.5464 desplaines.org Date: March 9, 2023 To: Michael G. Bartholomew, MCP, LEED-AP, City Manager From: Rob Greenfield, Superintendent of Utility Services Cc: Timothy Watkins, Assistant Director of Public Works and Engineering Timothy Oakley, P.E., CFM, Director of Public Works and Engineering Subject: M.E. Simpson Task Order #9 – Water Distribution System Leak Survey Issue: The 2023 budget includes funding for leak detection of the Water Distribution System. Analysis: The purpose of leak detection is to reduce water and revenue losses by assisting the Water Division with leak identification and location. Once the leaks are identified, the Water Division will make the necessary repairs to the system. The City has a Master Consultant Agreement with M.E. Simpson Company, Inc. and they have provided a proposal to perform the above tasks. Their proposal for Task Order #9 is in the amount of $58,858.00. Recommendation: We recommend approval of Task Order #9 with M.E. Simpson Company, Inc., 3406 Enterprise Avenue, Valparaiso, IN 46383 in the total amount of $58,585.00. Funding source will be the Water Fund, Professional Services. Attachments: Resolution R-62-23 Exhibit A – Task Order #9 MEMORANDUM Page 1 of 13 CONSENT AGENDA #2. 1 CITY OF DES PLAINES RESOLUTION R - 62 - 23 A RESOLUTION APPROVING TASK ORDER NO. 9 WITH M.E. SIMPSON COMPANY, INC. FOR ENGINEERING SERVICES RELATED TO DETECTING LEAKS WITHIN THE WATER DISTRIBUTION SYSTEM. ____________ WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the City to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, on December 20, 2021, the City Council approved Resolution R-213-21, which authorized the City to enter into a master contract ("Master Contract") with M.E. Simpson Company, Inc. ("Consultant") for the performance of professional engineering services for the City as such services are needed over time; and WHEREAS, the City desires to procure professional engineering services regarding the detection of leaks within the City’s Water Distribution System (collectively, the "Engineering Services"); and WHEREAS, pursuant to Chapter 10 of Title 1 of the City of Des Plaines City Code and the City’s purchasing policy, the City Council has determined that procurement of the Engineering Services is not adapted to award by competitive bidding because the Engineering Services require a high level of professional skill and judgment; and WHEREAS, the City has a positive existing relationship with the Consultant, which has satisfactorily performed engineering services for the City in the past; and WHEREAS, Consultant submitted a proposal to perform the Engineering Services in the amount of $58,585; and WHEREAS, the City has sufficient funds in the Professional Services Water Fund for the procurement of the Engineering Services from Consultant; and WHEREAS, the City desires to enter into Task Order No. 9 under the Master Contract ("Task Order No. 9") for the procurement of the Engineering Services from Consultant in the total not-to-exceed amount of $58,585; and WHEREAS, the City Council has determined that it is in the best interest of the City to enter into Task Order No. 9 with Consultant; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Des Plaines, Cook County, Illinois, in the exercise of its home rule powers, as follows: Page 2 of 13 2 SECTION 1: RECITALS. The foregoing recitals are incorporated into, and made a part of, this Resolution as findings of the City Council. SECTION 2: APPROVAL OF TASK ORDER NO. 9. Task Order No. 9 with Consultant is approved in substantially the form attached to this Resolution as Exhibit A, and in a final form to be approved by the General Counsel. SECTION 3: AUTHORIZATION TO EXECUTE TASK ORDER NO. 9. The City Manager and the City Clerk are directed and authorized to execute and seal, on behalf of the City, Task Order No. 9. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. PASSED this ___ day of _________________, 2023. APPROVED this ___ day of ____________________, 2023. VOTE: AYES _____ NAYS _____ ABSENT _____ MAYOR ATTEST: Approved as to form: CITY CLERK Peter M. Friedman, General Counsel DP-Resolution Approving Task Order No 9 with ME Simpson Water Distribution System Leak Survey Page 3 of 13 City of Des Plaines Professional Services Master Contract Professional ME Simpson ATTACHMENT A TASK ORDER #9 In accordance with Section 1.2 of the Master Contract dated December 20, 2021 between the City of Des Plaines (the "City") and M.E. Simpson Co., Inc. (the "Consultant'), the Parties agree to the following Task Number 9: 1.Contracted Services: 2022 Leak Detection City Water System. 2.Project Schedule (attach schedule if appropriate): Schedule attached. 3.Project Completion Date: All Contracted Services must be completed on or before: July 30, 2023 4.Project Specific Pr.icing (if applicable): $58,585.00. 5.Additional Changes to the Master Contract (if applicable): NIA. ALL OTHER TERMS AND CONDITI ONS REMAIN UNCHANGED [ signature page follows] -1- Exhibit A Page 4 of 13 City of Des Plaines Professional Services Master Contract Professional M E Simpson -2- CITY CONSULTANT _______________________________ ______________________ Signature Signature Director of Public Works _Michael D. Simpson, Chief Executive Officer__ And Engineering Name (Printed or Typed) March 1, 2023 March 1, 2023 Date Date If greater than, $[2,500], the City Manager’s signature is required. ______________________________________ Signature City Manager ____________________, 20____ Date If compensation greater than $[20,000], then the City Council must approve the Services Change Order in advance and the City Manager or Mayor’s signature is required. _______________________________________ Signature City Manager ____________________, 20____ Date Exhibit A Page 5 of 13 Carlos A Covarrubias Regional Manager 3406 Enterprise Avenue Valparaiso, IN 46383 800.255.1521 P 888.531.2444 F Randy.Lusk@mesimpson.com March 2, 2023 Mr. Timothy Watkins Assistant Director of Public Works & Engineering City of Des Plaines 1111 Joseph Schwab Road Des Plaines, IL 60016 RE: PROPOSAL FOR A WATER DISTRIBUTION SYSTEM LEAK SURVEY – Task Order Dear Mr. Watkins, M.E. Simpson Co., Inc. is pleased to present the City of Des Plaines, Illinois our proposal for a Water Distribution System Leak Detection Survey Program. We are honored to be considered for this work and are confident our team will help make the project a success. M.E. Simpson Co., Inc. is a Professional Services Firm dedicated to developing and providing programs and services designed to maximize peak performance for our clients’ water distribution systems. Many of these programs are universally recognized as a part of “Best Management Practices” (BMPs) for utilities. We pride ourselves on delivering solid solutions using the highest quality technical and professional services by way of state-of-the-art technology and a skilled and well-trained staff of professionals. Our highly-educated engineers and technical team are committed to the success of this project. They will be ready at a moment’s notice to relieve your staff's burden and ensure a seamless continuation of your services. Our services were developed and refined to provide utilities with programs that can be customized to meet their needs. From complete “Turn-Key” services to assisting with the development of “in-house” programs for utilities, M.E. Simpson Co., Inc. serves our clients with this ultimate goal: to deliver to the public the implicit faith that “the water is always safe to drink”. Thank you for your consideration and this opportunity to acquaint you with our Water Distribution System Leak Detection Services and offer this response. We are committed to exceeding your expectations. Sincerely, Carlos A Covarrubias Regional Manager Exhibit A Page 6 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 2 SCOPE OF WORK Water Distribution System Leak Survey The Field Scope of Service for the Leak Survey is understood to be the following: M.E. Simpson Co., Inc. will furnish all labor, material, transportation, tools, and equipment necessary to survey the water distribution system areas selected by the City. M.E. Simpson Co., Inc. shall be required to provide such skilled and trained personnel and equipment necessary to complete the work herein specified. There will be a minimum of Two Persons per team working on the survey at all times. S Work in an orderly and safe manner to insure protection of the local residents, Utility employees, and the Field Staff so that no avoidable accidents occur. S All Field Staff will have readily observable identification badges worn while in the field. S The leak detection equipment to be used will be that which was described in the “Equipment to be used” section. S Initially listen to all fire hydrants, all accessible main line valves, and when necessary, selected service connections in the entire distribution system by making physical contact with the valve, hydrant, pipe, or B-box. (Listening points that are not accessible will be given to the Utility and when corrected they will be listened to.) S Listening points of contact will be: valves, hydrants, service valves or meter settings. The preference of listening points in order as follows; direct contact with the pipe, main line valves, hydrant valves, hydrants, then service valves or meter settings. S Specific listening distances will be determined by pipe material. Metallic type pipes; no greater than 500’ between listening points. Non-Metallic AC/Concrete type pipes; no greater than 300’ between listening points. Non-Metallic PVC/HDPE type pipes; no greater than 150’ between listening points. S A “suspected leak” log shall be maintained indicating all areas where suspected leak noise was heard. This log will be reviewed when the Project Team is verifying the suspected leak area for confirmation of the actual existence of a leak. This log will be a part of the periodic reports turned into the Utility regardless of an actual leak located in the area or not, with an explanation of the noise source. S When leak noise has been detected and or suspected, the Project Team will verify the suspected area a second time to confirm the noise. At least four hours will pass between the initial listening of the area before a second listen and confirmation is attempted. S The Project Team will line locate the water main and service lines in the immediate area so the correct pipe distances can be input into the leak correlator and also so that the Water Utility will have an idea of where the water main is located prior to excavation. Non-metallic pipe locations will be “interpolated” as best that can be identified, given the line location of metallic services, Utility knowledge of the area, or other information regarding the actual location of the main. Exhibit A Page 7 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 3 S The Project Team will use “State of the Art” Electronic Leak Correlators to determine if a leak is present and use the same equipment to pinpoint the leak. S For PVC water mains only the Echologics LeakFinder-ST w/hydrophones leak correlator or Fluid Conservation Systems (FCS) TriCorr Touch leak correlator, will be used for correlations because of the ability for these correlators to be able to analyze the particular sound frequencies inherent to PVC pipe. S The leak location will be marked in the field (on the surface) using environmentally formulated Precautionary Blue paint. S The Project Team will document all leak locations with a diagram indicating the location of the leak. Other information related to that correlation will be included as part of the field sheet such as the filters used for the correlation, line locations, distances between sensors, etc. S The locations of leaks requiring immediate attention (immediate threat to life, injury or traffic) will be turned in as quickly as possible to facilitate the repair process. S The Project Team will report daily or per request of the Utility, to assigned Utility Professional and go over the progress of the previous day, as well as cover what will be surveyed the current day. S It may be necessary to conduct parts of the Leak Survey during “off hours” such as at night. This may be required in areas of high traffic volume where traffic noise may affect the ability to detect leak noise, and traffic volume may affect the ability of the Project Team to be able to safely access main line valves in the middle of the street. The Project Team will give 24-hour advanced notice of intent to survey a particular area that may require after hours surveying or nighttime surveying. This is so the Utility can plan for the area to be surveyed, give notification to the Police department, as well as other Public Works Divisions as to the activity that will take place. S As a part of the leak program, mapping discrepancies found, distribution assets found in disrepair will be noted and turned into the utility. S Leaks verified on the customer’s side of a service shut-off will not be located beyond the shut- off. If a leak appears to be on the Customers’ side, the Utility will be notified first, then the customer notified and permission granted prior to the water being shut off even for short periods of time where possible and as time allows, as well as the ability for the customer to respond. S If the Utility requests leak locations beyond the service shut off on the customer’s side of the service line, this will result in an additional charge to the leak survey based on an hourly rate and this service must be agreed upon between the Utility and M.E. Simpson Co., Inc. prior to the start of the survey. S Valves and hydrants will not be operated without Utility permission. Valves and hydrants that break during this type of operation are the sole responsibility of the Utility. M.E. Simpson Co., Inc. cannot be responsible for valves and hydrants that break due to pre-existing conditions. Exhibit A Page 8 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 4 S The Utility is encouraged to dig up and repair the leaks located as soon as possible so that the area may be re-surveyed while the Project Team is still working on the survey in that general geographical location to ensure no other leaks are present in that area. Equipment List S FCS S30 Gutermann AquaScope electronically enhanced listening device. S Echologics LeakFinder-ST w/hydrophones; FCS AC Digital, TriCorr Touch or Vivax-Metrotech HL6000X leak correlator systems. S RADIO Detection Line Locators. S Chicago Tape, Fisher M-Scope or Schonstedt magnetic locators. S All necessary valve keys and hand tools S Truck mounted arrow board/signage and warning lights. S Traffic control equipment, including properly sized traffic cones with reflective stripes. Quality Control and Accuracy of Leak Locations The level of accuracy of leak detection is a matter of taking in all the above considerations and applying those considerations to each individual potential leak location as it is being evaluated. Any statement made as to the level of accuracy of leak locations must be considered based on the individual conditions of each leak. Locating leaks on a distribution system can be very challenging. It is not a perfect science. Pipes and fittings can leak for a variety of reasons (age, poor installation, material failures, bad soils, etc.), and the ability to locate leaks is dependent on the stated variables listed in the “Project Approach”. By employing a strict methodology in the field for conducting a leak survey, these variables can be accounted for and mitigated. The depth of experience of the Project Team is extremely important to maintaining the ability to have accurate locations of leaks. Additionally, crews work as Two-Person Teams in the field, double checking the progress of the work as the survey progresses. The systematic procedure for leak confirmation has been stated in the Scope of Field Service and is restated here. “Suspected leak areas are always listened to a second time, preferably at a different time of day than originally listened to. The mains and services will be line located to insure correct pipe distances are used for the correlations. Correlations may need to be performed several times with several configurations to insure all the possible scenarios have been covered. Sewer manholes may need to be opened and flows observed. If there is any doubt as to the existence of a leak, the area may be checked and correlated at different times to rule out water usage or other factors. The progress of the survey will be monitored by the use of daily logs and a progression map with suspected leak noise indications marked and possible leak locations will be maintained. Field leak location forms will be turned into the Utility according to the agreed schedule. The Project Team will follow up on leak locations by monitoring the repair schedule of the Utility. That way in case a potential leak location is wrong, the Project Team can return to the site and determine why the leak location was incorrect, and correct it. This means maintaining a good level of communication between the Project Team in the field, and the Utility. Exhibit A Page 9 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 5 As a matter of Quality Control for leaks in the field, our Correlators, FCS TriCorr Touch and Echologics LeakFinder-ST have the distinct ability to be able to detect and pinpoint more than one leak in the same relative area, thus allowing better leak coverage and insuring that one leak is not “masking” another leak in the same area. The use of progress reports and meetings will allow for open discussions of problems encountered so solutions can be examined.” Utility Observations The M.E. Simpson Co., Inc. Project Team will welcome having staff of the Utility observe field procedures while the Leak Survey is in progress. They will be happy to explain and demonstrate the equipment and techniques that are employed by M.E. Simpson Co., Inc. for detecting and locating leaks on the Water System. Final Reports, Documentations & Communications M.E. Simpson Co, Inc. will perform the following: S Project Team will meet daily with assigned Utility personnel to go over areas of survey for prior workday and plan current day and area to survey. S The field technicians will be readily available by cellular phone. This will facilitate communications between the Utility and the field technicians. A 24-hour toll-free 800 number is available for direct contact with M.E. Simpson Co., Inc. for emergencies. S Diagram all leak locations, date of location, and classify according to severity and an estimate of loss. S The Project Manager will meet with the Utility regularly for a progress report. S Prepare a progress report at monthly intervals for the Utility if requested. S Develop a Leak Survey log of activity which will also have confirmed leaks listed and this list will be turned in weekly (in Excel format). The list will also be included with the final report that will include the following; 1. Mechanical deficiencies discovered 2. Mapping errors on the water atlas 3. Type of monitored appurtenances 4. Location of same for leaks discovered 5. Total estimated loss Effective communication… accurate documentation… Insuring the success for the leak survey Exhibit A Page 10 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 6 S Prepare the final report at the completion of the project which will include all leak location reports with drawings, total of estimated water loss, total pipe distance investigated, a description of the area surveyed, and other problems found in the system during the course of the survey that need the attention of the Water Utility. The leak summary will list leak types such as main leaks, service line leaks, valve leaks, or hydrant leaks. A cost benefit analysis of the survey based on the “cost to produce” water will also be included that describes the financial impact to the Utility for water loss. Recommendations for system maintenance will be a part of this report based on field observations made during the survey. This final report shall be made available for submission to the Utility within thirty (30) working days of the completion of the fieldwork. Assumptions & Services Provided by the Utility S The Utility will furnish all maps in an electronic format or paper atlases (two copies), and records necessary to properly conduct the survey. S The Utility will assist as necessary to clean out service valves, meter pits and valve-boxes needed for listening. S The Utility will provide a Primary Contact Person and/or secondary contact person for the Field Staff to report to on a periodic basis. This person shall act as the official liaison for the duration of the Leak Survey. This person shall have a working knowledge of the water system and will be helpful in attempting to locate particularly hard-to-find water valves for listening and for general information about the water system. This person will not need to assist the Project Team on a full time basis, but only on an “as needed” basis. S The Utility will assist, if needed, to help gain entry into sites that may be difficult to get into due to security issues or other concerns. S The Utility will assist, if needed, to locate all nonmetallic pipe within the service area. This would include all Concrete Cylinder pipe, Asbestos Cement Pipe, PVC pipe and HDPE pipe. S We will encourage the immediate digging of major leaks (main breaks) so that if there are problems with the leak location, the problems can be corrected while the Project Team is close by and can verify the site. Exhibit A Page 11 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 7 PROJECT SAFETY PLAN M.E. Simpson Co., Inc.’s Safety Programs cover all aspects of the work performed by M.E. Simpson Co., Inc. We take great pride in our safety plan/policy/program and that is evident in our EMR scores over the last five years. The safety of our employees, the utilities employees and that of the general public is our #1 priority. Our Safety Plan/Policy/Program, with all of its parts, is 60 pages in length. In an effort to be more efficient and less wasteful we do not print copies of the safety program for RFPs. There is nothing secretive or proprietary contained within our plan/policy/program and we are happy to share its contents. If you would like a PDF copy of our plan/policy/program please contact Terrence Williams, Operations Manager, at 800.255.1521 and a copy of our program will be sent via email to you. Below is an overview of our plan/policy/program: Safety is a major part of any project. M.E. Simpson Co., Inc. always provides a safe work environment for its employees. Our staff is trained in General Industry OSHA rules, Confined Space Entry & Self-Rescue, First Responder First Aid, CPR, and Traffic Control. While in the field on your project, M.E. Simpson Co., Inc. and its employees will follow all of the necessary safety procedures to protect themselves, your staff and the general public. M.E. Simpson Co., Inc. uses Two-Man Teams for Safety and Quality Assurance. The use of a “one-person” leak detection team is dangerous and impractical where water mains run under roadways. It would be a dangerous precedent to allow a “one-person” team to access main line valves located in the roadway, attempt to listen to the valve with headphones on, and at the same time try to control traffic flow at that person’s location in the street. Therefore M.E. Simpson Co., Inc. adheres to the following: S The Project Manager and the Field Manager will be trained in accordance with OSHA Standard 1910 (General Industry) and be in possession of an OSHA 10 Hour or 30 Hour Card. S Any listening points located in a "confined space" such as pit and vault installations that require entry will be treated in accordance with the safety rules regarding Confined Space Entry, designated by the Utility, The Department of Labor and OSHA. o All personnel are trained and certified in Confined Space Entry & Self-Rescue. S We will follow all safety rules regarding First Responder First Aid & CPR, designated by the Utility, The Department of Labor and OSHA. o All personnel are trained and certified in First Responder First Aid & CPR. S We will follow all traffic safety rules, designated by the Utility, The Department of Labor, OSHA, and the Illinois Department of Transportation (per MUTCD). o All personnel are trained and certified, by the AMERICAN TRAFFIC SAFETY SERVICES ASSOCIATION (ATSSA) in Traffic Control and Safety. Current documentations of safety training and certifications can be provided for all project personnel for the Utility. These certifications are current and up to date (for 2022) for all project personnel. Exhibit A Page 12 of 13 M.E. Simpson Co., Inc. | Water Distribution System Leak Detection Program Page 8 INVESTMENT A commitment to improving and maximizing the City of Des Plaines’ water distribution system for future generations. M.E. Simpson Co., Inc. is pleased to present our “Proposal” for a Water Distribution System Leak Detection program for the City of Des Plaines, Illinois. M.E. Simpson Co., Inc. will perform our leak detection services on approximately 232 miles of watermain within the City of Des Plaines’ water distribution system. The survey will be completed by listening on the accessible main line valves, fire hydrants and as needed services by one of our two-man teams with all necessary equipment furnished by M.E. Simpson Co., Inc. as described within this document. The project will also include complete reporting of all issues found, with a final comprehensive report. 2023 Leak Survey Water Distribution System Leak Survey Program Field Services Per mile fee $235.00 (approx. 232 miles) $54,520.00 Other Water Distribution System Leak Survey Program Field Services Per mile Fee of $235.00. (approx. 15 miles) $3,525.00 Water Distribution System Leak Survey Program Administrative Services Hourly Fee of $90.00 per hour not to exceed (6) hours $540.00 Task Order Not to Exceed Total Cost $58,585.00 We thank you for this opportunity to acquaint you with our Water Distribution System Leak Detection services and offer this proposal. If you have further inquiries or you wish to discuss our service in more detail, do not hesitate to call us. Exhibit A Page 13 of 13 PUBLIC WORKS AND ENGINEERING DEPARTMENT 1111 Joseph J. Schwab Road Des Plaines, IL 60016 P: 847.391.5464 desplaines.org Date: March 9, 2023 To: Michael G. Bartholomew, MCP, LEED-AP, City Manager From: Robert Greenfield, Superintendent of Utility Services Cc: Timothy P. Oakley, P.E., CFM, Director of Public Works and Engineering Timothy Watkins, Assistant Director of Public Works and Engineering Subject: Award Bid – Dulles Water Tank Painting Issue: The 2023 budget includes $2,059,000 in funding for the repainting of the Dulles Water Tank. Three bids were received and opened by the City Clerk’s office on February 28, 2023. Analysis: The plans and specifications completed by Dixon Engineering includes exterior repairs to the water tank risers, ladders, platforms, roof vents, and cathodic covers followed by a complete cleaning and application of a three-coat epoxy urethane coating system. The bids submitted are listed below: Company Total Amount Era Valdivia $1,778,000.00 Neumann Co. $2,698,100.00 Tecorp, Inc. $2,851,000.00 Recommendation: We recommend the City Council award the Dulles Water Tank Painting to Era Valdivia Contractors, Inc., 11909 S Ave. O, Chicago, IL 60617, in the low bid amount of $1,778,000.00. Funding source for this project will be Capital Improvement Projects, Water/Sewer (500-00-580-0000.8100). Attachments: Attachment 1 – Dixon Engineering Recommendation Resolution R-63-23 Exhibit A – Contract MEMORANDUM Page 1 of 41 CONSENT AGENDA #3. DIXON ENGINEERING & INSPECTION SERVICES FOR THE COATING INDUSTRY Members: Society of Protective Coatings • American Water Works Association Consulting Engineers Council March 3, 2023 Mr. Robert Greenfield City of Des Plaines 111 Joseph Schwab Road Des Plaines, IL 60016 Subject: 2,000,000 Gallon Hydropillar Dulles Tank Rehabilitation Recommendation Letter Dear Mr. Greenfield: Dixon Engineering, Inc. has reviewed the bids submitted for the rehabilitation and repainting of the City’s 2,000,000-gallon hydropillar (Dulles Tank). We recommend award to the low bidder, Era Valdivia Contractors, Inc. of Chicago, IL in the amount of $1,778,000. This includes all line items on the Schedule of Values including the alternate bid. There were three (3) bids received, the highest bid coming in at $2,851,000 and the lowest at $1,778,000. Era Valdivia Contractors, Inc. is a prequalified painting contractor with Dixon Engineering for this Scope of Work. If you have any questions regarding our recommendation, please contact Todd Schaefer at (630) 376-8322. FOR DIXON ENGINEERING, INC. Todd Schaefer Project Manager Attachment 1 Page 2 of 41 1 CITY OF DES PLAINES RESOLUTION R - 63 - 23 A RESOLUTION APPROVING AN AGREEMENT WITH ERA VALDIVIA CONTRACORS, INC., FOR THE PAINTING OF THE DULLES WATER TANK. WHEREAS, Article VII, Section 10 of the 1970 Illinois Constitution authorizes the City to contract with individuals, associations, and corporations in any manner not prohibited by law or ordinance; and WHEREAS, the City has appropriated funds in the Capital Improvement Projects Fund for use by the Department of Public Works and Engineering during the 2023 fiscal year for the painting of the Dulles Water Tank ("Work"); and WHEREAS, pursuant to Chapter 10 of Title 1 of the City of Des Plaines City Code and the City’s purchasing policy, City staff invited bids for the completion of the Work; and WHEREAS, the City received three bids, which were opened on February 28, 2023; and WHEREAS, Era Valdivia Contractors, Inc., ("Contractor") submitted the lowest responsible bid in the amount of $1,778,000; and WHEREAS, the City desires to enter into an agreement with the Contractor for the performance of the Work in the not-to-exceed amount of $1,778,000 ("Agreement"); and WHEREAS, the City Council has determined that it is in the best interest of the City to enter into the Agreement with Contractor; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Des Plaines, Cook County, Illinois, in the exercise of its home rule powers, as follows: SECTION 1: RECITALS. The foregoing recitals are incorporated into, and made a part of, this Resolution as findings of the City Council. SECTION 2: APPROVAL OF AGREEMENT. The City Council hereby approves the Agreement in substantially the form attached to this Resolution as Exhibit A, and in a final form to be approved by the General Counsel. SECTION 3: AUTHORIZATION TO EXECUTE AGREEMENT. The City Council authorizes and directs the City Manager and the City Clerk to execute and seal, on behalf of the City, the final Agreement. SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect from and after its passage and approval according to law. [SIGNATURE PAGE FOLLOWS] Page 3 of 41 2 PASSED this ____ day of __________________, 2023. APPROVED this _____ day of ______________, 2023. VOTE: AYES _____ NAYS _____ ABSENT _____ MAYOR ATTEST: Approved as to form: CITY CLERK Peter M. Friedman, General Counsel DP-Resolution Approving Agreement with Era Valdivia Contractors for Painting of the Dulles Water Tank Page 4 of 41 CITY OF DES PLAINES CONTRACT FOR THE CONSTRUCTION OF THE DULLES WATER TANK PAINTING Exhibit A Page 5 of 41 -i- CITY OF DES PLAINES CONTRACT FOR THE CONSTRUCTION OF THE DULLES WATER TANK PAINTING TABLE OF CONTENTS Page ARTICLE I The Work ................................................................................................... 1 1.1 Performance of the Work ............................................................................ 1 1.2 Commencement and Completion Dates ...................................................... 2 1.3 Required Submittals .................................................................................... 2 1.4 Review and Interpretation of Contract Provisions ...................................... 3 1.5 Conditions at the Work Site; Record Drawings .......................................... 3 1.6 Technical Ability to Perform ....................................................................... 4 1.7 Financial Ability to Perform ........................................................................ 4 1.8 Time ............................................................................................................. 4 1.9 Safety at the Work Site ................................................................................ 5 1.10 Cleanliness of the Work Site and Environs ................................................. 5 1.11 Damage to the Work, the Work Site, and Other Property ........................... 5 1.12 Subcontractors and Suppliers ...................................................................... 6 1.13 Simultaneous Work By Others .................................................................... 6 1.14 Occupancy Prior to Final Payment .............................................................. 6 1.15 Owner’s Right to Terminate or Suspend Work for Convenience ............... 6 ARTICLE II Changes And Delays .................................................................................. 7 2.1 Changes ....................................................................................................... 7 2.2 Delays .......................................................................................................... 7 ARTICLE III Contractor’s Responsibility For Defective Work ................................... 8 3.1 Inspection; Testing; Correction of Defects .................................................. 8 3.2 Warranty of Work ........................................................................................ 8 3.3 Owner’s Right to Correct ............................................................................ 9 ARTICLE IV Financial Assurances ................................................................................. 9 4.1 Bonds ........................................................................................................... 9 4.2 Insurance ...................................................................................................... 9 4.3 Indemnification .......................................................................................... 10 ARTICLE V Payment .................................................................................................... 10 5.1 Contract Price ............................................................................................ 10 Exhibit A Page 6 of 41 -ii- 5.2 Taxes and Benefits .................................................................................... 10 5.3 Progress Payments ..................................................................................... 10 5.4 Final Acceptance and Final Payment ........................................................ 11 5.5 Liens .......................................................................................................... 11 5.6 Deductions ................................................................................................. 12 ARTICLE VI Disputes And Remedies ........................................................................... 13 6.1 Dispute Resolution Procedure ................................................................... 13 6.2 Contractor’s Remedies .............................................................................. 13 6.3 Owner’s Remedies ..................................................................................... 13 6.4 Owner’s Special Remedy for Delay .......................................................... 15 6.5 Terminations and Suspensions Deemed for Convenience ........................ 15 ARTICLE VII Legal Relationships And Requirements ................................................ 15 7.1 Binding Effect ........................................................................................... 15 7.2 Relationship of the Parties ......................................................................... 15 7.3 No Collusion/Prohibited Interests ............................................................. 15 7.4 Assignment ................................................................................................ 16 7.5 Confidential Information ........................................................................... 16 7.6 No Waiver ................................................................................................. 16 7.7 No Third Party Beneficiaries ..................................................................... 17 7.8 Notices ....................................................................................................... 17 7.9 Governing Laws ........................................................................................ 17 7.10 Changes in Laws ........................................................................................ 18 7.11 Compliance with Laws .............................................................................. 18 7.12 Compliance with Patents ........................................................................... 19 7.13 Time ........................................................................................................... 19 7.14 Severability ................................................................................................ 20 7.15 Entire Agreement ....................................................................................... 20 7.16 Amendments .............................................................................................. 20 Contractor’s Certification Attachment A: Attachment B: Attachment C: Attachment D: Supplemental Schedule of Contract Terms Specifications List of Drawings Special Project Requirements Exhibit A Page 7 of 41 -1- CITY OF DES PLAINES CONTRACT FOR THE CONSTRUCTION OF THE DULLES WATER TANK PAINTING In cons ideration of the mutual promises set forth below, the City of Des Plaines, 1420 Miner Street / Northwest Highway, Des Plaines, Illinois 60016, an Illinois municipal corporation (“Owner”), and Era Valdivia Contractors, Inc., a Painting Contractor (“Contractor”), make this Contract as of March 20, 2023, (the “Effective Date”) and hereby agree as follows: ARTICLE I: THE WORK 1.1 Performance of the Work Contractor, at its sole cost and expense, must provide, perform, and complete all of the following, all of which is herein referred to as the “Work”: 1.Labor, Equipment, Materials, and Supplies. Provide, perform, and complete, in the manner described and specified in this Contract, all necessary work, labor, services, transportation, equipment, materials, apparatus, machinery, tools, fuels, gas, electric, water, waste disposal, information, data, and other means and items necessary to accomplish the Project at the Work Site, both as defined in Attachment A, in accordance with the specifications attached hereto as Attachment B, the drawings identified in the list attached hereto as Attachment C, and the Special Project Requirements attached hereto as Attachment D. 2.Permits. Except as otherwise provided in Attachment A, procure and furnish all permits, licenses, and other governmental approvals and authorizations necessary in connection therewith. 3.Bonds and Insurance. Procure and furnish all Bonds and all certificates and policies of insurance specified in this Contract. 4.Taxes. Pay all applicable federal, state, and local taxes. 5.Miscellaneous. Do all other things required of Contractor by this Contract, including without limitation arranging for utility and other services needed for the Work and for testing, including the installation of temporary utility lines, wiring, switches, fixtures, hoses, connections, and meters, and providing sufficient sanitary conveniences and shelters to accommodate all workers and all personnel of Owner engaged in the Work. Exhibit A Page 8 of 41 CONTRACT -2- 6.Quality. Provide, perform, and complete all of the foregoing in a proper and workmanlike manner, consistent with the highest standards of professional and construction practices and in full compliance with, and as required by or pursuant to, this Contract, and with the greatest economy, efficiency, and expedition consistent therewith, with only new, undamaged and first quality equipment, materials, and supplies. 1.2 Commencement and Completion Dates Contractor must commence the Work not later than the “Commencement Date” set forth on Attachment A and must diligently and continuously prosecute the Work at such a rate as will allow the Work to be fully provided, performed, and completed in full compliance with this Contract not later than the “Completion Date” set forth in Attachment A. The time of commencement, rate of progress, and time of completion are referred to in this Contract as the “Contract Time.” 1.3 Required Submittals A.Submittals Required. Contractor must submit to Owner all documents, data, and information specifically required to be submitted by Contractor under this Contract and must, in addition, submit to Owner all such drawings, specifications, descriptive information, and engineering documents, data, and information as may be required, or as may be requested by Owner, to show the details of the Work, including a complete description of all equipment, materials, and supplies to be provided under this Contract (“Required Submittals”). Such details must include, but are not limited to, design data, structural and operating features, principal dimensions, space required or provided, clearances required or provided, type and brand of finish, and all similar matters, for all components of the Work. B.Number and Format. Contractor must provide one complete set for each Required Submittal. All Required Submittals, except drawings, must submitted electronically in PDF format. All drawings must be clearly marked in the lower right-hand corner with the names of Owner and Contractor. C.Time of Submission and Owner’s Review. All Required Submittals must be provided to Owner no later than the time, if any, specified in this Contract for their submission or, if no time for submission is specified, in sufficient time, in Owner’s sole opinion, to permit Owner to review the same prior to the commencement of the part of the Work to which they relate and prior to the purchase of any equipment, materials, or supplies that they describe. Owner will have the right to require such corrections as may be necessary to make such submittals conform to this Contract. All such submittals will, after final processing and review with no exception noted by Owner, become a part of this Contract. No Work related to any submittal may be performed by Contractor until Owner has completed review of such submittal with no exception noted. Owner’s review and stamping of any Required Submittal will be for the sole purpose of examining the general management, design, and details of the proposed Work, does not relieve Contractor of the entire Exhibit A Page 9 of 41 CONTRACT -3- responsibility for the performance of the Work in full compliance with, and as required by or pursuant to this Contract, and may not be regarded as any assumption of risk or liability by Owner. D.Responsibility for Delay. Contractor is responsible for any delay in the Work due to delay in providing Required Submittals conforming to this Contract. 1.4 Review and Interpretation of Contract Provisions Contractor represents and warrants that it has carefully reviewed this Contract, including all of its Attachments, and the drawings identified in Attachment C, all of which are by this reference incorporated into and made a part of this Contract. Contractor must, at no increase in the Contract Price, provide workmanship, equipment, materials, and supplies that fully conform to this Contract. Whenever any equipment, materials or supplies are specified or described in this Contract by using the name or other identifying feature of a proprietary product or the name or other identifying feature of a particular manufacturer or vendor, the specific item mentioned is understood as establishing the type, function and quality desired. Other manufacturers’ or vendors’ products may be accepted, provided that the products proposed are equivalent in substance and function to those named as determined by Owner in its sole and absolute discretion. Contractor must promptly notify Owner of any discrepancy, error, omission, ambiguity, or conflict among any of the provisions of this Contract before proceeding with any Work affected thereby. If Contractor fails to give such notice to Owner, then the subsequent decision of Owner as to which provision of this Contract governs is final, and any corrective work required does not entitle Contractor to any damages, to any compensation in excess of the Contract Price, or to any delay or extension of the Contract Time. When the equipment, materials, or supplies furnished by Contractor cannot be installed as specified in this Contract, Contractor must, without any increase in the Contract Price, make all modifications required to properly install the equipment, materials, or supplies. Any such modification is subject to the prior review and consent of Owner. 1.5 Conditions at the Work Site; Record Drawings Contractor represents and warrants that it has had a sufficient opportunity to conduct a thorough investigation of the Work Site and the surrounding area and has completed such investigation to its satisfaction. Contractor will have no claim for damages, for compensation in excess of the Contract Price, or for a delay or extension of the Contract Time based upon conditions found at, or in the vicinity of, the Work Site. When information pertaining to subsurface, underground or other concealed conditions, soils analysis, borings, test pits, utility locations or conditions, buried structures, condition of existing structures, and other investigations is or has been provided by Owner, or is or has been otherwise made available to Contractor by Owner, such information is or has been provided or made available solely for the convenience of Contractor and is not part of this Contract. Owner assumes no responsibility whatever in respect to the sufficiency or accuracy of such information, and Exhibit A Page 10 of 41 CONTRACT -4- there is no guaranty or warranty, either expressed or implied, that the conditions indicated are representative of those existing throughout the Work or the Work Site, or that the conditions indicated are representative of those existing at any particular location, or that the conditions indicated may not change, or that unanticipated conditions may not be present. Contractor is solely responsible for locating all existing underground installations by prospecting no later than two workdays prior to any scheduled excavation or trenching, whichever is earlier. Contractor must check all dimensions, elevations, and quantities indicated in this Contract within the same time period as set forth above for prospecting underground installations. Contractor must lay out the Work in accordance with this Contract and must establish and maintain such locations, lines and levels. Wherever pre-existing work is encountered, Contractor must verify and be responsible for dimensions and location of such pre-existing work. Contractor must notify Owner of any discrepancy between the dimensions, elevations and quantities indicated in this Contract and the conditions of the Work Site or any other errors, omissions or discrepancies which Contract may discover during such inspections. Full instructions will be furnished by Owner should such error, omission, or discrepancy be discovered, and Contractor must carry out such instructions as if originally specified and without any increase in Contract Price. Before Final Acceptance of the Work, Contractor must submit to Owner two sets of Drawings of Record, unless a greater number is specified elsewhere in this Contract, indicating al field deviations from Attachment B or the drawings identified in Attachment C. 1.6 Technical Ability to Perform Contractor represents and warrants that it is sufficiently experienced and competent, and has the necessary capital, facilities, plant, organization, and staff, to provide, perform and complete the Work in full compliance with, and as required by or pursuant to, this Contract. 1.7 Financial Ability to Perform Contractor represents and warrants that it is financially solvent, and Contractor has the financial resources necessary to provide, perform and complete the Work in full compliance with, and as required by or pursuant to, this Contract. 1.8 Time Contractor represents and warrants that it is ready, willing, able and prepared to begin the Work on the Commencement Date and that the Contract Time is sufficient time to permit completion of the Work in full compliance with, and as required by or pursuant to, this Contract for the Contract Price, all with due regard to all natural and man-made conditions that may affect the Work or the Work Site and all difficulties, hindrances, and delays that may be incident to the Work. Exhibit A Page 11 of 41 CONTRACT -5- 1.9 Safety at the Work Site Contractor is solely and completely responsible for providing and maintaining safe conditions at the Work Site, including the safety of all persons and property during performance of the Work. This requirement applies continuously and is not limited to normal working hours. Contractor must take all safety precautions as necessary to comply with all applicable laws and to prevent injury to persons and damage to property. Contractor must conduct all of its operations without interruption or interference with vehicular and pedestrian traffic on public and private rights-of-way, unless it has obtained permits therefor from the proper authorities. If any public or private right-of-way are rendered unsafe by Contractor’s operations, Contractor must make such repairs or provide such temporary ways or guards as are acceptable to the proper authorities. 1.10 Cleanliness of the Work Site and Environs Contractor must keep the Work Site and adjacent areas clean at all times during performance of the Work and must, upon completion of the Work, leave the Work Site and adjacent areas in a clean and orderly condition. 1.11 Damage to the Work, the Work Site, and Other Property The Work and everything pertaining thereto is provided, performed, completed, and maintained at the sole risk and cost of Contractor from the Commencement Date until Final Payment. Contractor is fully responsible for the protection of all public and private property and all persons. Without limiting the foregoing, Contractor must, at its own cost and expense, provide all permanent and temporary shoring, anchoring and bracing required by the nature of the Work in order to make all parts absolutely stable and rigid, even when such shoring, anchoring and bracing is not explicitly specified, and support and protect all buildings, bridges, roadways, conduits, wires, water pipes, gas pipes, sewers, pavements, curbs, sidewalks, fixtures and landscaping of all kinds and all other public or private property that may be encountered or endangered in providing, performing and completing the Work. Contractor will have no claim against Owner because of any damage or loss to the Work or to Contractor’s equipment, materials, or supplies from any cause whatsoever, including damage or loss due to simultaneous work by others. Contractor must, promptly and without charge to Owner, repair or replace, to the satisfaction of Owner, any damage done to, and any loss suffered by, the Work and any damage done to, and any loss suffered by, the Work Site or other property as a result of the Work. Notwithstanding any other provision of this Contract, Contractor’s obligations under this Section exist without regard to, and may not be construed to be waived by, the availability or unavailability of any insurance, either of Owner or Contractor, to indemnify, hold harmless, or reimburse Contractor for the cost of any repair or replacement work required by this Section. Exhibit A Page 12 of 41 CONTRACT -6- 1.12 Subcontractors and Suppliers A.Approval and Use of Subcontractors and Suppliers. Contractor must perform the Work with its own personnel and under the management, supervision, and control of its own organization unless otherwise approved by Owner in writing. All subcontractors, suppliers, and subcontracts used by Contractor must be acceptable to, and approved in advance by, Owner. Owner’s approval of any subcontractor, supplier, and subcontract does not relieve Contractor of full responsibility and liability for the provision, performance, and completion of the Work in full compliance with, and as required by or pursuant to, this Contract. All Work performed under any subcontract is subject to all of the provisions of this Contract in the same manner as if performed by employees of Contractor. Every reference in this Contract to “Contractor” is deemed also to refer to all subcontractors and suppliers of Contractor. Every subcontract must include a provision binding the subcontractor or supplier to all provisions of this Contract. B.Removal of Subcontractors and Suppliers. If any subcontractor or supplier fails to perform the part of the Work undertaken by it in a manner satisfactory to Owner, Contractor must immediately upon notice from Owner terminate such subcontractor or supplier. Contractor will have no claim for damages, for compensation in excess of the Contract Price, or for a delay or extension of the Contract Time as a result of any such termination. 1.13 Simultaneous Work By Others Owner has the right to perform or have performed such other work as Owner may desire in, about, or near the Work Site during the performance of the Work by Contractor. Contractor must make every reasonable effort to perform the Work in such manner as to enable both the Work and such other work to be completed without hindrance or interference from each other. Contractor must afford Owner and other contractors’ reasonable opportunity for the execution of such other work and must properly coordinate the Work with such other work. 1.14 Occupancy Prior to Final Payment Owner will have the right, at its election, to occupy, use, or place in service any part of the Work prior to Final Payment. Such occupancy, use, or placement in service must be conducted in such manner as not to damage any of the Work or to unreasonably interfere with the progress of the Work. No such occupancy, use, or placement in service may be construed as an acceptance of any of the Work or a release or satisfaction of Contractor’s duty to insure and protect the Work, nor may it, unless conducted in an unreasonable manner, be considered as an interference with Contractor’s provision, performance, or completion of the Work. 1.15 Owner’s Right to Terminate or Suspend Work for Convenience A.Termination or Suspension for Convenience. Owner has the right, for its convenience, to terminate or suspend the Work in whole or in part at any time by written Exhibit A Page 13 of 41 CONTRACT -7- notice to Contractor. Every such notice must state the extent and effective date of such termination or suspension. On such effective date, Contractor must, as and to the extent directed, stop Work under this Contract, cease all placement of further orders or subcontracts, terminate or suspend Work under existing orders and subcontracts, cancel any outstanding orders or subcontracts that may be cancelled, and take any action necessary to protect any property in its possession in which Owner has or may acquire any interest and to dispose of such property in such manner as may be directed by Owner. B.Payment for Completed Work. In the event of any termination pursuant to Subsection 1.15A above, Owner must pay Contractor (1) such direct costs, excluding overhead, as Contractor has paid or incurred for all Work done in compliance with, and as required by or pursuant to, this Contract up to the effective date of termination together with ten percent of such costs for overhead and profit; and (2) such other costs pertaining to the Work, exclusive of overhead and profit, as Contractor may have reasonably and necessarily incurred as the result of such termination. Any such payment may be offset by any prior payment or payments and is subject to Owner’s rights to withhold and deduct as provided in this Contract. ARTICLE II: CHANGES AND DELAYS 2.1 Changes Owner has the right, by written order executed by Owner, to make changes in the Contract, the Work, the Work Site, and the Contract Time (“Change Order”). If any Change Order causes an increase or decrease in the amount of the Work, an equitable adjustment in the Contract Price or Contract Time may be made. All claims by Contractor for an equitable adjustment in either the Contract Price or the Contract Time must be made within two business days following receipt of such Change Order, and may, if not made prior to such time, be conclusively deemed to have been waived. No decrease in the amount of the Work caused by any Change Order will entitle Contractor to make any claim for damages, anticipated profits, or other compensation. 2.2 Delays A.Extensions for Unavoidable Delays. For any delay that may result from causes that could not be avoided or controlled by Contractor, Contractor must, upon timely written application, be entitled to issuance of a Change Order providing for an extension of the Contract Time for a period of time equal to the delay resulting from such unavoidable cause. No extension of the Contract Time will be allowed for any other delay in completion of the Work. B.No Compensation for Delays. No payment, compensation, damages, or adjustment of any kind, other than the extension of the Contract Time provided in Subsection 2.2A above, may be made to, or claimed by, Contractor because of hindrances or delays from any cause in the commencement, prosecution, or completion of the Work, whether caused by Owner or any other party and whether avoidable or unavoidable. Exhibit A Page 14 of 41 CONTRACT -8- ARTICLE III: CONTRACTOR’S RESPONSIBILITY FOR DEFECTIVE WORK 3.1 Inspection; Testing; Correction of Defects A.Inspection. Until Final Payment, all parts of the Work are subject to inspection and testing by Owner or its designated representatives. Contractor must furnish, at its own expense, all reasonable access, assistance, and facilities required by Owner for such inspection and testing. B.Re-Inspection. Re-inspection and re-testing of any Work may be ordered by Owner at any time, and, if so ordered, any covered or closed Work must be uncovered or opened by Contractor. If the Work is found to be in full compliance with this Contract, then Owner must pay the cost of uncovering, opening, re-inspecting, or re-testing, as the case may be. If such Work is not in full compliance with this Contract, then Contractor must pay such cost. C.Correction. Until Final Payment, Contractor must, promptly and without charge, repair, correct, or replace all or any part of the Work that is defective, damaged, flawed, or unsuitable or that in any way fails to conform strictly to the requirements of this Contract. 3.2 Warranty of Work A.Scope of Warranty. Contractor warrants that the Work and all of its components will be free from defects and flaws in design, workmanship, and materials; must strictly conform to the requirements of this Contract; and will be fit, sufficient, and suitable for the purposes expressed in, or reasonably inferred from, this Contract. The warranty herein expressed is in addition to any other warranties expressed in this Contract, or expressed or implied by law, which are hereby reserved unto Owner. B.Repairs; Extension of Warranty. Contractor, promptly and without charge, must correct any failure to fulfill the above warranty that may be discovered or develop at any time within one year after Final Payment or such longer period as may be prescribed in Attachment B or Attachment D to this Contract or by law. The above warranty may be extended automatically to cover all repaired and replacement parts and labor provided or performed under such warranty and Contractor’s obligation to correct Work may be extended for a period of one year from the date of such repair or replacement. The time period established in this Subsection 3.2B relates only to the specific obligation of Contractor to correct Work and may not be construed to establish a period of limitation with respect to other obligations that Contractor has under this Contract. C.Subcontractor and Supplier Warranties. Whenever Attachment B or Attachment D requires a subcontractor or supplier to provide a guaranty or warranty, Contractor is solely responsible for obtaining said guaranty or warranty in form satisfactory to Exhibit A Page 15 of 41 CONTRACT -9- Owner and assigning said warranty or guaranty to Owner. Acceptance of any assigned warranties or guaranties by Owner is a precondition to Final Payment and does not relieve Contractor of any of its guaranty or warranty obligations under this Contract. 3.3 Owner’s Right to Correct If, within two business days after Owner gives Contractor notice of any defect, damage, flaw, unsuitability, nonconformity, or failure to meet warranty subject to correction by Contractor pursuant to Section 3.1 or Section 3.2 of this Contract, Contractor neglects to make, or undertake with due diligence to make, the necessary corrections, then Owner is entitled to make, either with its own forces or with contract forces, the corrections and to recover from Contractor all resulting costs, expenses, losses, or damages, including attorneys’ fees and administrative expenses. ARTICLE IV: FINANCIAL ASSURANCES 4.1 Bonds Contemporaneous with Contractor’s execution of this Contract, Contractor must provide a Performance Bond and a Labor and Material Payment Bond, on forms provided by, or otherwise acceptable to, Owner, from a surety company licensed to do business in the State of Illinois with a general rating of A and a financial size category of Class X or better in Best’s Insurance Guide, each in the penal sum of the Contract Price (“Bonds”). Contractor, at all times while providing, performing, or completing the Work, including, without limitation, at all times while correcting any failure to meet warranty pursuant to Section 3.2 of this Contract, must maintain and keep in force, at Contractor’s expense, the Bonds required hereunder. 4.2 Insurance Contemporaneous with Contractor’s execution of this Contract, Contractor must provide certificates and policies of insurance evidencing the minimum insurance coverages and limits set forth in Attachment A. For good cause shown, Owner may extend the time for submission of the required policies of insurance upon such terms, and with such assurances of complete and prompt performance, as Owner may impose in the exercise of its sole discretion. Such policies must be in a form, and from companies, acceptable to Owner. Such insurance must provide that no change, modification in, or cancellation of any insurance becomes effective until the expiration of 30 days after written notice thereof has have been given by the insurance company to Owner. Contractor must, at all times while providing, performing, or completing the Work, including, without limitation, at all times while correcting any failure to meet warranty pursuant to Section 3.2 of this Contract, maintain and keep in force, at Contractor’s expense, the minimum insurance coverages and limits set forth in Attachment A. Exhibit A Page 16 of 41 CONTRACT -10- 4.3 Indemnification Contractor hereby agrees to and will indemnify, save harmless, and defend Owner and all of it elected officials, officers, employees, attorneys, agents, and representatives against any and all lawsuits, claims, demands, damages, liabilities, losses, and expenses, including attorneys’ fees and administrative expenses, that may arise, or be alleged to have arisen, out of or in connection with Contractor’s performance of, or failure to perform, the Work or any part thereof, whether or not due or claimed to be due in whole or in part to the active, passive, or concurrent negligence or fault of Contractor, except to the extent caused solely by the negligence of Owner. ARTICLE V: PAYMENT 5.1 Contract Price Owner must pay to Contractor, in accordance with and subject to the terms and conditions set forth in this Article V and Attachment A, and Contractor must accept in full satisfaction for providing, performing, and completing the Work, the amount or amounts set forth in Attachment A (the “Contract Price”), subject to any additions, deductions, or withholdings provided for in this Contract. 5.2 Taxes and Benefits Owner is exempt from and will not be responsible to pay, or reimburse Contractor for, any state or local sales, use, or excise taxes. The Contract Price includes all other applicable federal, state, and local taxes of every kind and nature applicable to the Work as well as all taxes, contributions, and premiums for unemployment insurance, old age or retirement benefits, pensions, annuities, or other similar benefits. All claim or right to claim additional compensation by reason of the payment of any such tax, contribution, or premium is hereby waived and released by Contractor. 5.3 Progress Payments A.Payment in Installments. The Contract Price must be paid in monthly installments in the manner set forth in Attachment A (“Progress Payments”). B.Pay Requests. Contractor must, as a condition precedent to its right to receive each Progress Payment, submit to Owner a pay request in the form provided by Owner (“Pay Request”). The first Pay Request must be submitted not sooner than 30 days following commencement of the Work. Owner may, by written notice to Contractor, designate a specific day of each month on or before which Pay Requests must be submitted. Each Pay Request must include (a) Contractor’s certification of the value of, and partial or final waivers of lien covering, all Work for which payment is then requested and (b) Contractor’s certification that all prior Progress Payments have been properly applied to the payment or reimbursement of the costs with respect to which they were paid. Exhibit A Page 17 of 41 CONTRACT -11- C.Work Entire. This Contract and the Work are entire and the Work as a whole is of the essence of this Contract. Notwithstanding any other provision of this Contract, each and every part of this Contract and of the Work are interdependent and common to one another and to Owner’s obligation to pay all or any part of the Contract Price or any other consideration for the Work. Any and all Progress Payments made pursuant to this Article are provided merely for the convenience of Contractor and for no other purpose. 5.4 Final Acceptance and Final Payment A.Notice of Completion. When the Work has been completed and is ready in all respects for acceptance by Owner, Contractor must notify Owner and request a final inspection (“Notice of Completion”). Contractor’s Notice of Completion must be given sufficiently in advance of the Completion Date to allow for scheduling of the final inspection and for completion or correction before the Completion Date of any items identified by such inspection as being defective, damaged, flawed, unsuitable, nonconforming, incomplete, or otherwise not in full compliance with, or as required by or pursuant to, this Contract (“Punch List Work”). B.Punch List and Final Acceptance. The Work may be finally accepted when, and only when, the whole and all parts thereof have been completed to the satisfaction of Owner in full compliance with, and as required by or pursuant to, this Contract. Upon receipt of Contractor’s Notice of Completion, Owner must make a review of the Work and notify Contractor in writing of all Punch List Work, if any, to be completed or corrected. Following Contractor’s completion or correction of all Punch List Work, Owner must make another review of the Work and prepare and deliver to Contractor either a written notice of additional Punch List Work to be completed or corrected or a written notice of final acceptance of the Work (“Final Acceptance”). C.Final Payment. As soon as practicable after Final Acceptance, Contractor must submit to Owner a properly completed final Pay Request in the form provided by Owner (“Final Pay Request”). Owner must pay to Contractor the balance of the Contract Price, after deducting therefrom all charges against Contractor as provided for in this Contract (“Final Payment”). Final Payment must be made not later than 60 days after Owner approves the Final Pay Request. The acceptance by Contractor of Final Payment will operate as a full and complete release of Owner of and from any and all lawsuits, claims, demands, damages, liabilities, losses, and expenses of, by, or to Contractor for anything done, furnished for, arising out of, relating to, or in connection with the Work or for or on account of any act or neglect of Owner arising out of, relating to, or in connection with the Work. 5.5 Liens A.Title. Nothing in this Contract may be construed as vesting in Contractor any right of property in any equipment, materials, supplies, and other items provided under this Contract after they have been installed in, incorporated into, attached to, or affixed to, the Work or the Work Site. All such equipment, materials, supplies, and other items will, upon being so installed, incorporated, attached or affixed, become the property of Owner, but such Exhibit A Page 18 of 41 CONTRACT -12- title will not release Contractor from its duty to insure and protect the Work in accordance with the requirements of this Contract. B.Waivers of Lien. Contractor must, from time to time at Owner’s request and in any event prior to Final Payment, furnish to Owner such receipts, releases, affidavits, certificates, and other evidence as may be necessary to establish, to the reasonable satisfaction of Owner, that no lien against the Work or the public funds held by Owner exists in favor of any person whatsoever for or by reason of any equipment, material, supplies, or other item furnished, labor performed, or other thing done in connection with the Work or this Contract (“Lien”) and that no right to file any Lien exists in favor of any person whatsoever. C.Removal of Liens. If at any time any notice of any Lien is filed, then Contractor must, promptly and without charge, discharge, remove, or otherwise dispose of such Lien. Until such discharge, removal, or disposition, Owner will have the right to retain from any money payable hereunder an amount that Owner, in its sole judgment, deems necessary to satisfy such Lien and to pay the costs and expenses, including attorneys’ fees and administrative expenses, of any actions brought in connection therewith or by reason thereof. D.Protection of Owner Only. This Section does not operate to relieve Contractor’s surety or sureties from any of their obligations under the Bonds, nor may it be deemed to vest any right, interest, or entitlement in any subcontractor or supplier. Owner’s retention of funds pursuant to this Section is deemed solely for the protection of its own interests pending removal of such Liens by Contractor, and Owner will have no obligation to apply such funds to such removal but may, nevertheless, do so where Owner’s interests would thereby be served. 5.6 Deductions A.Owner’s Right to Withhold. Notwithstanding any other provision of this Contract and without prejudice to any of Owner’s other rights or remedies, Owner will have the right at any time or times, whether before or after approval of any Pay Request, to deduct and withhold from any Progress or Final Payment that may be or become due under this Contract such amount as may reasonably appear necessary to compensate Owner for any actual or prospective loss due to: (1) Work that is defective, damaged, flawed, unsuitable, nonconforming, or incomplete; (2) damage for which Contractor is liable under this Contract; (3)state or local sales, use, or excise taxes from which Owner is exempt; (4) Liens or claims of Lien regardless of merit; (5) claims of subcontractors, suppliers, or other persons regardless of merit; (6) delay in the progress or completion of the Work; (7) inability of Contractor to complete the Work; (8) failure of Contractor to properly complete or document any Pay Request; (9) any other failure of Contractor to perform any of its obligations under this Contract; or (10) the cost to Owner, including attorneys’ fees and administrative costs, of correcting any of the aforesaid matters or exercising any one or more of Owner’s remedies set forth in Section 6.3 of this Contract. B.Use of Withheld Funds. Owner is entitled to retain any and all amounts withheld pursuant to Subsection 5.6A above until Contractor has either performed the Exhibit A Page 19 of 41 CONTRACT -13- obligations in question or furnished security for such performance satisfactory to Owner. Owner is entitled to apply any money withheld or any other money due Contractor under this Contract to reimburse itself for any and all costs, expenses, losses, damages, liabilities, suits, judgments, awards, attorneys’ fees and administrative expenses incurred, suffered, or sustained by Owner and chargeable to Contractor under this Contract. ARTICLE VI: DISPUTES AND REMEDIES 6.1 Dispute Resolution Procedure A.Notice of Disputes and Objections. If Contractor disputes or objects to any requirement, direction, instruction, interpretation, determination, or decision of Owner, Contractor may notify Owner in writing of its dispute or objection and of the amount of any equitable adjustment to the Contract Price or Contract Time to which Contractor claims it will be entitled as a result thereof; provided, however, that Contractor must, nevertheless, proceed without delay to perform the Work as required, directed, instructed, interpreted, determined, or decided by Owner, without regard to such dispute or objection. Unless Contractor so notifies Owner within two business days after receipt of such requirement, direction, instruction, interpretation, determination, or decision, Contractor is conclusively deemed to have waived all such disputes or objections and all claims based thereon. B.Negotiation of Disputes and Objections. To avoid and settle without litigation any such dispute or objection, Owner and Contractor agree to engage in good faith negotiations. Within three business days after Owner’s receipt of Contractor’s written notice of dispute or objection, a conference between Owner and Contractor will be held to resolve the dispute. Within three business days after the end of the conference, Owner must render its final decision, in writing, to Contractor. If Contractor objects to the final decision of Owner, then it must, within three business days, give Owner notice thereof and, in such notice, must state its final demand for settlement of the dispute. Unless Contractor so notifies Owner, Contractor will be conclusively deemed (1) to have agreed to and accepted Owner’s final decision and (2) to have waived all claims based on such final decision. 6.2 Contractor’s Remedies If Owner fails or refuses to satisfy a final demand made by Contractor pursuant to Section 6.1 of this Contract, or to otherwise resolve the dispute which is the subject of such demand to the satisfaction of Contractor, within 10 days after receipt of such demand, then Contractor will be entitled to pursue such remedies, not inconsistent with the provisions of this Contract, as it may have in law or equity. 6.3 Owner’s Remedies If it should appear at any time prior to Final Payment that Contractor has failed or refused to prosecute, or has delayed in the prosecution of, the Work with diligence at a rate that assures completion of the Work in full compliance with the requirements of this Contract on or before the Completion Date, or has attempted to assign this Contract or Contractor’s Exhibit A Page 20 of 41 CONTRACT -14- rights under this Contract, either in whole or in part, or has falsely made any representation or warranty in this Contract, or has otherwise failed, refused, or delayed to perform or satisfy any other requirement of this Contract or has failed to pay its debts as they come due (“Event of Default”), and has failed to cure any such Event of Default within five business days after Contractor’s receipt of written notice of such Event of Default, then Owner will have the right, at its election and without prejudice to any other remedies provided by law or equity, to pursue any one or more of the following remedies: 1. Owner may require Contractor, within such reasonable time as may be fixed by Owner, to complete or correct all or any part of the Work that is defective, damaged, flawed, unsuitable, nonconforming, or incomplete; to remove from the Work Site any such Work; to accelerate all or any part of the Work; and to take any or all other action necessary to bring Contractor and the Work into strict compliance with this Contract. 2.Owner may perform or have performed all Work necessary for the accomplishment of the results stated in Paragraph 1 above and withhold or recover from Contractor all the cost and expense, including attorneys’ fees and administrative costs, incurred by Owner in connection therewith. 3.Owner may accept the defective, damaged, flawed, unsuitable, nonconforming, incomplete, or dilatory Work or part thereof and make an equitable reduction in the Contract Price. 4.Owner may terminate this Contract without liability for further payment of amounts due or to become due under this Contract. 5. Owner may, without terminating this Contract, terminate Contractor’s rights under this Contract and, for the purpose of completing or correcting the Work, evict Contractor and take possession of all equipment, materials, supplies, tools, appliances, plans, specifications, schedules, manuals, drawings, and other papers relating to the Work, whether at the Work Site or elsewhere, and either complete or correct the Work with its own forces or contracted forces, all at Contractor’s expense. 6.Upon any termination of this Contract or of Contractor’s rights under this Contract, and at Owner’s option exercised in writing, any or all subcontracts and supplier contracts of Contractor will be deemed to be assigned to Owner without any further action being required, but Owner may not thereby assume any obligation for payments due under such subcontracts and supplier contracts for any Work provided or performed prior to such assignment. 7. Owner may withhold from any Progress Payment or Final Payment, whether or not previously approved, or may recover from Contractor, any and all costs, including attorneys’ fees and administrative expenses, incurred by Owner as Exhibit A Page 21 of 41 CONTRACT -15- the result of any Event of Default or as a result of actions taken by Owner in response to any Event of Default. 8.Owner may recover any damages suffered by Owner. 6.4 Owner’s Additional Remedy for Delay If the Work is not completed by Contractor, in full compliance with, and as required by or pursuant to, this Contract, within the Contract Time as such time may be extended by Change Order, then Owner may invoke its remedies under Section 6.3 of this Contract or may, in the exercise of its sole and absolute discretion, permit Contractor to complete the Work but charge to Contractor, and deduct from any Progress or Final Payments, whether or not previously approved, administrative expenses and costs for each day completion of the Work is delayed beyond the Completion Date, computed on the basis of the “Per Diem Administrative Charge” set forth in Attachment A, as well as any additional damages caused by such delay. 6.5 Terminations and Suspensions Deemed for Convenience Any termination or suspension of Contractor’s rights under this Contract for an alleged default that is ultimately held unjustified will automatically be deemed to be a termination or suspension for the convenience of Owner under Section 1.15 of this Contract. ARTICLE VII: LEGAL RELATIONSHIPS AND REQUIREMENTS 7.1 Binding Effect This Contract is binding on Owner and Contractor and on their respective heirs, executors, administrators, personal representatives, and permitted successors and assigns. Every reference in this Contract to a party is deemed to be a reference to the authorized officers, employees, agents, and representatives of such party. 7.2 Relationship of the Parties Contractor will act as an independent contractor in providing and performing the Work. Nothing in, nor done pursuant to, this Contract may be construed (1) to create the relationship of principal and agent, partners, or joint venturers between Owner and Contractor or (2) except as provided in Paragraph 6.3(6) above, to create any relationship between Owner and any subcontractor or supplier of Contractor. 7.3 No Collusion/Prohibited Interests Contractor hereby represents that the only persons, firms, or corporations interested in this Contract as principals are those disclosed to Owner prior to the execution of this Contract, and that this Contract is made without collusion with any other person, firm, or corporation. Exhibit A Page 22 of 41 CONTRACT -16- If at any time it is found that Contractor has, in procuring this Contract, colluded with any other person, firm, or corporation, then Contractor will be liable to Owner for all loss or damage that Owner may suffer thereby, and this Contract will, at Owner’s option, be null and void. Contractor hereby represents ands warrants that neither Contractor nor any person affiliated with Contractor or that has an economic interest in Contractor or that has or will have an interest in the Work or will participate, in any manner whatsoever, in the Work is acting, directly or indirectly, for or on behalf of any person, group, entity or nation named by the United States Treasury Department as a Specially Designated National and Blocked Person, or for or on behalf of any person, group, entity or nation designated in Presidential Executive Order 13224 as a person who commits, threatens to commit, or supports terrorism, and neither Contractor nor any person affiliated with Contractor or that has an economic interest in Contractor or that has or will have an interest in the Work or will participate, in any manner whatsoever, in the Work is, directly or indirectly, engaged in, or facilitating, the Work on behalf of any such person, group, entity or nation. 7.4 Assignment Contractor may not (1) assign this Contract in whole or in part, (2) assign any of Contractor’s rights or obligations under this Contract, or (3) assign any payment due or to become due under this Contract without the prior express written approval of Owner, which approval may be withheld in the sole and unfettered discretion of Owner; provided, however, that Owner’s prior written approval will not be required for assignments of accounts, as defined in the Illinois Commercial Code, if to do so would violate Section 9-318 of the Illinois Commercial Code, 810 ILCS 5/9-318. Owner may assign this Contract, in whole or in part, or any or all of its rights or obligations under this Contract, without the consent of Contractor. 7.5 Confidential Information All information supplied by Owner to Contractor for or in connection with this Contract or the Work must be held confidential by Contractor and may not, without the prior express written consent of Owner, be used for any purpose other than performance of the Work. 7.6 No Waiver No examination, inspection, investigation, test, measurement, review, determination, decision, certificate, or approval by Owner, nor any order by Owner for the payment of money, nor any payment for, or use, occupancy, possession, or acceptance of, the whole or any part of the Work by Owner, nor any extension of time granted by Owner, nor any delay by Owner in exercising any right under this Contract, nor any other act or omission of Owner may constitute or be deemed to be an acceptance of any defective, damaged, flawed, unsuitable, nonconforming or incomplete Work, equipment, materials, or supplies, nor operate to waive or otherwise diminish the effect of any warranty or representation made by Exhibit A Page 23 of 41 CONTRACT -17- Contractor; or of any requirement or provision of this Contract; or of any remedy, power, or right of Owner. 7.7 No Third-Party Beneficiaries No claim as a third-party beneficiary under this Contract by any person, firm, or corporation other than Contractor may be made or be valid against Owner. 7.8 Notices All notices required or permitted to be given under this Contract must be in writing and are deemed received by the addressee thereof when delivered in person on a business day at the address set forth below or on the third business day after being deposited in any main or branch United States post office, for delivery at the address set forth below by properly addressed, postage prepaid, certified or registered mail, return receipt requested. Notices and communications to Owner must be addressed to, and delivered at, the following address: with a copy to: City of Des Plaines Elrod Friedman, LLP 1420 Miner Street 325 N. LaSalle Street, Suite 450 Des Plaines, Illinois 60016 Chicago, Illinois 60654 Attention: Rob Greenfield Attention: Peter Friedman Notices and communications to Contractor must be addressed to, and delivered at, the following address: Era Valdivia Contractors, Inc. _ 11909 S. Ave. O, Chicago, IL 600617 ___________________________________ The foregoing may not be deemed to preclude the use of other non-oral means of notification or to invalidate any notice properly given by any such other non-oral means. By notice complying with the requirements of this Section, Owner and Contractor each have the right to change the address or addressee or both for all future notices to it, but no notice of a change of address is effective until actually received. 7.9 Governing Laws This Contract and the rights of Owner and Contractor under this Contract will be interpreted according to the internal laws, but not the conflict of laws rules, of the State of Illinois. Exhibit A Page 24 of 41