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HomeMy WebLinkAboutRESOLUTION - 3-15 - 1/27/2015 - AGREEMENT ILLINOIS TOLLWAY AUTHORITYRESOLUTION NO. 3-15 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY AND THE VILLAGE OF ELK GROVE VILLAGE NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached document marked: INTERGOVERNMENTAL AGREEMENT BETWEEN THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY AND ELK GROVE VILLAGE a copy of which is attached hereto and made a part hereof as if fully set forth and the Village Clerk is authorized to attest said document upon the signature of the Mayor. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 6 NAYS: 0 ABSENT: 0 PASSED this 27th day of January 2015. APPROVED this 27th day of January 2015. APPROVED: Mayor Craig B. Johnson Village of Elk Grove Village ATTEST: Judith M. Keegan, Village Clerk Agreement) LTo I I Lively INTERGOVERNMENTAL AGREEMENT BETWEEN THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY AND ELK GROVE VILLAGE This INTERGOVERNMENTAL AGREEMENT (hereinafter referred to as the "AGREEMENT") is entered into this 27`x' day of January AD, 2015, by and between THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY, an instrumentality and administrative agency of the State of Illinois, hereinafter called the "ILLINOIS TOLLWAY", and ELK GROVE VILLAGE, a municipal corporation of the State of Illinois, hereinafter called the "VILLAGE", individually referred to as "PARTY", and collectively referred to as "PARTIES". WITNESSETH: WHEREAS, the ILLINOIS TOLLWAY in order to facilitate the free flow of traffic and ensure safety to the motoring public, intends to improve the Elgin O'Hare Expressway, extending the expressway from its eastern terminus at Rohlwing Road (Illinois Route 53) to O'Hare International Airport (ORD) to be known in its entirety as Illinois Route 390, and constructing the Western Access connecting the Jane Addams Memorial Tollway (1-90) with the Tri-State Tollway (1-294) (hereinafter sometimes referred to as the Elgin O'Hare Western Access "EOWA"), and included in multiple ILLINOIS TOLLWAY construction contract(s). The ILLINOIS TOLLWAY will implement, operate and maintain the mainline improvements as tolled facilities (hereinafter sometimes referred to as the "Toll Highway"); and WHEREAS, certain construction contracts occur within the VILLAGE J urisdictional limits, and this AGREEMENT includes the EOWA improvements that overlap with the VILLAGE'S programmed Surface Transportation Program (hereinafter called "STP") improvement along Lively Boulevard north of Thorndale Avenue. Additional construction contracts within the VILLAGE jurisdictional limits are part of or will be part of a future AGREEMENT(s) between the VILLAGE and the ILLINOIS TOLLWAY; and WHEREAS, the ILLINOIS TOLLWAY, as part of the EOWA is constructing Contract I-14-4644, Illinois Route 390 extension between Lively Boulevard and Illinois Route 83 as part of the EOWA improvements. The scope of work for this contract includes construction of Illinois Route 390 from Lively Boulevard to Illinois Route 83 and the eastbound and westbound Illinois Route 390 bridges over Illinois Route 83, improvements to Illinois Route 83, and frontage road construction. The existing Thorndale Avenue roadway will be converted to a westbound frontage road and the intersection of Thorndale Avenue and Lively Boulevard will be reconfigured to a four- way intersection which includes realigning the south leg of Lively Boulevard (constructed by a separate EOWA contract); and 2 WHEREAS, the VILLAGE is constructing the Lively Boulevard Reconstruction (Devon Avenue to Thorndale Avenue) STP Project, Project No. M-4003 (315) and Job No. C-91-265-14. The scope of improvements includes the reconstruction of Lively Boulevard from Thorndale Avenue to Devon Avenue; and WHEREAS, the VILLAGE has agreed to assume the final design and construction responsibilities for the portion of the ILLINOIS TOLLWAY Contract I-14- 4644 improvements at Lively Boulevard that are adjacent to the VILLAGE's STP improvement. The improvements include the widening of Lively Boulevard, replacement of the existing sidewalk on the east and west sides of Lively Boulevard north of Thorndale Avenue, water main relocation, storm sewer construction, earthwork, driveway pavement, pavement markings, temporary easement acquisition, and all other work necessary to complete the improvements in accordance with the approved plans and specifications (hereinafter referred to as the "PROJECT"); and WHEREAS, the ILLINOIS TOLLWAY will reimburse the VILLAGE for the portion of the ILLINOIS TOLLWAY Contract I-14-4644 improvements that the VILLAGE is including in the PROJECT; and WHEREAS, the PROJECT will be constructed in advance of the ILLINOIS TOLLWAY Contract I-14-4644, the subsequent ILLINOIS TOLLWAY contract will include the restriping of Lively Boulevard when Thorndale Avenue becomes a westbound frontage road; and WHEREAS, the ILLINOIS TOLLWAY and the VILLAGE by this instrument, desire to determine and establish their respective responsibilities toward engineering, right of way acquisition, utility relocation, construction, funding and maintenance of the PROJECT as proposed; and WHEREAS, the ILLINOIS TOLLWAY by virtue of its powers as set forth in the "Toll Highway Act," 605 ILCS 10/1 et seq. is authorized to enter into this AGREEMENT; and WHEREAS, the VILLAGE by virtue of its powers as set forth in the Illinois Municipal Code 65 ILCS 5/1-1-1 et seq. is authorized to enter into this AGREEMENT; and WHEREAS, a cooperative Intergovermnental Agreement is appropriate and such an Agreement is authorized by Article VII, Section 10 of the Illinois Constitution and the "Intergovernmental Cooperation Act", 5 ILCS 220/1 el seg. NOW, THEREFORE, in consideration of the aforementioned recitals and the mutual covenants contained herein, the PARTIES hereto agree as follows: 3 I. ENGINEERING A. The ILLINOIS TOLLWAY has performed preliminary design engineering, obtained the necessary surveys for ILLINOIS TOLLWAY Contract I-14-4644, and the VILLAGE has agreed to prepare the final plans and specifications for a portion of that contract to include in the PROJECT, subject to reimbursement by the ILLINOIS TOLLWAY as hereinafter stipulated. During the design and preparation of the plans and specifications, the VILLAGE shall submit the plans and specifications to the TOLLWAY for its review and comment at the following stages of plan preparation: 40% Complete 95% Complete (pre -final) Final B. The final approved plans and specifications for the PROJECT shall be promptly delivered to the ILLINOIS TOLLWAY by the VILLAGE. C. The ILLINOIS TOLLWAY shall review the plans and specifications which impact the ILLINOIS TOLLWAY's maintained highways within fifteen (15) calendar days of receipt thereof. Approval by the ILLINOIS TOLLWAY shall mean the ILLINOIS TOLLWAY agrees with all specifications in the plans, including alignment and location of the PROJECT improvements which impact the ILLINOIS TOLLWAY's maintained highways. In the event of disapproval, the ILLINOIS TOLLWAY will detail in writing its objections to the proposed plans and specifications. D. Any dispute concerning the plans and specifications shall be resolved in accordance with Section IX of this AGREEMENT. E. The VILLAGE agrees to assume the overall PROJECT responsibility, including assuring that all permits and approvals (U.S. Army Corps of Engineers, Illinois Department of Natural Resources, Metropolitan Water Reclamation District of Greater Chicago, Du Page County, including but not limited to Department of Environmental Concerns and Division of Highways, Illinois Environmental Protection Agency, etc.) and joint participation and/or force account agreements (County, Township, Municipal, Railroad, Utility, etc.), as may be required by the PROJECT, are secured by the PARTIES hereto in support of general project schedules and deadlines. All PARTIES hereto agree to cooperate, insofar as their individual jurisdictional authorities allow, with the timely acquisition and clearance of said permits and agreements and in complying with all applicable Federal, State, and local regulations and requirements pertaining to work proposed for the PROJECT. M F. The ILLINOIS TOLLWAY shall grant and consent to any and all permits, rights of access (ingress and egress), temporary use of its property and right of way to the VILLAGE, without charge to the VILLAGE. Any permit for right of access, temporary use shall not be unreasonably withheld by the ILLINOIS TOLLWAY. II. RIGHT OF WAY A. The transfer of property interests is not required between the PARTIES for this PROJECT, nor is the transfer of any interest in land deemed necessary for the future maintenance and operation of their respective facilities. Therefore, it is understood by the PARTIES hereto that there will be no exchange of any property interests pursuant to this AGREEMENT B. If during the construction of the PROJECT it becomes necessary for either PARTY to enter upon and temporarily use lands owned by the other PARTY, then permission for the use, entry and subsequent restoration will not be unreasonably delayed. This permission will be granted with waiver of all fees and free of any consideration. C. The VILLAGE pursuant to the approved plan, shall perform all survey work and prepare all parcel plats and legal descriptions for the acquisition of all new right of way interests for the construction and future operation of the PROJECT. D. For purposes of financial consideration, "Right -Of -Way Costs" incurred by the VILLAGE shall include the purchase price, court ordered judgments and final settlement amounts. Furthermore the expenses for title research, survey preparation, appraisal, negotiations, relocation, and court proceedings together with any other incidental expenses typically necessary to effectuate the acquisition of right-of-way shall be included into the final tally of "Right -Of -Way Cost' as addressed in SECTION V. of this AGREEMENT I1I. UTILITY RELOCATION A. The VILLAGE agrees to provide the ILLINOIS TOLLWAY, as soon as they are identified, the locations (existing and proposed) of public and/or private utility facilities within existing ILLINOIS TOLLWAY rights of way which require adjustment as part of the PROJECT. As part of its PROJECT engineering responsibilities, the VILLAGE shall identify adjustments to the aforementioned existing utilities. B. The VILLAGE agrees to make all reasonable efforts to minimize the number of utility adjustments in the design of improvements. C. The VILLAGE agrees to make arrangements for and issue all permits for the PROJECT and cooperate with necessary adjustments to existing utilities located within existing VILLAGE rights of way, and on proposed VILLAGE rights of C way where improvements to VILLAGE highways are proposed by the VILLAGE to be done in conjunction with the PROJECT, at no expense to the ILLINOIS TOLLWAY. D. The ILLINOIS TOLLWAY agrees to make arrangements for and issue all permits for the PROJECT required adjustments to utility facilities located on existing ILLINOIS TOLLWAY rights of way, and on proposed ILLINOIS TOLLWAY rights of way which are outside areas of VILLAGE jurisdiction, where improvements to ILLINOIS TOLLWAY facilities are proposed to be done as part of the PROJECT, at no expense to the VILLAGE. E. At all locations where utilities are located on VILLAGE rights of way and must be adjusted due to work proposed by the ILLINOIS TOLLWAY, the VILLAGE agrees to cooperate with the ILLINOIS TOLLWAY in making arrangements with the applicable utility and issue all permits for the requisite adjustment(s) at no cost to the ILLINOIS TOLLWAY. The ILLINOIS TOLLWAY agrees to reimburse and/or credit the VILLAGE for any and all out of pocket costs the VILLAGE may incur in causing the aforementioned utility or utilities to be adjusted. F. At all locations where utilities are located on ILLINOIS TOLLWAY rights of way and must be adjusted due to work proposed by the VILLAGE, the ILLINOIS TOLLWAY agrees to make arrangements with the applicable utility and issue all permits for the requisite adjustment(s). At all locations where the VILLAGE's utilities are located on ILLINOIS TOLLWAY rights of way and must be adjusted due to work proposed by the VILLAGE or due to work proposed by the ILLINOIS TOLLWAY, the VILLAGE agrees to obtain from the ILLINOIS TOLLWAY an approved permit for the facility, and to abide by all conditions set forth therein. The VILLAGE agrees to reimburse the ILLINOIS TOLLWAY for any and all out of pocket costs the ILLINOIS TOLLWAY may incur in causing the aforementioned utility or utilities to be adjusted. G. In the event that the work proposed by the VILLAGE results in a conflict with the ILLINOIS TOLLWAY's fiber optic cable system, the VILLAGE shall reimburse the ILLINOIS TOLLWAY for the cost to locate, mark, design, protect, adjust and/or relocate the system. H. At all locations where the ILLINOIS TOLLWAY's infrastructure (remote traffic microwave sensors, message signs, weather stations, weigh -in -motion sites, signs, roadway lighting controllers, electrical services and data connections) that are currently in place within the PROJECT limits and must be adjusted due to work proposed by the VILLAGE, the VILLAGE agrees to reimburse the ILLINOIS TOLLWAY for any and all out of pocket costs the ILLINOIS TOLLWAY may incur in causing the aforementioned infrastructure to be adjusted. 2 IV. CONSTRUCTION A. The VILLAGE shall advertise and receive bids, obtain the ILLINOIS TOLLWAY concurrence as to the amount of bids (for work to be funded wholly or partially by the ILLINOIS TOLLWAY before award), award the contract(s), provide construction engineering inspections and cause the PROJECT to be constructed in accordance with the PROJECT plans and specifications, subject to reimbursement by the ILLINOIS TOLLWAY as hereinafter stipulated. B. After award of the construction contract(s), any proposed deviations from the plans and specifications that affect the ILLINOIS TOLLWAY shall be submitted to the ILLINOIS TOLLWAY for approval prior to commencing such work. The ILLINOIS TOLLWAY shall review the proposed deviations and indicate its approval or disapproval thereof in writing. If the proposed deviation to the plans and specifications are not acceptable, the ILLINOIS TOLLWAY shall detail in writing its specific objections. C. After award of the construction contract(s), assuming there are no proposed deviations from the plans and specifications that affect the ILLINOIS TOLLWAY, the VILLAGE shall provide no less than five (5) calendar days written notice to the ILLINOIS TOLLWAY prior to commencement of work on the PROJECT. D. The VILLAGE shall require that the ILLINOIS TOLLWAY, and its agents, officers, directors and employees be named as "additional insured" PARTIES in the General Liability Insurance and any other type of insurance coverage that the VILLAGE requires of its contractor(s) and that the ILLINOIS TOLLWAY be added as an additional protected PARTY on all performance bonds required of the VILLAGE's contractor(s). The above referenced insurance requirements must be incorporated into any and all contract(s), construction, maintenance, or otherwise, that might be entered into in furtherance of this AGREEMENT. In addition, the VILLAGE must include contractual language in any of its contracts entered into in furtherance of this AGREEMENT requiring its contractor(s) to maintain documentation throughout the duration of this AGREEMENT evidencing the existence of required ILLINOIS TOLLWAY insurance coverage. The required insurance documentation shall include, but not be limited to: copies of policies, certificates of insurance and additional insured endorsements. E. The ILLINOIS TOLLWAY and its authorized agents shall have all reasonable rights of inspection (including pre -final and final inspection) during the progress of work included in the PROJECT that affects the ILLINOIS TOLLWAY's system. The ILLINOIS TOLLWAY shall assign personnel to perform inspections on behalf of the ILLINOIS TOLLWAY of all work included in the PROJECT that affects the ILLINOIS TOLLWAY's system, and will deliver written notices to the Director of Public Works of the VILLAGE advising the 7 VILLAGE as to the identity of the individual(s) assigned to perform said inspections. F. Notices required to be delivered by either PARTY pursuant to this AGREEMENT shall be delivered as indicated in Section IX of this AGREEMENT. G. No inspections or approvals by the ILLINOIS TOLLWAY or its employees, officers or agents shall relieve the VILLAGE's contractor(s) of responsibility and liability for the proper performance of the work as determined by the ILLINOIS TOLLWAY. VILLAGE inspections and approvals shall not be considered a waiver of any right the ILLINOIS TOLLWAY may have at law or pursuant to this AGREEMENT. All ILLINOIS TOLLWAY communications and correspondence with the VILLAGE's contractor(s) or relating to a contract shall be through the VILLAGE, unless otherwise specifically directed by the VILLAGE. In the event an ILLINOIS TOLLWAY representative discovers ILLINOIS TOLLWAY related work that is not being performed or has not been performed in accordance with the approved plans and specifications, the representative shall promptly notify in writing the VILLAGE or the VILLAGE's duly designated representative. V. FINANCIAL A. Except as otherwise identified herein, the VILLAGE agrees to pay all PROJECT related engineering, right of way, construction engineering and construction costs subject to reimbursement by the ILLINOIS TOLLWAY as hereinafter stipulated. B. It is mutually agreed by the PARTIES hereto that preliminary and design engineering costs shall be computed as 5% of the actual construction costs and construction engineering shall be computed as 10% of actual final construction costs. C. It is mutually agreed by the PARTIES hereto that the estimated cost to the ILLINOIS TOLLWAY is $108,235.00 for construction costs, $5,411.75 (5% of construction costs) for preliminary and design engineering, $10,823.50(10% of construction costs) for construction engineering and $12,175.65 for a temporary easement, for a total estimated cost of $136,645.90, as shown on the attached additional work breakdown. D. It is further agreed that notwithstanding the estimated cost, the ILLINOIS TOLLWAY shall be responsible for the actual costs associated with the portion of ILLINOIS TOLLWAY Contract I-14-4644 requested by the ILLINOIS TOLLWAY described in the Recital section of this AGREEMENT. E. The ILLINOIS TOLLWAY agrees that upon award of the contract for this improvement and receipt of an invoice from the VILLAGE, the ILLINOIS TOLLWAY will pay to the VILLAGE, an amount equal to 80% of its obligation H incurred under this AGREEMENT, based upon actual bid prices, and will pay to said VILLAGE the remainder of its obligation in a lump sum, upon completion of the PROJECT, based on final costs. F. Either the VILLAGE or the ILLINOIS TOLLWAY may request, after the construction contract(s) are let by the VILLAGE, that supplemental work that increases the total costs of the PROJECT or more costly substitute work be added to the construction contract(s). The VILLAGE will cause said supplemental work or such substitute work to be added to the construction contract(s). The PARTY requesting or causing said supplemental work or more costly substitute work shall pay for the cost increases of said work in full. VI. MAINTENANCE - DEFINITIONS A. The term "local" means any PARTY to this AGREEMENT other than the ILLINOIS TOLLWAY. With respect to this AGREEMENT, it means the VILLAGE. B. The term "local road" refers to any highway, road or street under the jurisdiction of the VILLAGE. C. As used herein, the terms "maintenance" or "maintain" mean keeping the facility being maintained in good and sufficient repair and appearance. Such maintenance includes the full responsibility for the construction, removal, replacement of the maintained facility when needed, and unless specifically excluded in Section VII, MAINTENANCE - RESPONSIBILITIES, other activities as more specifically set forth in the following subparts of this Section VI. Maintenance includes but is not limited to: 1. "Routine maintenance" refers to the day to day pavement maintenance, pothole repair, anti -icing and de-icing, snow removal, sweeping, pavement marking, mowing, litter and debris removal, and grate and scupper cleaning and repair, including compliance with state laws and local ordinances. 2. "Emergency maintenance" refers to any maintenance activity which must be performed immediately in order to avoid or to repair a condition on the roadway or right of way which causes or threatens imminent danger or destruction to roadway facilities or rights of way of the PARTIES hereto, to the motoring public, to public health, safety or welfare, including but not limited to accident restoration, chemical or biological removal or remediation, or response to acts of God or terrorism. D. The term "drainage facilities" refers to both open and enclosed systems. The term "drainage structures" refers to enclosed systems only, and includes those elements of the drainage facility affixed to the bridge superstructures downstream from the scupper. 9 E. The terms "notify", "give notice" and "notification refer to written, verbal or digital communication from one PARTY to another concerning a matter covered by this AGREEMENT, for which the PARTY transmitting the communication produces and retains a record which substantiates the content, date, time, manner of communication, identification of sender and recipient, and manner in which the recipient may respond to the sender, as to the communication. F. The terms "be responsible for" or "responsibility" refer to the obligation to ensure performance of a duty or provision of a service under this AGREEMENT, provided, that a PARTY may arrange for actual performance of the duty or provision of the service by another competent entity if the other PARTY to this AGREEMENT is notified of such arrangement, but in no case shall the entity with the duty be relieved of ultimate responsibility for performance of the duty or provision of the service. G. The terms "consultation" or "consult with" refer to the duty of a PARTY to give notice to the other PARTY of a proposed action, with reasonable time for that PARTY to respond, but the PARTY with the duty to consult may proceed with the proposed action if the other PARTY does not respond within the time frame set forth in the notice provided, or in the case of the ILLINOIS TOLLWAY, it may proceed with the proposed action if deemed necessary by the Chief Engineer. H. The term "approve" refers to the duty of a PARTY not only to consult with the other PARTY but also to provide consent for the proposed action and to retain a record which documents such consent. VII. MAINTENANCE - RESPONSIBILITIES A. The ILLINOIS TOLLWAY agrees to maintain Illinois Route 390 in its entirety. B. The VILLAGE agrees to maintain, or cause to maintain, Lively Boulevard, including all facilities, sidewalks on the west and east sides of Lively Boulevard north of Thorridale Avenue, any and all fences, walls or appurtenances built to separate vehicular traffic from pedestrian traffic, the curb and gutter along Lively Boulevard, and the VILLAGE's water main that extends west to east across Lively Boulevard north of Thorndale Avenue, in its entirety. VIII. ADDITIONAL MAINTENANCE PROVISIONS A. All items of construction which are stipulated in this AGREEMENT to be maintained by the VILLAGE shall, upon completion of construction and final inspection, be the sole maintenance responsibility of the VILLAGE, and all items of construction which are stipulated in this AGREEMENT to be maintained by the ILLINOIS TOLLWAY shall, upon completion of construction, be the sole maintenance responsibility of the ILLINOIS TOLLWAY. 10 B. The VILLAGE and the ILLINOIS TOLLWAY agree to remove all snow and ice from the roadways under their respective jurisdiction, and such removal shall be accomplished in such a manner as not to block or obstruct any roadway of the other PARTY. C. Nothing herein is intended to prevent or preclude the VILLAGE and the ILLINOIS TOLLWAY from entering into reciprocal agreements in the future for any particular interchange for the efficient removal of snow, ice, and debris or for incident management. IX. GENERAL PROVISIONS A. It is understood and agreed that this is an AGREEMENT between Elk Grove Village and the Illinois State Toll Highway Authority. B. It is understood and agreed by the PARTIES hereto, that the ILLINOIS TOLLWAY shall have jurisdiction of Illinois Route 390. The VILLAGE shall retain jurisdiction of Lively Boulevard traversed or affected by Illinois Route 390 except as otherwise expressly provided for in this AGREEMENT. For the purpose of this AGREEMENT, jurisdiction shall mean the authority and obligation to administer, control, construct, maintain, and operate. C. It is understood and agreed that this AGREEMENT constitutes the complete and exclusive statement of the agreement of the PARTIES relative to the subject matter hereof and supersedes all previous oral and written proposals, negotiations, representations or understandings concerning such subject matter. D. Wherever in this AGREEMENT approval or review by either the VILLAGE or the ILLINOIS TOLLWAY is provided for, said approval or review shall not be unreasonably delayed or withheld. E. Not later than fourteen (14) calendar days after execution of this AGREEMENT each PARTY shall designate in writing a representative who shall serve as the full time representative of the said PARTY during the carrying out of the execution of this AGREEMENT. Each representative shall have authority, on behalf of such PARTY, to make decisions relating to the work covered by this AGREEMENT. Representatives may be changed, from time to time, by subsequent written notice. Each representative shall be readily available to the other PARTY. F. In the event of a dispute between VILLAGE and the ILLINOIS TOLLWAY in the carrying out of the terms of this AGREEMENT, the Chief Engineer of the ILLINOIS TOLLWAY and the Director of Public Works of VILLAGE shall meet and resolve the issue. 11 G. This AGREEMENT may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which shall be deemed one and the same instrument. H. This AGREEMENT may only be modified by written modification executed by duly authorized representatives of the PARTIES hereto. I. This AGREEMENT and the covenants contained herein shall become null and void in the event the contract covering the construction work contemplated herein is not awarded within three (3) years subsequent to the date of execution of this AGREEMENT. J. This AGREEMENT shall be binding upon and inure to the benefit of the PARTIES hereto and their respective successors and approved assigns. K. The failure by the ILLINOIS TOLLWAY or the VILLAGE to seek redress for violation of or to insist upon the strict performance of any condition or covenant of this AGREEMENT shall not constitute a waiver of any such breach or subsequent breach of such covenants, terms, conditions, rights and remedies. No provision of this AGREEMENT shall be deemed waived by the ILLINOIS TOLLWAY or the VILLAGE unless such provision is waived in writing. L. It is agreed that the laws of the State of Illinois shall apply to this AGREEMENT and that, in the event of litigation, venue shall lie in Du Page County, Illinois. M. All written reports, notices and other communications related to this AGREEMENT shall be in writing and shall be personally delivered, mailed via certified mail, overnight mail delivery, or electronic mail delivery to the following persons at the following addresses: To the ILLINOIS TOLLWAY: The Illinois Toll Highway Authority 2700 Ogden Avenue Downers Grove, Illinois 60515 Attn: Chief Engineer To the VILLAGE: Elk Grove Village 901 Wellington Avenue Elk Grove Village, Illinois 60007 Attn: Village Manager N. The VILLAGE certifies that it is not barred from being awarded a contract under 30 ILCS 500/50-10. Section 50-10 prohibits a contractor from entering into a contract with a State agency if the contractor has been convicted of a felony and 5 years have not passed from the completion of the sentence for that felony. The 12 contractor further acknowledges that the chief procurement officer may declare the related contract void if this certification is false. O. The VILLAGE certifies that neither the VILLAGE nor any substantially owned affiliate is participating or shall participate in an international boycott in violation of the U.S. Export Administration Act of 1979 or the applicable regulations of the U.S. Department of Commerce. This applies to contracts that exceed $10,000 (30 ILCS 582). P. Forced Labor. The VILLAGE certifies it complies with the State Prohibition of Goods from Forced Labor Act, and certifies that no foreign -made equipment, materials, or supplies furnished to the ILLINOIS TOLLWAY under this AGREEMENT have been or will be produced in whole or in part by forced labor, or indentured labor under penal sanction (30 ILCS 583). Q. Procurement of Goods or Services — State Funds. For purchases of products or services with any State of Illinois funds that are less than the small purchase threshold amount established by the Illinois Procurement Code Rules, the VILLAGE shall obtain price or rate quotations from an adequate number (at least three) of qualified sources. Procurement of products or services with any State of Illinois funds that are more than the small purchase threshold amount established by the Illinois Procurement Code Rules will require the VILLAGE to use the Invitation for Bid process or the Request for Proposal process. In the absence of formal codified procedures of the VILLAGE, the procedures of the ILLINOIS TOLLWAY will be used. The VILLAGE may only procure products or services from one source with any State of Illinois funds if: (1) the products or services are available only from a single source; or (2) the ILLINOIS TOLLWAY authorizes such a procedure; or, (3) after solicitation of a number of sources, competition is determined inadequate. R. The VILLAGE agrees to maintain books and records related to the performance of this AGREEMENT and necessary to support amounts charged to the ILLINOIS TOLLWAY and/or the VILLAGE under the AGREEMENT for a minimum of three (3) years from the last action on the AGREEMENT. The VILLAGE further agree to cooperate fully with any audit and to make its books and records, and books and records within its custody or control available to the Illinois Attorney General, the Illinois Auditor General, the ILLINOIS TOLLWAY Inspector General, the ILLINOIS TOLLWAY Department of Internal Audit, the ILLINOIS TOLLWAY or any other govermnental agency or agent thereof that is authorized to audit or inspect such books and records. S. The introductory recitals included at the beginning of this AGREEMENT are agreed to and incorporated into this AGREEMENT. 13 IN WITNESS THEREOF, the PARTIES have executed this AGREEMENT on the dates indicated. ELK GROVE VILLAGE By: Craig B. Johnson, Mayor Attest: Craig B. Johnson, Mayor Date: January 27, 2015 (Please Print Name) THE ILLINOIS STATE TOLL HIGHWAY AUTHORITY By: Date: Kristi Lafleur, Executive Director Approved as to Form and Constitutionality Tiffany I. Bohn, Assistant Attorney General, State of Illinois JMR_IGA—ISTHA_Elk Grove Village_EOWA-Lively Blvd — Devon Ave. to'1'homdale Ave. Revised 011515 -Final 14