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Resolution 2024-25 Resolution No. 2024-25 A RESOLUTION OF THE UNITED CITY OF YORKVILLE,ILLINOIS APPROVING AN AGREEMENT FOR LAND ACQUISITION CONSULTING SERVICES WITH MATHEWSON RIGHT OF WAY COMPANY WHEREAS, the United City of Yorkville, Kendall County, Illinois(the "City"), is a duly organized unit of government of the State of Illinois within the meaning of Article VII, Section 10 of the 1970 Illinois Constitution; and WHEREAS,the City's Municipal Code provides that the City may approve contracts that have not been competitively bid by a two-thirds affirmative vote of the City Council; and WHEREAS,the City requires the assistance of a consultant in the acquisition of property required for the construction of certain water infrastructure improvements; and WHEREAS, the City's engineering consultant, Engineering Enterprises, Inc., has obtained a proposal for said consulting services from Mathewson Right of Way Company, an Illinois Corporation; and WHEREAS, the City finds Mathewson Right of Way Company's proposal to be satisfactory and wishes to enter into an agreement with Mathewson Right of Way Company for land acquisition consulting services. NOW,THEREFORE,BE IT RESOLVED by the Mayor and City Council of the United City of Yorkville, Kendall County, Illinois, as follows: Section 1. The recitals set forth above are incorporated into this Resolution as if fully Y restated herein. Section 2. That the Agreement for Land Acquisition Consulting Services, by and between the City and Mathewson Right of Way Company, attached hereto as Exhibit A and made a part Resolution No. 2024-25 Page 1 hereof by reference, is hereby approved, and the Mayor and City Clerk are hereby authorized to execute said agreement on behalf of the United City of Yorkville. Section 3. That this Resolution shall be in full force and effect from and after its passage and approval as provided by law. Passed by the City Council of the United City of Yorkville, Kendall County, Illinois this 14th day of May,A.D. 2024. C Y CLERK KEN KOCH AYE DAN TRANSIER AYE ARDEN JOE PLOCHER AYE CRAIG SOLING AYE CHRIS FUNKHOUSER AYE MATT MAREK AYE SEAVER TARULIS AYE RUSTY CORNEILS AYE APPROVED by me, as Mayor of the United City of Yorkville, Kendall County, Illinois this 11 day of M � ,A.D. 2024. J MAYOR Attest: CI Y CLERK Resolution No.2024-25 Page 2 AGREEMENT FOR LAND ACQUISITION CONSULTING SERVICES United City of Yorkville Lake Michigan Water System Improvement Project AGREEMENT between Mathewson Right of Way Company (MROWCO) whose address is 2024 Hickory Road, Suite 205, Homewood, Illinois 60430 and the United City of Yorkville, a municipal corporation, whose address is 651 Prairie Pointe Drive, Yorkville, Illinois 60560 (CLIENT.) MROWCO shall provide consulting services on behalf of the CLIENT for the acquisition of certain real estate interests required for the construction of the Lake Michigan Water System Improvement Project(PROJECT). MROWCO shall perform the following services: 1. Project Management 2. Appraisal 3. Appraisal Review 4. Negotiation 5. Closing 6. Direct Expenses All of the above are described as specified in Exhibit A: Scope of Services attached hereto. CLIENT shall compensate MROWCO for the services provided under this AGREEMENT as provided in Exhibit B: Compensation attached hereto. The initial total amount of compensation authorized by this agreement is not to exceed $162,250.00; from time to time CLIENT and MROWCO may agree to increase the total authorized compensation by Supplement Agreement as provided herein. Exhibit C: Terms and Conditions is attached hereto and made a part hereof. 71�ti Submitted this 3rd day of May,2024. Accepted this L 7 day of a ,2024. Mathewson Right of Way Company United City of Yorkville By By: Mark I . athewson Bart 0 son Presid t City Administrator United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services EXHIBIT A: SCOPE OF SERVICES MROWCO agrees to perform,at the direction of CLIENT,the following services: 1. Project Management 2. Appraisal 3. Appraisal Review 4. Negotiation 5. Closing 6. Direct Expenses All services called for in this AGREEMENT will be conducted by an individual or individuals whose qualifications have been approved by the Illinois Department of Transportation, when applicable. All services within the scope of this AGREEMENT shall be performed, where applicable, in accordance with the IDOT Land Acquisition Policies and Procedures Manual,hereinafter referred to as the LAPPM,to the extent not inconsistent with direction from any other relevant agency. APPRAISALS and COMPARABLE SALES BOOK Determinations of fair market value performed by the Appraiser shall be in accordance with the LAPPM and the Uniform Appraisal Standards for Federal Land Acquisitions(Yellow Book). The Appraiser shall make a detailed inspection of the properties and make such investigations and studies as are necessary to derive sound conclusions for the preparation of appraisal reports. Valuations shall be prepared as outlined in the LAPPM and Yellow Book. MROWCO shall provide a copy of an appraisal of each parcel to be submitted to the CLIENT for approval. Property needed shall be acquired by fee simple,dedication, permanent easement,temporary use permit, or temporary easement as determined and shown on the right of way plan furnished by CLIENT and its other consultants. It may be necessary for a completed appraisal to be updated for condemnation purposes or revised due to a change in the ROW plat or due to new information provided by the CLIENT or its consultants. These updates or revisions will be assigned to the Appraiser in a separate work order as the need arises. An Appraiser's revision of the appraisal due to the Review Appraiser's comments or corrections does not constitute an update or revision that would necessitate a separate work order.Appraisal updates or revisions shall be compensated as provided in Exhibit B. The Appraiser shall prepare grids that compare comparable sales to the subject parcel, where appropriate. Page 2 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services The Appraiser shall include land and improvement allocations in the comparable sales data section of all appraisals. Appearances in court and/or pretrial conferences,which include depositions and preparation time for depositions and court, may be required for the appraisal services requested herein. The time spent at such appearance or appearances shall be made upon request of the CLIENT or its trial counsel and shall be paid for outside of this contract. MROWCO staff assists in the preparation of appraisal work. REVIEW APPRAISALS All appraisals must be reviewed and certified by a Review Appraiser.Appraisal reviews performed by the Review Appraiser must be in accordance with the LAPPM and Yellow Book. It is the Review Appraiser's responsibility to ensure that all items affecting the value of the property have been considered in the appraisal.A study of the comparable sales book is considered as part of the appraisal review. The Review Appraiser must complete an Appraisal Review Certification for all appraisal reviews. It may be necessary for a completed appraisal review to be updated due to a change in the ROW plat or due to new information provided by the CLIENT. These updates or revisions will be assigned to MROWCO in a separate work order as the need arises.A Review Appraiser's second or other subsequent review of an appraisal, rewritten by the appraiser due to the Review Appraiser's comments or corrections, does not constitute an update or revision to the appraisal review that would necessitate a separate work order. Updates or Revisions to Appraisal Review Certifications shall be compensated as provided in Exhibit B. MROWCO staff assists in the preparation of review appraisal work. NEGOTIATIONS The Negotiator is responsible for all land acquisition negotiations conducted under this AGREEMENT.Negotiations shall be in accordance with the LAPPM.The negotiator shall: • Be the CLIENT's representative to the property owner. • Work with the Project Manager to receive and understand the scope of work for each work order and the associated deadlines/time frames involved. • Establish schedules for each activity and report the progress to the Project Manager to assure a quality product. • Assure that the deadlines assigned are met. • Maintain channels of communication. • Provide a quality product. Before the initiation of negotiations for each parcel,the CLIENT must approve the amount of just compensation.The Negotiator shall fully document on an ongoing basis all efforts made to acquire Page 3 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services the parcel in the Negotiator's Report. Said report shall be available to the CLIENT as reasonably requested. The Negotiator may recommend administrative settlements as outlined in the LAPPM. Administrative settlements will be determined by the CLIENT on an individual parcel basis. In the event MROWCO,after having made every reasonable effort to negotiate with the owner of a parcel, is unable to obtain a settlement on the approved appraisal amount, MROWCO shall prepare and submit a written report summarizing the progress of negotiations to date together with a copy of MROWCO's Negotiator's Report completed to date with the names and addresses of all interested parties. MROWCO's written report shall also include its recommendation for further procedure towards acquiring the parcel. The CLIENT may elect to prepare and forward a Final Offer letter(with copy to MROWCO)to the owner of the parcel and thereafter refer the matter to the CLIENT's Trial Attorney's Office to proceed with preparation of a condemnation petition. In any case, the CLIENT reserves the right to require MROWCO to make a reasonable number of additional negotiation contacts with the parcel owner up until the actual date of filing a petition to condemn the parcel. The negotiation for a parcel will be deemed complete when all required documents necessary to obtain title approval are submitted and approved by the CLIENT.If a negotiated settlement cannot be reached, the negotiation for a parcel will be deemed complete when the documentation for eminent domain action is submitted and approved by the CLIENT,and the complaint is filed. If requested to do so, MROWCO shall provide title review and an attorney's approval letter provided by Mathewson & Mathewson,P.C.for no additional cost. Each Updated Negotiation or Revised Negotiation shall be paid for at the per parcel fee as specified in Exhibit B. An updated negotiation or revised negotiation is defined as additional negotiation work requested by the CLIENT due to new parcel information supplied by the CLIENT to MROWCO after first contact with the property owner. New parcel information could include,but is not limited to,significant changes in the area of the acquisition;updated(and modified)appraisal amounts that require revised negotiation documents; updated(and modified)title information that requires negotiations with additional property owner(s). Any additional work required to obtain title approval does not constitute an update or revision that would necessitate a separate work order.Additional Negotiation Services shall be compensated as provided in Exhibit B. CLOSINGS MROWCO shall attend or otherwise supervise the actual closing of each acquired parcel.Closings may require an escrow transaction and in all cases MROWCO will coordinate the closings through and in accordance with any direction from CLIENT's legal counsel. Page 4 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services PROJECT MANAGEMENT MROWCO shall establish a Project Manager who will be knowledgeable and responsible for all services performed under this AGREEMENT. The main duties of the Project Manager may include: • Be the liaison between the CLIENT and MROWCO and coordinate all daily project activities of MROWCO. • Understand the scope of work for each work order and the associated deadlines/timeframes the CLIENT needs to meet. • Assist CLIENT in value engineering by anticipating right of way acquisition costs and issues. • Assign work to appropriate staff. • Coordinate all deliverables, keep project on schedule and maintain the channels of communication between the CLIENT and MROWCO. • Provide the appropriate staff and SUBCONSULTANTS that have knowledge of and will follow Illinois Department of Transportation's LAPPM and the Relocation Assistance and Real Property Acquisition Act(Uniform Act). • Submit accurate invoices that have documentation to support the invoiced amount. • Ensure SUBCONTRACTORS' prompt and efficient performance. • Provide QA/QC oversight. Page 5 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services EXHIBIT B: COMPENSATION AND INVOICING The services to be provided by MROWCO under this agreement shall be assigned and compensated as provided in the attached EXHIBIT B-1. The sum total of all services provided for in this AGREEMENT shall not exceed the amount noted on page 1 of this Agreement. Direct Expenses, except as otherwise provided, shall include later date title charges, document copy fees, partial release fees, trustee fees, Title Insurance, Escrow closing fees, recording and other closing costs imposed by the title company. The fees for services shall include all transportation, food, lodging, telephone, or any other operating expenses incurred by MROWCO in the performance thereof. All services shall be invoiced approximately monthly. Appraisal Fees shall be invoiced when the initial appraisal report is delivered to the Reviewer. The Appraisal Review fee shall be invoiced when the completed Appraisal and Review are delivered to the client. The Negotiation fee shall be invoiced at 50% when the offer is made and the balance when agreement is reached with the owner or when the matter is referred to condemnation. The Closing fee shall be invoiced when the matter is closed and the property owner has been paid. Direct expenses shall be invoiced approximately monthly as they are incurred. From time to time, if MROWCO and CLIENT agree to expand the scope of work to include additional parcels or expand the scope to include additional services, said agrrement shall be memorialized by the execution of a Supplement Agreement form referencing this Agreement and except to the extent modified by said Supplement Agreement the terms of this Agreement shall control. Page 6 of 10 EXHIBIT B-1 UNITED CITY OF YORKVILLE LAKE MICHIGAN WATER SYSTEM IMPROVEMENT PROJECT Land Acqulsitbn Scope and Budget Version 1.0 Prepared APRIL 17,2024 Prepared by:MOM DRAFT ONLY FOR DISCUSSION PURPOSES Appraisal Negotiation Acquistfon Typa/Category ; Carat Count Appraisal Review Negotiation Closing Unit Extension Private Non-Complex Private 1 9 9 $4,500.00 $2,000.00 $5,000.00 $1,500.00 $13,000.00 $117,000.00 Totals 9 9 $117,000.00 Project Management Hours/Units Rate Extension Attorney 25 hours $350.00 $8,750.00 Staff 15 hours $250.00 $3,750.00 $12,500.00 $12,500.00 Sub Total Net of Direct Expense and Contingency $129,500.00 Direct Expenses 2 9 $2,000.00 $18,000.00 S147,500.00 Additional Appraisal,Appraisal Review and Negotiation Contingency 3 10% $14,750.00 Total $162,250.00 Notes: 1 Non-Complex Private Parcels shall exdude railroad utility and government agency owned properties. 2 Direct Expenses shall indude all dosing costs for parcels with a total compensation of under$100,000.00.Any pared acquired with a compensation in excess of 3100,000.00 shall he acquired through escrow and the associated dosing cats shall he induded as a"property cost"and paid directly by Ctentthrough the title company dosing.All fees assume title work provided by Wheatland Title Company. 3 To be used as needed United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services EXHIBIT C: TERMS AND CONDITIONS 1. Parcels CLIENT shall provide MROWCO with relevant plats of survey or plats of easement, legal descriptions and construction plans for each parcel to be acquired. Each parcel shall consist of one or more basic parcels of land required as right of way to be acquired in fee simple title, and such other easements(temporary or permanent)for uses incidental to construction of the improvement but which are not considered as part of the improvement right of way, all of which are under the same ownership involving a complete contiguous parcel. 2. Termination CLIENT may terminate this AGREEMENT at any time and for any cause by a notice in writing to MROWCO.In the event of such termination,payment will be made to MROWCO for any completed services. Services in the process of completion shall be compensated for on an equitable basis and all incomplete parcel data collected in connection with them shall be turned over and become the property of the CLIENT; provided, however, this AGREEMENT be terminated solely because the progress or quality of work is unsatisfactory as determined by the CLIENT accepting this AGREEMENT,then no payment will be made or demanded by MROWCO for any services which have not been completed and delivered to CLIENT prior to the date of said termination. 3. Project Materials a. It is understood and agreed that the CLIENT shall be considered the sole owner of all plats, legal descriptions, ownership and occupancy records, forms of deeds and easements,title reports,and any and all other material furnished,prepared or obtained by MROWCO during the course of providing its services for the parcel and shall be maintained in a separate parcel file for the parcel assigned. MROWCO will provide a copy of the original file of the parcel during the course of the project to the CLIENT. MROWCO will provide a timely update of all documents that pertain to the parcel during the course of the project.Upon completion of the project the original file will be delivered to the CLIENT. Upon termination of this AGREEMENT for any cause or upon completion of the acquisition of the parcel or upon request of the CLIENT when acquisition is determined to be by Eminent Domain proceedings, MROWCO's parcel file shall be delivered to the CLIENT. MROWCO's parcel files shall be available for inspection or review of its contents by the CLIENT, or the personnel of any relevant agency possessing jurisdiction at any time. b. Electronic copies shall be provided unless the CLIENT requests to the contrary. c. CLIENT shall as soon as practicable direct MROWCO as to its preferred disposition of original documents. Page 7 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services 4. Records Preservation MROWCO shall maintain, for a minimum of five years after the completion of the AGREEMENT, adequate books, records, and supporting documents to verify the amount, recipients, and uses of all disbursements of funds passing in conjunction with the AGREEMENT;the AGREEMENT and all books,records,and supporting documents related to the AGREEMENT shall be available for review and audit by the CLIENT Auditor; and MROWCO agrees to cooperate fully with any audit conducted by the Auditor and to provide full access to all relevant materials. 5. Consultant Certifications and Representations a. MROWCO certifies that MROWCO has read the certifications and assurances described in this AGREEMENT and in the Standard Provisions, and certifies that Mark D. Mathewson's signature on the AGREEMENT constitutes an endorsement and execution of each certification and assurance as though each were individually signed, and made on behalf of the contracting entity and its officers and each individual authorized to do work for the CLIENT under this AGREEMENT. b. MROWCO under penalties of perjury, certifies that 20-3870734 is its correct Federal Taxpayer Identification number.It is doing business as a Corporation. c. MROWCO certifies that it is not in default on an educational loan. d. MROWCO certifies that it is not barred from bidding on State of Illinois AGREEMENTs because of violations of State law regarding bid rigging or rotating. 720 ILCS 5133E-3, 33E-4. e. MROWCO certifies that it will not engage in the unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance in the performance of this AGREEMENT, or if a corporation, partnership, or other entity with 25 or more employees, have completed and signed a "DRUG-FREE WORKPLACE CERTIFICATION" f. MROWCO, under penalty of perjury under the laws of the United States, certifies that the company or any person associated therewith in the capacity of owner, partner, director,officer,principal investigator,project director,manager,auditor,or any position involving the administration of federal funds: i. is not currently under suspension,debarment,voluntary exclusion,or determination of ineligibility by any federal agency; ii. has not been suspended,debarred,voluntarily excluded or determined ineligible by any federal agency within the past three years; iii. does not have a proposed debarment pending;and Page 8 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services iv. has not been indicted, convicted, or the subject of a civil judgment by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three years. g. MROWCO certifies that it has not been convicted of bribery or attempting to bribe an officer or employee of the State of Illinois nor has MROWCO made admission of guilt of such conduct which is a matter of record, nor has any official, officer, agent, or employee of this company been so convicted nor made such an admission. h. MROWCO is hereby notified that the CLIENT, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252) and Title 49, Code of Federal Regulations, Part 21, issued pursuant to such Act, will affirmatively insure that any AGREEMENT entered into pursuant to this AGREEMENT will be awarded without discrimination on the grounds of race,color,or national origin. i. MROWCO warrants and represents that it is fully qualified to provide the services hereunder provided for in this Agreement. 6. Disclosures a. MROWCO hereby certifies that if any conflict of interest arises, in any of the parcels subsequently assigned to it,it will immediately,within 5 business days of receipt,inform the CLIENT accepting this AGREEMENT and return all material furnished to him for reassignment to others. b. It is understood and agreed that Appendices A and B shall be a part of this AGREEMENT and MROWCO agrees to be bound by the terms and provisions contained herein. c. MROWCO warrants that it has not employed or retained any company or person,other than a bona fide employee working solely for it,to solicit or secure this AGREEMENT, and that it has not paid or agreed to pay any company or person,other than a bona fide employee working solely for it,any fee,commission,percentage,brokerage fee,gift,or any other consideration, contingent upon or resulting from the award or making of the AGREEMENT.For breach or violation of this warranty,the CLIENT shall have the right to annul this AGREEMENT without liability. 7. Indemnity MROWCO will indemnify and hold harmless the CLIENT from all claims and liability due to activities of itself, its agents,and its employees and will comply with all Federal, State, and local laws and ordinances. 8. Insurance MROWCO shall obtain Commercial General Liability in a broad form,to include but not be limited to, coverage for the following where exposure exists: Bodily Injury and Property Page 9 of 10 United City of Yorkville Lake Michigan Water System Improvement Project Agreement for Land Acquisition Consulting Services Damage, Premises/Operations, Independent contractors, Products/Completed Operations, Personal Injury, Professional Liability and contractual Liability; limits of liability not less than: $1,000,000.00 per occurrence and $2,000,000.00 in the aggregate. . Business Auto Liability to include, but not be limited to,coverage for the following where exposure exists: Owned Vehicles, Hired and Non-Owned Vehicles and Employee Non- Ownership; limits of liability not less than: $1,000,000.00 per occurrence,combined single limit for Bodily Injury and Property Damage Liability. Workers' Compensation Insurance will cover all employees that meet statutory limit in compliance with applicable state and federal laws. The coverage must also include employer's liability with minimum limits of $100,000.00 for each incident. The CLIENT shall be provided with Certificates of Insurance evidencing the above required insurance prior to the commencement of services and thereafter with the certificates evidencing renewals or changes to said policies of insurance at least fifteen (15) days prior to the expiration or cancellation of any such policies. The CLIENT shall be named as additional insured on all liability policies,and MROWCO acknowledges that any insurance maintained by the CLIENT shall apply in excess of,and not contribute to,insurance provided by MROWCO. The contractual liability arising out of the AGREEMENT shall be acknowledged on the Certificate of Insurance by the insurance company. The CLIENT shall be provided with thirty (30) day prior notice, in writing, of Notice of Cancellation or material change and said notification requirements shall be stated on the Certificate of Insurance. 9. Breach Nothing herein shall be construed as prohibiting the parties to the AGREEMENT from pursuing any other remedies available to the parties for such breach or threatened breach, including recovery of damages from the parties.This provision shall survive any termination of this AGREEMENT. 10. Governing Law Terms of this AGREEMENT will be governed by Illinois law. 11. Transferability MROWCO agrees that this AGREEMENT or any part thereof will not be sublet or transferred without the written consent of the CLIENT accepting this AGREEMENT. 12. Execution of AGREEMENT In the event this AGREEMENT is executed,it shall constitute a contract as of the date it is approved by the CLIENT or its authorized representative and shall be binding on MROWCO, its executors,administrators,successors or assigns,as may be applicable. 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Soo o� o ° y,a 0-8 0 5 oo c .5-. 0 8 . 5,g _E o c , -o o ea ao - wyi�oy > c' 8v8 y t'D `— Ha' au ` ' E a u`b = 1 8 C U o.O^ j. O u ,, a" .5 450 E.'= O y O c : E `aoco, yc m N z cc CI . 7ob Q fA A .5 a yy pp 0.8e '.�- N .� U y ry .. y 1.. .G N U UM I:, V g . as ..-E o wo g w F- 8 ° c ' -8 E :° 0.5'n8. 15 APPENDIX A During the performance of this contract,the contractor,for itself, its assignees and successors in interest(hereinafter referred to as the"Contractor"),agrees as follows: 1. Compliance with Regulations: The contractor shall comply with the Regulations relative to nondiscrimination in federally-assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as Regulations),which are herein incorporated by reference and made a part of this contract. 2. Nondiscrimination: The contractor, with regard to the work performed by it during the contract,shall not discriminate on the ground of race,color or national origin in the selection and retention of subcontractors including procurements of materials and leases of equipment. The contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. Solicitations for Subcontracts,Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the contractor for work to be performed under a subcontract, including procurement or materials or leases of equipment,each potential subcontractor or supplier shall be notified by the contractor of the contractor's obligations under this contract and the Regulations relative to nondiscrimination on the ground of race,color or national origin. 4. Information and Reports: The contractor shall provide all information and reports required by the Regulations,or directives issued pursuant thereto,and shall permit access to its books, records,accounts,other sources of information,and its facilities as may be determined by the State or the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations,orders arid instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish this information, the contractor shall so certify to the State or the Federal Highway Administration is appropriate and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of the contractor's noncompliance with the nondiscrimination provisions of this contract, the State shall impose such contract sanctions as it or the Federal Highway Administration may determine to be appropriate,including,but not limited to: • withholding of payments to the contractor under the contract until the contractor complies,and/or • cancellation,termination or suspension of the contract,in whole or in part. 6. Incorporation of Provisions: The contractor shall include the provisions of Paragraph (1) through (6) in every subcontract,including procurement of materials and leases of equipment, unless exempt by the Regulations,or directives issued pursuant thereto. The contractor shall take such action with respect to any subcontract or procurement as the State of the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction,the contractor may request the. State to enter into such litigation to protect the interests of the State, and, in addition,the contractor may request the United States to enter into such litigation to protect the interests of the United States. APPENDIX B EQUAL EMPLOYMENT OPPORTUNITY CLAUSE required by the Illinois Fair Employment Practices Commission as a material term of all public contracts: EQUAL EMPLOYMENT OPPORTUNITY. In the event of the contractor's noncompliance with any provision of this Equal Employment Opportunity Clause, the Illinois Fair Employment Practices Act or the Fair Employment Practices Commission's Rules and Regulations for Public Contracts, the contractor may be declared nonresponsible and therefore ineligible for future contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations, and the contract may be canceled or avoided in whole or in part, and such other sanctions or penalties may be imposed and remedies invoked as provided by Statute or regulation. During the performance of this contract (Agreement), the contractor (Consultant) agrees as follows: 1. That it will not discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, or ancestry, physical or mental handicap unrelated to ability, or an unfavorable discharge from the military service, and further that it will examine all job classifications to determine if minority persons or women are underutilized and will take appropriate affirmative action to rectify any such underutilization. 2. That, if it hires additional employees in order to perform this contract, or any portion hereof,it will determine the availability(in accordance with the Commission's Rules and Regulations for Public Contracts) of minorities and women in the area(s) from which it may reasonably recruit and it will hire for each job classification for which employees are hired in such a way that minorities and women are not underutilized. 3. That, in all solicitations or advertisements for employees placed by it or on its behalf, it will state that all applicants will be afforded equal opportunity without discrimination because of race, color, religion, sex, national origin or ancestry, physical or mental handicap unrelated to ability,or an unfavorable discharge from the military service. 4. That it will send to each labor organization or representative of workers with which it has or is bound by a collective bargaining or other agreement or understanding,a notice such labor organization or representative of the contractor's obligations under the Illinois Fair Employment Practices Act and the Commission's Rules and Regulations for Public Contracts. If any such labor organization or representative fails or refuses to cooperate with the contractor in its efforts to comply with such Act and Rules and Regulations,the contractor will promptly so notify the Illinois Fair Employment Practices Commission and the contracting agency and will recruit employees from other sources when necessary to fulfill its obligations thereunder. 5. That it will submit reports as required by the Illinois Fair Employment Practices Commission's Rules and Regulations for Public Contracts, furnish all relevant information as may from time to time be requested by the Commission or the contracting agency, and in all respects comply with the Illinois Fair Employment Practices Act and the Commission's Rules and Regulations for Public Contracts. 6. That it will permit access to all relevant books, records, accounts and work sites by personnel of the contracting agency and the Illinois Fair Employment Practices Commission for purposes of investigation to ascertain compliance with the Illinois Fair Employment Practices Act and the Commission's Rules and Regulations for Public Contracts. 7. That it will include verbatim or by reference the provisions of Paragraphs 1 through 7 of this clause in every performance subcontract as defined in Section 2.1 0(b) of the Commission's Rules and Regulations for Public Contracts so that such provisions will be binding upon every such subcontractor; and that it will also so include the provisions of paragraphs 1,5,6 and 7 in every supply subcontract as defined in Section 2.1 0(a)of the Commission's Rules and Regulations for Public Contracts so that such provisions will be binding upon every such subcontractor. In the same manner as with other provisions of this contract, the contractor will be liable for compliance with applicable provisions of this clause by all it subcontractors; and further it will promptly notify the contracting agency and the Illinois Fair Employment Practices Commission in the event any subcontractor fails or refuses to comply therewith. In addition,no contractor will utilize any subcontractor declared by the Commission to be nonresponsible and therefore ineligible for contracts or subcontracts with the state of Illinois or any of its political subdivisions or municipal corporations. With respect to the two types of subcontracts referred to under paragraph 7 of the Equal Employment Opportunity Clause above,following is an excerpt of Section 2 of the FEPC's Rules and Regulations for Public Contracts: Section 2.10. The term "Subcontract" means any agreement,arrangement or understanding, written or otherwise,between a contractor and any person(in which the parties do not stand in the relationship of an employer and an employee): • for the furnishing of supplies or services or for the use of real or personal property, including lease arrangements,which,in whole or in part,is utilized in the performance of any one or more contracts;or • under which any portion of the contractor's obligation under any one or more contracts is performed,undertaken or assumed. By signing this Proposal, the CONSULTANT agrees to the provisions as written. Upon acceptance by the LPA,this Contract shall be governed by Illinois law. For the CONSULTANT: Mathewson Right of Way Company 2024 Hicko ` •.;. Suite 205 Ho^ c•:•-• •14 0 / / By: �Al' May 3,2024 Mark r .Mathewson,President FEIN: 20-3870734 Telephone: (312)676-2900 For the LPA: United City of Yorkville By: Date: Mai1 hl,Lo21 LPA Rep tive