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1995-390 1 . 0 RESOLUTION NO. 95- -39 APPROVING AND AUTHORIZING EXECUTION OF A MASS TRANSPORTATION CAPITAL GRANT AGREEMENT BETWEEN THE ILLINOIS DEPARTMENT OF TRANSPORTATION AND THE VILLAGE OF BUFFALO GROVE WHEREAS, in pursuit of developing the Village's Metra train station and site improvements the Village has applied for financial assistance from the Illinois Department of Transportation; and, WHEREAS, the Grant Agreement is consistent with funding goals established by the Wisconsin Central Mayoral Task Force; and, WHEREAS, the execution of the Mass Transportation Capital Grant Agreement between the State of Illinois Department of Transportation Division of Public Transportation and the Village of Buffalo Grove: Contract #2183, Grant #CAP -95 -526- OGL, attached hereto as a Exhibit A, will enable the Village to seek payment of Operation Greenlight funds for construction of program elements related to the Village's Wisconsin Central project. NOW, THEREFORE, BE IT RESOLVED by the President and Board of Trustees of the Village of Buffalo Grove, Cook and Lake Counties, Illinois that the Corporate Authorities do hereby authorize and approve the Grant Agreement and its attending certifications. AYES: 6 - Marienthal, Reid, Rubin, Braiman, Hendricks, Glover NAYES 0 - None PASSED: May 15, 1995 ATTEST: R Village Clerk ABSENT: 0 - None APPROVED: May 15, 1995 APPROVED: SIDNEY "ATHIAS Village President • MASS TRANSPORTATION CAPITAL GRANT AGREEMENT between STATE OF ILLINOIS DEPARTMENT OF TRANSPORTATION DIVISION OF PUBLIC TRANSPORTATION and THE VILLAGE OF BUFFALO GROVE Contract No. 2183 Grant No. CAP -95- 526 -OGL r • CAP -95- 526 -OGL, Contract #2183 ITEM 2 -- AMOUNT OF GRANT • The Net Project Cost is estimated to be $346,750. The Department agrees to make a grant in an amount not to exceed $181,250, which will fund shares of costs as follows: 52.27100 of the first $346,750 in actual project costs, not to exceed a state share of $181,250; and zero percent of actual project costs in excess of $346,750. Upon completion of the project, the final state and local shares will be established based upon each participant's contribution to actual costs as determined by a financial audit. Such shares will be determined after resolution of all audit findings. Financial audit findings shall be resolved as appropriate by either (a) the Grantee returning to the State an amount of ineligible costs in the same proportion as costs were paid under the formula specified above, beginning with the last and ending with the first dollar of total actual costs paid; or (b) the State reimbursing the Grantee and amount of eligible costs in the same proportion as costs were paid under the formula specified above, continuing from the last dollar of total actual costs paid. The Grantee agrees that it will provide, or cause to be provided, from sources other than (a) state funds, (b) receipts from the use of Project facilities and equipment, or (c) operating revenues of the public transportation system, funds in an amount _ equal to the Net Project Cost less the amount of the State grant. The Department at its sole discretion may agree to increase the amount of the Grant in excess of the amount specified herein which may result in changes to the state share percentages. In no event shall the total amount provided by the Department under this Agreement or any subsequent Amendment to this Agreement exceed 100 percent of the actual Net Project Cost. No liability shall be incurred by the State in excess of the amount of the Grant. ITEM 3-- ILLINOIS GRANT FUNDS RECOVERY ACT This grant is subject to the Illinois Grant Funds Recovery Act, Public Act No. 83 -640. This grant is valid up to and including October 1, 1996, and grant funds are available to the Grantee and may be expended by the Grantee until said date unless the Department, at its discretion, grants an extension of time. Any grant funds which are not expended or legally obligated by the Grantee at the end of the grant agreement or by the expiration of the period of time grant funds are available for expenditure or Y • • Illinois Department of Transportation Division of Public Transportation 310 South Michigan Avenue / 16th. Floor 05 5 Chicago, Illinois/ 60604 Exhibit B: APPROVED PROJECT BUDGET State grant: CAP -95- 526 -OGL Grantee: Village of Buffalo Grove Contract: 2183 Budget: 1 Scope: Station improvement at Buffalo Grove station, WC line. New depot and six double compartment bicycle lockers. This grant for construction. Budget effective: Budget 1 7001 Buffalo Grove Sta, WCR 12.33.04 construction Expiration: 10/01/96 TOTAL FOR GRANT > 346,750 L._ 346,750 346,750 Shares, per contract: Share subtotals, from above: Federal 0 181,250 ILOT -Bond 181,250 IDOT - -Road 0 165,500 Grantee 165,500 346,750 NET PROJECT COST 346,750 State Share 52.2710%. B =IDOT regular bond; K =IDOT OGL Bond; G =IDOT GRF; H =IDOT Road Fluid; L--Grantee. ABR System, BISTOGLini/pl/—XGIO, 05/16/95 at 13:45:22. By: Imam. STATE OF ILLINOIS DRUG -FREE WORKPLACE ACT CERTIFICATION This certification is required by the Drug Free Workplace Act (30 ILCS 580/1). The Drug Free Workplace Act, effective January 1, 1992, requires that no grantee or contractor shall receive a grant or be considered for the purposes of being awarded a contract for the procurement of any property or services from the State unless that grantee or contractor has certified to the State that the grantee or contractor will provide a drug free workplace. False certification or violation of the certification may result in sanctions including, but not limited to, suspension of contract or grant payments, termination of the contract or grant, and debarment of contracting or grant opportunities with the State for at least one (1) year but not more than five (5) years. For the purpose of this certification, "grantee" or "contractor" means a corporation, partnership, or other entity with twenty -five (25) or more employees at the time of issuing the grant, or a department, division, or other unit thereof, directly responsible for the specific performance under a contract or grant of $5,000 or more from the State. The contractor /grantee certifies and agrees that it will provide a drug -free workplace by: (a) Publishing a statement: (1) Notifying employees that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance, including cannabis, is prohibited in the grantee's or contractor's workplace. (2) Specifying the actions that will be taken against employees for violation of such prohibition. (3) Notifying the employee that, as a condition of employment on such contractor grant, the employee will: (A) Abide by the terms of the statement; and (B) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five (5) days after such conviction. (b) Establishing a drug -free awareness program to inform employees about: (1) The dangers of drug abuse in the workplace; (2) The grantee's or contractor's policy of maintaining a drug -free workplace; Illinois Department of Transportation Division of Public Transportation MASS TRANSPORTATION CAPITAL GRANT AGREEMENT PART II: GENERAL TERMS AND CONDITIONS Suburban' OGL version, Effective December 1, 1993 931201 ITEM 101 -- DEFINITIONS As used in this Agreement: • Page '1 of 16 pages OGL (a) "Mass Transportation Service" means general or special transportation service provided to the public (but not school bus, charter, or sight- seeing service) on a regular and continuing basis in the service area described in the Grantee's final, approved Application. (b) "Net Project Cost" means the sum of the eligible costs incurred in performing the work on the Project, including work done by the Grantee, less proceeds from sale of scrap and replaced facilities. (c) "Project Facilities" means any facilities, equipment, or real property purchased, acquired, constructed, improved, renovated, or refurbished as part of the Project. (d) "Support and Supervisory Costs" means those supervisory costs allocated to the capital project based on an approved cost allocation plan and support services costs. Provided however, that the Department will not consider for approval a cost allocation plan that has not been approved by either the Federal Transit Administration or the Grantee's cognizant federal agency; and, provided further that support costs shall not exceed two (2) percent of the amount of any grant for the purchase of rolling stock and six (6) percent of the amount of any grant for all other types of capital projects. ITEM 102 -- ACCOMPLISHMENT OF THE PROJECT (a) General Requirements - The Grantee shall commence, carry on, and complete the Project with all practicable dispatch, in a sound, economical, and efficient manner,. and in accordance. with the provisions hereof, the Application, and all applicable laws and Department Guidelines. (b) Pursuant to Federal. State. and Local. Law -- In performance of its obligations pursuant to this Agreement, the Grantee and its contractors shall comply with all applicable provisions of state and local law. All limits and standards set forth in this Agreement to be observed in the performance of the Project are minimum requirements and shall not affect the application of more restrictive local standards to the performance of the Project. (c) Funds to the Grantee The Grantee shall initiate and prosecute to completion all proceedings necessary to enable the Grantee to provide its share of the Project costs at or prior to the time that such funds are needed to meet such Project costs. (d) Submission of Proceedings. Contracts and Other Documents -- The Grantee shall submit to the Department such data, reports, records, contracts, and other documents relating to the Project as the Department may require. The Grantee shall maintain, for a minimum of five (5) years after the completion of the contract, adequate books, records, and supporting documents to verify the amounts, recipients, and uses of all disbursements of funds passing in conjunction with the contract; the contract and all books, records, and 931201 Page 3 of 16 pages OGL at the initiative of the Grantee, the Grantee shall immediately notify the Department and shall, at the Department's discretion, remit to the State a proportional amount of the fair market value, if any, of such Project Facilities (determined on the basis of the ratio of the Grant made by the Department to the actual total Net Project Cost). The fair market value shall be deemed to be the value of the Project Facilities as determined by competent appraisal conducted as soon as feasible after such withdrawal or misuse occurs, or the actual proceeds from the public sale of such property, whichever is approved by the Department. Any appraiser employed for such purposes shall be subject to the prior approval of the Department. If the Project Facilities include commuter parking, the Parties agree that users of the commuter parking facilities funded by this grant may be charged a fee for the use of such facilities, but the amount of such fee shall be so established to meet reasonable maintenance and operating expenses, and to establish a sinking fund to cover major rehabilitation only. The Project Facilities shall be equally available for use by all commuters regardless of place of residence, and there shall be no difference in the amount of fees charged to users of such commuter parking facilities based on place of residence. The Grantee shall keep satisfactory records with regard to the use of the Project Facilities and shall submit to the Department upon request such information as is required in order to assure compliance with this ITEM and shall immediately notify the Department in all cases where Project Facilities are used in a manner substantially different from that described in the final, approved Application. The Grantee shall maintain in an amount and form satisfactory to the Department. such insurance or self - insurance as will be adequate to protect Project Facilities throughout the period of required use. The cost of such insurance shall not be an item of allowable cost. The Grantee shall also submit to the Department at the beginning of each calendar year during such period, a certification that the Project Facilities are still being used in accordance with the terms of this ITEM and that no part of the local contribution to the cost of the Project has been refunded or reduced. ITEM 106 -- THE PROJECT BUDGET A Budget shall be prepared and maintained by the Grantee for the Project. The Grantee shall carry out the Project and shall incur obligations against and make disbursements of Project Funds only in conformity with the latest Approved Project Budget (hereafter referred to as the "Project Budget ") except as otherwise provided in ITEM 107 (c) (2). The Project Budget may be revised from time to time, but no Project Budget or revision thereof shall be effective unless and until the. Department shall have approved the same. 931201 Page 5 of 15 pages OGL e. Be incurred (and be for work performed) after the date of this Agreement, unless specific authorization from the Department to the contrary is received; f. Be in conformance with the standards for allowability of costs established by the Department; g. Be satisfactorily documented; and h. Be treated uniformly and consistently under accounting principles and procedures approved or prescribed by the Department for the Grantee, and those approved. or prescribed by the Grantee for its contractors. (2) Expenditures incurred by the Grantee which exceed the amount budgeted for a specific project line item (i.e., project element, job order or item) may be reimbursable as eligible costs at the time of completion of the project line item to the extent that those expenditures meet all of the requirements below: a. Justification satisfactory to the Department is provided to explain the reason for the overexpenditure and why that overexpenditure was not anticipated prior to exceeding the budget for the project line item; b. The budget for the project line item covers the full scope of the project line item, i.e., the budget of the project line item is intended to be adequate for the completion of the project line item (including, but not limited to, all engineering, material procurement, construction); c. The amount by which the expenditures exceed the budget for the project line item may not .exceed $10,000 or five percent of the budget of the project line item, whichever is less (items exceeding either $10,000 or five percent are not reimbursable by the Department); d. There are sufficient unspent funds in Contingencies which may be reallocated to the budget of the project line item; e. The funds remaining in Contingencies after reallocation of the funds to the budget of the project line item are sufficient to provide for the incomplete portions of all project line items described in ITEM l of Part I of this Agreement; f. The Net Project Cost for the State Grant shall not be exceeded. (3) In the event that it may be impractical to determine exact costs of indirect or service functions, eligible costs will include such allowances for these costs as may be approved by the Department. (d) Documentation of Project Costs -- All costs charged to the Project, including any approved services contributed by the Grantee or others, shall be 931201 'Page "7 of 16`pages OGL (5) Have received approval by the Department for all budget revisions required to cover all costs to be incurred by the end of the requisition period. (b) Payment by the Department -- Upon receipt of the completed requisition form and the accompanying information in satisfactory form, the Department shall process the requisition if the Grantee is complying with its obligations pursuant to the Agreement, has satisfied the Department of its need for State funds requested during the requisition period, and is making adequate progress toward the timely completion of the Project. If all of these circumstances are found to exist, the Department shall reimburse apparent allowable costs incurred (or to be incurred during the requisition period) by the Grantee up to the maximum amount of the State Grant payable through the fiscal year in which the requisition is submitted as stated in the Project Budget. However, reimbursement of any cost pursuant to this ITEM shall not constitute a final determination by the Department of the allowability of such cost and shall not constitute a waiver of any violation of the terms of this Agreement committed by the Grantee. The Department will make a final determination as to the allowability only after a final audit of the Project has been conducted. Payment is contingent on appropriation of funds by the General Assembly of the State for the purposes of this Agreement and on the release of such funds by the Governor. Approval of each requisition is contingent upon showing that, where applicable, the proportionate Federal and local shares of the Project costs in cash or approved cash equivalents are being met. In the event that the Department determines that the Grantee is not currently eligible to receive any or all of the State funds requested, it shall promptly notify the Grantee, stating the reasons for such determination. (c) Disallowed Costs - In determining the amount of the State Grant, the Department will exclude all Project costs incurred by the Grantee prior to the date of this Agreement, or another date specifically authorized by the Department; costs incurred by the Grantee which are not provided for in the Project Budget except as otherwise provided under ITEM 107(c)(2); and costs attributable to goods or services received under a contract or other arrangement which has not been concurred in or approved in writing by the Department. Costs of construction performed by employees of the Grantee will be disallowed as eligible Project costs unless the use of such employees is specifically approved in advance by the Department. Upon written notice to the Grantee, the Department reserves the right to suspend or terminate all or part of the financial assistance herein provided for when the Grantee is, or has been, in violation of their terms of this Agreement or when the Department determines that the purpose of the Acts would not be adequately served by continuation of State financial assistance to the Project. Any failure to make progress which significantly endangers 931201 • • Page 9 of 1 pages OGL (c) Other certifications as may be required from time to time by statute. Except as otherwise authorized in writing by the Department, the Grantee shall not execute any contract or obligate itself in any other manner with any third party with respect to the Project without the prior written concurrence of the Department. MA Grantee agrees to give full opportunity for free, open, .and competitive bidding for each contract to be let by Grantee calling for construction or furnishing of any materials, supplies, or equipment to be paid for with Project funds and Grantee shall give such publicity in its advertisements or calls for bids for each such contract as will provide adequate competition. The award for each such contract shall be made by Grantee as soon as practicable to the lowest responsive and qualified bidder except as otherwise provided in guidelines of the Department or except as otherwise specifically approved by the Department. Contracts for professional or consulting services and contracts for the purchase of land, real estate, transit property, or other real or personal property not normally acquired through competitive bidding are specifically excluded from the requirements of this ITEM, except that contracts for professional and consulting services shall be awarded only after competitive solicitation of proposals from at least three qualified firms, as required by Department guidelines. ITEM 114 -- THIRD -PARTY CONTRACT CHANGES No change or modification of the scope or cost shall be made to any contract, and no work shall be commenced and no costs or obligations incurred in consequence of such change or modification, unless and until the Department concurs and, where required, the Approved Project Budget has been amended by the Department as may be necessary to provide for such change or modification. ITEM 115 -- PRE -BID APPROVAL Except as waived by the Department, the Grantee agrees that, prior to advertising for any bids for any work to be performed under ITEM 113 ( "Competitive Bidding ") of this Agreement, the Grantee shall submit one copy each of the proposed contract plans and specifications, proposed advertisement for bids, and all related bidding documents to the Department for approval. The bid invitation or advertisement shall include a statement that the contract to be let is subject to this Agreement between the Grantee and the State. I& 931201 Page '11 of 16 pages OGL The Grantee agrees to save harmless and indemnify the State from any and all losses, expenses, damages (including loss of use), demands and claims, and shall defend any suit or action, whether at law or in equity, brought against it based on any such alleged injury (including death) or damage and shall pay all damages, judgments, costs, and expenses, including attorney's fees, in connection with said demands and claims resulting therefrom. The Grantee agrees that it will maintain, or cause to be maintained, for the duration of the Project, such self - insurance or policies of insurance, with limits and upon terms satisfactory to the Department as will protect the Grantee from any other claims for damages to property or for bodily injury including death, which may arise from or in connection with the operations hereunder by the Grantee, or by anyone directly or indirectly employed by or associated with it, and the Grantee shall furnish the Department with certificate(s) evidencing all such required insurance coverage. The cost of such insurance carried by the Grantee shall not be an item of eligible Project cost. ITEM 122 -- NON- WAIVER The Grantee agrees that in.no event shall any action, including the making by the Department of any payment under this Agreement, constitute or be construed as a waiver by the Department of any breach of covenant or any default on the part of the Grantee which may then exist; and any action, including the making of such payment by the Department, while any such breach or default shall exist, shall in no way impair or prejudice any right or remedy available to the Department in respect to such breach or default. The remedies available to the Department under this Agreement are cumulative and not exclusive. The waiver or exercise of any remedy shall not be construed as a waiver of any other remedy available hereunder or under general principles of law or equity. ITEM 123 -- NON- COLLUSION The Grantee warrants that it has not paid and agrees not to pay any bonus, commission, fee, or gratuity for the purpose of obtaining any approval of its application for any grant pursuant to this Agreement. No State officer or employee, or member of the State General Assembly, or member of any unit of local government which contributes to the Project Funds shall be admitted to any share or part of this Agreement or to any benefit arising therefrom. ITEM 124 -- INDEPENDENCE OF GRANTEE In no event shall the Grantee or any of its employees, agents, contractors or subcontractors be considered agents or employees of either the Department or the State. Furthermore, the Grantee agrees that none of its employees, agents, contractors, or subcontractors will hold themselves out as, or claim to be, agents, officers, or employees of the State and will not by reason of any relationship with the Grantee, make any claim, demand, or application to a 931201 Page 13 of 16 pages OGL (1) That it will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status, national origin or ancestry, age, physical or mental handicap unrelated to ability, or an unfavorable discharge from 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 thereof, it will determine the availability (in accordance with the Department's Rules and Regulations) 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, martial status, national origin or ancestry, age, physical or mental handicap unrelated to ability, or an unfavorable discharge from 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 advising such labor organization or representative of the contractor's obligations under the Illinois Human Rights Act and the Department's Rules and Regulations. 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 Department and the contracting agency and will recruit employees from other resources when necessary to fulfill its obligations thereunder. (5) That it will submit reports as required by the Department's Rules and Regulations, furnish all relevant information as may from time to time be requested by the Department or the contracting agency, and in all respects comply with the Illinois Human Rights Act and the Department's Rules and Regulations. (6) That it will permit access to all relevant books, records, accounts and work sites by personnel of the contracting agency and the Department for purposes of investigation to ascertain compliance with the Illinois Human Rights Act and the Department's Rules and Regulations. (7) That it will include verbatim or by reference the provisions of this clause in every subcontract it awards under which any portion of the contract obligations are undertaken or assumed, so that such provisions will be binding upon such subcontractor. In 931201 Page 15 of 16 pages OGL (1) There is any misrepresentation of a material nature in the Grantee's Application, or amendment thereof, or in respect to this Agreement or any document or date furnished pursuant hereto, or any other submission of the Grantee required by the Department in connection with the Grant; (2) There is pending litigation which, in the opinion of the Secretary, may jeopardize the Grants or this Agreement; (3) There has been, in connection with the Grants, any violation of the State or Federal regulations, ordinances or statutes applicable to the Grantee, its officers or employees which, in the opinion of the Secretary, affects this Agreement; (4) Any contributions provided by the State pursuant to this Agreement are used for an ineligible purpose; (5) The Grantee is unable to substantiate the proper use of the Grant funds provided pursuant to this Agreement; or (6) The Grantee is in default under any of the provisions of this Agreement. ITEM 129 -- SEVERABILITY The Parties agree that if any provision of this Agreement is held invalid for any reason whatsoever, the remaining provisions shall not be affected thereby if such remainder would then continue to conform to the purposes, terms, and requirements of applicable law. ITEM 130 -- PATENT RIGHTS Any patentable result arising out of this Agreement, as well as all information, design, specifications, know -how, data, and findings shall be made available to the United States of America and to the State for public use, unless the Parties shall determine, in a specific case where it is legally permissible, that it is in the public interest that it not be so made available. M N VRMAROWACI The Grantee agrees that this Agreement shall not be assigned, transferred, conveyed, sublet or otherwise disposed of without the prior written consent of the Department. �� •y 1�I�y �� The Parties agree that no change or modification to this Agreement, or any Exhibits or Attachments hereto, shall be of any force or effect unless such rirr.- Gb -177J 14 1 5 I DOT -DPT _ . 312 793 1251 P.02 Project No. CAP -95- 526 -OCL Village of Buffalo Grove Contract No. 2183 Certificate of Grantee's Attorney I, William G. Ra sa , acting as Attorney for the Vi l age of Bu falo Grove, "Grantee" , do hereby certify that I have examined this Agreement and the proceedings taken by the Grantee relating thereto, and that the execution of the Agreement by the Grantee has been duly authorized by the Grantee's action dated ft 15, 1995 (a copy of which is attached) and that the execution of thr is Agreement is in all respects due and proper and in accordance with applicable State and local law and further that, in my opinion, said Agreement constitutes a legal and binding obligation of the Grantee in accordance with the terms thereof. I further certify that to the best of my knowledge there is no legislation or litigation pending or threatened which might affect the performance of the Project in accordance with the terms of this Agreement. Dated this L5 day of lvav Signature Ville Atto Title Village of Aiffalo Qm� Grantee -- 0526x TOTAL P.02