Contract 1330-15177 PROFESSIONAL SERVICES ...opendocs.cookcountyil.gov/procurement/contracts/1530...Contract No. 1530-15177 "Agreement" means this Professional Services Agreement,

Contract No. 1330-15177

PROFESSIONAL SERVICES AGREEMENT

PROFESSIONAL AUDITING SERVICES

BETWEEN

I oktt I~ ~ r, o

' il

COOK COUNTY GOVERNMENT

OFFICE OF THE COMPTROLLER

RSM US LLP

CONTRACT NO. 1530-15177

APPROVED BYTHE BOARD OFGOOK GODNTY COMMISSIONERS

OCT S8 2016

Cook Cosoty Pmdsssieord Service AdmsmsotRevised 2-9-2019


PROFESSIONAL SERVICES AGREEMENT

TABLE OF CONTENTS

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....15AND COMPLIANCE

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ATION, SUSPENSION.................I9

TERMS AND CONDITIONS.ARTICLE I) INCORPORATION OF BACKGROUND ..ARTICLE 2) DEFINITIONS.a) Definitions

b) Interpretation

c) Incorporation of Exhibits.ARTICLE 3) DUTIES AND RESPONSIBILITIES OF CONSULTANTa) Scope of Services.b) Deliverable sc) Standard of Performance..d) Personnel

e) Minority and Women Owned Business Enterprises Commitment ........I) Insurance

g) Indemnification ..h) Confidentiality and Ownership of Documents .i) Patents, Copyrights and Licenses .j) Examination of Records and AuditsIc) Subcontmcting or Assignment of Contract or Contract Funds ..............ARTICLE 4) TERM OF PERFORMANCE...........................a) Term of Performance.b) Timeliness of Performancec) Agreement Extension Option.ARTICLE 5) COMPENSATION.....................................................a) Basis of Payment..b) Method of Payment..c) Funding

d) Non-Appropriation.e) Taxesf) Price Reduction

g) Consultant Credits..ARTICLE 6) DISPUTES.ARTICLE 7) COOPERATION WITH INSPECTOR GENERAL

WITH ALL LAWSARTICLE 8) SPECIAL CONDITIONS.a) Warranties and Representations..b) Ethics

c) Joint and Several Liability .d) Business Documentse) Conflicts of Interest..I) Non-Liability of Public Officials ..ARTICLE 9) EVENTS OF DEFAULT, REMEDIES, TERMIN

AND RIGHT TO OFFSET.

Cook County Professional Service AgreementRevianl 3-9-2019


a) Events of Default Defined.b) Remedies

c) Early Termination ..d) Suspension

e) Right to Offset...............................................I) Delays

g) Prepaid FeesARTICLE 10) GENERAL CONDITIONS ......a) Entire Agreement.b) Counterparts

c) Contract Amendments .d) Governing Law and Jurisdiction.e) Severability

f) Assigns

g) Cooperation

h) Waiver

i) Independent Consultant .j) Governmental Joint Purchasing Agreement.ARTICLE 11) NOTICES...............................,.ARTICLE 12) AUTHORITY

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List of ExhibitsExhibit 1 Scope of ServicesExhibit 2 Schedule of CompensationExhibit 3 Minority and Women Owned Business Enterprise Commitment and MBE/WBE

Utilization PlanIdentification of Subcontractor/Supplier/Subconsultant FormEvidence of InsuranceCertification for Consulting or Auditing ServicesElectronic Payables ProgramCook County Transportation Expense Reimbursement and Travel RegulationsPolicy

Exhibit 9 Board Authorization Approval

List of AttachmentsAttachment 1 Economic Disclosure Statement and Execution Document

Cook Constr Professional Service AgreementRsvtseg Ssr-2015


AGREEMENT

This Agreement is made and entered into by and between the County of Cook, a public bodycorporate of the State of Illinois, on behalf of Office of the Chief Procurement Officer hereinafterreferred to as "County" and RSM US LLP, doing business as a Limited Liability Partnership ofthe State of Illinois hereinafter referred to as "Consultant", pursuant to authorization by the CookCounty Board of Commissioners on October 26, 2016, as evidenced by Board AuthorizationApproval attached hereto as EXHIBIT "9".

BACKGROUND

The County of Cook issued a Request for Proposals "RFP"for Professional Auditing Services.Proposals were evaluated in accordance with the evaluation criteria published in the RFP. TheConsultant was selected based on the proposal submitted and evaluated by the County representatives.

Consultant represents that it has the professional experience and expertise to provide thenecessary services and further warrants that it is ready, willing and able to perform inaccordance with the terms and conditions as setforth in this Agreement.

NOW, THEREFORE, the County and Consultant agree as follows:

TERMS AND CONDITIONS

ARTICLE I) INCORPORATION OF BACKGROUND

The Background information set forth above is incorporated by reference as if fully set forthhere.

ARTICLE 2) DEFINITIONS

a) Defmitions

The following words and phrases have the following meanings for purposes of thisAgreement:

"Additional Services" means those services which are within the general scope ofServices of this Agieement, but beyond the description of services required under Article3, and all services reasonably necessary to complete the Additional Services to thestandards of performance required by this Agreement. Any Additional Servicesrequested by the Using Agency require the approval of the Chief Pmcurement Officer ina written amendment to this Agreement before Consultant is obligated to perform thoseAdditional Services and before the County becomes obligated to pay for those AdditionalServices.


"Agreement" means this Professional Services Agreement, including all exhibitsattached to it and incorporated in it by reference, and all amendments, modifications orrevisions made in accordance with its terms.

"Chief Procurement OSieer" means the Chief Procurement Officer for the County ofCook and any representative duly authorized in writing to act on his behalf.

"Services" means, collectively, the services, duties and responsibilities described inArticle 3 of this Agreement and any and all work necessary to complete them or carrythem out fully and to the standard of performance required in this Agreement.

"Subcontractor" or "Subconsultant" means any person or entity with whom Consultantcontracts to provide any part of the Services, of any tier, suppliers and materialsproviders, whether or not in privity with Consultant.

"Using Agency" shall mean the deparlment of agency within Cook County includingelected officials.

b) Interpretation

i) The term "include" (in all its forms) means "include, without limitation" unlessthe context clearly states otherwise.

ii) All references in this Agreement to Articles, Sections or Exhibits, unlessotherwise expressed or indicated are to the Articles, Sections or Exhibits of thisAgreement.

iii) Words importing persons include firms, associations, partnerships, trusts,corporations and other legal entities, including public bodies, as well as natural

persons.

iv) Any headings preceding the text of the Articles and Sections of this Agreement,and any tables of contents or marginal notes appended to it are solely forconvenience or reference and do not constitute a part of this Agreement, nor dothey affect the meaning, construction or effect of this Agreement.

v) Words importing the singular include the plural and vice versa. Words of themasculine gender include the correlative words of the feminine and neutergenders.

vi) All references to a number of days mean calendar days, unless expressly indicatedotherwise.


c) Incorporation of Exhibits

The following attached Exhibits and Attachment are made a part of this Agreement:

List of ExhibitsExhibit l Scope of ServicesExhibit 2 Schedule of CompensationExhibit 3 Minority and Women Owned Business Enterprise Commitment andMBE/WBE

Utilization PlanIdentification of Subcontractor/Supplier/Subconsultant FormEvidence of InsuranceCertification for Consulting or Auditing ServicesElectronic Payables ProgramCook County Transportation Expense Reimbursement and TravelRegulations Policy

Exhibit 9 Board Authorization Approval

List of AttachmentsAttachment 1 Economic Disclosure Statement and Execution Document

ARTICLE 3) DUTIES AND RESPONSIBILITIES OF CONSULTANT

Scope of Services

This description of Services is intended to be geneml in nature and is neither a completedescription of Consultant's Services nor a limitation on the Services that Consultant is toprovide under this Agreement. Consultant must provide the Services in accordance withthe standards of performance set forth in Section 3c. The Services that Consultant mustprovide include, but are not limited to, those described in Exhibit I, Scope of Servicesand Time Limits for Performance, which is attached to this Agreement and incorporatedby reference as if fully set forth here.

b) Deliverables

In carrying out its Services, Consultant must prepare or provide to the County variousDeliverables. "Deliverables" include work product, such as written reviews,recommendations, reports and analyses, produced by Consultant for the County.

The County may reject Deliverables that do not include relevant information or data, ordo not include all documents or other materials specified in this Agreement or reasonablynecessary for the purpose for which the County made this Agreement or for which theCounty intends to use the Deliverables. Disagreement with Consultant's IndependentAuditor's Report opinion shall not constitute grounds for rejection, so long as opinion isprovided according to industry professional standards. If the County determines thatConsultant has failed to comply with the foregoing standards, it has 30 days fmm the


it is possible to do so, within 30 days after receipt of notice from the County specifyingthe failure, then the County, by written notice, may treat the failure as a default of thisAgreement under Article 9.

Partial or incomplete Deliverables may be accepted for review only when required for aspecific and well-defined purpose and when consented to in advance by the County.Such Deliverables will not be considered as satisfying the requirements of thisAgreement and partial or incomplete Deliverables in no way relieve Consultant of itscommitments under this Agreement.

c) Standard of Performance

Consultant must perform all Services required of it under this Agreement with that degreeof skill, care and diligence normally shown by a consultant performing services of ascope and purpose and magnitude comparable with the nature of the Services to beprovided under this Agreement. Consultant acknowledges that it is entrusted with or hasaccess to valuable and confidential information and records of the County and withrespect to that information, Consultant agrees to be held to the standard of care of afiduciary.

Consultant must assure that all Services that require the exercise of professional skills orjudgment are accomplished by professionals qualified and competent in the applicablediscipline and appropriately licensed, if required by law. Consultant must provide copiesof any such licenses. Consultant remains responsible for the professional and technicalaccuracy of all Services or Deliverables furnished, whether by Consultant or itsSubconsultants or others on its behalf. All Deliverables must be prepared in a form andcontent satisfactory to the Using Agency and delivered in a timely manner consistentwith the requirements of this Agreement.

If Consultant fails to comply with the foregoing standards, Consultant must performagain, at its own expense, all Services required to be re-performed as a direct or indirectresult of that failure. Any review, approval, acceptance or payment for any of theServices by the County does not relieve Consultant of its responsibility for theprofessional skill and care and technical accuracy of its Services and Deliverables. Thisprovision in no way limits the County's rights against Consultant either under thisAgreement, at law or in equity.

d) Personnel

i) Adequate Staffing

Consultant must, upon receiving a fully executed copy of this Agreement, assign andmaintain during the term of this Agreement and any extension of it an adequate staff ofcompetent personnel that is fully equipped, licensed as appropriate, available as needed,qualified and assigned exclusively to perform the Services. Consultant must includeamong its staff the Key Personnel and positions as identified below. The level of


staffing may be revised from time to time by notice in writing from Consultant to theCounty and with written consent of the County, which consent the County will notwithhold unreasonably. If the County fails to object to the revision within 14 days afterreceiving the notice, then the revision will be considered accepted by the County.

ii) Key Personnel

Consultant must not reassign or replace Key Personnel without the written consent of theCounty, which consent the County will not unreasonably withhold. "Key Personnel"means those job titles and the persons assigned to those positions in accordance with theprovisions of this Section 3.d(ii). The Using Agency may at any time in writing notifyConsultant that the County will no longer accept performance of Services under thisAgreement by one or more Key Personnel listed. Upon that notice, and as allowable byindustry professional standards, Consultant must immediately suspend the services of thekey person or persons and must replace him or them in accordance with the terms of thisAgreement. A list of Key Personnel is found in Exhibit I, Scope of Services.

iii) Salaries and Wages

Consultant and Subconsultants must pay all salaries and wages due all employeesperforming Services under this Agreement unconditionally and at least once a monthwithout deduction or rebate on any account, except only for those payroll deductions thatare mandatory by law or are permitted under applicable law and regulations. If in theperformance of this Agreement Consultant underpays any such salaries or wages, theComptroller for the County may withhold, out of payments due to Consultant, an amountsufficient to pay to employees underpaid the difference between the salaries or wagesrequired to be paid under this Agreement and the salaries or wages actually paid theseemployees for the total number of hours worked. The amounts withheld may bedisbursed by the Comptroller for and on account of Consultant to the respectiveemployees to whom they are due. The parties acknowledge that this Section 3.d(iii) issolely for the benefit of the County and that it does not grant any third party beneficiaryrights.

e) Minority and Women Owned Business Enterprises Commitment

In the performance of this Agreement, including the procurement and lease of materialsor equipment, Consultant must abide by the minority and women's business enterprisecommitment requirements of the Cook County Ordinance, (Article IV, Section 34-267through 272) except to the extent waived by the Coinpliance Director, which are set forthin Exhibit 3. Consultant's completed MBE/WBE Utilization Plan evidencing itscompliance with this requirement are a part of this Agreement, in Form I of theMBE/WBE Utilization Plan, upon acceptance by the Compliance Director. Consultantmust utilize minority and women's business enterprises at the greater of the amountscommitted to by the Consultant for this Agreement in accordance with Form I of theMBE/WBE Utilization Plan.


f) Insurance

Prior to the effective date of this Contract, the Contractor, at its cost, shall secure andmaintain at all times, unless specified otherwise, until completion of the term of thisContract the insurance specified below.

Nothing contained in these insurance requirements is to be construed as limiting theextent of the Contractor's responsibility for payment of damages resulting from itsoperations under this Contract.

Contractor shall require all Subcontractors to provide the insurance required in thisAgreement, or Contractor may provide the coverages for Subcontractors. AllSubcontractors are subject to the same insurance requirements as Contractor exceptparagraph (d) Excess Liability or as specified otherwise.

The Cook County Department of Risk Management maintains the right to modify, delete,alter or change these requirements with reasonable consent of the Contractor.

i) Insurance Coverages To Be Provided

(a) Workers Comnensation Insurance

Workers'ompensation shall be in accordance with the laws of the Stateof Illinois or any other applicable jurisdiction.

The Workers Compensation policy shall also include the followingprovisions:

(I) Employers'iability coverage with a limit of$500,000 each Accident$500,000 'each Employee$500,000 Policy Limit for Disease

(b) Commercial General Llabilitv Insurance

The Coinmercial General Liability shall be on an occurrence form basis(ISO Form CG 0001 or equivalent) to cover bodily injury, personal injuryand property damage.

Each OccurrenceGeneral AggregateCompleted Operations Aggregate

$ 1,000,000$ 2,000,000$ 2,000,000

The General Liability policy shall include the following coverages:

(a) All premises and operations;


(b) Contractual Liability;(c) Products/Completed Operations;(d) Severability of interest/separation of insureds clause

(c) Commercial Automobile Liabilitv Insurance

When any vehicles are used in the performance of this contract, Contractorshall secure Automobile Liability Insurance for bodily injury and propertydamage arising from the Ownership, maintenance or use of owned, hired andnon-owned vehicles with a limit no less than $1,000,000per accident.

(d) Umbrella/Excess Liabilitv

Such policy shall be excess over the Commercial General Liability,Automobile Liability, and Employer's Liability with limits not less than thefollowing amounts:

Each Occurrence: $2,000,000

(e) Professional Liabilitv

Contractor shall secure Professional Liability insurance covering any and allclaims arising out of the performance or nonperformance ofprofessionalservices for the County under this Agreement. This professional liabilityinsurance shall remain in force for the life of the Contractor's obligationsunder this Agreement, and shall have a limit of liability of not less than$2,000,000 per claim. Ifany such policy is written on a claims made form,the retroactive date shall be prior to the effective date ofthis contract. Claimsmade form coverage, or extended reporting following the expiration ortermination of this contract, shall be maintained by the Contractor for aminimum ofthree years following the expiration or early termination of thiscontract and the Contractor shall annually provide the County with proof ofrenewal. Subcontractors performing professional services for theContractor must maintain limits of not less than $1,000,000 with the sameterms in this section.

Additional reauirements

(a) Additional Insured

The required insurance policies, with the exception of the Workers Compensationand Pmfessional Liability, shall name Cook County, its officials, employees andagents as additional insureds on a primary and non-contributory basis. Anyinsurance or self-insurance maintained by Cook County shall be excess of theContractor's insurance and shall not contribute with it. Additional insuredsincluded via a blanket endorsement.


(b) Qualification of Insurers

All insurance companies providing coverage shall be licensed or approved by theDepartment of Insurance, State of Illinois, and shall have a financial rating nolower than (A-) VII as listed in A.M. Best's Key Rating Guide, current edition orinterim report. Companies with ratings lower than (A-) VII will be acceptableonly upon consent of the Cook County Department of Risk Management. Theinsurance limits required herein may be satisfied by a combination of primary,umbrella and/or excess liability insurance policies.

(c) Insurance Notices

Contractor shall provide the Office of the Chief Procurement Officer with thirty(30) days advance written notice in the event any required insurance will becancelled, materially reduced or non-renewed. Contractor shall securereplacement coverage to comply with the stated insurance requirements andprovide new certificates of insurance to the Office of the Chief ProcurementOfficer.

Prior to the date on which Contractor commences performance of its part of thework, Contractor shall furnish to the Office of the Chief Procureinent Officercerlificates of insurance maintained by Contractor. The receipt of any certificateof insurance does not constitute agreement by the County that the insurancerequirements have been fully met or that the insurance policies indicated on thecertificate of insurance are in compliance with insurance required above.

In no event shall any failure of the County to receive certificates of insurancerequired hereof or to demand receipt of such Certificates of Insurance beconstrued as a waiver of Contractor's obligations to obtain insurance pursuant tothese insurance requirements.

(d) Waiver of Subrouation Endorsements

All insurance policies must contain a Waiver of Subrogation Endorsement in favorof Cook County.

g) Indemnification

The Consultant covenants and agrees to indemnify and save harmless the County and itscommissioners, officials, employees, agents and representatives, and their respectiveheirs, successors and assigns, from and against any and all costs, expenses, attorney'sfees, losses, damages and liabilities incurred or suffered directly or indirectly from orattributable to any claims arising out of or incident to the performance or nonperformanceof the Contract by the Consultant, or the acts or omissions of the officers, agents,employees, Consultants, subconsultants, licensees or invitees of the Consultant. The


Consultant expressly understands and agrees that any Performance Bond or insuranceprotection required of the Consultant, or otherwise provided by the Consultant, shall inno way limit the responsibility to indemnify the County as hereinabove provided.Consultant's liability for all claims, damages and costs of the County arising under thisAgreement is limited to three times the amount of fees paid by the County to Consultantfor the services rendered under this Agreement, except indemnification or damagesrelated to a material misstatement or omission caused by the intentional acts, recklessnessor gross negligence of Consultant. This provision shall not require Consultant toindemnify the County for damages, losses or cost to the extent that occurs throughdeliberate &aud on the part of by the County.

h) Confideatiality and Owtaership of Documents

Consultant acknowledges and agrees that information regarding this Contract isconfidential and shall not be disclosed, directly, indirectly or by implication, or be used byConsultant in any way, whether during the term of this Contract or at any time thereafter,except solely as required in the course of Consultant's performance hereunder. Consultantshall comply with the applicable privacy laws and regulations affecting County and will notdisclose any of County's records, materials, or other data to any third party. Consultantshall not have the rigt to compile and distribute statistical analyses and reports utilizingdata derived from information or data obtained from County without the prior writtenapproval of County. In the event such approval is given, any such reports published anddistributed by Consultant shall be furnished to County without charge.

All documents, data, studies, reports, work product or product created as a result of theperformance of the Contract (the "Documents" ) shall be included in the Deliverables andshall be the property of the County of Cook. It shall be a breach of this Contract for theConsultant to reproduce or use any documents, data, studies, reports, work product orproduct obtained from the County of Cook or any Documents created hereby, whether suchreproduction or use is for Consultant's own purposes or for those of any third party. Duringthe performance of the Contract Consultant shall be responsible of any loss or damage tothe Documents while they are in Consultant's possession, and any such loss or damageshall be restored at the expense of the Consultant. A representative of a regulator of theCounty and its designees shall be afforded full access to the Documents and the work at alltimes. It is agreed that at all times Consultant's workpapers shall remain the sole propertyof Consultant and do not constitute a Document or Deliverable under the terms of thisAgreement, but shall made available as required under the terms of Exhibit I, Scope ofServices.

Patents, Copyrights and Licenses

If applicable, Consultant shall furnish the Chief Procurement Officer with all licensesrequired for the County to utilize any software, including firmware or middleware,provided by Consultant as part of the Deliverables. Such licenses shall be clearly markedwith a reference to the number of this County Contract. Consultant shall also furnish acopy of such licenses to the Chief Procurement Officer. Unless otherwise stated in these


Contract documents, such licenses shall be perpetual and shall not limit the number ofpersons who may utilize the sofbvare on behalf of the County.

Consultant agrees to hold harmless and indemnify the County, its officers, agents,employees and affiliates fiom and defend, as permitted by Illinois law, at its own expense(including reasonable attorneys', accountants'nd consultants'ees), any suit or proceedingbrought against County based upon a claim that the ownership and/or use of equipment,hardware and software or any part thereof provided to the County or utilized in performingConsultant's services constitutes an infringement of any patent, copyright or license or anyother property right.

In the event the use of any equipment, hardware or sofhvare or any part thereof is enjoined,Consultant with all reasonable speed and due diligence shall provide or otherwise securefor County, at the Consultant's election, one of the following; the right to continue use ofthe equipment, hardware or software; an equivalent system having the Specifications asprovided in this Contract; or Consultant shall modify the system or its component parts sothat they become non-infringing while performing in a substantially similar manner to theoriginal system, meeting the requirements of this Contract.

j) Examination of Records and Audits

The Consultant agrees that the Cook County Auditor or any of its duly authorizedrepresentatives shall, until expiration of three (3) years after the final payment under theContract, have access and the right to examine any books, documents, papers, canceledchecks, bank statements, purveyor's and other invoices, and records of the Consultantrelated to the Contract, or to Consultant's compliance with any term, condition or provisionthereof. The Consultant shall be responsible for establishing and maintaining recordssufflcient to document the costs associated with performance under the terms of thisContract.

The Consultant further agrees that it sliall include in all of its subcontracts hereunder aprovision to the effect that the Subcontractor agrees that the Cook County Auditor or any ofits duly authorized represtxttatives shall, until expiration of three (3) years after finalpayment under the subcontract, have access and the right to examine any books,documents, papers, canceled checks, bank statements, purveyor's and other invoices andrecords of such Subcontractor involving transactions relating to the subcontract, or to suchSubcontractor compliance with any term, condition or provision thereunder or under theContract.

In the event the Consultant receives payment under the Contract, reimbursement for whichis later disallowed by the County, the Consultant shall promptly refund the disallowedamount to the County on request, or at the County's option, the County may credit theamount disallowed from the next payment due or to become due to the Consultant underany contract with the County.

To the extent this Contract pertains to Deliverables which may be reimbursable under the

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Medicaid or Medicare Programs, Consultant shall retain and make available uponrequest, for a period of four (4) years after furnishing services pursuant to thisAgreement, the contract, books, documents and records which are necessary to certify thenature and extent of the costs of such services if requested by the Secretary of Health andHuman Services or the Comptroller General of the United States or any of their dulyauthorized representatives.

If Consultant carries out any of its duties under the Agreement through a subcontract witha related organization involving a value of cost of $10,000.00 or more over a 12 monthperiod, Consultant will cause such subcontract to contain a clause to the effect that, untilthe expiration of four years after the furnishing of any service pursuant to saidsubcontract, the related organization will make available upon request of the Secretary ofHealth and Human Services or the Comptroller General of the United States or any oftheir duly authorized representatives, copies of said subcontract and any books,documents, records and other data of said related organization that are necessary tocertify the nature and extent of such costs. This paragraph relating to the retention andproduction of documents is included because of possible application of Section1861(v)(1)(l) of the Social Security Act to this Agreement; if this Section should befound to be inapplicable, then this paragraph shall be deemed inoperative and withoutforce and effect.

k) Subcontracting or Assignment of Contract or Contract Funds

Once awarded, this Contract shall not be subcontracted or assigned, in whole or in part,without the advance written approval of the Chief Procurement Officer, which approvalshall be granted or withheld at the sole discretion of the Chief Procurement Officer. In nocase, however, shall such approval relieve the Consultant &om its obligations or change theterms of the Contract. The Consultant shall not transfer or assign any Contract funds or anyinterest therein due or to become due without the advance written approval of the ChiefProcurement Officer. The unauthorized subcontracting or assignment of the Contract, inwhole or in part, or the unauthorized transfer or assignment of any Contract funds, either inwhole or in part, or any interest therein, which shall be due or are to become due theConsultant shall have no effect on the County and are null and void.

Prior to the commencement of the Contract, the Consultant shall identify in writing to theChief Procurement Officer the names of any and all Subcontractors it intends to use in theperformance of the Contract by completing the Identification of Subcontractor/Supplier/Subconsultant Form ("ISF'). The Chief Procurement Officer shall have the right todisapprove any Subcontractor. All Subcontractors shall be subject to the terms of thisContract. Consultant shall incorporate into all subcontracts all of the provisions of theContract which affect such subcontract. Copies of subcontracts shall be provided to theChief Procurement Officer upon request.

The Consultant must disclose the name and business address of each Subcontractor,attorney, lobbyist, accountant, consultant and any other person or entity whom theConsultant has retained or expects to retain in connection with the Matter, as well as the

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nature of the relationship, and the total amount of the fees paid or estimated to be paid. TheConsultant is not required to disclose employees who are paid or estimated to be paid. TheConsultant is not required to disclose employees who are paid solely through theConsultant's regular payroll. "Lobbyist" means any person or entity who undertakes toinfluence any legislation or administrative action on behalf of any person or entity otherthan: (I) a not-for-profit entity, on an unpaid basis, or (2), himself.

"Lobbyist" also means any person or entity any part of whose duties as an employee ofanother includes undertaking to influence any legislative or administrative action, If theConsultant is uncertain whether a disclosure is required under this Section, the Consultantmust either ask the County, whether disclosure is required or make the disclosure.

The County reserves the right to prohibit any person from entering any County facility forany reason. All Consultants and Subcontractor of the Consultant shall be accountable tothe Chief Procurement Offlcer or his designee while on any County property and shallabide by all rules and regulations imposed by the County.

I) Professional Social Services

In accordance with 34-146, of the Cook County Procurement Code, all Consultants orproviders providing services under a Professional Social Service Contracts or ProfessionalSocial Services Agreements, shall submit an annual performance report to the UsingAgency, i.e., the agency for whom the Consultant or provider is providing the professionalsocial services, that includes but is not limited to relevant statistics, an empirical analysiswhere applicable, and a written narrative describing the goals and objectives of the contractor agreement and programmatic outcomes. The annual performance report shall beprovided and reported to the Cook County Board of Commissioners by the applicableUsing Agency within forty-five days of receipt. Failure of the Consultant or provider toprovide an annual performance report will be considered a breach of contract or agreementby the Consultant or provider, and may result in termination of the Contract or agreement.

For purposes of this Section, a Professional Social Service Contract or Professional SocialService Agreement shall mean any contract or agreement with a social service pmvider,including other governmental agencies, nonprofit organizations, or for profit businessenterprises engaged in the field of and providing social services, juvenile justice, mentalhealth treatment, alternative sentencing, olfender rehabilitation, recidivism reduction, fostercare, substance'buse treatment, domestic violence services, community transitioningservices, intervention, or such other similar services which provide mental, social orphysical treatment and services to individuals. Said Professional Social Service Contractsor Professional Social Service Agreements do not include CCHHS managed care contractsthat CCHHS may enter into with health care providers.

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ARTICLE 4) TERM OF PERFORMANCE

a) Term of Performance

This Agreement takes effect when approved by the Cook County Board and its term shallbegin on December 20, 2016 ("Effective Date") and continue until December 19, 2019 oruntil this Agreement is terminated in accordance with its terms, whichever occurs first.

b) Timeliness of Performance

Consultant must provide the Services and Deliverables within the term and withinthe time limits required under this Agreeinent, pursuant to the provisions ofSection 4.a and Exhibit 1. Further, Consultant acknowledges that TME IS OFTHE ESSENCE and that the failure of Consultant to comply with the time limitsdescribed in this Section 4.b may result in economic or other losses to the County.

Neither Consultant nor Consultant's agents, employees nor Subcontractors areentitled to any damages flom the County, nor is any party entitled to bereimbursed by the County, for damages, charges or other losses or expensesincurred by Consultant by reason of delays or hindrances in the performance ofthe Services, whether or not caused by the County. Notwithstanding the terms ofthis section, the Parties agree that any delays caused by the County impactingConsultant's ability to timely supply Deliverable under this Agreement, shallconstitute changed circumstances, and reasonable changes to the terms of thisAgreement shall be negotiated to the satisfaction of the Parties.

c) Agreement Extension Option

The Chief Pmcurement Officer may at any time before this Agreement expires elect torenew this Agreement for to two (2) additional one (I)-year periods under the same termsand conditions as this original Agreement, except as provided otherwise in thisAgreement, by notice in writing to Consultant. After notification by the ChiefProcureinent Officer, this Agreement must be modified to reflect the time extension inaccordance with the provisions of Section 10.c.

ARTICLE 5) COMPENSATION

a) Basis of Payment

The County will pay Consultant according to the Schedule of Compensation in theattached Exhibit 2 for the successful completion of services.

b) Method of Payment

All invoices submitted by the Consultant shall be in accordance with the cost provisionscontained in the Agreement and shall contain a detailed description of the Deliverables,

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including the quantity of the Deliverables, for which payment is requested. All invoicesfor services shall include itemized entries indicating the date or time period in which theservices were provided, the amount of time spent performing the services, and a detaileddescription of the services provided during the period of the invoice. All invoices shallreflect the amounts invoiced by and the amounts paid to the Consultant as of the date ofthe invoice. Invoices for new charges shall not include "past due" amounts, if any, whichamounts must be set forth on a separate invoice. Consultant shall not be entitled toinvoice the County for any late fees or other penalties.

In accordance with Section 34-177 of the Cook County Procurement Code, the Countyshall have a right to set off and subtract fmm any invoice(s) or Contract price, a sum equalto any fines and penalties, including interest, for any tax or fee delinquency and any debt orobligation owed by the Consultant to the County.

The Consultant acknowledges its duty to ensure the accuracy of all invoices submitted tothe County for payment. By submitting the invoices, the Consultant certifies that allitemized entries set forth in the invoices are true and correct. The Consultantacknowledges that by submitting the invoices, it certifies that it has delivered theDeliverables; i.e., the goods, supplies, services or equipment set forth in the Agreement tothe Using Agency, or that it has properly performed the services set forth in the Agreement,The invoice must also reflect the dates and amount of time expended in the provision ofservices under the Agreement. The Consultant acknowledges that any inaccuratestatements or negligent or intentional misrepresentations in the invoices shall result in theCounty exercising all remedies available to it in law and equity including, but not limitedto, a delay in payment or non-payment to the Consultant, and reporting the matter to theCook County Office of the Independent Inspector General.

When a Consultant receives any payment from the County for any supplies, equipment,goods, or services, it has provided to the County pursuant to its Agreement, theConsultant must make payment to its Subcontractors within 15 days after receipt ofpayment from the County, provided that such Subcontractor has satisfactorily providedthe supplies, equipment, goods or services in accordance with the Contract and providedthe Consultant with all of the documents and information required of the Consultant. TheConsultant may delay or postpone payment to a Subcontractor when the Subcontractor'ssupplies, equipment, goods, or services do not comply with the requirements of theContract, the Consultant is acting in good faith, and not in retaliation for a Subcontractorexercising legal or contractual rights.

c) Funding

The source of funds for payments under this Agreement is identified in Exhibit 2,Schedule of Compensation. Payments under this Agreement must not exceed the dollaramount shown in Exhibit 2 without a written amendment in accordance with Section10.c.


d) Non-Appropriation

Ifno funds or insufficient funds are appropriated and budgeted in any fiscal period of theCounty for payments to be made under this Agreement, then the County will notifyConsultant in writing of that occurrence, and this Agreement will terminate on the earlierof the last day of the fiscal period for which suflicient appropriation was made orwhenever the funds appropriated for payment under this Agreement are exhausted.Payments for Services completed to the date of notification will be made to Consultant.No payments will be made or due to Consultant and under this Agreement beyond thoseamounts appropriated and budgeted by the County to fund payments under thisAgreement.

e) Taxes

Federal Excise Tax does not apply to materials purchased by the County by virtue ofExemption Certificate No. 36-75-003SK. Illinois Retailers'ccupation Tax, Use Tax andMunicipal Retailers'ccupation Tax do not apply to deliverables, materials or servicespurchased by the County by virtue of statute. The price or prices quoted herein shallinclude any and all other federal and/or state, direct and/or indirect taxes which apply tothis Contract. The County's State of Illinois Sales Tax Exemption Identification No. is E-9998-2013-07.

Price Reduction

If at any time after the contract award, Consultant makes a general price reduction in theprice of any of the Deliverables, the equivalent price reduction based on similar quantitiesand/or considerations shall apply to this Contract for the duration of the Contract period.For purposes of this Section S.f.,Price Reduction, a general price reduction shall includereductions in the effective price charged by Consultant by reason of rebates, financialincentives, discounts, value points or other benefits with respect to the purchase of theDeliverables. Such price reductions shall be effective at the same time and in the samemanner as the reduction Consultant makes in the price of the Deliverables to its prospectivecustomers generally.

g) Consultant Credits

To the extent the Consultant gives credits toward future purchases of goods or services,financial incentives, discounts, value points or other benefits based on the purchase of thematerials or services provided for under this Contract, such credits belong to the Countyand not any specific Using Agency. Consultant shall rellect any such credits on its invoicesand in the amounts it invoices the County.

ARTICLE 6) DISPUTES

Any dispute arising under the Contract between the County and Consultant shall be decided by theChief Procurement 06icer. The complaining party shall submit a written statement detailing the

15


dispute and specifying the specific relevant Contract provision(s) to the Chief Procurement Officer.Upon request of the Chief Procurement Officer, the party complained against shall respond to thecomplaint in writing within five days of such request. The Chief Procurement Officer will reduceher decision to writing and mail or otherwise furnish a copy thereof to the Consultant. Subject toArticle 10, Section (d), the decision of the Chief Procurement Officer will be a final and bindingadministrative resolution. Dispute resolution as provided herein shall be a condition precedent toany other action at law or in equity. However, unless a notice is issued by the Chief ProcurementOfficer indicating that additional time is required to review a dispute, the parties may exercise theircontractual remedies, if any, if no decision is made within sixty (60) days following notification tothe Chief Procurement Officer of a dispute. No inference shall be drawn &om the absence of adecision by the Chief Procurement Officer.

Notwithstanding a dispute, and to the extent allowable by industry professional standards,Consultant shall continue to discharge all its obligations, duties and responsibilities set forth in theContract during any dispute resolution proceeding unless otherwise agreed to by the County inwriting.

ARTICLE 7) COOPERATION WITH INSPECTOR GENERAL AND COMPLIANCEWITH ALL LAWS

The Consultant, Subcontractor, licensees, grantees or persons or businesses who have a Countycontract, grant, license, or certification of eligibility for County contracts shall abide by all of theapplicable provisions of the Office of the Independent Inspector General Ordinance (Section 2-281et. seq. of the Cook County Code of Ordinances). Failure to cooperate as required may result inmonetary and/or other penalties.

The Consultant shall observe and comply with the laws, ordinances, regulations and codes of theFederal, State, County and other local government agencies which may in any manner affect theperformance of the Contract including, but not limited to, those County Ordinances set forth in theCertifications attached hereto and incorporated herein. Assurance of compliance with thisrequirement by the Consultant's employees, agents or Subcontractor shall be the responsibility ofthe Consultant.

The Consultant shall secure and pay for all federal, state and local licenses, permits and feesrequired hereunder.

ARTICLE S) SPECIAL CONDITIONS

a) Warranties and Representations

In connection with signing and carrying out this Agreement, Consultant:

warrants that Consultant is appropriately licensed under Illinois law to performthe Services required under this Agreement and will perform no Services forwhich a professional license is required by law and for which Consultant is notappropriately licensed;


ii) warrants it is financially solvent; it and each of its employees, agents andSubcontractors of any tier are competent to perform the Services required underthis Agreement; and Consultant is legally authorized to execute and perform orcause to be performed this Agreement under the terms and conditions stated inthis Agreement;

iii) warrants that it will not knowingly use the services of any ineligible consultant orSubcontractor for any purpose in the performance of its Services under thisAgreement;

iv) warrants that Consultant and its Subcontractors are not in default at the time thisAgreement is signed, and has not been considered by the Chief ProcurementOfficer to have, within 5 years immediately preceding the date of this Agreement,been found to be in default on any contract awarded by the County;

v) represents that it has carefully examined and analyzed the provisions andrequirements of this Agreement; it understands the nature of the Servicesrequired; from its own analysis it has satisfied itself as to the nature of all thingsneeded for the performance of this Agreement; this Agreement is feasible ofperformance in accordance with all of its provisions and requirements, andConsultant warrants it can and will perform, or cause to be performed, theServices in strict accordance with the provisions and requirements of thisAgreement;

vi) represents that Consultant and, to the best of its knowledge, its Subcontractors arenot in violation of the provisions of the Illinois Criminal Code, 720 ILCS 5/33Eas amended; and

vii) acknowledges that any certification, affidavit or acknowledgment made underoath in connection with this Agreement is made under penalty of perjury and, iffalse, is also cause for termination under Sections 9.a and 9.c.

b) Ethics

In addition to the foregoing warranties and representations, Consultant warrants;

(I) no officer, agent or employee of the County is employed by Consultant orhas a financial interest directly or indirectly in this Agreement or thecompensation to be paid under this Agreement except as may be permittedin writing by the Board of Ethics.

(2) no payment, gratuity or offer of employment will be made in connectionwith this Agreement by or on behalf of any Subcontractors to the primeConsultant or higher tier Subcontractors or anyone associated with them,as an inducement for the award of a subcontract or order.

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c) Joint and Several Liability

If Consultant, or its successors or assigns, if any, is comprised of more than oneindividual or other legal entity (or a combination of them), then under this Agreement,each and without limitation every obligation or undertaking in this Agreement to befulfilled or performed by Consultant is the joint and several obligation or undertaking ofeach such individual or other legal entity.

d) Business Documents

At the request of the County, Consultant must provide copies of its latest Secretary ofState file-stamped articles of incorporation, by-laws and resolutions, or partnership orjoint venture agreement, as applicable.

e) Conflicts of Interest

No member of the governing body of the County or other unit of government andno other officer, employee or agent of the County or other unit of governmentwho exercises any functions or responsibilities in connection with the Services towhich this Agreement pertains is permitted to have any personal interest, direct orindirect, in this Agreement. No member of or delegate to the Congress of theUnited States or the Illinois General Assembly and no Commissioner of the CookCounty Board or County employee is allowed to be admitted to any share or partof this Agreement or to any financial benefit to arise from it.

ii) Consultant covenants that it, and to the best of its knowledge, its Subcontractors ifany (collectively, "Consulting Parties" ), presently have no direct or indirectinterest and will not acquire any interest, direct or indirect, in any project orcontract that would conflict in any manner or degree with the performance of itsServices under this Agreement.

iii) Upon the request of the County, as deemed reasonably necessary to determineactual conflicts involving the County, and subject to any pre-existingConfidentiality agreements in place, Consultant must disclose to the County itspast client list and the names of any clients with whom it has an ongoingrelationship. Consultant is not permitted to perform any Services for the Countyon applications or other documents submitted to the County by any ofConsultant's past or present clients. If Consultant becomes aware of a conflict, itmust immediately stop work on the assignment causing the conflict and notify theCounty.

iv) Without limiting the foregoing, if the Consulting Parties assist the County indetermining the advisability or feasibility of a project or in recommending,researching, preparing, drafting or issuing a request for proposals or bidspecifications for a project, the Consulting Parties must not participate, directly or

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contract No. 15s0-15177

indirectly, as a prime, Subcontractor or joint venturer in that project or in thepreparation of a proposal or bid for that project during the term of this Agreementor afterwards. The Consulting Parties may, however, assist the County inreviewing the proposals or bids for the project if none of the Consulting Partieshave a relationship with the persons or entities that submitted the proposals orbids for that project.

v) The Consultant further covenants that, in the performance of this Agreement, noperson having any conflicting interest will be assigned to perform any Services orhave access to any confidential information, as defined in Section 3.h of thisAgreement. If the County, by the Chief Procurement Officer in his reasonablejudgment, determines that any of Consultant's Services for others conflict with theServices Consultant is to render for the County under this Agreement, Consultantmust terminate such other services immediately upon request of the County.

vi) Furthermore, if any federal funds are to be used to compensate or reimburseConsultant under this Agreement, Consultant represents that it is and will remainin compliance with federal restrictions on lobbying set forth in Section 319of theDepartment of the Interior and Related Agencies Appropriations Act for Fiscalyear 1990, 31 U.S.C, f 1352, and related rules and regulations set forth at 54 Fed.Reg. 52,309 ff. (1989), as amended. If federal funds are to be used, Consultantmust execute a Certification Regarding Lobbying, which will be attached as anexhibit and incorporated by reference as if fully set forth here.

f) Non-Liability of Public Officials

Consultant and any assignee or Subcontractor of Consultant must not charge any official,employee or agent of the County personally with any liability or expenses of defense or hold anyofficial, employee or agent of the County personally liable to them under any term or provisionof this Agreement or because of the County's execution, attempted execution or any breach ofthis Agreement,

ARTICLE 9) EVENTS OF DEFAULT, REMEDIES, TERMINATION, SUSPENSIONAND RIGHT TO OFFSET

a) Events of Default Defined

The following constitute events of default:

i) Any material misrepresentation, whether negligent or willful and whether in theinducement or in the performance, made by Consultant to the County.

ii) Consultant's material failure to perform any of its obligations under thisAgtteement including the following:

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(a) Failure due to a reason or circumstances within Consultant's reasonablecontrol to perform the Services with suAicient personnel and equipment orwith sufficient material to ensure the performance of the Services;

(b) Failure to perform the Services in a manner reasonably satisfactory to theChief Pmcurement Officer or inability to perform the Servicessatisfactorily as a result of insolvency, filing for bankruptcy or assignmentfor the benefit of creditors;

(c) Failure to promptly re-perform within a reasonable time Services that wererejected as erroneous or unsatisfactory;

(d) Discontinuance of the Services for reasons within Consultant's reasonablecontrol; and

(e) Failure to comply with any other material term of this Agreement,including the provisions concerning insurance and nondiscrimination.

iii) Any singular change in ownership or control amounting to 5% (five percent) orhigher change in Consultant's makeup without the prior written approval of theChief Procurement Officer, which approval the Chief Procurement Officer willnot unreasonably withhold.

iv) Consultant's default under any other agreement it may presently have or mayenter into with the County during the life of this Agreement. Consultantacknowledges and agrees that in the event of a default under this Agreement theCounty may also declare a default under any such other Agreements.

v) Failure to comply with Article 7 in the perfonnance of the Agreement.

vi) Consultant's repeated or continued violations of County ordinances unrelated toperformance under the Agreement that in the opinion of the Chief Procurement06icer indicate a willful or reckless disregard for County laws and regulations.

b) Remedies

The occurrence of any event of default permits the County, at the County's sole option, todeclare Consultant in defhult. The Chief Procurement Officer may in his sole discretiongive Consultant an opportunity to cure the default within a certain period of time, whichperiod of time must not exceed 30 days, unless extended by the Chief PmcurementOfficer. Whether to declare Consultant in default is within the sole discretion of theChief Procurement Officer and neither that decision nor the factual basis for it is subjectto review or challenge under the Disputes provision of this Agreement.

The Chief Procurement Officer will give Consultant written notice of the default, eitherin the form of a cure notice ("Cure Notice" ), or, if no opportunity to cure will be granted,

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a default notice ("Default Notice" ). If the Chief Procurement Officer gives a DefaultNotice, he will also indicate any present intent he may have to terminate this Agreement,and the decision to terminate (but not the decision not to terminate) is final and effectiveupon giving the notice. The Chief Procurement Officer may give a Default Notice ifConsultant fails to affect a'cure within the cure period given in a Cure Notice. When aDefault Notice with intent to terminate is given as provided in this Section 9.b and Article11, Consultant must discontinue any Services, unless otherwise directed in the notice, anddeliver all Deliverables accumulated in the performance of this Agreement, whethercompleted or in the process, to the County. The Auditor will be required to makeworking papers available as set forth under the terms of Exhibit I, Scope of Services.Affer giving a Default Notice, the County may invoke any or all of the followingremedies:

The right to take over and complete the Services, or any part of.them, atConsultant's expense and as agent for Consultant, either directly or throughothers, and bill Consultant for the cost of the Services, and Consultant must paythe diff'erence between the total amount of this bill and the amount the Countywould have paid Consultant under the terms and conditions of this Agreement forthe Services that were assumed by the County as agent for the Consultant underthis Section 9.b;

ii) The right to terminate this Agreement as to any or all of the Services yet to beperformed effective at a time specified by the County;

iii) The right of specific performance, an'injunction or any other appropriate equitableRemedy; specific performance being subject to any restrictions necessitated byindustry professional standards, specifically the AICPA Code of ProfessionalConduct and Bylaws, Sections 0.300.050and 1.200.001;

iv) The right to money damages;

v) The right to withhold all or any part of Consultant's compensation under thisAgreement;

vi) The right to consider Consultant non-responsible in future contracts to be awardedby the County,

If the Chief Procurement Officer considers it to be in the County's best interests, he mayelect not to declare default or to terminate this Agreement. The parties acknowledge thatthis pmvision is solely for the benefit of the County and that if the County permitsConsultant to continue to provide the Services despite one or more events of default,Consultant is in no way relieved of any of its responsibilities, duties or obligations underthis Agreement, nor does the County waive or relinquish any of its rights.

The remedies under the terms of this Agreement are not intended to be exclusive of anyother remedies provided, but each and every such remedy is cumulative and is in addition

21


to any other remedies, existing now or later, at law, in equity or by statute. No delay oromission to exercise any right or power accruing upon any event of default impairs anysuch right or power, nor is it a waiver of any event of default nor acquiescence in it, andevery such right and power may be exercised from time to time and as often as theCounty considers expedient.

c) Early Termination

In addition to termination under Sections 9.a and 9.b of this Agreement, the County mayterminate this Agreement, or all or any portion of the Services to be performed under it,at any time by a notice in writing trom the County to Consultant. The County will givenotice to Consultant in accordance with the provisions of Article 11.The effective date oftermination will be the date the notice is received by Consultant or the date stated in thenotice, whichever is later. If the County elects to terminate this Agreement in full, allServices to be provided under it must cease and all materials that may have beenaccumulated in performing this Agreement, whether completed or in the process, must bedelivered to the County effective 10 days after the date the notice is considered receivedas provided under Article 11 of this Agreement (if no date is given) or upon the effectivedate stated in the notice.

After the notice is received, Consultant must restrict its activities, and those of itsSubcontractors, to winding down any reports, analyses, or other activities previouslybegun. No costs incurred after the effective date of the termination are allowed.Payment for any Services actually and satisfactorily performed before the effective dateof the termination is on the same basis as set forth in Article 5, but if any compensation isdescribed or provided for on the basis of a period longer than 10 days, then thecompensation must be prorated accordingly. No amount of compensation, however, ispermitted for anticipated profits on unperformed Services. The County and Consultantmust attempt to agree on the amount of compensation to be paid to Consultant, but if notagreed on, the dispute must be settled in accordance with Article 6 of this Agreement.The payment so made to Consultant is in full settlement for all Services satisfactorilyperformed under this Agreement.

Consultant must include in its contracts with Subcontractors an early terminationprovision in form and substance equivalent to this early termination provision to preventclaims against the County arising from termination of subcontracts after the earlytermination. Consultant will not be entitled to make any early termination claims againstthe County resulting from any Subcontractor's claims against Consultant or the County tothe extent inconsistent with this provision.

If the County's election to terminate this Agreement for default under Sections 9.a and9.b is determined in a court of competent jurisdiction to have been wrongful, then in thatcase the termination is to be considered to be an early termination under this Section 9.c.

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Consultant shall be afforded early termination provisions of this Section as required bylaw, statute, industry professional standards, or changed circumstances such thatcontinuation with this Agreement is no longer reasonable.

d) Suspension

The County may at any time request that Consultant suspend its Services, or any part ofthem, by giving 15 days prior written notice to Consultant or upon informal oral, or evenno notice, in the event of emergency. No costs incurred after the effective date of suchsuspension are allowed. Consultant must promptly resume its performance of theServices under the same terms and conditions as stated in this Agreement upon writtennotice by the Chief Procurement Officer and such equitable extension of time as may bemutually agreed upon by the Chief Procurement Officer and Consultant when necessaryfor continuation or completion of Services. Any additional costs or expenses actuallyincurred by Consultant as a result of recommencing the Services must be treated inaccordance with the compensation provisions under Article 5 of this Agreement.

No suspension of this Agreement is permitted in the aggregate to exceed a period of 45days within any one year of this Agreement. If the total number of days of suspensionexceeds 45 days, Consultant by written notice may treat the suspension as an earlytermination of this Agreement under Section 9.c.

e) Right to Offset

In connection with performance under this Agreement, the County may offset any excesscosts incurred'.

i) if the County terminates this Agreement for default or any other reason resultingfrom Consultant's performance or non-performance;

ii) if the County exercises any of its remedies under Section 9.b of this Agreement;or

iii) if the County has any credits due or has made any overpayments under thisAgreement.

The County may offset these excess costs by use of any payment due for Servicescompleted before the County terminated this Agreement or before the County exercisedany remedies. If the amount offset is insufficient to cover those excess costs, Consultantis liable for and must promptly remit to the County the balance upon written demand forit. This right to offset is in addition to and not a limitation of any other remediesavailable to the County.

I) Delays

Consultant agrees that no charges or claims for damages shall be made by Consultant for

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any delays or hindrances from any cause whatsoever during the progress of any portion ofthis Contract.

g) Prepaid Fees

In the event this Contract is terminated by either party, for cause or otherwise, and theCounty has prepaid for any Deliverables, Consultant shall refund to the County, on aprorated basis to the effective date of termination, all amounts prepaid for Deliverables notactually provided as of the effective date of the termination. The refund shall be madewithin fourteen (14) days of the effective date of termination.

ARTICLE 10) GENERAL CONDITIONS

a) Entire Agreement

i) General

This Agreement, and the exhibits attached to it and incorpomted in it, constitutethe entire agreement between the parties and no other warranties, inducements,considerations, promises or interpretations are implied or impressed upon thisAgreement that are not expressly addressed in this Agreement.

ii) No Collateral Agreements

Consultant acknowledges that, except only for those representations, statementsor promises expressly contained in this Agreement and any exhibits attached to itand incorporated by reference in it, no representation, statement or promise, oralor in writing, of any kind whatsoever, by the County, its officials, agents oremployees, has induced Consultant to enter into this Agreement or has been reliedupon by Consultant, including any with reference to:

(a) the meaning, correctness, suitability or completeness of any provisions orrequireinents of this Agreement;

(b) the nature of the Services to be performed;(c) the nature, quantity, quality or volume of any materials, equipment, labor

and other facilities needed for the performance of this Agreement;

(d) the general conditions which may in any way affect this Agreement or itsperformance;

(e) the compensation provisions of this Agreement; or

(f) any other matters, whether similar to or different from those referred to in(a) through (e) immediately above, affecting or having any connectionwith this Agreement, its negotiation, any discussions of its performance orthose employed or connected or concerned with it,

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iii) No Omissions

Consultant acknowledges that Consultant was given an opportunity to review alldocuments forming this Agreement before signing this Agreement in order that itmight request inclusion in this Agreement of any statement, representation,promise or provision that it desired or on that it wished to place reliance.Consultant did so review those documents, and either every such statement,representation, promise or provision has been included in this Agreement or else,if omitted, Consultant relinquishes the benefit of any such omitted statement,representation, pmmise or provision and is willing to perform this Agreement inits entirety without claiming reliance on it or making any other claim on accountof its omission.

b) Counterparts

This Agreement is comprised of several identical counterparts, each to be fully signed bythe parties and each to be considered an original having identical legal effect.

c) Contract Amendments

The parties may during the term of the Contract make amendments to the Contract but onlyas provided in this section. Such amendments shall only be made by mutual agreement inwriting.

In the case of Contracts not approved by the Board, the Chief Procurement Officer mayamend a contract provided that any such amendment does not extend the Contract by morethan one (I) year, and further provided that the total cost of all such amendments does notincrease the total amount of the Contract beyond $150,000. Such action may only be madewith the advance written approval of the Chief Procurement Officer. If the amendmentextends the Contract beyond one (I) year or increases the total award amount beyond$150,000, then Board approval will be required.

No Using Agency or employee thereof has authority to make any amendments to thisContract. Any amendinents to this Contract made without the express written approval ofthe Chief Procurement Officer is void and unenforceable.

Consultant is hereby notified that, except for amendments which are made in accordancewith this Section10.c. Contract Amendments, no Using Agency or employee thereof hasauthority to make any amendment to this Contract.

d) Governing Law and Jurisdiction

This Contract shall be governed by and construed under the laws of the State of Illinois.The Consultant irrevocably agrees that, subject to the County's sole and absolute election tothe contrary, any action or proceeding in any way, manner-or respect arising out of theContract, or arising from any dispute or controversy arising in connection with or related to

25


the Contract, shall be litigated only in state or federal district courts within Cook County,State of Illinois, and the Consultant consents and submits to the jurisdiction thereof. Inaccordance with these provisions, Consultant waives any right it may have to transfer orchange the venue of any litigation brought against it by the County pursuant to thisContract.

Severability

If any provision of this Agreement is held or considered to be or is in fact invalid, illegal,inoperative or unenforceable as applied in any particular case in any jurisdiction or in allcases because it conflicts with any other provision or provisions of this Agreement or ofany constitution, statute, ordinance, rule of law or public policy, or for any other reason,those circumstances do not have the effect of rendering the provision in question invalid,illegal, inoperative or unenforceable in any other case or circumstances, or of renderingany other provision or provisions in this Agreement invalid, illegal, inoperative orunenforceable to any extent whatsoever. The invalidity, illegality, inoperativeness orunenforceability of any one or more phrases, sentences, clauses or sections in thisAgreement does not affect the remaining portions of this Agreement or any part of it.

Assigns

All of the terms and conditions of this Agreement are binding upon and inure to thebenefit of the parties and their respective legal representatives, successors and assigns.

Cooperation

Consultant must at all times, in accordance with the requirements of industry professionalstandards, cooperate fully with the County and act in the County's best interests. If thisAgreement is terminated for any reason, or if it is to expire on its own terms, Consultantmust make every effort to assure an orderly transition to another provider of the Services,if any, orderly demobilization of its own operations in connection with the Services,uninterrupted provision of Services during any transition period and must otherwisecomply with the reasonable requests and requirements of the Using Agency in connectionwith the termination or expiration.

Waiver

Nothing in this Agreement authorizes the waiver of a requirement or condition contraryto law or ordinance or that would result in or promote the violation of any federal, state orlocal law or ordinance.Whenever under this Agreement the County by a proper authority waives Consultant'sperformance in any respect or waives a requirement or condition to either the County's orConsultant's performance, the waiver so granted, whether express or implied, onlyapplies to the particular instance and is not a waiver forever or for subsequent instancesof the performance, requirement or condition. No such waiver is a modification of thisAgreement regardless of the number of times the County may have waived the

26


performance, requirement or condition. Such waivers must be provided to Consultant inwriting.

i) Independent Consultant

This Agreement is not intended to and will not constitute, create, give rise to, orotherwise recognize a joint venture, partnership, corporation or other formal businessassociation or organization of any kind between Consultant and the County. The rightsand the obligations of the parties are only those expressly set forth in this Agreement.Consultant must perform under this Agreement as an independent Consultant and not as arepresentative, employee, agent, or parlner of the County.

This Agreement is between the County and an independent Consultant and, if Consultantis an individual, nothing provided for under this Agreement constitutes or implies anemployer-employee relationship such that:

i) The County will not be liable under or by reason of this Agreement for thepayment of any compensation award or damages in connection with theConsultant performing the Services required under this Agreement.

ii) Consultant is not entitled to membership in the County Pension Fund, GroupMedical Insurance Program, Group Dental Program, Group Vision Care, GmupLife Insurance Program, Deferred Income Program, vacation, sick leave, extendedsick leave, or any other benefits ordinarily provided to individuals employed andpaid through the regular payrolls of the County.

iv) The County is not required to deduct or withhold any taxes, FICA or otherdeductions froin any compensation provided to the Consultant.

j) Governmental Joint Purchasing Agreement

Pursuant to Section 4 of the Illinois Governmental Joint Purchasing Act (30 ILCS 525)and the Joint Purchase Agreement approved by the Cook County Board ofCommissioners (April 9, 1965), other units of government may purchase goods orservices under this contract.

In the event that other agencies participate in a joint pmcurement, the County reserves theright to renegotiate the price to accommodate the larger volume.

k) Comparable Government Procurement

As permitted by the County of Cook, other government entities, if authorized by law,may wish to purchase the goods, supplies, services or equipment under the same termsand conditions contained in this Contract (i.e., comparable government procurement).Each entity wishing to reference this Contract must have prior authorization from theCounty of Cook and the Consultant. If such participation is authorized, all purchaseorders will be issued directly from and shipped directly to the entity requiring the goods,

27


supplies, equipment or services supplies/services. The County shall not be heldresponsible for any orders placed, deliveries made or payment for the goods, supplies,equipment or services supplies/services ordered by these entities. Each entity reserves theright to determine the amount of goods, supplies, equipment or services it wishes topurchase under this Contract.

I) Force Majeure

Neither Consultant nor County shall be liable for failing to fulfill any obligation underthis Contract if such failure is caused by an event beyond such party's reasonable controland which is not caused by such party's fault or negligence. Such events shall be limitedto acts of God, acts of war, fires, lightning, floods, epidemics, or riots.

ARTICLE 11) NOTICES

All notices required pursuant to this Contract shall be in writing and addressed to theparties at their respective addresses set forth below. All such notices shall be deemed dulygiven if hand delivered or if deposited in the United States mail, postage prepaid, registeredor certified, return receipt requested. Notice as provided herein does not waive service ofsummons or process,

If to the County: OfFice of the Comptroller118N. Clark, Room 500Chicago, Illinois 60602Attention: Department Director

Cook County Chief Procurement Officer118North Clark Street. Room 1018Chicago, Illinois 60602(Include County Contract Number on all notices)

If to Consultant: RSM US LLP20 North Martingale RoadSchaumburg, IL 60173Attention: Linda Abernethy, Partner

Changes in these addresses must be in writing and delivered in accordance with theprovisions of this Article 11. Notices delivered by mail are considered received threedays after mailing in accordance with this Article 11. Notices delivered personally areconsidered effective upon receipt. Refusal to accept delivery has the same effect asreceipt.


ARTICLE 12) AUTHORITY

Execution of this Agreement by Consultant is authorized by a resolution of its Board ofDirectors, if a corporation, or similar governing document, and the signature(s) of each personsigning on behalf of Consultant have been made with complete and full authority to commit.Consultant to all terms and conditions of this Agreement, including each and everyrepresentation, certification and warranty contained in it, including the representations,certifications and warranties collectively incorporated by reference in it.


EXHIBIT I

Scope of Services

Contract No. 1530-15177Professional Auditing Senricess

Exhibit 1 Scope of Services

Scope of ServicesProfessional Auditing Services

forCook County Government

The Auditor (or "Consultant" ) shall meet all the requirements listed in the scope of services, includingspecific requirements for certain County agencies. However, it is understood that other agencies forwhich details are not provided may require auditing services. It is also understood that competitive rateswill be provided taking into consideration of overall volume of business when other departments or unitsof government are identified later in the process or after contract award for auditing services regardingspecial projects as a result of changing regulations.

Cook County BackgroundCook County Government is a home rule county pursuant to Article Vll, Section 6 of the Illinois StateConstitution and is governed by a 17-member Board of Commissioners that is elected from single-memberdistricts. The Commissioners and a County Board President are elected to four-year terms by the citizensof the County.

Cook County represents one of the major metropolitan areas in the state and nation, and contains 132municipalities, including the City of Chicago, 30 townships, 240 special districts, and 161 school districts.With a population of approximately 5.2 million people, Cook County is the most populous county in

Illinois, the second most populous county in the nation (2010 US Census), and the nineteenth largestgovernment in the United States.

The County's fiscal year begins on December 1 and ends on November 30. As mandated by state law, theCounty has principal responsibility for the protection of persons and property, the operation of publichealth services, the administration of the property tax levy, assessment, collection and distributionprocess, and the maintenance of County highways.

The obligation to protect persons and property, commonly called public safety, is fulfilled by theprovision of County judicial and law enforcement services. The Cook County Circuit Court, which is thesecond largest unified court in the nation and the Cook County Department of Corrections, which is thelargest single-site jail in the nation, are solely the responsibility of Cook County Government.

The obligation to provide public health services is fulfilled by the operation of a comprehensivenetwork of medical facilities for the citizens of the County, and provision of services regardless of theirability to pay. The Cook County Health and Hospitals System (CCHHS) consists of John H. Stroger, Jr.Hospital of Cook County, Provident Hospital of Cook County, Oak Forest Health Center, the Ambulatoryand Community Health Network of Cook County, Cermak Health Services of Cook County, the Bureau ofHealth Services, CountyCare (a managed care program for County residents), the Ruth M. RothsteinCORE Center and the Cook County Department of Public Health. The Cook County Board ofCommissioners established the Cook County Health and Hospitals System Board (CCHHS Board) in 2008to provide independent oversight of health care operations. The CCHHS Board is accountable to theCook County Board of Commissioners. CCHHS is included in the reporting entity of Cook County, illinoisas an enterprise fund. As an enterprise fund, CCHHS financial statements are prepared usingproprietary fund accounting that focuses on the determination of changes in net assets, financial

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Contract No. 1530-15177Professional Auditing Servicess


position, and cash flows in a manner similar to private sector businesses. Financial statements areprepared on an accrual basis of accounting

Cook County Bureau of FinanceThe Office of the Chief Financial Officer (CFO) is responsible for the financial management of Cook CountyGovernment. This includes managing the activities of the Bureau of Finance in a manner that insures CookCounty Government is financially sound and maintains strong bond ratings. The CFO manages the Bureauof Finance to ensure financial integrity and consistency, to engage in endeavors and practices that positionCook County as a leader in ffiscal management and efficient, streamlined governance. The CFOcoordinates and supervises all financial activities of the County, monitors the expenditures of eachbudgetary unit, and issues general obligation bonds to support capital needs and economic development.The CFO is responsible for the strategic direction and management of the following departments thatcomprise the Bureau of Finance: Revenue, Risk Management, Budget and Management Services,Comptroller, Contract Compliance, Enterprise Resource Planning and Procurement.

The accounting and financial reporting functions of the County are organized as follows:~ Governmental Fund Types and Pension Trust Funds - Functions maintained primarily in the

Cook County Comptroller's Office.~ Enterprise (Health) Fund - Functions maintained at John H. Stroger, Jr. Hospital of Cook

County, Provident Hospital of Cook County, Oak Forest Health Center, the Ambulatory andCommunity Health Network of Cook County, Cermak Health Services of Cook County, theBureau of Health Services, CountyCare (a managed care program for County residents), theRuth M. Rothstein CORE Center, and the Cook County Department of Public Health.

~ Agency Funds - Functions maintained at approximately twenty-eight (28) individual Countyoffices.

Cook County Bureau of Finance RequirementsThe County desires the Auditor to express an opinion on the fair presentation of its governmentalactivities, its business-type activities, its aggregate discretely presented component units, each of its majorfunds, and its aggregate remaining fund information in conformity with generally accepted accountingprinciples.

The Auditor is not required to audit the combining and individual fund financial statements and supportingschedules. However, the Auditor is to provide an "in-relation-to" report on the combining and individualfund financial statements and supporting schedules based on the auditing procedures applied during theaudit of the basic financial statements. The Auditor is not required to audit the introductory section of thereport or the statistical section of the report.

The Auditor shall also be responsible for performing certain limited procedures involving requiredsupplementary information required by the Governmental Accounting Standards Board as mandated bygenerally accepted auditing standards.

Additionally, the Auditor will be responsible for performing audit procedures to Federal grant programtransactions, for purposes of issuing auditor's reports in accordance with the single audit concept underthe provisions of U.S. Office of Management and Budget (OMB) 2 CFR Part-2, Uniform AdministrativeRequirements, Cost Principles, and Audit Requirements of Federal Awards ("Super Circular" ) and the U.S.General Accountability Office's Government Auditing Standards (2011 Revision). These reports will be

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issued separately from the auditor's opinion on the County's basic financial statements and will bereferred to as the OMB Super Circular Report.

In accordance with State of illinois Public Acts 90-350 and 90-655, an audit of the Clerk of the Circuit Courtwill be performed by the licensed public accounting firm. The audit shall consist of a letter report thatexpresses an opinion on the financial statements of the Circuit Clerk, a letter report that expresses anopinion on internal controls of the Circuit Clerk, a letter report on the Circuit Clerk's compliance withapplicable statutes, rules, regulations, and procedures relating to assessment, collection, and distributionof funds, including the timeliness of those actions, any documentation or statements necessary to supportthe findings and opinions of the auditors, and any supplemental schedules or other documents requiredby the audit guidelines. A listing of applicable legal requirements shall be compiled by the AdministrativeOffice of the illinois Courts and made available to auditors for their compliance testing.

Cook County Bureau of Finance Auditing StandardsThe financial audit shall be conducted by the Auditor in accordance with auditing standards generallyaccepted in the United States of America. and the standards applicable to financial audits contained inGovernment Auditing Standards, issued by the Comptroller General of the United States of America.The Single Audit shall be conducted in accordance with auditing standards generally accepted in theUnited States of America; the standards applicable to financial audits contained in GovernmentAuditing Standards, issued by the Comptroller General of the Unites States of America; and theprovisions of U.S. Office of Management and Budget (OMB) 2 CFR Part 200- Uniform AdministrativeRequirements, Cost Principles, and Audit Requirements for Federal Awards ("Super Circuiar"j.

Cook County Bureau of Finance Required ReportsFollowing the completion of the audit of the County's financial statements, the Auditor shall issue thefollowing reports:

~ Independent Auditor's Report on the Basic Financial Statements contained in the County'scomprehensive annual financial report.

~ Basic Financial Statements and Required Supplementary Information, Independent Auditor'sReport on the Basic Financial Statements and Independent Auditor's Report on Internal Controlover Financial Reporting and on Compliance and Other Matters Based on an Audit of FinancialStatements Performed in Accordance with Government Auditing Standards.

~ The auditor must issue separate report on: a) the County Health and Hospitals System combinedfinancial statements, and b) the Cook County Clerk of the Circuit Court Agency Fund.

In addition to the reports listed above, the auditor shall issue the following reports as part of OMB's 2CFR Part 200 - Uniform Administrative Requirements, Cost Principles, and Audit Requirements forFederalAwards (Super Circula~:

~ Independent Auditor's Report on Schedule of Expenditures of Federal Awards.~ Independent Auditor's Report on Compliance with Requirements Applicable to Each Major

Program and Internal Control over Compliance with OMB's Super Circular.~ Independent Auditor's Report on Internal Control Over Financial Reporting, Compliance and

Other Matter Based on an Audit of Financial Statements Performed in Accordance withGovernment Auditing Standards.

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In addition, the County may be required to submit to the Illinois Department of Human Services (DHS) an AnnualFinancial Report (AFR) and a Consolidated Financial Report lCFR) for each DHS-funded program. The auditor shallissue an "Independent Auditor's Report on Applying Agreed Upon Procedures" for both the AFR and CFR ifrequired by DHS. Please refer to the DHS website'http: //www.dhs.state.il.us/page.aspxyitem=55866 for furtherinformation on the reporting requirements. If required, these services will be the subject of a contractmodification via an amendment. Any changes which impact the budget or materially modify the scope of servicesshall require an amendment to the Contract as set forth in Article 10) c) Contract Amendments of the ProfessionalServices Agreement.

Additionally, the Auditor shall issue the following reports as part of the audit of the Clerk of the CircuitCourt Agency Fund in accordance with the audit requirements of 705 ILCS 105/27.8, and State ofillinois Administrative Office of the illinois Courts Reporting Requirements by April 15.2016:

~ Independent Auditor's Report on the Statement of Changes in Assets and Liabilities of theAgency Fund

~ Independent Auditor's Report on Compliance and Internal Control Over Financial ReportingBased on an Audit of Financial Statements Performed in Accordance with Government AuditingStandards.

~ Independent Auditor's Report on Compliance with Applicable Legal Requirements

Cook County Bureau of Finance Findings ReportingThe Auditor shall communicate in a letter to management any significant deficiency, materialweakness, or other control deficiency found during the audit.

A deficiency in internal control over financial reporting exists when the design or operation of acontrol does not allow management or employees, in the normal course of performing their assignedfunctions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is adeficiency, or combination of deficiencies, in internal control over financial reporting, such that thereis a reasonable possibility that a material misstatement of the entity's financial statements will not beprevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, orcombination of deficiencies, in internal control over financial reporting that is less severe than amaterial weakness, yet important enough to merit attention by those charged with governance.

Significant deficiencies that are also material weaknesses shall be identified as such in the report. In

addition, the following conditions shall be reported:

Irregularities ond illegal acts. Auditors shall be required to make an immediate, written report of allirregularities and illegal acts or indications of illegal acts of which they become aware to thePresident of the Cook County Board of Commissioners.

Reporting to the Audit Committee. Auditors shall assure themselves that the County's AuditCommittee is informed of certain matters required by professional standards to be communicatedto them in their oversight responsibility for the County's financial reporting process, including ofeach of the following:

1. The auditor's responsibility under generally accepted auditing standards

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2.3.4.5.6.7.8.9.10.

Significant accounting policies

Management judgments and accounting estimatesSignificant audit adjustmentsAuditor's judgment about the quality of the County's accounting principles.Other information in documents containing audited financial statementsDisagreements with managementManagement consultation with other accountantsMajor issues discussed with management prior to retentionDifficulties encountered in performing audit

Special Considerations

It is required that the Auditor fully understands and considers the following information whenperforming the above listed requirements.

1. The financial statements of the Cook County Forest Preserve District ("District" ) and the CookCounty Emergency Telephone System ("System" ) are discretely presented component unitsin the financial statements of the County. Currently, the District and System are audited byother auditors who are contractually obligated to provide information needed for the auditof the County.

2. The financial statements of the County's Employees'nd Officers'nnuity and Benefit Fundare treated as Fiduciary Funds (Pension Trust and Other Post-Employment Benefits Trust)within the County's Financial Statements. The Pension Trust and Other Post-EmploymentBenefits Trust Funds are audited by another auditor who is contractually obligated to provideinformation needed for the audit of the County.

3. The County will send its comprehensive annual financial report to the Government FinanceOfficers Association of the United States and Canada for review in their Certificate ofAchievement for Excellence in Financial Reporting program. It is anticipated that the auditorwill be required to provide special assistance to the County to meet the requirements of thatprogram.

4. The County of Cook may prepare one or more official statements in connection with the saleof debt securities which will contain the general purpose financial statements and theauditor's report thereon. The auditor shall be required, if requested by the fiscal advisorand/or the underwriter, to issue a "consent and citation of expertise" as the auditor and anynecessary "comfort letters." If required, these services will be the subject of a contractmodification via an amendment. Any changes which impact the budget or materially modifythe scope of services shall require an amendment to the Contract as set forth in Article 10) c)Contract Amendments of the Professional Services Agreement.

5. The County has determined that the United States Department of Housing and UrbanDevelopment will function as the cognizant agency in accordance with the provisions of theSingle Audit Act amendments of 1984 (as amended in 1996) and U.S. Office of Managementand Budget (OMB) 2 CFR Part 200 - Uniform Administrative Requirements, Cost Principles,and Audit Requirements for Federal Awards ("Super Circular" ).

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6. The Schedule of Expenditures of Federal Awards and related auditor's report, as well as thereports on compliance and internal controls are not to be included in the comprehensiveannual financial report, but are to be issued separately.

Working Paper Retention and Access to Working PapersThe Auditor will be expected to retain all working papers and reports at the Auditor's expense, for aminimum of seven (7) years, unless the Auditor is notified in writing by the County of the need toextend the retention period. The Auditor will be required to make working papers available, uponrequest, to the following parties or their designees:

~ The County~ U.S. Government Accountability Office (GAO)~ Parties designated by the federal or state governments or by the County as part of an audit

quality review process

Inquiries

Auditor will be required to respond to the reasonable inquiries of successor auditors and allowsuccessor auditors to review working papers relating to matters of continuing accounting significance.

Audit SchedulesAuditor will be required to schedule for the 2016 Fiscal Year Audit (A similar time schedule will bedeveloped for audits of future fiscal years if the County exercises its option for additional audits).

Detailed Audit PlanThe Auditor shall provide County by December 12, 2016 both a detailed audit plan and a list of allschedules to be prepared by the County.

Ffeldwork

The Auditor shall complete all fieldwork by April 21, 2017 for the County. The completion of fieldwork by this date assumes the County provides the audit firm all audit schedules by the agreed upondates and without significant errors.

ConferencesThe Auditor shall conduct Entrance, Progress Reporting, Audit Status and Exit Conferences with theoffices and/or personnel listed below at similar time schedules that will be developed for audits offuture fiscal years if the County exercises its option for additional audits. Conferences will be held ondates to be arranged and agreed on by the County following the negotiation and execution of acontract.

Entrance Conference with the listed County Offices and/or Personnel will be held to discussprior audit problems, establish overall liaison for the audit and make work space and anyother arrangements the auditor may find necessary to provide the services required.

Countv Offices and/or PersonnelChief Financial Officer, Bureau of Finance, County Auditor, Comptroller, the CookCounty Health and I-lospitals System's Chief Financial Officer and other key financepersonnel; additionally, department heads of other key offices or programs

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Proeress Conference with the listed County Offices and/or Personnel will be held tosummarize results of the preliminary review and to identify the key internal controls orother matters that need to be analyzed and tested.

Countv Offices and/or PersonnelChief Financial Officer, Bureau of Finance, County Auditor, Comptroller, theCook County Health and Hospitals System's Chief Financial Officer and other keyfinance personnel; additionally department heads of other key offices or programs.

The Audit Status Conference with the listed County Offices and/or Personnel will be held toprovide weekly status updates on testing and request for data or documents necessary tocomplete fieldwork and discuss the status of fieldwork to determine if additional work isnecessary to ensure an efficient and complete audit.

Countv Offices and/or PersonnelChief Financial Officer, Bureau of Finance, Comptroller; and other designatedBureau of Finance personnel.

Exit Conference with the listed County Offices and/or Personnel will be held to summarizethe results of the ffieldwork and to review any and all significant findings which have beendiscovered through the audit.

Countv Offices and/or PersonnelChief Financial Officer, County Auditor, Comptroller, the Cook County Health andHospitals System's Chief Financial Officer and key Finance personnel as necessary.

Progress ReportsThe auditor shall provide weekly reports on the progress of the audit.

Draft and Final ReportsThe Auditor shall provide ag draft Financial Statements and Supplemental Information to theComptroller Office by April 17, 2017 and final Financial Statements and Supplemental Information nolater than April 30, 2017 for the following entities:

~ The Cook County Treasurers'ffice~ The Cook County Health and Hospitals System~ The Clerk of the Circuit Court

The adherence to these deadlines assumes that all draft financial statements are provided to theauditors by the agreed upon dates and without significant errors. The Comptroller shall provide theAuditor for review a draft comprehensive annual financial report ("CAFR") by April 30, 2017. Theauditor shall provide all recommendations, revisions and suggestions for improvement to theComptroller by May 8, 2017. A revised CAFR, including a draft auditor's report shall be delivered to theComptroller by May 15, 2017.The County Chief Financial Officer, County Auditor, Comptroller, and theChief Financial Officer of the Cook County Health and Hospitals System will complete their review ofthe draft CAFR as expeditiously as possible. It is not expected that this process should exceed one

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week. During that period, the auditor should be available for any meetings that may be necessary todiscuss the CAFR and or audit reports. Once all issues for discussion are resolved, the final signedreport shall be delivered by the auditor to the County's Comptroller within 5 business days. It isanticipated that this process will be completed and the final printed CAFR will be issued by May 31,2017. The final printed CAFR report and 100 signed copies, including a CD ROM in Adobe PDF formatshould be delivered to the Comptroller, County of Cook, 118 N. Clark Street, Room 500, Chicago, Illinois60602.

The Comptroller shall provide the Auditor for review a draft of The OMB 2 CFR Part 200 ("SuperCircular" ) Report by April 30, 2017. The auditor shall provide all recommendations, revisions andsuggestions for improvement to the Comptroller by May 8, 2017. A Super Circular report, including adraft auditor's report shall be delivered to the Comptroller by May 15, 2017.The County Chief FinancialOfficer and Comptroller will complete their review of the draft Super Circular report as expeditiously aspossible. It is not expected. that this process should exceed one week. During that period, the auditorshould be available for any meetings that may be necessary to discuss Super Circular and or auditreports. Once all issues for discussion are resolved, the final signed report shall be delivered by theauditor to the County's Comptroller within 5 business days. It is anticipated that this process will becompleted and the final printed Super Circular report will be issued by May 31, 2017. The final printedSuper Circular report and 100 signed copies, including a CD ROM in Adobe PDF format, of each shouldbe delivered to the Comptroller, County of Cook, 118 N. Clark Street, Room 500, Chicago, Illinois 60602.

Manaeement LetterThe auditor shall provide for discussion a preliminary management letter indicating findings andrecommendations to the County's Chief Financial Officer, Comptroller and Cook County Health andHospitals System's Chief Financial Officer by May 31, 2017, The final management letter shall be issuedby June 9, 2017. In addition, 100 copies of the final management letter should be delivered to theComptroller, County of Cook, 118N. Clark Street, Room 500, Chicago, Illinois 60602.

The Auditor may be asked to perform a Potential External Quality Assessment Review (QAR) in 2018for the Office of the County Auditor's internal quality control system in accordance withGovernment Auditing Standards and The Institute of Internal Auditors Standards (IIA).

An external quality assessment review of the Office of the County Auditor's internal quality controlsystem is required in accordance with Government Auditing Standards (GAS) and The Institute ofInternal Auditors Standards (IIA). The GAS requires a QAR every three years. The Office of County,Auditor's last external quality assessment review was performed as of April 20, 2015.

An external quality assessment review of the Office of the County Auditor's internal quality controlsystem is required in accordance with Government Auditing Standards and The Institute of InternalAuditors Standards (IIA). The Office of County Auditor's last external quality assessment review wasperformed as of April 20, 2015.

Cook County Treasurer's OfficeIn Cook County, the County Treasurer oversees the second-largest property tax collection anddistribution system in the United States. The Cook County Treasurer's office has the primary goals ofmailing real estate tax bills, collecting, safe guarding, investing and distributing all real estate taxes forthe County of Cook. Twice a year, the Treasurer's office prints and mails the real estate tax bills to the

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taxpayers of record on more than 1.8 million of taxable parcels. The due dates for payment of realestate taxes are generally March 1"and again on August 1". The annual collection of real estate taxesis approximately $12 billion and it's distributed to approximately 2,200 taxing agencies. TheTreasurer's Office also collects / distributes various fees for the State of Illinois and court ordereddeposits / escrows. The Treasurer maintains various banking relationships for the County of Cook and isresponsible for the safeguarding and prudent investment of public funds. The Office maintains thefollowing systems: PCI cashiering, JD Edwards's general ledger and accounts payable modules, TreasuryCash Management and various refund/customer service databases. The general ledger is closed by theAccounting Department on a monthly basis, usually by the fifth business day of the following monthwhich such closing process includes procedures to prepare, analyze and record applicable adjustments.

The Treasurer's financial statements are prepared using the accrual basis of accounting applicable toagency funds. The Treasurer intends on having records ready for audit and meeting with the Auditor byJanuary 20, 2017. A draft of the financial statements, footnotes and Management Discussions &Analysis (MD&A) will be completed by the Office and provided to the Auditor by February 2, 2017 forthe fiscal year 2016 audit.

It is the intent of the Office of the Treasurer to ensure competent, complete and cost efficient auditing

services, therefore the following will be provided: Office staff will be available during the audit to assist

by providing information, documentation, and explanations: prepared working tdial balance for the "A"

and "D" funds and the Cash "A" and "D" Funds Bank Reconciliations by January 20, 2017, reasonablework space(s), desks and chairs, access to telephone lines, shared photocopying facilities and faxmachines for limited use. Additionally, clerical support staff will be made available when possible forthe preparation of routine confirmations. The Treasurer's Accounting Supervisor or Assistant ChiefFinancial Officer shall coordinate any assistance for the Auditor to the extent reasonably necessary toperform the services required.

Cook County Treasurer's RequirementsAudit the financial statements of the Cook County Treasurer's "A" and "D" funds for thefiscal years ending November 30, 2016, 2017 and 2018 and at the option of the Treasurerand subject to approval by the Cook County Board of Commissioners to audit the "A" and"D"fund financial statements for fiscal years 2019 and 2020.

Audits are to be performed in accordance with the provisions required. The Office

requires the auditor to express an opinion on the fair representation of the "A" and "D"

fund financial statements in conformity with accounting principles generally accepted in

the United States. Fund "C"which includes all monies belonging to the County in its

corporate capacity and is included in Cook County's basic financial statements will beaudited as part of the County's CAFR.

The Auditor shall be responsible for performing certain limited procedures involvingsupplementary information required by the Governmental Accounting Standards Board asmandated by generally accepted auditing standards. Audits shall be performed in

accordance with auditing standards generally accepted in the United States as set forth bythe American Institute of Certified Public Accountants and the standards applicable to

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Contract No. 1530-15177Professiona I Auditing Servicess


financial audits contained in Government Auditing Standards, issued by the ComptrollerGeneral of the United States.

Cook County Treasurer's Required ReportsFollowing the completion of each audit of the Treasurer's "A" and "D" fond financialstatements the Auditor shall issue the following reports:~ Report on the fair presentation of the "A" and "D" fund financial statements in

conformity with GAAP;~ Report on Internal control over financial reporting and on compliance and other

matters based on an audit of financial statements performed in accordance withGovernment Auditing Standards. Additionally such report shall communicate anydeficiencies in internal control over financial reporting that are considered to besignificant deficiencies or material weaknesses.

~ Separate management letter of recommendation for suggested improvements infinancial and accounting procedures, organizational structure, internal controls andother matters which may come to the Auditor's attention.

~ Irregularities and illegal acts or indications of illegal acts of which must beimmediately brought to the attention of the Treasurer.

Reporting ro the Audit Committee. Auditors shall assure themselves that the County's

Audit Committee is informed of each of the following:

1. The auditor's responsibility under generally accepted auditing standards

2. Significant accounting policies

3. Management judgments and accounting estimates

4. Significant audit adjustments

5. Auditor's judgment about the quality of the Treasurer's accounting principles.

6. Other information in documents containing audited financial statements7. Disagreements with management

8. Management consultation with other accountants

9. Major issues discussed with management prior to retention

10. Difficulties encountered in performing audit

Cook County Treasurer's Audit TimelineThe Auditor must complete the audit by the end of April following the fiscal year end inorder that the Treasurer's audited financial information can be used in completing theCounty's CAFR. The fiscal year 2016 audit must be completed by April 30, 2017.

Cook County Treasurer's Working Paper RetentionAll working papers and reports must be retained at the auditor's expense for aminimum of seven (7j years unless the firm is notified in wditing by the Treasurer of theneed to extend the retention period.

Cook County Treasurer's Access to Working PapersThe Auditor will be required to respond to inquiries regarding the audit made by theTreasurer and provide support for proposed journal entries. In addition, the Auditor

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shall respond to the reasonable inquiries of successor auditors and allow successorauditors to review working papers relating to matters of continuing accountingsignificance.

The Auditor will be expected to retain all working papers and reports at the Auditor'sexpense, for a minimum of seven (7) years, unless the Auditor is notified in writing bythe County of the need to extend the retention period.

Cook County Treasurer's Fund StructureThe Auditor must have a complete understanding of the below listed fund types thatthe Treasurer's Office uses in its financial reporting:

Fund Type Description

Number of Individual

Reconciled Fund BankAccounts

"A" Funds All taxes and special assessmentsreceived by the County Treasurer andheld by the Treasurer pendingdistribution.

"D" Funds All other County Moniesnot including monies belonging tothe County in its corporate capacity.

20

Cook County Treasurer's Detailed Audit PlanThe Auditor must provide the Treasurer by February 6, 2017 a detailed audit plan thatincludes procedures to be completed and dates by which those procedures will becompleted and a list of all schedules to be prepared by the Treasurer. A similar timeschedule will be developed for audits of future fiscal years if the Treasurer exercisesthe option for additional audits.

Cook County Treasurer's FieldworkThe Auditor is required to complete all fieldwork by April 10, 2017. The completion offield work by this date assumes the Treasurer's staff provides the audit firm all auditschedules by the agreed upon dates and without significant errors.

Cook County Treasurer's Draft Financial ReportsThe Auditor shall have drafts of the audit reports and recommendations tomanagement available for review by the Treasurer and the Chief Financial Officer ordesignees by April 17, 2017. The adherence to these deadlines assumes that all draftfinancial statements are provided to the auditors by the agreed upon dates andwithout significant errors.

Cook County Treasurer's Conferences

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The Auditor will conduct entrance, progress and exit conferences with the ChiefFinancial Officer and Key Finance Department Personnel for the same purpose and in

the same manner as required by the Cook County Bureau of Finance.

Cook County Treasurer's Final Reports for Fiscal Year 2016 AuditThe Auditor shall provide all recommended adjustments to the "A" and "D" fundFinancial Statements to the Chief Financial Officer by April 3, 2017. Draft FinancialStatements and Supplemental Information, including a draft of the required auditorreports with all of the auditor's proposed recommendations shall be delivered to theChief Financial Officer by April 17, 2017. The Treasurer, Chief Deputy Treasurers, ChiefFinancial Officer and key Finance Department personnel will complete their review ofthe draft report as expeditiously as possible. During that period, the Auditor shall beavailable for any meetings that may be necessary to discuss the audit report. Once allissues for discussion are resolved the final printed Financial Statement report and 50signed copies should be delivered to the Chief Financial Officer 118 N. Clark Street,Room 212 Chicago, illinois 60602 by April 30, 2017.

Cook County Treasurer's Report PreparationAll report preparation including but not limited to typesetting, graphics and photoreproduction, proofing, editing and all other printing shall by the sole responsibility ofthe Auditor. However, the Treasurer's Office will provide an initial draft in Microsoftword of the financial statements including MDIkA and footnotes to the Auditor byFebruary 2, 2017.

Additional Audit Requirements

From time to time, local, state or federal regulatory agencies may require Cook County to conductadditional audits and/or procedures. The Auditor will be required to perform these services andany additional services deemed necessary by the County to comply with these requirements.

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Contract No 1530-15177

EXHIBIT 2

Schedule of Compensation


Schedule of Comoensation

The total not-towxceed amount of this contract is $4,998,720,00. See following Price Proposal

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EXHIBIT 3

Minority and Women Owned Business Enterprise Commitment and MBE/WBE Utilization Plan


POLICY AND GOALS

It is the policy of the County of Cook to prevent discrimination in the award of orparticipation in County Contracts and to eliminate arbitrary barriers for participation insuch Contracts by local businesses certified as a Minority Business Enterprise (MBE) andWomen-owned Business Enterprise (WBE) as both prime and sub-contractors. Infurtherance of this policy, the Cook County Board of Commissioners has adopted aMinority- and Womenwwned Business Enterprise Ordinance (the "Ordinance" ) whichestablishes annual goals for MBE and WBE participation as outlined below:

Contract Type

Goods and ServicesConstructionProfessional Services

GoalsMBE WBE25% 10%24% 10%35% Overall

The County shall set contract-specific goals, based on the availability of MBEs andWBEs that are certiTied to provide commodities or services specified in thissolicitation document. The MBE/WBE participation goal for this Agreement is 35%overall participation. A Bid, Quotation, or Proposal shall be rejected if the Countydetermines that it fails to comply with this General Condition in any way, including butnot limited to: (i) failing to state an enforceable coinmitment to achieve for this contractthe identified MBE/WBE Contract goals; or (ii) failing to include a Petition forReduction/Waiver, which states that the goals for MBE/WBE participation are notattainable despite the Bidder or Proposer Good Faith Efforts, and explains why, If a Bid,Quotation, or Proposal is rejected, then a new Bid, Quotation, or Proposal may besolicited if the public interest is served thereby.

C. To the extent that a Bid, Quotation, or Proposal includes a Petition for Reduction/Waiverthat is approved by the Office of Contract Compliance, the Contract specific MBE andWBE participation goals may be achieved by the proposed Bidder or Proposer's status asan MBE or WBE; by the Bidder or Proposer's enforceable joint-venture agreement withone or more MBEs and/or WBEs; by the Bidder or Proposer entering into one or moreenforceable subcontracting agreements with one or more MBE and WBE; by the Bidderor Proposer establishing and carrying out an enforceable mentor/protege agreement withone or more MBE and WBE; by the Bidder or Proposer actively engaging the IndirectParticipation of one or more MBE and WBE in other aspects of its business; or by anycombination of the foregoing, so long as the Utilization Plan evidences a commitment tomeet the MBE and WBE Contract goals set forth in (B)above, as approved by the Officeof Contract Compliance.

A single Person, as defined in the Procurement Code, may not be utilized as both anMBE and a WBE on the same Contract, whether as a Consultant, Subcontractor orsupplier.


E. Unless specifically waived in the Bid or Proposal Documents, this Exhibit; theOrdinance; and the policies and procedures promulgated thereunder shall govern. If thereis a conflict between this Exhibit and the Ordinance or the policies and procedures, theOrdinance shall control.

A Consultant's failure to carry out its commitment regarding MBE and WBEparticipation in the course of the Contract's performance may constitute a material breachof the Contract. If such breach is not appropriately cured, it may result in withholding ofpayments under the Contract, contractual penalties, disqualification and any other remedyprovided for in Division 4 of the Procurement Code at law or in equity.

REOUIRED BID OR PROPOSAL SUBMITTALS

A Bidder or Proposer shall document its commitment to meeting the Contract specific MBE andWBE participation goals by submitting a Utilization Plan with the Bid or ProposaL TheUtilization Plan shall include (I) one or more Letter(s) of Intent from the relevant MBE andWBE firms; and (2) current Letters of Certification as an MBE or WBE. Alternatively, theBidder or Proposer shall submit (I) a written Petition for Reduction/Waiver with the Bid,Quotation or Proposal, which documents its preceding Good Faith Efforts and an explanation ofits inability to meet the goals for MBE and WBE patticipation. The Utilization Plan shall besubmitted at the time that the bid or proposal is due. Failure to include a Utilization Plan willrender the submission not Responsive and shall be cause for the CPO to reject the Bid orProposal.

A. MBE/WBE Utilization Plan

Each Bid or Proposal shall include a complete Utilization Plan, as set forth on Form I ofthe M/WBE Compliance Forms. The Utilization Plan shall include the name(s), mailingaddress,.email address, and telephone number of the principal contact person of therelevant MBE and WBE firms. If the Bidder or Proposer submits a Bid or Proposal, andany of their subconsultants, suppliers or consultants, are certified MBE or WBE firms,they shall be identified as an MBE or WBE within the Utilization Plan.

1. Letter(s) of Intent

Except as set forth below, a Bid or Proposal shall include, as part of the Utilization Plan,one or more Letter(s) of Intent, as set forth on Form 2 of the M/WBE Compliance Forms,executed by each MBE and WBE and the Bidder or Proposer. The Letter(s) of Intent willbe used to confirm that each MBE and WBE shall perform work as a Subcontractor,supplier, joint venture, or consultant on the Contract. Each Letter of Intent shall indicatewhether and the degree to which the MBE or WBE will provide goods or servicesdirectly or indirectly during the term of the Contract. The box for direct participationshall be marked if the proposed MBE or WBE will provide goods or services directlyrelated to the scope of the Contract. The box for Indirect participation shall be marked ifthe proposed MBE or WBE will not be directly involved in the Contract but will beutilized by the Bidder or Proposer for other services not related to the Contract. Indirect


Participation shall not be counted toward the participation goal. Each Letter of Intentshall accurately detail the work to be performed by the relevant MBE or WBE firm, theagreed dollar amount, the percentage of work, and the terms of payment.

Failure to include Letter(s) of Intent will render the submission not Responsive andshall be cause for the CPO to reject the Bid or Proposal.

All Bids and Proposals must conform to the commitments made in the correspondingLetter(s) of Intent, as inay be amended through change orders.

The Contract Compliance Director may at any time request supplemental informationregarding Letter(s) of Intent, and such information shall be furnished if the correspondingBid or Proposal is to be deemed responsive.

2. Letter(s'l of Certification

Only current Letter(s) of Certification from one of the following entities may be acceptedas proof of certification for MBE/WBE status, provided that Cook County's requirementsfor certification are met:

County of CookCity ofChicago

Persons that are currently certified by the City of Chicago in any area other thanConstruction/Public Works shall also complete and submit a MBE/WBE ReciprocalCertification Affidavit along with a current letter of certification from the City ofChicago. This Affidavit form can be downloaded &omwww.cookcountyil.gov/contractcompliance.

The Contract Compliance Director may reject the certification of any MBE or WBE onthe ground that it does not meet the requirements of the Ordinance, or the policies andrules promulgated thereunder.

3. Joint Venture Affidavit

In the event a Bid or Proposal achieves MBE and/or WBE participation through a JointVenture, the Bid or Proposal shall include the required Joint Venture Affidavit, whichcan be downloaded from www.cookcountyil.gov/contractcompliance. The Joint VentureAffidavit shall be submitted with the Bid or Proposal, along with current Letter(s) ofCertification.

Petition for Reduction/Waiver

In the event a Bid or Proposal does not meet the Contract specific goals for MBE andWBE participation, the Bid or Proposal shall include a Petition for Reduction/Waiver, asset forth on Form 3. The Petition for Reduction/Waiver shall be supported by sufficient


evidence and documentation to demonstmte the Bidder or Proposer's Good Faith Effortsin attempting to achieve tbe applicable MBE and WBE goals, and its inability to do sodespite its Good Faith Efforts.

Failure to include Petition for Reduction/Waiver will render the submission uotResponsive and shall be cause for the CPO to reject the Bid or ProposaL

III. REDUCTION/WAIVER OF MBE/WBE GOALS

A. Grantinz or Denvina a Reduction/Waiver Reauest.

I. The adequacy of the Good Faith Efforts to utilize MBE and WBE firms in a Bid orProposal will be evaluated by the CCD under such conditions as are set forth in theOrdinance, the policies and rules promulgated thereunder, and in the "Petition forReduction/Waiver of MBE/WBE Participation Goals" —Form 3 of the M/WBECompliance Forms.

2. With respect to a Petition for Reduction/Waiver, the sufficiency or insufficiency of aBidder or Proposer's Good Faith Efforts shall be evaluated by the CCD as of the dateupon which the corresponding Bid or Proposal was due.

3. The Contract Compliance Director or his or her duly authorized Waiver Committeemay grant or deny the Petition for Reduction/Waiver based upon factors including butnot limited to: (a) whether sufficient qualified MBE and WBE firms are unavailabledespite good faith efforts on the part of the Bidder or Proposer; (b) the degree towhich specifications and the reasonable and necessary requirements for performingthe Contmct make it impossible or economically infeasible to divide the Contract intosufficiently small tasks or quantities so as to enable the Bidder or Proposer to utilizeMBE and WBE firms in accordance with the applicable goals; (c) the degree to whichthe prices or prices required by any potential MBE or WBE are more that 10%abovecompetitive levels; and (d) such other factors as are determined relevant by theContract Compliance Director or the duly authorized Waiver Committee.

4. If the Contract Compliance Director or the duly authorized Waiver Committeedetermines that the Bidder or Proposer has not demonstrated sufficient Good FaithEfforts to meet the applicable MBE and WBE goals, the Contract ComplianceDirector or the duly authorized Waiver Committee may deny a Petition forReduction/Waiver, declare the Bid or Proposal non-responsive, and recommendrejection of the Bid, Quotation, or Proposal.

IV. CHANGES IN CONSULTANT'S UTILIZATION PLAN

A. A Consultant, during its performance of the Contract, may not change the originalMBE or WBE commitments specified in the relevant Utilization Plan, including butnot limited to, terminating a MBE or WBE Contract, reducing the scope of the workto be performed by a MBE/WBE, or decreasing the price to a MBE/WBE, except as

contract No. 1530-15177

otherwise provided by the Ordinance and according to the policies and procedurespromulgated thereunder.

B. Where a Person listed under the Contract was previously considered to be a MBE orWBE but is later found not to be, or work is found not to be creditable toward theMBE or WBE goals as stated in the Utilization Plan, the Consultant shall seek todischarge the disqualified enterprise, upon proper written notification to the ContractCompliance Director, and make every effort to identify and engage a qualified MBEor WBE as its replacement. Failure to obtain an MBE or WBE replacement within 30business days of the Contract Compliance Director's written approval of the removalof a purported MBE or WBE may result in the termination of the Contract or theimposition of such remedy authorized by the Ordinance, unless a written Petition forReduction/Waiver is granted allowing the Consultant to award the work to a Personthat is not certified as an MBE or WBE,

V. NON-COMPLIANCE

If the CCD determines that the Consultant has failed to comply with its contractual commitmentsor any portion of the Ordinance, the policies and procedures promulgated thereunder, or thisExhibit, the Contract Compliance Director shall notify the Consultant of such determination andmay take any and all appropriate actions as set forth in the Ordinance or the policies andprocedures promulgated thereunder which includes but is not limited to disqualification,penalties, withholding of payments or other remedies in law or equity.

VI. REPORTING/RECORD-KEEPING REOUIREMENTS

The Consultant shall comply with the reporting and record-keeping requirements in the mannerand time established by the Ordinance, the policies and procedure promulgated thereunder, andthe Contract Compliance Director. Failure to comply with such reporting and record-keepingrequirements may result in a declaration of Contract default. Upon award of a Contract, aConsultant shall acquire and utilize all Cook County reporting and record-keeping forms andmethods which are made available by the Office of Contract Compliance. MBE and WBE firmsshall be required to verify payments made by and received from the prime Consultant.

VII. EOUAL EMPLOYMENT OPPORTUNITY

Compliance with MBE and WBE requirements will not diminish or supplant other legal EqualEmployment Opportunity and Civil Rights requirements that relate to Consultant andSubcontractor obligations.

Any questions regarding this section should be directed to:Contract Compliance DirectorCook County118North Clark Street, Room 1020Chicago, Illinois 60602(312)603-5502

OFFICE OF CONTRACT COMPUANCE

ZACQUELtNE 6tthagg%-". '.

'IRECTOR

116Nrctark, County Building, Room 1020 ~ 'Cbiasga, illinois 60602 ~ t312i 603-5502

TGBBI PRECKvtrttilttLE

PRE5IDENT

Coahcannty Soarri

af Catnmisslonass

RICHARD R, BOYKIN

1st District

ROBERT STEELS

2nd District

JERRY BDTLER

3rd District

STANLEY MOORE

4th District

Octobsr11, 2016

Ms. Shannon E.Andrews

Chief Procurement Dfgcsr

118N. Clark Street

Comty Building-Room 1t)18

Chiaqfo, IL 60602

Re: Contrast No, 1:530-15177

Professional Auditing Services

Office of Cook County Comptroller

Dear Ms. Andrews:

DreoRAH SIM5

5th District

EDYYARD M. MOODY

6th District

JESUS G. GARCIA

7th IJlstrifl

The fogowlng bid for gte shove-referenced contract has been reviewed for compliance with the Minoiity and

womeiH owned Business Enterprises (MBE1wBE) ordinance and have been found to be responsive to gie.

ordinance,

Bidder: RSMUSLLP

Contract Value:,$ 4,998,720,60

Conlract Goal: 35% MWBE overall psrgcipationlUIS ARROYO, JR

Bth Distriict

PETER N. SILYISTRI

Blh DIITrict

BRIBGET GAINER

1'0th Distrist

MBE/lrlrBE

Benford Brown & Associates, LLC

E,C. Drliz & CO, I.'LP

Prado & Renteria CPAs, P.C.

Washington, Pittman & MGKeevsr, LLC

Status

MBE (6)

MWBE (8)MWBE (6)MBE (6)

Certifvina Aasrcv

City of Chicago

City'f Chicago

Cook County

City of Chicago

Commitment

1,53%Dirsdt

3.73%Direct

12.40%a Direct

1745% Beset35.11%Direct

JOHN P. DALEY

11th District

JOHN A. FRITCHEY

12th Distnct

The office of Contract compliadce has been advised by the Requesting Department that no.other bidders srs

being resommsnded for sward, Revised MBEIWBE forms were used in the determination of the

responsiveness of this contract.

lARRY SUFFREDIN

13th DIMrrct

GREGG GDSIIN

14th District

TIMOTHY'O. SCHNEIDER

15th Distriict

{>VcTacqueg Gomez

Contradf Compliance Director

JEFFREY R. TDSOL%I

46th District

SIAB M. MOBSGDR

17th Distiict

Cc:JottnScchick, l¹ebygts Cook County Comptroller

Enclasssr: Rsvissd Lsttsr of tstsrit

$ FISCBI RBSPOnaibititry fTRROVBtiue Leade<ShiP TranSPBFengy & ACCOUntabgity I ImPIOVed $BIViCBS'

SISBWSEIEITEN OF INTENT - FO(I](

fdlfBENmn thlsahffgtoruplttrnsngtdcNeevalCnuflfylrh(Agency

CSymfChicegn

Cunhrrt Psmcn Laster MoKenver Chrdkcagon~onta: ""n~'F LS'027 Bemewok Err

Addmcs: 818S.(hlabanh Avarice. Suite 60D Ethrdcky. ADudben Amevkcexr

City/Stat»; W CSDO, IL 3fr 80605 BidlpropcuaFCrmbnutfk 1530 18177

Phonrr3'l2 788 0330 Fmc FEINS 384188747

Entail.'rn~rvprrrfccmrr

partldpntlon: ( u] tyrrect ( 3 Icrkmct

Nil the IdrwBE srmb'e eubpnnlrncting any oflha goods orssrvium oflhfa contract la another snnv

( tt] No ( ]Yes-pleshshgach sNrhrnsson. Proposed subcrmtrudinr(ujr

The undnrslgnadNWBE ls prepares to pnxfrde Ihs fcl!om'ng CommcdiTincr Services for Sre above named Prrdcrfr Connect: pfmcm space is ccsdmrfc iufyucccrloo hvnmn Rrmh prupccvd mnemuruert ccrpcr pcpmcnr uchvdde, err cur ernsond chccicj

Provide single audK, ui'Bn npirdon end issue reports-retttdred for the smgln nudiL

lndknte the Sugar AmauaL.Percsnhum, nnd Ihn Terms df Raiment for the ebovedeucdbsd Commodikmd Burvicss:8872.200 17.ence Tertns - net 30

'fttE UNDERslGNEB FARTIEB AGREE that Ihlc Letter ol IuHnt ms become u Wading Subcnnuad Agmamsnt Ior lhc nborm

work, crmdllknsrydpm (1] the Biddstipmpocsr's receipt cy n cigred conlract ham the constr of cook; (2) Undersigned

subconknchc mmimng rxrmpkurd'weh ak mlsvmrt cmdmrt@s, codes, ordi»uncrm and shdutsc rsquued by Contractor, Cook

couray, snd the Sale tn pnrSNpate sc a IBBFJNBE fmn for gm above work. The Undsrcigned Purlieu do also cerNy that theydid not rdsx their slgnshimd(o fhla dooumsot ur41ns O'Nnu umler Descdpson et sensual Bupply and Feefcost were completed.

slgnnfurb(ldrhrBE] 'P 'ignature(prinro Bidr%rlpmpchorj

, Leste H.hkeKeever, 4r. 0ndn S .Ahemethy

Print Name Pdht Name

tpfuuNttngton, Pithmhn tb sgcKeev«, Lhc tkBIut:(f8 LLP

Firm Name Pwl Narra!

P4~M I/~>FP I4Data'eteNmmyP« ~AM/ rQ~

'tt IS(ID(turn 8($8(8011I

na/LNBS Uslhrnthm Pfun -. Foun 2

Sutnmtbed end mmm balors me

1hiug t'IsyofQQk5tCy@l,2+fy

s~e~~Q..F~iJob i.ILLIS

,ff(yfg]IYFBSUL(ffftTEDF itLINDIS ',

I .MFDDMMDBONNfnRE8 SS IJ40tp'4729fic

IBEIWBE LITILIZATON PLAN ~ FORES 1

BIDDER/PROPOSER HEREBY STATES that all MBE/WBE finris included in this Plan ars codified MBEs/WBEs by at least ore of the entities listed in the GeneralConditions —Season tg

BIDDER/PROPOSER MBE/WBE STATUS: (cluck the appropriate line)

Bidder/Proposer is a certified MBE or WBE firm. (If so, attach copy of current Leger of Certification)

Bidder/Proposer is a Joint Venture snd cns or more Joint Venture partners wa csrlifred MBEs or WBEs. (If so, attach rvrpies of Letler(s) ofCertification, a copy of Joint Ventura Agreement clearly describing the role of the MSE/WBE firm(s) and its ownership mterest in the JointVenture and a completed Joint Ventura Affidavi —available online at www.cookawnlvil.oov/contractcomolnmcai

Bidder/Proposer is not e cerdfied MSE or WBE firm, nor s Joint Venture with MSE/WSE partners, lwt wg utgizs MBE snd WBE firms eitherdirectly or Indiredly in the performance of ths Contrau. (I( so, complete Sections II below snd the Leger(s) of Intent - Form 2).

il, +X Direct ParlidPaaon of MBE/WBE Fhms + indirect Pargrdpathn of MBE/ufBE Frrma

NOTE: Where goals have not been achieved through direct participation, Bidder/Proposer shall include dooamentatlon ougining egorts toachieve Direct Participation at the tllne of Bkt/Proposal submission. Indirect Partftdpagon wgl only be considered after ag efforts toachieve Direct Participation have bean exhausted. Only after written documentation of good Faith Efforts is received wgl IndirectParticipation be considered.

MBEs/WBEs that will perform as subconhadurs/suppliers/consugants include the fallowing:

E.C. Ortiz & Co., LLP

333 S. Des Plaines Street, Suite 2-N, Chicago, IL 60881

E .I, LNrodrigotLbecortfz.cornE-maik

contaot penmn: — Leilani Rodrigo

Dollar Amount Participation: $

Percent Amount of Participation:

'Letter of Intent aaachedy Yw X"Current Lacer of Certification attached'/ Yes X

Phone 312 876 1900

No

No

MBE/'WBF Fjrfn Washington, Plttman & McKeever, LLC

Address, 81S,S.Wabsshvhvenue. Suite 600. Chicano. IL 80605

Imckeover@wpmk.

corn

Contact pmson: Leater McKeever Phone 312 786$330

Dollar Amcunt Parlicipstlont,g. 872.200

Percent Ament of Participation: I7.45dr

'Letter cf Intent attached? Yes*Current Laser of Csrtfication attached? Yes X

No

No-

At/ach addNonsf shee/s ss needed.

*Letter(s) of Intent and current Letters of Certigrcatlon must be submiged at the time of bid.

M/VVSE Utilization Plan - Form 1 Revised: 01/29/2014

EIBBWBEUTILIZATION PLAN - FORSS 1

BIDDER/PROPOSER HEREBY STATES that all MBE/WBE firms included in Ihh Plan are certified MBEs/WBEs by at least one of the entitiss listed in the General

Conditions —Secfion 18,

I. BIDDER/PROPOSER MBE/WBE STATUS: (check the appropriate line)

Bidder/Proposer is n certified MBE cr WBE firm. (If so, aaach copy of current Letter of Certification)

Sidder/Proposer is a Joint Venture and one cr mare Joint Venture partners are certified MBEs or WBEs. (If so, attach copies oi Letter{a) oiCertification, a copy cl Joint Venture Agreement clearly describing the rale of lhe MBE/WBE firm(s) and its ownership inhrest in the Joint

Venture snd a completed Joint Venture Affidavit —availahls online at www.cookcounhiil.oov/contractcomolkmcei

XBidder/Proposer is not s cerfified MBE or WBE firm, nor a Joint Venture with MBE/WBE partners, but wifi utfize MBE snd WBE firms either

directly or indirecfiy in the performance ol the Contract, (If so, complete Sections ff below and the Letter(s) of intent- Form 2),

IL ~X Direct PsrSclpsfion of MBE/WBE Firms + indirect Panfiicipation of MBE/WBE Firms

NOTE: Where goals have not been achieved through direct participagon, Bidder/Proposer shall include documentation outlining efforts toachieve Direct Participation st the time of Bid/Pmposal submission. Indirect Psrdctpstion will only be considered after ag efforts toachieve Direct Participation have been exhausted. Only after written documentsgon of Dood Faith Effolts is received wgl Indirect

Paklclpagon be considered.

MBEs/WBEs that will perform as subcontractms/suppliers/consugants include the fofiowing:

MBE/WBE Fin» Prado & Renteria CPAs

Audie»,, 6137 South Michigan Avenue, Chicago, IL 60616

E-mail mpradatSrpradorenteria.cam

Coritact Penna- Maria de J. Prado

Dollar Amcunl Participation;,$ 6'19 840

Percent Amount of Psrlicipstionr 12 40'/o

*Laser of intent attached? Yes X'Current Lsller of Certification attached? Yss~

phone: 312.567.1330

No

No

MBE/WBE Firm: Sanford Brawn S Associates

6334 S. Stony Ishnnd Avenue, Chicago, IL SOB17

E.mail twataantg)benfardbrawn.corn

Contact Pemon: Timathv Watson

Dofisr Amount Parficipationh fi 76.2531 53o/v

Percent Amount of Participation:

773.731.1300

1.atter of Intent attached? Yss'Current Latter of Certification altachmP Yss X

No

No

Ah'sch sddiyions/ chests as needed.

*Letter(s) of Intent snd current Letters of Cerggcagon must be submitted at the time of bid.

M/WBE Utilization Plan —Form 1 Revised: 01/29/2014

MBE/WBE LETTER OF INTENT ~ FORM 2

NWBF Ffrnm Prado & Renteria CPAs

Contact Person; Nleria de J. Prado

1837 South Michigan Avenue

City/Stale Chicago, IL 7JIx 60616

Certifying Agency: City of Chicago

Certification Expiration Date:

Ethnicity;

Bid/Proposal/Contract R 1530-15177

Phone; 312.56'7.1330 Fsx. 312,567.1360 FEW ¹, 36 3705616

Emsik,, ntpradolpradorenteria.corn

ParliciPstion: [x) Direct I ) Indirect

Will the M/WBE finn be subcontracting any of the goods or services of this contract to another firm?

I xj No I ) Yes —Please attach explanation. Proposed Subcontractor(s):

The undersigned M/WBE is prepared to provide the following Commodities/Services for the above named Project/ Contract: /Irnxxe specs /s reedsd to hd/y describe M/kyBE Fiim'x proposed scape o/work shd/cr psymertl schsdu/e, af/sch sdd/hens/ shss/s/

Perform audit procedures required for compliance audit of the Clerk of the Circuit Gout, sign opinion andtssue report. provtue otter assratance wrtn procedures at tne I reasurers Urrrce, heaitn system or omar

Countv offices. as needed.

Indicate the Dollar Amount, Percentaoe. and the Tenne of Pawnsnt for the above-described Commodities/ Services;3619,640 12.40sfk Terms - net 30

THE UNDERSIGNED PARTIES AGREE thai this Letter of Intent Mill become a binding Subcontract Agreement for the abovework, conditioned upon (1) the Bidder/Proposer's receipt of a signed contract fmm Ihs County of Cook; (2) UndersignedSubcontractor remaining compliant with ag relevant credentials, codes, ordinances and statutes required by Contractor, CookCounty, and the Slate to participate as a MBE/WBE firm for the above work. The Undersigned Parties do also certify that theydid not aflix their signatures to this document until all areas under Descd/ption of Servirm/ SUpply and Fee/Cost were completed.

QkMggsfbre'{M/I/y8E)

' ' "Signature (Pr/me Bidder/Pmposer)

Maria de J. PradoPrtnt Name

Prado 8 Ranteria CPAs

Firm Name

r~yy'dylan'ubscnbed

and sworn before me

gtis~dayof ~udx,20M.Notary Public ~~ A '~

I.

Linda S. Abernethy

Print Name

RSM US LLP

Firm Name

Date

Subscrtbed and sworn before me

this 4 day of. 8@k@V/,,20~.Notary Public /~,Rf KUMARI~

BFRCIAL SEAL !'IILBAS,REN'TEIIIA

Notary Pebgc ~ Slab sl IRnabMy gsmmlssisa Expires Fab E.2818 i

OFFIC IAL SEALLORI L WILKERSON

I NOTARY PUBLIC, STATE OF ILLINOIS'I,My. Commission )diplms 3-29-2018

APR 2 4 201(

'1,

DEPARTMENT OF PROCUREMKNT SERVICES

CITY OF CHICAGO

Maria de J PradoPrado *Rentwis Certified Pubfic Accountslds, Prof. Corp.1527 South Michigan AvenueChicago, IL 80816-1601

Dear Ms. Prado:

We are pleased to inform you that Prado B Rentsrla Cergfisd Public Accountants, Prof.Corp. has been recertifisd as a Eiinorlty Business Enterprise ("lRIE") and WomenBusiness Enterprise ("WBE")by the City of Chicago ("CIA), This MBEIWBE csrtNcstion Isvalid until 04I1I2010; however your firm's csrtlflcafion must be rsvalldatsd annually. In thepast the City hss provided you with an annual hitter conlhming your certificafion; such letterswll no longer be issued. As a consequence, we require you to be even more diligent in filingyour annual NOChange ANdavlt 60 days before your annual anniversary date,

It is now your responsibiliiy to check the City's certification directory and verily your certNcstionstatus. As a condition of continued ceriNcafion during ths five year period stated above, youmust file an annual No-Change Affidavit. Your firm's annual No-Change Afgdavlt is due by04I15I2015, ON6I2016, DII15I2017, and 04/18I2018. Please remember, you have anaiiirmative duty to file your change Afttdsvlt 60 days prior to the date of expirafion.Failure to file your annual No-Change Atfidavit may result in the suspension or rescission ofyour certfiicatlon.

Your firm's five year certilicatlon will expire on 04/15I2010. You have an alfirmaiivs duty to flicfor recertificalion'60 days prier to the date of the five year anniversary date. Therefore, youmust file for recertification by 02I16I2018.

it is important to note that you also have an ongoing sffirmstive duty to notify the City of anychanges in ownership or control of your firm, or any other fact sfi'ecting your firm's eligibility forcsrtNcation within 10 days of such change. These changes msy include but are not limited toa change of address, change of business structure, change in ownership or bwnershipstructure, change of business operations, gross receipts snd or personal nel worth that exceedthe program threshold. Falum to provide the City with fsnely notice of such changes msyresult in the suspension or resckision of your certification. In addition, you msy be liable for civilpenalties under Chaplar 1-22, False Claims", of the Munidpal Code of Chicago.

Please note —you shall be deemed to have had your cerfigcation lapse snd will be inefigible toparticipate as a fifiBEIWBE if you fail to:

121 NORTR LSFLLLLK STREET, ROOM SNi, CHFCSGO, iLLFNOFS 60622

Prado & Rsntsds Certified Public Accountants, Prof. Corp. Page 2 of 2

~ Flic your annual No<hangs Aflidavit within the required time period;~ Provide gnancial or other records requested pursuant to an audit within ths required

time period;~ Notify gre City of any changes affecting your firm's certification within 10 days of such

change; or~ Fle your rscertificagon within the required time period.

Please be reminded of your contractual obggstion to cooPerate with the City with respect to anyreviews, sudgs or invsstigagon of its contracts and affirmative action programs. We stronglyencourage you to assist us in maintaining the integrity of our programs by reporting instancesor suspicions of fraud or abuse to the City's Inspector General atchlcagolnspectorgeneral.org, or 666-IG-TIPUNE (666~4754).

Be advised that If you or your firm is found tc be involved in cerggcagcn, bidding and/orcontractual fraud or abuse, the Clly will pursue decertigcation and debarment. In addition toany other penrdty imposed by law, any person who knowingly obtains, or knowingly assistsanother in obtaining a contract with the Cgy by falsely representing the individual or entgy, orthe individual or entity assisted is guilty of a misdemeanor, punishable by incarceration in thecounty Jail for a period not to exceed six months, or s fine of not Isss than 55,000 and not morethan 610,000 or both.

Your firm's name will be 6stsd in the Ciiy's Directory of Minority and Women-Owned BusinessEnterprises in the specialty area(s) of:

NAICS Code(s);541211 - Off@as of Cergged Public Accountants54121$ -Tsx Return Prsparagon Services541611 - Administrative glanagement Consulting Services

Your grm's participation on Cily contracts will be credited only toward Minority BusinessEnterprise and Women Business Enterpdse goals in your arse(s) spedalty. While yourparticipation on City contracts is not limited to your area of specialty, credit toward goals wNI begiven only for work that is self-performed and providing a commsrciagy useful function that isdone in the approved specialty category.

Thank you for your interest in the Cky's Minority and Women-Owned Business Enterprise(MBE/NBE) Program.

JLRlsl

IIIBE/UFBE LETTER OF INTENT ~ FORM 2

td/WBE Finn Washington, Pittman 8 McKeever

Contact Psrsom Laster McKeever

Addmss 810 S.Wabash Avenue, Suite 600

Chicago, IL Zlp. Bp6p5

3'l2.766.0330 Fan

Ennui; Im eke everewpmk.corn

Perficipafion: [x]D'sect ( ] Indkact

CerNying Agency'i y of Chimgo

Certgrmtton Explrafion Date,2a

Ethnidty Af rican Amer 1can

Bid/Proposal/Cmdract ¹.1530-15177

FEIN ¹

36 f160747

Renewal inProcess

Wfil the M/WBE lirm be subcontracting any of the goods or services of this contract lo another firm7

] x] No ] ]Yes- Please attach explanation, Proposed Subcontractor(s):

The undersigned M/WSE is prepared lo prmide the fallowing Commodities/Services for the above named Pm]ed/ Contract /lfexec space is needed fe fidydrecdbe /dirYBE Fkmh proposed scape of ucdr end/or psymenl eche/ule, coach eddNansI eheelv)

Provide single audit, sign opinion and issue reports required for the single audit.

Indicate the Dollar Amount. Percentsae, end the Tenne of Pmanent for the abowHhmcrlbed Commodiges/ Services:$872.200 12.458 Terms —net 30

Linda S.Abamothy

Print Nemo

THE UNDERSIGNED PARTIES AGREE Ihat this Letter of Inhmt will become a binding Subcontrsd Agmement for the abmmundr, conditioned upon (1) the Bidder/Pmpnser's receipt of a signed contract fmm the Counly of Cook; (2) UndersignedSubcontractor remaining compliant with ag relevant credentiahr, codes, ordinances and statutes required by Contractor, CookCounty, and Iha Stela lo pamcipate ee s MBE/WBE firm for gm shove work. The Undersigned Parties do also certify that theyrfid not affix their signatures to this document until afi arses under Description of Servke/ Supply snd Fee/Cost were completed.

MM~w-;P kl~&M 1fg]ptrdfir]/(A¹IVBE) 'P' Sgnature (Prime fb'dder/Pmposer)

Laster H. McKeever, Jr,

Prinl Name

Washington, Pitlmun & McKeever, LLC

Firm Num'ek~J 4 Y/pvIA.

RSUU US LLP

Firm Name

Date

Subscribed snd sworn before me Subscribed end sworn befom me

thi~day ' LW:d" ~,: ',' . this day of

Nctarypbtfif::k~di','I'v'/ ' .. ~ Nolary Pubfic

OFFICIAL., '(I /kk)TOI Y!, ~

'iier of Minnie',lExplree 8/1 8/fiit 8 l

Ii

M/WBE Utfiizstion Plan- Form 2

SEAL

revised: 1/29/14

1%Ii ttI

,IIS )DEPARTMENT OF PROCOREMENT SERVICES

CITY OF CHICAGO

October 4, 2016

Mr. Laster M. McKeevsrWashington, Pittman 8 IlcKeever, LLC819 South Wabash Avenue, Suite 600Chicago, IL 60605

Dear Mr. McKeever:

This letter is to inform you that the City of Chicago has extended your status as aMinority-Owned Business Enterprise (IIBE) until January 18, 8017.We areproviding this extension to allow enough time to provide any additional documentationthat your application may be missing and/or for our office to complete our review of all ofthe submitted documents.

This extension does not guarantee eligibility in the program but will act as a courtesyextension until we receive all of the required documentation and complete s review ofthat documentation.

Please present this letter as evidence of your certification to be included with biddocument submittals as needed.

If you have any ques8ons, please feel free to call our office at 312-7444900.

Deputy Procurement Officer

GC/cm

12I NORTH LASALLE STREET, ROOM SII6, CHICAGO, ILLINOIS 66662

MBEN BE LETTER OF INTENT ~ FORQI 2

M/WBE Fl,m E.C. Orliz 8 Co., LLP

Contact Person: Leileni Rodrigo

Adthees 333 S. Des Plaines Street, Suite 2-N

City/State: Chicago, IL 2I< 60661

Certifying Agmtcy, City of Chicago

Certification Exgirallon Date; 04/182018

Ethnicity:

Bid/ProposayConhact ¹, 1530-15177

Phone. 312.876.1900 Fex: 312.876,1911 FEIN¹:Emslh LNRodrlgooecortlz.corn

Participation,' sl) Direct ( ] Indirect

VMI the M/WBE f'em be subcontracting any of the goods or services of this contract lo another firm2

[ x] No [ ) Yes-Please attach explenaikm. Proposed Subcontractor(s);

Ths undersigned M/WBE is prepared to pnwide Ihe following Commodities/Services hr Ihs above named Project/ Contract: fifsnow apses is needed lo kdly describe td/ttttftE Fhrn's pro possd sisrpn of work and/or psyasnf schedule, attach a ddhknnd shouts/

Audit assislance with the County audit

Indicate the Dollar Amount, Percentaae, and the Terms of Pavment for the abmm~crlbed CommodMes/ Services:8186,257 3 73% Terms - net 30

Linda S.AbamethvPilnt'Niins

THE UNDERSIGNED PARTIES AGREE thai this Letter of Intent will become s binding Bubconlract Agmement for the abmmwork, conditioned upon (1) ths Bidder/Pmposer's receipt of s signed contract born the County of Cook; (2) UndersignedSubcontractor remNNng compliant with all relevant credengals, codes, ordinances and statutes required by Contractor, CookCounty, and the Sate to participate ss s MBE/WBE firm for the above work. The Undersigned Parties do aho cergfy that Ikeydid ':, their signatures to this document until all areas under Description of Bstvhe/ Supply and Fee/Cost warn oompleled.

',(M/WBE) Sgnglure (Pn'me BE/I/ei/Proposer)

Leilani Rodrigo

Print Name

E.C, Ortlz & Co., LLP

Firm Name

(Ol fh.l I f.

Subscribed end sworn before me

gtisgday iif WkkRfNohsy Public (SVIMk 7

M/WSE Util

RSM US LLPFirm Name

z~i~j~i/.Date

Subscribed and swum before ms

this5 dsycf Oc&IOaC,20&.Notary Public.t&c W Ltd

SEALOFFIOIAL SEA'LLORI L, WILKERSON

NOTARY PUBLIC, STATE OF ILLINOIScfRy COmmiaaian Eaptfttta 3-29-2018,,

nevlsed: 1/29/14

Ape S,4 ket4

DKPARTM KwT ol'aocURKM ENr 8KRvicxs

CITY OF CHICAGO

Edilberto Calalsng OrtizE.C. Ortiz & Co., LLP333 S. DesPlaines StreetChicago, IE 80%1-5514

Dear Mr. Ortlz:

We are pleased to inform you that E.C. Orth 0 Co., LLP hss been recerSfied as s MinorityBusiness Enterprise ("MBE")by the City of Chicago ("CSy"). This MBE certification is validuntil 04/18/2010; however your fiirm's certification must be revalidsted annually. In lhe past theCity hss provided you with an annual letter confirming your certification; such letters wil nolonger be issued. As a consequence, we require you to be even more dilgent in filing yourannual NO<hangs Affidavi 60 days before your annual anniversary date.

It Is now your responsibility to check the City's certification directory snd verify your certifestionstatus. As a condition of conSnued certification during the five year pedod slated above, youmust file sn annual No-Change AmdaviL Your finn's annual NO4hange Affidavit is due by04/15/2015, 04/15/2016, 04/15/2017, and 04/15/2010. Please remember, you have anafhrmative duty to file your No4:hange Afgdavtt 60 days prior to the date of expiraSon.Failure to file your annual No-Change Affidavit may result in the suspension or rescission ofyour certification.

Your firm's live year certiflceSon will expire on 04/15/201$ . You have an afSrmative duty to Slefor Isceidflcstion 00 days prior to the date of the five year anniversary date. Therefore, youmust file for recNSficstion by 02/15/201 $.It is important to note that you also have an ongoing affirmative duty to noSI'y the City of anychanges in ownership or conbal of your firm, or any other thct affecting your firm's eligibility forcerlBcation within 10 days of such change. These changes may Include bul are not limited toa change of address, change of business structure, change in ownership or ownershipstmcture, change af business operations, gross receipts and or personal net worth that exceedthe program threshold. Failure to provide the City with Smely notice of such changes msyresult in the suspension or reschxdan of your certBcatlon. In addition, you may be Nable tbr civilpenalties under Chapter 1-22, "False Claims', of the Municipal Cods of Chicago.

Please note —you shall be deemed to have had your cerllgcaSon lapse snd will be inefigible toparScipate ss a MBE if you fail to:

I?I WORTH LASALLE STREET, ROOM SM, CHICAOO, ILLIWOIS 60au

E.C. Ortiz 5 Co..LLP Page 2 of 2

~ File your annual No-Change ANdevlt within the required time period;~ Provide financisl or other records requested pursuant to an audit within the required

time period;~ Notify Ihe City of sny changes affecting your firm's certification within 10 days of such

change; or~ File your recertiflcatlon within the required time period.

Please be reminded of your contractual obligation to cooperate with the City with respect to anyreviews, audits or investigation of its contracts and aff)rmatlve action programs. We stronglyencourage you to assist us in maintaining Ihe integrity of our programs by reporting instancesor suspicions of fraud or abuse to ths City's Inspector Genera) atchlcsgolnspectorgenerat.org, or 868-IG-TIPLINE (886~4764).

Be advised that if you or your firm is found to be involved in certification, bidding and/orcontractual fraud or abuse, the City will pursue dscertiRcagon and debarment. In sddigon to«ny other penalty imposed by law, any person who knowingly obtains, or knowingly assistsanother in obtaining a contract with the City by falsely repmsenting the individual or entity, orthe individual or entity assisted is guilty of a misdemeanor, punishable by incarceration ki thecounty jail for a period not to exceed six months, or a fine of not less than $5,000 and not morethan $10,000or both,

Your Arm's name will be listed in the City's Directory of Minority and Women-Owned BusinessEnterprises in the specially area(s) of:

NAICS Code(s):541211 - Offices of Certttted Public Accountants541218 - Tax Preparation Services541214 - Payroll Services541216 - Other Accounting Services

Your firm's participation on CRy contracts will be credited only toward Minority BusinessEnterprise goals in your eras(s) spa@ally, While your participation on City contracts is notlimited to your area of specialty. credit toward goals will be given only for work that is self-perfonned and providing s commercially useful function that is done in the approved specialtycategory.

Thank you for your interest in Ihe City's Minority and Women-Owned Business Enterprise(MBE/WBE) Program.

JLR/sl

NBEIWBE LETTER OF INTENT ~ FORII 2

NWSE Firm! Benford Brown 8 Associates, LLC Ceding Agency; City of Chicago

Com Ipe Certification Expiration Date:

Address: 8334 S. Stony Island Avenue Ethnicity:

Gly/Static Chicago, IL Zip 60617 Bid/ProPasellCanlract¹. 1530-16177

Phrmrx 773.731.1300 Fsx

Enmt twateonebenfordbrown.corn

FEIN¹:Participation: [yt) Direct [ ) Indirect

Will the Ni/WBE firm be subcontracting imy of the goods or smvicss af this contract to another firm "l

) )INo ( ) Yss-Please attach explanation. Praposed Subcontractor(s):

The undersigned hylhSE is prepared to provide the following Commodities/Services for the above named project/ Contract illmam space s needed iu hdy describe hi/rl/BE pbm's pmpcced scape of serb and/ci paymcrd schedule, c!lech eddkioesf shcclcl

Provide audit assistance with the, Health Svstent elud)f and the Countv Audit.

Indicate the 0agar Amount, Percentaae, and the Terms of Pswnent for the aboveckmcribed CommodilMi Servioes:

$76253 1.53Vo l erma-net 30

TlfE UNDERSIGNED PARTIES AGREE that this Loiter of Intent v/ill become a bindmg Subcontract Agreement for the sbmm

wark, condiTioned upon (1) the Bidder)Proposer's receipt af a signed canlract fmm the County of Cook; (2) Undersigned

Subcantractor remdmng compliant with ag relevant cmdengsls, codes, ordinances and statutes required by Contractor, Caok

County, end the Stele to participate as s MBE/WBE firm for the above work, The Underdignsd PaNes do also cerllfy that they

did not affix their to this; awnentuntg all areas under Descrlptlan of Servhel Supgly snd FsefCost were completed.

e M MMPkp~~Bgnsture (hf/P¹65)''htm' .Igg¹ature (Prime~a'jsef)

Timothy S.Watson Linda S Abemethy

Print Name Print Name

Sanford Brown & Associate a, LLC

Firm Nurse

.RSM US LLPFirm Name

/i' MlpvpDate

Subscribed and sworn before me

gris ~r)aypfC546txh

. ~alii. i adL/2/If~use

OFFICIAL,',I %SHAB

M/WBE Utf fixation Ptsn - Form 2 '!,IOIRBYPUSU(v

I))IB/COMM)SIOII

Subscribed and sworn before me

gda 6 dayOI (tet&'t)dh/',20<4'.

Notary Public ~OFFiCIAL SEAL

I 'ORI L. WILKERSOIdSEAL 'I,

k qkOTARY PUBLIC. STATE OF ILLINOIS

haeoN ,'cvc I I~1M:31y$

ceca

IBBOF ILL)lgOIS",,I

S(FIEIEII/Bgty ih

DEPARTMENT OP PRocuREMENT SERvIGEE

CITY OR CHICAGO

))pt; )t I) il00

Ms. Kimi Ellen

Benford Brown & Associates, LLC.8334 S. Stony islandChicago, IL 60617

Dear Ms. Ellen:

We sre pleased to inform you that Benford Brown 8 Associates, LLC., has been recsrfified as aMinority Business Enterprise ("MBE")and Women Business Enterprise ("WBE")by the Cityof Chicago {"City"). This IWBE/WBE certification is valid until 10/21/2018; however your firm's

certification must be revalidated annually. In ths past the City has provided you with an annualletter confirming your certification; such letters will no longer be issued. As a consequence, werequire you to bs even more diligent in filing your annual No-Change Affidavi 60 days beforeyour annual anniversary date.

It is now your responsibility to check the City's certification directory and verify your certificationstatus. As a condition of continued certificafion during the five year period stated above, you mustfile an annual No-Change Affidavit. Your firm's annual No-Change Affidavit is dus by 10/21/2014snd 10/21/2018. Please remember, you have an affirmstive duty to file your No-Change Affidavit80 days prior to the date of expiration. Failure to file your annual No-Change Affidavit msy result in

the suspension or rescission of your certification.

Your firm's five year certification will expire on 10/21/2016. You have an afiirmative duty to file forreceitification 80 days prior to the date of the five year anniversary date. Therefore, you must file

for recertification by 8/21/2018.

It is important to note that you also have an ongoing affinnative duty to notify the City of anychanges in ownership or corrtrol of your firm, or any other fact affecting your firm's eliy'bility forcertification within 10 days of such change. These changes mey include but are not limited to achange of address, change of business structure, change in ownership or ownership structure,change of business operations, gross receipts snd or personal net worth that exceed the programthreshold. Failure to "provide the City with timely notice of such changes may result in thesuspension or rescission of your certification. In addition, you may be liable for civil penalties underChapter 1-22, "False Claims", of the Municipal Code of Chicago,

Please note —you shall be deemed to have had your certification lapse and will be ineligible toparticipate as a MBE/WBE if you fail to:

IEI NORTH LASALLE STREET, ROOIVI SOS, CHICAGO II,LINOIS 60602

Sanford Brown & Associates, LLC. Page 2 of 2

o File your annual No-Change Affidavit within the required time period;~ Provide financial or other records requested pursuant to an audit within ths required time

period;~ Notify the City of any changes af/ecting your firm's certification within 10 days of such

change; ore File your recertification within the required time period.

Please be reminded of your contractual obligation to cooperate with the City with respect to anyreviews, audits or investigation of its contracts and affirmative action programs. We stronglyencourage you to assist us in maintaining the integrity of our programs by reporting instances orsuspicions of fraud or abuse to the City's Inspector General at chicagoinspectorgeneral.org, or866-IG-TIPLINE (866-448-4754).

Be advised that if ycu or your firm is found to be Involved in certification, bidding and/or contractualfraud or abuse, the City will pursue decertification and debarment, In addition to any other penalty: imposed by law, any person who knowingly obtains, or knowingly assists another in obtaining acontract with the City by falsely representing the individual or entity, or the individual or entityassisted is guilty of a misdemeanor, punishable by incarceration in the county jail for a period not toexceed six months, or a fine of not less than $5,000 and not more than $10,000 or both.

Your firm's name will be listed in the City's Directory of Minority and Women-Owned BusinessEnterprises in the specialty area(s) of;,

IL

figtIC8 Codefej:.. '-;- '"::;;.:;.-",',"'41811—C'et888'B Piiblfe Aijufitiiign)f Ssih!r!Iee!s

541'2'11 Audlgflg Bgyi))fie'a,",""":le;i'.,!,',.'';",."', ''"',

58181'8:—,.Ihsbme".Ia(tty(8)piii f'Isis)(t)iiin Seyyfg)es...,.!;, '/:",;,!, ':.';: 541'81gi-'lt)'iei'ppggv'gtf)'i(i 4ey)))ad()i,'!" ".'..' '. *-

', Tfi'cu( grm's pa'igcfp'aho)I '.ob'. CI(j;doatrabM'ill( .be. credited only toward Illlinority Business,=,'!;;-,:';:Bfiterpr)ae and womejt Btfs(naas;..Eii~:geals in your area(s) specialty. while yourparticipation on'it'y'contracts's nbt'limited to your area of specialty, credit toward goals vvil( begiven only for work that ls self-performed and providing a commercially useful function that is donein the approved specialty category.

Thank you for your interest in the City's Minority and Women-Owned Business Enterpdise(MBE/WBE) Program.

cm

Contract No. 1530-15177EXHIBIT 4

Identification of Subcontractor/Supplier/Subconsultant Form


Cook County OCFO ONLY:

Office of the Chief Procurement Ofhcer Oiscualificstion

Identification of Subcontractor/Supplier/Subconsultant Form I

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit an Identification ofSubcontractor/Supplier/Subconsultant Form ("ISF")with each Btd, Request for Proposal, and Request forQualification. The Contractor must complete the ISF for each Subcontmclor, Supplier or Subconsultsnt whichshall be used on the Contract. In the event that there are any changes in the utilization of Subcontractors,

Suppliers or Subconsultants, the Contractor must file an updated ISF.

Sid/RFP/RFQ No,: 1530-15177

Total Bid or PropcsslAmount: 34,998,720

Contractor. RSM US LLP

Authorized Contactfor Contractor: Linda S. Abernethy

Email Address(contractor): Linda.abernethy)6)rsmus.corn

i

Company Address(Contractor): One South Wscker Drive

City, State and Chicago, IL 60606Zip (Contractor):Telephone and Fsx Tr 647 413 6248(Contractor') n47 517 Tnn'7

Estimated Start endCompletion Dates 11/1/2016 to 6/30/2019(Contractor)

Date: October 4, 201B

Contract Title. Contract for Professional Auditing Services

Subcontractor/Supplier/Subconsultent to be Washington, Pittman & McKeeveradded or substitute:Authorized Contact forSubcontractor/Supplier/ Laster McKeevsrSubconsultsnt:Email Addmss [email protected](Subcontractor):

Company Address 819 South Wabash Avenue(Subcon'treetop'uite Spp

'fiy, State and zrp Chicago, IL 60605'jSubcontractor)'Telephone snd Fax P: 312.766.033u(Subcontractor)Est'mated Start snd 11/15/2016 to 6/30/2019Completion Dates(Subcontractorl

Mote: Upon request, a copy of afi written subcontractor sgmements must be provided to the OCPO.

'-'Tutal Pl(ca ofDeecriotion of Services or Sueulies :Buliconlmci fer

srunfieea er 'Buedfies .

Provide single audit, sign opinion and issue reports required for the single audi),

The subcontract documents will incorporate afi requirements of the Contract swarded to the Contractor as applicable.

The subcontract will in no way hinder the Subcontractor/Supplier/Subconsultant from maintaining its progress on any

other contract on which it is either s Subcontractor/Supplier/Subconsultant or principal contractor. This disclosure is

made with ths understanding that the Contractor is not under sny circumstances relieved of its abilities sndobligations, snd is responsible for the organization, perfonnance, snd quality of work. This form does not approveany proposed changes, revisions or modifications to the contract approved MBE/WBE Utlllzatlon Plan. Anychanges to the contract's approved MBE/WBE/Utifizadon Plan must be submitted to the Office of theContract Compfiance.

Contractor

NameLinda S.Abernethy, Partner

"Prime 0/On(ffiy)Mr Signature


Cook County .OCPO ONLY:

ONce of ths Chief Procurement ONcer H Dlscueliacstion

Idengf ication of Subcontractor/Supplier/Subconsultsnt Form (

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit an Identi/ication ofSubcontractor/Suppler/Subconsultant Form ("ISF")with each Bid, Request for Proposal, snd Request forQualification. The Contractor must complete the ISF for each Subcontractor, Supplier or Subconsultsnt whichshall be used on the Contract In the event that there sre any changes in the utilization of Subcontractors,Suppliers or Subconsultants, the Contractor must file an updated ISF.

Btd/RFP/RFQ No.: 1530-15177

Total Bid or Process(Amount;

Contractor. RSM US LLP

Authodzed Contactfor Contractor: Linda S. Abernethy

Email AddressLinda.abernethytmrsmus.corn

Company Address(contractor): pns South Wacker Drive

,

City, StateandZip(Contractor): Chicago, 60608Telephone and Fax P: 847.413.6248(Contractor} F 847 S17, 7nnzEssmated Start sndCompletion Dates 11/1/201 6 to 6/30/2019(Contractor)

October 4, 2018

Contract Title: Contract for Professional Auditing Services

Subcontractor/Supplier/Subconsultant tc be E C prtjz 6 Covadded or substhute:Authorized Contact fcr"

'ubcontractor/Supplier/Leilani RodrigoSubconsultant:Email Address

, Leubcontractork LNrodrigo(g)ecortiz.corn

.,Company Address 333 South Des Plaines Street

I (Subcontractor); Suite 2-N

City, Stats and ZipChicago, IL 60661

Telephone and Fax P: 312.876.1900..(Subcontractor) F. 31& RTB 1911

Estimated Start snd'ompletion Dates 12/1/2016 to 5/31/2019

(Subcontractor)

Male: Upon request, a copy of all wriasn subcontractor agreements must be provided to the OCPO,

Dsscrlotion of Services or Suoolies

Audit assistance with the County audit

Total Piics ofS'ubcontrsct for

Services oi'uonlles

$186,267

The subcontract documents will incorporate all requiremenis of the Contract awarded to the Contractor as applicable.The subcontract will in no way hinder the Subcontractor/Supplier/Subconsullant from maintaining its progress on anyother contract on which it is either s Subcontractor/Supplier/Subconsultant or piincipal contractor. This disclosure ismade with ths understanding that the contractor is not under any circumstances relieved of its sbihties andobfgations, and is responsible'for the organization, performance, and quality of work, This form does not approveany proposed changes, revisions or modifies'tlons to the contract approved MBE/WBE Utlllzatlon Plan. Anychanges to the contract's approved MBE/WBE/Uslizaaon Plan must be submitted to the Office cf theContract Compliance.

Contractor RSM US LLP

Linda S.Abernethy, Partner

Prime Bb/I@ic/tor Signature


Cook County DCPO ONLY:

Oflice of the Chief Procuremsnt Ofhcer fT Disaualillcsiian

Identification of 8ubcontractor/Suppger/Bubconsultant Form

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit an Identification ofSubcantractorlSupplier/Subconsultant Form ("ISF")with each Bid, Request for Praposal, snd Request forQualification. The Contractor must complete the ISF for each Subcontractor, Supplier or Subconsultant whichshall be used on the Contract. In the event that there are any changes in the utilization of Subcontractors,Suppliers or Subcansultants, the Contractor must file an updated ISF.

Bid/RFP/RFQ No.: 1530-15177

Total Bid or Proposal Amount; 84 gm 720

Contractor: RSM US LLP

Authorized Contactfor Contractor. Linda S.Abemethy

Email Address(Contractor)i Linda.abernethyitf)rsmus.corn

Company Address(Contractor): One South Wacker Drive

City, State arid Chicago, IL 60606Ski.(Dbhtrast'or)',.Tele'phone and Fax dzz887/418AI248(Contractor). F 847 517 7067Estimated Start andCompletion Dates 11/1/2016 to 6/30/2019(Contractor)

October 4, 2018

Cantract Title: Contract for professional Auditing ServicesSubcontractor/Supplier/subconsultantto be Prado & Renteria, cPAsadded or subsfikrte:

'uthai'ized Contact forSubcontractor/supplier/ Maria de J. PradoSubconsultant.Email Address [email protected]);

Company Address 1837 South Michigan Avenue, (Subcontractor):

Chicago, IL 60616

Telephone and Paw:Pf 312.587r1839'Subcontractor) F: 312.567.1360

Estimated Start andCompletion Dates 11/15/2016 to 6/30/2019(Subcontractor)

Nal»: Upon request, a copy of all written subcontractor agreements must be provided to the OCPO.

Total Price of .Descrintion of Services or Su»»lies Subcontract for

.services or Suoogsspg/folftf'Bfftf(f:ptztcetfures I'89Ulred:fgr comp))shc»Budit.gfgkft 9)(srkztffhs o)f(fgllCourt„a(gn Bpinion and issue Sspffft, Provide other assistance with prffdadtires 8)the TfeftkUNIFS Office, health system or other Cgunty offices, as needed.

'The subcontract documents will incorporate all requirements of the Contrad awarded to the Contractor as applicabis,The subcontract wiN in no way hinder the Subcontractor/Supplier/Subconsultant from maintaining its progress on anyother contract on which it is either a Subcontractor/Supplier/Subconsultant or principal contractor. This disclosure ismade with the understanding that the Contractor is not under any circumstances relieved of its abilities andobligations, and is responsible for the organization, performance, and quality of work. This form doss nbt approvesny proposed changes, revisions or modifications to the contract approved MBE/WBE Ullgzatlon Plan. Anychanges to the contract's approved MBE/WBE/Ufifzatlon Plan must be submitted to the Office of theConbact Compliance.

Contractor RSM US LLP

Linda S.Abemethy, Partner

PA:M~ 4 ~~~~Prime gan/t)tfbkit'Signature

CONTRACT ND. 1530-15177

Cook County OCPO ONLY:

Offfce of the Chief Procurement Officer C1 Discualiricstion

Identification of Subcontractor/Supplier/Subconsultsnt Form (

The Bidder/Proposer/Respondent ("the Contractor" ) will fully complete and execute and submit sn Identification ofSubcontractor/Supplier/Subconsultant Form ("ISF")with each Bid, Request for Proposal, and Request forQualification. The Contractor must complete the ISF for each Subcontractor, Supplier or Subconsultant whichshall be used on the Contract. In the event that there are any changes in the utilization of Subcontractors,Suppliers or Subconsultants, the Contractor must file an updated ISF,

Bid/RFP/RFQ No.: 1530;15177

Total Bid or Proposal Amount: $4 BBS720

Contractor; RSM US LLP

Linda S, AbernethyAuthorized Contact

[email protected] Address

Date: October 4, 2016

Centred Title; Contract for Professional Auditing Services:. Subcontractor/Supplier/Subconsultant to bs Sanford Brown & Associates, LLCadded or subetitute:Authorized Contact forSubCOntraCtOr/Suopllerl Timothy WatsonSubconsultantEmail Address [email protected]{Subcontractor):

Company Address(Contractor): One South Wacker Dnve (6 b t ~ ),

8334 South Stony island Avenue(Subcontractor):

Chy. Stat and Chicago, IL 60606Zip (Contractor):Telephone and'ax P: 847 413.6246(Contractor) F.: 847.5177OB7Esfimated Start andCompletion Dates 11/1/2016 to 6/30/2019(Contractor)

City, State and ZiP Chicago, IL60617(SubcontractorkTelephone and Fax P 773,731,1300(Subcontractor)Estimated Start andCompletion Dates 12/1/2016 to 5/31/2019(Subcontractor)

Nels: Upon request, a copy of all written subcontractor agreements must be provided to the OCPO,

Total Price of'escriotionof Services or Suoolies Subcontract for

Services Or Suoblies

Provide audit assistance with the Health System audit and ths County audit. $76,253

The subcontract documents will incorporate sfi requiremenis of the Contract swarded to the Contractor as applicabh.The subcontract wiN In no way hinder the Subcontractor/Supplier/Subconsultant from maintaining its progress on anyother contract on which it is either a Subcontractor/Supplier/Subconsultsnt or pdincipal contracmr. This disclosure ismade with the understanding that ths Contractor is not under any circumstances relieved of its abilities andobligations, and is responsible for the organization, performance, and quality of work. This form does not approveany proposed changes, revile(one or modifications to the contract approved MSE/WBE Utilizatlon Plan. Anychanges to the contract's approved MBE/WBE/Utilizatlon Plan rsust be submitted to the Office of theContract Compliance.

RSM US LLP

'Linda 8.Abernsthy, Partner

4 Axe'.xr:AW~Pnme 1$dr4/sp(sr Sigriature

EXHIBIT 5

Evidence of Insurance


~CORO GERTIFIGATE OF LIABILITY INSURANCE

THIS CERTIFICATE )S ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THteCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AS)END, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLIO)BeBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDEIL

MSPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the Policy(ies) mustbeendorsed. If SUBROGATION IS WAIVED,sub)scctgtothe terms snd conditions of the policy, certain pogclss may roqulre an endorsement. A sbasment on this certmcate does not confer rights to thocertgicste holder in Seu of such sndsssment(s).

mm Tnu TAon Risk Services Northeast, ino...199Water Street, 9th Floor isle. Moj,.

New York, N.Y. 10039 Ms)nasa:

RSM US LLP331 West Third Street, Suite 200Davenport, )A 52901

)NBUasslsi AFFORDING COVERAGE

Maunaa a: North American Gapacib/ tnoumnce company

INSURER S:IMSUSLR 0:t)INUNNR o .

M$ UBER S:M$ URNR P:

Mnic s

GBM'L AGGRgonyg Liidir APPLINN Pgn:~ PRO-POLICY ~ JECT VJ LM

OTHER:

AU YUMOB)LS LMBIU1Y

ANY AUTO

ALL GWHSD SOIEUULSUAuros AUTOS

NON OWNEDHIRSU AUTOS AUTOS

Un)BXXLLhuas

stcass LtmI I CLMMBMnog

DUD I I ngrgnr)ONN

woAKeas cosipsNAnosAMD BMPLUYSIB LMB)L)YY YluANY pnopnisroitlpnnrnsnisxscurivsornicsnlMNMBNN BXULU0$ 01IMandotocr In MM)

il veo, deooibe underUSBCR)pr)DM OF OpERATIONS below

EACH OCCURRENCE $

AGGREGATE

$

I srAY)ns I I@"E.L BACH AC 0 ID S NT

E.LOtganss -EA EMpLOYEN $

E.L.0)BEASE - POLICY LIMIT

COVERAGES CERTIFICATE NUMBER: REVISION NUEIBER:

THIS )B TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TD THE INSURED NAMED ABOVE FOR THE POLICY PERIODBIDIGP TED. NOllMITHSTANDING ANY REQUIREMENT, TERM OR GONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISGER'TIP)GATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

nunc avail poUUY Ban poLIGY Bxp1vpg oF InsUnnncb Incn coun POLICY NUMBBR )MMluclyvrn IMM)cciryyyi L)M)rs

COMMERCIAL GENERAL Lies)L)IY EACH OCCURRENCEUnunua TU RENTEU

GLnl)NBalnog ~ occUR pngMMBB iue occunenmt

Mao Nxo tnlvl cts notocn)

Psnsonnc a ADV INJURY

GsosnnLAGGRBGATE

PROOUcrs-Coup/Opnoo $$

CUINSMBU SINGLE LIMITIEe acodenti

Boo)LYNNIURY (Perpeoon) $

BODILYIMJURYIPeraccldeni) $pitopsnly UXMXG s)Poreccbnnti

$

A Mlocellsneoua Pmismionat Liability

lneursllcaFIP0000227 03 01-Jul-10 01-Jul 1y Mless lhart US$2000000 any one claim and in

the aggregate.

Oaaoa)PYIOM OF OPERATIONS I LOCAY)onb iueHICLES laconc 101,addaonal nemarbo Schedule, May bo aueebed tr Mom ePece lo maulredl

CERTIFICATE HOLDER

County of CookOffice of the Chief Procurement Officer118 N. Clark Street, Room 1018Chicago, IL 60602

CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BECANCELLED BEFORETHE BXPIRAllWl DATE THEREOF, NOTICE WILL BE DELIVERED mACCORDANCE WllH THE POLICY PRCNSIONS.

AU1Hontxgo sspsssslranvs

ACORD 25 (2014%1)

@1000-2014ACORD CORPORATION. Ag rights reserved.The ACORD name snd logo ws registered mwks of ACORD

Ac&R4 GERTIFIGATE OF LIABILITY INSURANCET E EE PID INDE AEAE* EN I D D" D AN D" ENE DIIE EEPDN ENPI PEND DCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIEBBELIDVV. TH¹B CERTIFICATE OF INSURANCE DOES NOT CONSllTUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHPRIEEDREPRESENTATIVE OR PRODUCER, AND THE CERllRCATE HOLDEIL

* P»NA, i q> . *

the tenne and conditions of the polhy, certain pogchm may require an endomement. A statement on this cerNlcste does not confer rights to Ulnceytlflcate holder In Bsu of such endorsement(skouuvnovprtonucanNAME:PHONE

2405 Grand Bounvard, 9900 IA/n.u . n»pKansas (XS, MO 64108 scenicAttn: KanaaaGly CartRnqumtgmamhnm Fax: 2129460D15

FAXIn/n. Mal

smsne n(SI AFFORDING COVERAGE

maunsn A ESonby Inaumnca A Mutual Company

msunan s, Fadaral Insurance Company

msuneft c, Llbauy Mutual Fire Insurance Company

Insunan c:9snt/9 Caaualty Company

Inaunsn e p

MAIG eNNI5 Bica 24988

20281

23035

2846D

'BM US(LeOne South Wackar Drive, Sulia 80D

Chicago, IL N6D6

1,000,00D

GsML AGGREGATE LIMIT AppLIEs peeX pOLICY ~ JECV

~ PRO.

OTHER:

A AUTQMoBILEUMuLGY

A X ANY AUTOALL OWNEDAUTOS

X HIRED AUTOS

11/30/2015

11/3D/2D15

SCHEDULEDAUTOSNouux/vnaoAUTOS

maunan P r

COVEfqAGEB CERTIFICATE NUMBER: CHI-00642D69406 REVISION NUMBER:4THIS IS TO CERTIFY THAT THE POUCIES QF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAIUED ABOVE FOR THE POLICY PERIODINDICATED. NOTMTHSTANDING ANY REOUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS

AnuL suan poLICY nay poLIGY sxpEYPS OF INSURANCEI ann wvll poUCY uUMsan IMM/nolvvvvl MIM/nnlvvvYI Lian rpr

A X coMMence(LGeuennLLIAGIUIY 90-18524-04 11/30/2015 11/30/2016 nncnoccunnnncu s 1,000,000IJAMAGE TEI RENTEDCUuma MADE X OCCURPRGMMES IEE Dccvnwncat 4

Mac sxp (Anv one Daracn)

PERSONAL 4 ADV INJURY

GansnnLAGGnnunvn

PRODUCTS - COMP/OP AGG

990-18524 05 (A06) 11/30DDG GGMGIMED $ INGLE LIMIT

1,N0,00090-1852406 (MA) 11/30/2D16 aooILY INJURY (Par Parccnl a

BODILYIKJUKV(PEraccldantl aPROPERTY DAMAGaIPEraccmann

a0 X umewmrnnne ~X occUR

EXcESSUne) ) CIAIMS-MADE

DED ) I KETENTIQN 4wonnsna ccmpnmnvlouAun SMpLovsnp UAGILIIY Y/nANY pncpnlsvonlpnnvusn/executive

NOFFICER/MEMBER aXCLucan'I(Mandatory In nnlIf var, darcnt» »marDESCRIPTION OF OPERATIONS below

C Properly

N.1852401 (AOS)

N 1852402 (Wl)

VU24/t(46031 6-015

11/3D/2D15

11/3D/2D15

11/30/2D16

11/30/2D1 6

a"

I STATUTE I Inn

E.L EACH ACCIDENT

EL DISEASE - EA EMPLOYEE

11/30/2015 11/30/2016

E.L GIGEAGE - POLICY LIMIT

Dlankst Umit

11/30/2D15 11/30/2016 nncn pccunnub/Gn

AGGREGATE

5,000,00D

5,tlDD,DDD

1,000,000

1,000,000

1,N0,000

1,N0,000

SEEATTACHED

DESCRIPTION OF OPanAVIGNa I LOCATIONS IYSMCLSS PICOAD Ieh Addmcnal Inmarka acl»dun, may ba auacbad u ma» EPEoa la raqukadlCounty of Cook ic named m Addnonal Incurad (Except Workers Companaason) il required to be ao by wrnsn contract. Coverage Ehcwn is prrmary and nonconldbutory ifrequired to be ao by wrilbm contract

CERTIFICATE HOLDER

County of Cook

Ogica of the CMrf Procuramsot Oflicer

118N. Clek SL Room 1018Chicago, IL 60N2

ACORD 25 (2gteggd)

CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BECANCELLED BEFORETHE EXPIRAllON DATE THEREOF, NOTICE WSL BE DELIVERED INACCORDANCE WITH THE POLICY PRDNSIONS.

Auynonlzs c ItspneasuYAYIYSof Marsh usa Inr-

Keith A. Stiles

@1BBB-2014ACORD CORPORATIOId. AE rights reserved.The ACORD name and logo am registensd marks of ACORD

ACOR6AGENCY

Mash USA Inc.

POLICY NUMNER

AGENCY CUSTOMER ID: 824056LOC¹: KansasCity

ADDITIONAL REMARKS SCHEDULENAMED INEURED

RSM US ltPOne South Wacker Drive, Suite 600Chicslo, IL 60606

Page 2 of 2

CARRIER NAID CCDE

EFFECTIVE DATF,

ADDITIONAL REMARKS

THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM,

FORM NUMSER. 25 FORM TrrLE; Certificate of Liabilitv InscranCE

Procerty Deducdhler

y loss or damspe hemmed pmpertyto al Io ~except 0I00,000 minimum for Esrmqualre, need m aO states except Florida

or Wind aesoalalsd wuh a named wmdstcrm.

WindatOrm 5'yv SuhieCt tO $650it minimum.

Other properly deduolekw may apply as par poscy ienns and conditionr,.

ACORD 101 (2000lst ) 60 2008 ACORD CORPORATION. Ag rights reserved.The ACORD name and logo are uegistered marks of ACORD

EXHIBIT 6

Certification for Consulting or Auditing Services


COOK COUNTTOFRCE OF THE CHIEF PROQLlltENIENT OFFICER

CERTIFICATION FOR CONSULTINQ OR AUDITINta. SERVICESOFFICES OF THE PRESIDENT

TMs Certification is made and required pursuant to Section 34 I93 (tif of'the Procurement Cods, snd must becompleted by any Contractor prtnrttgng Consulting or Auditing Servmss for Cook County. For purposes ofthis cdrtlfloation, ncounty" shall mean the offices whish ara administered by the 'president of ths countyBoard. please pArt or type raspenses claartjr and fsglbly. Add addigonal pages if needed, being careful toidentity etch pbrgon of the form to srtrtch each sddiganat page refers to.

SECTION fr" CONTRACTOR'S INFORMATION

COMPANY hlAME: . IISIvl Us BIB

ADDRESS:

TELEPHONE:

One South Wacker Drive, Chicago, IL 60606

312.6363600

CONTACT NAME Itnda S.Ab rushy

CONTACT EMAIL Linda.abernethylratuus,cotu

SECTION 2; AFFILIATE INFOINSATfON

lf the Contractor has sny "Affiliates" phase provide ths names, addresses and':telephone numbers of each Affiliate

below, For purposes of this Oerliflcation 'Aftiliatss". shall mean a parson or "Enaty" that directly or indirsotly nontrOls

the Contractor, is controlled by it, or wilh ths Conlractor, is under common Control of another person or entity, For

pmposes of this CergTtcstion, "Entity" shall mean.a sole proprietorship, corpnmtion, partnership, association,burtness trust, estate, Iwo or mors pesons harting s joint an common interest bustes of e land tmst, other

commercial or legal entity or sny tieneficisry or banegcisdss thereof,

SECTION 9: CONTRACT INFOR00ATION

a This Cergfrcagon relates to the followirig Contract: . ISS0-IFI77

b. The contiatdnr is pmrtiding the following type of services, jgj Audlfing or f j consulting

c. The conlmclor b providing the serviaaa under the contract'for thefollowing Qqok county Business Unit or

Olflcs,'ureau ofFinance

d. Is the Contmsior Or its Atfilialas, if any, providing Cansuigng or.Audlng Services, either directly, or as asubcontnadorlo the county under sny other Dordrscbl [ jyes or fife No.

3I2013

If yes, please stats the other contract Number(s) and ths Natura of servioas,

THE CONTRACTOR ACKNOWLEDGES, UNDERSTANDS AND AGREES AS FOLLOWS:

a. It has read section 34-193{a)of the procumment Gods, which provides es follows:

The County vfill'not enter into any Contract for Auditing Services, nor shall it consent to a subcontract

for such Auditing Ssniices„with any Parson, if such Person, or sny Affiliate of such Person, has.aContract or subcontract for consulting services for or with the County, Additiontdty, the County will not

enter into any Contract tbr Consulting Services, nor shall it consent to a subcontract for such Consulting

Services, with any Person, ll such Perln, Or any Afffliate of such; Parson, hss a Contract or

subcontract for Auditing Ssniices for or with the County, For purposes of this provision, "County'hall

refer only to offfces which are admiNrstersd by the President 'of fhe County Hoard and shall not refer to

offices which are administered by Elected Oiclals.

The Contractor'a Services under the Contract shall not violate Section 34-t93 (a) of the Procwernent

Code.

c. The inbrmation provided herein is s matedat inducemerd to ffte CPO's exscuffon of the Contract, snd

the CPU may rely on the information pmvidsd herein, The Contractor warrants that the Information

.coritained herein ls true. end Inottrrsot. If the cpQ determines ihat sny Information provided hensn is

false, Incomplete, or incormct, the CPO msy terminate the Contract,

1Am~ &C26AnA~Signature

Linda S.Abernerhy

Name (Type or Pont)

partner Msy ts, 2u16

Date

stirs


EXHIBIT 7

Electronic Payables Program


OFFICE OF THE COOK COUNTY COMPTROLLERELECTRONIC PAYABLES PROGRAM I"E-PAYABLES"I

FOR INFORMATION PURPOSES ONLYThis document describes the ONce of the Cook Countv Comooollefs Electmnic Pevables Prooram ("E-Pavebles"I.If vou wish to oekicioete in E-Pevebles. blesse contact the Cook Countv Comotroller's Office. Accounts Pavabfe. 118N. ClarkStreet. Room 800. Chiceoo. IL 80802.

DESCRIPTIONTo increase payment efficiency and timeliness, we have introduced E-Paysbles program, a new payment initiative to our accountspayable model. This new initiative utilizes s Visa purchasing card and operates through the Visa payment network. This is County'spreferred method of payment and your participafion in our Visa purchasing card program will provide mutual benefits both to yourorganization and ours,

As a vendor. you may experience the following benefits by accepting this new payment type:Improved cash flow and accelerated paymentReduced paperwork and a more streamlined accounts receivable processElimination of stop payment issuesReduced payment delaysReduced costs for handling paper checksPayments settled directly to your merchant account

There are two options within this initiative:

1. Dedicated Credit Card —"PULL" SettlementFor this option, you will have en assigned dedicated credit card to bs used for each payment. You will provide a point of contact withinyour organization who will keep credit card information on file. Each time a payment is made, you will receive a remittance advice viaemail detailing the invoices being paid. Each time you receive a remittance advice, you will process payments in the same manner youprocess credit card transactions today.

2. One-Time Use Credit Card —"SUGA" SettlementFor this option, you will provide a point of contact within your organization who will receive an email notification authorizing you toprocess payments in the same manner you process credit card transactions today. Each time payment is made, you will receive aremittance advice, via email, detailing the invoices being paid. Also, each time you receive a remittance advice, you will receive a new,unique credit card number. This option is ideal for suppliers who are unable to keep cmdit card account information on file.

REMAINDER OF PAGE INTENTIONALLY LEFT BLANK

ACH-1 3I2015

Contract No. 1530-15177EXHIBIT 8

Cook County Transportation Expense Reimbursement and Travel Regulations Policy

COOK COUNTYTRANSPORTATION

EXPENSE REIMBURSEMENTAND TRAVEL REGULATIONS

POLICY

Adopted: FY2009

COOK COUNTY TRANSPORTATION EXPENSEREIMBURSEMENT

SECTION I. AUTOMOBILE REIMBURSEMENT PLAN

Any employee who is required and authorized to use their personally ownedautomobile in the conduct of official County Business shall be allowed andreimbursed. The number of County business miles driven per /i month willbe compensated at the standard IRS deduction for business relatedtransportation currently in effect and authorized by the Bureau ofAdministration. IRS mileage rates adjusted midyear will not be maderetroactive.

B. In addition, parking and tolls shall be allowed for reimbursement if items aresupported by receipts. Proof ofIPASS charges shall be submitted along withthe Transportation Expense Voucher.

SECTION II.

A.

B.

GUIDELINES

Commu6ng Expenses

Commuting expenses between an einployee's home and regular place ofassignment will not be reimbursed, even if an employee's regular place ofassignment is at different locations on different days within the County.

Examolet An employee working for the Assessor's ~ice is regularlyassigned to the Assessor's Office in Markham on Mondays and to theAssessor's Office in Maywood on Tuesdays through Fridays. Travelexpenses to and from the employee's home and Assessor's Office on any daywill not be reimbursed when assignments are permanent.

Temporary and Minor Assignments (residence to temporary duty point)

Employees who are required to perform County business in the form oftemporary and minor assignments beyond the general area of their regularplace ofassignment in the County may be reimbursed for their transportationexpenses between home snd their first or last stop, for such travel attributedto County business.

Mileage to first stop or hum last stop between home and temporary place ofassignment may be allowed snd reimbursed.

Authorization for reimbursement for transportation between home and firstor last stop shall only be allowed when, in the judgment of the Departmenthead, reporting to the regular place of assignment is not reasonable becauseofthe elements oftime, place, business purpose and employee effectiveness.The assignment must be temporary and not indefinite.

Temporary and Minor Assignments (mileage between temporary dutypoints)

Employees who receive one or more temporary assignments in a day may bereimbursed for transportation for getting &om one place to the other. Mileage&om the employee's regular place of assignment, or first duty point, to alltemporary duty points and back to regular place of assignment, or last dutypoint, is entitled to reimbursement.

General Guidelines

1. Mileage must be computed on the basis ofthe most direct route. Anymileage incurred solely for personal reasons is not reimbursable.

2. Employees must bear the cost of their normal commuting expensesbetween residence and official place of assignment.

Close supervision shall be maintained over the use ofprivately ownedvehicles by the Department Heads. Authorization for use ofprivatelyowned vehicles shall only be given when deemed a service andbenefit to Cook County Government. Reimbursements fortransportation shall only be as compensation for services performedfor the County.

SECTION III. TRANSPORTATION EXPENSE VOUCHER

Preparation

All claims for compensation oftransportation expenses including theuse of privately owned automobile and incidental parking fees andtolls, and taxicab and bus fares shall be submitted and itemized in theTransportation Expense Voucher. (For each stop of business use,enter date, started from location, finished at location, milesand expense between each stop. Total the dollar amount and enter inthe space for "Total.")

When travel between home and first or last temporary duty point isauthorized, the employee's residence shall be entered on theTransportation Expense Voucher, "Started &om Location" or"Finished at Location."

3. The Transportation Expense Voucher shall be supported by receiptsfor all items, individually.

The Transportation Expense Voucher shall be prepared and signed bythe individual who has incurred the expense and signed by theirSupervisor. The original Voucher shall be submitted to theComptroller's Office and a copy should be retained by the employeeand by the department. Falsification of a Transportation ExpenseVoucher is considered a maj or cause in&action subject to disciplinaryaction up to and including discharge.

B.

The individual submitting the Transportation Expense Voucher ispersonally responsible for its accuracy and priority. Trip details shallbe entered immediately following automobile use to eliminatepossibility oferrors. The form must be completed in its entirety, e.g.,insurance coverage.

Approval and Submission

The Transportation Expense Voucher shall be approved by theDepartment Head or a designated representative, who shall sign theoriginal copy of the Transportation Expense Voucher. The originalVoucher shall be sent to the Comptroller's Office by the 10"day ofthe following month in which the travel expense was incurred.Transportation Expense Vouchers submitted 60 days after the end ofthe month in which travel expense was incurred will not bereimbursed. A copy of the Transportation Expense Voucher shall beretained by the department and the employee.

2. Any Transportation Expense Voucher not prepared in accordancewith these regulations, including the proper signatures, will bereturned to the originator for corrections.

Authorized Attendance at Seminars, Meetings, Conventions, etc., onCounty Business

These expenses shall be detailed in accordance with the procedure relating to"Cook County Travel Regulations."

SECTION IV. COUNTY-OWNED AUTOMOBILE

Section 162(a)(2) of the Internal Revenue Code requires that any employeewho is assigned a County-owned vehicle for use in performance of theemployee's duties and who uses the vehicle for use in performance of theemployee's duties and who uses the vehicle to commute &om home to workand/or &om work to home must include in their compensation the value tothe employee (as provided for by the IRS) for each day such vehicle is usedfor commuting purposes, and Cook County must include this compensationon employee W-2 form.

The use of County-owned vehicles for personal use is prohibited.

COOK COUNTY TRAVEL REGULATIONS

SECTION I TRAVEL EXPENSES

Travel expenses are ordinary and necessary expenses for transportation, hotelaccommodations, meals and incidental expenses for travel that is longer thanan ordinary day's work, and the employee needs to get sleep or rest duringnon-working time while away.

Reimbursements shall be allowed if the following requirements are met:

1. Travel is for periods more than or equal to be employee's scheduledworkdays hours, plus 2 hours (usually 10 hours).

2. The employee must get sleep or rest while away in order to completeCounty business. (This does not mean napping in the car.)

3. Lodging and air travel shall be arranged through a County travelvendor, as specified by the Purchasing Agent.

SECTION II RESPONSIBILITY OF DEPARTMENT HEAD

The Department Head is responsible for the execution ofall travel regulationsas well as such other policies and guidelines regarding travel as published bythe Bureau of Administration.

B.

C.

All travel subject to these regulations shall be authorized in advance by theDepartment Head in accordance with current County directives.

Each Department shall develop a system for the prior authorization andcontrol of travel to prevent expenses exceeding appropriations and to holdtravel to the minimum required for efficient and economical conduct ofCounty business.

The rates for reimbursements set forth in these regulations represent themaximums permitted under IRS guidelines.

SECTION III ALLOWABLE TRANSPORTATION EXPENSE

B.

Modes oftransportation authorized for oflicial travel in the course ofCountybusiness will include automobiles, railmads, airlines, buses, taxicabs, andother usual means of conveyance. Transportation may include fares andexpenses incidental to transportation such as baggage transfer, officialtelephone messages in connection with items classed as transportation, andreasonable tips.

All taxicab fares shall be accompanied by a receipt indicating the amountpard.

C. Transportation between place oflodging and place ofbusiness at a temporarywork location shall be allowed as a transportation expense.

SECTION IV

B.

MODE OF TRAVEL

All travel shall be by the most direct route.

ln cases where an individual for their own convenience travels by an indirectroute or interrupts travel by direct route, that individual shall bear the extraexpense. Reimbursement for expenses shall be based only on such chargesas would have been incurred by the most direct and economical route.

C. All travel shall be by the most economical mode of transportation available,considering travel time, costs, and work requirements.

SECTION V

B.

ACCOMMODATIONS ON AIRPLANES, TRAINS, AND BUSES

First class travel is prohibited

Travel on airplanes shall be coach class.

Any charges incurred as a result of changes to an original airline reservationmade prior to or during travel are subject to Department Head approval.

SECTION VI USE OF PRIVATELY OWNED OR RENTED CONVEYANCE

When an individual rendering service to the County uses privately ownedmotor vehicles in the conduct of official business and such use is authorizedor approved as advantageous to the County, payment shall be made on amileage basis at rates not to exceed those published by the Bureau ofAdministration.

B. Reimbursement for the cost of automobile parking fees and tolls shall beallowed. The fee for parking an automobile at a cominon carrier terminal, orother parking area, while the traveler is on official business, shall be allowedonly to the extent that the fee does not exceed the cost of publictl'ailsportatiotl.

When a privately owned automobile is used for travel, the total transportationcost (including mileage allowance, parking fees, tolls and per diem expenses)shall not exceed the cost of public transportation, if reasonable publictransportation is available.

The use of rented automobiles will be kept to an absolute minimum andrented only in an emergency upon prior approval of the responsibleDepartment Head. Every effort shall be made to obtain other suitabletransportation rather than to use rented vehicles. Where emergencies requirethe use of a rented vehicle, the most economical vehicle available andsuitable for the conduct of County business shall be obtained.

SECTION VII LIVING EXPENSES

Meals and Incidental Expense (M&IE)

Employees assigned to out of town travel shall receive a per diem set by thecurrent U.S. General Services Administrafion in their Federal TravelRegulations (FTR) Meal and Incidental Expense (M&IE) rate. Travel ratesdiffer by travel location and are periodically revised by the FederalGovernment. These rates can be found at the GSA "Domestic Per DiemRates" website page at www.usa. aov/nerdiem.

The per diem rate is intended to include all meals and incidental expensesduring the period of travel. There will be no reimbursement for meals andincidental expenses beyond this rate.

In addition, the traveler may receive reimbursement for special expenses asprovided in Paragraph "C-3"below.

B. Travel Without Lodging

When lodging is not required, the per diem M&IE allowance is not permitted.Travel shall be on "actual expenses incurred."

Reimbursable Expenses

Lodging - Reasonable costs of hotel accommodations incurred willbe allowed. Lodging shall be reimbursed by receipt up to the limitsof the current Federal Travel Regulations as shown on the GSA"Domestic Per Diem Rates" website page at www.usa.nov/nerdiem.

Questions of reasonable hotel accommodations should be referred tothe Bureau ofAdministration. Receipts are to be submitted with theInvoice Form to support accommodation expenses claimed.

2. Transportation - Transportation to and from duty point; betweenplaces of lodging, business and meals shall be allowed.

Special Expenses —The reasonable cost of miscellaneous expensesincurred shall be allowed to a traveler. The following are examplesofmiscellaneous expenses that may be deemed reimbursable or non-reimbursable:

ReimbursableStenographic and Typing ServicesStorage ofBaggageHire of Room for Official BusinessTelephone Calls on Official Business

Non-ReimbursableEntertainmentAlcoholic BeveragesTraffic Tickets

All special expenses shall be itemized on the Conference and TravelReimbursement Voucher with receipts attached.

SECTION VIII CONFERENCES

When the cost of meals for approved seminars or official meetings is anintegral part ofthe Registration Fee, the "per diem" traveler shall deduct suchamounts fiom the "costofmeals and incidental expenses" allowance, and thetraveler on "actual expenses incurred" shall not claim meals which areincluded in the conference fee.

SECTION IX

B.

CONFERENCE AND TRAVEL REIMBURSEMENT VOUCHER

Memorandum of Expenditures

A memorandum ofall travel expenditures properly chargeable to the Countyshall be kept by individuals subject to these regulations. The informationthus accumulated shall be available for proper Invoice Form preparation.

Conference and Travel Reimbursement Voucher Preparation

l. All claims for reimbursement of travel expenses shall be submittedon the Conference and Travel Reimbursement Voucher and shall beitemized in accordance with these regulations.

The Conference and Travel Reimbursement Voucher shall show thepurpose of travel, the dates of travel, the points of departure anddestination, mode oftransportation, and the cost ofthe transportationsecured or mileage allowance ifautomobile is used.

3. The Conference and Travel Reimbursement Voucher shall besupported by receipts in all instances for railroad and airplanetransportation, for lodging, meals and incidental expense (M&IE)items, and all other items. Also, a copy of the travel authorization isto be included for out-of-state traveL

4. The Conference and Travel Reimbursement Voucher shall beprepared and signed by the individual who has incurred the expenses.

5. Theindividual submitting the Conference and TravelReimbursementVoucher is personally responsible for accuracy and propriety. Amisrepresentation shall be cause for disciplinary or legal action.

Approval and Submission of Invoice Form

The Conference and Travel Reimbursement Voucher shall beapproved by the Department Head or a designated representative, whoshall sign the original Voucher and submit to the Comptroller'sOffice. A copy of the Voucher shall be retained by the Departmentas well as the person submitting the Voucher.

Any Conference and Travel Reimbursement Voucher not prepared inaccordance with these regulations or not properly supported byreceipts where required will be returned to the originator forcorrection.

Frequency of Submission

The original Conference and Travel Reimbursement Voucher shall be sent tothe Comptroller's Office by the 10"day of the following month in which thetravel expense was incurred. Conference and Travel ReimbursementVouchers submitted 60 days after the end of the month in which travelexpense was incurred will not be reimbursed. A copy ofthe Conference andTravel Reimbursement Voucher shall be retained by the department and theemployee.

EXHIBIT 9

Board Authorization Approval


~ I.B"-9 P

'e is ~

Board of Commissioners of CookCounty

Legislation Details (With Text)

116 North Clark StreetChicago, IL

File fy: 16-5933 Version: 1 Name: RSM US, LLP, Chicago, illinois

Type:

File created:

On agenda:

Title:

Contract

10/1 3/2016

1 0/26/2016

PROPOSED CONTRACT

Status:

In control:

Approved

Board of Commissioners

Final action: 10/26/2016

Department(s): Office of the County Comptroller

Vendor: RSM US, LLP, Chicago, illinois

Request: Authorization for the Chief Procurement Officer to enter into and execute

Good(s) or Service(s): Professional Auditing Services

Contract Value: $4,998,720.00

Contract period: 12/20/2016 - 12/1 9/2019 with two (2) one (1) year renewal options

Potential Fiscal Year Budget Impact: FY 2017, $1,624,900.00; FY 2018, $1,657,320.00;and FY 2019$1,716,500.00

Accounts: 490-265

Contract Number(s): 1530-15177

Concurrences:The vendor has met the Minority and Women Owned Business Enterprise Ordinance via directparticipation.

The Chief Procurement Officer concurs.

Summary: The Comptroller's Office is requesting authorization for the Chief Procurement Officer toenter into and execute a contract with RSM US, LLP. This contract request will allow the County tocomplete the Comprehensive Annual Financial Report and A-1 33 Single Audit Report timely for thefiscal years ending 2016 thmugh 2019,

The contract is awarded through the Request for Proposals (RFP) process in accordance with theCook County Procurement Code. RSM US, LLP was selected based on established evaluationcriteria...end

Sponsors:

Indexes: LAWRENCE WILSON, County Comptroller

Code sections:

Atbtchmenta: 1. Form E RSM Contract

i

0~ Ver. Acaon By

10/26/2016 1 Board of Commissioners

PROPOSED CONTRACT

Action Result

Board of Commissioners of Cook County Page 1 of 2 Prlnled on 10/31/2016

SgwersrJ br Lsgisisr™

File¹:16-5933, Version: 1

Department(s): Office of the County Comptroller

Vendor: RSM US, LLP, Chicago, Illinois

Request: Authorization for the Chief Procurement Officer to enter into and execute

Good(s) or Service(s): Professional Auditing Services

Contract Value: $4,998,720.00

Contract period: 12/20/2016 - 12/I 9/2019 with two (2) one (I) year renewal options

Potential Fiscal Year Budget Impact: FY 2017, $1,624,900.00;FY 2018, $1,657,320.00;and FY 2019 $1,716,500,00

Accounts: 490-265

Contract Number(s): 1530-15177

Concurrences:The vendor has met the Minority and Women Owned Business Enterprise Ordinance via direct participation.

The Chief Procurement Officer concurs.

Summary: The Comptroller's Office is requesting authorization for the Chief Procurement Officer to enter into andexecute a contract with RSM US, LLP. This contract request will allow the County to complete the ComprehensiveAnnual Financial Report and A-133 Single Audit Report timely for the fiscal years ending 2016 through 2019.

The contract is awarded duough the Request for Proposals (RFP) process in accordance with the Cook CountyProcurement Code. RSM US, LLP was selected based on established evaluation criteria.

Board of Comnassioners of Cook County Page 2 of 2 Printed on 10/31/2016

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Contract No. 1530-15177ATTACHMENT 1

Economic Disclosure Statement and Execution Document


COOK COUNTYECONOMIC DISCLOSURE STATEMENT

AND EXECUTION DOCUMENTINDEX

Section Description Pages

Instructions for Completion of EDS EDS i - ii

Certifications

Economic and Other Disclosures, Affidavit of ChildSupport Obligations, Dlsdosure of Ownership Interest

and Familial Relationship Disclosure Form

Cook County Affidavit for Wage Theft Ordinance

EDS 1-2

EDS 3 —12

EDS 13-14

Contract and EDS Execution Page

Cook County Signature Page

EDS 15-17

EDS 18

CONTRACT NO. 1530-15177SECTION 1

INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEMENT AND EXECUTION DOCUMENT

This Economic Disclosure Statement and Execution Document ("EDS") is to be completed and executedby every Bidder on a County contract, every Proposer responding to a Request for Proposals, and everyRespondent responding to a Request for Qualifications, and others as required by the Chief ProcurementOfficer. The execution of the EDS shall serve as the execution of a contract awarded by the County. TheChief Procurement Officer reserves the right to request that the Bidder or Proposer, or Respondentprovide an updated EDS on an annual basis.

Deffnitlons. Terms used in this EDS and not otherwise defined herein shall have the meanings given tosuch terms In the Instructions to Bidders, General Conditions, Request for Proposals, Request forQualiTications, as applicable.

Affiliate means a person that directly or indirectly through one or more intermediaries, Controls isControlled by, or is under common Control with the Person specified.

Applicant means a person who executes this EDS.

Bidder means any person who submits a Bid.

Code means the Code of Ordinances, Cook County, Illinois available on municode.corn.

Contract shall include any written document to make Procurements by or on behalf ofCook County.

Contractor or Contracting Party means e person that enters into a Contract with theCounty.

Control means the unfettered authority to directly or indirectly manage governance,administrabon, work, and all other aspects of a business.

EOS means this complete Economic Disclosure Statement and Execution Document,including all sections listed in the Index and any attachments.

Joint Ventura means an association of two or more Persons proposing to perform a for-profit business enterprise. Joint Ventures must have an agreement in writing specifyingthe terms and conditions of the relationship between the partners and their relationshipand respective responsibility for the Contract

Lobby or lobbying means to, for compensation, attempt to influence a County official orCounty employee with respect to any County matter.

Lobbyist means any person who lobbies.

Person or Persons means any individual, corporation, partnership, Joint Venture, trust,association, Limited Liability Company, sole proprietorship or other legal entity.

Prohibited Acts means any of the actions or occurrences which form the basis fordisqualification under the Code, or under the Certifications hereinafter set forth.

Proposal means a response to an RFP.

Proposer means a person submitting a Proposal.

Response means response to an RFQ.

Respondent means a person responding to an RFQ.

RFP means a Request for Proposals issued pursuant to this Procurement Code.

RFQ means a Request for Qualifications issued to obtain the qualifications of interested parites.

EDS-i $2015


INSTRUCTIONS FOR COMPLETION OFECONOMIC DISCLOSURE STATEMENT AND EXECUTION DOCUMENT

Section 1: Instructions. Section 1 sets forth the instructions for completing and executing this EDS.Section 2: Ceitifications. Section 2 sets forth cerbfications that are required for contracting parties underthe Code and other applicable laws. Execution of this EDS constitutes a warranty that all the statementsand certifications contained, and all the facts stated, in the Certificalions are true, correct and complete asof Ihe date of execution.

Section 3: Economic and Other Disclosures Statement. Section 3 is the County's required Economicand Other Disclosures Statement form. Execution of this EDS constitutes a warranty that all theinformation provided in the EDS is true, correct and complete as of the date of execution, and binds theApplicant to the warranties, representations, agreements and acknowledgements contained therein.

Required Updates. The Applicant is required to keep all information provided in this EDS current andaccurate. In the event of any change in the Inforrnaffon provided, including but not limited to any changewhich would render inaccurate or incomplete any certification or statement made in this EDS, theApplicant shall supplement this EDS up to the time the County takes action; by filing an amended EDS orsuch other documentation as is required.

Additional Information. The County's Governmental Ethics and Campaign Financing Ordinancesimpose certain duties and obligations on persons or entities seeking County contracts, work, business, ortransactions, and the Applicant Is expected to comply fully with these ordinances. For further informationplease contact the Director of Ethics at (312) 603-4304 (69 W. Washington St. Suite 3040, Chicago, IL60602) or visit the web-site at cookcountyil.gov/ethics-board-of.

Authorized Signers of Contract and EDS Execution Page. If the Applicant is a corporation, thePresident and Secretary must execute the EDS. In the event that this EDS is executed by someone otherthan the President, attach hereto a certified copy of that section of the Corporate By-Laws or otherauthorization by the Corporation, satisfactory to the County that permits the person to execute EDS forsaid corporation. If the corporation is not registered in the State of illinois, a copy of the Certificate ofGood Standing from the state of incorporation must be submitted with this Signature Page.

If the Applicant is a partnership or joint venture, all partners or joint venturers must execute the EDS,unless one partner or joint venture has been authorized to sign for the partnership or joint venture, inwhich case, the partnership agreement, resolution or evidence of such authority satisfactory to the Officeof the Chief Procurement Officer must be submitted with this Signature Page.

If the Applicant is a member-managed LLC all members must execute the EDS, unless otherwiseprovided in the operating agreement, resolution or other corporate documents. If the Applicant is amanager-managed LLC, the manager(s) must execute the EDS. The Applicant must attach either aceitiTied copy of the operating agreement, resolufion or other authodization, satisfactory to the County,demonstrating such person has the authority to execute the EDS on behalf of the LLC. If the LLC is notregistered in the State of illinois, a copy of a current Certificate of Good Standing from the state ofIncorporation must be submitted with this Signature Page.

If the Applicant is a Sole Proprietorship, the sole propdetor must execute the EDS.

A "Partnership" "Joint Venture" or "Sole Proprietorship operating under an Assumed Name must beregistered with the illinois county in which it is located, as provided in 805 ILCS 405 (2012), anddocumentation evidencing registration must be submitted with the EDS.

EDS-ii si2015

SECTION 2

CERTIFICATIONS


THE FOLLOWING CERTIFICATIONS ARE MADE PURSUANT TO STATE LAW AND THE CODE, THE APPLICANT IS CAUTIONEDTO CAREFULLY READ THESE CERTIFICATIONS PRIOR TO SIGNING THE SIGNATURE PAGE. SIGNING THE SIGNATUREPAGE SHALL CONSTITUTE A WARRANTY BY THE APPLICANT THAT ALL THE STATEMENTS, CERTIFICATIONS ANDINFORMATION SET FORTH WITHIN THESE CERTIFICATIONS ARE TRUE, COMPLETE AND CORRECT AS OF THE DATE THESIGNATURE PAGE IS SIGNED. THE APPLICANT IS NOTIFIED THAT IF THE COUNTY LEARNS THAT ANY OF THEFOLLOWING CERTIFICATIONS WERE FALSELY MADE, THAT ANY CONTRACT ENTERED INTO WITH THE APPLICANT SHALLBE SUBJECT TO TERMINATION.

A. PERSONS AND ENTmES SUBJECT TO DISQUALIFICATION

No person or business entity shall be awarded a contract or sub-contract, for a period of five (5) years from the date ofconvicfion or entry of a plea or admission of guilt, civil or criminal, if that perwin or business entity:

Has been convicted of an act committed, within ths State of illinois, of bribery or attempting to bribe an officer oremployee of a unit of state, federal ar local government or school district in the State of illinois in that officer's oremployee's oNcial capacity;

2)

3)

4)

5)

Has been convicted by federal, state or local government of an act of bid-rigging or attempting to rig bids as definedin the Sherman Anti-Trust Act and Clayton Act. Act. 15 U.S.C. Secbon 1 etssq.;

Has been convicted of bid-rigging or attempting to rig bids under the laws of federal, state or local government;

Has bann convicted of an act committed, within the State, af price-fixing or attempting to fix prices as defined by theSherman Anti-Trust Act snd the Clayton Act. 15 U.S.C. Section 1, el seqd

Has been convicted of pdice-fixing or attempting to fix prices under the laws the State;

B.

6) Has been convicted of defrauding or attempting to defraud any unit of state or local government or school districtwithin the Stale of illinois;

7) Has made an admission of guilt of such conduct as set forth in subsections (1) through (6) above which admission isa matter of record, whether or not such person or business entity was subject to prosecution for the offense oroffenses admitted to; or

8) Has entered a plea of nolo contendere to charge af bribery, price-fixing, bid-rigging, or fraud, as set forth in sub-paragraphs (1)through (6) above.

In the case of bribery or attempting to bribe, a business entity may not be awarded a contract if an official, agent or employeeof such business enNy committed the Prohibited Act on behalf of ths business entity and pursuant to the direction orauthorization of an oificer, director or other responsible olficial af the business entity, and such Prohibited Act occurred withinthree years prior to the award of the contract. In addition, s business entity shall be disqualified If an owner, partner orshareholder controlling, directly or indirectly, 20% or more of the business entity, or an officer af the business entity hasperformed any Prohibited Act within five years prior to the award of the Contract.

THEAPPLICANT HEREBY CERTIFIES THAT: Ths Applicant has read the provisions of Secbon A, Persons and EntitiesSubject to Disqualificafion, that the Applicant has not committed any Prohibited Act set forth in Section A, and that award ofthe Contract to the Applicant would not violate the provisions of such Section or af the Code.

BID-RIGGING OR BID ROTATING

THE APPLICANT HEREBY CERTIFIES THAT: In accordance with 720 ILCS 5r33 E-1I, neither the Applicant nor anyA%listed Entity is barred from award of this Contract as s result of a conviction for the violation of State laws prahibiling bid-rigging or bid rotating.

DRUG FREE WORKPLACE ACT

THE APPLICANT HERESY CERTIFIES THAT: The Applicant will provide a drug free workplace, as required by (30 ILCS 580i3).

EDS-1 8/2015

CONTRACT NO. 1530-15177D. DELINQUENCY IN PAYMENT OF TAXES

THE APPLICANT HEREBY CERTIFIES THAT: The Applicant is not an owner or a party responsible for the payment of any taxor fee administered by Cook County, by a local municipality, or by the illinois Department of Revenue, which such tax or fee isdelinquent, such as bar awani of a contract or subcontract pursuant to the Code, Chapter 34, Secfion 34-171.

E. HUMAN RIGHTS ORDINANCE

No person who is a party to a contract with Cook County ( County" ) shall engage in unlawful discrimination or sexual harassmentagainst any individual in the terms or conditions of employment, credit, public accommodations, housing, or provision of Countyfacilities, services or programs (Code Chapter 42, Section 42M et seq.).

F. ILLINOIS HUMAN RIGHTS ACT

THE APPLICANT HEREBY CERTIFIES THAT: Itis in corqpiiance with the illinois Human Rights Act (775 ILCS 5r2-I05), andagrees to abide by lhe n. qui remen ts of the Act as part ofits contractual obli gabons.

INSPECTOR GENERAL (COOK COUNTY CODE, CHAPTER 34, SECTION 34-174 and Secbon 34-250)

Ths Applicant has not willfully failed to cooperate in an investigation by the Cook County independent Inspector General or toreport to the Independent Inspector General any and ell information concerning conduct which they know to involve corruption, orother criminal activity, by another county employee or official, which concerns his or her office of employment or County relatedtransaction.

The Applicant has reported directly and without any undue delay any suspected or known fraudulent activity in the County'sProcurement process to the Office of the Cook County Inspector General.

H. CAMPAIGN CONTRIBUTIONS (COOK COUNTY CODE, CHAPTER 2, SECTION 2485)

THE APPLICANT CERTIFIES THAT: It has read and shall comply with the Cook County's Ordinance concerning campaigncontributions, which is codified at Chapter 2, Division 2, Subdivision 0, Section 585, and can be read in its entiretyat www.municode.corn.

GIFT BAN) (COOK COUNTY CODE CHAPTER 2i SECTION 2474)

THE APPLICANT CERTIFIES THAT: It has read snd shall comply with the Cook County's Ordinance concerning receiving andsoliciting gifts and favors, which is codified at Chapter 2, Division 2, Subdivision II, Section 574, and can be read in its entiretyat www. muni code.corn.

LMNG WAGE ORDINANCE PREFERENCE (COOK COUNTY CODE, CHAPTER 34, SECTION 34-160;

Unless expressly waived by the Cook County Board of Commissioners, the Cods requires that a living wage must be paid toindividuals employed by e Contractor which has a County Contract and by all subcontractors of such Contractor under s CountyContract, throughout the duration of such County Contract. The amount of such living wage is annually by the Chief FinancialOflicer of the County, and shall be posted on the Chief Procurement Officer's website.

The term "Contract" as used in Section 4, I, of this EDS, speciTically excludes contracts with the following:

1) Not-For Profit Organizations (defined as a corporation having tax exempt status under Section 501(C)(3)of the UnitedState Internal Revenue Code and recognized under the illinois State not-for -profit law);

2) Community Development Block Grants;

3) Cook County Works Department;

4) Sheriffs Work Alternative Program; and

5) Department of Correction inmates.

EDS-2 8/2015


SECllON 3

REQUIRED DISCLOSURES

1. DISCLOSURE OF LOBBYIST CONTACTS

List all persons that have made lobbying contacts on your behalf with respect to this contract:

Name

None

Address

2. LOCAL BUSINESS PREFERENCE STATEMENT ICODE, CHAPTER 34, SECTION 34-230)

Local business means 4 Person, including s foreign corporation authorized to transact business in lfiinois, having s bona fideestablishment located within the County at which it is transacting business on the date when a Bid is submitted to the County, andwhich employs the majority of its regular, full-time work force within the County. A Joint Venture shall consfitute a Local Business it oneor more Pemons that qualify as a "Local Business" hold interests totaling over 50 percent in the Joint Venture, even if the Joint Venture

does not, st the time of the Bid submittal, have such a bona fide establishment within the County.

a) ls Applicant a "Local Business" es delined above?

Yss X

b) If yes, list business addresses within Cook Counly:

c) Does Applicant employ the majority of its regular full-time workforce within Cook County?

X

3. THE CHILD SUPPORT ENFORCEMENT ORDINANCE(CODE, CHAPTER 34, SECTION 34-172)

Every Apphcant for a County Prwilegs shall be in full compliance with any child support order before such Applicant is entitled to receive orrenew a County Privilege. When delinquent child support exists, the County shall not issue or renew sny County Privilege, and may

Mvoke any County Privilege,

AE Applicants are required to review the Cook County Affidavit of Child Support Obligations attached to this EDS (EDS-5) andcomplete the Affidavit, based on the instructions in the Affidavit.

EDS-3 8/2015

CONTRACT NO. 1530-15177iL REAL ESTATE OWNERSHIP DISCLOSURES.

The Applicant must indicate by checking the appropriate provision below and providing afi required informafion that either:

a) The following is a complete list of all real estate owned by the Applicant in Cook County:

PERIEANENT INDEX NUMBER(S):

(ATTACH SHEET IF NECESSARY TO LIST ADDITIONAL INDEXNUMBERS)

OR."

b) The Applicant owns no real estate in Cook County.X

S. EXCEPTIONS TO CERTIFICATIONS OR DISCLOSURES.

If the Applicant is unable to cersfy to any of the cerfifications or any other statements corriained in this EDs and not explained elsewhere mthis EDS, the Applicant must explain below:

NIA

If the letters, "NA", the word "None'r "No Response" appears above, or if the space is left blank, it will be conclusively presumed that theApplicant cerfifred to all Certificsfions and other statements contained in this EDS.

EDEMA 8/2015


COOK COUNTY DISCLOSURE OF OWNERSHIP INTEREST STATEMENT

The Cook County Code of Ordinances ([)2-510 et seq.) requires that any Applicant for sny County Action must disclose Informationconcerning ownership Interests in the Applicant. This Disclosure of Ownership Interest Statement must be completed vrith alliriformation current as of the date this Statement is signed, Furthermore, this Statement must be kept current, by filing an amendedStatement, until such time as the County Board or County Agency shall take action on the application, The information contained inIbis Statement will be maintained in a database and made available for public viewing.

If you are asked to list names, but there are no applicable names to list, you must stats NONE. An incomplete Statement will bereturned and any action regarding this contract will be delayed. A failure to fully comply with the ordinance may result in the actiontaken by the County Board or County Agency being voided.

"Appl/conf" means any Entity or person making en application to the County for any County Action.

"County Acgon means any acfion by a County Agency, a County Department, or the County Board regarding an ordinance orordinance amendment, a County Board approval, or other County agency approval, with respect to contracts, leases, or sale orpurchase of real estate.

"Person" "EnNy" or "Legal Entl/y" means a sole proprietorship, corporation, partnership, association, business trust, estate, two ormore persons having s joint or common interest, trustee of e land trust, other commercial or legal enNy or sny beneficiary orbsneficisriiss thereof.

this Disclosure of Ownership Interest Statement must be submitted by:1.An Applicant for County Action and

2 A Person that holds stock or a beneficial interest in the Applicant gun} is listed on the Applicant's Statement (a "Holder ) must file aStatement snd complete ¹Ionly under Ownership Interest Declaragon.

Please print or type responses clearly and legibly. Add additional pages if needed, being careful to identify each portion of the form towhich each additional page refers.

This Statement is being made by the [ X ) Applicant or [ ) Stock/Beneficial Interest Holder

This 8tatement ls an. [ X )OriiginalStatementor [ ]Amended Statement

FEIN NO.: 42-0714325

2ip CodiNi 60606

Fmajl. [email protected]

State;, IL

Fart Number: 847.517.7067

Identifying Information:

Name .. RSM US LLP

RSM

Street Address, One South Wacksr Drivef

Chicago

Phone No .. 847.413.6248

Cook County Business Registration Number:(Sole Proprietor, Jcint Venture Partnership)

Corporate File Nuntbsr (if applicable)l

Form of Legal Entity:

[ ] Sole Proprietor [X[ Partnership [ ] Corporation [ ] Trustee of Land Trust

[ ) Business Trust [ ) Estate [ ) Association [ ] Joint Venture

[ ) Other (describe)

EDS4I 8/2015

Ownership Interest Declaration:


1, Ust the name(s), address, and percent ownership of each Person having a legal or beneficial interest (including ownership) ofmore than five percent (5%) in the Applicant/Holder.

Name Address

No individual holds more than 5%

Percentage Interest in

Applicant/Holder

If the interest of any Person listed in (1)above is held as an agent or agents, or a nominee or nominees, list the name andaddress of the principal on whose behalf the interest is held.

Name of Agent/Nominee Name of Principal Principal's Address

3. Is the Applicant conshuctively controlled by another person or Legal Entityy l X l Yes j j No

If yes, state the name, address and percentage of beneficial interest of such person, and the rslahonship under which suchcontrol is being or may be exercised,.

Name Addmas Percentage ofBeneficial Interest

Relationship

See attached partner list

Corporate Officers, fifiembem and Partners Information:

For all corporations, list the names, addresses, and terms for all corporate officers. For all limited liebifity companies, list the names,addresses for all members. For all partnerships and joint ventures, list the names, addresses, for each partner or joint venture.

Name Address Title (specify title ofOffice, or whether manageror parlner/ioint ventura)

Tenn of Office

Declaration (check the appliable box) t

[ X] I state under oath that the Applicant has withheld no disdosure as to ownership interest in the Applicant nor reservedsny information, dale or plan as to the intended uss or purpose foi. which the Applicant seeks County Board or other County

Agency action.

[ )' state under oath that the Holder has withheld no disclosure as to ownership interest nor reserved any information required tobe disclosed.

EDS-7 8/2O15

RBM Partner Listing

As of Otdohrr 1, 2018

Imjl~jj ~%%I~k 'jjjj~jgjj~i~jEjEIjjjAbates.Randy D

Abernethy,Lirda 6Ackennan, Brian

Adams,Joseph M

AdinoglJonsihen D

Adkiseon.Jay

Affo neo.Data

Ahlhehn John

Albsno.Richard

Alexander, Jason

Aimonte.Ernest

Al eton, Tim V

Altshuler,Jeffrey M

Alzfsn,Alen D

Aildtirson,CIisd

Andemwr,Chrntopher V

Anderson, Jeff C

Anderson. Kelly L

Anderson, Mark

AndereOn,Michael

Andrews,David M

Anssh, Wgl

Antmsn,Manrin R

Antonopoulos,Nlkoleos George

Arete, James L

Archer,dahn

Archer,MNhasl

Alweg Jr,Alan George

Aubrey,Nancy L

Avakian,Norik L

Awdeh, Lulnt

Azbeg,Keay 6Bachmsn,Dennis M

Bsckos, Gsvin

Bsigtz,Owen

Baker,Jeffyy C

Bakker,Chrhtie

Baldowsld,Patricia A

Banse,Christopher E

Games,Gtephen JBersky,Geog A

Bertsk,Edward JBartlstL Pslrlok

Bartman,Arne C

Bartucca,ggcheel A

Basselt.Geog A

Beacom,MichselJ

Sleet,James A

Beasley, Tyrone W

Beck,Ronald Alan

Backer,Brian JBacker.Maria

Beelendoif Douglas

Behnnger,John

Bail,Daniel

6rest lakes Region

Great lakes Raglan

Great Lakes Region

Firm Msnsgemerit

Central Region

Greet Lakes Region

West Region

Central Region

Northeast Regiori

Southeast Region

Northestt flmion

Central Region

West Region

Northeast Region

Centml Region

Central Region

Central Region

Southeast Region

Central Region

Southeast Region

Greet Lakes Region

Northeast Region

Nartheast Reyion

6reatlskes Region

Northeast Region

Southeast Reyion

Northaari Regian

Cgent Svc 5upport

Nerthesst Region

Weel Region

Northestt Region

central Region

Northeast Reyon

5outhesst Region

Flrmnlde Reeources

Central Region

Giant Svc Support

Northeast Rayion

central Region

soUttieBst Region

Northeast Region

Central Regien

Southeast Region

Central Region

Northeast Region

Northeast Region

Central Region

Central Region

Central Region

Cehtrsl Region

Client Svc Support

Cfi ant Sire Support

Cfient Svc Support

Great Lakes Region

Southeast Rayon

Principal

Partner

Partner

Partner

Partner

Partner

Principal

Partner

PertnBr

Principal

Partner

Partne

Psrtner

Partner

Partner

Partner

Partner

Partner

Partner

Partne

Partner

Periner

Partner

Partner

Partner

Partner

psmlBI

PsttitBI

Partner

Pnncipsl

Principal

Partner

Partner

prinapsll i

PelthBI

Pertnsr

Partner

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Partner

Partner

Partner

Partner

Partner

Partner

Partner

Psrtner

Partner

014307

30995395'I

951

541

520

Bendele,Denise 8Bender, Michael W

Baneventi,Thomas John

Benfatli,Joseph James

Benjamm,lan JBerger,Benjamin Aaron

Barger,David JBerglhold,Joseph

Barman,Denial

Bernstein,Bruce

Baal,Roberi

Bggg,Robert H

Bird, John

Blsddsw,Brian N

gnskey,naut

fgsnlon. Claire

Blaze, Thomas

Bloom, Mark L

Boehrer,Teny yy

Boeger,Angels D

Bonnetle,Denial

Borregi, Adam

Bomman,6equoya

Boenmn,Andrew

Boo.is,Michael

Bove,Nicholas

Bowmen,Karen A

Breckelt.JOhn

Bradford,Christopher M

Bradvrra,Maghew L

Brady, Peter

Bravo,Carlos

Briggs,Todd

Brlsbois, Glrerd cBroberG,Brad W

Brock,Lisa L

Brunk,Martin P

Budnlk,GreDory

Burdine,Theresa A

Buqler,Jon I

Burgess, Tim

Burkemper,Laura Ann

Burke DI,Robert M

Burim,Jane!te D

Burquast,Patricia

Burr, Tracy

BurtnerThomas

Bugnr,Ksrefws

Bynyi,James FCecurek,gcolt

Cadden,John D.

Caforio,Jonathan R

Cshwdo,AUGeiiks M

Cain,Paul G

Celefag,Robert

Central Region

Southeast Region

Cnent Svc Support

West Region

Northeast Rayon

Southerist Regloii

Noitlieast ltegion

Greet Lakes ~ionNortheast Rayon

Northeast Regioii

Weel Raglan

Southeast Region

Great lskes Region

GNBt lakBs negion

Greet Lakes Ssyrm

National Pracdces

Great lakes Region

Great Lakes rteglon

Centrelneg'mn

Cshtrsl Region

Northeast Region

Northeast Rayon

Great lakes Rayon

Firmwide Resources

Southeast Region

Southeast Region

SOUthmlt Reglofi

southeast Region

Greet lakes Region

West Reyien

Northeast Region

Southeast Reelon

Greet Lakes Region

Northestt Region

Dentrsl Region

SoutheattRaglon

Southeast Rwpon

Northeast Region

Southeast lleyon

Client Svc Suppon

SOUtheast Rwfian

Central nsgkin

Northeast Region

Southeast Rrsgon

Cfient Svc Support

Central Rayon

Southeast Rayon

southeast Regmn

Northeast negfon

West Region

Southeast Relpon

Great lakes Region

West Region

Central Reyen

Northeast neglon

310520952

1545DD

52D

50D

541

165

5DD

392304

641

541

541

541

541

306073185

553711120

184

1D8

103561

038500104

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185014121

520

324

507

951

D51

Partner

Partner

Prinapal

Partner

Partner

Perlhsr

Partner

Partner

Partner

Principal

Partner

Partner

Principal

Calsmga.P8ul L

Cegens,Robert JCamsoho,Remon

Carman,Wm Louis

Capistrant,Andrew C

Cappegoni,Albert JCardrnal, Troy

Carney, PatCarney,Shswn P

Carr, charles

Carr,Robarl

Carroff, Eric

Carroll, Zhchalir

Carter, James W

Caruso,James JCasey,George

Cashin,James L

Castle,Dare F

Catatdo,Joseph

Ceturano.Richard

Cavailo,Christopher M

Ceci JIWhirihony D

Chabanel,Andre

Chaberski,Mark P

Chaffin,Kenneth W

Chance. Mary Catherine

Chnstner,Charles JChudh,Gimesh

Churchig,Christin

Chygnskr,Patyrck

Clarehen,James D

Clerk (Sstomk Christs

Clark, Joseph F

Clcntz Jr,Charles E

Coakley, Terrsnce

Coffsy,Agan R

Cofgand,Maghew

Cohen Jdlen H

Coksr,Angola E

Cole, Moniquu L

Cosine,Korey Lee

Compiani,Franlr T

Condon IR,Richard JConner, James R

Conroy, Patrick JComa,Steven

Couch,sgkgreel George

Cowhey,Gregory

Cox,Lance 6Craft RI.H. Charles

Crsevy,LeeAnns W

Crort,Grands M

Cronsusr,Jwnss JCummings, Richard M

Curttright, Vincent A

Daeschner,Richard A

Dahl,Shawn

DavenpoILSsm D

Northeaut Region

southeast Region

Giant Svc Support

Southeast Region

Central Region

Northeast Rugron

Frrmwldu Resources

West Region

Gruul Lakes Rugloh

Southeast Region

Southeuvt Region

Ncnheuit Ruyron

Central Rsyron

Central Region

Northua5t Rugrorr

Wmt Region

Northeast Re8loh

Suutheert Region

GI88t Lllk85 Region

Firm Munagemunt

Northuart Region

Northeart Rcyion

Narthaait Region

Great lakes Region

central Region

Central Region

Great Lakes Region

Northeast Rayon

Central Region

West Region

Cgent Svc Support

Northeast Region

Natlonul Practices

Southeast Region

Great Lakcr Regrun

Central Region

Southeext Region

Flrmwide Resources

Sauthseut Reglon

client Svc Support

SoutheaSt RegIOn

Southeast Region

Client Svc Support

Central lleglun

Northeast Region

Southeast Reglort

Client Svc Support

Northeast Region

Central Auyion

Southeast Region

Nutiunel Pructlcur

west Region

6reut Laker Region

Northeast Region

6ruut Lakes Rugwn

Great Lakes Region

Northeast Region

Great Lukeu Rejrun

Partner

Partnar

Principal

Partner

Partner

Partner

Pnnmpal

Partner

Pertner

Partner

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partnar

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

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Partner

Principal

Principal

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Principal

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Partner

Partner

Partner

Partner

Pnncipal

Partner

Partner

Partner

Partner

Phrther'artner

Partner

Pnncipal

Partner

Partner

Principal

Partner

Parth8I

Partner

Partner

Partner

Principal

P8ftrlar

Davis,Keith JDave, Susen L

Daviauon,Richard A

Dawson, Harold W

Day,Richard D

dale Fe,Sergio

Oecgvso Jr,Joseph E

Decker, Charles EDeFITG, Scott D

DeGrendls,Ron

DeHerl,Charles JDehner,Linda CDeiso,Phygis

Del Core,Thomas A

Del Re,Catherine

DeLuce,Albert JDempsey,Gregory

Denney.James JeyDennis, Mark

Danny,dames H

OePhisips, Keith

Oevirw,Martrn F

Davulo,Gmgory L

DeWulf,Craig R

DIGiusto,David A

Dimick RI,Wigiam E

Dimlno,Thomas JDingwag,Michael

Dobnmic,David M

Doggelt,Ty P

Dombrowski,Robert A

Donaklson,Aaron R

Oonateg, Hank

Oouvrls,George

Oow,Stacy E

Draxler,Steven

Droglnger,Lenors L

Oubob, Dominic SDunlap,Rsndag W

Gunn,John A

Dyluw,Arthur JEash,Robert E

Edelhelt,Richard

Edgar,Cemeron M

Edwardson,John M

Egbsrl,Agison H

Ems,Steven R

EIO,Dwayne 6Evens,Edward W

Evans, John F

Evans,Joseph JEven,Lorss Raymond

Fsnegi,Michael

Faneg,Thomas M

Feldman,David N

Fekbnann,Robert Raymond

Fell, Travrs

Fennessy,Jason

Great Lukuv Avglon

Cgsnt Svc Support

Cusnt Svc Support

Hrlllwld8 ll85885885

Chcnt Svc Support

Southeast Region

Northeast Ruyrw

CI I ant Svc Support

Northeart Region

GI88t Iurkui Ruglurl

Northeast Rayon

West Rugron

Scllth885t Rugwn

Central Rugiun

Northeast Region

Southeast Region

Northeuit Rugicn

Central Ruglon

Scuthuast Region

Central Region

Northeast Region

Gruut Luk85 Region

southeast aegloh

C8h't f81 8 ugi oh

Northeast Region

Central Region

Northeast Rayon

Great Lakes Region

6ruat Lukes Regron

central Reyoh

Client Svc Support

Central Region

Cuhtrsl Rugrrm

Great Lakes Region

Northeast aegwn

Central Region

West Region

Southeast Region

Ghmt Lsksr Raglcr

Southcssthuglon

Southeast Region

Southeast Region

Great Lakes Rayon

Central Ruglon

Flrnlwlde Resources

Nurth885t Regiorl

Northeast Rayon

West Region

Southeast Region

Central Region

Great Lakes Ruglon

West Region

Northssrt Region

Great Lakes Rayon

Northeast neuron

Southeast ney'on

Central Rmion

Northeast Ruyou

Partner

Psfther

Partner

Partner

Partner

Partner

Partner

Psrlner

Partner

Pertnsr

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

P8rthsf

Partner

Principal

Partner

Partner

Partner

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Partner

Partner

Partner

Partner

Partner

Partner

Partner

Psrtnsr

Partner

Partner

Pnncipal

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Principal

Ijgj~~'LKLr",Ferrero,Mkhaet

Feffeife, Thontss H

Fssnak,Robert W

Fields.Kalhleen K

Fischer.Charles JFucher.Frederick L

Flsmmer,Jefry D

Fletcher. Michael

'leura,Shswn

Foley, Charles M

Forests,Michael C

Fords, Mark W

Fortsch,Zachary A

Foster,Rodney D

Fox,Jukm A,

Fox, Michael

Frsga,Ssnlos JrFrankel,David

Frenken,Galen Ross

FrsgeskkRcbert A

Frledman,Brett

Friable,hugh D

Furmeneki,Neil

Furst, Kenneth W

Geffey.Dsnbl JGaines,Mark

Gakvan, Karen

Gagayher,Timothy M

Gagegra,Vincent

Benin.bryan R

Garcia.keslis G

Gsy,Mark

Geopfierl,Deimon

George, John

Geschke,glover Jhezr, Tauueef

Gibson.Kriettna

Gibson,Michael JGldlow.Eri A

Gilbert,Meredith A

Gigespie,Patrick G

Ginsburg,Noah

Glazik,Robert Anthony

Glynn,Robert

Godurin Jtnnyd A

Goguen,Christopher

Golebiowski,Rich

Gorman,Wgliam JGrail,yhuen

Grahwngames G

Greehan,Ketie

Green,Thomas

Gresnweg,David T

Greer,klichael SGreif.Marlin

Greinchriames R

Greg,Jsgrey

Gnyrn,Davy H

Northeast itoyon

Northeast Region

Nerthesst fission

Centrsl Region

Eront Laker Regloll

Central Region

Central Reyion

Southeast Regikm

drest lurker Region

Greet Laker Iteglon

Nonheert Region

Southeast Region

ereutlakesiteglon

Central Regron

Centrolftegion

Great Lakerltoglon

Central Region

Northeast Region

Central Region

Northeast Region

Southeort Rugron

Central Region

Greet Lakes Region

Central Region

Northeart Region

Gl'uut lakes Roipon

creat Lakes Regiorr

Great Lakes Regfon

Northeurt Region

Central Region

Central Region

Southeort Region

Clrent Svc Support

Great Lakes Royron

Central Region

Centrul Region

Centr'sl Region

Central Region

Central Region

Central Region

Northeast Ruyon

Great Lakes Refion

Greet Lakes Royon

Great Leger Region

Southsurt Reglon

Northeast Region

Northeast Relfon

Firm Munegemwn

Weri Regron

Great Lakes Region

Cbent Svc Support

Great Laker Region

Central Regron

West Region

Northenct Region

Central Rsyion

Wert Region

West Region

SjgiiK~ jjjCkuill

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Penner

Partner

Perlner

Pahnsr

Partner

Partner

Partner

Penner

Psriner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Pahner

Partner

Panner

Partner

Principal

Partner

Partner

Prlrrcrpel

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Pnncipai

Panner

Partner

Partner

Partner

Pahner

Partner

Prlnapal

Partner

Grifldh,Steven R

Gross,Guy M

Grossman,Michael A

Grossman,Michael JGrubb,Elizabeth BGruidl,Nicholas P

Guig, Andrew

Gulrovich, Paul JGuo, Michael

Hasss,Phggp

Hague, John T

Haigler,Chnstopher SHaley,hrchard Iysllsce

Hslkitis,Michael JHagemsyer, Adam

HegNk,Michael THanover,Dhnstine A

Harder,John

Harp,Meksse A

Hsrtema,Brett M

Harvey,Mark

Harvey, Matthew C

Hssan,Hussein T

Hessstt,Wiglam

Hawklns,Bert

Hayes, Vince

Head, Daniel

Heaiey,Kathryn

Hedden,Dele K

Heidt,hobah H

Hemsll,Matthew EHendren,Roper L

Henson,Jeremy Steven

Hernandez, Carlos

Hershberger,Brad L

Hill,Stern SHIII,David

Hig,Jsffsry A

Hul,Tammy M

Higmann,Jon P

Hirsh,Law18nce Mark

Himh,Miicheg

Hobkirk, Heidr

Huff,Melanis SHogman,Ryan JHolland, Troy D

Hoknberp,kilarhn R

Holmes, Brian D

Human,Brien

Homney. Micheite

Horn,yhgym K

Houle,Jugs M

Howard, Hugh R

Hren,Brian

Hudson,Melvin E

Humphries,John B

Hurley,J. Ryan

Huger,Christian

'jEEJLEllljgjjgwj~~%centrol Regwn

Greet faker Reeion

Central Region

Northerrt Region

Great Laker Rayon

Cirent Svc Support

central Rayon

North east Regron

Central Region

Great Laker Region

Great Lakes aeglon

Control Region

Southeast itsy'on

Great lakes Rayon

Nstlonul prsrucw

Central Reeion

Great Loksr Region

Southeast Region

Central Ilegion

Centre l Regwn

Great lakes Region

Central Region

Great Laker fission

Smet Loker Rogiorl

Wert Rey'on

wert Roywr

Southeast Region

Cent re I Regfon

Wast Ruyan

Southeurt Region

Sorrthourl Region

Central Region

West Reyron

Southeart Rayon

Central RayonCentral Region

West Reyon

Central Region

Greet Laker Region

Central Reyron

creel Laker Regmn

Great Laker Ruyon

Central Region

Northeast Region

West Region

Great I.Oker Region

Great Lakes Rerun

Greet Lakes Royon

Southeast Rayon

Client Svc Support

Central Reyon

Northssrt Reglsn

Great Luker Region

Cent re I Regkrn

Wert Rayon

Nstionri Practices

Northeast Reyron

Central Region

Partner

Partner

Partner

Pnnclpal

Partner

Partner

P81trlef

Peltnef

Peftner

Principal

Partner

Partner

Partner

Partner

P81in!u

Pariner

Partner

Partner

Principal

Pertain

Partner

Psriner

Principal

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Principal

Pertru!f

Parlny

Partner

Partner

Partner

Partner

Partner

Panner

Partner

Partner

Partner

Principal

Principal

Partner

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Principal

IN~m':mh,-Issac,fftliaf

lyer,Kesevsn R

Jackson, Todd A

Jacobson,Robert W

Jenkins Jtndrew

Jenkins.Gary

Jenkins.Kenneth JJi,Yang Frank

Jirsa,Robert JJoaquin,C Dean

Johannssen,Jsffrsy

Johnson,ggzsbeth

Johnsonwames

Johnson, Randolph L

Johnson,Steven

Johnson,Steven R

Jones,grandcn K

Jones,Clulslcpher

Jones, Paul R

Jonc,Karen W

Jorth,gruce JJugen,Slave

Jugene,Michele

Ksczmerek, JoeKsdavy.James M

Kain, Theresa A

Kaiser,John

Kalic,Lfusme A

Kaga,Jennifer A

Ksstenschmidt,Robert

Ksths,Shsri L

KBlz, Jail

Kaufman,Gabriege

Kauttar,David

Kawecki.Richard

Keeling,Sean

Kegey, Steve

Kellogg, Jason JNetty,Raymond

Keninger,Korey C

Kennedy,Krisli

Kenney.Maghew A

Kenldgonald 0Kessel,Marten

raider,Joshua N

Ksyter,Lawrence

Kiehl,Gregg

Kiel,Paul F

Kiley Jr,.Paul C

Kimbagw. Scott

Kinslcw.Joseph SKirksg,grlen

Kirlsy,Thomas Michael

Kirfi,Sistren

Kirsh,Miahsel A

Kissed,Gerakl SKitchen,Peblck

KgmkowsM.James

Northeast Region

Southeast Region

Central Region

West Region

Great Laker Region

5outheaft Region

Great Lakes Rebon

Great Lakes Region

Southeast Region

Wast Region

csent Svc 5upport

Central Region

Wast Region

Central Rag on

Great Lakes Region

Central Region

Central Region

Central Region

Great Lakes Region

West Region

Firmwida Resources

Nartheast Region

Northeast Raglan

drest Lakes Region

Firm Management

West Region

Great Lakes Region

Great Lakes Region

Central Region

Client Svc Support

Greet Lakes Raglan

Northeast Region

5ouihaast Region

Cfisnt Svc Support

Southeast Regon

Northeast Region

Great Lakes Region

Central Region

Northeast Region

Central Region

central Region

Central Region

Wert Region

Greettskas Region

Central Raglan

Great Lakes Raglan

Soutlieast Region

Northeast Region

Northeast Region

Great lakes Region

5outheast Region

ceentsvcsuppan

Firm Management

Northeast Regioii

Northeast Region

Central Region

Great Lakes Region

areal Lakes Region

Partner

Principal

Partner

Principal

Partner

Partner

Psrtner

Partner

Partner

PBrlhaf

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Parthaf

Partner

Partner

Principal

Partner

Principal

Peitflaf

Partner

Partner

Partner

Principal

Partner

Partner

Pnnolpel

Psrtner

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Pi'inclpBI

NiigiigfAN~Klintwcrth,David JKnudson,James R

Koch, Timothy JKolodkin,rtonald

Kogrm,Steven M

Kondhetty,Sudhir K

Kcpew,Steven P

Koslmk,Tasha Rae

Kot, Stan

Kolherl, Klteah

Kothmann,WUgsm SKracunas,Wgliam JKral,Mark EKfamer,Gary M

Kreiner,Chsim H

Krezek,James A

Kruseg, Ross

Kuggen,Mark

Kurek,Karen L

Kwiatek Harlan Jla Due, Chiiatcpher K

LaFrance,Steven W

Lembnx,Gary R

Lemkln,Kathlsen PLemothe,Merc P

Landau. Gerald

Langley Jr,Rcbert P

Uiilza,JchR

lapidus,Carol C

Lawitaen,Keys A

Le Sihen,Frsnck

Lebtanc.Larry L

Lee,Jrvrtoneld Wendell

Lee,Peter

Lee, Susan

Lefger,Wggam H

Lsgzen,velerie

Lemke,Ertic

LBMond,Ryan TLemons, Dean M

Lenz,Thomas C

Levenaon,Daniel F

Leydark Thomas

U.vlrgiras Wey-Jen

Lidel, Jamle

Lindamcod,Alex

Lindera,Marhna

Upari,Donald

Lmi,Johrl

Lockwccd,Debra K

Logan, Merc

Loden,ptcbsrt M

Lonsdele,Patrick M

Lord,gare

Lorusso,Mark

Loudermilk, JayLundberg,Michael D

Luzi,David S

Great Lakes Regloil

Central Region

Great Lakes Region

West Region

Great Lakes Region

Northeast Region

Northeast lleglon

West Rayon

Great Lakes Region

Northeast Region

Central Region

Northeast Region

Scuthaart Region

West Rayon

Great Lakes Region

Central Region

5eutheast Region

Great Lakes Regan

Great Lakes Region

Northeast Regmn

Northeast Region

Great iakes Region

West Region

Firmwics Resources

Northeast Raglan

Northaart Relpon

Northeast Region

Northeast Raglan

Northeast Rwpwt

West Region

Chant Svc Support

Great Lakes Region

Southeast Region

West Region

West Repen

Southeast Region

Great Lakes Region

Great Lakes Rselori

West Region

Central Region

Great Lakes Region

Great Lakes Region

West Region

Central Region

Wast Region

Southeast Ragloil

Great Lakes Regon

Northeast Region

Southeart Raglan

Southeast Region

Northeast Region

Central Region

Cantf81 Region

Ceent Svc Support

Northeast Region

Great Lakes Relpon

Client Svc Support

Great lakes Regon

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Principal

Partner

Partner

Principal

Partner

Partner

Partner

Partner

PartnBr

Partner

Pflhdpal

Partner

Partner

Partner

Partner

Pertner

Partner

Partner

Partner

Principal

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Partner

Mechare,Joseph

Mack,Chrlsgne T

MacKenzie,Christopher JMackay,Geog

Macore.Stanley

Maddux,Gregory A

Maginley,Donnovan

Mehoney Jr.,Joseph E

Mshoney,Wigiam Rl P

MRJer,John

Malone.Andrew JMansk,James Kenneth

Mantas, John H

Marcolts.lgglon JMerdls.aeffmy T

MsfgolkkSafff H

Margosslan, Raffi

Marinscci.Thomas P

Marker,Jegrsy

Msrmno,Brtsn C

MarshalLBrtan

Marshbum.Mwris R

Martin,GRMrck L

Margn,Jerome JMa'tlnsgi, Susah

Marvel,Paul JMascsrano.Samuel

Mason, Craig JMassmann,cence Welter

Methsny,James Stephen

Maison.Patricia

Matthys,Ryan

Metz,Randy

Msves,Bmndon M

Mayhew,Keilh R

Mazza,Joseph D

MUAuliife,R Bruce

McCsnn,Steven JMcCarraghsr,Joseph D

McClsgend.Stephen

McConneg,Paige M

McCouh,John G

McDuneld,RobertJoseph

Mccemore,Lies A

McNeal,Timothy O

MUParlsnd,John

Meconi, Wig

Megaheeseure

Meier,Kurt

Menaker,Steven AIBn

Meritt,thmn SMalzgar,Moshe

Mayer,Joel

Milewski.Thomas A

Mgler, Brad

Miller, Faye

Mglsr, Jon

M glar,Kenneth L

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Norlhesrt Region

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south ssrt Region

Northcart Region

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Southeast Region

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central Region

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National Prartlcsr

Great Laker Radon

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Great Lakes Region

Central Ragion

Central Region

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Weht Region

soudrvsrt Rsglor

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Norlhsart Region

Cultml R85iotl

horthesrt Region

Northcsrt Region

South68vt neglon

Central Region

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sovthewt Region

Central Region

Great Lsksr Realon

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National Prarticer

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Greet Lakes Redron

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Central Region

Central asgion

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southvsrt Region

Great Lakes Region

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Miskeg,Mark W

Mocker,Jay JMoenck,Jan M

Monaghan, Michael P

Moore, Jim

Moore, Robert B

Morgan, Bryce IN

MoFIN,Timothy E

Morton, James F

Mugoy,Patrick

Mulvey,Peter TMuralovic, Hssian

Murphy Hirats,Patrrcia

Murphy,christopher M

Murphy,craig A

Musi,Gennsro

Nafziger,Michael

Nahom,Robert

Nahorskr,James R

Nalakcci,Gregory P

Nalerotedt,Donald E

Nedder,ffrnest JNelson,Bryan

Nelson, Michael Ir

Neumenn,Roger L

Newman, Philip

NNRON,K. Mrchaei

Nichols,Martin

Nichols,Richard

Nbkel.Jamle SNlcolopoulos,John

Widen, Henry

Ntetzel, Terri L

Ngges,Dennis P

Nocksb,paul JNoonan,David

Norgset,James

Noday,Robert M

Nudehnan, Mendel

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O'rien,Wigram JO'onnor,DOIIQIBB JOath,David RO'Hers, Ken

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Cycfmry,Thomas

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Optend,Gordon L

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Passeglis Linda

Paul,Alan D

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Pmlum,Rebecca

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Pares,pyrhlo JPaterson,David SPetrus,Wgliam JPhipps.Jeannette I

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Pnen.Kevin K

Prigaman,Jacquelyn

Prophel,Metisse G

Prough,Roger L

Redford.Michael

Radke,Craig T

Repen.Randy A

R andi es,Gary R

Rate JI.Richard A

Reagan, Kevin

Refiner,Karen L

Rslmenn, Rod

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Ricchezza,Joseph R

Richardson,James L

Rrchardson,James M

Riddle. Steven D

Ridenour,craig

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Ritsche,Mark A

Roader,Susen L

Romano.John JRomano,Michael T

Rominger,Jack L

Roozeboom,Douglas T

Rosenfekl,Diego

Rosenthal,Barry

Ross,Jeffrey A

Rolts,Matthew Joseph

Rourick,Thomas JRoulh.Denial James

Rubischko,Jeremy D

Rucker,Brendan T

Ruey,Nathaniel JRussell, Tod

Sslmorw.James BSencewich.Wendy M

Sanders, Jamis

Senderson,colin

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Sennegs,Louis JSantori,glary Beth

Seese,Denise A

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Savva,Elisavet M

Scehtr, Matthew

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Schena,Robert JSchmidt, Robert

Schneidman,Byron

Schneg,Thomas M

Schoanausr,Steven R

Schoster,Kshnalh JSchroeder, Kathleen 0Schuimen,Jay

Bchulte, Jon PSchwartz, Michael A

Schwertz, Terry

Srjsreppe,Donne M

Score.Douglas 0Scudder,David

Seaton,Jennifer

Sedwick Mains Lynn

Smdel,Jeffry BSailer,David JSaga, kata

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Sengstock,Dean A

Sever,JasonSeweg,Merc D

Shah,Kislay

Shaker, Christopher

Shamon,Joel F

Shariqus, Nazif

Sharp,Krisii

Shaw, Patrick T

Shaw,Thomas JSheer,Eugene

Sheeley,StacaySheridan,Rebecca T

Shllnger,Hsrty

Shrlner,Richard

Shumovich.Daniel G

Sfbley,Jason A

Siebrssse,Paul B

Siagel,Charles Mitcheg

Siegel,Terri T

Sgver,David

Simms,George

Simorraoh,BBryl D

Sws, Leslie A

Singer,Cristrn

Sink, dames L

Sisyr,Msgsse R

Sjohotm,Joseph PSlosn,Kirk

Smaroff,Duke G

Smith, David N

Smith,Debra

Smith,James M

Smith.Kevlh M

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Sokofowuki,Chrihmpher JSpencer, Margaret C

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Spizmsn,Wggam D

Sporieel, Elizabeth

Sprsgue,David B

Spreitzer,James B

Sprengar,steven SSprout,John Patrick

Sprc use. Lesmr F

St, Germsm,Jim E

Stackpole,Leslia B

Stagsrd,Jusdn D

Stdnberg,Joel

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Stawari,Stephen SStilo, V Todd

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Swenson,Andrew C

Sweeney, James P

TelcoR, Malhew D

Tembor, Yeakov

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Taub,Stuart

Ten Pas,Hwlan M

Thomas-beck,Kathleen M

Tickner,Benjwnin

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Tlefenthaisr,Tim JTomsw,Mark A

Topinks,J clans A

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Tracy, Mitcheg PTragsr, M reheat H

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Tritsbsugh,Adam W.

Tucker,Richartl JTunning, Marly JTutor, Malt

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Underwood, Douglas W

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Vandefgerghe,Dahfof A

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Vanbnwuiham.Scott D

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WidnrimCreig D.

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Wflliarrwwichael F

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Wilson-Jones,Darcella A

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Wlekue,Jennifer

Woegyames M

Wood,Anthony

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Woodworlh,William JWanton,Clay

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COOK COUNTY DISCLOSURE OF OWNERSHIP INTEREST STATEMENT SIGNATURE PAGE

Linda S. Abernethy PartnerName of Authorized Applicant/Holder Representative (please print or type) Title

:A W. a G>y~a~ lP jD./ao j'/Signature'ate

'inda.abemethyersmus.corn847.41 3.6248E-mall address Phone Number

Subscribed to snd sworn befo/s msthis «~day ofO Ct-, 20IL

": H .)A~~Notary Public SfgTrstu/e

My commission expires;

3-R't- BOI II

Notary Seal

OFFICIAL SEALLORI L WILKERSON

'OTARY PUBLIC, STATE OF ILLINOISMy Commission Ertgtias 3-29-2018

EDS-8 8/2015


COOK COUNTY BOARD OF ETHICS69 W. WASHINGTON STREL"f, SUITE 3040

CHICAGO, ILLINOIS 60602312/603-4304 Office 312/603-9988 Fax

FAMILIAL RELATIONSHIP DISCLOSURE PROVISION

Neuotism Disclosure Retirements

Doing a significant amount of business with thc County requires that you disclose to the Board of Ethics the existence of any familial

relationships with any County employee or any person holding elective office in the State of illinois, the County, or in anymunicipality within the County. The Ethics Ordinance defines a significant amount of business for the purpose of this disclosurerequirement as more than $25,000 in aggregate County leases, contracts, purchases or sales in any calendar year.

lf you are unsure of whether the business you do with the County or a County agency will cross this threshold, err on the side ofcaution by completing the attached familial disclosure form because, among other potential penalties, any person found guilty offailing to make a required disdosure or knowingly filing a false, misleading, or incomplete disclosure will be prohibited fiom doing

any business with the County for a pet iod of three years. The required disclosure should be filed with the Board of Ethics by January

1 of each calendar year in which you are doing business with the County and again with each bid/proposal/quotation to do businesswith Cook County. The Board of Ethics may assess a late filing fee of$100 per day alter an initial 30-day grace period.

The person that is doing business with the County must disclose his or her fami'lial relationships. Ifthe person on the County lease orcontract or purchasing from or selling to the County is a business entity, then the business entity must disclose the familial

relationships of the individuals who are and, during the year prior to doing business with the County, were:

~ its board of directors,~ its officers,~ its employees or independent contractors responsible for the general administration of the entity,~ its agents authorized to execute documents on behalf of the entity, and

~ its employees who directly engage or engaged in doing work with the County on behalf of the entity.

Do not hesitate to contact the Board of Fthics at (312) 603-4304 for assistance in determining the scope of any required familial

relationship disclosure.

Additional Definitions;

"Familial relationship" means a person who is a spouse, domestic panner or civil union partner of a County employee or State,County or municipal official, or any peraon who is related to such an employee or olffcial, whether by blood, marriagc or adoption, as

P Parent

CI Child

0 Brother

P SisterCl Aunt

El Uncle

2 Niece0Nephew

0GrandparentGrandchild

0Father in-law

CI Mothcrin-law0 Sonin-law

D Daughtcnin law

0 Brothesin-lawHSister-ln-law

StepfatherStepmotherStepsonStepdaughterStepbrotherStepsisterHalfbrotherHa5sistcr

EDS-9 8/2015

CONI RACT NO. 1530-15177COOK COUNTY BOARD OF ETHICS

FAMILIAL RELATIONSHIP DISCLOSURE FORM

A. PERSON DOING OR SEEKING TO.DO BUSINESS WITH THE COUNTY

Name ofPerson Doing Business with the County/ Linda S. Aberneihy

Address ofPerson Doing Business with the County: One South Wacker Drive, Chicago, (L 60606

Phone number of Person Doing Business with the County: 847.413.6248

Email address of Person Doing Business with the County: Linda.abemethy/8)rsmt/s.corn

If Person Doing Business with the County is a Business Entity, provide the name, title and contact information for theindividual completing this disclosure on behalf of the Pemon Doing Business with the County:

Linda S. Abernethy, Pa/tner 847.413.6248 Linda.abernatt)nstgtrsmus.corn

DESCRIPTION OF BUSINESS WITH THK COUNTYAppend additional pages as needed and for each County lease, contract, purchase or sale sought and/or obtainedduring the caiendaryear of this disclosure (orthe proceeding calendar yearifdisclosureic made on January i),identify:

The lease number, contract number, purchase order number, request for proposal number and/or request for qualificationnumber associated with the business you are doing or seeking to do with the County: 1530-15177

The aggregate dollar value of the business you are doing or seeking to do with the County: $ 4.888 720

The name, title and contact information for the County official(s) or empioyee(s) involved in negotiating the business you aredoing cr seeking to do with the County:

Niccle Larste. senior cent/ac(.Neaoliator 31 603 6831 [email protected]

The name, title and contact information for the County oiiicial(s) or employee(s) involved in managing the business you aredoing or seeking to do with the County:

Lawrence Wilson, Comptroller 312.603.5621 Lawrence.wilsonocookcountyil.gov

C. DISCLOSURE OF FAMILIAL RELATIONSHIPS WITH COUNTY EMPLOYEES OR STATE. COUNTY ORMUNICIPAL ELECTED OFFICIALS

Check the box that appliee and provide related informadon where needed

The Person Doing Business with the County is an individual and there is es familial relatioosbip between this individualand any Cook County employee or any person holding elective office in the State of illinois, Cook County, or anymunicipality within Cook County.

The Person Doing Business with the County is a business entity and there is no familial relationship between any memberof this business entity's board of directors, oiyicers, persons responsible for general administration of the business entity,agents authorized to execute documents on behalf of the business entity or employees directly engaged in contractual workwith the County on behalf of the business entity, and any Cook County employee or any person holding elective oIIlce in theState of Illinois, Cook County, or any municipality within Cook County.

ED8-10 8/2015

CONTRACT NO. 1530-15177COOK COUNTY BOARD OF ETHICS

FAMILIAL REI.ATIONSHIP DISCLOSURE FORM

TI The Person Doing Business with the County is an individual and there is a familial relatioaship between this individualand at least one Cook County employee and/or a person or persons holding elective office in the State of Illinois, CookCounty, and/or any municipality within Cook County. The familial relationships are ns follows:

Name of Individual DoingBusiness with the County

Name ofRelstal County Title and Position ofRelated Nature ofFamilialEmployee or Stale, County or County Employee or State, County RelationshipMunicipal Elected Oflicial or Municipal Elected OtTicial

Ifmore space is needed, aaach an additional .sheet following the above formal.

Ij The Person Doing Business with the County is n business entity and there is a familial relationship between at least onemember of this business entity's board ofdirectors, otftcers, persons responsible for general administration of the businessentity, agents authorized to execute documents on behalf of the business entity and/or employees directly engaged incontractual work with the County on behalf of the business entity, on the one hand, and at least one Cook County employeeand/or a person holding elective oflice in the State of Illinois, Cook County, and/or any municipality within Cook County, onthc other, The familial relationships are as follows:

Name ot'Member nf BoardofDirector for BusinessEntity Doing Business withthe County

Name cfRelated County Title snd Position ofRelated Nature ofFamilialEmployee or State, County or County Employee or State, County RelationshipMunicipal Elected Oflicial or Municipal Elected Oflicial

Name of Oflicer fiir Business Name ofRelated County Title and Position of Rdated Nature ofFamilialEntity Doing Business with Employee or State, County or County Employcc or State, County Relationshipthe County Municipal Elected Oflicial or Municipal Elected Oflicisl

EDS-11 8/2018

CONTRACT NO. 1530-15177Name of Person Responsible Name of Related County Title and Position of Related Nature of Familial

for the Geaersl Employee or State, County or County Employee or State, County RelationshipAdministration of thc Municipal Elected Officisl or Municipal Elected OfficialBusiness Entity DoingBusiness with the County

Name of Agent Authorisedto Execute Documents forBusiness Entity DoingBusiness with the County

Name of Related County Title snd Position of RelatedEmployee or State, County or County Employee or State, CountyMunicipal Elected Official or Municipal Elected Official

Nature of FamilialRelationship

Name of Employee ofBusiness Entity DirectlyFogsged in Doing Businesswith the County

Name of Related County Title snd Position cfRelated Nature of Familial

Employee or State, County or County Employee or State, County RelationshipMunicipal 1'.lected Olficisl or Municipal Elected Officlal

(fmore space is needed, attach on odditionol sheet following the above formol.

YERIFICATION: To the best of my knowledge, the information I have provided on this disciosure form is accurate and complete. Iacknowledge that an inaccurate or incomplete disclosure is punishable by law, including but not limited to fines and debarment.

&~A Pa..~..Signature ofRecipient

ltl f4 tl wept sbDate

SUBMIT COMPLETED FORM TOt Cook County Board ofEthics69 West Washington Sueet, Suite 3040, Chicago, Illinois 60602OAire (312) 603-4304 -Fax (312) 603-9988CookCounty.EthicsecookcountyiLgov

Spouse, domestic parmer, civil union partner or parent, child, sibling, aunt, uncle, niece, nephew, grandparent or grandchiid

by blood, marriage (i.e, in laws and step relations) or adoption.

EDS-12 5/2015

SECTION 4CONTRACT NO. 1530-15177

COOK COI/NTY AFFIDAVIT FdIR VyAGE THEFT ORDINANCE

Efiective Msy 1, 2015, every,psmsn /acludlna sasstaadef fyewsm, seeking a contract dtffoootk:county must iwrsply with the cook county wegs:7)lsqOrdinanCe Set faith in ChSPter 34, Afygi/y/IYS Sadgatf tyg: Any PerSOn/Subetantial OWner, WhO faile tO CamPly With COOk COunty Wage Theft OrdinanCe,may request that the Chief Procuremen( Oflicer graft s reduction or waiver in accordance with Section 34-179(d).

"Con/roof means any written document to make Procurements by or on behalf of Cook County.

"person" means any individual, comorstion, partnership, Jomt t/enture, trust, association, limited ssbility company, sole propnetorship or ixher legal entity.

"Procuremeni" mesne obtaining supplies, equipmenl, goods, or services of sny kind.

"Substsndsl owner" mesne eny pecan or persons who own or hold s twenty-five percent (25%) or more percentage of interest in any business entityseeking s County Privilege, including those shareholders, general or limited partners, beneficiaries snd principals; except where a business entity is anindividual ar sole pre prietorship, Substantial Owner means that Individual or sole proprietor.

All perscns/Substantial Owners are required to complete this affidavit and comply with the Caok County Wage Theft Ordinance befom any Contract isawarded. Sgnature of this form constitutes s certification the information prow'ded below is corred and complete, and that the individual(s) signing this formhas/have psrsanatbnawledcs sf such infarmstion,

Contract Information/

Contract Number:1530-15177

County Using Agency (requesbng Pracuremen0: Ccmptrollofs Office

II. Person/Substantial Owner Information.'SM

US LLPPerson (Corporate Entity Name)

Substangal Owner Complete Name:

FEIN¹ 42-0714325

No substantial owners

City: Chicago

Hams Phone: (~847 517 - 7070

SI. Compitsnce with Wage Laws:

Dsts of Birth:

One South Weckar DriveSt/ast Atkliassi

E-mail address:

S~ate:

Driver's License Noi

60606

Within the psst five years has the Person/Substandal Owner, in any judicial or administrative proceeding, been convicted of, entered aplea, made an admission of guilt or liability, or had sn administrative gnding made far committing a repeated or willful violabon af any ofthe foliowirig taws:

ll/lnois Wage Payment snd Co//eclion Acf 820 /LOS 1f5/1 el seq., YES oi 0,glinois Minimum Wage Act, 820/LCS 105/I etssqu YESor@///ino/s Warirer Adjus/men/ snd Retraining Not/fics//an Acf 820 /LCS 65/1 stssq., YES orl(O)

Employee C/sssificafian Acl, 820 /LCS 185/1 ef seq„YESor~0

Fa/r Labor Standards Act of 1938, 29 U.S.C. 201, sl ssq., YES or@IAny comparah/s s/efs statute ar regulafion of sny sfs/s, whkh governs the payment of wages YES orQ

If the Person/Substantial Owner answered "Yes" to any of the questions above, it is ineligible to enter into a Contract with CookCounty, but can request a reduction or waiver under Section IY.

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COFITF(ACT NO. tggo-~SETT

IV. Request for Waiveror Reduction

If Person/Substantial Owner answered "Yes" to any of the questions above, it may request a reduction or waiver in

accordance with Section 34-179(d), provided that the mquest for reduction of waiver is made on the basis of one or more ofthe following actions that have taken place;

There hes been a bona fide change In ownershg> or Control of the ineligible Person or Substantial OwnerYES or NO

Dtsciplinaty action has been taken against the individual(s) responsible for the acts giving rise !o the violationYES or NO

Remedial action has been taken to prevent a racunsnce ol'he acts giving rise to the disqualification or defaultYES or NO

Other factors that the Person or Substantial Owner believe are relevant,YES or NO

the Peiasnrfbrbatenttat 'Oiwner must;submit.dooumantslion to mmood'the basta rrf lta'ao~ist, for. a mdudtlon or wefiier Tlie &IsfifatsufareatanMltfi darratamms thb rtdtt) tbletske adslttonetfhdogtds iaird raotaudd)rkgaonatvfdiat~

V. Afgrm atlasThe Person/Substanfial Owner affirms that all statemenls contained in the Aitidavit are true, accurate and complete.

Signature: ~ ref» A NMrri~CA-W Oaf XII'aj~/I'f

Name of person signing (print)I, Linda S. Absrnsthy Tme Partner

Subscribed snd swam to before me this -7 dey of RC RkA v

.,'LAA'~IEd.4gys=NSfsry Public Signature Notary Seal

N TIif» v~ i p'»eggARY PUSLIO, STATE OF ILLIN

ommlsslon Esqfiss 3-20-20

EOS-14 8/2015

sEGTloN aCONTRACT NO. 1530-15177

CONTRACT AND EDS EXECUTION PAGEPLEASE EXECUTE THREE ORIGINAL COPIES

The Applicant hereby csdifies and warrants that ail of ths statwnents, ceitifications and representations set forth in this EDS are true,

complete and correct; that the Applicant is in full compliance and will continue to be in compliance throughout ths term of the Contract orCounty Privilege issued to ths Applicant with all the policies and requirements set forth in this EDS; and that all facts and information

provided by the Applicant in this EDS are true, complete and correct. The Applicant agrees to inform the Chief Procurement Officer in

writing if any of such statements, certiTications, representations, facts or informabon becomes or is found to be untrue, incomplete orinco rrect during the term of the Contract or County Privilege.

Execution by Corporation

Corporation's Name President's Printed Name and Signature

Telephone Email

Secretary Signature Date

Execudon by LLC

LLC Name *Member/Manager Printed Name and Signature

Date Telephone and Email

RSM US LLP

PartnsrshiplJoint Venture Name

lv/5 l~y4oDate

Execution by Partnership/Joint Ventum

U d h.hh thd

*Partnerl Joint Venturer Pnnted Name and Signature

S47.4135245 [email protected]

Telephone and Email

Execution by Sole Proprietorship

Printed Name and Signature Date

Telephone Email

Subscribed and sworn to before me this5~ dayof $&oW,20~I'h~~ Z j dD+m~-

Notary Public Signature

My commission expires:

Notary Seal

ONILLINOIS29-2018

If ths operating agreemsnt, partnership agreement or governing documents requiring execution by multiple members, managers,

partners, or joint venturers, please complete snd execute additional Contract and EDS Execution Pages.

EDS-17 8/2015

CONTRACT NO. 1530-15177SECTION 8

COOK COUNTY SIGNATURE PAGE

ON BEHALF OF THE COUNTY OF COOK, A BODY POLITIC AND CORPORATE OF THE STATE OF ILLINOIS, THIS CONTRACT IS HEREBY EXECUTED BY,

COOK COUNTY CHIEF PROCUREMENT OFFICER

DATED AT CHICAGO, ILLINOIS THIS DAY OF t4 NAAtXY

IN THE CASE OF A BID/ PROPOSAI/RESPONSE, THE COUNTY HEREBY A(PEPYS.

THE FOREGOING BID/PROPOSAURESPONSE AS IDENTIFIED IN THE CONTRACT DOCUMENTS FOR CONTRACT NUMBER

1530-15177

ITEM(S), SECTION(S),

PAERS),'OTAL

AMOUNT OF CONTRACT: 3 4 998 720

(DOLIARS AND CENTS)

FUND CHARGE)ISLEK

APPROVED

FORM,'SSI

SPANT STATE'S ATTORNEY

(Required on contracts over 81,000,000.00}

la/1.t f(Fr

Date

APPROVED BYTHE BOARD OFCOOK COUNTY COMMISSIONERS

OCT 26 20t6

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EDS.18 8/2015