Agreement for Eastern Illinois University Services Under $5,000

Instructions to Departments

This Agreement is for services that total $4,999.99 or less for the life of the agreement/project, including any renewals within a twelve-month period and must be fully signed before services commence.  

•	Complete three (3) originals of the Agreement and obtain the signatures of the Client and the Department on all three (3) originals.  

•	The Client, the Department and the Department of Procurement, Disbursements and Contract Services, each retain one (1) original of the fully signed Agreement.  

•	By signing the Agreement, the Department certifies to the following:

1.	No healthcare related services will be provided to the Client under this Agreement.

2.	The fee to be charged is appropriate considering the requirements of the Client and University’s costs of providing the services.  

3.	No apparent conflict of interest exists in regard to this Agreement.  

4.	If work is performed on Client’s premises, the department certifies that it has reviewed the services requested with the Department of Procurement, Disbursements and Contract Services (217) 581-5313 and if necessary, obtained a certificate of insurance from the Client satisfactory to the University Office of Risk Management.  

•	Agreements that involve potential risks or damage to the University (such as litigation, negative public relations, etc.) should be reviewed by Department of Procurement, Disbursements and Contract Services regardless of dollar amount.  
INCOME PRODUCING CONTRACT

Agreement for Eastern Illinois University Services under $5,000

1.	This Agreement is between the Board of Trustees of Eastern Illinois University, for (Enter name of unit/department/division) (hereinafter called “University”), and (Enter company name) with principal address at (Enter address of company) (hereinafter called “Client”).

2.	Services:  University agrees to provide the following services to Client:

A.	(Enter the list of services to be provided)

B.	

C.	

D.	

E.	

	Services will be provided for the period beginning (Enter beginning date) and ending (Enter ending 	date).

3.	Compensation:  Client shall pay a fee of (Enter dollars per hour, dollars per day, flat fee, etc.)  as compensation for all services provided.  Total estimated reimbursable expenses are (Enter amount of reimbursable expenses).   University will submit an appropriately itemized invoice to Client for services performed and allowable expenses incurred.  Payment should be sent to address indicated on the invoice.  University will assess a finance charge of 18% per annum (1.5% per month) on the unpaid balance each month and a late fee of $2.00 per month.  Late charges will accrue for balances 30 days past due.  University may refer Client’s past due account for collection and may authorize legal action against Client for the collection of this account.  Client is liable for all reasonable collection costs, including attorney fees, court costs and other charges necessary for collection of the past due account.  

4.	Rights in Data (Optional – delete if not applicable):  All original data and records of this work shall be the property of the University.  In no event shall University be liable for any claims or liabilities arising out of the use of any libelous or other unlawful matter contained in data furnished by client under this Agreement.  

University shall own all inventions, discoveries, and other developments arising from this work.  University shall disclose potentially patentable inventions to Client, provided that Client shall hold all such disclosures in confidence and shall not further disclose or use same in ways not previously approved in writing by the University.  

University hereby grants Client the first option to negotiate in good faith a license on commercially reasonable terms on each invention developed under this Agreement for which patent application is made by or on behalf of University.  This option to negotiate shall extend for a period of three (3) months following disclosure of the invention to Client.  

5.	Disclaimer/Limitation of Liability:  UNIVERSITY MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, REGARDING ITS PERFORMANCE UNDER THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF THE MERCHANTABILITY, USE OR FITNESS FOR ANY PARTICULAR PURPOSE OF ANY SERVICES, GOODS, OR FACILITIES PROVIDED TO CLIENT UNDER THIS AGREEMENT.  In no event shall University be liable to Client for any indirect, special, exemplary, consequential, or incidental damages or lost profits arising out of, or related to, this contract, even if it has been advised of the possibility of such damages.  University’s liability for direct damages for services shall in no event exceed the amount actually paid by the client for the portion of the services involved.  

6.	Governing Laws:  This Agreement is to be governed and construed in accordance with the laws of the State of Illinois.  Both parties agree that jurisdiction and venue for the formal resolution of any disputes relating to this Agreement shall lie exclusively in the Illinois Court of Claims for claims against the University and in a court of competent jurisdiction in Coles County for claims against the Client.  

7.	Independent Contractor:  Client and University are independent contractors with respect to each other and nothing herein shall create any association, partnership, joint venture or agency relationship between them.  

8.	Taxpayer Identification:  Under penalties of perjury, University certifies that its Federal Taxpayer’s Identification Number is 37-06013590.  

9.	Insurance:  University – The Board of Trustees of Eastern Illinois University is a member of SURMA – an intergovernmental self-insurance pool that provides its members with a program to fund liability exposures.  Employees, students in internships and agents are “covered persons” under this self-insurance program and are subject to its terms and conditions.  Coverage of said persons is limited to occurrences or professional services that are within the scope of their assigned duties.  The program provides coverage for general liability for bodily injury, personal injury and property damage to tangible property resulting from occurrences in the conduct of university business, and damages arising out of certain professional services.  Upon request, the University will furnish a certificate of insurance evidencing such coverage.  

Client – Client shall cause a Certificate of Insurance to be issued showing the following required coverage in no less than the minimum coverage limits listed below.  The insurance companies providing coverage must have a current A.M. Best rating of B++; VII or better and be duly authorized by the Department of Insurance of the State of Illinois to do business in Illinois.  Client must agree to maintain such insurance for the duration of the contract or the term for which services will be rendered.  

A.	Worker’s Compensation 				- Statutory Limits (Illinois)
(including Occupational Disease)

Employer’s Liability (Part B)				-$500,000 per occurrence

B.	Commercial General Liability 
(including Products & Completed Operations) 
		Combined Single Limit:			-$1,000,000 per occurrence 
						OR
		Bodily Injury:				$1,000,000 per occurrence, and 
		Physical Damage:			$1,000,000 per occurrence 

C.	Commercial Automobile Liability 
		Combined Single Limit 			-$1,000,000 per occurrence 
						OR
		Bodily Injury:				$1,000,000 per occurrence, and 
		Physical Damage:			$1,000,000 per occurrence 

	With respect to Commercial General Liability and Automobile Liability insurance, the Board of 	Trustees of Eastern Illinois University shall be named as an additional insured for any liability incurred 	by University arising from activities of Client.  

	Client shall furnish the Department of Procurement, Disbursements and Contract Services, Room 1135 Old Main, Eastern Illinois University, 600 Lincoln Avenue, Charleston, Illinois 61920, original Certificate(s) of Insurance evidencing the required coverage to be in force on the date of this agreement, and renewal Certificates of Insurance if 	coverage has an expiration or renewal date occurring during the term of this agreement.  All certificates shall provide that University be given thirty (30) days written notice prior to any change, substitution or cancellation before the stated expiration date.  

	The receipt of any certificate does not constitute agreement by the University that insurance 	requirements have been met.  Failure of University to obtain certificates or other insurance evidence 	from Client shall not be deemed a waiver by University.  

	Assigned Subcontractors must comply with the same insurance coverage requirements as Client.  	Subcontractors shall secure a Certificate of Insurance naming the Board of Trustees of Eastern 	Illinois University as an additional insured and shall submit such Certificate(s) of Insurance through 	Client. 

10.	Certifications:  

Employment Status:  The vendor certifies that if any of its personnel are an employee of the State of Illinois, they have permission from their employer to perform the service.  

Educational Loans: Vendor certifies this Agreement is not in violation of Educational Loan Default Act (5 ILCS 385) prohibiting certain contracts to individuals who are in default on an educational loan.

Anti-Bribery:  Vendor certifies neither vendor nor any person associated with it has been convicted of bribery or attempting to bribe an officer or employee of this State nor has made admission of guilt of such conduct (30 ILCS 500/50-5(a)).

Bid-Rigging/Bid Rotating Law: Vendor certifies neither vendor nor any person associated with it has been barred from contracting with a unit of State or local government as result of violation of Section 33E-3 or 33E-4 of Criminal Code of 1961 (720 ILCS 5/33E-3 & 5-33E-4).

Felony:  The vendor certifies that it is not barred pursuant to 30 ILCS 500/50-10 from conducting business with the State of Illinois or any agency as a result of being convicted of a felony and also certifies in accordance with 30 ILCS 500/50-10.5 that no officer, director, partner or other managerial agent of the contracting business has been convicted of a felony under the Sarbanes-Oxley Act of 2002 or a Class 3 or Class 2 felony under the Illinois Securities Law of 1953 for a period of five years prior to the date of the bid or contract.  The vendor acknowledges that the University shall declare the contract void if this certification is false.  

Drug Free Workplace:  (30 ILCS 580) requires in part, that vendors with 25 or more employees will provide a drug free workplace as provided in Drug Free Workplace Act.  These requirements apply to orders of $5,000 or more.  

Records Retention:  In accordance with 30 ILCS 500/20-65, vendor (and any subcontractors) shall maintain, for a minimum of 3 years after completion of Agreement, adequate books, records & supporting documents to verify amounts, receipts, & uses of all disbursements of funds passing in conjunction with this Agreement.  Records shall be available for review & audit by Auditor General.  If this order is funded from contract/grant funds provided by the U.S. Government, the order, books, and records shall be available for review and audit by the Comptroller General of the U.S. and/or the Inspector General of the federal sponsoring agency.  Vendor agrees to cooperate fully with any such audit & shall provide full access to all relevant materials.  Failure to maintain records required by this provision shall establish a presumption in favor of the State for recovery of any funds paid by State under Agreement for which adequate records are not available to support their purported disbursement.

Boycott:  In accordance w/Public Act 88-671, vendor certifies neither it nor any substantially-owned affiliated company is participating or shall participate in an international boycott in violation of provisions of U. S. Export Administration Act of 1979 or the regulations of U S Department of Commerce promulgated under that Act.  This certification applies only to purchase orders which exceed $10,000.

Unlawful Discrimination And Equal Employment Opportunity: Vendor agrees to comply with applicable provisions of the Illinois Human Rights Act (775 ILCS 5), The U.S. Civil Rights Act, the Americans with Disabilities Act, Section 504 of the U.S. Rehabilitation Act, and the rules applicable to each.  The equal opportunity clause of Section 750.10 of the Illinois Department of Human Rights Rules is specifically incorporated herein.  The Contractor shall comply with Executive Order 11246, entitled “Equal Employment Opportunity”, and its amendments and as supplemented by U.S. Department of Labor regulations (41 C.F.R. Chapter 60).  The Contractor agrees to incorporate this clause into all subcontracts under this order.  

Conflict Of Interest: Vendor certifies it is not a State of Illinois employee, nor is any State of Illinois employee entitled to more than seven & one half percent (7 ½%), or together with a spouse or minor child more than fifteen percent (15%), of the total distributable income of Seller (30 ILCS 500/50-13).

Funding Out Clause: Obligations of the State shall cease immediately without penalty or future payment being required if, in any fiscal year, the Illinois General Assembly or federal funding source fails to appropriate or otherwise make available funds for purchase.

Printing Service:  If order is $2,000 or more, employees who are to produce the printing are receiving the prevailing wage rate & are working under conditions prevalent in the locality where the work is to be performed (30 ILCS 500/25-60).  Unless otherwise indicated, printing must be produced using soybean oil-based ink (50 ILCS 520/10).

Prevailing Wage:  When applicable, all vendors must include payment of prevailing wages to all workers, in accordance with  the Illinois Department of Labor, Rules and Regulations and the Current Prevailing Wage Rate Table for Coles County, Illinois (820 ILCS 130/3 et. seq.).

Labor Certification:  The vendor certifies in accordance with 30 ILCS 583/10 that  no foreign-made equipment, materials, or supplies furnished to the State under the contract have been produced in whole or in part by forced labor, convict labor, or indentured labor under penal sanction.  

Environmental Certification:  The vendor certifies in accordance with 30 ILCS 500/50-14 that it has not been found by a court or the Pollution Control Board to have committed a willful or knowing violation of the Environmental Protection Act for a period of five years prior to the date of the bid or contract.  The Vendor acknowledges that the University shall declare the contract void if this certification is false.  

Prices:  The commodities and/or services furnished on this order shall not exceed those charged to your most favored customer for like commodities and/or services under similar circumstances.  

Recycled Materials (30 ILCS 500/45-30):  When a public contract is to be awarded to the lowest responsible bidder, an otherwise qualified bidder who will fulfill the contract through the use of products made of recycled materials may, on a pilot basis or in accordance with a pilot study, be given preference over other bidders unable to do so, provided that the cost included in the bid of products made of recycled materials is not more than 10% greater than the cost of products not made of recycled materials.   

Debt Certification:  The vendor certifies that it, or any affiliate, is not barred from being awarded a contract under 30 ILCS 500.  Section 50-11 prohibits a person from entering into a contract with a State agency if it knows or should know that it, or any affiliate, is delinquent in the payment of any debt to the State as defined by the Debt Collection Board.  Section 50-12 prohibits a person from entering into a contract with a State agency if it, or any affiliate, has failed to collect and remit Illinois Use Tax on all sales of tangible personal property into the State of Illinois in accordance with the provisions of the Illinois Use Tax Act.  The vendor further acknowledges that the University may declare the contract void if the preceding certification is false or if the vendor, or any affiliate, is determined to be delinquent in the payment of any debt to the State during the term of the contract.  

Prohibition of Goods from Child Labor Act: The vendor certifies in accordance with Public Act 94-0264 that no foreign-made equipment, materials, or supplies furnished to the State under the contract have been produced in whole or in part by the labor of any child under the age of 12.

Information Technology Accessibility Act Standards: As required by Illinois Public Act 095-0307, all information technology, including electronic information, software, systems, and equipment, developed or provided under this contract must comply with the applicable requirements of the Illinois Information Technology Accessibility Act Standards as posted at http://www.dhs.state.il.us/iitaa .

State Board of Elections Registration (P.A. 95-971) You must check the line that applies to you. The bidder/proposer certifies that:

_____ 	 it is not required to register as a business entity with the State Board of Elections pursuant to Section 20-160 of the Procurement Code; 
OR
_____     (a) it has registered as a business entity with the State Board of Elections pursuant to Section 20-160 of the Procurement Code; (b) it has provided a copy of its Certificate of Registration with its response to this solicitation; (c) it has submitted a copy of its Certificate of Registration to the Chief Procurement Officer for Higher Education; and (d) it acknowledges a continuing duty to update its registration.

The bidder/proposer also acknowledges that any contracts entered into with bidder/proposer are voidable by the University if bidder/proposer fails to comply with the requirements of Section 20-160 of the Procurement Code.

United State Resident Certification:  (This certification must be included in all contracts involving personal services by non-resident aliens and foreign entities in accordance with requirements imposed by the Internal Revenue Services for withholding and reporting federal income taxes.)  The Contractor certifies that he/she is a:

___	United States Citizen	___	Resident Alien	___	Non-resident Alien	

	The Internal Revenue Service requires that taxes be withheld on payments made to non-resident aliens for the performance of personal services at the rate of thirty percent (30%).

Taxpayer Certification:  Under penalties of perjury, the Contractor certifies that its Federal Taxpayer Identification Number or Social Security Number is 			 and is doing business as a (check one):

___	Individual	___	Corporation	___	Government Entity	
___	Real Estate Agent	___	Not for Profit Organization	___	Sole Proprietorship	
___ 	Partnership	___	Tax Exempt Organization (IRC 501(a) only)	
___	Trust or Estate	___	Medical and Health Care Services Provider Corp.	

Procurement of Domestic Products Act:  If applicable, please check the statement below that applies to the articles you are offering in this contract.

For the purposes of this question, “manufactured in the United States” means in the case of assembled articles that final assembly occurred in the United States.

___	We certify that all offered articles were/will be manufactured in the United States.	
		We understand that, if we are awarded a contract based on a preference for US manufactured goods under the Procurement of Domestic Products Act (PA 93-0954), this certification will become part of the contract, and, if we knowingly supply non-US manufactured goods, we will be subject to penalties that include debarment for five (5) years, voiding of the contract, and civil damages. 	
___	We are unable to certify that all offered articles were/will be manufactured in the United States. 	

11.	Federal Certification:  Contractor certifies that it:

Debarment And Suspension (E.O.s 12549 and 12689):  Vendor certifies that it is not debarred, suspended or otherwise excluded from or ineligible for participation in Federal assistance programs or activities.  

Copeland “Anti-Kickback” Act (18 U.S.C. 874 and 40 U.S.C. 276c): (pertains to construction or repair contracts over $2,000)  The vendor and its subcontractors certifies that it complies with the Copeland Anti-Kickback Act which provides that each contractor or subcontractor is prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he is otherwise entitled.  The recipient shall report all suspected or reported violations to the Federal awarding agency. 

Contract Work Hours And Safety Standards Act (40 U.S.C. 327-333): (pertains to construction contracts over $2000 and mechanics and laborers contracts over $2500) Vendor certifies that it complies with the Sections 102 and 107 of the Contract Work Hours and Safety Standards Act.  Section 102 requires contractors to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours with compensation of 1 ½ times the basic rate of pay for all hours worked in excess of the 40 hours.  Section 107 provides that no laborer or mechanic shall be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.

Rights To Inventions Made Under A Contract Or Agreement:  (pertains to contracts for performance of experimental, developmental, or research work)  Any resulting contract or agreement for the performance of experimental, developmental, or research work shall provide for the rights of the Federal Government and the recipient in any resulting invention in accordance with 37 CFR part 
401.  

Clean Air Act (42 U.S.C. 7401 ET SEQ.) And The Federal Water Pollution Control Act (33 U.S.C. 1251 et seq.), as amended:  (pertains to contracts over $100,000) Vendor certifies that it and its subcontractor(s) comply with all applicable standards, orders or regulations issued pursuant to this Clean Air Act and this Federal Water Pollution Control Act.

Byrd Anti-Lobbying Amendment (31 U.S.C. 1352): (pertains to contracts over $100,000.)  Vendor and its subcontractors certify that Federal appropriated funds have not and will not be used to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352.  The contractor and its subcontractor(s) shall disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.  

12.	Entire Agreement:  This Agreement, attachments, and incorporated references shall constitute the entire agreement between the parties with respect to the subject matter herein and supersedes all prior communications and writings with respect to the content of said Agreement.  This Agreement shall not be amended, modified, altered or changed except by mutual agreement confirmed in writing and duly executed by University and Client.  

13.	Signature:  This Agreement shall not be binding until signed by all parties.  
	
Board of Trustees of Eastern Illinois University		Client	

By:

			
			
Name:  
Title:	Paul A. McCann
Interim Vice President for Business Affairs
	Date		Signature	Date	
Approved By:

			Print Name 	
Name:  
Title:  	Monty Bennett
Director,
Department of Procurement,
Disbursements and
Contract Services
	Date			

Reviewed By:				

Financial Manager Signature	Date			

Print Name and Title 				
	
	Above signature of the Financial Manager also certifies to the Department Statements on the 	instruction page.