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R-1903 - 10/13/2020 - FINANCE - Resolutions ITEM 6.C.2 BOARD OF TRUSTEES MEETING VILLAGE OF UPPER LEVEL CONFERENCE ROOM OAK B R , K BUTLER GOVERNMENT CENTER 1200 OAK BROOK ROAD OAK BROOK, ILLINOIS 630-368-5000 AGENDA ITEM Regular Board of Trustees Meeting of October 13, 2020 SUBJECT: Award of Contract for Audit Services FROM: Jason Paprocki, Finance Director J BUDGET SOURCE/BUDGET IMPACT: Various 76100 Auditing Services accounts. RECOMMENDED MOTION: I move that the Village Board approve Resolution 2020- FIN-CNTRCT-AUD-R-1903,"A Resolution Approving and Authorizing Award of Contract to Sikich, LLP for Auditing Services" for fiscal years 2020-2022, with an option for fiscal years 2023-2024. Background/History: In 2015,the Village entered into an agreement with Baker Tilly Virchow Krause,LLP for audit services for fiscal years 2015-2017, with option years for 2018-2019. The Village has concluded this agreement and solicited bids for a new audit services contract. The Village received responses from nine(9) firms in total. The Finance Director, Accountant, and Senior Purchasing Assistant performed an initial evaluation of all proposals received. Proposals were evaluated on a number of criteria, including: experience as a municipal audit firm, audit team qualifications, ability to meet the Village's audit schedule,familiarity with GFOA award programs,ability to meet RFP required items, and fees. After the initial review, we were able to create a shortlist of three firms to conduct phone interviews. The Finance Director,Accountant,and Senior Purchasing Assistant conducted phone interviews with the three shortlisted firms and asked each the same set of questions. Interview responses were factored with the previous evaluation criteria to narrow down the recommended firm. Below is a summary of the total three-year and five-year cost (should the Village exercise the two-year extension) for all responders: BOT AGENDA Page I RG Firm 3-Year Cost* 5-Year Cost* Wipfli $ 91,090 $ 154,800 Lauterbach& Amen 93,100 160,100 Sikich 93,340 159,680 Atlas CPA's 94,500 165,000 Miller Cooper 99,150 170,450 Baker Tilly 99,520 170,900 GW & Associates 102,550 175,800 Seldon Fox 106,500 180,500 RSM 134,740 231,900 *Cost includes base audit and TIF report. After considering all criteria,Sikich LLP is being recommended for audit services for the fiscal years 2020-2022,with options for 2023-2024. Sikich has extensive experience auditing similar sized local governments in Illinois,including the Villages of Lisle, Shorewood,Villa Park,and Plainfield. Sikich has also audited Oak Brook previously under two different agreements,from 2001-2005 and from 2010-2014. In addition, Sikich's fees represent the third lowest proposed over the first three years, and second lowest proposed over the potential five year agreement. We believe Sikich offers the best combination of experience, familiarity, and total cost for the Village. Recommendation I recommend that the Village Board approve Resolution 2020-FIN-CNTRCT-AUD-R-1903, "A Resolution Approving and Authorizing Award of Contract to Sikich, LLP for Auditing Services" for fiscal years 2020-2022, with an option for fiscal years 2023-2024. BOT AGENDA Page 2 THE VILLAGE OF OAK BROOK COOK AND DUPAGE COUNTIES, ILLINOIS RESOLUTION 2020-FI N-CNTRCT-AU D-R-1903 A RESOLUTION APPROVING AND AUTHORIZING AWARD OF CONTRACT TO SIKICH, LLP FOR AUDITING SERVICES GOPAL G. LALMALANI, Village President CHARLOTTE K. PRUSS, Village Clerk JOHN BAAR PHILIP CUEVAS MICHAEL MANZO MOIN SAWED EDWARD TIESENGA ASIF YUSUF Village Board Published in pamphlet form by authority of the President and the Board of Trustees of the Village of Oak Brook on this the 13th day of October, 2020 Resolution 2020-FIN-CNTRCT-AUD-R-1903 A Resolution Approving and Authorizing Award of Contract to Sikich,LLP for Auditing Services Page 2 of 3 RESOLUTION 2020-FIN-CNTRCT-AUD-R-1903 A RESOLUTION APPROVING AND AUTHORIZING AWARD OF CONTRACT TO SIKICH,LLP FOR AUDITING SERVICES WHEREAS,the Village desires to retain an auditing firm to provide the Village auditing services for three years,with an option to renew for two additional years("Services");and WHEREAS, the Village issued a request for proposal ('RFP") to provide the Village with the Services;and WHEREAS,the Village received nine proposals from firms desiring to provide the Village with the Services;and WHEREAS, after evaluating the proposals and interviewing three of the firms that submitted proposals,the Village has determined that Sikich,LLP of Naperville,Illinois("Sikich")presented the best overall value to the Village based on factors including,without limitation,price,qualifications,experience, and the understanding of the Village's needs;and WHEREAS,the Village desires to enter into an agreement with Sikich for Sikich to provide the Services,of which agreement is attached to this Resolution as Exhibit A("Agreement');and WHEREAS,the President and Board of Trustees have determined that it is in the best interests of the Village to enter into the Agreement with Sikich; NOW,THEREFORE,BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF THE VILLAGE OF OAK BROOK,DU PAGE AND COOK COUNTIES,ILLINOIS as follows: Section 1: Recitals. The foregoing recitals are hereby incorporated into,and made part of, this Resolution as findings of the President and Board of Trustees of the Village of Oak Brook. Section 2: Approval of Agreement. The President and Board of Trustees hereby approve the Agreement with Sikich in substantially the same form as attached as Exhibit A,and in a final form approved by the Village Attorney. Section 3: Authorization and Execution of Agreements. The Village Manager and Village Clerk shall be,and hereby are,authorized to execute the Agreement between the Village and Sikich after receipt of the final Agreement fully executed by Sikich. Section 4: Effective Date. This Resolution shall be in full force and effect upon passage and approval in the manner provided by law. [SIGNATURE PAGE FOLLOWS] Resolution 2020-FIN-CNTRCT-AUD-R-1903 A Resolution Approving and Authorizing Award of Contract to Sikich,LLP for Auditing Services Page 3 of 3 APPROVED THIS 13th day of October,2020. / Gopal G.Lalmalani Village President PASSED THIS 13th day of October,2020. Ayes: Trustees Baar,Cuevas,Manzo,Saiyed,Tiesenga,Yusuf Nays: None Absent: None ATTEST: CqVtAi .lam P-/t Charlotte K.Pruss Village Clerk PvB p F 0.4 �9 � q G r O C�COUNTV •��� EXHIBIT A r.r. #"` REVIEW OF CONTRACTS Awarding Agg�lcy: T of Contract: V t r L - -- Dep ent: Program/Account Number: `Awarded Contrart Pril qudgeted Amount: ~' [] Under$20,000 [] $500,001 - $1,000,000 $20,000-$500,000 over$1,000,000 I J � m� SQ�U I CAS a Name: Date: r) i Name: Date: Name: Date: Name: Date: p Three (3)Originals signed by other party Date/Initials_. 0 Original provided to staff member for other party Date/Initials (� Original provided to Official Files Date/Initials_ Village of Oak Brook I Approved by Board of Trustees- Date/Initials:---- VILLAGE OF OAK BROOK PROFESSIONAL SERVICES AGREEMENT This AGREEMENT ("Agreement'l is dated as of Fiscal Year Base T.I.F. the day of , 2020 ("Effective Audit Report Date'), and is by and between the VILLAGE OF OAK BROOK, an Illinois municipal corporation ("Village"), and 2020 $28,000 $2,500 SIKICH, 1415 West Diehl Road, Suite 400, Naperville, Illinois 60563 ("Consultant"). 2021 $28,560 $2,550 IN CONSIDERATION OF the recitals and the 2022 $29,130 $2,600 mutual covenants and agreements set forth in the Agreement, and pursuant to the Village's statutory powers, the parties 2023 (if the Village exercises its $30,000 $2,680 agree as follows: option pursuant to Section 1.B) SECTION 1. SCOPE OF SERVICES. 2024 (if the Village exercises its $30,900 $2,760 A. Services. The Village retains the option pursuant to Section 1.B) Consultant to perform,and the Consultant agrees to perform, all necessary services to perform the work in connection with the project identified below ("Services"), which The Consultant shall not bill, and the Village shall not be Services the Consultant shall provide pursuant to the terms liable for, any additional fees or charges without the prior and conditions of this Agreement: express written authorization of the Village Manager. Base auditing services and Tax Increment B. Additional Services. The Village may, in Financing reporting services("TIF Report") for the its sole discretion, add to the Services a single audit during Village's 2020, 2021,and 2022 fiscal years, which the Term of this Agreement. In the event that the Village Services are more fully described in the exercises its option to add a single audit, the single audit Consultant's Response to the Village's Request for shall be deemed to be part of the Services and governed by Proposal,dated August 14, 2020, which is attached the terms of this Agreement. The total amount billed by the hereto as Exhibit A. Consultant for a single audit shall be as follows: B. Term of A¢reement. The term of this Agreement shall begin on the Effective date and end after Fiscal Year Single Audit the completion and delivery to the Village of the base audit 2020 $4,500 and TIF Report for the 2021 fiscal year. The Village, in its sole discretion, may extend the Term of this Agreement for two one-year periods by providing the Consultant written 2021 $4,590 notice. 2022 $4,680 SECTION 2. TIME OF PERFORMANCE. The Consultant shall perform the Services as mutually agreed 2023(if the Village exercises its $4,820 upon by Village and Consultant, but in no event shall the option pursuant to Section 1.B) Consultant provide the Village the completed annual audit later than May 31" of each year during the Term of this 2024 (if the Village exercises its $4,965 Agreement("Time of Performance'). option pursuant to Section 1.B) SECTION 3. COMPENSATION. C. Taxes. Benefits, and Royalties. Each A. Agreement Amount. The total amount payment by the Village to the Consultant includes all billed by the Consultant for the Services under this applicable federal,state, and Village taxes of every kind and Agreement shall be as follows: nature applicable to the Services as well as all taxes, contributions, and premiums for unemployment insurance, old age or retirement benefits, pensions,annuities, or similar benefits and all costs,royalties,and fees arising from the use of, or the incorporation into, the Services, of patented or copyrighted equipment, materials, supplies, tools, appliances, devices, processes, or inventions. All claim or right to claim additional compensation by reason of the 1 payment of any such tax, contribution, premium, costs, SECTION 6. GENERAL PROVISIONS. royalties, or fees is hereby waived and released by Consultant. A. Relationship of the Parties. The Consultant shall act as an independent contractor in SECTION 4. REPRESENTATIONS OF providing and performing the Services. Nothing in,nor done CONSULTANT, The Consultant represents and certifies pursuant to,this Agreement shall be construed to:(1)create that the Services shall be performed in accordance with the the relationship of principal and agent, employer and standards of professional practice, care, and diligence employee,partners,or joint venturers between the Village practiced by recognized consultants in performing services and Consultant;or(2)to create any relationship between the of a similar nature in existence at the Time of Performance. Village and any subcontractor of the Contractor. The representations and certifications expressed shall be in addition to any other representations and certifications B. Conflicts of Interest. The Consultant expressed in this Agreement,or expressed or implied by law, represents and certifies that,to the best of its knowledge:(1) which are hereby reserved unto the Village. no Village employee or agent is interested in the business of the Consultant or this Agreement; (2)as of the date of this The Consultant further represents that it is financially Agreement,neither the Consultant nor any person employed solvent, has the necessary financial resources, and is or associated with the Consultant has any interest that would sufficiently experienced and competent to perform and conflict in any manner or degree with the performance of the complete the Services in a manner consistent with the obligations under this Agreement; and (3) neither the standards of professional practice by recognized consultants Consultant nor any person employed by or associated with providing services of a similar nature. Anthony M.Cervini the Consultant shall at any time during the Term of this shall be primarily responsible for carrying out the Services Agreement obtain or acquire any interest that would conflict on behalf of the Consultant("Rey Project Personnel").The in any manner or degree with the performance of the Key Project Personnel shall not be changed without the obligations under this Agreement. Village's prior written approval. The Consultant shall provide all personnel necessary to complete the Services. C. No Collusion. The Consultant represents and certifies that the Consultant is not bared from SECTION 5. INDEMNIFICATION, INSURANCE: contracting with a unit of state or local government as a LIABILITY. result of(1) a delinquency in the payment of any tax administered by the Illinois Department of Revenue unless A. Indemnification. The Consultant agrees the Consultant is contesting, in accordance with the to indemnify,hold harmless,and defend(or pay the Village procedures established by the appropriate revenue act, its for the costs of defense)the Village and any of its officers, liability for the tax or the amount of the tax,as set forth in employees,or agents from and against all liability,claims, Section 11-42.1-1 err seq.of the Illinois Municipal Code,65 demands,and causes of action arising out of or related to any ILCS 5/11-42.1-1 et seq.;or(2)a violation of either Section loss,damage,injury,death,or loss or damage to property 33E-3 or Section 33E4 of Article 33E of the Criminal Code resulting from any negligence,errors or omissions by the of 1961,720 ILCS 5/33E-1 err seq. If at anytime it shall be Consultant in the performance of this Agreement, unless found that the Consultant has,in procuring this Agreement, such loss,damage, injury,or loss or damage to property colluded with any other person,firm,or corporation,then the results from or arises out of the negligent actions or Consultant shall be liable to the Village for all loss or omissions by the Village or its officers, employees, or damage that the Village may suffer, and this Agreement agents. shall,at the Village's option,be null and void. B. Insurance. The Consultant acknowledges D. Termination. Notwithstanding any other and agrees that the Consultant shall, and has a duty to; provision hereof,the Village may terminate this Agreement maintain adequate insurance,in an amount,and in a form at any time upon 15 days prior written notice to the and from companies, acceptable to the Village. The Consultant. In the event that this Agreement is so Consultant's maintenance of adequate insurance shall not be terminated,the Consultant shall be paid for Services actually construed in any way as a limitation on the Consultant's performed and reimbursable expenses actually incurred,if liability for losses or damages under this Agreement. any,prior to termination,not exceeding the value of the Services completed. C. No Personal Liability. No elected or appointed official, or employee of the Village shall be E. Compliance with Laws and Grants. personally liable,in law or in contract,to the Consultant as Consultant shall give all notices,pay all fees,and take all the result of the execution of this Agreement. other action that may be necessary to ensure that the Services are provided, performed, and completed in accordance with all required governmental permits,licenses, or other approvals and authorizations that may be required in connection with providing,performing,and completing the Services,and with all applicable statutes,ordinances,rules, 2 and regulations,including without limitation the Fav Labor Village of Oak Brook Standards Act; any statutes regarding qualification to do 1200 Oak Brook Road business;any statutes prohibiting discrimination because of, Oak Brook,Illinois 60523 or requiring affirmative action based on,race,creed,color, Attention: Jason Paprocki national origin,age,sex,or other prohibited classification, Finance Director including, without limitation, the Americans with Disabilities Act of 1990,42 U.S.C.§§12101 et seq.,and the Notices and communications to the Consultant shall be Illinois Human Rights Act, 775 ILCS 5/1-101 et seq. addressed to,and delivered at,the following address: Consultant shall also comply with all conditions of any federal, state, or local grant received by the Village or Sikich Consultant with respect to this Agreement or the Services. 1415 West Diehl Road,Suite 400 Consultant shall be solely liable for any fines or civil Naperville,Illinois 60563 penalties that are imposed by any governmental or quasi- Attention:Anthony M.Cervini,CPA, governmental agency or body that may arise,or be alleged to CFE,Partner have arisen,out of or in connection with Consultant's,or its subcontractors, performance of,or failure to perform, the I. Waiver. Neither the Village nor the Services or any part thereof. Every provision of law Consultant shall be under any obligation to exercise any of required by law to be inserted into this Agreement shall be the rights granted to them in this Agreement except as it deemed to be inserted herein. shall determine to be in its best interest from time to time. The failure of the Village or the Consultant to exercise at any F. Defaul If it should appear at any time time any such rights shall not be deemed or construed as a that the Consultant has failed or refused to prosecute,or has waiver of that right,not shall the failure void or affect the delayed in the prosecution of,the Services with diligence at Village's or the Consultant's right to enforce such rights or a tate that assures completion of the Services in full any other rights. compliance with the requirements of this Agreement,or has otherwise failed,refused,or delayed to perform or satisfy the J. Third Party Beneficiary. No claim as a Services or any other requirement of this Agreement("Event third party beneficiary under this Agreement by any person, of Defauh11,and fails to cure any such Event of Default firm,or corporation shall be made or be valid against the within ten business days after the Consultant's receipt of Village. written notice of such Event of Default from the Village, then the Village shall have the right,without prejudice to any 14 Governing Law:Venue. This Agreement other remedies provided by law or equity,to(1)terminate shall be governed by,construed and enforced in accordance this Agreement without liability for further payment;or(2) with the internal laws,but not the conflicts of laws rules,of withhold from any payment or recover from the Consultant, the State of Illinois. Venue for any action arising out of this any and all costs, including attorneys' fees and Agreement shall be in the Circuit Court for DuPage County, administrative expenses,incurred by the Village as the result Illinois. of any Event of Default by the Consultant or as a result of actions taken by the Village in response to any Event of L. Exhibits and Other Agreements. If any Default by the Consultant. conflict exists between this Agreement and any exhibit attached hereto or any other Agreement between the parties G. Assignment. This Agreement may not be relating to this transaction,the terms of this Agreement shall assigned by the Village or by the Consultant without the prevail. prior written consent of the other party. H. Notice. All notices required or permitted M.No Disclosure of Confidential Information by to be given under this Agreement shall be in writing and the Consultant. The Consultant acknowledges that it shall, shall be delivered: (1) personally; (2) by a reputable in performing the Services for the Village under this overnight courier;or by(3)by certified mail,return receipt Agreement,have access,or be directly or indirectly exposed, requested,and deposited in the U.S.Mail,postage prepaid. to Confidential Information. The Consultant shall hold Unless otherwise expressly provided in this Agreement, confidential all Confidential information and shall not notices shall be deemed received upon the earlier of (a) disclose or use such Confidential Information without the actual receipt; (b)one business day after deposit with an express prior written consent of the Village. The Consultant overnight courier as evidenced by a receipt of deposit;or(c) shall use reasonable measures at least as strict as those the three business days following deposit in the U.S.mail,as Consultant uses to protect its own confidential information. evidenced by a return receipt. Notices and communications Such measures shall include, without limitation,requiring to the Village shall be addressed to,and delivered at,the employees and subcontractors of the Consultant to execute a following address: non-disclosure agreement before obtaining access to Confidential Information. 3 i i ATTEST: VELLAGE OF OAK BROOK By: By: Charlotte Pruss,Village Clerk Riccardo F.Ginex,Village Manager ATTEST: SIKICH By: BY Title: Its: