HomeMy WebLinkAbout20-50 Resolution No. 20-50
RESOLUTION
AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH HYDROAIRE, A
SUBSIDIARY OF HYDRO, INC. FOR THE REPAIR OF TWO SLUDGE PUMPS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,
.that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby finds that an
exception to the requirements of the procurement ordinance is necessary and in the best interest of
the city; and
BE IT FURTHER RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,
ILLINOIS, that Richard G. Kozal, City Manager, and Kimberly A. Dewis, City Clerk, be and are
hereby authorized and directed to execute a Purchase Agreement on behalf of.the City of Elgin
with HydroAire, a subsidiary of Hydro, Inc., for the repair of two sludge pumps, a copy of which
is attached hereto and made a part hereof by reference.
s/ David J. Kaptain
David J. Kaptain, Mayor
Presented: April 8; 2020
Adopted: April 8, 2020
Vote: Yeas: 9 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
PURCHASE AGREEMENT
THIS AGREEMENT is hereby made and entered into this 8th day of April, 2020, by and
between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City") and
HydroAire, a subsidiary of Hydro, Inc., a Delaware corporation, (hereinafter referred to as "Hydro"
or "Seller").
NOW, THEREFORE, for and in consideration of the mutual promises and covenants
contained herein, the sufficiency of which is hereby mutually acknowledged, the parties hereto
hereby agree as follows:
1. PURCHASE. City shall purchase, and Hydro shall sell the goods and services provided for
herein pursuant to the terms and provisions described by Attachment A, attached hereto and made a
part hereof.
2. LAW/VENUE. This agreement is subject to and governed by the laws of the State of
Illinois. Venue for the resolution of any disputes or the enforcement of any rights arising out of or in
connection with this agreement shall be the Circuit Court of Kane County, Illinois. Hydro hereby
irrevocably consents to the jurisdiction of the Circuit Court of Kane County, Illinois for the
enforcement of any rights, the resolution of any disputes and/or for the purposes of any lawsuit
brought pursuant to this agreement or the subject matter hereof, and Hydro agrees that service by
first class U.S. mail to George Harris, 834 W. Madison St., Chicago, Illinois 60607 shall constitute
effective service. Both parties hereto waive any rights to a jury.
3. NO MODIFICATION. There shall be no modification of this agreement, except in writing
and executed with the same formalities as the original.
4. MERGER. This agreement embodies the whole agreement of the parties. There are no
promises, terms, conditions or obligations other than those contained herein, and this agreement
shall supersede all previous communications, representations or agreements, either verbal, written
or implied between the parties hereto.
5. INTEREST. Hydro hereby waives any and all claims or rights to interest on money
claimed to be due pursuant to this agreement, and waives any and all such rights to interest to which
it may otherwise be entitled pursuant to law, including, but not limited to, pursuant to the Local
Government Prompt Payment Act (50 ILCS 505/1, et seg.), as amended, or the Illinois Interest Act
(815 ILCS 205/1, et seq.), as amended. The provisions of this paragraph shall survive any
expiration, completion and/or termination of this agreement.
6. SEVERABILITY. The terms of this agreement shall be severable. In the event any of the
terms or the provisions of this agreement are deemed to be void or otherwise unenforceable for any
reason, the remainder of this agreement shall remain in full force and effect.
7. EXECUTION. This agreement may be executed in counterparts, each of which shall be an
original and all of which shall constitute one and the same agreement. For the purposes of
executing this agreement, any signed copy of this agreement transmitted by fax machine or e-mail
shall be treated in all manners and respects as an original document. The signature of any party on
a copy of this agreement transmitted by fax machine or e-mail shall be considered for these
purposes as an original signature and shall have the same legal effect as an original signature. Any
such faxed or e-mailed copy of this agreement shall be considered to have the same binding legal
effect as an original document. At the request of either party any fax or e-mail copy of-this
agreement shall be re-executed by the parties in an original form. No party to this agreement shall
raise the use of fax machine or e-mail as a defense to this agreement and shall forever waive such
defense.
8. CONFLICT. In the event of any conflict between the terms and provisions of this purchase
agreement and' Attachment A hereto, the terms and provisions of this purchase agreement shall
control.
9. PAYMENT. City shall pay the total sum of$30,695 as described by Attachment A, which
shall be paid within thirty (30) days of delivery and full performance by Hydro of all of Hydro's
contractual obligations herein. Fulfillment of any warranty obligations shall not be construed as
constituting part of Hydro's performance duties for payment purposes pursuant to this section.
Notwithstanding anything to the contrary provided for herein all pricing, fees and amounts listed in
Attachment A shall be all-inclusive, and shall be inclusive of all freight, shipping and any
applicable taxes.
10. DELIVERY. Hydro shall complete delivery of all goods on or before July 1, 2020.
11. TERMINATION. The following shall constitute events of default under this Agreement:
(a) any material misrepresentation made by Hydro to the City; or (b) any failure.by Hydro to
perform any of its obligations under this Agreement including, but not limited to, any of the
following: (i) failure to commence performance of this Agreement at the time specified in this
Agreement; (ii) failure to perform this Agreement with sufficient personnel and equipment or to
deliver product to ensure the performance or completion of this Agreement within the specified
time; (iii) failure to perform this Agreement in a workmanlike manner reasonably satisfactory to the
City; (iv) failure to promptly re-perform within reasonable time the services that were rejected by
the City as erroneous or unsatisfactory; or (v) failure to comply with a material term of this
Agreement. In the event of such termination by the City, the City's liability to Hydro shall be
limited to reasonable payment for and goods and/or services already provided by Hydro pursuant to
this Agreement.
12. LIMITATION OF DAMAGES. In no. event shall City be liable for any monetary
damages in excess of the purchase price contemplated by this agreement. In no event shall City be
liable for any consequential, special or punitive damages, or any damages resulting from loss of
profit.
13. TRANSFER OF TITLE/RISK. Transfer of title, and risk'of loss shall pass to the City
upon delivery of the goods. All transportation and delivery shall be at Hydro's sole expense.
14. LIMITED WARRANTIES. The following is in lieu of all warranties, express or implied,
written, oral or arising under custom of trade, including but not limited to, the warranties of
2
merchantability and fitness for any particular purpose. Hydro, except as otherwise hereinunder
provided, warrants services performed by Hydro and refurbished equipment and parts of its own
manufacture against defects in material and workmanship for (i) one (1) year from the date of
performance, in the case of services, or (ii) one (1) year from the date of initial startup, but not to
exceed five (5) years from the date of invoice, in the case of equipment and parts; provided,
however, that final alignment, lifts and floats are witnessed by a Hydro service technician and that
the equipment and parts are stored in accordance with Hydro's specifications. This warranty
excludes all parts and equipment not manufactured by Hydro, which are warranted only by the
manufacturer thereof to the extent and in the manner of such manufacturer's warranty, if any, and
such warranty is enforceable only to the extent Hydro is reasonably able to enforce such
manufacturer's warranty. This warranty, with respect to reverse engineering parts, is limited to the
shape accuracy (within reasonable limits) of such part. This warranty does not extend to (a)
equipment and/or parts that have been repaired by anyone other than Hydro without prior written
authorization or (b) damage due to accident, misuse, negligence, or abnormal use. The exclusive
remedy of City against Hydro for breach of warranty shall be repair or replacement of the
equipment or parts at Hydro's option; provided, however, solely in the case of reverse engineered
parts, if any, if Hydro is unable, in its discretion, to repair or replace the part, the exclusive remedy
of City against Hydro for breach of warranty shall be reimbursement of the.purchase price of the
defective part. All items claimed to be defective within the warranty period must be shipped, at
City's expense to Hydro facility where City purchased the item. If in fact defective, such items will
be repaired or replaced, or, solely with respect to reverse engineered parts, the purchase price
reimbursed in accordance with the terms herein. Hydro shall in no way be liable for any expenses
incurred by City in any attempt to repair, replace or rework any allegedly defective item of sale.
15. CHANGES. Any notice or instruction from City received subsequent to Hydro's order
acknowledgment, including supplementary information contained in a confirming purchase order,
which has the effect of changing the specifications, scope of work, or other items, will be effective
only upon an appropriate adjustment in the price and/or delivery date, and acceptance of any change
by Hydro in writing.
16. CANCELLATION. Cancellation of orders by City to Hydro can only be made with
Hydro's prior written consent and upon payment to the Company of reasonable and proper
cancellation charges in an amount acceptable to Hydro.
17. FORCE MAJEURE. Hydro shall not be liable in any manner for any delay in or
impairment of performance or delivery resulting in whole or in part from fire, floods, and other
actions of the elements, acts of God, strikes or labor difficulties, any acts of governmental or
military authorities, terrorism, riots or other civil commotions, delays in transportations or procuring
materials, or any other circumstances or cause of any kind beyond the control of the company or its
suppliers.
18. ASSIGNMENT. City shall not assign any quotation or order or any interest therein without
the prior written consent of Hydro. Any actual or attempted assignment without Hydro's prior
written consent shall be void and have not force or effect.
3
IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above
written.
HYDROAIRE GIN
Michelle Carrera
Print Name Richard G. Kozal, City Manage
'--
At,
Signature ity Clerk
Vice President, Hydro Inc.
Title
F:\Legal DeptWgreementWydroAire-Purchase.Agreement 3-30-20.docx
4
ATTACHMENT A
1
JqJr ( Engineering Pumps for
.q#rut40
AHydro COmpaw I Better Performance and Longer Life
1126 W.40th Street,Chicago.,IL 60609-2505_
Phone:(173)890-9300 Fax:(773)89079302
PROPOSAL
March 5, 2020
City of Elgin
150 Dexter Court
Elgin, IL 60120
Attention: David Knowles
Subject: Repair of Your Fairbanks Morse 4" Model B5424S Sludge Pumps
HydroAire SO#8410 & SO#8411 (Condensed Version)
Dear David,
We would like to offer our proposal for the inspection and repair work scope to refurbish your
Fairbanks 4" Model B5424S pumps as follows:
RE: SO#8410, Fairbanks Morse 4" Model 135424S, S/ftl:K4C1-078702
Parts to be replaced:
a Impeller key a Inner deflector a Outer deflector
a Inner and outer grease seal a Volute gasket a Impeller wear ring
a Mechanical seal (Upgraded to Tungsten a Shaft Sleeve a Inboard &Outboard Bearings
Carbide)
a Repair Impeller(Upgraded to LOCTITEO o Bearing lock nut&washer
PC 7218'mNordbak®Wearing Compound)
The repair cost for SO# 8410, Fairbanks Morse 4" Model B5424S, S/N: K4G1-078702 is as
follows:
Price for disassembly, cleaning and inspection of pump: $1000.00
Price for repair per the above Workscope: $13,278.00
Total for repair (including material upgrades): $16,978 .00
Lead time for repairs after receipt of authorization 6-8 weeks
Yli ;.N,> C2Nr
March 5,2020
City of Elgin
Attn: David Knowles
RE: Repair of Your Fairbanks Morse 4"Fig.5424S Sludge Pumps
HydroAire SO#8410&SO#8411 (Condensed Version)
Page 2 of 4.
RE: SO# 8411, Fairbanks Morse_4" Model 135424S, (No Serial Number Available)
Parts to be replaced:
• Impeller key C Inner deflector a Outer deflector
• Inner and outer grease seal C Volute gasket 0 Impeller wear ring
• Mechanical seal(Re-lap existing Tungsten o Shaft Sleeve c Inboard &Outboard Bearings
Carbide)
o Repair Impeller(Upgraded to LOCTITE® c Bearing lock nut&washer
PC 7218TmNordbaW wearing Compound)
The repair cost for SO# 8411, Fairbanks Morse 4" Model 135424S, S/N: (Not Available) is as
follows:
Price for disassembly, cleaning and inspection of pump: $1000.00.
Price for repair per the above Workscope: $12,717.00
Total for repair (including material upgrades): $13,717 .00
Lead time for repairs after receipt of authorization 6-8 weeks
The'above repairs --coupled with the material & mechanical seal upgrades and in conjunction
with the recommended mechanical seal flushing modifications and recommended periodic
maintenance-- should significantly increase the overall operating life of your pumps.
Thank you again for this opportunity to offer our products and service to you. Please do not to
contact us if you have any questions or require additional information.
Respectfully,
-4-
Robert Jen g .
Senior Muni i I Engineer
HydroAire, Inc.
Office: (773)890-9300
Cell: (219) 781-0460
Email: bjennings@hydroinc.com