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Home My WebLink About21-179 Resolution No. 21-179 RESOLUTION AUTHORIZING EXECUTION OF A SUB-RENTAL AGREEMENT WITH TURF TANK USA, INC. FOR ROBOTIC EQUIPMENT AND TECHNICAL SERVICES AT THE ELGIN SPORTS COMPLEX AND JACK E. COOK PARK 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,be and is hereby authorized and directed to execute an Sub-Rental Agreement on behalf of the City of Elgin with Turf Tank USA, Inc., for robotic equipment and technical services at the Elgin Sports Complex and Jack E. Cook Park, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: December 1, 2021 Adopted: December 1, 2021 Omnibus Vote: Yeas: 9 Nays: 0 Attest: s/Kimberly Dewis Kimberly Dewis, City Clerk DocuSign Envelope ID:C89B4D83-1E52-4DA6-AB50-329D4FF2D20E TURF TANK e TURF TANK" Sub-Rental Agreement Company Name Country Phone Number City of Elgin,an Illinois municipal corporation United States 847-931-6129 ce UBilling Address City State Zip Rental Order Requisition Number rn 100 Dexter Court Elgin IL 60120 0 Equipment Location(if not same as above) City State Zip Send Invoice to Attention of: 709 Sports Way Elgin IL 60123 1—zz Equipment Description Model Number Serial Number Quantity Description(Attach Separate Schedule A If Necessary) New Used cy • z 111 i Turf Tank ONE Robot PRO 1 GPS Line Marking Robot E Ela C7 Lj. El El W z Z Payment Frequency Number of Rental Applicable Total Rental Z Quarter Annual Other Payments Payment Sales Tax Payment Currency USD Installation Fee + $1,500 r- 0 ^ ^ 1�'period Payment + $3,750 ,Ti a I I I I 24 + $3,750 + = $90,000 Term (After Install) J- re 72 111 (Months) Other + a o + + = Z Total Payment Total Payment Term $91,500 Enclosed = $5,250 TERMS AND CONDITIONS 1.Sub-Rental Agreement:You(the'Customer')agree to rent from us(the'Sub-lessor)the equipment • listed above and all of the Products&Services identified on the quote created on August 5,2021, Reference No.20210805-122933471,attached to this Sub-Rental Agreement as Exhibit A and • incorporated herein by this reference(the'Equipment').Turf Tank Marking ApS(the'Owner')holds full and unconditional title to the Equipment,cf.section 2 below.The Owner has prior to this Sub-Rental 6.End of Sub-Rental Agreement:At the end of the rental term,you shall retum the Equipment in good working Agreement rented the Equipment to the Sub-lessor on a separate rental agreement under which the Sub- condition at your cost to us or the Owner,subject to the warranties and service agreement provided to you as set lessor is entitled to sublease the Equipment on the Terms and Conditions stipulated in this Sub-Rental forth in section 3 above Agreement.The Sub-Rental Agreement is effective on the date that it is accepted and signed by both parties hereto,and the term of the Sub-Rental Agreement begins on the date that the Equipment is 7.Default and Remedies:If either party violates or breaches any term of this Sub-Rental Agreement,such installed,as indicated below in the box identified as'Lessee Acceptance'(the'Commencement Date'), violation or breach shall be deemed to constitute a default,and the other party has the right to seek and continues thereafter for the number of months indicated above.Rental Payments are due as invoiced administrative contractual or legal remedies as may be suitable to the violation or breach;and,in addition,if • by us,and invoices will be paid by the Customer upon thirty(30)days of receipt, either party by reason of any default,fails to within fifteen(15)days after notice thereof by the other party to comply with the conditions of the Sub-Rental Agreement,the other party may terminate this Sub-Rental 2.Title: The Owner, Turf Tank ApS, a Danish private limited company validly incorporated Agreement.Notwithstanding the foregoing,or anything else to the contrary in this Sub-Rental Agreement,with under the laws of Denmark with company registration no. 36722436 and its registered address the sole exception of an action to recover the monies the Customer has agreed to pay the Sub-lessor under this at Farevej 31, DK-9800 Hjemng, has full and unconditional title to the Equipment.If this Sub- Sub-Rental Agreement,the total amount of which is set forth as the Total Payment Term above,no action shall • Rental Agreement is deemed to be a security agreement,you grant us—and ultimately the Owner—a be commenced by Sub-lessor against the City for monetary damages of any kind security interest in the Equipment and the proceeds thereof.You authorize us to sign and file Uniform Commercial Code("UCC")financing statements on the Equipment. 3.Equipment Use,Maintenance and Warranties:We transfer or sub-transfer to you any manufacturer warranties provided to us and/or the Owner.You are required to keep the Equipment in good working condition and to pay for all supplies and repairs,subject to the manufacturer warranties transferred to the • Customer herein,and further subject to those supplies and repairs that are covered by the warranty and service agreement identified as the Plus Subscription Warranty,attached hereto as Exhibit 8 and 7.1 Default by the Sublessor—subrogation by the Owner:Should the Sublessor default on the rental agreement • incorporated herein by this reference with the Owner of the Equipment,you accept that the Owner will have the right to subrogate into the Sublessors ' legal position under this Sub-Rental Agreement and thus become a party(the new lessor)to this Sub-Rental • 4.Assignment:You agree not to transfer,sell sublease,assign,pledge or encumber either the Agreement assuming the same rights and obligations under the Sub-Rental Agreement as the Sublessor prior to Equipment or any rights under this Sub-Rental Agreement without our prior written consent.You agree its default.The Owner will give you a prompt notice about the Sublessor's default and that any and all payments that we may sell,assign,or transfer this Sub-Rental Agreement and the new owner will have the pending or due under this Sub-Rental Agreement by you at the time of the Sublessor's default can only be made • same rights and benefits we now have and will not have to perform any of our obligations and in full discharge to the Owner of the Equipment. the rights of the new owner will not be subject to any claims,defenses,or setoffs that you may have against us,the Owner or any third party. 8.Miscellaneous:You agree this Sub-Rental Agreement is a"Finance Lease"as defined in Article 2A of the UCC.You acknowledge we have given you the name of the Owner and agree that you may have rights under 5.Risk of Loss:You are responsible for all risks of loss or damage to the Equipment,and if any loss this contract with the Owner and you may contact the Owner for a description of these rights.If requested,you occurs,you are required to satisfy all of your Sub-Rental Agreement obligations,except for such loss or will sign a separate Equipment acceptance certificate.This Sub-Rental Agreement was made in Georgia(GA), damage covered by the warranties and service agreement provided to you as set forth in section 3 above. is to be performed in IL and shall be govemed in accordance with the laws of IL.You agree that the Equipment will only be used for business purposes and not for personal,family or household use,and will not be moved from the above location without our consent.We,or whoever we authorize hereto,may inspect the Equipment during the term of this Sub-Rental Agreement.You agree that a facsimile copy of this Sub-Rental Agreement with facsimile signatures may be treated as an original and will be admissible as evidence of this Sub-RentalI Agreement.Venue for the resolution of any disputes or the enforcement of any rights arising out of or in 1 connection with this Agreement shall be exclusively in the Circuit Court of Kane County,Illinois. • >-F El You agree that this is a non-cancellable Sub-Rental Agreement with exception to Appendix A. z El aa W Qre o re fn , • h 16 Full Legal Name Title Date Signature V Richard G.Kozel City Manager December 1,2021 (/ VThe Equipment has been received,put in use,is in good working order and is satisfactory and acceptable. H F Full Legal Name Title Date Signatur64 W W Richard G.Kozal City Manager December 1,2021 J rJ a 0 TURF TANK W Turf Tank,3330 Cobb Parkway NW,Suite 324-380,Acworth,GA 30101,USA. w , DocuSignedby: m Rental Agreement Commencement Rental Agreement Number Date Accepted by ,',)-ii ��!`��),�� L/a-u.{O�Oe. 7 11/22/2021 `-06518239100E4ED... DLA PIPER Turf Tank USA Inc. TURF TANK' Sub-Rental Agreement Appendix to Sub-Rental Agreement on Turf Tank One autonomous line marking robot Appendix(A)—Annual Appropriation Clause You believe that funds can and will be obtained in amounts sufficient to make all Rental Payments during the Rental term in each fiscal year. If your official governing body does not allow you funds for the succeeding fiscal year to continue such payments under the Sub-Rental Agreement, you may terminate the Sub-Rental Agreement at end of the current fiscal year, by giving (90) days prior written notice to us. Upon termination of the Sub-Rental Agreement, you will be responsible for the payment due prior to the end of the 90-day notice period referred to above. Upon the occurrence of this event, you shall, at your cost and expense, both restore the Equipment to its original condition(excepting only reasonable wear and tear)and return it to us in accordance with the terms set forth in the Sub-Rental Agreement. For the Customer: For the Sublessor,Turf Tank USA Inc. Title: Sub-Rental Agreement Commencement Date City Manager Full Legal Name: Sub-Rental Agreement Number Richard G.Kozal Accepted by and Date: Accepted by and Date: December 1,2021 Custom .gnature: Sublessor Signature: 4: TURF TANK® [ IL] Elgin Parks and Recreation - Pro Subscription Quote created on August 5, 2021 - Reference: 20210805-122933471 [IL] Elgin Parks and Recreation Jason Platt 150 Dexter Ct Land Management Crew Leader Elgin, IL 60120 platt_j@cityofelgin.org United States 8479316002 Products & Services US-Turf Tank Pro Package - Upfront Implementation Cost 1 x $1,500.00 Includes: -Configuration & Shipping of Robot -Secure Inventory & Lock in Installation Date - Product Training & Online Resources US -Turf Tank Pro Package 1 x $15,000.00/year Includes: -GPS Paint Robot+ GPS Package -Continuous Software Improvements - Free Form Text Creation -Customized Logo Creation -Standard Geometry Package - Extended Geometry Package - Paint: 300-360 Gallons Any Color - Robot Battery: 12 Hour Daily Runtime -Customer Support: 24/7 Monday-Sunday - Hardware Warranty Program: Full (Includes Consumables) - Premium Turf Tank Accessories -Customized Robot Wrapping - Beta Testing Availability on Software Features Recurring subtotal $15,000.00/year One-time subtotal $1,500.00 Total $16,500.00 This quote expires on November 3, 2021. Signature December 1,2021 Signature Date Richard G.Kozal,City Manager Printed name Questions?Contact me Zach Grosenheider Regional Territory Manager zach.grosenheider@turftank.com +1 (217)313-6960 Turf Tank 3330 Cobb Parkway NW, Suite 324-380 Actworth, GA 30101 United States TURF TANK ® WVVvv.iui t tiatvK.c vm 4iifr Warranty Wear Covered by warranty/service agreement and tear agreement Plus Subscription Limited Warranty Plan—Included w/ Control unit X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Harness X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Rover X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Base X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Tablet X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Robot body X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Battery cartridge X* Plus Subscription Annual Renewal Actuator for Limited Warranty Plan—Included w/ spraydisc X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Power supply X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Safety sensor X* Plus Subscription Annual Renewal Safety panel Limited Warranty Plan—Included w/ (ignition etc) X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Motor X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Pump X* Plus Subscription Annual Renewal Limited Warranty Plan—Included w/ Solenoid X* Plus Subscription Annual Renewal Hose X Not included Wheels and suspension X Not included Rear mudguard X Not included Tripod X Not included Field Paint X Not included Robot Cover X Not included Battery X Not included *With precaution for damage and water penetration Appendix(B)—Plus Subscription Warranty