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Home My WebLink About23-40 Resolution No. 23-40 RESOLUTION AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH TKB ASSOCIATES, INC. FOR THE LASERFICHE ENTERPRISE CONTENT MANAGEMENT SYSTEM SUBSCRIPTION 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 TKB Associates., for the Laserfiche enterprise content management system subscription, a copy of which is attached hereto and made a part hereof by reference. s/David J. Kaptain David J. Kaptain, Mayor Presented: March 8, 2023 Adopted: March 8, 2023 Omnibus 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 March , 2023, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City")and TKB Associates, Inc.,an Illinois corporation,(hereinafter referred to as "TKB"). 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 TKB shall sell the goods and/or services described by Attachment A,attached hereto and made a part hereof. 2. TERMS. This Agreement shall be subject to the terms and conditions contained herein and as provided by Attachment A. 3. TERM. This Agreement shall terminate March 31,2024. 4. 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. TKB 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 TKB agrees that service by first class U.S. mail to Gerald Breitbarth, 9459 Enterprise Drive, Mokena, Illinois 60448 shall constitute effective service. Both parties hereto waive any rights to a jury. 5. NO MODIFICATION. There shall be no modification of this agreement, except in writing and executed with the same formalities as the original. 6. 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. 7. INTEREST. TKB 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 50511, et seq.), 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. 8. 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. 9. COMPLIANCE WITH LAW. Notwithstanding any other provision of this agreement, it is expressly agreed and understood that in connection with the performance of this agreement, TKB shall comply with all applicable federal, state, city and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, TKB hereby certifies, represents and warrants to the City that all of TKB's employees and/or agents who will be providing products and/or services with respect to this agreement shall be legally authorized to work in the United States. TKB shall also, at its expense, secure all permits and licenses, pay all charges and fees, and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this agreement. The City shall have the right to audit any records in the possession or control of TKB to determine TKB's compliance with the provisions of this section. In the event the City proceeds with such an audit, TKB shall make available to the City TKB's relevant records at no cost to the City. City shall pay any and all costs associated with any such audit. 10. 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. 11. 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 supersede and control. 12. PAYMENT. City shall pay the total sum of $43,682 within thirty (30) days of delivery or city's receipt of invoice,whichever is later. The aforementioned total sum is inclusive of all freight, shipping and applicable taxes. City is a tax-exempt governmental body. 13. 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. 14. TRANSFER OF TITLEAUSK. Transfer of title, and risk of loss shall pass to the City upon delivery of the goods. All transportation and delivery shall be at TKB's sole expense. 15. INDEMNIFICATION. To the fullest extent permitted by law, TKB agrees to and shall indemnify, defend and hold harmless the City, its officers, employees, boards and commissions from and against any and all claims, suits,judgments, costs, attorney's fees, damages or any and all other relief or liability arising out of or resulting from or through or alleged to arise out of any acts or negligent acts or omissions of TKB or TKB's officers, employees, agents or subcontractors in the performance of this agreement, including but not limited to, all goods delivered or services or work performed hereunder. In the event of any action against the City, its 2 officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of the City's choosing. 16. WA_I _E. Neither party hereto shall be responsible for any consequential, indirect, punitive or incidental damages for any reason whatsoever. Any delay or failure to enforce any rights by either party arising out of or pursuant to this Agreement shall not constitute, and shall not be construed as,a waiver of any such rights. 17. LIMITATION OF ACTIONS. TKB shall not be entitled to, and hereby waives, any and all rights that it might have to file suit or bring any cause of action or claim for damages against the City of Elgin and/or its affiliates, officers, employees, agents, attorneys, boards and commissions of any nature whatsoever and in whatsoever forum after two (2) years from the termination of this Agreement. 18. NO SPECIAL OR OTHER DUTY. No special duties or obligations are intended and shall not be deemed or construed to be created by this agreement. Notwithstanding anything to the contrary in this agreement, it is agreed and understood that no third party beneficiaries are intended or shall be construed to be created by the provisions of this agreement and it is the intention of the parties hereto that no action may be commenced by any person or entity against the City and/or TKB and/or their respective officials, officers, employees, agents and/or other related persons or entities for monetary damages for any alleged breach or failure to provide services described in this agreement. The provisions of this section shall survive any expiration and/or termination of this agreement. The person signing this Agreement certifies that s/he has been authorized by the Seller to commit the Seller contractually and has been authorized to execute this Agreement on its behalf. IN WITNESS WHEREOF, the parties have hereto set their hands the day and year first above written. TKB ASSOCIATES, INC. CITX R ELGIN /41 Print Name Richard G.Kozal, City Manag rr Attest: S' Title City Clerk Legal Dept\Agmemenff](B Associates-Purchase Agr-Laserfiche Annual Software Plan-2-10-23.docx 3 ATTACHMENT A TKB Associates, Inc. Invoice 9459 Enterprise Drive Date Invoice # Mokena, IL 60448 01/01/2023 14816 Bill To Ship To City of Elgin City of Elgin Attn: Aaron Cosentino Attn: Aaron Cosentino 150 Dexter Ct 150 Dexter Ct Elgin, IL 60120 Elgin, IL 60120 P.O. No. Terms Rep Via Due on receipt ]B UPS Quantity Item Code Description Price Each Amount 100 ENFB ENF01 Laserfiche RIO 100-199 Named User-Annual LSAP 161.00 16,100.00 100 EFRMB EFRM -RIO Laserfiche Forms Users-10%of Named User-Annual 16.10 1,610.00 Support 100 MCNCS MCNC Laserfiche Connector-Annual Support 8.05 805.00 500 ISCOMMB 500 ]SCOMMB- Laserfiche Community users-Annual Subscription (500 21.334 10,667.00T users) 1 EPPFRMB EPFRM-RIO Laserfiche Forms Portal-Annual LSAP 1,600.00 1,600.00 1 PPXB PXB RIO Laserfiche Public Portal license -Includes Laserfiche 9,000.00 9,000.00 WebLink and unlimited WebLink-only retrieval connections-Annual Support 1 QC2B QC2 -RIO Laserfiche Quick Fields Classify-Quick Fields,Quick 1,500.00 1,500.00 Fields Scripting Kit and Validation packages for Bar Code, Real-Time Lookup, Zone OCR,and Document Classification -Annual Support 1 QC6B RIO QC6-Laserfiche Auto Stamp/Redaction/Bates Numbering - 100M 100.00 Annual Support 1 QFAB QFAB-RIO LaserFiche Quick Fields Agent-Annual Support 2,000.00 2,000.00 1 IAB IAB RIO Import Agent-Annual Support 300.00 300.00 Total Investment Annual LSAP 43,682.00 Your current LSAP Plan expires 03/03/2023 Notice of Maintenance and Support Renewal Subtotal Please visit our Web Site at www.tkbassociates.com Sales Tax (0.0%) Phone# Fax# 708-478-4100 708-478-4167 Total Page 1 TKB Associates, Inc. Invoice ` 9459 Enterprise Drive �'g�ssocIa'�" P Date Invoice Mokena, IL 60448 01/01/2023 14816 Bill To Ship To City of Elgin City of Elgin Attn: Aaron Cosentino Attn: Aaron Cosentino 150 Dexter Ct 150 Dexter Ct Elgin, IL 60120 Elgin, IL 60120 P.O. No. Terms Rep Via Due on receipt JB UPS Quantity Item Code Description Price Each Amount LSAP Your LaserFiche Software Assurance Plan (LSAP) includes: 0.00 • Complete Telephone Support from 8:00am to 5:00pm Central Time with a guaranteed 24 Hour response time to troubleshoot/resolve Laserfiche software issue, TKB Associates, Inc. is your first line of support for all software and related technical issues • Telephone Hotline Support from Laserfiche Technical Support within the next business day, usually within 3 hours. TKB Associates, Inc. must initiate the call to Laserfiche. • 24-Hour access via email support@tkbassociates.com • Remote desktop Support through GoToManage • All new software releases and updates are provided free of charge. This does not include the Billable Professional Services to install those upgrades on existing or new servers. • 24/7 Access to the Knowledge Base, discussion forums, software and licenses, and other educational resources on the Laserfiche Support Site. • 100%Credit towards product upgrades • Reduced Consulting and Professional Fees • Technical Bulletins and Newsletters Notice of Maintenance and Support Renewal Subtotal $43,682.00 Please visit our Web Site at www.tkbassociates.com Sales Tax (0.0%) $0.00 Phone# Fax# Total $43,682.00 708-478-4100 708-478-4167 Page 2