HomeMy WebLinkAbout24-1120 Trimark November 20, 2024 Agenda
Bid Item: #1 — Conveyor Dishwasher Replacement for Hemmens
Cultural Center — Sourcewell Joint Purchasing Agreement ($29,818)
• Signature needed by City Manager and City Clerk.
• Return 1 copy to Nickon Etminan.
PURCHASE AGREEMENT
THIS AGREEMENT is hereby made and entered into this 20th day of November 2024,by and
between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to as "City") and
TriMark Marlinn, LLC,an Illinois limited liability company(hereinafter referred to as "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 Seller shall sell the goods and/or services to
the City as described in the four(4)page proposal,dated October 18,2024,attached hereto and made
a part hereof as Attachment A, and as provided by the Sourcewell Contract #063022, incorporated
herein by reference(the"Sourcewell Agreement").
2. TERMS. This Agreement shall be subject to the terms and conditions contained
herein and as provided by Attachments A and B, which are attached hereto and made a part hereof,
and the Sourcewell Agreement. In the event of any conflict between any of the terms and provisions
of this Agreement and either Attachment A, Attachment B, or the Sourcewell Agreement, or any
portion thereof, the terms and provisions of this Agreement shall supersede and control. In the event
of any conflict between Attachment A and the Sourcewell Agreement,Attachment A shall supersede
and control.
3. 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. Seller 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 Seller agrees that service by first
class U.S. mail to 6100 West 73rd Street, Bedford Park, IL 60638 shall constitute effective service.
The Parties hereto waive any rights to a jury.
4. NO MODIFICATION. There shall be no modification of this Agreement,except in
a writing instrument executed by both Parties with the same formalities as the original Agreement.
5. 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.
6. INTEREST. Seller 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 seq.), as amended, or the Illinois Interest Act
(815 1LCS 205/1,et seq.),as amended. The provisions of this paragraph shall survive any expiration,
completion and/or termination of this Agreement.
7. 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.
8. 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, Seller 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,nondiscrimination and legal status of employees.
9. COUNTERPARTS AND 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. This Agreement may be executed electronically,and any signed copy of this Agreement
transmitted by facsimile machine,email,or other electronic means 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 facsimile machine, email, or other electronic means shall be considered for these purposes an
original signature and shall have the same legal effect as an original signature.
10. PAYMENT. City shall pay the total sum of Twenty Nine Thousand Eight Hundred
Seventeen Dollars and Ten Cents($29,817.10)within thirty(30)days of delivery or City's receipt of
invoice, whichever is later. The aforementioned total sum is inclusive of all freight and shipping
costs.The City of Elgin is a tax-exempt governmental entity.
11. 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.
12. TRANSFER OF TITLE/RISK. Transfer of title, and risk of loss shall pass to the
City upon delivery of the goods.
13. INDEMNIFICATION. To the fullest extent permitted by law, Seller agrees to and
shall indemnify, 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 Seller or Seller'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 officers, employees, agents,
boards or commissions covered by the foregoing duty to indemnify and hold harmless, such action
shall be defended by legal counsel of the City's choosing.
14. WARRANTY. All applicable warranties, including but not limited to any and all
applicable manufacturer's warranties, warranties of merchantability, and warranties of fitness for a
particular purpose, are included as part of this Agreement, and shall apply to all goods, accessories,
components,and services to the benefit of the City.
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15. RELATIONSHIP BETWEEN THE PARTIES. This Agreement shall not be
construed so as to create a joint venture, partnership, employment or other agency relationship
between the Parties hereto.
16. WAIVER. 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.The Parties hereto agree that any action by the Seller
arising out of this Agreement must be filed within one year of the date the alleged cause of action
arose or the same will be time-barred.
18. TIME IS OF THE ESSENCE. Time is of the essence of this Agreement.
19. NONDISCRIMINATION. The Seller will not discriminate against any employee or
applicant for employment because of race,color,religion,sex,national origin,age,ancestry,order of
protection status, familial status, marital status, physical or mental disability, military status, sexual
orientation, or unfavorable discharge from military service which would not interfere with the
efficient performance of the job in question. The Seller will take affirmative action to comply with
the provisions of Elgin Municipal Code Section 5.02.040 and will require any subcontractor to submit
to the City a written commitment to comply with those provisions. The Seller will distribute copies
of this commitment to all persons who participate in recruitment, screening, referral and selection of
job applicants,prospective job applicants,and subcontractors.
The persons 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.
TRIMARK MARLINN, LLC CIT LGIN
Gregory Kadens L/
.roe7(1
Print Name Richard G. Kozal. City Manager
Ovioeff kia 4c Attest:
Signature
Divisional Vice President
Title ity Clerk
Legal Dept\Agreement\TriMark Purchase Agr-I0-24-24 docx
3
TriMarkExhibit A Quote
Foodservice Equipment,Supplies and Design 11/13/2024
MARLINN
Project: From:
Hemmens Cultural Center TriMark Marlinn LLC
Champion Dean Holmes
6100 W. 73rd Street, Suite 1
Bedford Park, IL 60638
708-496-1700
Job Reference Number: 18887
Sourcewell Contract#063022-SES- FoodserviceEquipment and Supplies
Item City Description Sell Sell Total
1 1 ea DISHWASHER,CONVEYOR TYPE $22,616.60 $22,616.60
Champion Model No.44 PRO
Pro Series,44"W rack conveyor dishwasher, Proportional Rinse,
Progressive anti-jam drive system,top mounted Prodigy series
HMI user interface, Proactive maintenance software,100 gallons
per hour with energy sentinel (idle pump shut-off), (209) racks per
hour, single-piece hood design, single-piece stainless steel upper
& lower wash arms manifolds, internal removable scrap basket,
dual-piece scrap screens, 20"standard vertical clearance which
accommodate 18"x 26" sheet pans,full 180°opening leak proof
insulated hinged access doors,automatic tank fill, door safety
switches, leak-proof ball valve drains, lower front&side
enclosure panels, stainless steel heavy gauge construction
including base & legs,electric tank heat, 2 HP wash pump, single
point machine& booster connection,vent fan control, stainless
steel rear manifolds, includes: (1) 20"x 20" peg rack&(1) 20"x 20"
flat rack, NSF Pot&Pan mode,cULus, ENERGY STARE, Made in USA
1 ea 1 year parts&labor warranty, standard
1 ea Complimentary factory authorized performance test included,
upon equipment start-up. Consult local Champion sales
representative for coordination of the start-up. If customer is
beyond 60 miles from Champion authorized service agent, consult
factory.
1 ea Right-to-left operation
1 ea Note: For water of 3-grains of hardness or more, Champion
recommends adding a water treatment device.
1 ea 208v/60/3-ph
1 ea Electric tank heat,standard
1 ea No booster
Initial:
Hemmens Cultural Center Champion Page 1 of 4
TriMark Marlinn LLC 11/13/2024
Item Qty Description Sell Sell Total
1 ea 454315-PRO Detergent and Rise Pumps $1,182.16 $1,182.16
1 ea Stainless steel vent cowl with 7" stack & locking damper (set) $1,518.34 $1,518.34
1 ea 20" High hood vertical clearance for sheet pans (standard)
ITEM TOTAL: $25,317.10
2 1 ea INSTALLATION $4,500.00 $4,500.00
Major Appliance Service Model No. QT 80658
Description of Work Needed:
Quote to receive, prep, deliver and install new 44" dish machine.
Includes:removal/disposal of existing 66" machine, set into place
new machine, pipe water line from existing booster heater and
provide install custom S/S HVAC transitions (2), to connect
existing "drops" HVAC below ceiling line to new machine.
Electrical and Drain by customer
Major shall pipe drain line to local open floor drain, if open drain
is provided
Quote based on:
-Regular hours M-F 7am-4pm
-All local building services must be code compliant by customer,
inlcuding electrical,water,drain and HVAC, with fully
operational local shut-off devices,within 48" of new machine
-NO building utility modifications by Major
-Quotation is based on existing tables used "AS-Is". If tables are
to be sealed to walls,additional costs for notching around
utilities and trim shall be required and added (NOT INCLUDED
WITH THIS QUOTE)
ITEM TOTAL: $4,500.00
INTERCONNECTION AND/OR FAN OPERATIONAL CONTROLS AND
WIRING AND NOT INCLUDED AND MUST BE ADDRESSED
BY BUILDING ELECTRICIAN/HVAC CONTRACTOR
NO WELDING REQUIRED
3 1 ea INSTALLATION $-200.00 <Optional>
Major Appliance Service Model No. QT80658
ADD-ON'S for field install of new if rewq'd
1 ea ION In-line scale ION device add $400.00 <Optional>
1 ea ION Drain tempering kit add $250.00 <Optional>
** (only an option with an open floor drain and custoemr provided
cold water line)
ITEM TOTAL:<Optional> $450.00
SCOPE OF WORK: UNLESS STATED ABOVE, CHANGES TO
ELECTRICAL SERVICE AND STRUCTURAL PLUMBING TO BE
RESPONSIBILITY OF OTHERS.
STORAGE: IF CONSOLLIDATION IS INCLUDED IN QUOTE ANY ITEMS
WAREHOUSED FOR MORE THAN 60 DAYS WILL BE SUBJECT TO
Initial:
Hemmens Cultural Center Champion Page 2 of 4
TriMark Marlinn LLC 11/13/2024
Item Qty Description Sell Sell Total
i
ADDITIONAL FEES
PERMITS&FEES:ALL PERMITS AND CORRESPONDING FEES ARE
THE RESPONSIBILITY OF OTHERS
DISPOSAL:: DISPOSAL OF ALL JOB SIGHT CRATING MATERIAL TO BE
BY THE CUSTOMER. SIGHT REMOVAL AND DISPOSAL OF
EQUIPMENT TO
BE RESPONSIBILITY OF THE CUSTOMER UNLESS OTHERWISE
STATED ABOVE.
TAXES:ANY DIRECT OR EXCISE TAX IMPOSED ON THIS
TRANSACTION SHALL BE PAID BY THE BUYER.
TERMS&WARRANTY:
UNLESS OTHERWISE STATE ABOVE,THIS QUOTE IS BASED UPON
NORMAL WORKING HOURS. QUOTE IS BASED UPON VISIBLE
CONDITION AT
THE TIME OF THE INSPECTIONS.AT TIMES THERE ARE HIDDEN
CONDITIONS WHICH IMPEDES OUR ABILITY TO COMPLETE AS
ANTICIPATED.WE
RESERVE THE OPTION TO PASS THE COST OF THESE CONDITIONS
ON TO THE BUYER.SELLER WARRANTS TO BUYER THAT THE
SERVICE ABOVE
SHALL BE FREE OF DEFECTS IN WORKMANSHIPS, UNDER NORMAL
USE, FOR A PERIOD NOT EXCEEDING 90 DAYS.
ANY SERVICE COVERED UNDER THIS WARRANTY WILL BE AT
SELLERS OPTION TO BE REPAIRED OR REPLACED.SELLER MAY,AT
HIS OPTION,
GRANT BUYER A CREDIT FOR THE PURCHASE PRICE OF THE
SERVICE.THE FOREGOING REPRESENTS BUYER'S SOLE AND
EXCLUSIVE REMEDY
IN THE EVENT OF A BREACH OF WARRANTY.
SELLER MAKES NO WARRANTY, EXPRESSED OR IMPLIED,OF
FITNESS FOR ANY PATICULAR PURPOSE OR OF ANY OTHER
NATURE,WITH RESPECT TO
THE SERVICES PROVIDED BY THE SELLER, EXPECT AS SPECIFIED
ABOVE. IT IS EXPRESSLY UNDERSTOOD THAT SELLER SHALL NOT BE
LIABLE TO
BUYERS,FOR DIRECT OR INDIRECT,SPECIAL,INCEDENTAL,
CONSEQUENTIAL OR FOR ANY EXPENSE INCURRED OR MISUSE BY
BUYER OF SOLD
PRODUCTS AND SERVICES.
ANSUL SERVICES NOT INCLUDED.
Total $29,817.10
Initial:
Hemmens Cultural Center Champion Page 3 of 4
TriMark Marlinn LLC 11/13/2024
***Quote does not include freight or Delivery/Set in Place unless noted***
TriMark will make best efforts to hold the above prices for 30 days, but pricing may
change due to manufacturer price increases out of TriMark's control.
TriMark reserves the right to make any corrections or adjustments due to prices quoted
due to errors, market fluctuation, supply chain disruption tariffs, third party supplier
changes in cost, or other factors outside of TriMark's control. TriMark will notify
Customer promptly of such corrections or adjustments. TriMark reserves the right to
cancel or refuse any order based on incorrect pricing or availability.
No accessories included unless noted. Cost of inbound freight to be determined unless
noted
All final connections by others.
If the job site is not ready at the time of initial scheduled delivery, re-delivery and/or
storage charges will apply. There will be a 2% per month warehouse charge in all
situations where payment is not received per agreement or within 10 days of projected
delivery date.
PLEASE NOTE: OUR BID DOES NOT INCLUDE ANY PLUMBING, ELECTRICAL, CARPENTRY,
OR HVAC WORK, EITHER "ROUGH-IN" OR "FINAL CONNECTIONS" (UNLESS SPECIFICALLY
NOTED OTHERWISE).
This Quote shall be subject to TriMark's Terms of Sale
(http://www.trimarkusa.com/SiteMedia/SiteResources/Terms/TriMark-Terms-and-
Conditions-of-Sale.odf
which are incorporated herein by reference and shall govern. The parties specifically
agree that no signature shall be required in order for this Quote or its applicable terms
and conditions to be deemed legally binding and enforceable on Customer where the
intent to be so bound can be inferred (including by acceptance or retention of products
or services), notwithstanding contrary requirements under any law.
I understand and accept the above terms and conditions.
Signature Date
Return Policy—
A. Stock Supplies and Light Equipment = No charges or fees
B. Stock Heavy Equipment = Original charges for freight and/or Deliver and Set
C. Non-Stock Supplies and Light Equipment = 30%of sales price exclusive of sales tax,
plus
freight.
Acceptance: Date:
Printed Name:
Project Grand Total: $29,817.10
Initial:
Hemmens Cultural Center Champion Page 4 of 4
r� Exhibit B
•
TriMark TriMark Standard Contract Addendum
Foodservice Equipment,Supplies and Design (TMK-250)
TriMark Marlinn LLC("TriMark")and City of Elgin("Client")agree that the following shall be incorporated into the agreement,
between TriMark and Client and shall be applicable to all projects,work orders,and change orders or any other document purported
to be incorporated in the agreement(together, "Contract Documents"), regardless of whether or not this addendum is physically
included in the applicable Contract Documents. In the case of any conflict between the terms herein and the terms of any Contract
Documents,the terms herein shall control.
I. If Client is a contractor, it must promptly provide to TriMark any contract between Client and the project owner("Owner")
which is purported to flow down to TriMark("Prime Contract")in order for TriMark to be subject to any of its terms.
2. TriMark shall not be responsible nor liable for and does not waive any claims it may have for costs or delays arising out of latent
conditions or conditions which are or were not reasonably discoverable or any errors or inconsistencies contained within any drawings,
plans, engineer reports, specifications, measurements, and/or other submittals provided by Client, Owner, other trades, architects,
engineers,or consultants which are reasonably relied upon by TriMark in completing its work.
3. Notwithstanding any contrary language within the applicable Contract Documents, if Client directs TriMark to provide work
beyond or outside of the scope of the Contract Documents,TriMark shall be entitled to payment for such additional work.
4. Notwithstanding any contrary language within any bid documents, Contract Documents, or any other documentation
governing this project,TriMark shall not be responsible nor liable for delays outside of its reasonable control,including but not limited
to supply chain delays,material shortage conditions,natural disasters,and government restrictions.
5. Upon termination by either party for any reason,TriMark shall be compensated for its completed and accepted work through the
date of termination,as well as payment for any custom items orders or orders that cannot be cancelled,as well as any manufacturer
restocking fees and shipping/handling fees incurred by TriMark for returned or cancelled materials and equipment.
6. TriMark shall only be liable for delay(s)or delay damages(liquidated or otherwise)to the extent caused directly by TriMark
and/or sub-subcontractors for which TriMark is responsible and not arising from acts or conditions outside of TriMark's reasonable
control.
7. TriMark's right to pursue payment from Owner directly,if applicable,shall in no event be deemed to have been waived should
Owner fail to pay Client for TriMark's completed and accepted work.
8. TriMark's duty to indemnify,defend,and/or hold harmless shall not extend to any claim,cost,expense,or liability solely arising
out of or resulting from the negligent acts or omissions of Client,Owner(if applicable),or their respective officers,directors,members,
consultants,agents,employees,contractors,subcontractors,or their respective indemnitees.
9. TriMark shall not be liable for consequential,special,indirect damages,or damages for lost profits,loss of use or lost revenue.
10. All warranties on specified equipment properly installed and provided by TriMark are limited to the guarantees and warranties
supplied by the original equipment manufacturer, which shall be assigned to the Client or Owner(if applicable) upon substantial
completion.TRIMARK DISCLAIMS ANY AND ALL WARRANTIES OF EVERY KIND AND NATURE WITH RESPECT TO
EQUIPMENT, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE OR USE, BUT SHALL WARRANT ALL INSTALLATION WORK PROVIDED UNDER THE
AGREEMENT.
Rev:04.03.2024 Hampshire St.,Mansfield,MA 02048 www.trimarkusa.com