HomeMy WebLinkAbout25-0218 Links Technology Solutions RFP 24-044PURCHASE AGREEMENT
THIS AGREEMENT is hereby made and entered into this � day of
2025, by and between the City of Elgin, Illinois, a municipal corporation
(hereinafte eferred to as "City") and Links Technology Solutions, Inc., an Illinois corporation
(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 and install the goods and/or
services to the City as described in the five (5) page proposal, attached hereto and made a part
hereof as Attachment A.
2. TERMS. This Agreement shall be subject to the terms and conditions contained
herein and as provided by Attachment A, which is attached hereto and made a part hereof. In the
event of any conflict between any of the terms and provisions of this Agreement and Attachment
A, the terms and provisions of this Agreement 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 Links Technology Solutions, Inc., c/o Registered Agent Thomas R. Palmer,
1515 East Woodfield Road., Suite 250, Schaumburg, Illinois 60173 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 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.
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. For website design and development services, City shall pay an
initial sum of Eight Thousand Four Hundred Ninety -Seven Dollars and Fifty Cents ($8,497.50)
within thirty (30) days of the execution of this Agreement and an additional sum of Eight Thousand
Four Hundred Ninety -Seven Dollars and Fifty Cents ($8,497.50) within (30) days of site launch.
For costs associated with website hosting and servicing, City shall pay the following sums within
(30) days of site launch: Seven Hundred Seventy Dollars ($770) for Base Web Hosting; One
Thousand Two Hundred Ninety -Nine Dollars ($1,299) for Support and Maintenance; Nine
Hundred Dollars ($900) for accesiBe; and One Thousand Six Hundred Ninety -Five Dollars
($1,695) for Weglot Pro. The sums for website hosting and servicing costs are for one-year terms,
which shall terminate one year from the date of site launch. The aforementioned sums are 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 and installation 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
2
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.
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.
SIGNATURE PAGE FOLLOWS
IN WITNESS WHEREOF, the Parties have hereto set their hands the day and year first above
written.
LINKS TECHNOLOGY SOLUTIONS, INC
Cameron VanValkenburg
Print Name
Signature
Business Development Representative
Title
Legal Dept\Agreement\Links Technology -Purchase Agr-1-16-25.docx
4
A�CI�F ELGIN
Richard . Kozal, City Manager
Attest:
City Clerk
Statement of Work
This Statement of Work (SOW) is between City of Elgin and Links Technology Solutions, Inc.
Effective Date: This SOW is effective as of Not yet accepted.
Objectives/Purpose
Elgin Parks and Recreation Department is seeking proposals from qualified vendors to design, develop, and
implement a new website for their department. The purpose of the website is to serve as a comprehensive online
platform that provides information, resources, and interactive features to engage their diverse community and
enhance their overall experience with their parks and recreational offerings. They are seeking innovative solutions
that will provide a user-friendly experience.
Scope of Work
The project shall be completed within the timeline as set forth below. Delays will be identified in writing by either
party and the schedule adjusted accordingly. LINKS will adhere to all quoted deadlines for the initial deliverables and
within support requests. In the event that LINKS has any issues in delivering on a quoted deadline, the client will be
notified via email or telephone of the reasoning for any change. The timeline commences at an agreed -upon "start
date" with the approval and submission of this agreement.
Core Launch Deliverables: The LINKS team will deliver this project with a minimum of the following:
• Launched Site:
A live website that is visible to the public.
- All elements and modules are fully functional.
Provided site content and page structure, which is complete.
Support Documentation and Guides
- 30 days of intensive development and bug support.
-CMS Training
Requirements and Tasks
Critical Requirements and necessary tasks are outlined below.
From Elgin Parks and Recreation Department:
• Requirements and Discovery
• Sitemap and Content Plan
• Provided Content
• Testing
Sample Statement of Work I Not yet accepted 1
From LINKS:
• Design Proof
• Code Development
• Complete Content
• Testing
• Site Delivery
Period of Performance
Outlined below is our project timeline for work performed by both parties. It's important for the Elgin Parks and
Recreation Department and LINKS to determine this up front, since time can be an important factor in the ultimate
cost of the project.
Week 1-2
• Requirements and Discovery
• Sitemap and Content Plan
Week 2-3
• Provided Content
• Design Proof
Week 4-6
• Code Development
• Complete Content
Weel 7-8
• Elgin Parks and Recreation Department Testing
• LINKSTesting
• Site Delivery
Week 9
• Launch
Sample Statement of Work I Not yet accepted 2
Place of Performance
All work will be conducted on -site at LINKS' facilities. Any remote meetings will be mutually agreed upon by both
parties if presented throughout the development process.
Key Personnel
LINKS Key Personnel:
• Robert VanValkenburg- CMO/SVP
• Brent Levy - Team Lead/Senior Designer
• Ed Spence -Software Development Manager
• Tim Nyquist - Product Designer
• Cameron VanValkenburg- Business Development Specialist
• Brittany Minnich - Marketing and Social Media Coordinator
• Steve Goldberg - Software Support Manager
• Joe Lutz - Principal Software Engineer/Architect
• Lucas Konopka - Senior Full Stack Software Engineer
• Josh Tully - Full Stack Software Engineer
Elgin Parks and Recreation Department Key Personnel
TBD
Additional Resources :
• accessiBe
• Google Analytics
• RecTrac Integration
• Webflow
• Weglot
Deliverables
• 3 Website Prototypes
• Loading Content in Collaborative Effort
• Provided Site Content
• Support Documentation and Guides
• Fresh Desk Support System
Sample Statement of Work I Not yet accepted
9
• 30 Days of Intensive Development and Bug Fixes
• Google Analytics
• CMS Training
• Google Analytics
• CMSTraining
• Website Editor
• Super Admin Designer Access
• Launched Website
Delivery Dates
TBD
Payment
Fifty (50) percent of the Full project will be due upon the signature. The remaining balance will be due upon site
launch.
Website:
Design and Development $16,995 (one-time fee)
Recurring Costs:
• Base Web Hosting $770/year
• Support and Maintenance $1,299/year (First billing cycle starts 60 days after launch)
• accessiBe $900/year
• Weglot Pro $1,695/year
Miscellaneous/Special Requirements
Both parties must work cohesively to stick to the outlined timeline agreed upon. Any postponement to either parties
tasks to be complete could delay the delivery date.
Sample Statement of Work I Not yet accepted 4
Acceptance Criteria/Signatures
This Agreement, together with the following Attachments, constitutes the entire Agreement between the parties
with respect to the subject matter hereof, and as of the date this Agreement is executed by both Parties, shall
supersede any previous agreements or understandings, written or oral, between the Parties.
The Agreement shall commence on Not yet accepted.
Cancellation Terms - This Agreement may be terminated immediately by both parties, at any time without cause,
complying with a thirty (30) days priorwritten notice. Material and equipment furnished under this SOW shall remain
the property of the seller until the final payment has been received.
AGREED AND ACCEPTED BY:
Bob VanValkenburg
Bob VanValkenburg
Vice President I Links Technology
Solutions, Inc
bobv@linkstechnology.com
847-252-7600
ARichard G. Kozal
Richard G.Kozal
City Manager) City of Elgin
Rick.Kozal@elginil.gov
Sample Statement of Work I Not yet accepted