HomeMy WebLinkAbout25-174 Resolution No. 25-174
RESOLUTION
AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH ABSOLUTE
SUPPLIERS, INC. D/B/A ABSOLUTE WATER PUMPS FOR TWO, SIX-INCH BYPASS
PUMPS AND REQUIRED HOSES
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 Absolute Suppliers, Inc. d/b/a Absolute Water Pumps, for two, six-inch bypass pumps and
required hoses, a copy of which is attached hereto and made a part hereof by reference.
s/David J. Kaptain _
David J. Kaptain, Mayor
Presented: October 8, 2025
Adopted: October 8, 2025
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
October 2025, by and between the City of Elgin, Illinois, a municipal corporation
(hereinafter referred to as "City") and Absolute Suppliers, Inc., dba Absolute Water Pumps, an
Iowa 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:
I. PURCHASE. City shall purchase and Seller shall sell and install the goods
and/or services to the City as described in the three (3) page proposal, dated ,huts 13, 2025,
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 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 Absolute Suppliers, Inc., 1901 Bell Avenue, Suite 6, Des
Moines, IA 50315 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 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. City shall pay the total sum of Seventy Thousand Seven Hundred
Fifty Eight Dollars and Thirty Six Cents ($70,758.36) within thirty (30) days of delivery and
installation 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 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 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.
2
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.
Absolute Suppliers, Inc., dba CITY LGIN
Absolute Water Pumps
Nate Schopf //: (
/
Print Name Richard G. Kozal,City Manager
4ati _ Attest:
Signature
Service Manager
Title i y lerk
Legal Dept\Agreement Absolute Suppliers Purchase Agr-Bypass Water Pump-9-26-25.docx
3
bsoI to Absolute Water Pumps
ADes
1901 M Bell
oines,Avenue,Iowa Suite50315 6
WATER PUMPS WWW gbsoluteWaterPumps.com QUOTE #: 3 411
Billing Address Shipping Address rr.r Tcn41 COST
Attn.Kevin Smith Attn:Kevin Smith Elgin IL,60120 Elgin IL.60120 09 30 2 025 $70,758.36
T:8472640244 T.8472640244
Item Qty $fEach Total
Thompson Pump Self-Priming Trash Pump- 6HT-DIST-4LE2T. 6". 1430 GPM. 44 2 $32,183.58 564,367 16
HP Isuzu Diesel, Trailer
Thompson 6HT-DIST-
_ 4LE2T
4 �, Options:
t
-• . Auto Start.
• Male camlocks.
Suction & Discharge Hose -AS-WS60-600CE20-6" x 20'. PVC Tube. Rigid PVC 4 $580.00 $2.320.00
Helix. CxE Camlocks
: •,' 4
IGB Discharge Hose -A008-0966-3550. 6" x 50. PVC. Lay-Flat. Reinforced. CxE 4 $217.80 $871.20
Camlocks
•
Freight for two pumps 1 $3,200.00 $3.200.00
FOJIPNE11 SUBIOI: $70,758.36
GRAND TOTAL: $70,758.36
Terms&Conditions
• Proposal is valid for 30 calendar days or through the end of the current calendar year,whichever comes first.
• Lead Time: 14-16 production weeks+ 1 week for freight transport. Lead times may vary based upon date of order receipt.
• Payment A.R.O.Bank wire,or certified bank check.
• Payment in full prior to shipment.
• All pricing is in US Dollars(USD).
• Proposal includes standard service,non-expedited freight cost by common carrier to the above ship address. Re-delivery upon failed 1st
attempts or other delays will result in additional costs to client.
• Freight terminal pickup by customer is available upon request.
• Assumes multi-piece orders to ship simultaneous. Partial order shipments may require price adjustment.
• All stated delivery dates are approximate.Absolute Suppliers will use reasonable commercial efforts to schedule Buyer's order for delivery as
nearly in accordance with Buyer's instructions as possible and advise Buyer accordingly.However,Absolute Suppliers does not guarantee,or
assume any liability for failure to meet,any delivery date proposed by Buyer or Absolute Suppliers.If delivery is rescheduled by Buyer,Buyer
shall pay to Absolute Suppliers all costs incurred by Absolute Suppliers as a result of the change.
• Sales tax is not included in this proposal but will be added prior to final invoicing based upon state of client possession of
the products purchased. Consult your accountant,state department of revenue,or other to determine your tax liabilities.
• Sales tax estimates that may exist in this proposal are subject to change prior to the final transaction and invoicing.
• When and where applicable,assumes your provision of sales tax exempt certificate.resellers certificate of sales tax exemption,or other
applicable sale tax exemption document in the event your state requires remission of sales tax by your entity. When the preceding
documentation is not available,our proposal assumes you will be remitting sales tax to the appropriate revenue dept.
• Contractors Excise Tax extra if applicable(Applicable in the State of South Dakota)
• Specific to this proposal,there will be a 30%fee applied to any cancelled orders. Please consult our website for other order canceiation,
return,damage,warranty,and/or other policies affecting your order.
• Consult original equipment manufacturer,engine,or other manufacturer warranties for additional information.
• Shipments to outside of lower 48 States of United States of America will void or dramatically affect warranties. Consult equipment
manufacturer warranties for details.
• Specialty pump(s)(with explosion proof motors,custom built product,product with adjusted seals,large quantity orders,etc...),any hoses,or
any accessory items are non-returnable.This is a specialty pump.
• Buyers,end users,owners,or otherwise operators of explosion proof motored pumps are responsible for proper installation and liability.
• Equipment will experience deration at altitudes above sea level. Our quote does not reflect altitude or other environmental effects but is
assumed to offer standard specification rated power ratings @ sea level under normal operating conditions.
• Our proposal is based on minimal specifications and applications information provided by you,the client. Final due diligence,pump or
accessory sizing,and feasibility is the responsibility of the client.
• Proposal assumes client to employ industry and manufacturer advised best practices to avoid wet stacking of diesel engine driven
equipment. Failure to do so will void any applicable warranties.
• Proposal assumes client utilizing appropriate fuel consistent with engine emissions,operations,and warranty compliance requirements.
Failure to provide the engine Its prescribed fuel type can cause emissions non-compliance,engine failure,and void warranties at the expense
and liability to the client. It is assumed that all our diesel engines require ultra-low sulfur diesel(ULSD)fuel(example ASTM-D975-No.1&
No.2-D'). Other fuel types(JP-8,high sulfur,and otherwise)are prohibited unless the individual items quoted specifically permit/endorse.
• Proposal unit prices assume an executed order with greater than or equal to the stated quantities.
• Absolute Water Pumps is a MATERIAL SUPPLIER only.
• Proposal is subject to availability at the time of order.
• At your request,we can supply applicable Material Safety Data Sheets(MSDS).
• This proposal contains confidential information and is intended only for the company/firm/client named. If you are not the named addressee
you should not disseminate,distribute,or copy this. Please notify sender immediately by e-mail if you have received this by mistake and
delete It from your e-mail system Immediately. Failure to do so may result in prosecution and penalties.
• Absolute Suppliers dba Absolute Water Pumps is a dealer/distributor of pumps and associated accessories(the"Product").The attached sales
order("Sales Order")and these standard terms and conditions of sale("Terms and Conditions")shall constitute the contract between
Absolute Suppliers and Buyer(the"Contract")with respect to the Product covered in the attached Sales Order.ALL SALES ARE SUBJECT TO
AND CONDITIONED ON BUYER'S ACCEPTANCE OF THESE TERMS AND CONDITIONS.BUYER'S FAILURE TO NOTIFY ABSOLUTE SUPPLIERS IN
WRITING OF ANY OBJECTIONS TO THESE TERMS WITHIN 10 DAYS AFTER BUYER'S RECEIPT HEREOF OR BUYER'S ACCEPTANCE OF THE
PRODUCT SPECIFIED IN THE ATTACHED SALES ORDER AND DELIVERED AGAINST ITS ORDER.CONSTiTUTES BUYER'S ASSENT TO AND
ACCEPTANCE OF THESE TERMS.ABSOLUTE SUPPLIERS HEREBY EXPRESSLY REJECTS ANY ADDITIONAL,INCONSISTENT OR CONFLICTING
TERMS PROPOSED BY BUYER.Clerical errors are subject to correction in all cases.Any provision of these Terms and Conditions that is invalid
under applicable law or court order shall not in any way invalidate or affect the remaining provisions of these Terms and Conditions.
• Inspection and Claims for Shortages or Damaged or Defective Items.Buyer shall inspect all Product upon delivery and shall notify
Absolute Suppliers in writing of any shortages in Its order or any readily
ascertainable damaged or defective Product immediately upon delivery or within 10 days of delivery.Failure of Buyer to do so shall relieve
Absolute Suppliers of any responsibility for such matters.
• Buyer's Indemnification.Buyer shall indemnify and hold Absolute Suppliers harmless from and against all suits at law and in equity and all
liabilities,claims,demands and damages arising out of or attributable to
(b)Buyer's or user's design,specifications,misapplication or
modification of the Product,failure to perform required maintenance services or failure to cooperate
with Product recalls.
• Special Orders.If Buyer requires any particular specification,design or modification of the Product
that is not part of the standard Product offered by Absolute Suppliers,Buyer shall indemnify,defend and save harmless Absolute Suppliers
against all suits at law or in equity and from all damages,claims and demands for actual or alleged infringement of any patent because of the
specification,design or modification
required by Buyer.
• Product Changes.Absolute Suppliers reserves the right to make changes in the design or construction of any Product covered by Buyer's
purchase order at any time and in any manner Absolute Suppliers considers necessary or advisable prior to delivery.Absolute Suppliers shall
not be obligated to make any such changes to any Product previously sold to Buyer.Any changed Product shall be accepted as standard in
fulfillment of Buyer's purchase order.
• Price Changes.Absolute Suppliers reserves the right to make Product price changes at any time.Buyer will be notified in verbally and/or in
writing of any price change prior to shipment of Buyer's order.Buyer may cancel its order for any item subject to a price change by written
notice to Absolute Suppliers prior to shipment of such Item(s).All sales will be made at the prices In effect at the time of shipment.
• Cancellation.Specialty pump(s)or accessory items are non-returnable and/or non-refundable. 25%re-stocking fees plus return freight
costs will be applicable for boxed/unused/like-new returned units. Prior to shipment,Buyer may only cancel an order upon payment to
Absolute Suppliers by Buyer of an amount equal to the amount of all out-of-pocket and other expenses incurred by Absolute Suppliers in
reliance upon Buyer's order plus 5%of the total amount of such expenses.
• Title-Risk of Loss.Title to the Product shall remain with Absolute Suppliers until the Product is fully and unconditionally paid for by Buyer,
and Buyer agrees to perform all acts necessary to ensure the retention of title by Absolute Suppliers to such Product during such period;
provided,that Buyer shall immediately reimburse Absolute Suppliers for any and all reasonable expenses incurred by Absolute Suppliers
(including reasonable attorney's fees and expenses of disposal)in the event that Absolute Suppliers retakes possession of any Product in
order to enforce its rights under,or to recover damages for a material breach or default of Buyer's obligations under,this Contract.Buyer
agrees to maintain the Product in proper operating condition and to provide protection and insurance as necessary to prevent loss,damage
or destruction of the Product until full payment for the Product has been made.Absolute Suppliers shall have,and Buyer hereby grants,a
security Interest in the Product delivered to Buyer to secure any and all payment obligations of Buyer to Absolute Suppliers under this
Contract.Buyer authorizes Absolute Suppliers,in its discretion,to file UCC Financing Statements(or their equivalent in any foreign
jurisdiction)in order to perfect(or otherwise provide notice of)the security interests granted in this Contract.At Absolute Suppliers'request,
Buyer shall execute such documentation reasonably required by Absolute Suppliers to perfect its security interest.In event of dispute,
neither Absolute Suppliers'acceptance of less than the full payment of any amount owed by Buyer nor Absolute Suppliers'repossession of
the Product shall constitute a waiver of Absolute Suppliers'right to collect the entire unpaid balance owed to Absolute Suppliers,or be
deemed as satisfaction of any claim of Absolute Suppliers.
• Resale.If Buyer resells any of the Product sold under this Contract to any third-party purchaser,Buyer shall include language in an
enforceable agreement with Its purchaser that makes the language in these Terms and Conditions,binding on its purchaser and any
subsequent purchasers of the Product.
• Compliance With Law.Buyer shall comply with all applicable laws,including any U.S.laws and regulations that may have a direct
application to Buyer,including by way of example but without limitation,U.S.export controls and economic sanctions,the U.S.Foreign
Corrupt Practices Act,the U.K.Bribery Act and U.S.anti-boycott regulations.Regarding U.S.export controls and economic sanctions:
o Buyer acknowledges that Absolute Suppliers'products were sold in the United States or exported from the United States in accordance
with the Export Administration Regulations and other U.S.export controls and economic sanctions regulations.Diversion to end
destinations or end-users contrary to U.S.law is prohibited.By accepting these products or technology,Buyer agrees to comply with all
U.S.export controls and economic sanctions.
o Buyer will not sell,export,re-export,transmit,divert,or otherwise transfer any Absolute Suppliers'Products or technology directly or
indirectly to any individual,business,non-U.S.government,country or other entity for the following end uses without obtaining pre-
approval from Absolute Suppliers:
• nuclear;
• missiles and rocket systems;
• unmanned air vehicle systems;
• chemical and biological weapons;
• maritime nuclear propulsion;
• non-U.S.vessels or aircraft;
• military uses;or
• research and development,scientific,or defense-related institute,organization.etc..related to or involved with any of the
above.
• Governing Language.This Contract was made in English.If any translation of the Contract conflicts with the English version or contains
terms in addition to or different from the English version,the English version shall prevail.
Exclusions&Exceptions
• Excludes hose(s),piping,guide rails,control box(s),float switch(s),strainers,wheel kits,trailer(s),tanks,batteries,couplings,adapters,
nozzles,hardware,fuel,oil,fluids,and other Items unless otherwise specifically included in the above proposal.
• Excludes NSF 61 approval for any pump or accessory. Our pumps are not for use in association with potable water(for human consumption)
handling.
• Excludes unloading,placement,installation,testing,commissioning,inspection(s),electrical work,plumbing,or otherwise.
• Excludes system due diligence,research&development,sizing,compatibility analysis,consultation,and engineering and the explicit or
implicit associated liabilities therein. Client bears full responsibility for final pump and/or part suitability.
• Excludes liabilities associated with adverse effects imposed on the pump,accessory.or system operations brought on by the Introduction of
external elements into the client's system resulting in dysfunction of the pump,accessory and/or any element of the system. Examples:
variable frequency drives(VFD),control-box(es),float switch(s),pressure switch(s),and any other overall system components that pose
challenges to normal pump(s),accessory(s),or system(s)operation(s).
• Excludes brokerage fees,duties,and taxes associated with domestic and international shipments.
• Excludes shipping to outside of the lower 48 states of the United States Of America.
• Excludes warranty and freight associated with warranty other than that offered by the original equipment manufacturer.
• Excludes expedited freight,expedited production,or other expedited services.
• Excludes research,fees,administration,and liabilities for lack or obtaining proper permitting,licensing,code compliance,and/or similar
specific to your AQMD(Air Quality Management District),CARB(California Air Resources Board),city,district,county,state,region,and/or
country.
• Excludes bonding,participating in retainage,penalties,liquidated damages,and attorney fees.
We would greatly appreciate your business. Please contact me at your earliest convenience with comments,questions,and/or concerns.
Thank you.
Nate Schopf
Absolute Suppliers.Inc, I Absolute Water Pumn6 I Absolute Generators
nate.schopf@ absolutesupoliers.com
1901 Bell Avenue,Suite 6 I Des Moines,Iowa 50315
Main 888-264-2189 I Direct 515-334-4065 I Fax 888.264-2241
Accepted by(please fill out and return to nate.schooftaabsolutesuopluers.corn when you would like to proceed):
Company/Firm/Client Representative:
Company/Firm/Client Representative Signature:
Company/Firm/Client Name:
Date&PO#: