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Home My WebLink About26-0803 Magnet Forensics Docusign Envelope ID:7612A5A8-7C7C-8548-83ED-1199881A336C PURCHASE AGREEMENT r'� THIS AGREEMENT is hereby made and entered into this ✓ day of 2026, by and between the City of Elgin, Illinois, a municipal corporation (her ' after referred to as "City") and Magnet Forensics, LLC, a Delaware 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 two (2) page proposal,dated May 12, 2026, 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 Magnet Forensics, LLC, do Legal Department, 931 Monroe Drive NE, Suite A102-340,Atlanta,Georgia 30308 and email to legal(iiinagnetforensics.com 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. Docuslgn Envelope ID:7612A5A8-7C7C-8548-83ED-1188BB1A336C 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 Five Thousand Nine Hundred Eighty Dollars ($5,980.00) 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. 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. 13. 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. 14. TIME IS OF THE ESSENCE. Time is of the essence of this Agreement. 15. 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 2 Docuslgn Envelope ID:7612A5A8-7C7C-8548-83ED-1199BB1A336C 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. MAGNET FORENSICS, LLC CIT F ELGIN Peter Vreeswyk G Print Name ichard . ozal, City n e r—shnb by: etkr Vru-swyt. Attest: Ti"gna re °.... CFO les)7'/'11.4 Title ity Clerk Legal DepMgreement%Magnet Forensia•Axiom Software Purchase Agr-7-27.26.docx DS Reviewed by Legal Josh Rtxoham 3 Docusign Envelope ID:7612A5A8-7C7C-8548-83EU-1199U131A336C Attachment A Q-428662-USD 5,980.00 MAGNET FORENSICS* Quotation Address: Magnet Forensics,LLC 931 Monroe Drive NE Suite A102-340 Atlanta,Georgia 30308 United States Phone:519-342-0195 Quote#: Q-428662-1 Issue Date: 12 May,2026 Expires On: 31 Jul,2026 Bill To Ship To End User Jamie Marabillas Jamie Marabillas Jamie Marabillas Elgin Police Department(IL) Elgin Police Department(IL) Elgin Police Department(IL) 151 Douglas Avenue 151 Douglas Avenue 151 Douglas Avenue Elgin, Illinois 60120 Elgin, Illinois 60120 Elgin Illinois 60120 United States United States United States 8472892637 8472892637 8472892637 marabilfasj@cityofelgin.org marabillas j@cityofelgln.org marabillas_j@cityofolgin.org PREPARED BY PHONE EMAIL PAYMENT TERM Jarrett Kirkup (226 243-6323 Jarrett.kirkup(c�magnetforensics.com Net 30 ITEM# PRODUCT NAME SMS DATES UNIT QTY EXTENDED PRICE SELLING PRICE 60R002 Magnet OUTRIDER Computer-LE 1 Aug,2026 to USD 1 USD 1,010.00 31 Jul,2027 1,010.00 6AXB100 Magnet AXIOM Essentials Bundle USD 0.00 1 USD 0.00 6AX110 Magnet AXIOM Essentials 1 Aug,2026 to USD 1 USD 4,970.00 31 Jul,2027 4,970.00 Sub-Total USD 5,980.00 Taxes US)O.CO Grand Total USD 5,980.00 Prices subject to change upon quote expiry.Accurate sales tax will be calculated at the time of invoicing when applicable.If your company is tax exempt,please provide appropriate support with your signed quote.Hardware may be subject to additional fees related to delivery,Import and export. Terms&Conditions By: (a) signing below, (b) submitting an Order to Magnet Forensics referencing this quotation, or(c) making payment for the products and/or related services listed in this quotation, you agree to the Magnet Forensics End User License Agreement as agreed between the parties on 22 January 2026 to the exclusion of any differing or additional terms which may be found on your purchase order or similar document. By signing, you certify that you have the authority to bind your organization. Page" of 2 UocusIgn Envelope ID:7612A5A8-7C7C-8548-83ED-119913B1A336C Q-428662-USD 5,980.00 Magnet Forensics may adjust the sof ware term start and/or end date,without increasing the total software license price, based on the date Magnet F nsics activates the software and provided that the total software license term length does not change. /)//11CI Signature: - Signature: Date: V l ls Name(Print): f/)/ r (rA it Title: r(J�1( r'/1 -' r Y Please sign and email to Jarrett Kirkup atjarrett.kirkup@magnetforensics.com Page 2 of 2