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03-10 Resolution No. 03-10 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH BROWN TRAFFIC PRODUCTS, INC. FOR TRAFFIC SIGNAL EQUIPMENT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS, that Olufemi Folarin, Interim City Manager, be and is hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Brown Traffic Products, Inc . for traffic signal equipment, a copy of which is attached hereto and made a part hereof by reference . s/ Ed Schock Ed Schock, Mayor Presented: January 22 , 2003 Adopted: January 22 , 2003 Omnibus Vote : Yeas : 7 Nays : 0 Attest : s/ Dolonna Mecum Dolonna Mecum, City Clerk 01/02/03 THtT 14:22 FAX 847 931 6041 CITY OF ELGIN PUB. WORKS 002 CITY OF ELGIN AGREEMENT FOR: This Agreement is made and entered into this Ifsth day of December_2002 by and between the City of Elgin("the CiTY"),a municipal corporation organized and existing under the laws of the State of Illinois,and Brown Traffic Products, Inc., incorporated in the state of Illinois and having a principal place of business at 1896 Techny Court Northbrook, IL. ("the CONTRACTOR"). ARTICLE I. DEFINITION. "THIS CONTRACT"as used herein shall mean this Agreement,and the Contractor's quote dated, 12/4/2002 incorporated by reference herein and made a part hereof. The CONTRACTOR agrees to provide the goods and/or services all in accordance with the IFB and CONTRACTOR'S Bid. In the event there is a conflict between this Agreement and the bid documents,the bid documents shall supersede this Agreement. ARTICLE II. DURATION. The CONTRACTOR shall commence the performance of'THIS CONTRACT upon receipt of a purchase order from the City and shall end on February 28,2003. ARTICLE ill. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY,b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including,but not limited to, the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control, (ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable control, (iii) failure to perform THiS CONTRACT in a manner reasonably satisfactory to the CITY,(iv) failure to promptly re- perform within reasonable time the services that were rejected by the CITY as erroneous or unsatisfactory, (v) failure to comply with a material term of THIS CONTRACT, including, but not limited to the Affirmative Action requirements,and(vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate THIS CONTRACT for its convenience upon fourteen(14)days prior written notice. ARTICLE IV. DAMAGES. From any sums due to the CONTRACTOR for services,the CITY may keep for its own the whole or any part of the amount for expenses. losses and damages as directed by the Purchasing Director, incurred by the CITY as a consequence of procuring services as a result of any failure,omission or mistake of the CONTRACTOR in providing services as provided in THIS CONTRACT. ARTICLE V. GOVERNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances,such clause shall be void(the remainder of the contract shall not be affected)and the laws or ordinances shall be operative in lieu thereof ARTICLE VI, AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex, ancestry. national origin, place of birth, age or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment,screening,referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976, is hereby incorporated by reference, as if set out verbatim. ARTICLE VII. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. 01/02/03 THU 14:23 FAX 847 931 6041 CITY OF ELGIN PUB. WORKS rin003 r . .. ARTICLE VIII. AMENDMENTS. There shall be no modification of the CONTRACT, except in writing and executed with the same formalities of the original_ ARTICLE IX. NOTICES. Any notice given under this CONTRACT shall be in writing and shall be deemed to have been given when hand delivered or deposited in the U.S.mail,certified or registered,return receipt requested, addressed, if to CONTRACTOR, at the address set forth above to the attention of the project manager or undersigned representative, and if to the City, to the attention of the City Manager, 150 Dexter Court, Elgin,IL 60120 or to such other address and/or authorized representatives as either party shall designate in writing to the other in the manner herein provided. ARTICLE X. INDEMNIFICATION. To the fullest extent permitted by law, Contractor 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 Contractor or Contractor'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,defend and hold harmless,such action shall be defended by legal counsel of the City's choosing. ARTjCLE Xl. PUBLICITY. The CONTRACTOR may not use, in any form or medium,the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. ARTICLE XII. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises,terms, conditions or obligations other than those contained therein;and this agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties. ARTICLE XIII. WARRANTY. The CONTRACTOR shall provide a one year warranty for Eagle Signal parts and labor used in the upgrade and the Standard Manufactures warranty on the computer. The person signing THIS CONTRACT certifies that sloe has been authorized by the CONTRACTOR to commit the CONTRACTOR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CO TRACTOR Y " (j\.\1(\ tl Olu emi Ito '• FETN NO.36- L65 • 6 S 9'9 lntert c ,. _ soOFf< ¢`'- - � City of Elgin Agenda Item No. E L 4 poi G �N December 13, 2002 ' 11 N '1 FINANCIALLY STABLE CITY GOVERNMENT TO: Mayor and Members of the City Council EFFICIENT SERVICES, AND OUAUTY INFRASTRUCTURE FROM: Olufemi Folarin, Interim City Manager SUBJECT: Sole Source Purchase of Traffic Signal Equipment PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to consider awarding a sole source contract for traffic signal equipment to Brown Traffic Products, Inc . BACKGROUND In 1995 the City made the decision to standardize traffic signal control equipment on units manufactured by Eagle Signal . This was done in response to a request from the Illinois Department Of Transportation (IDOT) to select a standard supplier to insure compatibility. While certain signal components offer some interchangeability, signal systems must be fully compatible to insure that the intersections can be interconnected for coordination of traffic flow. Since that time, the City has purchased the equipment sole source from the authorized distributor for Eagle Signal in our area, Brown Traffic Products . Staff solicited a proposal from Brown for this year' s purchase of major signal components. Those components include two controllers which will be utilized at Chicago and Gifford and at Chicago and Channing. The current equipment at these intersections in very outdated and has technical limitations which may affect the safety of turning movements. The balance of the purchase is for three section (red, yellow, green) and five section (red, yellow, green, yellow arrow, green arrow) signal heads, as well as two section pedestrian signal heads . These are equipped with the LED faces that are brighter, use less power (as much as 90% less based on our measurements at the q Sole Source Purchase December 13 , 2002 Page 2 Kimball/Dundee intersection) and last for up to 10 years without re-lamping. Attached is an agreement with Brown Traffic Products for the purchase of this equipment for $27, 760 . 00 . Pricing is the same as that provided to the City Of Chicago on a recent bid. COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED None FINANCIAL IMPACT The total cost of this purchase is $27, 760 . 00 . There are sufficient funds budgeted and available under project number 339778, "Traffic Signal Equipment" in account number 275-0000- 791 . 92-46, "Other Equipment" ($28, 000) to enter into this contract with Brown Traffic Products. em:frEGAL IMPACT None ALTERNATIVES 1 . Approve the sole source purchase of traffic signal equipment 2 . Do not approve the purchase and direct staff to proceed differently. RECOMMENDATION It is recommended that the City Council approve the contract to purchase traffic signal equipment from Brown Traffic Products for $27, 670 . 00 . Respectfully submitted, 44114:1111 Olufemi F• larin Interim C. Ma• .ger JML/j ml Attachments CITY OF ELGIN AGREEMENT FOR: This Agreement is made and entered into this 18th day of December, 2002 by and between the City of Elgin("the CITY"), a municipal corporation organized and existing under the laws of the State of Illinois, and Brown Traffic Products, Inc.,incorporated in the state of Illinois and having a principal place of business at 1896 Techny Court Northbrook,IL. ("the CONTRACTOR"). ARTICLE I. DEFINITION. "THIS CONTRACT" as used herein shall mean this Agreement,and the Contractor's quote dated, 12/4/2002 incorporated by reference herein and made a part hereof. The CONTRACTOR agrees to provide the goods and/or services all in accordance with the IFB and CONTRACTOR'S Bid. In the event there is a conflict between this Agreement and the bid documents,the bid documents shall supersede this Agreement. ARTICLE II. DURATION. The CONTRACTOR shall commence the performance of THIS CONTRACT upon receipt of a purchase order from the City and shall end on February 28,2003. ARTICLE III. TERMINATION. The following shall constitute events of default under THIS CONTRACT: a) any material misrepresentation made by the CONTRACTOR to the CITY,b) any failure by the CONTRACTOR to perform any of its obligations under THIS CONTRACT including,but not limited to, the following: (i) failure to commence performance of THIS CONTRACT at the time specified in THIS CONTRACT due to a reason or circumstance within the CONTRACTOR's reasonable control, (ii) failure to perform THIS CONTRACT with sufficient personnel and equipment or with sufficient material to ensure the completion of THIS CONTRACT within the specified time due to a reason or circumstance within the CONTRACTOR's reasonable control, (iii) failure to perform THIS CONTRACT in a manner reasonably satisfactory to the CITY,(iv) failure to promptly re- perform within reasonable time the services that were rejected by the CITY as erroneous or unsatisfactory, (v) /► failure to comply with a material term of THIS CONTRACT, including, but not limited to the Affirmative Action ( requirements, and(vi) any other acts specifically and expressly stated in THIS CONTRACT as constituting a basis for termination for cause. The CITY may terminate THIS CONTRACT for its convenience upon fourteen(14)days prior written notice. ARTICLE IV . DAMAGES. From any sums due to the CONTRACTOR for services, the CITY may keep for its own the whole or any part of the amount for expenses, losses and damages as directed by the Purchasing Director, incurred by the CITY as a consequence of procuring services as a result of any failure, omission or mistake of the CONTRACTOR in providing services as provided in THIS CONTRACT. ARTICLE V. GOVERNING LAWS AND ORDINANCES. This CONTRACT is made subject to all the laws of the State of Illinois and the ordinances of the CITY and if any such clause herein does not conform to such laws or ordinances,such clause shall be void(the remainder of the contract shall not be affected) and the laws or ordinances shall be operative in lieu thereof. ARTICLE VI. AFFIRMATIVE ACTION. The CONTRACTOR will not discriminate against any employee or applicant for employment because of race, color, religion, sex, ancestry, national origin, place of birth, age or physical handicap which would not interfere with the efficient performance of the job in question. The CONTRACTOR will take affirmative action to comply with the provisions of Elgin Municipal Code Section 3.12.100 and will require any subcontractor to submit to the CITY a written commitment to comply with those provisions. The CONTRACTOR will distribute copies of this commitment to all persons who participate in recruitment,screening,referral and selection of job applicants and prospective subcontractors. The CONTRACTOR agrees that the provisions of Chapter 3.12 of the Elgin Municipal Code, 1976, is hereby incorporated by reference, as if set out verbatim. ARTICLE VII. ASSIGNABILITY. The CONTRACTOR shall not assign, sell or transfer any interest in THIS CONTRACT without prior written consent of the CITY. ARTICLE VIII. AMENDMENTS. There shall be no modification of the CONTRACT, except in writing and executed with the same formalities of the original. ARTICLE IX. NOTICES. Any notice given under this CONTRACT shall be in writing and shall be deemed to have been given when hand delivered or deposited in the U.S. mail, certified or registered,return receipt requested, addressed, if to CONTRACTOR, at the address set forth above to the attention of the project manager or undersigned representative, and if to the City, to the attention of the City Manager, 150 Dexter Court, Elgin, IL 60120 or to such other address and/or authorized representatives as either party shall designate in writing to the other in the manner herein provided. ARTICLE X. INDEMNIFICATION. To the fullest extent permitted by law, Contractor 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 Contractor or Contractor'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,defend and hold harmless,such action shall be defended by legal counsel of the City's choosing. ARTICLE XI. PUBLICITY. The CONTRACTOR may not use, in any form or medium, the name of the City of Elgin for public advertising unless prior written permission is granted by the CITY. ARTICLE XII. ENTIRE AGREEMENT. This CONTRACT embodies the whole agreement of the parties. There shall be no promises, terms, conditions or obligations other than those contained therein; and this agreement shall supersede all previous communications, representations, or agreements, either verbal or written, between the parties. ARTICLE XIII. WARRANTY. The CONTRACTOR shall provide a one year warranty for Eagle Signal parts and labor used in the upgrade and the Standard Manufactures warranty on the computer. The person signing THIS CONTRACT certifies that s/he has been authorized by the CONTRACTOR to commit the CONTRACTOR contractual and has been authorized to execute THIS CONTRACT on its behalf. IN WITNESS WHEREOF the parties have hereto set their hands the day and year first above written. CONTRACTOR CITY OF ELGIN Name and Title Olufemi Folarin Interim City Manager FEIN NO.