14-174 Resolution No. 14-174
RESOLUTION
AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT
WITH BRANIFF COMMUNICATIONS, INC. FOR THE INSTALLATION OF
TWO WARNING SIRENS AND FOUR SIREN HEAD UPGRADES
FOR EMERGENCY WARNING SIRENS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN, ILLINOIS,
that Sean R. Stegall, 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
Braniff Communications, Inc. for the installation of two warning sirens and four siren head
upgrades for emergency warning sirens, a copy of which is attached hereto and made a part
hereof by reference.
s/David J. Kaptain
David J. Kaptain, Mayor
Presented: December 3, 2014
Adopted: December 3, 2014
Omnibus Vote: Yeas: 9 Nays: 0
Attest:
s/Kimberly Dewis
Kimberly Dewis, City Clerk
PURCHASE AGREEMENT
THIS AGREENNIENT is hereby oracle and entered into this 3rd - day ofDecember
2014, by and between the City of Elgin, Illinois, a municipal corporation (hereinafter referred to
as -City") and Braniff Communications, Inc., an Illinois corporation (hereinafter referred to as
"Braniff').
NOW, THEIZEFORE. for and in consideration of the inutual promises and covenants
contained herein, the sufficiency of which is hereby mutually acknowledged, the parties hereto
hereby agree as fellows:.
I City shall purchase. and Braniffshall sell to City the goods and/or services described by
Attachment A, attached hereto and made a part hereof.
2. ']'his agreement shall be subject to the terms and conditions contained herein and as
provided by Attachment A.
3. 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.
4. There shall be no modification of this agreement, except in writing and executed with the
same fonnalities of the original.
5. 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, Braniff 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, el seq.), as amended, or the Illinois Interest
Act (8 15 ILCS 20511, et seq.). as amended. The provisions of this paragraph shall survive any
expiration, completion and/or termination of this agreement.
7. Notwithstanding any other provision of this Agreement, it is expressly agreed and
understood that in connection with the performance of this Agreement, Braniff 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 and legal
status of employees. Without limiting the foregoing, Braniff hereby certifies, represents and
warrants to the City that all of Braniff's employees and/or agents who will be providing products
and./or services with respect to this Agreement shall be legally authorized to work in the United
States, The City shall have the right to audit any records in the possession or control of Braniff
to determine Braniff's compliance with the provisions of this section. In the event the City
proceeds with Such an audit, Braniff shall make available to the City Braniff s relevant records at
no cost to the City,
8. 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 reminder of this Agreement shall remain in full force and effect.
9, 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. For the purposes of executing this
agreement, any signed copy of this agreement transmitted by fax machine or e-mail 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 fax machine or e-mail shall be considered for these
purposes as an original signature and shall have the same legal effect as an original signature.
Any such faxed or c-mailed copy of this agreement shall be considered to have the same binding
legal effect as an original document. At the request of either party any fax or e-mail copy of this
agreement shall be re-executed by the parties in an original form. No party to this agreement
shall raise the use of fax machine or e-mail as a defense to this agreement and shall forever
waive Such defense.
10. In the event of any conflict between the terms and provisions of this purchase agreement
and Attachment A hereto, the terms and provisions of this purchase agreement shall control.
CITY OF ELGIN BRANIFF COMMUNICATIONS, INC.
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yi -
Sean eg F, City Manager Print N a
Attest 7�
Signature
Title
agrcemn441mliff-I 1-14-14-doc\
ATTACHMENT A
I Model/fart Number Description oTY. unit Cost Ext.Cost
INSTALLATION SERVICES—TWO(2)ADDITIONAL.WARNING SIRENS AND FOUR(4)SIREN HEAD UPGRADES
c
SYS INSTALL Installation and on-site testing of new federal Signal 2001-130 2.0 $6,230.00 $12,460.00
series Outdoor Warning Siren equipment on a new 55'Class 2
treated timber pole, including all related electrical and
mechanical hardware.
1K-BATT-EXT Battery, 12VDC,8G3I-DEKA,MK,Veep Cvcle,Scaled Gel, 8.0 $347,00 $2,776.00
Extended Capacity, Maintenance free
i
tit:-C:LJSTONI Antenna System Kit, Includes MFBW7463 746-869MI-Iz 3dB 2.0 $1,168.00 $2,336.00
Gain OMNI Antenna,AMR-p Series Antenna Mounting
Bracket, 55'of Andrew LD174-50A Series 1/2"Low Density
Foam Insulation Coaxial Hardline, 1/2" LDF4 N-Malc
Connectors, Coax Mounting Hardware,Seal Kits and
6A WG Grounding Cable&Connectors.
FIELD SERV Labor, Field Services,Crane,Bucket Truck and Operators, 4.0 $1,375.00 $5,500.00
Installation and on-site testing of new federal Signal 2001-130
series Outdoor Warning Sirens heads at four(4)existing siren {
locations, including;all related electrical and mechanical hardware.
{ NOTFS:
t
i. 55'Class II treated wooden pole to be furnished and installed by Braniff Communications at the designated site,pale deliver and
Installation charges are included. 1
? Adverse soil conditions, including rock, caving soil conditions, contaminated soil.poor site access availability and other
i circumstances which result in more than two(2)hours to install a pole will result in a 3285.00 per hour fee,plus equipment. 1
+ Electrical power(either overhead or underground)to the siren pole is not included and to be supplied>'installed by others. Arty !
3 /eea associated with the connection of power, btu the Utility provider or any other entity, shall be the responsibility of the City.
4 Electrical service equipment including, and limited to, weatherprooffirsed service disconnects and electrical meter sockets are �
included in this proposal. Ansj additional electrical service or power distribution equipment is not included, nor provided for, in
this proposal. I
5. Hraniljshall contact,IUL,IF.and exercise due care during the equipment installation to prevent damage to underground utilities
and surrourxlitrg facilities.
6. Site restoration is not providedfor, nor included, in this proposal.
7. Permits, bonds, licenses andfees, if applicable and required are not included and will be additional
I
I
SUBTOTAL: $23,072.00 1
FREIGHT: $0,00
SAGES TAX: $0.00
TOTAL: $23,072.00
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TERMS
RISK OF LOSS. The risk of loss of the goods or any part thereof shall pass to the City upon
delivery thereof by Braniff to the City (F.O.B. Destination Point). Braniff shall have sole
responsibility for processing and collection of any claim of loss against the carrier,
DELIVERY. Delivery dates are not guaranteed but are estimated on the basis of immediate
receipt by Braniff of all information to be furnished by City and the absence of delays, direct or
indirect. resulting from or contributed to by circumstances beyond Braniffs reasonable control.
Braniff shall in good faith endeavor to meet estimated delivery dates but shall not be liable to
City for any damages as a result of any delay caused or contributed to by circumstances beyond
Braniff s reasonable control; provided, however, that delivering and installation shall commence
on or before June 30, 2015.
LIMITED WARRANTY. Braniff warrants each new product manufactured by Braniff to be
free from defect in material and workmanship, under normal use and service, for a period of two
years on parts replacement and one year on labor from the date of delivery to the first user-
purchaser. During this warranty period, the obligation of Braniff is limited to repairing or
replacing, as Braniff may elect, any parts of such product which, after examination by Braniff
disclosed to be defective in material and/or workmanship. Braniff will provide warranty for any
unit which is delivered, transported prepaid, to Braniffs facility or designated authorized
warranty service center for examination and such examination reveals a defect in material and/or
workmanship. The Braniff's warranty shall not apply to components or accessories, not
manufactured by Braniff, that have a separate warranty by the original manufacturer, such as, but
not limited to, distributed emergency lighting, warning and notification equipment and batteries.
Braniff will provide on-site warranty service during the first 60-days after the completion of the
installation. This warranty does not extend to any unit which has been subjected to abuse,
misuse, improper installation or which has been inadequately maintained, nor to units which
have problems relating to service or modification at any facility other than a Braniff facility or
authorized warranty service centers. THERE IS NO IMPLIED WARRANTY OF FITNESS
FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL BRANIFF BE LIABLE FOR
ANY LOSS OF PROFITS OR ANY INDIRECT OR CONSEQUENTIAL DAMAGES
ARISING OUT OFANY SUCH DEFECT IN MATERIAL OR WORKMANSHIP.
REMEDIES AND LINITATIONS OF LIABILITY. In the event Braniff is claimed to have
breached any of its obligations under the contract, whether of warranty or otherwise, Braniff may
repair any defective goods, request the return of goods and tender, at Braniffs option, a
replacement shipment of goods or the purchase price theretofore paid to Braniff If Braniff so
requests the return of the goods, the goods will be redelivered to Braniff, transportation prepaid,
in accordance with Braniff s instructions.
ASSIGNMENT AND DELEGATION, No right or interest in this sales contract shall be
assigned by City without Braniffs prior written consent, and no delegation of any obligation
owed. or of the performance of any obligation, by City shall be made without Braniff's written
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consent. Any attempted assignment or delegation shall be void and totally ineffective for all
purposes unless made in conformity with this paragraph. Notwithstanding the foregoing, if City
is an authorized distributor of the goods for Braniff, then Braniff s obligations under paragraph 9,
10 and 11 hereof, subject to all limitations of this sales contract, shall be extended to the original
purchaser of the goods from City.
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