R-1502 - 10/27/2015 - CONTRACTS - Resolutions RESOLUTION 2015-IT-ELEC-BKUP-R-1502
A RESOLUTION APPROVING THE WAIVER OF COMPETITIVE BIDDING
AND AUTHORIZING THE PURCHASE OF A DATA CENTER BACKUP ELECTRIC POWER SYSTEM
FROM SEPS, INC. OF BURR RIDGE, ILLINOIS
WHEREAS, the Village is in need of a replacement data center backup electric power system
("System")to protect the Village's information technology equipment; and
WHEREAS, the State of Illinois sought bids for the purchase of Systems on behalf of Illinois
public bodies; and
WHEREAS, purchasing the System through the State's purchasing program will likely result in
significant savings for the Village; and
WHEREAS, Seps, Inc. of Burr Ridge, Illinois ("Seps'� bid to sell the System with all necessary
components and installation for$50,677.84; and
WHEREAS the Village desires to purchase the System from Seps pursuant to the bid with the
State's purchasing program; and
WHEREAS, because the State already conducted competitive bidding processes for the System,
the Village staff has recommended that the Village waive competitive bidding and approve the purchase
of the System from Seps; and
WHEREAS, the President and Board of Trustees, being fully advised in the premises, have
determined that it is in the best interests of the Village and its residents to so waive competitive bidding
and to approve the purchase of the System from Seps;
NOW THEREFORE, BE IT RESOLVED BY THE PRESIDENT AND BOARD OF TRUSTEES OF
THE VILLAGE OF OAK BROOK, DU PAGE AND COOK COUNTIES, ILLINOIS as follows:
Section 1: Recitals. The foregoing recitals are hereby incorporated into, and made a part
of, this Resolution as the findings of the President and Board of Trustees of the Village of Oak Brook.
Section 2: Waiver of Competitive Bidding Requirements. The advertising and bidding
requirements for the purchase of the System is hereby waived in accordance with Section 1-7-4 of the
Village Code.
Section 3: Authorization of Purchase of the System. The President and Board of Trustees
hereby approve the purchase of the System from Seps for a price not to exceed $50,677.84.
Section 4: Approval of Agreement. The President and Board of Trustees hereby approve
the agreement with Seps in substantially the same form as attached as Exhibit A ("Agreement'j, and in
a final form approved by the Village Attorney.
Section 5: Execution of Agreement. The Village Manager and Village Clerk shall be, and
hereby are, authorized to execute the Agreement between the Village and Seps after receipt of the final
Agreement fully executed by Seps.
Section 6: Effective Date. This Resolution shall be in full force and effect from and after its
passage by two-thirds of the Trustees and its approval in the manner provided by law.
[SIGNATURE PAGE FOLLOWS]
Resolution oO1s' IT-ELsC-BKUP-R-1soo
Approving the Purchase of
o Data Center Backup Electric Power
'..` P-~--- -
.�
APPROVED THIS 37 t'day of October, 201 -
Gopa| G. La|ma|ani
Village President
PASSED THIS 2rm day ofOctober, 2015
Ayes: Trustees Adler, Baar, Manzo, Moy, Tiesenga, Yusuf
Nays: None
Absent:—
' ATTEST:
Charlotte K. Pnuaa
Village Clerk
Resolution 2015- IT-ELEC-BKUP-R-1502
Approving the Purchase of
a Data Center Backup Electric Power System
Page 3 of 3
EXHIBIT A
i
1
VILLAGE OF OAK BROOK
PROFESSIONAL SERVICES AGREEMENT i
This AGREEMENT is dated as of the A day of t/dot 2015 ("Agreenremt'), and is by and between the VILLAGE OF
i
OAK BROOK, 1200 Oak Brook Road,Oak Brook,Illinois,60523 an Illinois municipal corporation("Village"),and SEPS,INC.,
7531 Brush Hill Road,Burr Ridge,Illinois 60527("Consultant').
IN CONSIDERATION OF the recitals and the mutual covenants and agreements set forth in the Agreement, and pursuant to the
Village's statutory powers,the parties agree as follows:
SECTION 1. PURCHASE. The Village agrees to devices, processes, or inventions. All claim or right to claim
purchase from Consultant,and Consultant agrees to sell to the additional compensation by reason of the payment of any such i
Village, (2) Eaton BladeUPS 12kVA 3 phase UPS systems as tax, contribution, premium, costs, royalties, or fees is hereby
;
listed in Exhibit A pursuant to the terms and conditions of this waived and released by Consultant.
Agreement and Exhibit B ("Purchase"), The Consultant
must deliver the items subject to the Purchase no later than SECTION 5. REPRESENTATIONS OF
December 31,2015, CONSULTANT. The Consultant represents and certifies that
the Services shall be performed in accordance with the i
SECTION 2. SCOPE OF SERVICES. The Village standards of professional practice, care, and diligence
retains the Consultant to perform,and the Consultant agrees to practiced by recognized consultants in performing services of
perform, all necessary services to perform the work in a similar nature in existence at the Time of Performance. The
connection with the project identified below ("Services"), representations and certifications expressed shall be in
which Services the Consultant shall provide pursuant to the addition to any other representations and certifications
terms and conditions of this Agreement: expressed in this Agreement, or expressed or implied by law,
which are hereby reserved unto the Village. i
Replace evlsting APC Smart—UPS Racknrount UPS Systems
Eaton 12kVA Systems providing The Consultant further represents that it is financially solvent,
with (2) Eato �
appro.rhirately 60 rnhurtes of runthne at full load. brchrrfes has the necessary financial resources, and is sufficiently
P distribution, comrrrunicallon cards and installation
experienced and competent to perform and complete the j
during normal business hours. Removed equipment will Services in a manner consistent with the standards of
remain at the Village of Oak Brook for re-pu rposing. One professional practice by recognized consultants providing
year warranty,8/rout response. services of a similar nature. The Consultant shall provide all
personnel necessary to complete the Services.
SECTION 3. TIME OF PERFORMANCE. The
Consultant shall perform the Services as mutually agreed upon SECTION 6. INDEMNIFICATION INSURANCEi
by the Village and Consultant, but in no event later than LIABILITY. i
December 31,2015("Throe of Perfornrance'l.
A. Indemnification. The Consultant proposes
SECTION 4. COMPENSATION. and agrees that the Consultant shall indemnify,save harmless, j
and defend the Village against all damages, liability, claims,
A. Agreement Amount. The total amount losses, and expenses (including attorneys'fee)that may arise,
billed by the Consultant for the Services under this Agreement or be alleged to have arisen, out of or in connection with the
shall not exceed$50,677,84 including reimbursable expenses, Consultant's performance of, or failure to perform, the
without the prior express written authorization of the Village Services or any part thereof, or any failure to meet the
Manager. representations and certifications set forth in Section 4 of this
Agreement.
B. Taxes Benefits and Rovaities. Each
payment by the Village to the Consultant includes all B. Insurance. The Consultant acknowledges
applicable federal, state, and Village taxes of every kind and and agrees that the Consultant shall, and has a duty to,
nature applicable to the Services as well as all taxes, maintain adequate insurance, in an amount,and in a form and
contributions,and premiums for unemployment insurance,old from companies, acceptable to the Village, The Consultant's
age or retirement benefits, pensions, annuities, or similar maintenance of adequate insurance shall not be construed in
benefits and all costs, royalties, and fees arising from the use any way as a limitation on the Consultant's liability for losses
of, or the incorporation into, the Services, of patented or or damages under this Agreement.
copyrighted equipment, materials, supplies, tools, appliances,
I '
1
Approved as to Form
Date: /O___7_�C"
trtxcr�t sre rl; t��e���r�A
,.._...,._..._.._....._,.._._.__._ .,_� ._..a._.._-__.._.,__ _.
C. No Personal Liability: No elected or termination, not exceeding the value of the Services
appointed official, or employee of the Village shall be completed.
personally liable,in law or in contract,to the Consultant as the
result of the execution of this Agreement. E. Compliance with Laws and Grants.
Consultant shall give all notices, pay all fees, and take'all
SECTION 7. GENERAL PROVISIONS. other action that may be necessary to ensure that the Services
are provided,performed,and completed in accordance with all
A. Relationship of the Parties. The required governmental permits, licenses, or other approvals
Consultant shall act as an independent contractor in providing and authorizations that may be required in connection.with
and performing the Services. Nothing in, nor done pursuant providing,performing, and completing the Services,and with
to, this Agreement shall be construed to: (1) create the all applicable statutes, ordinances, rules, and regulations,
relationship of principal and agent, employer and employee, including without limitation the Fair Labor Standards Act;any
partners, or joint venturers between the Village and statutes regarding qualification to do business; any statutes
Consultant; or (2) to create any relationship between the prohibiting discrimination because of,or requiring affirmative
Village and any subcontractor of the Contractor. action based on,race,creed,color,national origin,age,sex,or
other prohibited classification, including, without limitation,
B. Conflicts of Interest. The Consultant the Americans with Disabilities Act of 1990, 42 U.S.C. §§
represents and certifies that, to the best of its knowledge: (1) 12101 et seq., and the Illinois Human Rights Act, 775 ILCS
no Village employee or agent is interested in the business of 5/1-101 et seq. Consultant shall also comply with all
the Consultant or this Agreement; (2) as of the date of this conditions of any federal, state,or local grant received by the
Agreement, neither the Consultant nor any person employed Village or Consultant with respect to this Contract or the
or associated with the Consultant has any interest that would Services. Consultant shall be solely liable for any fines or
conflict in any manner or degree with the performance of the civil penalties that are imposed by any governmental or quasi-
obligations under this Agreement; and (3) neither. the governmental agency or body that may arise,or be alleged to
Consultant nor any person employed by or associated with the have arisen, out of or in connection with Consultant's, or its
Consultant shall at any time during the term of this Agreement subcontractors, performance of, or failure to perform, the
obtain or acquire any interest that would conflict in any Services or any part thereof. Every provision of law required
manner or degree with the performance of the obligations by law to be inserted into this Contract shall be deemed to be
under this Agreement. inserted herein.
C. No Collusion. The Consultant represents F. Default. If it should appear at any time that
and certifies that the Consultant is not barred from contracting the Consultant has failed or refused to prosecute, or has
with a unit of state or local government as a.result of(1) a delayed in the prosecution of,the Services with diligence at a
delinquency in the payment of any tax administered by the rate that assures completion of the Services in full compliance
Illinois Department of Revenue unless the Consultant is with the requirements of this Agreement, or has otherwise
contesting, in accordance with the procedures established by failed,refused,or delayed to perform or satisfy the Services or
the appropriate revenue act, its liability for the tax or the any other requirement of this Agreement ("Event of
amount of the tax, as set forth in Section 11-42.1-1 et seq. of Default"), and fails to cure any such Event of Default within
the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq.; or ten business days after the Consultant's receipt of written
(2) a violation of either Section 33E-3 or Section 33E-4 of notice of such Event of Default from the Village, then the
Article 33E of the Criminal Code of 1961,720 ILCS 5/33E-1 Village shall have the right, without prejudice to any other
et seq.. If at any time it shall be found that the Consultant remedies provided by law or equity, to (1) terminate this
has, in procuring this Agreement, colluded with any other Agreement without liability for further payment; or (2)
person,firm,or corporation,then the Consultant shall be liable withhold from any payment or recover from the Consultant,
to the Village for all loss or damage that the Village may any and all costs,including attorneys' fees and administrative
suffer, and this Agreement shall, at the Village's option, be expenses,incurred by the Village as the result of any Event of
null and void. Default by the Consultant or as a result of actions taken by the
Village in response to any Event of Default by the Consultant.
D. Termination. Notwithstanding any other
provision hereof,the Village may terminate this Agreement at G. Assignment This Agreement may not be
any time upon 15 days prior written notice to the Consultant. assigned by the Village or by the Consultant without the prior
In the event that this Agreement is so terminated, the written consent of the other party.
Consultant shall be paid for Services actually performed and
reimbursable expenses actually incurred, if any, prior to H. Notice. All notices required or permitted to
be given under this Agreement shall be in writing and shall be
2
I
delivered: (1)personally;(2)by a reputable overnight courier; I. Waiver. Neither the Village nor the
or by (3) by certified mail, return receipt requested, and Consultant shall be under any obligation to exercise any of the
deposited in the U.S.Mail,postage prepaid. Unless otherwise rights granted to them in this Agreement except as it shall
expressly provided in this Agreement,notices shall be deemed determine to be in its best interest from time to time. The
received upon the earlier o£ (a) actual receipt; (b) one failure of the Village or the Consultant to exercise at any time
business day after deposit with an overnight courier as any such rights shall not be deemed or construed as a waiver
evidenced by a receipt of deposit; or (c) three business days of that right,nor shall the failure void or affect the Village's or
following deposit in the U.S. mail, as evidenced by a return the Consultant's right to enforce such rights or any other
receipt. Notices and communications to the Village shall be rights.
addressed to,and delivered at,the following address:
J. Third Party_Benefcciary. No claim as a
third party beneficiary under this Agreement by any person,
firm; or corporation shall be made or be valid against the
Village.
Village of Oak Brook K Conflicts; Exhibits. If any term or
1200 Oak Brook Road provision in this Agreement conflicts with any term or
Oak Brook,Illinois 60523 provision of an attachment or exhibit to this Agreement, the
Attention: Village Manager terms and provisions of this Agreement shall control.
Notices and communications to the Consultant shall be
addressed to,and delivered at,the following address: L. Governing Laws_. This Agreement and the
rights of Owner and Consultant under this Agreement shall be
SEPS,INC. interpreted according to the internal laws,but not the conflict
751 Brush Hill Road of laws rules, of the State of Illinois;the venue for any legal
Burr Ridge,Illinois 60527 action arising in connection with this Agreement shall be in
Attention: Pat Miller the Circuit Court of DuPage County,Illinois.
f
ATTEST: VILL GE F OAK BR O ,
r-
By` By
Charlotte Pruss,Village Clerk Riccardo P.Ginex,Village Manager
ATTEST: CONSULTANT
By: �_/���Gt. By:
Title: Its: RC S�Q t NT
3
#11563377 vl
i
EXHII3IT A
I
i
I
4
I
Village of Oak Brook
Quotation 151019PMA -quote expires 11-30-15
SEPS,Inc. Pat Miller 630-986-8899
Pricing based on State of Illinois CMS Contract CIC2456240
General Description: Replace existing APC Smart-UPS rackmount UPS systems with(2)Eaton
BladeUPS 12kVA systems providing approximately 60 minutes of runtime at full load.
Includes power distribution,communication cards and installation during normal business hours.
Removed equipment will remain at the Village of Oak Brook for re-purposing.
One year onsite warranty,8 hour response.
CMS Village of
List Price Contract Oak Brook
Qty Part Number Description List Price Ext. Discount Cost
2 ZC1212008100000 BladeUPS 12KW,RPM only with $12,345.00 $24,690.00 20% $19,752.00
Power Xpert SNMP/ModBus
4 103005747-6591 BladeUPS 3U External Battery $1,745.00 $6,980.00 20% $5,584.00
Module
2 1Y031110111 BladeUPS Rack Power Module $2,645.00 $5,290.00 20%1 $4,232.00
4 IAP8863 APC Metered Rack PDU,20A, $756.00 $3,024.00 35% $1,965.60
120/208V 3Ph,(24)5-20R,(6)L6-
20R
2 A APC Rack-mount transfer switch, $819.00 $1,638.00 35% $1,064.70
120V,1-5-201),(10)5-20R
2 ICBLI50 Eaton L21-20 splitter cords $229.00 $458.00 20% $366.40
1 1116750224-001 Environmental Monitoring Probe $220.00 $220.00 20% $176.00
Equipment Subtotal $33,140.70
1 SU06NXXX-0030 System Start-Up 5x8 $1,497.00 $1,497.00 5% $1,422.15
1 W2ASOON000-0080 Assembly Service and Set-Up $1,275.00 $1,275.00 51Y.1 $1,211.25
1 W2FL"7NXXX-0030 One year onsite warranty upgrade- $947.00 $947.00 5% $899.65
8 hour response
1 Installation Remove and replace existing $12,656.09 $12,656.09
rackmount UPS systems per
attached statement of work.
Electrical Materials $3,051.09
Reg Hrs 85 @ 113.00 $9,605.00
Services/Installation Subtotal $16,189.14
1 Estimated Shipping&Inside Delivery $1,348.00
Investment $50,677.84
I
CXHIBTT B
t
i
5
I
I
i
VILLAGE OF OAK BROOK
PURCHASING TERMS AND CONDITIONS
1. This purchase order, when not indicated CONFIRMING, is an offer to purchase the indicated goods or services.
Acceptance of this purchase order is evidence that a contract exists between the vendor(contractor)and the Village of Oak
Brook.
2. This purchase order,when-indicated CONFIRMING, is issued as evidence that a contractual agreement has been reached
between the vendor(contractor)and the Village of Oak Brook.
3. All applicable portions of the Uniform Commercial Code shall govern this contract between the vendor and the Village of
Oak Brook.
4. Where applicable, the vendor(contractor) shall be governed by the Illinois Prevailing Wage Act; 820 ILCS 130-0.01 and
following sections.
5. The vendor is required to submit a Material Safety Data Sheet (MSDS), prior to or at the time of delivery, if any toxic
substance is contained in the product per 820 ILCS 255111.
i
6. All pricing must be FOB delivery point.Where shipping costs are not included in the stated price on the purchase order,the
vendor shall prepay such costs and add to the invoice.
7. Where circumstances or conditions exist preventing effective inspection of the goods at the time of delivery,the Village of
Oak Brook reserves the right to inspect the goods at a reasonable time subsequent to delivery.
8. All invoices are to be directed to the"BILL TO'address on the front side of this Purchase Order.
9. The Village of Oak Brook complies with the Illinois Local Government Prompt Payment Act which states that any bill
approved for payment shall be paid within 30 days after date of approval.
10. The Village of Oak Brook approves accounts payable twice monthly.
11. The Village of Oak Brook is-exempt from payment of State, Federal Excise and Illinois Retailers Occupational taxes. The
Village's tax exemption number is E9997-4381-07,and our Federal Identification Number is 36-6009534.
12. Vendors are required to comply with all Federal and State Laws and Regulations, including but not limited to, all Equal
Employment Opportunity,Affirmative Action statutesi as required by law.
13. Vendors are required to comply with all Insurance Requirements as set by the Village of Oak Brook,including but not limited
to General Liability, Property, Workers Compensation and Automobile. The Village of Oak Brook must be listed as
additional insured.
14. In case any article sold and'deiivered to the Village of Oak Brook shall be protected by any patent or copyright,the seller
agrees to defend, indemnify and save harmless the Village of Oak Brook from and against any and all suits, claims, l
judgments, and costs instituted or recovered against it by any persons whomsoever on account of the use or sale of such
article by the Village in violation of rights under such patent or copyright.
15. Any Act done or omitted to be done by the seller in violation or disregard of the foregoing terms and conditions shall not be
binding upon the Village of Oak Brook,nor shall the Village be responsible for any damage or loss to the seller arising out j
of,or in consequence of,any such act or omission.
16. Vendor certifies that it is not barred from contracting with the Village of Oak Brook as a result of violation of either Section i
5/33E-3(bid-rigging)or 5/33E-4(bid rotating)of Chapter 720 of the Illinois Compiled Statues.
• I
17. Vendor certifies that it does and will provide a drug-free workplace by complying with Section 3 of the Illinois Drug Free i
Workplace Act,being 30 ILCS 58013.
18. Vendor states under oath pursuant to 65 ILCS 5/11-42.2-1 that it is not delinquent in the payment of any tax administered by
the Illinois Department of Revenue.
19. Vendor certifies that it has,and will comply with Section 512-105 of the Human Rights Act (775 ILCS 5/2-105), including
having a written sexual harassment policy which complies with said section. I