PSA for Annual Prevt. Maint. for (4) Outdoor Warning Sirens VILLAGE OF OAK BROOK
PROFESSIONAL SERVICES AGREEMENT
This AGREEMENT is dated as of the'6V day of 11 , 2021 ("Agreement'), and is by and between the VILLAGE OF
OAK BROOK, 1200 Oak Brook Road, Oak Brook, Illinois 60523 an Illinois municipal corporation ("Village'l, and BRANIFF
COMMUNICATIONS,INC., 4741 WEST 136"Street, Crestwood,Illinois 60418("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. SCOPE OF SERVICES. The Village representations and certifications expressed shall be in
retains the Consultant to perform,and the Consultant agrees to addition to any other representations and certifications
perform, all necessary services to perform the work in expressed in this Agreement, or expressed or implied by law,
connection with the project identified below ("Services"), which are hereby reserved unto the Village.
which Services the Consultant shall provide pursuant to the
terms and conditions of this Agreement: The Consultant further represents that it is financially solvent,
has the necessary financial resources, and is sufficiently
Annual Preventative Maintenance for (4) Outdoor Warning experienced and competent to perform and complete the
Sirens from November 1, 2022— October 31, 2023, as more Services in a manner consistent with the standards of
fully described in Exhibit A. professional practice by recognized consultants providing
services of a similar nature. The Consultant shall provide all
TIME OF PERFORMANCE. The Consultant shall perform personnel necessary to complete the Services.
and complete the Services as mutually agreed upon between
Village and Consultant("Time of Performance'l. SECTION 4. INDEMNIFICATION; INSURANCE;
LIABILITY.
SECTION 2. COMPENSATION.
A. Indemnification. The Consultant proposes
A. Aereement Amount. The total amount and agrees that the Consultant shall indemnify and save
billed by the Consultant for the Services under this Agreement harmless the Village against all damages, liability, claims,
shall not exceed $2,680.00, including reimbursable expenses, losses, and expenses (including attorneys' fee) that may arise,
without the prior express written authorization of the Village or be alleged to have arisen, out of or in connection with the
Manager. Consultant's performance of, or failure to perform, the
Services or any part thereof, or any failure to meet the
B. Taxes, Benefits, and Royalties. Each representations and certifications set forth in Section 4 of this
payment by the Village to the Consultant includes all Agreement.
applicable federal, state, and Village taxes of every kind and
nature applicable to the Services as 'well as all taxes, B. Insurance. The Consultant acknowledges
contributions, and premiums for unemployment insurance, old and agrees that the Consultant shall, and has a duty to
age or retirement benefits, pensions, annuities, or similar maintain adequate insurance, in an amount, and in a form and
benefits and all costs, royalties, and fees arising from the use from companies, acceptable to the Village. The Consultant's
of, or the incorporation into, the Services, of patented or maintenance of adequate insurance shall not be construed in
copyrighted equipment, materials, supplies, tools, appliances, any way as a limitation on the Consultant's liability for losses
devices, processes, or inventions. All claim or right to claim or damages under this Agreement.
additional compensation because of the payment of any such
tax, contribution, premium, costs, royalties, or fees is hereby C. No Personal Liability. No elected or
waived and released by Consultant. appointed official or employee of the Village shall be
personally liable,in law or in contract,to the Consultant as the
C. Payment of Agreement Amount. result of the execution of this Agreement.
Payments shall be made pursuant to the terms of the Local
Government Prompt Payment At,50 ILCS 505/3 et.seq. SECTION 5. GENERAL PROVISIONS.
SECTION 3. REPRESENTATIONS OF A. Relationship of the Parties. The
CONSULTANT. The Consultant represents and certifies that Consultant shall act as an independent contractor in providing
the Services shall be performed in accordance with the and performing the Services. Nothing in, nor done pursuant
standards of professional practice, care, and diligence to, this Agreement shall be construed to: (1) create the
practiced by recognized consultants in performing services of relationship of principal and agent, employer and employee,
a similar nature in existence at the Time of Performance. The partners, or joint venturers between the Village and
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Consultant; or (2) to create any relationship between the conditions of any federal, state, or local grant received by the
Village and any subcontractor of the Contractor. Village or Consultant with respect to this Contract or the
Services. Consultant shall be solely liable for any fines or
B. Conflicts of Interest. The Consultant civil penalties that are imposed by any governmental or quasi-
represents and certifies that, to the best of its knowledge: (1) governmental agency or body that may arise, or be alleged to
no Village employee or agent is interested in the business of have arisen, out of or in connection with Consultant's, or its
the Consultant or this Agreement; (2) as of the date of this subcontractors, performance of, or failure to perform, the
Agreement, neither the Consultant nor any person employed Services or any part thereof. Every provision of law required
or associated with the Consultant has any interest that would by law to be inserted into this Contract shall be deemed to be
conflict in any manner or degree with the performance of the inserted herein.
obligations under this Agreement; and (3) neither the
Consultant nor any person employed by or associated with the F. Prevailing Wage. Pursuant to Section
Consultant shall at any time during the term of this Agreement 4 of the Illinois Prevailing Wage Act, 820 ILCS 130/4,
obtain or acquire any interest that would conflict in any Contractor agrees and acknowledges that not less than
manner or degree with the performance of the obligations the applicable rate of prevailing of wages, as found or
under this Agreement. ascertained by the Department of Labor and made
available on the Department's Official website, or
C. No Collusion. The Consultant represents determined by the court on review, shall be paid for each
and certifies that the Consultant is not barred from contracting craft or type of worker needed to execute this contract or
with a unit of state or local government as a result of(1) a to perform such work, and it shall be mandatory upon
delinquency in the payment of any tax administered by the the contractor to whom the contract is awarded and upon
Illinois Department of Revenue unless the Consultant is any subcontractor under him, to pay not less than the
contesting, in accordance with the procedures established by specified rates to all laborers, workers and mechanics
the appropriate revenue act, its liability for the tax or the employed by them in the execution of this contract.
amount of the tax, as set forth in Section 11-42.1-1 et seq. of
the Illinois Municipal Code, 65 ILCS 5/11-42.1-1 et seq.; or G. Certified Payroll. Contractor shall, in
(2) a violation of either Section 33E-3 or Section 33E-4 of accordance with Section 5 of the Illinois Prevailing Wage
Article 33E of the Criminal Code of 1961, 720 ILCS 5/33E-1 Act, 820 ILCS 130/5, submit to the Village, and upon
et seq. If at any time it shall be found that the Consultant activation of the database provided by 820 ILCS 130/5.1
has, in procuring this Agreement, colluded with any other to the Department of Labor, on a monthly basis, a
person,firm,or corporation,then the Consultant shall be liable certified payroll. The certified payroll shall consist of a
to the Village for all loss or damage that the Village may complete copy of those records required to be made and
suffer, and this Agreement shall, at the Village's option, be kept by the Prevailing Wage Act. The certified payroll
null and void. shall be accompanied by a statement signed by the
Contractor or subcontractor which certifies that: (1) such
D. Termination. Notwithstanding any other records are true and accurate; (2) the hourly rate paid is
provision hereof, the Village may terminate this Agreement at not less than the general prevailing rate of hourly wages
any time upon 15 days prior written notice to the Consultant. required by the Prevailing Wage Act; and (3) Contractor
In the event that this Agreement is so terminated, the or subcontractor is aware that filing a certified payroll
Consultant shall be paid for Services actually performed and that he or she knows to be false is a Class A
reimbursable expenses actually incurred, if any, prior to misdemeanor. A general contractor may rely upon the
termination, not exceeding the value of the Services certification of a lower tier subcontractor, provided that
completed. the general contractor does not knowingly rely upon a
subcontractor's false certification. Upon seven business
E. Compliance with Laws and Grants. days' notice, Contractor and each subcontractor shall
Consultant shall give all notices, pay all fees, and take all make available for inspection and copying at a location
other action that may be necessary to ensure that the Services within this State during reasonable hours, the records
are provided,performed, and completed in accordance with all required to be made and kept by the Act to: (i) the
required governmental permits, licenses, or other approvals Village, its officers and agents; (ii) the Director of Labor
and authorizations that may be required in connection with and his deputies and agents; and (iii) to federal, State, or
providing, performing, and completing the Services, and with local law enforcement agencies and prosecutors
all applicable statutes, ordinances, rules, and regulations,
including without limitation the Fair Labor Standards Act; any
statutes regarding qualification to do business; any statutes H. Default. If it should appear at any time that
prohibiting discrimination because of, or requiring affirmative the Consultant has failed or refused to prosecute, or has
action based on,race,creed,color,national origin, age, sex, or delayed in the prosecution of, the Services with diligence at a
other prohibited classification, including, without limitation, rate that assures completion of the Services in full compliance
the Americans with Disabilities Act of 1990, 42 U.S.C. §§ with the requirements of this Agreement, or has otherwise
12101 et seq., and the Illinois Human Rights Act, 775 ILCS failed,refused,or delayed to perform or satisfy the Services or
5/1-101 et seq. Consultant shall also comply with all any other requirement of this Agreement ("Event of
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Default'), and fails to cure any such Event of Default within determine to be in its best interest from time to time. The
ten business days after the Consultant's receipt of written failure of the Village or the Consultant to exercise at any time
notice of such Event of Default from the Village, then the any such rights shall not be deemed or construed as a waiver
Village shall have the right, without prejudice to any other of that right,not shall the failure void or affect the Village's or
remedies provided by law or equity, to (1) terminate this the C'onsultant's right to enforce such rights or any other
Agreement without liability for further payment; or (2) rights.
withhold from any payment or recover from the Consultant,
any and all costs. including attorneys' fees and administrative L. Third Party Beneficlary. No claim as a
expenses, incurred by the Village as the result of any Event of third party beneficiary under this Agreement by any person,
Default by the Consultant or as a result of actions taken by the firm, or corporation shall be made or be valid against the
Village in response to any Event of Default by the Consultant. Village.
I Assignment. Phis Agreement may not be M. Governing Lasts. This Agreement and the
assigned by the Village or by the Consultant without the prior rights of Owner and Consultant under this Agreement shall be
written consent of the other party. interpreted according to the internal laws, but not the conflict
of laws rules, of the State of Illinois; the venue for any legal
J. Notice. All notices required or permitted to action arising in connection with this Agreement shall be in
begiven tinder this Agreement shall be in writing and shall be the Circuit Court of DuPage County,Illinois.
delivered: (1)personally;(2)by a reputable overnight courier.
or by (3) bycertified mail, return receipt requested, and N. Conflicts: Exhibits. If any term ar provision
deposited in the US. Mail,postage prepaid, Unless otherwise in this Agreement conflicts with any term or provision of an
expressly provided in this Agreement,notices shall be deemed attachment or exhibit to this Agreement, the terms and
received upon the earlier of: (a) actual receipt; (b) one provisions of this Agreement shall control,
business day after deposit with an overnight courier as
evidenced by a receipt of deposit; or (c) three business days
following deposit in the U.S. mail, as evidenced by a return O. No Disclosure of Confldentlal
receipt. Notices and communications to the Village shall be Information by the Consultant. Confidential information
addressed to,and delivered at.the following address: means all material, non-public, business-related information,
written or oral, whether or not it is marked that is disclosed or
Village of Oak Brook made available to the Consultant, directly or indirectly,
1200 Oak Brook Road through any means of communication or observation. The
Oak Brook.Illinois 60523 Consultant acknowledges that it shall, in performing the
Attention: Jim Fox.1T Director Services for the Village under this Agreement,have access,or
be directly or indirectly exposed, to Confidential Information.
Notices and communications to the Consultant shall be The Consultant shall hold confidential all Confidential
addressed to,and delivered at.the following address: Information and shall not disclose or use such Confidential
information without the express prior written consent of the
Braniff C.onununications,Inc. Village. The Consultant shall use reasonable measures at least
4741 West 130 Street as strict as those the Consultant uses to protect its own
Crestwood,Illinois 60419 confidential information. Such measures shall include,
Attention:Jeffrey M.Ryba, President without limitation, requiring employees and subcontractors of
the Consultant to execute a non-disclosure agreement before
K. Waiver. Neither the Village nor the obtaining access to Confidential Information.
Consultant shall be under any obligation to exercise any of the
rights granted to there in this agreement except as it shall
ATTEST: VILLAGE OF OAK BROOK
Charlotte Truss,Village Clerk fircg mmen; Village Manager
ATT'EST: BRANIFF CONIMUNICA'f ON.'
liI- -&
By;
T
. _r-1� � _ Its:
3
EXHIBIT A
(AGREEMENT NO.PMA-050108OB DATED OCTOBER 1,2022)
4
BRANIFF
COMMUNICATIONS
INCORPORATED
Your Turn-Key Project Source for Audible and Visual Emergency Alerting,
Notification and Communications Systems
October 1, 2022
Mr. Jim Fox
Village of Oak Brook
1200 Oak Brook Road
Oak Brook, IL 60523-2255
RE: Outdoor Warning Siren System Annual Preventative Maintenance Agreement
Renewal-Agreement No.: PMA-0501080B
Dear Mr. Fox:
Please find enclosed our Invoice#0034328 itemizing the renewal of our Preventative
Maintenance Agreement for the Outdoor Warning Siren System in the Village of Oak Brook for
the period from November 1, 2022 thru October 31, 2023. This will continue your coverage of
your existing sirens for a period of one(1) year. We will continue our maintenance program as
outlined on the enclosed Agreement and Addendum A documents.
Please sign both copies of the enclosed Agreement, as well as the applicable Addendum(s),
retain one(1) signed original for your records and return one(1) signed original with a check or
purchase order if required, no later than October 31, 2022 so that your coverage will not be
interrupted. In the event we do not receive the signed agreement renewal prior to October 31,
2022,the agreement will expire and any requested service to the siren system will be performed
on a time and material basis until the agreement is renewed.
On behalf of Braniff Communications, Inc., I would like to thank you for granting our firm the
opportunity to provide the Village of Oak Brook with the enclosed Maintenance Agreement
renewal and extend our sincerest interests in assisting you with the long-term future support and
maintenance of the Outdoor Warning Siren System equipment. We truly appreciate your
business.
Should you have any questions or if Braniff Communications, hie. can offer any further
assistance,please don't hesitate to contact us at your earliest convenience.
Respectfull
Jeffrey M. R)6a
President
Encl.
4741 West 136`h Street • Crestwood,Illinois 60418 • Sales:(800)323-3477 • Service:(708)597-3200 • Fax:(708)597-3307
Website:http://www.braniffcommunicabons.com
E-mail:info@braniffcommunications.com sales@braniffcommunicabons.com service@braniffcommunications.com
BRANIFF COMMUNICATIONS, INC. AGREEMENT NO.: PMA-0501080B
4741 W.136TH ST.,CRESTWOOD,ILLINOIS 60418 OUTDOOR WARNING SIREN SYSTEM
VOICE:(708)597.3200 FAX:(708)597-3307 PREVENTATIVE MAINTENANCE SERVICE AGREEMENT
CUSTOMER NAME AGREEMENT DATE: AGREEMENT TYPE
VILLAGE OF OAK BROOK 10/1/2022 1 ❑ NEW N RENEWAL
BILL TO ADDRESS AGREEMENT COVERAGE PERIOD
1200 OAK BROOK ROAD 11/l/2022-10/31/2023
CITY STATE ZIP CODE MAINTENANCE INSPECTION INTERVAL SERVICE TYPE/COVERGAGE
OAK BROOK IL 60523 N ANNUAL ❑ OTHER I ❑ T&M N AGREEMENT
ADMINISTRATIVE CONTACT NAME PHONE FAX APPLICABLE ADDENDUMS
JIM FOX 630-368-5000 630-368-5174 ❑ NONE N ADDENDUM A ❑ ADDENDUM B
INSPECTION REPORT CONTACT NAME NAME
JIM FOX m= BRANIFF COMMUNICATIONS, INC.
INSPECTION REPORT CONTACT E-MAIL OF}< ADDRESS
JFOX OAK-BROOK.ORG Z o 4741 WEST 136TH STREET
<z Z CITY STATE ZIP CODE
moo CRESTWOOD IL 60418
<w O CONTACT PHONE FAX
a LL SERVICE DEPT. 708-597-3200 708-597-3307
QTY. MODEL DESCRIPTION AND SITE LOCATION PER UNIT EXTENDED
4.00 FEDERAL SIGNAL 2001 SERIES, AC/DC OPERATED, OUTDOOR WARNING $670.00 $2,680.00
SIRENS COMPLETE WITH ALL RELATED POLE-MOUNTED SIREN MOTOR/RF
CONTROLS AND ELECTRICAL DISTRIBUTION EQUIPMENT, INCLUDING
BATTERIES, AT THE FOLLOWING SITE LOCATIONS:
BUTTERFIELD COUNTRY CLUB
22ND AND ROUTE 83
1915 YORK ROAD
SPRING ROAD&MADISON
TOTAL AMOUNT OF MAINTENANCE AGREEMENT $2,680.00
PLEASE SEE REVERSE SIDE OF THIS DOCUMENT FOR TERMS AND CONDITIONS OF THIS MAINTENANCE AGREEMENT.
CUSTOMER AGENT/REPRESENTATIVE(PRINT NAME) BRANIFF COMMUNICATIONS,INC.
JEFFREY M. RYBA, PRESIDENT
SIGNATURE -
DATE DAT : '
10/l/2022
DOCUMENT#PMA,REV 1-15-2018
TERMS AND CONDITIONS
This Maintenance Service Agreement, (this Agreement), is between BRANIFF COMMUNICATIONS, INC., a corporation, ("BRANIFF") and the
("CUSTOMER")as indicated on the reverse side of this Agreement. In consideration of the mutual agreement herein contained,BRANIFF and the
CUSTOMER agree as follows:
1.)Subject to the terms and provisions of this Agreement,BRANIFF,hereby agrees to maintain and service equipment,(the OUTDOOR
WARNING SIREN EQUIPMENT),described on the reverse side of this Agreement including the referenced and/or attached Addendum(s)beginning
and ending on the dates indicated.
2.) CUSTOMER hereby agrees to pay BRANIFF the total of annual charge(s)set forth on the reverse side for the term of this Agreement in
one or more annual payment(s),due on the date(s)hereof. In addition CUSTOMER shall pay for any applicable sales,use,excise or other taxes,if
any,which may be imposed upon the furnishings of parts,components or services pursuant of this Agreement. In cases where the CUSTOMER is
exempt from such taxes,an exemption certificate must be furnished by CUSTOMER.
3.) After the term of this Agreement,this Agreement may be renewed by mutual agreement of the parties,in writing. BRANIFF shall have
the option to change and/or revise annual charges for the Agreement renewal and shall notify CUSTOMER of such revisions within thirty(30)day
written notice from end of the Agreement term.
4.) BRANIFF shall perform its obligation hereunder during normal business hours at the location(s)of the equipment as provided by the
CUSTOMER and indicated on the reverse side of this Agreement in accordance with the referenced and/or attached Addendum(s)of this Agreement
as outlined on our inspection reports pertaining to each siren.
5.) The service to be performed by BRANIFF hereunder shall consist of repair or replacement of the EQUIPMENT and parts and
components thereof which have malfunctioned or become inoperative in normal wear and usage as outlined on referenced and/or attached
Addendum(s), but shall not include interface equipment or, in the instance of radio products,antennas,external microphones and other accessory
items. This Agreement does not extend to repair or replacement of the EQUIPMENT or parts or components thereof which have malfunctioned or
become inoperative for any other reason, including but not limited to misuse, abuse, vehicular accident, fire, natural disaster, explosion or other
casualty,or modification or alteration by any party other than BRANIFF.
6.) BRANIFF'S obligation to service the EQUIPMENT pursuant to this Agreement shall consist of its obligation of repair or replacement
herein above set forth. In the event of any breach of such obligation by BRANIFF,CUSTOMER'S sole remedy shall be to terminate this Agreement
and receive from BRANIFF the lesser of: (i)the actual and reasonable cost of such repair or replacement by another party;or(ii)the monthly charges
theretofore paid by CUSTOMER in respect of such of the EQUIPMENT for which breach is claimed by CUSTOMER. In no event shall BRANIFF be
responsible for consequential damages or other damages, such as, but not limited to, loss of profits, cost of purchasing or renting replacement
equipment, or loss of use of the EQUIPMENT or the site where the EQUIPMENT is installed. This limitation on the liability of BRANIFF shall not
extend to any claim for damages arising out of injury to person or property directly and proximately caused by the EQUIPMENT.
7.) BRANIFF shall perform its obligation hereunder at the sites as designated by the CUSTOMER. The CUSTOMER shall be responsible
for providing access to the EQUIPMENT as well as providing a safe and suitable working site,and shall be responsible for additional costs or expenses
incurred by BRANIFF in performing services at such site(s),including,but not limited to transportation costs,temporary equipment rentals,employee
overtime,and additional labor costs resulting from utilization of local union workmen to conform with any agreement or other requirements affecting
such work site(s).
8.) Any item of the EQUIPMENT which is not new or which has not been subject to a maintenance service agreement with BRANIFF
immediately prior to this Agreement shall be inspected by BRANIFF at CUSTOMER'S request and restored to operative condition at the expense of
CUSTOMER. In the event that BRANIFF is unable to restore the EQUIPMENT to operative condition,then effective upon the date of notice of such
fact to CUSTOMER,this Agreement shall be terminated as to such EQUIPMENT and the charges hereunder equitably reduced. Such termination
shall have no effect as to any other EQUIPMENT herein above specified,and in addition,CUSTOMER shall pay BRANIFF its reasonable charges for
parts and labor expended in its attempt to restore such EQUIPMENT to operative condition.
9.) BRANIFF warrants that parts,components and services furnished pursuant to this Agreement shall be commercially free from defects
of material and workmanship at the time EQUIPMENT is being serviced. Any claim for breach of this warranty shall be ineffective unless written notice
thereof shall be given to BRANIFF within the period of one year from the date hereof. THIS WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL
OTHER WARRANTIES OF MERCHANTABILITY,FITNESS FOR PURPOSE AND OF ANY OTHER TYPE,WHETHER EXPRESS OR IMPLIED.
10.) BRANIFF shall use reasonable diligence to perform its obligation hereunder on a commercially timely basis but subject to delays or
failure resulting from fire, war, labor disputes, acts of God,governmental regulations, commercial shortages,component or material unavailability,
weather conditions,and other causes beyond its reasonable control. Performance by BRANIFF is further conditioned upon complete information or
instructions being furnished by CUSTOMER regarding inoperative or malfunctioning conditions of the EQUIPMENT and possible causes thereof.
11.) BRANIFF shall be responsible for all loss of or damage to the EQUIPMENT while in the possession of BRANIFF and CUSTOMER
shall be responsible for all loss of or damage to the EQUIPMENT while in transit to or from BRANIFF'S Service Shop designated pursuant to this
Agreement. Notwithstanding the foregoing,unless otherwise instructed by CUSTOMER,BRANIFF shall insure return shipments of the EQUIPMENT
to CUSTOMER for not less than replacement value thereof and the cost of such insurance shall be billed to and paid for by the CUSTOMER.
12.) CUSTOMER represents and warrants that: (i)CUSTOMER owns the EQUIPMENT or has full right of possession and use thereof
throughout the term of this Agreement; (ii)CUSTOMER has full power and authority to enter into this Agreement; and(iii) the performance of this
Agreement by BRANIFF as herein above set forth will not violate any contracts or arrangements to which CUSTOMER is a party or which may be
binding upon CUSTOMER.
13.) This Agreement may be terminated: (i) by either party hereto in whole or in part as to less than all items of the EQUIPMENT upon
giving the other party ninety(90)days advance written notice of its intent to terminate; or(ii) by CUSTOMER upon giving BRANIFF written notice
thereof within 15 days after BRANIFF shall have designated a different service facility pursuant to paragraph 3 hereof. Upon the effective date of any
such termination all rights and obligations hereunder shall cease and terminate except that: (i)BRANIFF shall complete all services herein required of
it with respect to EQUIPMENT theretofore delivered to BRANIFF and shall return same to CUSTOMER; (II) CUSTOMER shall pay for all charges or
other costs accruing prior to the effective date of termination or with respect to EQUIPMENT thereafter returned to CUSTOMER by BRANIFF;and(iii)
BRANIFF shall return to CUSTOMER all payments made by CUSTOMER applicable to terminated maintenance services to have been rendered by
BRANIFF subsequent to the effective date of termination.
14.) This Agreement constitutes the only agreement between BRANIFF and CUSTOMER respecting the subject matter hereof and
supersedes all prior agreements or understands,whether written or oral. This Agreement may not be amended or modified except in a writing signed
by BRANIFF and CUSTOMER. Neither party may assign any rights hereunder without the prior written consent of the other. This Agreement shall be
solely for the benefit of BRANIFF and CUSTOMER and no other party shall have any rights hereunder.
Terms Revision 1-5-2012
ADDENDUM A
AGREEMENT NO. PMA-05010808
OUTDOOR WARNING SIREN SYSTEM
PREVENTATIVE MAINTENANCE SERVICE AGREEMENT
A.1 PREVENTATIVE MAINTENANCE INSPECTION INTERVAL AND COVERAGE
A.1.1 Pricing itemized in this agreement includes an annual,on-site Preventative maintenance inspection visit at each of the four(4)warning siren
sites in the Village of Oak Brook.
A.1.2 Pricing itemized in this agreement includes all applicable travel time associated with the on-site,preventative maintenance inspections.
A.1.3 In addition to the on-site preventative maintenance inspection(s),Braniff Communications,Inc.shall provide field service repair in the event
of equipment failure(s)discovered during regular monthly testing of the system or other system testing and/or monitoring procedures and
shall respond to such service requests within 72 hours,weather permitting. These repairs,caused by normal wear and tear and necessary
to maintain the preparedness of the warning system,include all applicable travel and on-site repair labor. Also included,are all required
minor replacement parts such as switches,relays,belts,fuses,semiconductors,or any minor part with a published list price of$50.00 or less.
The loss of electrical service Power at/to the warning siren site is not a covered repair.
A.1.4 This Preventative Maintenance Service Agreement does not include the replacement of major warning siren components,including the repair
labor associated with the replacement of these components,including but not limited to;
A.1.4.1 RF Siren Controller including FM Receiver,Tone Decoder and Timer
A.1.4.2 Main Siren Horn Assembly
A.1.4.3 Siren Chopper Motor Assembly
A.1.4.4 Chopper Housing Assembly(T-1000/1003&2001 Series)
A.1.4.5 Siren Rotator Motor/Gear Reducer Main Assembly
A.1.4.6 Blower Motor/Pump/Housing Assembly(T1000/1003 Series)
A.1.4.7 Pole-Mounted Enclosures,including Motor Controls and Battery Storage
A.1.4.8 Treated Wooden Utility Pole/Galvanized Steel Pole.
A.1.5 In the event of a non-covered repair, Braniff Communications, Inc.will submit a detailed labor and parts estimate of the repair cost in
accordance to the rates itemized under items A.5 and A.6.,and will delay such repair(s)until the Village of Oak Brook issues a repair purchase
order. Such delay shall not interfere with the scheduled maintenance on the balance of the warning system.
A.2 WARNING SIREN SITE ACCESS
A.2.1 The Village of Oak Brook shall be responsible to provide for,or facilitate,access by Braniff-owned vehicles including aerial bucket truck(s)
and Service Van(s)at each warning siren site as required to perforin the preventative maintenance inspection(s)or repairs.
A.2.2 Site landscape restoration shall be incidental and is not provided for,nor included,in this agreement.
A.3 APPLICABLE MAINTENANCE INSPECTION SCHEDULE(S)
A.3.1 Preventative maintenance inspections shall be performed in accordance with,as well as documented per,Braniff inspection schedule(s)
#2001 DC.
A.4 SIREN SYSTEM ACTIVATION CONTROL&STATUS MONITORING STATIONS
A.4.1 Unless specified and listed on the Preventative Maintenance Service Agreement,any required or recommended equipment inspection and/or
repair,including troubleshooting,training and re-alignment required at any applicable Municipal Police/Fire/EMA facility,and/or contracted
dispatching agent's facility, should be referred to the equipment service provider under contract or shall be performed, by Braniff, in
accordance to the rates itemized under items A.5 and A.6.
A.5 SERVICE LABOR RATES
A.5.1 Warning siren site and/or activation control&monitoring station equipment repair,not covered under the Preventative Maintenance Service
Agreement as listed under A.1 and AA,shall be performed according to the labor rates listed herein.
A.5.2 A Service Call or Travel Labor Charge of$75.00 per hour shall apply to each hour of travel time and will be billed in%hour increments.
A.5.3 Braniff Communications,Inc.shall supply,as required and requested by the,Village of Oak Brook a Field Service Technician/Service Van
at a rate of$145.00 per on-site hour billed in%hour increments.
A.5.4 Braniff Communications,Inc.shall supply,as required and requested by the Village of Oak Brook,an Aerial Bucket Truck with Operator at a
rate of$180.00 per hour,portal to portal.
A.5.5 Braniff Communications,Inc.shall supply,as required and requested by the Village Of Oak Brook,an additional Field Service Technician at
a rate of$115.00 per hour,portal to portal.
A.5.6 When and as applicable,Braniff Communications, Inc.shall conform to the regulations,requirements and rates set forth under the Illinois
Wages of Employees on Public Works Act(820 ILCS 130/1-12).
A.6 PARTS/MATERIAL DISCOUNT AND PROCUREMENT
A.6.1 Any required replacement parts,including replacement batteries,shall be furnished by Braniff Communications,Inc.at a discounted rate of
15%off published list price.
A.6.2 Any proprietary parts that may be required,other than those manufactured by,or utilized by,Federal Signal Corporation,may be available
for sale to the end-user only. Under such circumstances,the Village of Oak Brook shall assist Braniff Communications,Inc.in securing any
such applicable part(s)as required.
A.6.3 In the event of part unavailability due to product obsolescence, Braniff Communications, Inc. shall diligently pursue the procurement of
equivalent substitute,refurbished,or used part(s)to complete warning siren equipment repair(s). Under certain circumstances,equivalent
substitute,refurbished,or used parts may not be available and replacement components or product shall be quoted.
Preventative Maintenance Service Agreement No.PMA-051-01080B,Addendum A
Village of Oak Brook
Jeffr .Ryb ,-President---,, Customer Agent/Representative
Braniff Communications_lnn_! Village of Oak Brook
10/1/2022