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Heritage Center HVAC Maintenance AgreementVILLAGE OF OAK BROOK PROFESSIONAL SERVICES AGREEMENT This AGREEMENT is dated as of the/ -Il day of �✓.0 ; - 201? ("Agreement"), and is by and between the VILLAGE OF OAK BROOK, 1200 Oak Brook Road, Oak Brook, Illinois, 60523 an Illinois municipal corporation ("ItiBage'), and CONTROLLED ENVIRONMENTAL SYSTEMS, INC., 16308 S. 10"" Avenue, Suite 1., Orland Park, Illinois 60467-8887 ("Consuhanf') 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 retains the Consultant to perform, and the Consultant agrees to perform, all necessary services to perform the work in connection with the project identified below ("services"), which Services the Consultant shall provide pursuant to the terms and conditions of this Agreement: Oak Brook Heritage Center HVAC Preventative 3faintenmrce.igreernenr 7/112017-6/30/2018 S EC"f ION 2. TIME OF PERFORMANCE. The Consultant shall perform the Services as mutually agreed upon by the Village and Consultant ("Tine pj Perjarmmrce"). SECTION 3. COMPENSATION. A. Agreement Amount. ]'he total amount billed by the Consultant for the Services under this Agreennenl shall not exceed S3,400.00, including reimbursable expenses. without the prior express written authorization of the V'illagc Manager. B. Tares Benefits and Royalties. Each payment by die Village Io the Consultant includes all applicable federal, state, and Village taxes of every kind and nature applicable to the Services as well as all taxes, contributions. and premiums for unemployment insurance. old age or retirement benefits. pensions, annuities. or similar be.nel its and all costs, royalties. and fees arising hom the use of. or the incorporation into. the Services, of patented or copyrighted equipment, materials. supplies, tools, appliances. devices. processes, or inventions. All claim or right to claim additional compensation by reason of the payment of onv such tax, contribution, premium. costs, royalties, or fees is hereby waived and released by Consultant. SECTION 4. REPRESENTATIONS OF CONSULTANT. The Consultant represents and certifies that the Services shall he performed in accordance with the standards of professional practice, care. and diligence Practiced by recognized consultants in performing services of a similar nature in existence at the Time of Performance The repreeentations and ceri-ications expressed shall be in addition to any other representations and certifications expressed in this Agreement. or expressed or implied by law. which are hereby reserved mite the Village. The Consultant further represents that it is financially solvent. has the necessary financial resources, and is sufficiently experienced and competent to perform and complete the Services in a manner consistent with the standards of professional practice by recognized consultants providing services of a similar nature. 1 h Consultant shall provide all personnel necessary to complete the Services. SECTION S. INDEMNIFICATION, INSURANCE - LIABILITY A. Indemnification. The Consultant proposes and agrees that the Consultant shall indemnify, and save harmless the Village against all damages, liability, claims, losses. and expenses (including attorneys' fee) that may arise, or be alleged to have arisen, out of or in connection with the Consultant's performance of, or failure to perform. the Services or any part thereof, or any failure to meet the representations and certifications set forth in Section 4 of this Aureemem B. Insurance. The Consultant acknowledges and agrees that the Consultant shall. and has a dunto, maintain adequate insurance, in an amount, and in a Ibrm and from companies, acceptable to the Village. The Consultant's maintenance of adequate insurance shall not be construed in any way as a limitation on the Consultant's liability for losses or damages under this .Agreement. C. No Personal Liability. No elected or appointed official or -'employee the Village shall be personally liable, in law or in contract, to the Consultant as the result of the execution of this Agreement. SECTION 6. GENERAL PROVISIONS, A. Relationship or the Parties. The Consultant shall act as an independent contractor in providing and performing the Services. Nothing in. nor done pursuant to. this Agreement shall be construed to: (1) create the relationship of principal and agent. employer and employee. partners.. or joint venturers bLiWeCn the Village and Consultant; or (2) to create any relationship between the Village and am subcontractor of the Contractor. B. Conflicts of Interest. The Consultant represents and certifies that, to the best of its knowledge: ( I ) no V'illase employee or agent is interested in the business of the Consultant or this Agreement, (2) as of the date of this Agreement. neither the Consultant nor am person employed or associated with the Consultant has any interest that would conflict in any manner or degree with the performance of the obligations under this Agreement: and 13) neither the Consultant nor any person employed by or associated with the Consultant shall at any time durme the term of this Agreement obtain or acquire an%y interest that would conflict in am manner or degree wall the performance of the obligations under this Agreement. C. No Collusion, The Consultant represents and verifies that Cis not barred from contracting with a unit of state or local govemment as a result of (I) a delinquent) ;n the payment of any tax administered by the Illinois Department of Revenue unless the Consultant is contesting, to accordance with the procedures established hs the appropriate revenue act. its liability for the tax or the amount of the tay. as set forth in Section 11--12.1-1 err sett of the Illinois Municipal Code. 65 ILCS 5o 11-42.1-1 et ,eq.:. or 12) a violation of either Section 3312.3 or Section 13E-4 of Article 731-. of the Criminal Code of 1961. 720 ILCS 5:331:-1 er .sey If at any time it shall be found that the Consultant has, in procuring this Agreement, colluded with any other Person. firm, or corporation, then the Consultant shall be liable to the Village for all loss or damage that the Village may suffer. and this Agreement shall, at the Village's option. be null and void. D. Termination. Notwithstanding any other provision hereof, the Village may terminate this Agreement at any 'line upon 15 days prior wrinen notice to the Consultant. In the event that this Agreement is so terminated, the Consultant shall be Paid for Services acluallg performed and reimbursable expenses actually incurred. if any, prior to termination, not exceeding the value of the Sersicc, completed. E. COmnliaDce with Laws and Grants. Consultant shall give all notices. pay all fees, and take all other action that may be necessary to ensure that the Services are provided. performed. and completed in accordance with all required governmental permits, licenses. or other approvals and authorizations that may be required in connection with providing, performing. and completing the Services, and with all applicable statutes. ordinances, rules. and regulations. including without limitation the Fair Labor Standards Act. any statutes regarding qualification to do business; any statutes prohibiting discrimination because of, or requiring affirma[ive action based on, race, creed, color, national origin, age, sex, or Other prohibited classification, including, without limitation, the Americans with Disabilities Act of 1990. 42 U.S.C. §§ 12101 et sey.. and the Illinois Human Rights Act, 775 ILCS 5, 1-Iof ar .req. Consultant shall also comply with all conditions of am federal, state, or local grant received by the Village or Consultant with respect to this Contract or the Services. Consultant shall be solely liable for anv fines or civil penalties that are imposed by any governmental or quasl- govemmental agency or body that may arise,. or be alleged to have arisen, out of or in connection with Consultant's, or its subcontractors, performance of, or failure to perform. the Services or any pan thereof Every provision of la% required by law to be inserted into ibis Contract shall be deemed to be inserted herein. F. Default. If it should appear at any time that the Consultant has failed or refused to prosecute, or has delayed in the prosecution of. the Services with diligence at a rate that assures completion of the Services in full compliance with the requirements of this Agreement, m has otherwise failed- refused, or delayed to perform or satisfy the Services or any other requirement of this Agreement t "Even, of Defaufr'j. and fails to cure any such Event of Default within ten business days after the Consultant's receipt of wrinen notice of such Event of Default from the Village, then the Village shall have the right, without prejudice to any other remedies provided by law or equity, to (I) terminate this Agreement without liability for further payment, or (2) withhold from any payment or recover from the Consultant, any and all costs, including attorneys' fees and administrative expenses. incurred by the Village as the result of any Event of Default by the Consultant or as a result of actions taken by the Village in response to any Event of Default by the Consultant. G. Assignment. ibis Agreement may not be assigned by the Village or by the Consultant without the prior wrinen consent of the other para. K Notice. All notices required or permitted to be given under this Agreement shall be in writing and shall be delivered: ( 1) personally; (2) by a reputable overnight courier; or by (3j by cenilied mail. return receipt requested, and deposited in the U.S. Mail, postage prepaid. Unless otherwise expressly provided in this Agreement, notices shall be deemed received upon the earlier of: (a) actual receipt. (b) one 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 receipt. Notices and communications to the Village shall be addressed to, and delivered at, the following address: Village of Oak Brook 1200 Oak Brook Road Oak Brook, Illinois 60523 Attention: Doug Patchin, Public Works Director Notices and communications to the Consultant shall be addressed to, and delivered at, the following address: Controlled Environmental Systems. Inc, 16308 S. 107'"Avenue. . Suite 12 Orland Park. Illinois 60467-8887 Attention: Chris Simadis 1• Waiver. Neither the Village nor the Consultant shall be under any obligation to exercise any of the rights granted to them in this Agreement except as it shall determine to be in its best interest from time to time. The failure of the Village or the Consultant to exercise at anv time any such rights shall not be deemed or construed as a waiver of that right, nor shall the failure void or affect the Village's or the Consullant's right to enforce such rights or arrv, other I ight.. J. Third Party Beneficiary. No claim as a third patty beneficiary under this ,Agreement by any person, firm, or corporation shall be made or be valid against the Village K. Conflicts: Exhibits. If any term or Provision in this Agreement conflicts with anv term or Provision ol'an attachment or exhibit to this Agreement, the terms and provisions of this Agreement shall control. L. Governfnv Laws This Agreement and the rights of Owner and Consultant under this Agreement shall be interpreted according to the internal laws, but not the conflict of laws rules, of the State of Illinois; the venue for any legal action arising in connection with this Agreement shall be in the Circuit Court of Du Page County, Illinois. M. No Disclosure of Confidential Information by the Consultant. The Consultant acknowledges that it shall, in performing the Services for the Village under this Agreement, have access, or be directly ur indireclty exposed, to Confidential Information. The Consultant shall hold confidential ail Confidential Information and shall not disclose or use such Confidential Information without the express prior written consent of the Village. The Consultant shall use reasonable measures at least as strict as those the Consultant uses to protect its own confidential information. Such measures shall include, without limitation, requiring employees and subcontractors of the Consultant to execute a non -disclosure agreement before obtaining access to Confidential Information. J.'a' RNByc icrk Md. Fillage Manager ATTEST: By' =115633' .t CONTROLLED ENVORONM.ENTAL SYSTEMS, ING_ By 1 ' I;s: _ .•.�----�--- -`--`� C'S'C. CONTROLLED 1009 S I07'h Avenue. Suite 12 ' Oland Park. Illinois 60467_RRR7 ENVIRONMENTAL folcphone (709)460-6333 . Pas (708) 460-6317, SYSTEMS, INC. MAINTENANCE AGREEMENT SCHEDULE I — PREVENTIVE MAINTENANCE: Includes provisions under Schedule I. Page 2. Cost is S, 38(x).00 per Year PURCHASER: NAME: Village of Oak Brook Old Butler School ADDRESS: 2871 W.31"Street Oak Brook, IL 60.523 PHONE: 630-368-5270 PP.RSON IN CHARGE. Duug Pmchiu 1 itic: \'i llage A1an:,ger Cnnnael Dine: ' 1 1 7- 6 3! Is Page I SCHEDULEI PREVENTIVE MAINTENANCE PERFORM THE FOLLOWING SERVICES EVAPORATOR YES NO Check coil condition x Check dnp pan & drair condition _ _ x Check condensate drains x Inspect forrehigerant leaks ....x - ---- CONDENSER-WATER COOLED Check water regulatirrvalve Check for noncovenaables in system Check for scaling or wnosion condition Check Condition of an other water varves Drain water lines, pump. condenser andior tower to prevent rreeDng In winter Clean water feeders Clean strainers Rod condenser CONDENSER - AIR COOLED Check condenser coil condition _ Pressure wash Condenser COMPRESSOR Check general operation & condition Check oil pump operation 8 oil level Check head pressure a suction pressure Checx noise & vibration Make pump down capacity check REFRIGERANT CIRCUIT Check system for oil & refrigerant leaks by visual inspection 8 by torch test Check all supply 8 refrigerant charge per _ Service instructions for equipment Check operation of refrigerant controls Cheek insulation , vibration, noise tn�;Ow�aiS Txnl she. eoWlq,ssx_m., i�tlYCeq pump down of refrigerant charge, if req including (uses Check wiring from disconnect switch to unit FAN 6 FAN DRIVES Check tan 8 motor bearings Check motor housing 8 commutators Check bell condition & tension Check drives 8 pulley for tightness 8 alignment Open disconnect switch, inspect fuses Oil motors COOLING TOWER Check general Condition of tower Check condition of water pan Check float valve operation_ Check pump b motor bearings .. Check fen motor or spinner Check olead-oH Include water treatment Chemical cleaning of toners HEATING Check burner condition Check heat exchanger condition Check healing coil condition Check gas Input or pl pressure per service instructions Check flame _adjustment Check fan & limit Switch operation Check all valves Check condition of steam traps Clean pilot and main burner CONTROLS Cheek_ thermostat operation Check operation of Starter Check operation of relays Check operation Of pressure switch Adjust controls - YES NO _%._. x X —_ FILTERS Change filters 2x a year x OPTIONAL EQUIPMENT Filters provided by Village x Humidifier - check 8 adjust x ---. Contlensate pump -check 8 adjust x _Fan BoltsYES _ Chance belts - 1 peryear- - - --" INSPECTIONS __ _....__ _. Belts Supplied by Village Numtler of inspections: 2 per year Schedulecias folbws: Spring 8 Fall LABOR RATE: Labor will be invoiced at S 132.00 per man hour. Overtime will be one and one-half timesm. I rateHolidays are Double the normal hourly rate. Normal hours are Monday through Friday from TDO AM ro 3:30 PM Page 2 r -A THE PURCHASER AGREES: 1 "' acJt}a the judgment or 411e, as WI he heel means and nenh d. to he empinycd far any catmmr wnrk neea: airy, httamr of his lchnical knonxledge:and cxpmene, in imice and rem., manor Ilial any -]]Conon,addil inns. ad i ustments or repairs nsadt by others, unless authonxed by the Stile,. will release and Rammme all obligation, of Sella ! Ilial as pun of Ihl. sery¢t agrcemrml. the Seller shad] nut he rugtnred hr fumish ant items of equlpmenr winch rnav M'rteotnmended err requBeel he InSumnce tolDrames. Gmaxnment. State, hiuulclfell or other amhnrinN. unluss paid for by purchaser. a 1 hat the `,eller shall ml he• rrymrcvl In remv.e or replace or aim ant pin of the building structure in the performance of this agnememl or u, rnoke any ann,orioo err design and:or a ogineenng tithe egmpmmi or instal]anon. 5 1 hat the pnducl nr yuipmeat listed in this agreement Is get' being acurpN with the understanding that the cyuipmem is in vcmJ oprnong coni itimr Should any h'paln he bond nar�ssary upm .alnn-uP, initial inapeerions. R Charge will be mode liar these repairs, governed by the pmveiling INN,, and matcrrnl rales. h it, fare extra for the nplNtanent of colla, wale, cowled recei. en. rot hermetic celled units not cuve,ad by Manufaavrer'a waronty and deCmM h wood reryNn m �udgmenl of Seller I aMr and mmaial m mswll same will he fumrshed by Seller "'the Pumbaser at prevailing pin," It110taia15mOV,earnedhYWarren, then w-osel, ympntcntrYrChaaaY agTCCe in INY SCIILY fM IIIMrJIId IItA1<TNIi nIN;C6SRiy tO ICplale said deICCIIYC . he Sell r s wnrk under this avlmuel lunless Texircailt "Dorn hatlnl wilf not include cahinns. hardware or glass, ductwork. dampen, mautarinn. ",ndinv nsstrilmeota. gauger of thamvnmtefywmcr sopply, drain and steam lines beyond the appumrtav valves, elulncal hoes equrpmmAl hetond the apparnlu` nein >witeh moving nl rara•hcmmg the eyuipmmrt. repUcement of lane that ere ohsolCle. paln Juc to he axing m (amt cnnumiwt<d eorrosAv "ala, Mda lube" and Miler,mhos r,, refomory, furnace heal exchangers, c•rmhustum chambe,. smoke stacks, chimney and Needing, printing .+1 aquiprnum err cicamnp nI'iil" duelschimneys and flues. delimina M wale, cix:6np tnw, and n+ndenatre unla:, iorl d,if helms R 1 he p"Ane a well xssumC remnahilny and pay eama fie 811 sera tee and material required due w deelo.I M.,, failure, lout aJtage. burned out main or branch fuses. Inw water prexinaM. commminution, aeddent. freezing, flooding, wdlfiJ damage, nev]ecL fim., thenad dogged filters. n [he Selkl shall nor be liable for anq Incus or dmnages us a resu0 of inlelruptinn fn user of a ui mem or dui ur rreezu .tire rust or cam, q P II Go dorcirencax. p ani. cummer`rel delay.-. spoilage gemding. Inns of huemexs. woe amJilirms. anM1 nr /sets nl'(ieNl nreimumslane'cs htynnd hr. tontnd. acrd it o- rvprrasly egrraxl drvt rhe ticller asmme Mr liahilny for ncgligrnct or lailurc "bane Nver, Man,, perform the . rvrces harem se, IcNr .od. m oro ream], r. rha•.Se-0lrb Imbdo, lira any rxwsorr whalxrrcmr. m r:cead rhe arnnum nl rhe,mice charge for onelmmlhlc period. It) cella oI'll vax the A 191111, - price AxA,,,ons an the I.Mr pittiun of this aprceman +,hmh arca dtreet result of amvn Increases during the tam of Ibis agreement I I Lithl, patty rnav lerminart this agreenrcnl by giv nig til Jays wrings n(Nice. I bar agreement shall continue on few a further period of ,+rte year and thematic, tium year ,, yen, unlrs` txMina, d as Moto Pn..islef 4nnual renowals m h invvretd Fc tiCllm 12 All ICM, performed other Ihau Monday Ilvough fndny from 7'.01) A M to t )u P M. well be imn¢ad h,ryAelty, as Rn additional charge` e,1 a rote of I'S the regular labor Price I Fv unh,u Vrnl rnF,'mana ealW rM-"'A"r, , hnMa aynvs m N) rry andro h aax'ax. in Wdinp ]aha nal mnmalx. fav ,hypxr nn•,+rnrNxxr nr mamas Io n lunna%rnxlmlr.W m.le eno-t to M1r ;na;;,urxnn :iia a eelers inaxmr roan N, wala;ntr Iia• fa i her, m nakt a umtb rcrmnaiue rte Morn Pn•.tlW SaW rnuae Jiall ria ea:nnl aftheaar.•mroflnoraretl.... Caen motors rhe mroxe«mnma uvaaW M:n, rernrrmrchi,m.ex'errnmrm umetl fx ora mamM.x rmn.rhr:anerrrn Wrlho I +fni mnxuek uwbnr,nlpaxm. mrnrh;h naeUank enema .( sora cam n,a+ IMmvmm� tunM+rtpreeenrtna l nae auJrmm re, acagx ;nn, roto,. i I'S'F0MI R S Ai (FHANt I- ny title I).uc St LPR'S A( Cf ria ]'nit 11Sg.f+realtl£RI fhne. Page i 0 EQUIPMENT LIST Old Butler School EQUIP. TYPE MAKE MOVE L# SEJUALp LOCATION Condensing unit Carrier 38AU024600 6597717 Side of Bldg Hm Water Rniler %M•id... Basement Air Handler Carrier 39AF0024 N;A 21d FI. Ceiling Page 4