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PSA for Preventative Maintenance for Generators and Fire PumpsVILLAGE OF OAK BR00K PROFESS10NAL SERVICES ACREEMENT This ACREEMENT is dated as orthc llth day of February .2022(■4″σσ "′"′ り,and is by and between thc VILLAGE OF OAK BR00K 1200 0ok Brook Rond.0■k Brook,Il:inois,60523 an llinois municipal corpora“on(``ni鴨 ●り,and L10NHEART CRITICAL POヽ 電R SPECIALISTS,13151 Executivc Court,Huntlcy,■linois 60142(``6ο ″S“rra″′') IN CONSDERAT10N OF the recitals and the mutual covenan、and agreements set Fonh tn the Agreement,and pusuant to thc Vi∥age's statutOり powcrS,the partics agrec as ro∥ows SECTION 1. SCOPE OF SERVICES' The Villagc retains the Consultant to perform, and lhe Consultant agrees to perform, all necessary sen'ices to perform the uork in connoction $ith the project identified below (",lenices"), which Services the Consultant shall provide pusuant lo the terms and conditions of this Agreement: 2022 Prevntative Maintenonce Semices lot l/illoge'wide Genetators and Reservoirc A and R Fire Pumps, as morc fully descibed in the a ached Quototions doted Apil 7' 2021 ond April 15, 2020. TIME OF PERFORMANCE. The Consultant shall perform the Services as mutually agreed upon by the Village and Cr.rrrsultant ( "Iiarc o/ Perlormancea. SECTION2. COMPENSATION. A. AS,reemen!- 3!qg!!!. The total amount billed by the Consultant for the Services under this Agreement shall not exceed $10,900.00, including reimbursable expenses, without the prior express written authorization of the Village Manager. B. IsE!,-Es!sE!!.-@-Bqis!!!9!. Each palment by the Village to the Consultant includes all appticable federal, state, and Village laxes of every kind and nature applicable to the Services as well as all taxes, contributions. and premiums for unemploynent insurance, old age or retirement benefits. pensions, annuities, or similar benelits and all cosls, royalties, and fees arising Aom the use of, or the incorporation into, the Services, of patented or coplrighted equipmert, materials, supplies, tools, appliances. devices, processes, or inventions. All claim or righl to claim additional compensation by reason of the palnnent ofany such tax, contribulion, premiufl, costs, royalties, or fees is hereby waived and released by Consultant.C1'avmenl of Acreement Amount Payments shall be made pursuant to the terms ofthe Local Govemment Prompl Payment At, 50 ILCS 505/3 et.se4. SECTION3. REPRDSENTATIONS OF CONSULTANT. The Consultant represents and certifies that the Services shall be performed in accordance with ihe standards of professional practice, carc, and diligence practiced by recognized consultants in performing services of a similar nature in existence at the Time of Performance The representations and certifications expressed shall be in addition to any other representations and cerlifications expressed in this Agreement, or expressed or implied hy law, which are hereby reserved unto the Village. The Consultant funher 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 ofa similar nature. The Consultant shall provide all persoruEl necessary to complete the Services. SECTION4. INDEMNIFICATION: INSURANCE: LIABILITI" A. Indemnltlcstion. I'he Consultant proposes and agrees that the Consultant shall indernnify and save harmless the Village against all damages, liability, claims, losses, and expenses (including artomeys' 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 parl thereof, or any failure to meet the representations and certifications set forth in Section 4 of this Agreement. B. Insurrpce. The Consultart ackno\rledges and agrees that the Consultant shall, and has a duty to; maintain adequate insurance, in an amount, and in a form and from companies, acceplable to lhe village, as per Title I Chapter 8 of the Village Code. 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 Pcrsonal Lhbllitv. No elected or appoiDted official or employee of the Village shall be personally liable, in law or in contract, to the Consultant as lhe rcsult ofthe execution of this Agreemen(. SECT10N 5.GENERAL PROVISIONS. A. Relationship of 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: (l) create the relationship of principal and agent, employer and employee, partners, or joint venturers between the Village and Consultant; or (2) to create any relationship between the Village and any subcontractor of the Contractor. B. Conflicts of Interest. The Consultant r€presents and certifies that, to the best of its knowledge: (1) no Village employee or officer 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 any 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 (3) neither the Consultant nor any person employed by or associated with the Consultant shall at any time during the term of this Agreement obtain or acquire any interest that would conflict in any manner or degree with the performance of the obligations under this Agreement. C. No Collusion. The Consultant represents and certifies that the Consultant is not barred from contracting with a unit of state or local government as a result of (l) a delinquency in the payment of any tax administered by the Illinois Department of Revenue unless the Consultant is contesting, in accordance with the procedures established by the appropriate revenue act, its liability for the tax or the amount of the tax, as set forth in Section ll-42.1-l et seq. of the Illinois Municipal Code, 65 ILCS 5/11-42.1-l et seq.; or (2) a violation of either Section 33E-3 or Section 338-4 of Article 33E of the Criminal Code of 1961 , 720 ILCS 5/33E- I et seq. 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 time upon 15 days prior written notice to the Consultant. In the event that this Agreement is so terminated, the Consultant shall be paid for Services actually performed and reimbursable expenses actually incurred, if any, prior to termination, not exceeding the value of the Services completed. E. Compliance 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 affirmative action based on, race, creed, color, national origin. age, sex, or other prohibited classihcation, including, without limitation, the Americans with Disabilities Act of 1990, 42 U.S.C. $$ 12101 et seq., and the Illinois Human Rights Act, 775 ILCS 5/l-101 et seq. Consultant shall also comply with all conditions of any 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 any fines or civil penalties that are imposed by any governmental or quasi- governmental 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 part thereof. Every provision of law required by law to be inserted into this 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, or has otherwise failed, refused, or delayed to perform or satisfy the Services or any other requirement of this Agreement ("Event of Default'), and fails to cure any such Event of Default within ten business days after the Consultant's receipt of written 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 (l) 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. Assienment. This Agreement may not be assigned by the Village or by the Consultant without the prior written consent of the other party. H. Notice. A1l notices required or permitted to be given under this Agreement shall be in writing and shall be delivered: (l) personally; (2)by a reputable overnight courier; (3) by certified mail, return receipt requested, and deposited in the U.S. Mail, postage prepaid; or by (4) electronic notice with evidence of delivery. 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 u,ilh an ovenight courier as evidcnced by a receipt ofdeposit; or (c) three business days following deposit in the U.S. nlail, as cvidenced by a rctum rcceipl, Nolices and communicalions to thc Village shall be addressed lo, and delivered al, the following address; Villagc ofOak Brook 1200 Oak Brook Road Oak Brook lllinois 60523 Al(cntionr Rick Valent, Public \\forks Director Notices and communications lo lhe Consullant shall be addressed to, and delitered at,lhe following address: Lionheart Crilical Power Specialists, Inc. l3l5l Executive Coun Huntley, ltlinois 60142 Altenlion: ClilIHunter, Soles MaDager I. Udy€r. Neither the Village nor the Consultant shall be under any obligation to exercisc any of the rights gmnted to them in this Agreement except as it shall de(ermine to be in its b€s{ inlerest ftom time to time. The failure of the Village or thc Consullant to exercise at any lime any such rights shall not be deemed or consttued as a \l'aiver ofthat right, nor shall the failure void or affect thc Villagc's or the Consultanl's right to enforce such rights or any othcr rights. .t. Thlrd Partv Benellclrrv. No claim as a third party beneficiary under this Agreemenl by any person, ATTEST: ATTESr finn, or corpomlion shall bc made or hc valid againsl lhc Village. K, Conflictsr Erhibits. If any term or provision in ihis Ageemcnt conflicls \\'ilh any tenn or provision of an atlachmcnt or exhibit lo this Agrcement, thc terms and provisions ofthis Agreement shall control. L. Goverrltrq Lr$s. This Agreement ond thc rights of Onner and CoDsultanl under (his Agreement sholl be interpre(ed according to (he intemal laws, but noi the conflicl of larvs nrles, of the State of lllinois; the venue for atty legal action arising in connection \r'ith lhis Agreemenl shall he in lhe Circuit Cou( ofDuPage County, lllinois. Il. No Illsclosure of Confidentisl Informrtion br $!.]g9!!!!X!!!. Confidenlial information mcans all nraterial, non-public, business-relalcd infonnation, \tillcn or oral, whether or not it is marked lhat is disclosed or made ovailable to lhc Consuhant, directly or indircclly, (kough any meons of communication or observalion. The Consultant acknou4edges lhat it shall, in performing (he Sen'ices for the Village under lhis Agreemenl, have access, or be direclly or indirectly exposed, to Confidential lrformation. The Comultant shall hold conlidential all Confidential Informalion and shall not disclose or use such Confidential Information without the cxpress prior wrilten consell of thc Village. Thc Consullalt shall use reasonable mealures al least as stdcl as fiose lhc Consultant uses lo prolect its own confiden(ial informalion. Such measures shall include, \ithout limitation, requiring cmployees and subcontraclors of the Consultant lo excculc a non-disclosure agreement bcfore obtaining access to Con fi dential Information. VlLLACE OF O人 K BR00K Charlolte Pruss, Village 11‐2022 EXHIBIT A ω″ο "″ ο″S rrr″′Иレガ′Z2″ノα″′Иレ″′r,2θ 2の4 Quote Number Revised From Quote Date Contract Start Date Contract End Date Q‐00063073 Q‐00062260 04/07/2021 06/01/2022 05/31/2023 Proposal Doug Hroba Village of Oak Brook 1200 Oak Brook Rd Oak Brook, lL 60523-2203 Hi Doug, Thank you for the opportunity to maintain critical equipment vital to your business. I have provided a scope of work and costs below for preventative maintenance services. Please call if you need changes to the scope of work or have any questions about this proposal. Thank you for choosing to rely on the people at LionHeart. Scope of Work: Preventative Maintenance Services & Estimated Cost Line Totai QTY Extended Total Q‐00063074 June 2022 Service 1200 0ak Brook Cenerator Levei l inspection:4320 Pub∥c Worksノ Fire Station 94 #EE10H706444 1200 0ak Brook Cenerator Leve:2 Maintenance:4321 Vi:iage of Ha∥#06R0595431 (1)ATST ATS Testing 1200 0ak Brook 2¨Hr Load Bank ttesting:25%for 30mn;500/Ofor 30mn;75%for l hr:4321 Vi∥age of Ha∥#06R0595431 1915 York Fire Pump Engine Levei 2 Maintenance:60Al Reservoir A Fire Pump#60527433 2710 Meyers Fire Pump Engine Levei 2 Maintenance:60Bl Reservoir B Fire Pump(Scania) #5093408 2710 Meyers Cenerator Leve1 2 Maintenance:60B2ReseⅣoir B#TP9E00241 (1)ATST ATS Testing 2710 Meyers 2¨Hr Load Bank Testing:25%for 30mn:50°/Ofor 30mn;75%for l hr:60B2 Reservoir B#TP9E00241 725 Enterprise Cenerator Leve1 2 Maintenance:4322 Fire Station 93#21729‐1・ 04‐98 (1)ATST ATS Testing 725 Enterprise 2・ Hr Load Bank Testing:25%for 30mn;500/Ofor 30mn;75%for lhr:4322 Fire Station 93#21729‐1…04‐98 800 0ak Brook Generator Levei l:nspection:4323 Bath&Tennis#G9188003093 LabOr′ηc′υdわ g fraverls 9υ Ored ar Regυ ノar Tllme,ル ■F r7a177-3ρ “ リ Sub Total Sales Tax Freight Total $6,14200 S360.00 $695.00 $671.00 S876.00 $876.00 $567.00 $567.00 $567.00 $603.00 $360.00 $6,142.00 Exempt Notinc:uded S6,142.00 Q…00063075 December 2022 Service 1200 0ak Brook Cenerator Levei 2 Maintenance:4320 Public Works′Fire Station 94 #EEiOH706444 (1)AttST ATS Testing 1200 0ak Brook 13151 Executive Court Huntley,IL 60142 Main/Emergency 847/291‐1413 Fax 815/338-7143Page 1 of 2 $84000 LiONHEAR丁CRITICAL POWER SPECiALIST5 LiONHEARTCRITICAt POWEP SpECIAL:ST5 2-Hr Load Bank Testing:25o/o lor 30mn; 50% for 30mn; 75o/o lor t hr: 4320 Public Works / Fire Station 94 #EE|OH706444 1200 Oak Brook Generator Level 1 lnspection: 4321 Village of Hall #06R0595431 1915 York Fire Pump Engine Level 1 lnspection: 60Al Reservoir A Fire Pump #60527433 2710 Meyers Fire Pump Engine Level 1 lnspection: 6081 Reservoir B Fire Pump (Scania) #5093408 2710 Meyers Generator Level 1 lnspection: 725 Enterprise Generator Level 1 lnspection: 800 Oak Brook Generator Leve1 2 Maintenance:4323 Bath&Tennis#G9188003093 (1)ATST ATS Testing 800 0ak Brook 2‐Hr Load Bank Testing:25%for 30mn;500/Ofor 30mn;75%for lhr:4323 Bath& Tennis#G9188003093 とaborわ clJdわ g rrave′ls 9υ Ored ar Regυ rar Trme,M‐F r7am-3ρ 177j Sub Total Sales Tax Freight Total 60B2Reservoir B#TP9E00241 4322 Fire Station 93#21729‐1‐04‐98 Quote Number Revised From Quote Date Contrad Start Date Contrad End Date $660.00 $360.00 S36000 $360.00 $360.00 $360.00 $788.00 $670.00 $4,758.00 Exempt Not:nc:uded S4,758.00 1 Q-00063073 Q‐00062260 04/07/2021 06/01/2022 05/31/2023 $4,75800 Quote Totai $10,900.00 LionHeart Field Service Engineers are required to test your equipment during service. Please ensure testing is allowed during the designated work hours and contact me with any questions. Tax Exempt. Freight Not lncluded. Additional charges for freight and taxes may apply, if not included in the quoted total above. lf expedited shipping is needed, additional freight charges will apply. This estimate is valid for 30 days from quote date. Payment terms are Net 30. Finance charges will be assessed on past due accounts at the rate of '1.5% per month. Payment to LIONHEART CRITICAL POWER SPECIALISTS,INC. shall not be contingent upon third party payment to the purchaser. This estimate does not represent a contract for services; it is based on our evaluation of the requirements to complete the scope of work and does not include additional labor or materials required for unforeseen issues. Parts availability to be determined at time of order. Sincerely, Cliff Hunter Sales Manager Cell: (630) 303-3964 Cliff.Hunter@LHCPS.com Acceptance Date 13151 Execu∥ve Court Huntley,IL 60142 Main/Emergency 847/291‐1413 Fax 815/338-7143Page 2 ot 2 LiONHEAnl i : 柄!15,2020 DouO HI●LⅥ喘F d Ott B10ok3003競 田.Ook Bro■,:L GD523 SOleCt: …―l… ……30-32H"p_ 捕日ま型h tth“。fbr h qttmm""mdtth olu q_測 tOru L権 0●●―omdm―"d―わ7・ いhm… … b―メ晰m―∞哺祀し 'Lo.d Br* T.dng Dood m r..y 50', PUI W H rul (1) ldrnbft l. 1200 Od( Brrl Ro.d lot{.t 250 l(w 2. Fh SSon gl lol{.r lm lW 3. R6.n ol A OIIxnho Frr Rmp a, Rc.$roi B Sc.nh FIa Rmp !. R6.rlol B GJrar.c .l{) kW c. Blth & T.mb Gsrtrc 230 tw 7. Frr Sbtfi otl Cummh! 200 k'Jv 回S350∞ S35000 S350∞ S35000 S35000 S35000 S35000 コ31Jttmm 31“ “ 関m 61」讀m.oo 01′ЮO.00 31●501Ю Sl,703.00 31,00500 Odo.d tac0rild latvlcE Laborr0o.y dlan lyi!: SE.m pargcn ?.lor Lrbo.rbry codfil ard!,!h: 335.00 par gpn Gfor 2020 Tot●l inv―m2021 Tot●l:nv●●mm 2022T●|●linvoomm SrLa tranagor (630)30"964(∞り (888)511‐1573(fax) Cltt huntora鷺 つs●Om (Optbnal〔鮨ぃな冷8NOT hdu贅 劇)(Opl10nal…3 NOT hdudod) (OptiOna!襲 いたos NOT:71duded) 310,50■∞ S10,303.00 310,000.00 pe嘲 mⅢ dOoOnOt nde mソ …胤鮒XT Accaptencc Approval Tet―:(347)291・ 1413F●cshm:(m8,511・ 1573 ……… 13151-utive Court,Hunttey,:L60142 Date EXITIBIT B ( I N SITRANCE RAQI]IREMENTS) Ceftificates of lnsuame eball be preeented to the VillagB rpon erecution of .lrir contract rnd wndor ehall Dot commence work until it providee and receivee acceptance of inrurance certifcatcr ftom tbe Vilege as Equired by thb exhibit. Each cootrac'tu per&ming any work pureuant to I conhact witlt tle Vilagr of Oal BroL and each pemitrce w@Lit g urder a pemit as r:quired pursuant to the proviaione of lltle I of Ch.pter 8 of thc Codc of HintDcs! of the Village of Oak BrcoL (hereinafter refurred to as {nsund') qhrll be lrquit€d to carry such insuratre aa spoeiild hercin. Srrh contracto and Frtnitt€e shall ptocule aDd maintain frr the duretin d tha @ntlect G penit ineurane against daime for iqiurbe to pemons or danages to prqerty *,hidr nay ariee fim or in coDnectim ritb tlle perfcoance of tlre rorl under the contrast r,' flerDit, eitlter by tle mhactor, pcrmittae, r their agente, rcplesentatirnr, emplryeeo c subcotrtroc-tCs. A contractor or pcrmitlec .hall Eaintain insumnce sith limita no b86 i,han: A. General Liability - 82,0fl),flX1 conbined airgle liEit p€r occunene for bodib iqiury, parond iniury and Ptlperty 'lrrtegE' B. Automobile Liability (if applicable) . $1,0m,(m cmbioed eingle linit Per aeid€Dt for bodib r:Uury end pmpcrty daoagc; C. \:Yorkert Compeneation and Eoploye/e Ijability - Wcler'a Compenration limite ae required by tlp tabor Code of th€ Strte of Illinoie and Employer'a Inb ity limits of tl,flD,fl[ per accidcnt. Any deilrrtiblea or ctr-insured Etention must be d.dand to end aapoved by the VilLeF. At the oPtion of tlre Viliagr, either the inourer ehall reduce or elininah ruch dedrr-tible c elf-ineur:d letrDtim ar reapec'te tlr Vinage, it3 ofioera, oficialg, enployeee and vohmieere; o the Innr:ed ohall pmcrut a bod guarant eiA paynlcnt of loc*e ard related inveatigationa, deill adminictrltion anrl rLfroe erp€D*. to tbe erbnt of axh deiluctiblo or celf-ingurcd Etention. The policiee ehall contain, or be endceed to contain, the follorring prwirione: D- Genersl Liability and Auionobile Lirbility Cownge ' (l)The ViUage, ia odEcers, otEciala, emplqees and voluntrers are to be @rered ao rddldond lnruro& es' reryecta: liability erbiry out of activitieo perbrmcd by o on behalf of the Inaureil; prerai*s owDrd, *"ier.a or u16d by the Insured. 'Ite coverage ahall contain no special tinitrtions on tle ecqe of protection afiorded to tlre VillaSe, ite o6cers, officials, enphyees, volunteers, or ttents. (2),Ihe lnrrtl.ed,s ingurance coverage ahall be prirnary insurance a8 rc€pects the Village, its ofie's, o6dals, employeee, votunteere and agenk. Any insunnce o eelf-insurarrc naintaired by the Village, ite o6cerg, o6cials, employeee, volunteera or a8enta ehall be in erceoe of tlre lagured'e inlurance and rhall not contribut€ rith it. (A)Any failure to comply with reporting proviaione of the policiea thall not 8frect coverage providd to the Village, itr offcers, ofhciab, employeee, volutrtcer€ or agtnts. (4)The lnaued's inaurance ehall apply separately to each cowr:d party against a'|rcm chic' ie made or Buit is brouSht ercept with respect to the limits ofthe in8urer'e liability. E. Worker'e Compeneation and Employer'e Lisbilrty Coi"erap T'tre policy ehall waive all rights of eubrogation againrt the Village, its officera, oficiale, employees,