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HomeMy WebLinkAboutResolution - 2010-R0412 - Interlocal Cooperative Aggrement - Smith County - 08_26_2010Resolution No. 2010-RO412 August 26, 2010 Item No. 5.5 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, an interlocal agreement for cooperative purchasing with Smith County, Texas, pursuant to the Interlocal Cooperation Act (Chapter 791, Government Code) and Cooperative Purchasing Program (Chapter 271, Local Government Code), to allow the City and Smith County, Texas to cooperate with each other on the purchase of certain commodities and services, including professional services, which are used by both entities. The aforementioned interlocal agreement for cooperative purchasing is attached hereto and incorporated in this Resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this August 26 2010. e---- I , / A 1; - — 111;9 -V� TOM MARTIN. MAYOR ATTEST: ty Secretary APPROVED AS TO CONTENT: �v4mlpo Andy Burcham, Chief Financial Officer APPROVED AS TO Q:\CITYAMOIfN\ResolutionsaES.Agreement-Smith County Interlocal.8.11.10.doc August 26, 2010 Resolution No. 2010-RO412 STATE OF TEXAS § COUNTY OF LUBBOCK § INTERLOCAL AGREEMENT FOR COOPERATIVE PURCHASING THIS INTERLOCAL AGREEMENT ("Agreement"), made and entered into pursuant to the Interlocal Cooperation Act (Chapter 791, Government Code) and Cooperative Purchasing Program Participation (Chapter 271, Local Government Code) by and between Smith County, Texas, hereinafter referred to as "SMITH COUNTY", and the City of Lubbock, a home -rule municipal corporation located in Lubbock County, Texas, hereinafter referred to as "LUBBOCK", both being governmental subdivisions of the State of Texas. WITNESSETH: WHEREAS, SMITH COUNTY and LUBBOCK jointly desire to cooperate on selected governmental purchases in order to enjoy greater economy of scale and thereby reduced prices for certain commodities and services, including professional services, used by both governmental entities; and WHEREAS, SMITH COUNTY and LUBBOCK hereby agree to cooperate with each other in such purchases to the mutual benefit of all parties hereto; and NOW, THEREFORE, SMITH COUNTY and LUBBOCK do hereby agree as follows: ARTICLE I LEGAL AUTHORITY LUBBOCK and SMITH COUNTY mutually warrant that they possess adequate legal authority to enter into this Agreement. The parties' governing bodies have authorized the signatory officials to enter into this agreement to bind the parties to the terms of this Agreement and any subsequent amendments thereto. ARTICLE II APPLICABLE LAWS SMITH COUNTY and LUBBOCK agree to conduct all activities under this Agreement in accordance with all applicable Federal, State and/or local laws, ordinances, rules, regulations in effect or promulgated during the term of this Agreement and pursuant to Section 791.012, Government Code, and Section 271.102, Local Government Code. Interlocal Agreement Smith County -Page I ARTICLE III WHOLE AGREEMENT This Interlocal Agreement and any attachments, as provided herein, constitutes the complete agreement between the parties hereto, and supersedes any and all oral and written agreements between the parties relating to the matters contained herein. Except as otherwise provided herein, this Agreement cannot be modified without the written consent of both parties. ARTICLE IV EFFECTIVE DATE/TERM This Agreement shall be effective upon execution by the parties. This Agreement shall continue in effect on an annual basis, unless one of the parties indicates in writing to the other party their intent to terminate this Agreement pursuant to Section VIII before the end of the contract year in question. ARTICLE V SCOPE OF SERVICES LUBBOCK and SMITH COUNTY hereby agree to jointly engage in the solicitation of bids for the purchase of such certain items or services as are used by both governmental entities and as may be jointly agreed upon by the purchasing officers of both parties. Neither party shall be required to use joint purchasing procedures for any purchase, either as lead purchasing agent or as receiving purchasing agent, if the purchasing officer of such party deems it not to be in the best interest of his governmental entity to engage in joint purchasing for such purchase. As a general rule, the governmental entity that uses the most of a particular commodity or service shall be the lead agent in soliciting joint purchase bids. The lead agent shall ensure that the bid solicitation complies with the most stringent requirements for the particular purchase to be found in the Government Code, the Local Government Code, or other applicable laws. Either party may purchase goods or services off contracts between the other party and a vendor, and such process satisfies the state law competitive bid requirements. LUBBOCK and SMITH COUNTY hereby agree to purchase goods and services from those vendors that the lead agent solicits for competitive bids or sealed proposals. Each party agrees to prepare, execute, and administer its own contract for the goods or services with the vendor at the prices bid and accepted by the lead agent. Each party to this agreement will be responsible for the vendor's compliance with provisions relating to the quality of items and terms of delivery, warranty enforcement, and any other terms or conditions of its agreement with the vendor. Each party reserves its right to reject any and all bids or sealed proposals and to proceed in its best interest on any solicitation for bids or sealed proposals. Ownership (title) of materials purchased shall transfer directly from the vendor to the applicable party. Purchase of materials or services involving special contracts or Interlocal Agreement Smith County - Page 2 warranties shall require each party to execute individual contracts with the vendor for its part of the joint purchase. ARTICLE VI PAYMENTS Each party to this agreement ordinarily shall be responsible for payment of its portion of the proportionate purchase costs directly to the vendor or service provider. To the extent that any payments may be required to be made to one another as a matter of convenience, such payments shall be made from current funds available to the paying party on or before the date of the delivery of any materials or services under this Agreement. ARTICLE VII CHANGES OR AMENDMENTS Any alterations, additions, or deletions to the terms of this Agreement which are required by changes in federal or state law or regulations are automatically incorporated into this Agreement without written amendment hereto and shall become effective on the date designated by such law or regulation. ARTICLE VIII TERMINATION PROCEDURES This Agreement may be terminated at any time, with or without cause, by either party giving thirty (30) days advance written notice to the other party. Termination under this section shall have the effect of ending future joint purchases, but it shall in no way render the obligations of a party to a vendor or the other party on existing purchases void or ineffective. ARTICLE IX SEVERABILITY All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable for any reason, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. ARTICLE X FORCE MAJEURE To the extent that either party of this Agreement shall be wholly or partially prevented from the performance of the term specified or of any obligation or duty placed on such party by reason of or through strikes, stoppage of labor, riot, fire, flood, acts of war, insurrection, court judgment, act of God, or other specific cause reasonably beyond the parties' control and not attributable to its' malfeasance, neglect or nonfeasance, in such event, the time for the performance of such obligation or duty shall be suspended until such disability to perform is removed. Interlocal Agreement Smith County - Page 3 ARTICLE XI VENUE Venue and jurisdiction of any lawsuit, or cause of action arising under or in connection with this Agreement, shall lie exclusively in Lubbock County, Texas. ARTICLE XII NOTICE Notice as required by this Agreement shall be in writing delivered to the parties by facsimile or certified mail at the addresses listed below. Each party shall notify the other in writing within ten (10) days of any change in the information listed in this paragraph. ARTICLE XIII HOLD HARMLESS; MUTUAL RESPONSIBILITY Each party does hereby agree to waive all claims against, release, and hold harmless the other party and its respective officials, officers, agents, employees, in both their public and private capacities, from any and all liability, claims, suits, demands, losses, damages, attorneys fees, including all expenses of litigation or settlement, or causes of action which may arise by reason of injury to or death of any person or for loss of, damage to, or loss of use of any property arising out of or in connection with this agreement. SMITH COUNTY and LUBBOCK agree and acknowledge that this Agreement does not create a joint venture, partnership, or joint enterprise, and that each party is not an agent of the other entity and that each party is responsible in accordance with the laws of the State of Texas for its own negligent or wrongful acts or omissions and for those of its officers, agents or employees in conjunction with the performance of services covered under this Agreement, without waiving any governmental immunity available to SMITH COUNTY or LUBBOCK under Texas law and without waiving any defenses of SMITH COUNTY or LUBBOCK under Texas law. The provisions of this section are solely for the benefit of SMITH COUNTY and LUBBOCK and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. THE CITY OF LUBBOCK Victor Kilman Director of Purchasing & Contract Mgmt. City of Lubbock P.O. Box 2000 Lubbock, Texas 79457 Telephone: (806) 775-2165 Facsimile: (806) 775-2164 SMIT C"'UivTY Joel If. Baker, County Judge Smith Coy-nty 200 Fe,-yuson 61c.ioo �u le�E 7- �5702.+ Tel pe hone: 9D3- 5g0..Q6a0 Facsimile: 9 D 3 - 54'0 I iS Interlocal Agreement Smith County - Page 4 ARTICLE XIII DESIGNATION OF AGENT LUBBOCK and SMITH COUNTY hereby designate the following persons to act under the direction of, and on behalf of each local government in all matters relating to this Agreement. Acting for LUBBOCK shall be Victor Kilman and acting for SMITH COUNTY shall be Joel P. Baker EXECUTED on this the 26th CITY OF LUBBOCK: Mayor ATTEST: City ecretary APPROVED AS TO CONTENT: V ° Director of Pur sing and Contract Management APPROVED AS TO F A, zwl day of August 12010, SMITH COUNTY: County Judge ATTEST: G C ty Cler APPROVED AS TO CONTENT: Its: APPROVED AS TO FORM: Interlocal Agreement Smith County - Page 5