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Item 4DCity of Southlake, Texas MEMORANDUM October 20, 2009 TO: Shana Yelverton, City Manager FROM: Sharen Jackson, Finance Director Tim Slifka, Purchasing Manager SUBJECT: Item 4D Approve interlocal purchasing agreements with the City of North Richland Hills and the Town of Flower Mound. Approve cooperative purchasing agreements with the Harris County Department of Education and TIPS/TAPS Region VIII Education Service Center. Action Requested: Approval of multiple interlocal and cooperative purchasing agreements. Background Information: The Finance department continually researches ways of lowering costs for City required goods and services. One area we have identified as having a dramatically effect in reducing our overall purchasing costs for goods and services is our interlocal and cooperative purchasing agreements. Interlocal purchasing agreements allow us to "piggyback" on other City's purchasing contracts for goods and services. Cooperative purchasing agreements allow us to become part of a much larger purchasing group to substantially increase our purchasing power for goods and services. Financial Considerations: There is no cost to sign interlocal agreements with other City's or these Cooperative Purchasing Agreements. Strategic Link: Providing purchasing options links to multiple areas of the City's Strategy Map including: 131 - Implement and share best practices across all departments. B2 — Collaborate with select partners to implement service solutions. B3 — Pursue innovative service delivery options. B4 — Provide high quality customer service. L5 — Actively promote opportunities for partnerships and volunteer involvement (individual and group). Citizen Input/ Board Review: None Legal Review: Review completed by TOASE the City's Attorney. Alternatives: Approve or deny the interlocal agreements. Supporting Documents: Interlocal and cooperative purchasing agreements. Staff Recommendation: City Council approval of all interlocal and cooperative purchasing agreements. This will allow additional options for City staff to receive the best value for the dollars they are required to spend on goods and services. INTERLOCAL AGREEMENT BETWEEN CITY OF NORTH RICHLAND HILLS AND CITY OF SOUTHLAKE This Agreement made and entered into by and between the City of North Richland Hills, hereinafter referred to as "NRH", and the City of Southlake, hereinafter referred to as "Southlake". Pursuant to the authority granted by the Texas Interlocal Cooperation Act (Article 4413 (32c) Vernon's Annotated Texas Statutes) providing for the cooperation between local governmental bodies, the parties hereto, in consideration of the premises and mutual promises contained herein, agree as follows: NRH and SOUTHLAKE desire to enter into an Agreement for the purchase of goods and services from vendors selected through the competitive bidding process. Specifications for said items should be determined in cooperation with the final approval of the entity processing the bid. The responsibility of each entity shall be as follows: NORTH RICHLAND HILLS 1. NRH shall be allowed to purchase goods and services from vendors who have been selected by SOUTHLAKE through the competitive bidding process. NRH will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. NRH shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. NRH shall give a 34-day written notification to all participating agencies of any change or cancellation of participation. 4. The Purchasing Agent, shall be designated as the official representative to act for NRH all matters relating to this cooperative purchasing agreement. City of SOUTHLAKE 1. SOUTHLAKE shall be allowed to purchase goods and services from vendors who have been selected by NRH through the competitive bidding process of NRH. SOUTHLAKE will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. SOUTHLAKE shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. SOUTHLAKE shall give a 30-day written notification to a participating agency of any change or cancellation of participation. 4. The Purchasing Manager shall to designated as the official representative to act for SOUTHLAKE in all matters relating to this cooperative purchasing agreement. This Agreement shall take effect upon execution by the signatories and shall be in effect from date of execution until terminated by either party with thirty (30) written notice. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their authorized officers. CITY OF NORTH RICHLAND HILLS BY: City Manager DATE: ATTEST: City Secretary APPROVED AS TO FORM: CITY OF SOUTHLAKE BY: Shana Yelverton, City Manager DATE: ATTEST: Lori Payne, City Secretary APPROVED AS TO FORM: Attorney for the City Allen Taylor, City Attorney INTERLOCAL AGREEMENT This agreement made and entered into this day of , 2009, by and between the CITY OF SOUTHLAKE (hereinafter called "SOUTHLAKE") and the TOWN OF FLOWER MOUND, TEXAS (hereinafter called "FLOWER MOUND") each acting by and through its duly authorized officials: WHEREAS, SOUTHLAKE and FLOWER MOUND are both governmental entities engaged in the purchase of goods and services, which is a recognized governmental function; WHEREAS, SOUTHLAKE and FLOWER MOUND wish to enter into an Interlocal Agreement pursuant to Chapter 791 of the Texas Govemment Code (hereinafter "Interlocal Cooperation Act") to set forth the terms and conditions upon which SOUTHLAKE and FLOWER MOUND may purchase various goods and services commonly utilized by each entity; WHEREAS, participation in an intedocal agreement will be highly beneficial to the taxpayers of SOUTHLAKE and FLOWER MOUND through the anticipated savings to be realized and is of mutual concern to the contracting parties; WHEREAS, SOUTHLAKE and FLOWER MOUND have current funds available to satisfy any fees owed pursuant to this Agreement. NOW, THEREFORE, in consideration of the foregoing and the mutual promises, covenants and obligations as set forth herein; SOUTHLAKE and FLOWER MOUND agree as follows: 1. SOUTHLAKE and FLOWER MOUND may cooperate in the purchase of various goods and services commonly utilized by the participants, where available and applicable, and may purchase goods and services from vendors under present and future contracts; 2. SOUTHLAKE and FLOWER MOUND shall each be individually responsible for payments directly to the vendor and for the vendor's compliance with all conditions of delivery and quality of purchased items under such contracts. SOUTHLAKE and FLOWER MOUND shall each make their respective payments from current revenues available to the paying party; 3. The Agreement shall be in full force and effect until terminated by either party; 4. Notwithstanding anything herein to the contrary, participation in this Agreement may be terminated by any party upon thirty (30) days written notice to the other participating entity(les); 5. The undersigned officer and/or agents of the party(ies) hereto are duly authorized officials and possess the requisite authority to execute this Agreement on behalf of the parties hereto; 6. This Agreement may be executed separately by the participating entities, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. EXECUTED hereto on the day and year first above written. CITY OF SOUTHLAKE TOWN OF FLOWER MOUND John Terrell Mayor I ATTEST: Lori Payne City Secretary APPROVED AS TO FORM: i Allen Taylor, City Attorney Jody A. Smith Mayor Paula Paschal, TRMC Town Secretary Terrence S. Welch, Town Attorney STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on the day of , 2009, by of the CITY OF SOUTHLAKE, TEXAS, a home -rule municipal corporation, on behalf of such corporation. Notary Public in and for the State of Texas STATE OF TEXAS § COUNTY OF DENTON § This instrument was acknowledged before me on the _ day of , 2009, by of the TOWN OF FLOWER MOUND, TEXAS, a home -rule municipal corporation, on behalf of such corporation. Notary Public in and for the State of Texas Municipality Master Service Interlocal Contract Between Harris County Department of Education &City of SOUTHLAKE Pursuant to the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code and Chapter 271, Subchapter P of the Texas Local Government Code, this Interlocal and Cooperative Purchasing Program Contract ("Contract") is made and entered into by and between the Harris County Department of Education ("HCDE"), located in Houston, Texas, and City of soUTHLAKE ("CITY'), located in SOUTHLAKE Texas, for the purpose of providing services. Preamble HCDE is a local governmental entity established to promote education in Harris County, Texas and is also duly authorized to provide programs and services in the State of Texas. Both HCDE and CITY desire to set forth, in writing, the terms and conditions of their agreement. General Terms and Conditions In consideration of the mutual covenants and conditions contained in this Contract and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties intending to be legally bound agree as follows: 1. Term. This Contract is effective from the date of the last signature and shall automatically renew unless either party gives thirty (30) days prior written notice of non - renewal. This Contract may be terminated by either party with or without cause with thirty (30) days written notice. See other means of terminating the contract in Article 11, below. Any such notice shall be sent according to Article 8. 2. Agreement. The terms of this Contract shall apply and will be considered a part of any Addendum for programs and services delivered by HCDE. This Contract and the attached and incorporated Addendum, purchase orders, or exhibits, if any, contain the entire agreement of the parties and there are no representations, agreements, arrangements, or undertakings, oral or written, between the parties to this Contract other than those set forth in this Contract and duly executed in writing. 3. Purpose and Sco a of W ork. A. HCDE agrees to: ■ Provide CITY with subsequent independent contracts and/or descriptive offerings of each of the programs and services that HCDE provides through its respective divisions. • Provide services upon the submission of independent contracts or purchase orders within the HCDE divisions. ■ Conduct, as a minimum, an annual audit or survey, as appropriate, for each of the programs. R. CITY agrees to: ■ Participate in any or all of the services that HCDE has to offer. ■ Submit purchase order(s) or independent contract(s) for each of the programs it wishes to purchase and/or collaborate. ■ Agree to follow the terms and conditions of each independent contract or purchase orders for each of the programs. Municipality Master Service Intorlocal Contract Pagel of 3 Updated 07/9109 ■ Designate a person to act under the direction of, or on behalf of, CITY in all matters relating to each respective program delivered. ■ Make payments directly to a vendor under a contract or purchase order made for each of the programs. ■ Be responsible for a vendor's compliance with provisions relating to the quality of items and terms of delivery, to the extent provided in this Contract. 4. As is. HCDE makes this Contract available to HCDE participating entities "as is" and are under no obligation to revise the terms, conditions, scope, prices, and/or any requirements of the Contract for the benefit of CITY. 5. Assignment. Neither this Contract nor any duties or obligations entered in subsequent contracts because of this agreement shall be assignable by either party without the prior written acknowledgment and authorization of both parties. 6. Conflict of Interest. During the Term of HCDE's service to CITY, CITY, its personnel and agents, shall not, directly or indirectly, whether for CITY's own account or with any other person or entity whatsoever, employ, solicit or endeavor to entice away any person who is employed by HCDE. 7. Contract Amendment. This Contract may be amended only by the mutual agreement of all parties in writing to be attached to and incorporated into this Contract. 8. Notice. Any notice provided under the terms of this Contract by either party to the other shall be in writing and shall be sent by certified mail, return receipt requested. Notice to shall be sufficient if made or addressed as follows: Harris County Department of Education Attn: John E. Sawyer, Ed.D. County School Superintendent 6300 Irvington Blvd. Houston, Texas 77022 713-694-6300 City Of SOLITHLAKE Attn: TIM SLIFKA Title; PURCHASING MANAGER Address 1: 1400 MAIN STREET SUITE 440 Address 2: SOUTHLAKE, TEXAS 76092 Phone: 817-748-8312 Email: ts1I&a®c1.sauthlake.tx.us 9. Relation of Parties. It is the intention of the parties that CITY is independent of HCDE and not an employee, agent, joint venturer, or partner of HCDE and nothing in this Contract shall be interpreted or construed as creating or establishing the relationship of employer and employee, agent, joint venturer or partner, between HCDE and CITY or HCDE and any of CITY's agents. 10. Non -Exclusivity of Services. Nothing in this Contract may be construed to imply that HCDE has exclusive right to provide CITY these services. During the Term of Contract, CITY reserves the right to use all available resources to procure other professional services as needed and, in doing so, will not violate any rights of HCDE. 11. Termination. This Contract may be terminated prior to the expiration of the Term hereof as follows: ■ By CITY upon 30 days notice if the work/service is not provided in a satisfactory and proper manner after a remedy has been reported and discussed; ■ By mutual written agreement of the parties, upon thirty (30) days prior notice; or Municipality Master Service InterIocal Contract Page 2 of 3 Updated 0719/09 ■ By either party immediately if the other party commits a material breach any of the terms of this Contract and no remedial action can be agreed upon by the parties. 12. Master Contract. This Contract can be utilized as the Master Contract. The general terms and conditions in this Contract will serve to outline the working relationship between HCDE and the CITY. Both parties agree to allow the CITY to use any or all of the following programs and/or services with no charge from HCDE: Choice Facility Partners (CFP), Gulf Coast Food Cooperative, Purchasing Cooperative, Drug Testing Services and Fuel Cooperative. The CITY agrees to adhere to the terms and conditions set forth for the programs and/or services as contracted under these programs. All other programs and/or services provided by HCDE requiring a fee will need an addendum to the approved Master Interlocal Contract. The specific terms and conditions of the addendum will govern that individual contract. In the case of a conflict between the Master Contract and any addendum, the provisions of the addendum will govern. 13. Sevembility. In the event that any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provisions, and the Contract shall be construed as if such invalid, illegality, or unenforceable provision had never been contained in it. 14. Governing Law and Venue. This Contract shall be governed by and construed in accordance with the laws of the State of Tetras. The mandatory and exclusive venue for the adjudication or resolution of any dispute arising out of this Contract shall be in Harris County, Texas. 15. Authorization. Each party acknowledges that the governing body of each party to the Contract has authorized this Contract. 16. Benefit for Signatory Parties Only. Neither this Contract, nor any term or provisions hereof, not any inclusion by reference, shall be construed as being for the benefit of any party not in signatory hereto. In witness whereof, HCDE and CITY have executed this Contract to be effective on the date specified in Article 1. Term above: CITY OF SOUTHLAKE Name of City Authorized Signature Printed Name Title Harris County Department of Education John E. Sawyer, Ed.D. County School Superintendent Date Date Municipality Master Service Interlocal Contract Page 3 of 3 Updated 07/9/09 INTERLOCAL AGREEMENT Region Vill Education Service Center PUBLIC AGENCY City of Southlake _ Public Agency County -District Number Region Vlll Education Service Center 225 950 County -District Number Texas Education Code §8.002 permits regional education service centers, at the direction of the Commissioner of Education, to provide services to assist school districts in improving student performance and increasing the efficiency and effectiveness of school operations Authority for such services is granted under Texas Government Code §§ 791,001 et seq as amended. This Interlocal Agreement (hereinafter the "Agreement") is effective and shall be automatically renewed unless either party gives sixty (60) days prior written notice of non - renewal. This Agreement may be terminated without cause by either party upon (60) days prior written notice, or may also be determined for cause at anytime upon written notice stating the reason for and effective date of such terminations and after giving the affected party a thirty (30) day period to cure any breach. Statement of Services to be Performed: Region VIII Education Service Center, by this Agreement, agrees to provide cooperative purchasing services to the above -named public agency through a Program known as the The Interlocal Purchasing System (TIPS) Program. The purpose of the TIPS Program shall be to obtain substantial savings f or participating public agencies through volume purchasing. Role of the Purchasing Cooperative: 1. Provide for the organizational and ad ministrative structure of the program. 2. Provide staff time necessary for efficient operation of the program. 3. Receive quantity requests from entities and prepare appropriate tally of quantities. 4. Initiate and implement activities related to the bidding and vendors selection process. 5. Provide members with procedures for ordering, delivery, and billing. Role of the Public Agency: Commit to participate in the program by an authorized signature in the appropriate space below. 2. Designate a contact person for the cooperative. Page 2 of 3 iNTERLOCAL AGREEMENT, continued 3_ Commit to purchase products and services that become part of the official products and services list when it is in the best interest of the member entity. 4. Prepare purchase orders issued to the appropriate vendor from the official award list provided by the Purchasing Cooperative. S. Accept shipments of products ordered from vendors in accordance with standard purchasing procedures. B. Pay vendors in a timely manner for all goods and services received. General Provisions: The Parties agree to comply fully with all applicable federal, state, and local statutes, ordinances, rules, and regulations in connection with the programs contemplated under this Agreement. This Agreement is subject to all applicable present and future valid laws governing such programs. This Agreement shall be governed by the law of the State of Texas and venue shall be in the county in which the administrative offices of RESC VIII are located which is Titus County, Texas. This Agreement contains the entire agreement of the Parties hereto with respect to the matters covered by its terms, and It may not be modified in any manner without the express written consent of the Parties. If any term(s) or provision(s) of this Agreement are held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions of this Agreement shall remain in full force and effect The Parties to this Agreement expressly acknowledge and agree that all monies paid pursuant to this Agreement shall be paid from budgeted available funds for the current fiscal year of each such entity. Before any party may resort to litigation, any claims, disputes or other matters in question between the Parties to this Agreement shall be submitted to nonbinding mediation No Party to this Agreement waives or relinquishes any immunity or defense on behalf of themselves, their directors, officers, employees, and agents as a result of its execution of this Agreement and performance of the functions and obligations described herein. This Agreement may be negotiated and transmitted between the Parties by means of a facsimile machine and the terms and conditions agreed to are binding upon the Parties. Authorization: Region VIII Education Service Center and The lnterlocal Purchasing System (TIPS) Program have entered into an Agreement to provide cooperative purchasing opportunities to public agencies. Pago 3 of 3 INTERLOCAL AGREEMENT, continued This Agreement was approved by the governing boards of the respective parties at meetings that were posted and held in accordance with the Texas Open Meetings Act, Texas Government Code ch. 551. The individuals signing below are authorized to do so by the respective parties to this Agreement. Public Agency By: Authorized Signature Title: Date Tim Slifka Public Agency Purchasing Contact Person 1400 Main Street Suite 440 Street Address Southlake Texas 76092 city, State Zip 817-748-8312 Purchasing Contact's Telephone Number 817-748-8048 Purchasing Contact's Fax Number tslifka@ci.southlake.tx.us Purchasing Contact's Email Address Region Vlll Education Service Center By: Mr. Harvey B. Hohenberger, Jr., Title: Executive Director Region V Ili ESC Date Dale Dean Public AgencyTechnology Contact Person 1400MAIN STREET SUITE 420 Street Address Southlake Texas 76092 City, State Zip 817-748-8086 Technology Contact Telephone No. 817-748-8265 Technology Contact Fax Number ddean@ci.southlake.tx.us Technology Contact's Email Address Please send two signed original Interlocal Agreements to the Region Vlll ESC, Attn: Mr. Harvey B. Hohenberger, Jr., Executive Director, Region Vill Education Service Center, PO Box 1894, Mt. Pleasant, Texas 75456-1894. Upon execution, a signed original will be returned to the Purchasing Contact listed above. Slide One Honored Mayor and City Council, we are seeking your approval to enter into multiple interlocal purchasing and cooperative purchasing agreements. Slide Two Local Government Code, Title 8 Chapter 271, subehapter F, Section 271.101 and 271.102 provide legal authority to utilize interlocal and cooperative purchasing agreements. These purchasing options will allow the City of Southlake to meet our legal purchase bidding requirements required by the State of Texas and will also expand our purchasing volume. Slide Three These interlocal purchasing agreements with the City of North Richland Hills and the Town of Flower Mound will allow for purchasing from each others eligible contracts. Slide Four This cooperative interlocal purchasing agreement with the Harris County Department of Education will allow for the City of Southlake to have multiple vendor options and expanded purchasing power because of volume purchasing. Slide Five This cooperative interlocal purchasing agreement with the TIPS/TAPS Region VIII Education Service Center will allow for the City of Southlake to have multiple vendor options and expanded purchasing power because of volume purchasing. This item requires the passing of a resolution to complete. This resolution # 09-064 is also on tonight's agenda for approval. Slide Six All agreements have been attorney reviewed. There is no cost to become a member of any interlocal or cooperative purchasing agreement. The City of Southlake retains sole purchasing authority with any of these agreements. We are not required to purchase from any of these agreements. The City of Southlake will decide when purchasing from these agreements is in our best interest. These agreements allow the City of Southlake to have additional purchasing options. Slide Seven If there are any questions please contact Ms. Sharen Jackson at 817-748-8042.