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Item 5DCity of Southlake, Texas MEMORANDUM June 20, 2006 To: Shana Yelverton, City Manager From: Sharen Jackson, Director of Finance Subject: Authorize a blanket Interlocal Cooperative Purchasing Agreement with the City of Grapevine. Action Requested: Authorize a blanket Interlocal Cooperative Purchasing Agreement with the City of Grapevine. Background Information: Staff originally approached the City of Grapevine for the establishment of an interlocal cooperative purchasing agreement to expedite the acquisition of concrete flatwork (sidewalks etc.). During those discussions it became apparent that the City of Southlake could benefit from a blanket interlocal agreement that allows the City of Southlake to prepare, execute, and administer contracts with vendors at prices established in City of Grapevine contracts. Both cities are bound by the same purchasing regulations. In order for this agreement to become effective, the governing bodies of both parties must authorize its execution. This agreement will become effective upon execution and will be applicable to all existing and future contracts for goods and services, subject to the approval of the vendor or service provider. Financial Considerations: None. Citizen Input/ Board Review: None Legal Review: City Attorney had reviewed and approved this agreement. Alternatives: The City Council may approve it, deny this proposal. Supporting Documents: Blanket Interlocal Cooperative Purchasing Agreement with the City of Grapevine Staff Recommendation: Authorize a blanket Interlocal Cooperative Purchasing Agreement with the City of Grapevine. Staff Contact: Sharen Jackson, Director of Finance Robert H. Price, P.E., Director of Public Works INTERLOCAL COOPERATIVE PURCHASING AGREEMENT BY AND BETWEEN THE CITY OF GRAPEVINE, TEXAS AND THE CITY OF SOUTHLAKE, TEXAS THIS AGREEMENT is made and entered into by and between the CITY OF GRAPEVINE, a home -rule municipal corporation located in Tarrant County, Texas (hereinafter referred to as "Grapevine "), and the CITY OF SOUTHLAKE, a home -rule municipal corporation located in Tarrant County, Texas (hereinafter referred to as "Southlake ") WHEREAS, Section 271.101, Local Government Code, allows local governments to participate in cooperative purchasing programs which allows the local governments to purchase from a contract currently existing between another local government and a vendor, and such process satisfies the state law for competitive bid requirements; and WHEREAS, Grapevine has established various contracts for products and/or services, and Southlake has a need for some of the products and/or services and desires to enter into a Cooperative Purchasing Agreement with Grapevine pursuant to Chapter 271 et seq. (Cooperative Purchasing Program), Local Government Code; and WHEREAS, Southlake agrees to prepare, execute, and administer its own contracts with each contract vendor and the City of Grapevine shall not be a party to Southlake (City's) agreement with the vendor. NOW, THEREFORE, Grapevine and Southlake, for the mutual consideration hereinafter stated, agree as follows: I. EFFECTIVE DATE The effective date of this Agreement shall be effective upon execution by the parties. II. DUTIES OF Southlake (City) Southlake (City) agrees to prepare, execute, and administer its own contracts with the contract vendor and Grapevine shall not be a party to the agreement with the vendor and the other governmental entity. Grapevine shall have no obligations for payment to vendor for any services or goods incurred by any party other than Grapevine. Any payments owed the vendor for services or goods shall be paid directly by Southlake (City). Southlake (City) will be responsible for the vendor's compliance with provisions relating to the quality of items and terms of delivery; and any other terms or conditions of its agreement with the vendor. III. Current Revenue The City of Southlake, Texas hereby warrants that all payments and disbursements required of it hereunder shall be made from current revenues budgeted and available to the City of Southlake, Texas. IV. TERMINATION 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. V. NOTICE Notice as required by this Agreement shall be in writing delivered to the parties via 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. GRAPEVINE Bruno Rumbelow CITY MANAGER City of Grapevine 200 S. Main St. Grapevine, Texas 76051 Telephone: (817) 410 -3335 Facsimile: (817) 410 -3066 SOUTHLAKE Shana Yelverton CITY MANAGER City of Southlake 1400 Main St., Suite 440 Southlake, Texas 76092 Telephone: (817) 748 -8003 Facsimile: (817) 748 -8010 VI. HOLD HARMLESS 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 contract. In the event of joint or concurrent negligence of the parties, responsibility, if any, shall be apportioned comparatively in accordance with the laws of the State of Texas, without, however, waiving any governmental immunity available to either party individually under Texas law. GRAPEVINE shall be responsible for its sole negligence. Southlake (City) shall be responsible for its sole negligence. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. VII. ENTIRE AGREEMENT This Agreement represents the entire and integrated agreement between GRAPEVINE and SOUTHLAKE (City) and supersedes all prior negotiations, representations and/or agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. VIII. This Agreement and any of its terms or provisions, as well as the rights and duties of the parties hereto, shall be governed by the laws of the State of Texas, and this Agreement is performable in Tarrant County, Texas. Exclusive venue shall be in Tarrant County, Texas. IX. SEVERABILITY The provisions of this agreement are severable. In the event that any paragraph, section, subdivision, sentence, clause, or phrase of this agreement shall be found to be contrary to the law, or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of this agreement. However, upon the occurrence of such event, either party may terminate this Agreement by giving the other party thirty (30) days written notice of its intent to terminate. X. AUTHORITY TO SIGN / CITY COUNCIL AUTHORIZATION The undersigned officer and/or agents of the parties hereto are duly authorized officials and possess the requisite authority to execute this Agreement on behalf of the parties hereto. XI. ASSIGNMENT AND SUBLETTING The parties agree that the rights and duties contained in this Agreement will not be assigned or sublet without the prior written consent of both parties. XII. INTERPRETATION OF AGREEMENT This is a negotiated Agreement and should any part of this Agreement be in dispute, the parties stipulate that the Agreement shall not be construed more favorably for either party. XIII. REMEDIES No right or remedy granted herein or reserved to the parties is exclusive of any right or remedy granted by law or equity; but each shall be cumulative of every right or remedy given hereunder. No covenant or condition of this Agreement may be waived without the express written consent of the parties. It is further agreed that one (1) or more instances of forbearance by either parry in the exercise of its respective rights under this Agreement shall in no way constitute a waiver thereof. EXECUTED in duplicate originals this day of CITY OF SOUTBLAKE, TEXAS CITY OF GRAPEIVNE, TEXAS By: By: Shana Yelverton CITY MANAGER 1400 Main St., Suite 440 Southlake, Texas 76092 APPROVED AS TO FORM: Tim Sralla, CITY ATTORNEY 2006. Bruno Rumbelow CITY MANAGER 200 S. Main St. Grapevine, Texas 76051 APPROVED AS TO FORM: Matthew Boyle, CITY ATTORNEY ACKNOWLEDGMENTS STATE OF TEXAS ) CITY OF SOUTHLAKE, TEXAS COUNTY OF TARRANT ) This instrument was acknowledged before me on the day of 1 2006, by , City Manager of the CITY OF SOUTHLAKE, TEXAS, a home -rule municipal corporation, on behalf of such corporation. Notary Public, State of Texas STATE OF TEXAS ) CITY OF GRAPEVINE, TEXAS COUNTY OF TARRANT ) This instrument was acknowledged before me on the day of 1 2006 by BRUNO RUMBELOW, City Manager of the CITY OF GRAPEVINE, TEXAS, a home -rule municipal corporation, on behalf of such corporation. Notary Public, State of Texas