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Item 4D and 4ECity of Southlake, Texas M E M O R A N D U M June 5, 2012 TO: Shana Yelverton, City Manager FROM: Sharen Jackson, Finance Director Tim Slifka, Purchasing Manager Items 4D and 4E SUBJECT: Approve an Interlocal Purchasing Agreement with the City of Lewisville, and an Interlocal Purchasing Agreement with the Cities of Colleyville, Grapevine and Keller _____________________________________________________________________ Action Requested: Approve an interlocal purchasing agreement with the City of Lewisville and/or Approve a joint interlocal agreement with the Cities of Colleyville, Grapevine and Keller. Background Information: The Finance Department continually researches ways to lower costs for City required goods and services. One area we have identified as having a dramatic effect in reducing our overall purchasing costs for goods and services is the use of interlocal and cooperative purchasing agreements. Interlocal purchasing agreements allow us to “piggyback” on other City’s purchasing contracts for goods and services and is authorized by Local Government Code as meeting the bidding requirements of the statute. Financial Considerations: There is no cost to participate in interlocal agreements with these Cities. Strategic Link : Providing purchasing options links to multiple areas of the City’s Strategy Map including: B2 – Collaborate with select partners to implement service solutions. B5 – Improve performance of delivery and operational processes. Citizen Input/ Board Review: None Legal Review: Both agreements were reviewed and passed by the City’s Attorney. Alternatives: Deny approval of interlocal agreement with City of Lewisville and/or Deny approval of joint interlocal agreement with the Cities of Colleyville, Grapevine and Keller. Supporting Documents: Interlocal purchasing agreements. Staff Recommendation: City Council approval of the interlocal agreements with City of Lewisville and/or City Council approval of the joint interlocal agreement with the Cities of Colleyville, Grapevine and Keller. INTERLOCAL AGREEMENT This Interlocal Agreement (“the Agreement”) is made and entered into by and between the CITY OF LEWISVILLE, TEXAS, a municipal corporation (“the CITY”) and the CITY OF SOUTHLAKE, TEXAS (“the CO-OP ENTITY”), each organized and existing under the laws of the State of Texas, and acting by, through and under the authority of their respective governing bodies and officials in accordance with the “Interlocal Cooperation Act,” Chapter 791 of the Texas Government Code (the “Act”). WHEREAS, the CITY and the CO-OP ENTITY are both governmental entities engaged in the purchase of goods and services, which is a recognized governmental function; and WHEREAS, the CITY and the CO-OP ENTITY wish to enter into this Agreement to set forth the terms and conditions upon which they may purchase various goods and services commonly utilized by each entity; and WHEREAS, participation in this Agreement will be highly beneficial to the taxpayers of the CITY and the CO-OP ENTITY through the anticipated savings to be realized and is of mutual concern to the parties; and WHEREAS, the CITY and the CO-OP ENTITY have current funds available to satisfy any fees owed pursuant to this Agreement. NOW THEREFORE, the CITY and the CO-OP ENTITY, for and in consideration of the premises and the mutual covenants set forth in this Agreement, and pursuant to the authority granted by the governing bodies of each of the parties hereto, do hereby agree as follows: 1. The CITY and the CO-OP ENTITY may cooperate in the purchase of various goods and services commonly utilized by the parties, where available and applicable, and may purchase goods and services from vendors under present and future contracts; 2. The CITY and the CO-OP ENTITY 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 the purchased items under such contracts. The CITY and the CO-OP ENTITY 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 either party upon thirty (30) days written notice to the other party; 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; 6. This Agreement may be executed separately by the parties, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. Interlocal Agreement – Page 1 IN WITNESS WHEREOF , the parties hereto have executed this Agreement to be effective upon execution and dating by each party. This Agreement shall be effective from the last date signed and marked on this Agreement by a participating party. APPROVED BY THE CITY OF LEWISVILLE, TEXAS: BY: _________________________________________ DATE: _____________________ Claude King (or His Designee), CITY MANAGER APPROVED AS TO FORM: __________________________________________ Liz Plaster, CITY ATTORNEY CITY OF SOUTHLAKE, TEXAS APPROVED BY BY: __________________________________________ DATE: _________________ John Terrell, Mayor ATTEST: __________________________________________ Alicia Richardson TRMC City Secretary APPROVED AS TO FORM: __________________________________________ _____________________, CITY ATTORNEY, SOUTHLAKE Interlocal Agreement – Page 2 INTERLOCAL GOVERNMENTAL AGREEMENT FOR PURCHASING This Agreement is made and entered into by and between the cities of Keller, Texas, Southlake, Texas, Colleyville, Texas and Grapevine, Texas (hereinafter referred to as the “parties”), all of whom are governmental agencies within the State of Texas, acting by and through their duly authorized City Councils or City Managers. WHEREAS, the parties are political subdivisions of the State of Texas and are authorized to enter into an agreement with each other relative to governmental functions and services by the interlocal Cooperating Act, Texas Government Code, Chapter 791; and WHEREAS, the parties believe that cooperating in the purchasing of various goods, materials, equipment, supplies and services which both parties use in carrying out their governmental functions and services will enable the parties to obtain these goods, materials, equipment, supplies and services in better terms and/or prices than by making such purchases individually, and both desire to increase efficiency and effectiveness of such purchasing by acting jointly in competitively procuring selected goods, materials, equipment, supplies and services. NOW, THEREFORE, for and in consideration of the mutual promises and covenants contained herein, the parties agree as follows: 1. AGREEMENT This Agreement shall take effect upon execution by both signatories and shall remain in effect among those parties until notification of withdrawal from the Agreement is submitted to the City of Keller. All parties shall have the right to terminate this Agreement upon 30 days written notice. The Agreement may be amended administratively from time to time by existing parties to include additional cities who may wish to join this Agreement under its existing terms. 2. SCOPE AND IMPLEMENTATION It is the intent of the parties that the joint or cooperative purchasing through each other’s agreements will be as broad as is allowed by applicable state statutes. Unless otherwise prevented by law, it is the intent of the parties that the parties may take part in joint purchase for goods, materials, equipment, supplies and services they may need to carry out their governmental functions, and that all parties will make reasonable efforts to allow the others to make purchases under its agreements. Any purchasing contract or purchase order shall be acknowledged by the supplier and shall be considered as being issued under this Agreement and shall be subject to all of the terms and conditions of this Agreement without the necessity of those being set out or specifically referred to in such purchasing contract or purchase order. 3. COMPENSATION The parties agree to share the cost of the respective joint solicitations in a fair and equitable manner, to be agreed upon in connection with each such solicitation. —™­ 4. COMPLIANCE WITH LAWS The parties hereby agree to abide by and obey all applicable local, state and federal laws and requirements, which apply to their respective procurement policies. It is specifically understood and agreed that whichever party is handling the preparation and processing of the joint invitations for bid shall comply with all legal requirements for competitive bidding which are applicable to both parties 5. NOTICES Any notices or other communication required or allowed to be given by one party to the other parties pursuant to this Agreement shall be electronically submitted, hand delivered, or mailed by United States Postal Service, proper postage affixed to the addresses shown below: To: City of Keller: Purchasing Technician 1100 Bear Creek Parkway P.O. Box 770 Keller, Texas 76244 Karla Parker (817) 743-4030 Email Address: kparker@cityofkeller.com To: City of Southlake Purchasing Manager 1400 Main Street, Suite 440 Southlake, Texas 76092 Tim Slifka (817) 748-8312 Email Address: tslifka@ci.southlake.tx.us To: City of Colleyville Strategic Services Manager 100 Main Street Colleyville, Texas 76034 Eric Ellwanger (817) 503-1112 Email Address: eellwanger@colleyville.com To: City of Grapevine Purchasing Agent 501 Shady Brook Drive, Suite 108 Grapevine, Texas 76051 Bob Smeby (817) 410-3335 bsmeby@grapevinetexas.gov —™¬ 6. GOVERNING LAW AND VENUE This Agreement shall be governed by and interpreted in accordance with the laws of the State of Texas. This Agreement is entered into and is to be performed, wholly or in part, in the State of Texas and in Tarrant County, Texas. In any action brought under the agreement, venue shall be exclusively in Tarrant County, Texas. In the event that any portion of this Agreement shall be found to be contrary to law, it is the intent of the parties hereto that the remaining portions shall remain valid and in full force and effect to the extent possible. 7. MISCELLANEOUS PROVISIONS By execution of this Agreement, each party represents to the others that: a. In performing its duties and obligations hereunder, it will be carrying out one or more governmental functions or services, which it is authorized to perform; b. The undersigned officer or agent of the party has been properly authorized by that party’s governing body to execute this Agreement and that any necessary resolutions extending such authority have been duly passed and are now in effect. c. All payments required or permitted to be made by a party will be made from current revenues available to the paying party; and d. All payments provided hereunder by one party to the other, if any, shall be such amounts as to fairly compensate the other party for the services or functions performed hereunder. 8. CONSTRUCTION OF AGREEMENT This Agreement represents the full, final and complete agreement of the parties related to its subject matter and shall supersede any previous interlocal purchasing agreements between the parties. The Agreement may not be added to, contradicted or otherwise modified by evidence of prior or contemporaneous agreement or subsequent oral agreements or statements of either of the parties, nor by any writing not signed by all parties after the date of this Agreement. No representations, inducements, promises, or agreements, oral or otherwise, not embodied or incorporated herein shall be of any force or effect. In case of any apparent ambiguity or conflict among any of the terms or provisions of this Agreement, they shall be construed as nearly as possible as to effectuate each and all of such terms or provisions keeping in mind that the overriding purpose of this Agreement is the public purpose of increasing the efficiency and effectiveness of the respective purchases of goods, materials, equipment and supplies by the parties. —™« IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the dates below. City of Keller, Texas: City of Southlake, Texas: By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ DATE:_____________________________ DATE:_____________________________ ATTEST: ATTEST: By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ APPROVED AS TO FORM AND LEGALITY APPROVED AS TO FORM AND LEGALITY By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ City of Colleyville, Texas: City of Grapevine, Texas: By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ DATE:_____________________________ DATE:_____________________________ ATTEST: ATTEST: By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ APPROVED AS TO FORM AND LEGALITY APPROVED AS TO FORM AND LEGALITY By: _______________________________ By: _______________________________ NAME: ____________________________ NAME: ____________________________ TITLE: ____________________________ TITLE: ____________________________ —™ª