The URL can be used to link to this page

Home My WebLink About25-294ORDINANCE NO. 25-294 AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE AN [NTERLOCAL COOPERATIVE PURCHASING AGREEMENT WITH THE TOWN OF WESTLAKE, UNDER THE TEXAS GOVERNMENT CODE, SECTION 791.001, TO AUTHORIZE THE TOWN OF WESTLAKE AND CITY OF DENTON TO UTILIZE EACH ENTITIES’ SOLICITED CONTRACTS FOR THE PURCHASING OF VARIOUS GOODS AND SERVICES; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND DECLARING AN EFFECTIVE DATE (FILE 8707 – AWARD AN rNTERLOCAL COOPERATIVE PURCHASING AGREEMENT WITH THE TOWN OF WESTLAKE). THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or their designee, is hereby authorized to execute the Interlocal Cooperative Purchasing Agreement with the Town of Westlake under Section 791.001 of the Texas Government Code, a copy of which is attached hereto and incorporated by reference herein (the “Agreement”). SECTION 2. The City Manager, or their designee, is authorized to expend funds pursuant to the Agreement for the purchase of various goods and services. SECTION 3. The City Council of the City of Denton hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under this ordinance to the City Manager of the City of Denton, or their designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. The motion to approve this ordinance was made by Joe Holland and seconded by Brandon Chase McGee. This ordinance was passed and approved by the following vote [ 7 - 0 ] : Aye X X X X X X X Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2 : Paul Meltzer. District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5 : Jill Jester, At Large Place 6: PASSED AND APPROVED this the 18th day of February, 2025. =. GERARD HUDSPETH, MAYOR ATTEST: LAUREN THODEN, CITY SECRETARY BY:C/au„w-. Jul APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY D 1111 BY:?y£abOL£2aLLawb Docusign Envelope ID: FIA7FBA7-8E33a47B2-AAB6-5E440AFA6815 DENTON Docusign City Council Transmittal Coversheet 8707IA File Name Interloca1 Agreement w / Town of Westlake Purchasing Contact Erica Garcia City Council Target Date FEBRUARY 18’ 2025 Piggy Back Option Contract Expiration Ordinance Not Appllcab1 e CONTINUOUS 25-294 Docusign Envelope ID: FIA7FBA7-8E33-47B2-AAB6-5E440AFA6815 INTERLOCAL COOPERATIVE PURCHASING AGREEMENT BETWEEN THE TOWN OF WESTLAKE, TEXAS AND CITY OF DENTON, TEXAS STATE OF TEXAS COUNTY OF DENTON THIS INTERLOCAL COOPERATIVE PURCHASING AGREEMENT (the “Agreement”) is made on the 18TH day of FEBRUARY , 2025 , between the City of Denton, and the Town of Westlake, Texas ; jointly referred to herein as “parties” and each separately as a “party.” WHEREAS, each party is authorized by Chapter 791 of the Texas Government Code (the “Interlocal Cooperation Act”), to enter into joint contracts and agreements for the performance of governmental functions and services including administrative functions normally associated with the operation of government such as purchasing necessary materials and supplies; WHEREAS, Section 271.102 of the Texas Local Government Code authorizes a local government to participate in a cooperative purchasing program with another local government or a local cooperatrve organrzatron; WHEREAS, the parties recognize that participation in this cooperative purchasing program will be highly beneficial to the taxpayers of the parties through anticipated savings to be realized; WHEREAS, the parties cannot normally obtain the best possible purchase price for materials and supplies acting individually and without cooperation; WHEREAS, it is deemed in the best interest of all parties that said governments enter into a mutually satisfactory agreement for the purchase of certain materials and supplies; and WHEREAS, the parties, in performing governmental functions or in paying for the performance of governmental functions hereunder, shall make that performance or those payments from current revenues legally available to that party; NOW, THEREFORE, the parties hereto, in consideration of the mutual covenants and conditions contained herein and pursuant to the authority permitted under the Interlocal Cooperation Act, promise and agree as follows: 1. Purpose A. The purpose of this Agreement is to establish a cooperative purchasing program between the parties, which will allow each party to purchase goods and services under each other’s competitively bid contracts pursuant to Subchapter F, Chapter 271 of the Texas Local Government Code Docusign Envelope ID: FIA7FBA7-8E33-47B2-AAB6-5E440AFA6815 11. Duration of Agreement A. This Agreement shall be in full force and effect from the date it is duly executed by all parties until terminated by either party to this Agreement. Any party may modify and/or terminate this Agreement in accordance with the following terms and conditions: •The terms and conditions of this Agreement may be modified upon the mutual consent of all parties. Mutual consent will be demonstrated by approval of the governing body of each party hereto. No modification to this Agreement shall be effective and binding unless and until it is reduced to writing and signed by duly authorized representatives of all parties. •This Agreement may be terminated at any time by either party, with or without cause, upon thirty days’ written notice to the other party. Unless otherwise specified, written notice shall be deemed to have been duly served if delivered in person, sent (i) as an attachment to an email, (ii) by fax with a successfhl send confirmation, or (iii) by certified mail to the address as listed herein: City of Denton:Procurement Division Attn: Purchasing Manager City of Denton 901 B Texas Street Denton, TX 76209 Phone: 940-349-7100 Fax: 940-293-1837 purchasing@cityofdenton.com Town of Westlake:ATTN: Town Manager Wade Carroll Town of Westlake 1500 Solana Blvd, Bldg 7, Ste. 7200 Westlake, TX 76262 Phone: 817-430-0941 wcarroll@westlaketx.gov 111. Relationship of Parties A It is agreed that the parties, in receiving products and/or services specified in this Agreement, shall each act as an independent purchaser and shall have control of its needs and the way any such products and/or services are acquired. Neither party is an agent, employee or joint enterprise of the other, and each party is responsible for its own actions, forbearance, negligence and deeds, and for those of its agents or employees, in conjunction with the 2 Docusign Envelope ID: FIA7FBA7-8E33-47B2-AAB6-5E440AFA681 5 utilization and/or cooperative solicitation of any supplier agreement obtained in accordance with Texas law. B. The parties shall notify, using the notice procedures set forth in Section II. A, all participating entities of available contracts to include terms of contract, commodity cost, contact names and addresses, and shall keep participating parties informed of all changes to the list of contracts available for cooperative purchasing. C. Each party shall ensure that all applicable laws and ordinances have been satisfied with respect to any action taken by such party pursuant to this Agreement. D. Nothing in this Agreement shall prevent any participating party from accepting and awarding bids for commodities subject to this Agreement individually and on its own behalf. E. Purchasing Agent or their designee, is the official representative to act for the City of Denton in all matters relating to this Agreement. F. Town Manager or their designee, is the official representative to act for the Town of Westlake in all matters relating to this Agreement. rv Purchase of Goods and Services A. All products and services shall be procured in accordance with all appropriate procedures governing competitive bids and competitive proposals, as required by the laws of the State of Texas B. The parties will be able to purchase from those contracts established by the other party where notice has been given in the bid specifications and the successful bidder has accepted terms for cooperative purchasing agreements for local governments. C. The parties hereto agree that the ordering of products and sen'ices through this Agreement shall be their individual responsibility and that the successful bidder or bidders shall bill each party directly or, if deemed advantageous by the parties, to both parties. D. The parties agree to pay successful bidders directly for all products or services received from current revenues available for such purchase. Each party shall be liable to the successful bidder only for products and services ordered by and received by such party and shall not, by the execution of this Agreement, assume any additional liability. E. The parties do not warrant and are not responsible for the quality or delivery of products or services from the successful bidder. The participating parties shall receive all warranties provided by the successful bidder for the products or services purchased. 3 Docusign Envelope ID: FIA7FBA7-8E33-47B2-AAB6-5E440AFA6815 F. If any dispute arises between individual parties and a successful bidder, such dispute shall be handled by and between the participating party’s governmental body and the bidder. V Liability and Immunity Provisions A.It is understood and agreed between the parties that each party hereto shall be responsible for its own and its employees’ acts of negligence in connection with this Agreement. Neither party shall be responsible for any negligent act or omission of the other party or its employees in connection with this Agreement. It is specifically agreed that, as between the parties, each party to this Agreement shall be individually and respectively responsible for responding to, dealing with, insuring against, defending, and otherwise handling and managing liability and potential liability of itself and its employees pursuant to this Agreement. B.Notwithstanding the foregoing, each party hereto reserves and expressly does not waive any immunity or defense available at law or in equity, including govermnental immunity, for any claim or cause of action whatsoever that may arise or result from the services provided and/or any circumstances arising under this Agreement. These provisions are solely for the benefit of the parties hereto and are not for the benefit of any person or entity not a party hereto; this Agreement shall not be interpreted nor construed to give any claim or cause of action to any third party. Neither party shall be held legally liable for any claim or cause of action arising pursuant to or out of the services provided under this Agreement, except as specifically provided by law. Where injury or property damages results from the joint or concurrent negligence of both parties, liability, if any, shall be shared by each party based on comparative responsibility in accordance with the applicable laws of the State of Texas, subject to all defenses available to them, including governmental immunity. C.This Agreement is expressly made subject to the parties’ governmental immunity under the Texas Civil Practice and Remedies Code and all applicable federal, state, and local laws, rules, regulations, ordinances, and policies. Nothing in this Agreement shall be deemed to waive, modify, or amend any legal defense available at law or in equity to either party or to create any legal rights or claim on behalf of any third party. Neither party waive, modify, or alter, to any extent whatsoever, the availability of the defense of governmental immunity under the laws of the State of Texas. VI. Miscellaneous A. Each party has the full power and authority to enter into and perform this Agreement and the person signing this Agreement on behalf of each party has been properly authorized and empowered to enter into this Agreement. The persons executing this Agreement hereby represent that they have authorization to sign on behalf of their respective party. B. In the event any one or more of the provisions contained in this Agreement shall be held, for any reason, to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, 4 Docusign Envelope ID: FIA7FBA7-8E33217B2-AAB6-5EZHOAFA6815 or unenforceability shall not affect the other provisions and the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in this Agreement. C. This Agreement shall be binding upon the parties hereto, their successors, heirs, personal representatives, and assigns. Neither party will assign or transfer an interest in this Agreement without the prior written consent of the other party. D. By entering into this Agreement, the parties do not create any obligations, express or implied, other than those set forth herein, and this Agreement shall not create any rights in, or claims by, third parties who are not signatories to this Agreement. E. This Agreement shall be interpreted in accordance with the laws of the State of Texas and venue of any cause of action concerning this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas. F.This Agreement, together with any referenced exhibits and attachments, constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment occurring during the term of this Agreement, or subsequent thereto, has no legal force or effect whatsoever, unless properly executed in writing in accordance with Section II. A, and if appropriate, recorded as an amendment of this Agreement. G.Failure of any party, at any time, to enforce a provision of this Agreement, shall in no way constitute a waiver of that provision nor in any way affect the validity of this Agreement or the right of either party thereafter to enforce each provision hereof. No term of this Agreement shall be deemed waived or any breach excused unless the waiver shall be in writing and signed by the party claimed to have waived. Furthermore, any consent to or waiver of a breach will not constitute consent to or waiver or excuse of any other different or subsequent breach. H. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. I. Each party agrees that this Agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility. [Signature Page fo Follow\ 5 Docusign Envelope ID: FIA7FBA7-8E33-47B2-AAB6-5E440AFA6815 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized officers thereon the day and the year first above written. As approved by the Town of Westlake Town Council at the Regular IVleeting held November 6, 2023. TOWN OF WESTLAKE,, TEXAS CITY OF DENTON, TEXAS DocuSigned by: SMA AooZe# ERVR ER ATTEST: ATTEST: DocuSigned by: #JUUWb :::bb&d&bBY CITY SECRETARYLADIANNA BUCHANAN, TOWN SECRETARY APPROVED AS TO LEGAL FORM APPROVED AS TO LEGAL FORM: DocuStgned by: BY: I MArUILatAMMb MAd CITY ATTORNEYY, TOWN ATTORNEY rl+ma Ddocusign Certificate Of Completion Envelope Id: FIA7FBA7-8E3347B2-AAB6-5E440AFA681 5 Subject: Please DocuSign: City Council Contract 8707 Interlocal with Town of Westlake Source Envelope: Document Pages: 7 Certificate Pages: 3 AutoNav: Enabled Status: Completed Signatures: 3 Initials: 1 Envelope Originator: Cod Power 901 B Texas Street Denton, TX 76209 cori .power@cityofdenton.com IP Address: 198.49.140.10 Envelopeld Stamping: Enabled Time Zone: (UTC-06:00) Central Time (US & Canada) Record Tracking Status: Original 1/15/2025 4:53:11 PM Holder: Cori Power con.power@cityofdenton.com Location: DocuSign Signer Events Cori Power cori.power@cityofdenton.com Purchasing Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Timestamp Sent: 1/15/2025 4:58:50 PM Viewed: 1/1 5/2025 4:58:57 PM Signed: 1/1 5/2025 4:59:09 PM Completed Using IP Address: 198.49.140.10 Lori Hewell lori.hewell@cityofdenton.com Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Sent: 1/1 5/2025 4:59:10 PM Viewed : 1/1 5/2025 5:00:15 PM Signed: 1/15/2025 5:01 :07 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign Marcella Lunn marcella.lunn@cityofdenton.com Senior Deputy City Attorney City of Denton Security Level: Email, Account Authentication (None) Sent: 1/1 5/2025 5:01:10 PM Viewed : 1/1 7/2025 4:12:54 PM Signed: 1/17/2025 4:13:22 PM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.104 Electronic Record and Signature Disclosure: Not Offered via DocuSign Cheyenne Defee choyenno.defoe@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Completed Sent: 1/17/2025 4:13:25 PM Viewed: 2/19/2025 8:43:39 AM Signed: 2/1 9/2025 8:44:14 AM Using IP Address: 198.49.140.10 Signer Events Sara Hensley sara.hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account AuthenticatIon (None) Signature Timestamp Sent: 2/19/2025 8:44:16 AM Viewed: 2/1 9/2025 9:25:04 AM Signed: 2/19/2025 9:25:11 AM Signature Adoption: Pre-selected Style Using IP Address: 107.77.197.70 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Thoden lauren.thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) ' DocuSlgned by: I #4WWh CIb&d&b , D09DOgCAD33D487. Sent: 2/19/2025 9:25:13 AM Viewed: 2/19/2025 10:32:07 AM Signed: 2/1 9/2025 10:35:24 AM Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Status Timestamp Editor Delivery Events Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Status Timestamp Carbon Copy Events Timestamp Sent: 1/15/2025 4:59:11 PMCheyenne Defee cheyenne.defee@cityofdenton.com Procurement Administration Supervisor City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Gretna Jones gretna.jones@cityofdenton,corn Legal Secretary City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 1/17/2025 4:13:24 PM Viewed: 1/21/2025 1 :07:17 PM City Secretary Office citysecretary@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 2/19/2025 10:35:26 AM Viewed: 2/20/2025 9:47:11 AM Carbon Copy Events Erica Garcia Erica.Garcia@cityofDenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Status Timestamp Sent: 2/1 9/2025 10:35:27 AM Cheryl Taylor ctaylor@westlaketx.gov Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Sent: 2/1 9/2025 10:35:27 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Certified Delivered Signing Complete Completed Status Timestamps 1/1 5/2025 4:58:50 PM 2/1 9/2025 10:32:07 AM 2/19/2025 10:35:24 AM 2/1 9/2025 10:35:27 AM Hashed/Encrypted Security Checked Security Checked Security Checked Payment Events Status Timestamps