2009-071ORDINANCE NO. 26y~ ~ 7
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN
INTERLOCAL COOPERATIVE PURCHASING PROGRAM AGREEMENT WITH THE
CITY OF KELLER, TEXAS UNDER SECTION 271.102 OF THE LOCAL GOVERNMENT
CODE, TO AUTHORIZE PARTICIPATION IN VARIOUS CITY OF KELLER CONTRACTS
FOR THE PURCHASE OF VARIOUS GOODS AND SERVICES; AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR; AND DECLARING AN EFFECTIVE DATE (FILE
4267-INTERLOCAL AGREEMENT WITH THE CITY OF KELLER, TEXAS).
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager or his designee is hereby authorized to execute the
Interlocal Cooperative Purchasing Program Agreement with the City of Keller under Section
271.102 of the Local Government Code, a copy of which is attached hereto and incorporated by
reference herein (the "Agreement").
SECTION 2. The City Manager or his designee is authorized to expend funds pursuant
to the Agreement for the purchase of various goods and services.
SECTION 3. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the r- day of 2009.
-T
MARK k BtkROUGHS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: aa~~
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
2-ORD-F' 67
Y.
INTERLOCAL AGREEMENT BETWEEN
THE CITY OF KELLER, TEXAS
AND CITY OF DENTON, TEXAS
WHEREAS, Chapter 791 of the Texas Government Code, also known as the Interlocal Cooperation
Act, authorizes all local governments to contract with each other to perform governmental functions or
services including administrative functions normally associated with the operation of government such
as purchasing of necessary equipment, supplies and services;
WHEREAS, City of Keller and City of Denton desire to enter into this Agreement for the purpose of
fulfilling and implementing their respective public and governmental purposes, needs, objectives,
programs and services;
WHEREAS, the City of Keller is a Home-Rule Municipal Corporation organized under the laws of
Texas and is authorized to enter into this Agreement pursuant to ARTICLE II, SECTION 5 OF ITS CITY
CHARTER;
WHEREAS, The City of Keller and City of represent that each are independently authorized to perform
the functions or services contemplated by this Agreement;
WHEREAS, each party has sufficient funds available from current revenues to perform the functions
contemplated by this Agreement;
WHEREAS, it is deemed in the best interest of all participating governments that said governments do
enter into a mutually satisfactory agreement for the purchase of necessary equipment, supplies and
services;
WHEREAS, the participating governments are of the opinion that cooperation in the purchasing of
equipment, supplies, services and auctions will be beneficial to the taxpayers of the governments
through the efficiencies and potential savings to be realized.
NOW THEREFORE, the parties hereto, in consideration of the mutual covenants and conditions
contained herein, promise and agree as to each of the other as follows:
1. City of Keller and City of Denton Purchasing Agents shall be authorized to jointly
prepare bids, proposals, requests for qualifications and other procurement activity
for the purchase of equipment, supplies, services, insurance, high technology,
professional services and other expenditures that may be exempt from competitive
bidding/proposals.
2. The Purchasing Agents shall fairly distribute the bids, proposals, requests for
qualifications and other purchases to be made and the cost of advertising shall be
borne equally by each entity, whenever joint purchasing is undertaken.
3. The City of Keller and City of Denton Purchasing Agents shall agree on who is
responsible for all such administrative duties as may be necessary to lawfully
facilitate processing and preparation of any bids, proposals and request for
qualifications and other procurement activity as may be required for the purchase
of any equipment, supplies, services, insurance, high technology, professional
services and other expenditures that may be exempt from competitive
bidding/proposals. The City of Keller and City of Denton shall share equally any
and all cash rebates related to any joint purchases pursuant to this Agreement.
4. Each entity shall pay invoices directly to the providers of goods and services that
are invoiced and delivered directly to each respective entity.
5. Participation of either entity in any cooperative purchasing activity is strictly
voluntary. Nothing in this Agreement shall prevent either entity from purchasing
and/or accepting and awarding bids, proposals and contracts subject to this
Agreement on its own behalf.
6. Each entity shall ensure that all applicable laws and ordinances have been
satisfied.
7. Effective Date and Term. This Agreement shall be effective when signed by the
last party whose signing makes the Agreement fully executed and will remain in
full force and effect until September 30, 2009. This Agreement shall
automatically renew for successive one-year terms unless sooner terminated in
accordance with the provisions of this Agreement. The conditions set forth below
shall apply to the initial term and all renewals. Notwithstanding this provision,
any party may modify or terminate this Agreement as provided in Paragraph(s) 8
or 9.
8. Modification. The terms and conditions of this Agreement may be modified
upon the mutual consent of all parties. Mutual consent will be demonstrated
approval of each 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.
9. Termination. By the City of Keller or City of Denton. This Agreement may be
terminated at any time by the City of Keller or City of Denton, with or without
cause, upon thirty (30) days written notice to the other parties in accordance with
Paragraph 12 herein.
10. Hold Harmless. The City of Keller and City of Denton agree to hold each other
harmless from and against any and all claims, losses, damages, causes of action,
suits and liabilities of every kind, including all expenses of litigation, court costs
and attorney's fees, for injury or death of any person, for damage to any property,
or for any breach of contract, arising out of or in connection with the work done
under this Agreement.
11. Invalidity. If any provision of this Agreement shall be held to be invalid, illegal,
or unenforceable by a court or other tribunal of competent jurisdiction, the
validity, legality and enforceability of the remaining provisions shall not in any
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way be affected or impaired thereby. The parties shall use their best efforts to
replace the respective provision or provisions of this Agreement with legal terms
and conditions approximating the original intent of the parties.
12. Written Notice. Unless otherwise specified, written notice shall be deemed to
have been duly served if delivered in person or sent by certified mail to the last
business address as listed herein.
City of Keller: Purchasing Division
City of Keller
1100 Bear Creek Parkway
P.O. Box 770
Keller, Texas 76244
817-743-4025 Phone • 817-743-4191 Fax
City of Denton: Purchasing Department
City of Denton
215 E McKinney Street
Denton, Texas 76201
Phone (940) 349-7100 Fax (940) 349-7302
13. Entire Agreement. It is understood that this Agreement contains the entire
agreement between the parties and supercedes any and all prior agreements,
arrangements, or understandings between the parties relating to the subject matter.
Nor oral understandings, statements, promises, or inducements contrary to the
terms of this Agreement exist. This Agreement cannot be changed or terminated
orally. No verbal agreement or conversation with any officer, agent, or employee
of any party before or after the execution of this Agreement shall affect or modify
any of the terms or obligations hereunder.
14. Amendment. No Amendment to this Agreement shall be effective and binding
unless and until it is reduced to writing and signed by duly authorized
representatives of both parties.
15. Texas Law. This Agreement has been made under and shall be governed by the
laws of the State of Texas.
16. Place of Performance. Performance and all matters related thereto shall be in
Tarrant County, Texas, United States of America.
17. Authority to Enter Contract. 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 corporations.
18. Waiver. 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 anyway
affect the validity of this Agreement, any part hereof, or the right of either party
thereafter to enforce each and every provision hereof. No term of this Agreement
shall be deemed waived or breach excused unless the waiver shall be in writing
and signed by the party claimed to have waived. Furthermore, any consent to or
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waiver of a breach will not constitute consent to or waiver of or excuse of any
other different or subsequent breach.
19. Agreement Read. The parties acknowledge that they have read, understand and
intend to be bound by the terms and conditions of this Agreement.
20. Assignment. This Agreement and the rights and obligations contained herein
may not be assigned by any party without the prior written approval of the other
parties to this Agreement.
21. Multiple Originals. It is understood and agreed that this Agreement may be
executed in a number of identical counterparts, each of which shall be deemed an
original for all purposes.
CITY OF KELLER
BY:
Dan O'Leary, Ci anager
CITY OF DENTON
BY:
George Campbell, City Manager
DATE:
Avq
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ATTEST:
Sheila ep ens, City Se*tary:reo
APPROVED pz4l
L. S on owryCi tto y
DATE:
ATTEST:
J ife alters, City Secretary
APPROVED:
Anita Burgess, 06ty Att'or'ney
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