Loading...
HomeMy WebLinkAboutPR 20537: JOINING CHOICE PARTNERS COOPERATIVE PURCHASING PROGRAM City of 40 ��rr rt -- Terus INTEROFFICE MEMORANDUM Date: October 15, 2018 To: The Honorable Mayor and City Council Through: Harvey Robinson, Interim City Manager From: Clifton Williams, Purchasing Manager RE: PR 20537 Joining Choice Partners Cooperative Purchasing Program Introduction: The intent of this Agenda Item is to seek City Council's approval to enter the City of Port Arthur into an Interlocal Agreement with Choice Partners Cooperative Program without formal bidding pursuant to the authority granted by Chapter 791, Section 791.025 Government Code, V.T.C.A. Background: Choice Partners, a division of Harris County Department of Education is a cooperative purchasing program that was created by the merger of three Harris County Department of Education procurement cooperatives, Choice Facility Partners, Gulf Coast Food Co-op and HCDE Purchasing Cooperative. Choice Partners is a national cooperative purchasing service with legally procured contracts. Schools, colleges, universities, municipalities, counties, state agencies and other governmental entities, and nonprofits may join and use Choice Partners contracts. Choice Partners is a co-op that the City can benefit greatly by joining and purchasing from. Budget Impact: No cost to join Choice Partners Cooperative Purchasing Program Recommendation: It is recommended that City Council adopt Proposed Resolution No. 20253, which authorizes City Manager to enter into an Interlocal Agreement with Choice Partners for cooperative purchasing program. "Remember,we are here to serve the Citizens of Port Arthur" P.R. No. 20537 10/15/18 CEW PAGE 1 RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY OF PORT ARTHUR TO PARTICIPATE IN AN INTERLOCAL AGREEMENT FOR COOPERATIVE PURCHASING WITH CHOICE PARTNERS OF THE HARRIS COUNTY DEPARTMENT OF EDUCATION WHEREAS, the City Council of the City of Port Arthur, Texas pursuant to the authority granted by Chapter 791 Section 791.025 Government Code, V.T.C.A., as amended, desires to participate in the described Local Government Purchasing Cooperative—Choice Partners of the Harris County Department of Education;, and, WHEREAS, the City Council is of the opinion that participation in this program will be highly beneficial to taxpayers of this City, through the anticipated savings to be realized; now therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR: THAT, the City Manager of the City of Port Arthur is hereby authorized and directed to execute on behalf of the City of Port Arthur a Interlocal Participation Agreement, between the City and the Local Government Purchasing Cooperative— Choice Partners, in substantially the same form as described in Exhibit"A". THAT,the City Council of the City of Port Arthur requests that the Choice Partner of the Harris County Department of Education include the City's desire to purchase products from the annual contract currently available or that will be available through the program; and that the City Manager or his designee, is authorized and P.R. No. 20537 10/15/18 CEW PAGE 2 directed to sign and deliver all necessary request and other documents in connection therewith for and on behalf of the City of Port Arthur. THAT, a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED, AND APPROVED, this day of October A. D., 2018 at a Regular Meeting of the City Council of the City of Port Arthur, Texas, by the following vote: AYES: Mayor Councilmembers: NOES: Mayor ATTEST: Sherri Bellard, City Secretary APPROVED TO FORM: oA 6elQ1fof Val- Of izeno ity Attorney P.R. No. 20537 10/12/18 CEW PAGE 3 APPROVED FOR ADMINISTRATION: Harvey Robinson, Interim City Manger kk )74, - / Andrew Vasquez, C A, Director of Finance ei 'k' (i'iL$: Clifto Williams, CPPB, Purchasing Manager EAIilBI T ' S " Interlocal Agreement between Harris County Department of Education Pursuant to the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code, and Chapter 271, Subchapter F of the Texas Local Government Code, and other similar, applicable laws of other states, this Interlocal Agreement ("Agreement") is made and entered into by and between Harris County Department of Education ("HCDE"), located in Houston, Texas, and , a local governmental entity and/or political subdivision ("LGE"), located in (city), (state), for the purpose of contracting for the performance of governmental functions and services. The undersigned may be referred to in this Agreement individually as a"Party" and collectively as the "Parties." Preamble HCDE is a local governmental entity established to promote education in Harris County, Texas and is duly authorized to provide programs and services in the State of Texas. Both HCDE and LGE 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 Agreement 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. The term of this Agreement shall commence on the date of the first signature of this Agreement("Effective Date") and shall automatically renew annually, unless either Party gives thirty(30) days prior written notice of non-renewal. 2. Agreement. The terms of this Agreement shall apply and will be considered a part of any addendum,purchase order,or contract for programs and services delivered by HCDE.This Agreement and the attached and incorporated addenda,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 Agreement other than those set forth in this Agreement and duly executed in writing. 3. Purpose and Scope of Work. A. HCDE agrees to: • Provide LGE with descriptive offerings of each of the programs and services that HCDE provides. • Provide programs and services upon LGE's submission of independent contracts or purchase orders to HCDE and HCDE's acceptance thereof. HCDE's obligations to provide programs and services is contingent on HCDE acquiring and maintaining sufficient staffing through reasonable efforts to satisfy HCDE's obligations under this Agreement and all similar obligations under its contracts with other local governmental entities. • Conduct, at a minimum, an annual audit or survey, as appropriate, for each of the programs and services that HCDE delivers. B. LGE agrees to: • Participate in any or all of the programs and services that HCDE offers, in LGE's sole discretion. Interlocal Agreement Page 1 of 5 Updated 4/12/17 • Submit purchase order(s) or independent contract(s) for each of the HCDE programs and/or services that LGE desires to purchase and/or collaborate. • Agree to follow the terms and conditions of each independent contract or purchase order. • Designate a person to act as LGE's representative to each respective HCDE program and/or service delivered. 4. As is. HCDE makes this Agreement available to HCDE participating entities "as is" and is under no obligation to revise the terms, conditions, scope, prices, and/or any requirements of the Agreement for the benefit of LGE. 5. Master Contract. This Agreement can be utilized as a Master Contract. The general terms and conditions in this Agreement will serve to outline the working relationship between HCDE and LGE. LGE agrees to adhere to the specific terms and conditions set forth for the HCDE programs and/or services as contracted by LGE. In the case of a conflict between this Agreement and any addendum,purchase order,or individual contract for a specific HCDE program or service,the provisions of the addendum,purchase order,or individual contract will govern. 6. Payments. The Parties agree that all payments made under this Agreement will be in an amount that fairly compensates the performing Party for the services or functions performed under this Agreement. The Parties further agree that each Party paying for the performance of governmental functions or services pursuant to this Agreement must make those payments from current revenues available to the paying Party. 7. Invoices. HCDE will invoice LGE for the HCDE programs and services that LGE purchases from HCDE. LGE agrees to remit payment to HCDE within thirty (30) days after the later of the following: (1) the date LGE receives the goods; (2)the date the performance of the service is completed; or (3)the date LGE receives an invoice for the goods or service. If LGE makes a payment to HCDE with a credit card,LGE agrees to pay to HCDE a surcharge fee consisting of any applicable credit card fees and/or costs incurred by HCDE, including, without limitation, the processing fee(s) charged to HCDE by the credit card company(ies). 8. Participation in HCDE's Cooperative Purchasing Program. If LGE elects to participate in HCDE's cooperative purchasing program, Choice Partners, LGE shall be permitted to purchase goods and services using the contracts competitively procured by HCDE. HCDE does not assess a fee to LGE for participation in Choice Partners. LGE shall make payments directly to vendors. LGE shall be responsible for ordering, inspecting, and accepting the goods and services purchased through Choice Partners. LGE shall further be responsible for the vendors' compliance with provisions relating to the specific quality of goods and services delivered and terms of delivered, as set forth between LGE and the vendor. HCDE is not responsible or liable for the performance of any vendor used by LGE as a result of this Agreement or LGE's participation in Choice Partners. 9. Compliance with Laws. Each Party is responsible for complying with applicable laws and regulations relating to this Agreement and any purchase made under this Agreement. Interlocal Agreement Page 2 of 5 Updated 4/12/17 10. Termination. This Agreement may be terminated prior to the expiration of the Term hereof as follows: • By either Party, with or without cause, upon thirty (30) days' prior written notice; • By mutual written agreement of the Parties; or • By either Party immediately if the other Party commits a material breach of any of the terms of this Agreement and no remedial action can be agreed upon by the Parties. Termination of this Agreement by a Party shall not terminate an existing purchase order or individual contract between HCDE and LGE or between LGE and an HCDE cooperative purchasing program vendor. In the event of termination of this Agreement or any purchase order or individual contract, LGE shall be responsible for compensating HCDE for programs and services provided by HCDE up to the effective date of termination. 11. Assignment. Neither this Agreement 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. 12. Conflict of Interest. During the Term of HCDE's service to LGE, LGE, its personnel and agents, shall not, directly or indirectly, whether for LGE'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. 13. Contract Amendment. This Agreement may be amended only by the mutual agreement of all Parties, in writing,to be attached to and incorporated into this Agreement. 14. Notice. Any notice provided under the terms of this Agreement 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: Han-is County Department of Education ("LGE") Attn: James Colbert, Jr. Attn: County School Superintendent Title: 6300 Irvington Blvd. Address: Houston,Texas 77022 City, State, Zip: 713-694-6300 Phone: Email: 15. Relation of Parties. It is the intention of the parties that LGE is independent of HCDE and not an employee, agent,joint venturer, or partner of HCDE and nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee,agent,joint venturer or partner,between HCDE and LGE or HCDE and any of LGE's representatives. 16. Non-Exclusivity of Services. Nothing in this Agreement may be construed to imply that HCDE has exclusive right to provide LGE with programs or services. During the Term of this Agreement, LGE reserves the right to use all available resources to procure other programs and services as needed and, in doing so, will not violate any rights of HCDE. Interlocal Agreement Page 3 of 5 Updated 4/12/17 17. Disclaimer. HCDE DOES NOT WARRANT THAT THE OPERATION OR USE OF HCDE PROGRAMS AND/OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE. HCDE HEREBY DISCLAIMS ANY AND ALL WARRANTIES,EXPRESS OR IMPLIED, IN REGARD TO ANY INFORMATION, PRODUCT, PROGRAM, OR SERVICE FURNISHED UNDER THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 18. Limitation of Liability. Without waiver of the Disclaimer in Article 17 of this Agreement, the Parties agree that: • Neither Party waives any immunity afforded to it under applicable law; and • Neither Party shall be liable to the other Party for special, incidental, or exemplary damages with regard to any lawsuit or formal adjudication arising out of or relating to this Agreement. 19. Severability. In the event that any one or more of the provisions contained in this Agreement 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 Agreement shall be construed as if such invalid, illegality, or unenforceable provision had never been contained in it. 20. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflicts of laws provisions. The mandatory and exclusive venue for the adjudication or resolution of any dispute arising out of this Agreement shall be in Houston, Harris County, Texas. 21. No Waiver. Nothing in this Agreement shall be deemed to waive, modify, or amend any legal defense available at law or equity to a Party, including the defense(s) of immunity. No failure on the part of either Party at any time to require the performance by the other Party of any term hereof shall be taken or held to be a waiver of such term or in any way affect such Party's right to enforce such term, and no waiver on the part of either Party of any term hereof shall be taken or held to be a waiver of any other term hereof or the breach thereof. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by duly authorized representatives of the Parties hereto. 22. Benefit for Signatory Parties Only. Neither this Agreement, 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. 23. Authorization. Each party acknowledges that the governing body of each Party to the Agreement has authorized and approved this Agreement. 24. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original constituting one and the same instrument. In witness whereof, HCDE and LGE have executed this Agreement to be effective on the date specified in Article 1. Term above: Interlocal Agreement Page 4 of 5 Updated 4/12/17 Mmiso Harris County Department of Education Name of Local Governmental Entity Authorized Signature James Colbert,Jr. Printed Name County School Superintendent Title Date Date Type of Local Governmental Entity(select one): ❑ School District 0 Charter School O County 0 City/Municipality O University 0 College O State Entity ❑ Governmental entity/other: Interlocal Agreement Page 5 of 5 Updated 4/12/17