R2018-141 2018-08-13 RESOLUTION NO. R2018-141
A Resolution of the City Council of the City Of Pearland,Texas,authorizing the
City Manager or his designee to enter into an Interlocal Agreement for the
cooperative purchase of goods and services with the City of Rosenberg,
Texas.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. That certain Interlocal Agreement by and between the City of Pearland and
the City of Rosenberg, Texas, a copy of which is attached hereto as Exhibit "A" and made a part
hereof for all purposes, is hereby authorized and approved.
Section 2. That the City Manager or his designee is hereby authorized to execute and
the City Secretary to attest an Interlocal Agreement with the City of Rosenberg, Texas.
PASSED, APPROVED and ADOPTED this the 13th day of Augus , .D., 2018.
TOM REID
MAYOR
ATTEST:
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Y S r. -ETARY
APPROVED AS TO FORM:
DARRIN M. COKER
CITY ATTORNEY
Resolution No. 2018-141
Exhibit "A"
INTERLOCAL AGREEMENT FOR PURCHASING SERVICES
BY AND BETWEEN THE CITY OF ROSENBERG AND
THE CITY OF PEARLAND,TEXAS
This Interlocal Agreement for Purchasing Services (the"Agreement")is made and entered into pursuant
to Chapter 791, Texas Government Code, and Chapter 271, Texas Local Government Code, by and between the
City of Rosenberg, Texas ("Rosenberg"), a home-rule municipality, and the City of Pearland, Texas, a home-rule
municipality("Peariand").
WHEREAS, Rosenberg desires Pearland's assistance In purchasing certain goods and services;and
WHEREAS, Pearland desires Rosenberg's assistance in purchasing certain goods and services;and
WHEREAS, Pearland is capable of and willing to assist Rosenberg In purchasing certain goods and services
as specified in this Agreement on behalf of Rosenberg for the benefit of Rosenberg's residents and Rosenberg is
willing to assist Pearland in purchasing certain goods and services as specified in this Agreement on behalf of
Pearland for the benefit of Pearland's residents;and
WHEREAS, Rosenberg and Pearland find that this Agreement serves a public purpose;
NOW THEREFORE,for and in consideration of the mutual obligations and benefits to be derived hereunder,
Rosenberg and Pearland agree as follows:
ARTICLE I
PURPOSE
1.01 The purpose of this Agreement is to provide for purchasing services.
ARTICLE II
TERMS AND CONDITIONS
2.01 Rosenberg appoints Pearland as its true and lawful purchasing agent for the purchase of certain goods and
services through Pearland's purchasing program.
2.02 Pearland appoints Rosenberg as its true and lawful purchasing agent for the purchase of certain goods and
services through Rosenberg's purchasing program.
2.03 This Agreement shall apply only to those goods and services which either party desires to purchase for its
own needs and for which the other party desires to purchase the same or similar goods and services
under the same terms and conditions as would apply to the contracting party's own purchases, provided
that, the contracted vendor agrees,as applicable,to purchases in Rosenberg under the contract between
the vendor and Pearland or to purchases in Pearland under the contract between the vendor and
Rosenberg.
2.04 The goods and services purchased pursuant to this Agreement shall be procured in accordance with Texas
law. The costs for goods and services purchased by Rosenberg pursuant to this Agreement shall be the
prices as reflected by a contract executed by Pearland. The costs for goods and services purchased by
Pearland pursuant to this Agreement shall be the prices as reflected by a contract executed by Rosenberg.
2.05 In addition to the other terms and conditions contained in this Agreement, the amounts and kinds of goods
and services will be purchased in accordance with the terms and conditions and in the quantities set forth in
the contract used by the contracting party. The contracting party shall be responsible for and shall incur all
cost for the preparation of specifications, public advertisement and such other administrative duties as may
be necessary to facilitate the procurement of the goods and services hereunder.The contracting party shall
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also be responsible for receiving, opening and awarding contracts. Upon request, specifications, tabulations
and all other documents relating thereto that pertain to the procurement of items in accordance with the terms
of this Agreement shall be made available to the purchasing party at all reasonable times for inspection.
2.06 Nothing herein shall obligate either party to purchase any goods or services from the other party nor shall
either party be obligated to include the other party in any procurement effort.
ARTICLE III
DISPUTES
3.01 Pearland and Rosenberg agree that the ordering of goods and services purchased pursuant to this
Agreement shall be each party's individual responsibility and that any dispute arising between the contracted
vendor and Rosenberg shall be handled between Rosenberg and the contracted vendor, and any dispute
arising between the contracted vendor and Pearland shall be handled between Pearland and the contracted
vendor. Contracted vendors shall bill each party directly for the goods or services ordered by it.
ARTICLE IV
LIABILITY
4.01 Both parties shall be responsible to the contracted vendor only for goods and services ordered by and
received by it,and shall not by the execution of this Agreement assume any liability or waive any rights under
the applicable contract or as provided by law.
ARTICLE V
PRICE AND PAYMENT OF GOODS AND SERVICES
5.01 Goods and services purchased pursuant to this Agreement will be purchased for the price stated in the
contract received and awarded by the contracting party to the vendor. Each party agrees to pay the vendor
directly for all goods and services delivered, requested or picked up by the party in accordance with the price
specified in contracting party's contract with the vendor. Both parties agree to pay for such purchases in
accordance with Chapter 2251,Texas Government Code.
5.02 Ownership of goods purchased by Rosenberg shall transfer directly from the contracted vendor to
Rosenberg.Ownership of goods purchased by Pearland shall transfer directly from the contracted vendor to
Pearland.
ARTICLE VI
APPLICABLE LAWS
6.01 Rosenberg and Pearland agree to conduct all activities under this Agreement in accordance with all
applicable rules,regulations,ordinances and laws in effect or promulgated during the term of this Agreement.
ARTICLE VII
NOTICES
7.01 All reports, payments, invoices, and other notices required to be given in connection with this Agreement
shall be addressed as follows:
If to City of Rosenberg: If to City of Pearland:
City of Rosenberg City of Pearland
P.O. Box 32 3519 Liberty Drive
2110 4th Street Pearland,Texas 77581
Rosenberg, Texas 77471-0032 Attn: City Manager or Designee
Attn: City Manager or Designee
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ARTICLE VIII
TERM
8.01 The term of this Agreement shall commence upon the approval of both parties. This Agreement shall
automatically renew for additional one (1) year terms thereafter, for up to a total of three (3) such terms,
unless sooner terminated as provided in this Agreement. Rosenberg or Pearland may terminate this
Agreement at any time and for any reason by giving sixty(60)days advance written notice of termination to
the other party.
ARTICLE IX
CURRENT REVENUES
9.01 Rosenberg and Pearland understand and agree that each party shall pay for the performance of
governmental functions or services under this Agreement from current revenues available to each party.
Further, Rosenberg and Pearland affirmatively find that the division of costs associated with this Agreement
fairly and adequately compensates each party for its services or functions performed under this Agreement.
ARTICLE X
ASSIGNABILITY •
10.01 Neither party shall not make, in whole or in part, any assignment of this Agreement or any obligation
hereunder.
ARTICLE XI
WHOLE AGREEMENT
11.01 This Agreement, as provided herein, constitutes the complete agreement between the parties hereto, and
supersedes any and all oral and written agreements between the parties relating to matters herein. Except
as otherwise provided herein, this Agreement cannot be modified without written consent of the parties.
ARTICLE XII
SEVERABILITY
12.01 This Agreement is made and is to be interpreted under the laws of the State of Texas. In the event that any
provision(s) of this Agreement shall for any reason be held invalid, illegal, or unenforceable, the invalidity,
illegality or unenforceability of that provision(s)shall not affect any other provision(s)of this Agreement, and
it shall further be construed as if the invalid, illegal, or unenforceable provision(s) had never been a part of
this Agreement.
ARTICLE XIII
AUTHORITY
13.01 Rosenberg and Pearland each represent that this Agreement has been executed by duly authorized
representatives of each entity.
[Execution Page to Follow]
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IN WITNESS WHEREOF, the parties have executed this Agreement on the dates indicated.
CITY OF ROSENBERG,TEXAS CITY OF PEARLAND,TEXAS
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John resh,City Manager r'ay Pea,-on, City Manager
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Date Date
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