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HomeMy WebLinkAboutR2025-083 20250908RESOLUTION NO. R2025-83 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 La Porte, 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 La Porte, 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 La Porte, Texas. PASSED, APPROVED and ADOPTED this the 8th day of September, A.D., 2025. ________________________________ J.KEVIN COLE MAYOR ATTEST: ________________________________ FRANCES AGUILAR, TRMC, MMC CITY SECRETARY APPROVED AS TO FORM: ________________________________ DARRIN M. COKER CITY ATTORNEY Docusign Envelope ID: B39F1F8C-5EF2-446B-BDAF-89821992BBA6 Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 INTEOCAL AG' EMENT FOR PURC ASING SERVICES BY AND BETWEEN THE CITY OF LA PORTE, TEXAS AND THE CITY OF PEA ' D, TE S This Interlocal Agreement for Purchasing Services (the "Agreement") is made and entered into under the authority and pursuant to Chapter 791, Texas Government Code, as amended, and Chapter 271, Texas Local Government Code, as amended, by and between the City of La Porte, Texas, a home -rule municipality ("La Porte"), acting by and through its City Council, and the City of Pearland, Texas, a home - rule municipality ("Pearland"), acting by and through its City Council. The City of La Porte and the City of Pearland are hereinafter collectively referred to as the "Parties". WHEREAS, Section 791.011 of the Texas Government Code authorizes a local government to enter into an interlocal agreement with another local government to perform governmental functions and services in accordance with Chapter 791 of the Texas Government Code; and WHEREAS, Section 271.102 of the Texas Local Government Code authorizes a local government to participate in a cooperative purchasing program and sign an agreement with another local government; and WHEREAS, a local government that purchases goods and services pursuant to a Cooperative Purchasing Program under Subchapter F, Chapter 271 of the Texas Local Government Code, satisfies any state law requiring the local government to seek competitive bids for the purchase of the goods and services; and WHEREAS, La Porte and Pearland have the legal authority to perform and to provide the governmental function and service which is the subject matter of this Agreement; and WHEREAS, La Porte desires Pearland's assistance in purchasing certain goods and services; and WHEREAS, Pearland desires La Porte's assistance in purchasing certain goods and services; and WHEREAS, Pearland is capable of and willing to assist La Porte in purchasing certain goods and services as specified in this Agreement on behalf of La Porte for the benefit of La Porte's residents and La Porte 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 WHE • AS, the governing bodies of La Porte and Pearland find that this Agreement serves a public purpose and is necessary for the benefit of the public; and Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 WHEREAS, the governing bodies of La Porte and Pearland find that the performance of this Agreement is in the common interest of both Parties and that the division of cost fairly compensates the performing party for the services under this Agreement; and NOW THE ' FO ' , for and m consideration of the mutual obligations and benefits to be derived hereunder, La Porte and Pearland agree as follows: ARTICLE I PURPOSE 1.01 The purpose of this Agreement is to establish a cooperative purchasing program between the Parties, which will allow each party to provide for purchasing services pursuant to Subchapter F, Chapter 271, Texas Local Government Code and Chapter 791, Texas Government Code. ARTICLE II TE S D CONDITIONS 2.01 La Porte appoints its City Manager or designee to act under the direction of, and on behalf of La Porte in all matters related to the cooperative purchasing program La Porte appoints Pearland, through its City Manager or designee, as its true and lawful purchasing agent for the purchase of certain goods and services through Pearland's purchasing program. Pearland will maintain a list of all contracts and provide the list to La Porte for its use. Pearland willforward a copy of the contract and any related bidding infoiination to La Porte upon its request La Porte agrees to pay the vendor for all goods and services purchased pursuant to this Agreement. The contracted vendor will bill La Porte directly for all items purchased, and La Porte will be responsible for vendor's compliance with all terms and conditions of delivery and the quality of the purchased items. 2.02 Pearland appoints its City Manager or designee to act under the direction of, and on behalf of Pearland in all matters related to the cooperative purchasing program. Pearland appoints La Porte, through its City Manager or designee, as its true and lawful purchasing agent for the purchase of certain goods and services through La Porte's purchasing program. La Porte will maintain a list of all contracts and provide the list to Pearland for its use. La Porte will forward a copy of the contract and any related bidding information to Pearland upon its request. Pearland agrees to pay the vendor for all goods and services purchased pursuant to this Agreement. The contracted vendor will bill Pearland directly for all items purchased, and Pearland will be responsible for vendor's compliance with all terms and conditions of delivery and the quality of the purchased items. Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 2.03 This Agreement shall apply only to those goods and services which either party desires to purchase, or has purchased, 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 apply, or would apply, to the contracting party's own purchases, provided that, the contracted vendor agrees, as applicable, to purchases in La Porte under the contract between the vendor and Pearland or purchases in Pearland under the contract between the vendor and La Porte. 2.04 The goods and services purchased pursuant to the Agreement shall be procured in accordance with Texas law. The cost for goods and services purchased by La Porte pursuant to this Agreement shall be the prices as reflected by a contract executed by Pearland The cost for goods and services purchased by Pearland pursuant to this Agreement shall be the prices as reflected by a contract executed by La Porte. 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 set forth in the contract used by the original contracting party. The onginal contracting party shall be responsible for and shall incur all costs 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 original contracting party shall 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 subsequent 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 La Porte 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 La Porte shall be handled between La Porte and the contracted vendor, and any disputes 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 and services ordered by such party. Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 ARTICLE IV LIABILITY D IMMUNITY 4.01 The Parties shall be responsible to the contracted vendor only for the goods and services ordered by and received by the party who ordered and received those goods or services, 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. Each party to this Agreement agrees that it will have no liability whatsoever for the actions or omissions of the other party or the vendor under the applicable contract. Each party is solely responsible for the actions or omissions of its employees and officers. 4.02 It is expressly understood and agreed that in the execution of this Agreement, the Parties hereto do not intend to waive, nor shall be deemed to waive, any immunity or defense at law or in equity that would otherwise be available to each against claims arising in the exercise of governmental powers and functions including the defense of governmental immunity. 4.03 By entering into this Agreement, the Parties do not create any obligations, express or implied, other than those set forth herein, and this Agreement does not create any rights in Parties who are not signatories to this Agreement. ARTICLE V PRICE AND PA " ENT 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 the 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 La Porte shall transfer directly from the contracted vendor to La Porte. Ownership of goods purchased by Pearland shall transfer directly from the contracted vendor to Pearland. Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 ARTICLE VI APPLICABLE LAWS 6.01 La Porte 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. 6.02 This Agreement is governed by the laws of the state of Texas La Porte and Pearland agree that this Agreement will be enforceable in Harris and Brazoria Counties, Texas, and if necessary, venue may lie in either Harris or Brazoria County, Texas. ARTICLE VII NOTICES 7.01 All reports, payments, invoices and other notices required to be given in connection with this Agreement shall be in writing and delivered in person or sent by certified mail, return receipt requested, to the following addresses: if to City of La Porte: City of La Porte 604 W Fairmont Parkway La Porte, TX 77571 Attn: City Manager or Designee if to City of Pearland: City of Pearland 3519 Liberty Dr Pearland TX 77581 Attn: City Manager or Designee ARTICLE VIII TE 8.01 The term of this Agreement is for one (1) year commencing on the last date of execution of this Agreement ("Effective Date"). Thereafter, this Agreement shall automatically renew annually for successive terms of one (1) year each under the terms and conditions stated herein unless sooner terminated as provided in this Agreement La Porte or Pearland may terminate this Agreement at any time and for any reason by giving thirty (30) days advance written notice of termination to the other party. 8.02 Termination of this Agreement does not terminate a parry's obligation to pay any outstanding balance not paid to vendor(s) on order(s) placed on behalf of the party under this Agreement. Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 CU ARTICLE IX NT REVENUES 9.01 La Porte and Pearland understand and agree that each party shall pay for the performance of governmental functions or services under this Agreement from current revenues legally available to each party. Further, La Porte 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 make, in whole or in part, any assignment of this Agreement or any obligation hereunder. TICLE XI WHOLE AG ' EMENT 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 SEVE '` BILITY 12.01 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 part of this Agreement. Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 ARTICLE XIII AUTHORITY 13.01 La Porte and Pearland each represent that this Agreement has been executed by duly authorized representatives of each entity with the full power and authority to enter into this Agreement and to make the grant of rights contained herein. ARTICLE XIV MISCELL EOUS 14.01 The recitals to this Agreement are incorporated herein. 14.02 This Agreement may be executed in any number of counterparts, each of whom shall be deemed an original and constitute one and the same instrument. (Execution Page to Follow) Docusign Envelope ID: B39F1 F8C-5EF2-446B-BDAF-89821992BBA6 IN WITNESS WHE ' OF, the Parties have executed this Agreement on the dates indicated. CITY OF LA PORTE, TEXAS Corby D Alexander, City Manager Date ATTEST: Date SEAL: CITY OF PEA AND, TEXAS DocuSigned by: F83881 2DC746423... Trent Epperson, City Manager 9/9/2025 18:49 AM CDT Date ATTEST: DocuSigned by: F rooks 90EC22531 FFF115... City Secretary *Iv 9/9/2025 1 8:35 AM CDT Date 5I, OP se s Vs Not to w Ps #. y4 e u... yh eP Pf,