Ordinance No. 15,241ORDINANCE NO. 15,241
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AND THE
CITY CLERK TO ATTEST TO A COOPERATIVE PURCHASING
AGREEMENT WITH THE CITY OF WEBSTER; AND PROVIDING FOR THE
EFFECTIVE DATE THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes the
City Manager to execute and the City Clerk to attest to a cooperative purchasing agreement with
the City of Webster. A copy of said agreement is attached hereto as Exhibit "A," and incorporated
herein for all intents and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by the
City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the
City of Baytown this the 131b day of October, 2022.
NDON CAPETILLO, N&yor
r0W'VTATTEST:
6 o r
1 °
1
ANGELA ACKS ) ity Clerk,°°R
APPROVED AS TO.FORM:
SCOTT I N , City Attorney
R:Karen Anderson ORDINANCES\2022\2022.10.13 WebsterCooperativeProcurementAgreement.docx
EXHIBIT "A"
COOPERATIVE (PURCHASING AGREEMENT
STATE OF TEXAS
COUNTY OF HARRIS §
This Cooperative Purchasing Agreement ("Agreement") is made and entered into as of the
date written below between the City of Webster("Webster")and the City of Baytown("Baytown").
WHEREAS, both Webster and Baytown have a need for a cooperative agreement to
purchase like goods and services for the purpose of avoiding duplicate procurement efforts and
obtaining the benefits of volume purchasing; and
WHEREAS, Webster and Baytown are authorized by Section 271.102 of the Local
Government Code to pursue mutually beneficial and cooperative purchasing programs;
NOW, THEREFORE, for and in consideration of the mutual obligations and benefits
contained herein, Webster and Baytown agree as follows:
Section 1. The purpose of this Agreement is to provide Webster and Baytown with
additional purchasing options by satisfying the provisions of Section 271.102 of the Local
Government Code.
Section 2. The parties agree that each of the parties shall respectively designate a
person to act under the direction of, and on behalf of, the designating party (the "Designated
Representative").
Section 3. At the request of the other party, a party that enters into a contract with a
vendor for goods or services (the "First Purchasing Party") shall attempt to obtain the vendor's
agreement to offer those goods and services to the other party(the"Second Purchasing Party")for
the same price and on the same terms and conditions as have been offered to the First Purchasing
Party. If the vendor so agrees, and if the Second Purchasing Party is agreeable to such terms and
conditions, the Second Purchasing Party may enter into its own separate contract with the vendor
for the purchase of such goods or services.
Section 4. Unless otherwise agreed between the Designated Representatives,
payments for a purchase made by the Second Purchasing Party shall be paid directly to the vendor
and not to the First Purchasing Party. The Second Purchasing Party shall have the responsibility
of determining whether the vendor has complied with any provisions in its contract with the
vendor, including, but not limited to, those relating to the quality of items and terms of delivery,
and shall be responsible for enforcement of its contract against the vendor, including all cost of
enforcement.
Section 5. Neither Webster nor Baytown shall assume any responsibility or liability to
pay for materials purchased or services performed for the benefit of the other party. All payments
required to be made pursuant to any contract entered into with a vendor pursuant to this Agreement
shall be made from current, available revenues. In obtaining services of a vendor under this
Cooperative Purchasing Agreement,Page 1
f
Agreement each party acknowledges that it has or will rely solely on its own inspections,
investigations, research, and due diligence regarding the materials or services desired and not on
any representatioi;s or warranties of the other party hereto.
Section 6. This Agreement will be subject to :ill applicable federal, state and local
aws, ordinances,rules and regulations.
Section 7. This Agreement may be terminated by either party, without cause or
penalty, upon not less than thirty(30)days'written notice to the other party.
Section 8. The parties acknowledge that each party and, if it so chooses, its counsel
have reviewed and revised this Agreement and that the normal rule of construction to the effect
that any ambiguities are to be resolved against the drafting party must not be employed in the
interpretation of this Agreement or any amendments or exhibits hereto.
Section 9. If any action,whether real or asserted,at law or in equity,arises on the basis
of any provision of this Agreement,venue for such action shall lie in state courts located in Harris
County, Texas, or the United States District Court for the Southern District of Texas - Houston
Division. This Agreement shall be construed in accordance with the laws of the State of Texas.
Section 10. If any term or provision of this Agreement is held to be illegal, invalid or
unenforceable, the legality, validity or enforceability of the remaining terms or provisions of this
Agreement shall not be affected thereby,and in lieu of each such illegal, invalid or unenforceable
term or provision, the parties shall endeavor to agree to a legal, valid or enforceable term or
provision as similar as possible to the term or provision declared illegal, invalid or unenforceable.
Section 11. Execution of this Agreement does not obligate Webster or Baytown to snake
any purchase, to pay any membership fee or to otherwise or in any manner incur any cost or
obligation.
Section 12. This Agreement may be executed in multiple counterparts, each of which
shall be deemed an original, and all of which shall constitute but one and the same instrument.
Section 13. The undersigned officers and/or agents are properly authorized to execute
this Agreement on behalf of the parties hereto and each party hereby certifies to the other that any
necessary actions extending such authority have been duly passed and are now in full force and
effect.
Section 14. All notices, requests, demands, and other communications which are
required or permitted to be given under this Agreement shall be in writing and shall be deemed to
have been duly given upon the delivery or receipt thereof, as the case may be, if delivered
personally or sent by registered or certified mail, return receipt requested, postage prepaid, to the
respective city representative set out below, or his/her designee.
EXECUTED this day of 2022.
Cooperative Purchasing Agreement,Page 2
1
CITY OF WEBSTER CITY OF BAYTOWN
101 Pennsylvania Avenue 2401 Market Street
Webster,TX 77598 Baytown,TX 77520
By: By:
HAEL K. AHRENS, City Manager RICHARD L. DAVIS, City Manager
ATTEST: ATTEST:
Mcc , 2 v ,/,.
MICHAEL MUSCARELLO, City Secretary ANGELA JACKSON, City Clerk
APPROVED AS TO FORM: APPROVED S TO FORM:
City Attorney SCOTT LE OND, City Attorney
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Date Date
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k:Karen Anderson CO,I RAC rS 2022 Coop mime Purchasing Agreement-Cis%of Websteedoer
Cooperative PurchasingAgreement.Page 3
COOPERATIVE PURCHASING AGREEMENT
STATE OF TEXAS §
COUNTY OF HARRIS §
This Cooperative Purchasing Agreement ("Agreement")is made and entered into asof the
date written below between the City ofWebster ("Webster")and the City ofBaytown ("Baytown").
WHEREAS,both Webster and Baytown have a need for a cooperative agreement to
purchase like goods and services for the purpose of avoiding duplicate procurement efforts and
obtaining the benefits of volume purchasing;and
WHEREAS,Webster and Baytown are authorized by Section 271.102 of the Local
Government Code to pursue mutually beneficial and cooperative purchasing programs;
NOW,THEREFORE,for and in consideration of the mutual obligations and benefits
contained herein,Webster and Baytown agree as follows:
Section 1.The purpose of this Agreement is to provide Webster and Baytown with
additional purchasing options by satisfying the provisions of Section 271.102 of the Local
Government Code.
Section 2.The parties agree that each of the parties shall respectively designate a
person to act under the direction of,and on behalf of,the designating party (the "Designated
Representative").
Section 3. At the request of the other party,a party that enters intoa contract witha
vendor for goods or services (the "First Purchasing Party")shall attempt to obtain the vendor's
agreement to offer those goods and seiwices to the other party (the "Second Purchasing Party")for
the same price and on the same terms and conditions as have been offered to the First Purchasing
Party.If the vendor so agrees,and if the Second Purchasing Party is agi'eeable to such terms and
conditions,the Second Purchasing Party may enter into its own separate contract with the vendor
for the purchase of such goods or seiwices.
Section 4.Unless otherwise agreed between the Designated Representatives,
payments for a purchase made by the Second Purchasing Party shall be paid directly to the vendor
and not to the First Purchasing Party.The Second Purchasing Party shall have the responsibility
of detennining whether the vendor has complied with any provisions in its contract with the
vendor,including,but not limited to,those relating to the quality of items and terms of delivery,
and shall be responsible for enforcement of its contract against the vendor,including all cost of
enforcement.
Section 5.Neither Webster nor Baytown shall assume any responsibility or liability to
pay for materials purchased or services performed for the benefit of the other party.All payments
required to be made pursuant to any contract entered into with a vendor pursuant to this Agreement
shall be made from current,available revenues.In obtaining services of a vendor under this
Cooperative Purchasing Agreement.Page 1