Ordinance No. 15,683 ORDINANCE NO. 15,683 -
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AN
INTERLOCAL AGREEMENT FOR COOPERATIVE PURCHASING WITH
THE NONPROFIT SHERIFFS' ASSOCIATION OF TEXAS FOR
PARTICIPATION IN THEIR VEHICLE PROCUREMENT PROGRAM; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
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WHEREAS, the Sheriffs' Association of Texas is nonprofit cooperative purchasing
program established under Section 791.025 of the Texas Government Code; and
WHEREAS,the Sheriff's Association of Texas Vehicle Procurement Program is a program
allowing municipalities to purchase products an&or services in an efficient, cost effective, and
competitive procurement method; and
WHEREAS, the City of Baytown, in making a purchase through such nonprofit
cooperative purchasing program which satisfies state law requiring municipalities to seek
competitive bids for the purchase of the item; NOW THEREFORE,
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 an Interlocal Agreement for Cooperative Purchasing with the Sheriffs'
Association of Texas for participation in their vehicle procurement program. A copy of said
agreement is attached hereto as Exhibit "A," and incorporated herein for all intents and purposes.
Section 2: That the City Manager is hereby granted general authority to approve any change order
involving a decrease or an increase in costs of FIFTY THOUSAND AND NO'100 DOLLARS($50,000.00)
or less, provided that the original contract price may not be increased by more than twenty-five percent
(25%) or decreased by more than twenty-five percent (25%) without the consent of the contractor to such
decrease.
Section 3: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 11 th day of January, 2024.
BRANDON CAPETIL lo, Mayor
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ANGEL AC 'SUN;'Cit.y Clerk ,:°
--APPJ�OVED A T 'FOr _
SCOTT L_ M O ND, City Attorney
R:Vance Hinds'.Ordinances1202412024.01.1 IVnterlocalwith Sheriffs'Association of Texas for Nonprofit Cooperatne Purchasing Contract.docx
Exhibit "A"
MASTER COOPERATIVE PURCHASING AGREEMENT
This Master Cooperative Purchasing Agreement ("Agreement"), effective January
4, 2024, is made by and between the Sheriffs'Association of Texas, Inc. ("SAT"), a Texas
non-profit corporation, and the City of Baytown, Texas ("End User"), a local
government created under the laws of the State of Texas.
WITNESSETH
WHEREAS, SAT's Vehicle Procurement Program ("VPP") is a cooperative bid
program where SAT solicits bids for vehicles to be purchased directly from vehicle
vendors by units of local government or political subdivisions, including, but not limited to,
municipalities and counties, local county boards of public instruction, and local public
safety agencies or authorities; and
WHEREAS, the purpose of the VPP is to provide public procurement of quality
goods to support effective and efficient government, ensuring the prudent use of public
funds. This includes providing efficient delivery of products and services; obtaining best
value through competition; offering fair and equitable competitive contracting
opportunities for suppliers; and maintaining public confidence through ethical and
transparent procurement practices; and
WHEREAS, SAT will serve as the"Contract Administrator"in the solicitation of bids
process. The purpose of the solicitation for bids is to identify the most suitable
manufacturer's authorized dealer for the purchase of vehicles on a "no trade-in basis;"
and
WHEREAS, the SAT Contract Administrator will award the bid to the lowest and
best responsive bidder by specification and by manufacturer. The award will be
determined by the price of the bid, qualifications based on a dealer's facilities and financial
resources, and demonstrated ability to perform the work in a satisfactory manner;
NOW, THEREFORE, SAT and the End User agree as follows:
1.0 Responsibilities of the parties.
1.1 The SAT will identify, solicit, and invite interested vehicle vendors, including
but not limited to vehicle manufacturers, dealers and certified
representatives, to submit bids for vehicles.
1.2 The SAT will develop and provide all necessary solicitation, bid, and
contract award documents which will enable End User to purchase vehicles
directly from vendors at a competitive price.
1.3 The SAT will consult with the End User as needed in order to facilitate End
User's purchase of vehicle through the VPP.
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1.4 The SAT will prepare"solicitation for bid"documents in order to obtain price
commitments from manufacturers and dealers for the sale of vehicles to
End User.
1.5 The End User agrees to be bound by the SAT Vehicle Procurement
Program Solicitation for Bids and Contract Terms and Conditions, which is
attached hereto and incorporated by reference as if fully set forth herein.
1.6 The End User agrees to provide to the SAT all information and assistance
requested by the SAT that is reasonably necessary to remain in compliance
with the Vehicle Procurement Program Solicitation for Bids and Contract
Terms and Conditions.
2.0 Compliance with Laws. SAT and End User each represent and warrant to the
other party that each has obtained all regulatory approvals and licenses necessary to
enter into and perform under the terms and conditions of this Agreement. Further, the
SAT and the End User represent and warrant to the other party that each is in compliance
with all applicable laws and regulations and each party covenants to remain in compliance
with such laws and regulations during the term of this Agreement.
3.0 Term. The term of this Agreement shall commence on the date set out above and
shall continue in effect for one (1) year. Thereafter, this Agreement shall renew
automatically for successive one (1) year terms ending on the initial anniversary date
each year.
4.0 Termination. This Agreement may be terminated by either party at any time
without cause by written notice to the other party given at least ninety (90) days in
advance of the effective date of termination.
5.0 Trademarks and Copyrights. The parties reserve the right to the control and use
of their names and all seals, symbols, trademarks, or service marks presently existing or
later established. Neither party shall use the other party's name, seals, symbols,
trademarks, or service marks in advertising or promotional materials or otherwise without
the prior written consent of such other party unless agreed to in this document. Any use
by a party, without the approval of the other party, of the name, symbols, trademarks or
service marks of such other party shall cease immediately upon the earlier of written
notice of such other party or termination of this Agreement. Each party hereby grants the
other party the right to use its name, address, and telephone number in connection with
the other party's obligations hereunder.
6.0 Notices. Any notice required to be given pursuant to the terms of this Agreement
shall be in writing and shall be sent by certified mail, return receipt requested, postage
prepaid to the recipient at its respective address designated on the signature page of this
Agreement.
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7.0 Independent Contractors. The SAT and the End User are each acting as
independent contractors under this Agreement and not as a partner, joint venture or
employee of any other party to this Agreement. Each party shall be responsible for all
taxes or similar charges payable with respect to any amounts received by such party
under this Agreement. End User shall have no authority to bind SAT to any agreement
or obligation. SAT shall have no authority to bind End User to any agreement or
obligation. No party shall make any representations to the contrary.
The responsibilities of the SAT in administering the VPP are limited to those specified in
the SAT Vehicle Procurement Program Solicitation for Bids and Contract Terms and
Conditions, attached hereto and incorporated by reference as if fully set forth herein. This
Agreement shall not create additional legal obligations for SAT beyond those specified in
the attached Terms and Conditions.
8.0 Amendments. The parties reserve the right to amend or terminate this
Agreement, as provided herein or as specified by amendment. All amendments or
modifications to this Agreement must be mutually agreed to in writing by the End User
and the SAT.
9.0 Severability. If any portion of this Agreement shall, for any reason, be invalid or
unenforceable, such portion shall be ineffective only to the extent of any such invalidity
or unenforceability, and the remaining portion or portions shall nevertheless be valid,
enforceable, and of full force and effect.
10.0 Waiver. The waiver by either party of any breach of, or failure to insist upon strict
compliance with, any provision of this Agreement or warranty or representation set forth
herein, shall not be construed as a waiver of any prior or subsequent breach of or failure
of strict compliance with the same or any other provision. The failure to exercise any right
hereunder shall not operate as a waiver of such right. All rights and remedies provided
for herein are cumulative.
11.0 Entire Agreement. This Agreement, including any exhibits or attachments hereto,
contains all of the terms and conditions agreed upon by the parties regarding the subject
matter of this Agreement and supersedes any prior agreements, promises, negotiations
or representations, either oral or written, relating to the subject matter of this Agreement.
12.0 Execution in Counterparts. This Agreement may be executed in multiple
counterparts, each of which shall be deemed to be an original and all of which taken
together shall constitute a single instrument.
13.0 Assignment. Neither party shall in any manner assign, subcontract, or otherwise
delegate its rights, duties or obligations under this Agreement unless the other party
approves of such assignment, subcontract, or delegation by prior written consent thereto.
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This Agreement shall be binding upon and inure to the benefit of the parties hereto and
their respective successors and assigns.
14.0 Force Maieure. The obligations of the SAT and the End User hereunder shall be
excused during any period of delay or inability to perform caused by matters such as
strikes, acts of God, shortages of raw materials or power, an inability to obtain products
or services after the parties use their best efforts to provide such products or services,
governmental action or compliance with governmental requirements, whether voluntary
or pursuant to order, or any other matter which is beyond the reasonable efforts of the
parties to control.
IN WITNESS WHEREOF, the undersigned parties have executed this Agreement
to be effective as of the day and year shown on the first page.
Sheriffs' Association of Texas, Inc. City of Baytown, Texas
1601 S. Interstate 35 2401 Market Street
Austin, TX 78741-2503 Baytown, TX 77520
By:_
SAT4AutizeZd Signature
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