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Ordinance No. 5,898910613 -16 ORDINANCE NO. 5898 AN ORDINANCE AUTHORIZING AND DIRECTING THE MAYOR TO EXECUTE AND THE CITY CLERK TO ATTEST TO AN INTERLOCAL AGREEMENT WITH THE BAYTOWN AREA WATER AUTHORITY FOR VARIOUS PURCHASES; 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 approves an Interlocal Agreement with the Baytown Area Water Authority for various purchases and authorizes the Mayor and the City Clerk of the City of Baytown to execute and attest to said agreement. A copy of said agreement is attached hereto, marked Exhibit "A," and made a part hereof 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 13th day of June, 1991. nWOM i����_ ATTEST: I City Clerk Lr►���: P , ` HAL , 3 NACIO RAMIRE7/ }SR., City Attorney C:1:66 :15 0 iTHE STATE OF TEXAS 5 § INTERLOCAL PURCHASE AGREEMENT COUNTY OF HARRIS § THIS INTERLOCAL PURCHASE AGREEMENT ( "Agreement ") , made and entered into pursuant to the Interlocal Cooperation Act, TEX.REV.CIV.STAT.ANN. art. 4413(32c), by and between the City of Baytown, a municipal corporation located in Harris County and Chambers County, Texas, hereinafter referred to as "Baytown," and the Baytown Area Water Authority hereinafter referred to as the purchasing government having its principal place of business at 7425 Thompson Road, Baytown, Texas 77521. W I T N E S S E T H: WHEREAS, the purchasing government desires to purchase certain governmental administrative functions, good or services which Baytown is currently purchasing for itself; and WHEREAS, Baytown hereby agrees to perform the scope of services outlined in Article 5 as hereinafter specified in accordance with the Agreement; and NOW THEREFORE, Baytown and the purchasing government do hereby agree as follows: I Leaal Authorit The purchasing government warrants and assures Baytown that it possesses adequate legal authority to enter into this Agreement. The purchasing government's governing body has authorized the signatory official(s) to enter into this Agreement and bind the purchasing government to the terms of this Agreement and any subsequent amendments hereto. II Applicable Laws Baytown and the purchasing government 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. III Whole Agreement The Interlocal Agreement and attachments, as provided herein, constitute 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. mmmw IV Performance Period The period of this Interlocal Agreement shall be for the balance of fiscal year of the purchasing government which begins June 13, 1991 and ends September 30, 1991. This contract shall thereafter automatically be renewed annually for each succeeding fiscal year. Baytown or the purchasing government may cancel this Agreement at any time upon thirty (30) days written notice to the other party to this Agreement. The obligations of the purchasing government shall survive such cancellation, as well as any other obligation incurred under this Agreement, until performed or discharged by the purchasing government. V Scope of Services The purchasing government appoints Baytown its true and lawful purchasing agent for the bidding of certain materials and services, as enumerated through the submission of a duly executed purchase order, order form or resolution. All material purchased hereunder shall be in accordance with specifications established by Baytown. The materials and services shall be procured in accordance with procedures governing competitive bidding by Baytown. Baytown shall add purchasing government's name, quantity requested, and delivery address to its bid documents. Purchasing government will order directly from the vendor awarded the bid. ownership (title) of material purchased shall transfer directly from the vendor to the purchasing government. VI Payments The purchasing government shall make its purchases of the bid materials and service directly from vendor, and shall pay vendor for all purchases it makes. Baytown does not assume any responsibility or liability to pay for materials or services included in the bid for the benefit of the purchasing government. VII Changes and Amendments Any alterations, additions, or deletions to the terms of this Agreement which are required by changes in Federal and State law or regulations are automatically incorporated into this Agreement without written amendment hereto, and shall become effective on the date designated by such law or regulation. VIII Termination Procedures Either Baytown or the purchasing government may cancel or • terminate this Agreement upon thirty (30) days written notice by certified mail to the other party. In the event of such termination prior to completion of any purchase provided for - 2 - • herein, such termination shall not preclude purchasing government from completing its purchases from the vendors selected by bid under this agreement. C� J IX Severability All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not effect any other term of this Agreement, which shall continue in full force and effect. X Force Maleure To the extent that either party to this Agreement shall be wholly or partially prevented from the performance within the term specified of any obligation or duty placed on such party by reason of or through strikes, stoppage of labor, riot, fire, flood, acts of war, insurrection, accident, judgment, act of God, or specific cause reasonably beyond the party's control and not attributable to its neglect or nonfeasance, in such event, the time for the performance of such obligation or duty shall be suspended until such disability to perform is removed. Determination of force majeure shall rest solely with Baytown. XI Venue Venue and jurisdiction of any suit, or cause of action arising under or in connection with the Agreement shall lie exclusively in Harris County, Texas. THIS INSTRUMENT SIGNED, in duplicate, this the day of , 1991. ATTEST: EILEEN P. HALL, City Clerk ATTEST: 5:5:25:8 CITY OF BAYTOWN QI By 3 EMMETT O. HUTTO, Mayor