Resolution 2011-20 RESOLUTION NO. 2011-20(R)
�"' A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
WYLIE, TEXAS AUTHORIZING THE CITY MANAGER TO
ENTER INTO AN INTERLOCAL COOPERATIVE
PURCHASING AGREEMENT BETWEEN DALLAS COUNTY
AND THE CITY OF WYLIE FOR THE CITY'S USE OF DALLAS
COUNTY CONTRACTS.
WHEREAS, Section 791.025 of the Texas Government Code does permit Interlocal
Agreements between local governments for the purchase of goods and services and does satisfy the
requirement of local governments to seek competitive bids for the purchase of goods and services
through supplier contracts; and
WHEREAS, the City of Wylie is of the opinion that an Interlocal cooperative purchasing
Agreement between the City of Wylie and Dallas County will be highly beneficial to the taxpayers
as a result of the anticipated savings to be realized;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF WYLIE, TEXAS:
SECTION 1. That the City of Wylie, Texas requests that Dallas County allow the City to
,�., enter into an Interlocal Agreement to permit the City to utilize and/or be incorporated into one or
more Dallas County supplier contracts as previously solicited by Dallas County and awarded to
vendors in accordance with State purchasing laws.
SECTION 2. The City Manager of the City of Wylie, Texas is hereby authorized to execute,
on behalf of the City Council of the City of Wylie, Texas, the Interlocal Agreement between Dallas
County and the City of Wylie.
SECTION 3. A representative of the City of Wylie, Texas named as Jim Holcomb,
Purchasing Agent, is authorized to sign and deliver any and all necessary requests and documents in
connection therewith for and on behalf of the City of Wylie, Texas.
SECTION 4. This Resolution shall take effect immediately upon its passage.
DULY PASSED AND APPROVED by the City Council of the City of Wylie,
Texas on this the 28th day of June, 2011.
!.�''"' , �
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; r M.G. "R ' � ayor Pro Tem
ATTES : C+�'� `'� t1 't'�
. ��-
Carole Ehrlic , Cit Secretary .
Resolution No. 2011-20(R)
Dallas County Interlocal ��
Purchasing Agreement � �►
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STATE OF TEXAS '
COUNTY OF DALLAS '
MASTER INTERLOCAL/COOPERATIVE PURCHASING AGREEMENT
BETWEEN DALLAS COUNTY AND GOVERNMENTAL AGENCY
FOR AGENCY'S USE OF DALLAS COUNTY CONTRACTS
WHEREAS, DALLAS COLTNTY does enter into competitive bids for acquisition of various goods
and services in accordance with Texas Local Government Code Section 262.023 "Competitive
Bidding and Competitive Proposal Requirements", as amended; and
WHEREAS, Chapter 791 of the Texas Government Code, as amended, authorizes interlocal
agreements between local government agencies to perfor►n governmental functions and services
such as streets, roads and drainage; and Section 791.025 of the Texas Government Code does permit
interlocal agreements between local governments for the purchase of goods and services and does
satisfy the requirement of local governments to seek competitive bids for the purchase of such goods
and services through Supplier Contracts; and
.�-� WHEREAS, CITY OF WYLIE now requests that DALLAS COLJNTY allow them to enter into this
Master Agreement to permit CITY OF WYLIE to utilize and/or be incorporated into one or more
DALLAS COUNTY Supplier Contracts as previously solicited by DALLAS COLINTY and awarded
to Vendors in accordance with State purchasing laws and the Dallas County Code, Chapter 94
"Purchasing and Contract Management Policy".
NOW, THEREFORE, THIS MASTER AGREEMENT is hereby made and entered into by and
between DALLAS COLINTY and CITY OF WYLIE upon and for the mutual consideration as stated
below:
A. DEFINITIONS.
1. Master A�reement. This document titled the Master Interlocal/Cooperative
Purchasing Agreement between DALLAS COUNTY and CITY OF WYLIE. A
separate Master Agreement shall be executed between each and every AGENCY that
wishes to utilize DALLAS COUNTY Supplier Agreements.
2. Supplier Agreement. An existing agreement between DALLAS COUNTY and a
Vendor for the purchase of goods and services.
3. Vendor An external business, entity or enterprise that supplies goods and/or
services to DALLAS COUNTY that satisfies the requirement of local
� governments to seek competitive bids for the purchase of goods and services.
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4. CITY OF WYLIE. A governmental entity in the State of Texas that desires to do �
business with DALLAS COLINTY and their Vendor(s).
5. DALLAS COUNTY. A governmental entity in the State of Texas.
B. BOUND BY CONDITIONS. CITY OF WYLIE understands and agrees to be bound by the
terms, conditions and expiration date of the requested Supplier Agreement, and hereby agrees to
fulfill each and every requirement contained therein as if CITY OF WYLIE was the original
procuring entity. DALLAS COUNTY reserves the right to terminate the specified Supplier
Agreement prior to its expiration without further obligation or penalty pursuant to State law and
DALLAS COUNTY policy.
C. INDEPENDENT ADMINISTRATION. For all goods and services purchased by CITY OF
WYLIE, CITY OF WYLIE agrees, at its sole cost and expense, to independently administer the
requested Supplier Agreement and to pay the Vendor directly for any and all related costs. CITY
OF WYLIE agrees to pay for such goods and services from current revenues, in accordance with the
terms and conditions of the Supplier Agreement and DALLAS COLJNTY bid specifications. Each
AGENCY shall be liable to the Vendor only for goods and services requested and received, and shall
not, by the execution of this Master Agreement, assume any additional liability.
D. TERM. The term of this Master Agreement shall commence on the date of execution by the
last party to sign. The agreement shall remain in effect until written formal termination is made by
either party. Either party may, without cause, terminate this Master Agreement with prior written �'""
notice of thirty (30) days to all parties, including to the Vendor of any Supplier Agreements being
uti 1 ized.
E. DISPUTE RESOLUTION. In the event of a dispute or claim between DALLAS
COUNTY' S Vendor and CITY OF WYLIE resulting from CITY OF WYLIE' S use of a DALLAS
COtTNTY Supplier Agreement, CITY OF WYLIE agrees to:
l. Provide written notice to DALLAS COLINTY within two (2) business days of any
dispute or claim with a Vendor;
2. Use their good faith efforts and attempt to quickly resolve any and all disputes and
claims with Vendor;
3. Pay to DALLAS COUNTY all direct and indirect costs associated with any and all
actions required for resolution of any dispute or claim related to this Master Agreement;
and
4. In the event of any mediation, arbitration, litigation ar other actions resulting from CITY
OF WYLIE' S use of a DALLAS COLJNTY Supplier Agreement, CITY OF WYLIE will,
at its sole cost and expense, enter and defend such actions, including the interest of
DALLAS COUNTY, and shall pay all costs and expenses, including attorneys fees,
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court costs, claims, demands or judgments arising in anyway from any actions related to
this Master Agreement.
F. INDEPENDENT PARTY. DALLAS COLJNTY and CITY OF WYLIE acknowledge that
neither party is an agent, employee or joint enterprise of the other, and that each party is responsible
for its own actions, forbearance, negligence and deeds, and for those of its agents or employees, in
conjunction with the utilization and/or cooperative solicitation of any Supplier Agreement obtained
in accordance with Texas law and this Master Agreement.
G. PROVISION OF GOODS AND SERVICES. DALLAS COiJNTY will not provide any
funds, equipment or personnel utilized in the acquisition of goods or services to CITY OF WYLIE
under this Master Agreement and/or any Supplier Agreement.
H. NO WARRANTY. DALLAS COLTNTY shall neither warrant nor be responsible for the
quality or delivery of goods and/or services from a Vendor under any Supplier Agreement. CITY
OF WYLIE shall receive warranties provided directly by the Vendor, if any, for the goods and/or
services purchased under a Supplier Agreement.
I. VENDOR APPROVAL. CITY OF WYLIE will be able to procure goods and/or services
from those Supplier Agreements executed by DALLAS COtINTY where the Vendor has accepted
the terms for cooperative purchasing agreements for local governments established by Texas law.
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J. MISCELLANEOUS PROVISIONS.
1. Bindin� A�reement and Authoritv. This Master Agreement has been duly executed and
delivered by both parties and constitutes a legal, valid and binding obligation of the
parties. Each person executing this Master Agreement on behalf of each party represents
and warrants that they have full right and authority to enter into this Master Agreement.
2. Amendment. This Master Agreement may not be amended except in a written
instrument specifically referring to this Master Agreement and signed by the parties
hereto.
3. Applicable Law. This Master Agreement shall be governed by and construed in
accordance with the laws of the State of Texas and venue of any legal action filed by
either CITY OF WYLIE or DALLAS COLTNTY shall lie in Dallas County, Texas.
Nothing herein is intended to benefit any third party beneficiaries.
4. Immunitv. This Master Agreement shal] be expressly subject to CITY OF WYLIE'S
Governmental Immunity and DALLAS COLINTY' S Sovereign Immunity, Title 5 of the
TEXAS CIVIL PRACTICES AND REMEDIES CODE, and all applicable federal and
state law.
5. Severabilitv. In the event that one (1) or more of the provisions herein shall be held
,� invalid, illegal or unenforceable in any respect, this Master Agreement shall be construed
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as if such invalid, illegal or unenforceable provision had never been contained herein, �
and shall not affect the remaining provisions of this Master Agreement, which shall
remain in full force and effect.
6. The CITY OF WYLIE has executed this Master Agreement pursuant to Council
Resolution No. , passed on the day of
,2011.
7. DALLAS COLJNTY has executed this Master Agreement pursuant to Commissioners
Court Order No. , passed on the day of
, 20l 1.
EXECUTED this the day of , 2011.
COUNTY OF DALLAS: CITY OF WYLIE :
BY: BY:
Clay Lewis Jenkins
Counry Judge
RECOMMENDED: RECOMMENDED:
BY: BY: --�
Linda S. Boles
Purchasing Agent
APPROVED AS TO FORM*: APPROVED AS TO FORM:
BY: BY:
Gordon Hikel
Deputy Chief, Civil Section
*By law, the District Attorney's Office may only advise or approve contracts or legal documents on behalf of its clients.
It may not advise or approve a contract or legal document on behalf of other parties. Our review of this document was
conducted solely from the legal perspective of our client. Our approval of this document was offered solely for the
benefit of our client. Other parties should not rely on this approval, and should seek review and approval by their own
respective attorney(s).
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