GSD-S Formal Cooperative Purchase Agreement (06-2023)
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FORMAL COOPERATIVE PURCHASE AGREEMENT
THIS AGREEMENT (Agreement) is made and entered into EFFECTIVE . by and between CITY OF FRESNO, a California
municipal corporation (City), and DELL MARKETING, L.P., (Vendor).
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants, conditions, and promises hereinafter contained to be kept and performed by the respective parties, it is mutually agreed as follows:
1. The Charter for the City allows for cooperative purchase agreements for materials, supplies, equipment, and public work of improvement. The City is allowed to piggyback an existing government agency’s agreement, under Fresno City Charter 1208.
The parties agree the Vendor was the lowest responsive and responsible bidder for Invitation for Bid (IFB) issued by the State of Minnesota. The IFB is attached hereto as Exhibit A and is incorporated herein by reference. The Parties agree that the Vendor has entered a Cooperative Purchase Contract with the State of Minnesota (Original Government Contract).
2. Vendor’s Obligation. Vendor shall provide those services and carry out that work described in the Original Government Contract, which is attached hereto as Exhibit B and is incorporated herein by reference, subject to all the terms and conditions contained or incorporated herein.
3. City’s Obligation. City shall make to the Vendor those payments described in Exhibits A and B, subject to all the terms and condition contained or incorporated herein
4. Notwithstanding the requirements that the Original Government Contract is fully binding on the Parties, the parties have agreed to modify certain non-material provisions of the Original Government Contract as applied to this Agreement between the Vendor and the City, as follows:
a) City’s Insurance and Indemnity provisions attached as Exhibit C. b) Address change for the City: Notwithstanding the address and contract information for the government entity as set out in Exhibit B, the Vendor agrees that notices and invoices will be sent to:
City of Fresno
Attention: Rachel Archer
2600 Fresno Street, Room 1059
Fresno, CA 93721
Phone: (559) 621-7138
FAX: (559) 457-1045
c) Notwithstanding anything in Exhibits A and B to the contrary, this Agreement shall be governed by, and construed and enforced in accordance with , the
GSD-S Formal Cooperative Purchase Agreement (06-2023)
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laws of the State of California, excluding however, any conflict of laws rule which would apply the law of another jurisdiction. Venue for purposes of the filing of any action regarding the enforcement or interpretation of this Agreement and any rights and duties hereunder shall be Fresno County, California.
d) All other provisions in the Original Government Contract are fully binding on the parties and will represent the agreement between the City and the Vendor. [Signatures follow on the next page.]
GSD-S Formal Cooperative Purchase Agreement (06-2023)
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IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno, California, the day and year first above written.
CITY OF FRESNO,
a California municipal corporation
By:
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No signature of City Attorney required.
Standard Document #GSD-S Formal
Cooperative Purchase Agreement
(10-2022) has been used without
modification, as certified by the
undersigned.
By:
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ATTEST:
TODD STERMER, CMC
City Clerk
By:
Date
Dell Marketing LP
By:
Name:
Title:
(If corporation or LLC., Board Chair,
Pres. or Vice Pres.)
By:
Name:
Title:
(If corporation or LLC., CFO, Treasurer,
Secretary or Assistant Secretary)
Deputy
Addresses:
CITY
City of Fresno
Attention: Rachel Archer
2600 Fresno Street, Room 1059
Fresno, CA 93721
Phone: (559) 621-7138
E-mail: [email protected]
Vendor:
Dell Marketing LP
Attention: Chris Mak
One Dell Way, Mail Stop 8129
Round Rock, TX 78682
Phone: (800) 456-3355, 6182369
E-mail: [email protected]
Attachments:
Exhibit A - Invitation For Bids
Exhibit B - Original Government Contract
Exhibit C - City’s Insurance and Indemnity