National Purchasing Partners
Member Intergovernmental Cooperative Purchasing Agreement This Intergovernmental Agreement (Agreement) by and between governmententitiesthatexecuteaLeadContractingAgencyAuthorization ( " ContractingAgency( Lead ies)") to be supplemented and made a part hereof and participating NationalPurchasingPartners ( " NPP ") government entity members ('Participating Agencies ") that agree to the terms and conditions ofthis Agreement. All NPP Lead Contracting AgenciesandParticipatingAgenciesshallbeconsideredas " parties "tothis agreement.
WHEREAS, upon completion of a formal competitive solicitation and selection process, the Lead Contracting Agencies have entered into Master Price Agreements with volumeprojections; one or more Vendors to provide goods and services, often based on national sales WHEREAS, NPP, created by a nonprofit medical center, provides grouppurchasingmarketingandadministrativesupportforgovernmentalentitieswithinthe membership. NPP's marketing and administrative services are free to its membership, which NorthAmerica, includes participating public entities and non -profit institutions throughout WHEREAS, NPP has instituted a cooperative purchasing program under which member Participating Agencies may reciprocally utilize competitively solicited Vendor Contracts through the inclusion of the membership in Lead Contracting Agency bidSolicitationandMasterPriceAgreements; WHEREAS, the Master Price Agreements provide that all members of NPP may purchase goods and services on the same terms, conditions and pricing as the Lead ParticipatingAgencies; Contracting Agency, subject to applicable local and state laws, of' the WHEREAS, the parties agree to comply with the requirements of theIntergovernmentalCooperationActasmaybeapplicabletothelocalandstatelawsofthe Participating Agencies; WHEREAS, the parties desire to conserve and leverage resources, and to improve the efficiency and econorny of the procurement process while reducing solicitation and procurement costs;
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WHEREAS, the parties are authorized and eligible to contract with thepurchaseofgoodsandservices; governmentalbodiesandVendorstoperformgovemmentalfunctionsandservices, and including WHEREAS, the parties desire to contract with Vendors under the teens of theMasterPriceAgreementsopentoallNPPmembers; NOW, THEREFORE, the parties agree as follows:
ARTICLE 1• LEGAL AUTHORITY
Each Party represents and warrants that it is eligible to participate in thisAgreementbecauseitisalocalgovernmentornon - profit corporation created andoperatedtoprovideoneormoregovernmentalfunctionsandpossessesadequatelegalauthoritytoenterintothisAgreement.
ARTICLE 2: APPLICABLE LAWS
The procurement of goods and services subject to this Agreement shall beconductedinaccordancewithandsubjecttotherelevantstatutes, ordinances, rules, andregulationsthatgoverneachparty' sprocurement policies. Itis the responsibility of eachpartytoensureithasmetallapplicablesolicitationandprocurementrequirements, bothinstatelawandlocalpolicy.
ARTICLE 3 USE OF BID, PROPOSAL OR PRICE AGREEMENT
a. Each party will facilitate the cooperative procurement ofgoods and services. b. The procuring -party shall be responsible forthe ordering of and servicesunderthisAgreement. A non - procuring party shall not be liable in anyfashionforanyviolationbyaprocuringparty, and the procuring party shallholdnon- procuring parties harmless from any liability that may arise fromactionorinactionoftheprocuringparty. c. The procuring party shall not use this agreement as a method for obtainingadditionalconcessions' orreduced prices for similar goods and services outsidethescopeofMasterPriceAgreementsandNPF. d. The exercise of any rights or remedies by the procuring party shall be theexclusiveobligationofsuchprocuringparty. e. The cooperative use of bids, proposals or .Price Agreements obtained by - apartytothisAgreementshallbeinaccordancewiththetermsandconditionsofthebid, proposal or Price Agreement, except as modified where otherwise sn'
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allowed or required by applicable law, and does not relieve the party of its other bid requirements under state law or local policies.
ARTICLE 4: PAYMENT OBLIGATIONS
The procuring party will make timely payments to Vendors for goods and services received in accordance with the terms and conditions of the procurement. Payment for goods and services, inspections and acceptance of goods and services ordered by the procuring party shall be the exclusive obligation of such procuring party. Disputes between procuring party and Vendor shall be resolved in accordance with the law and venue rules ofthe state of the procuring party.
ARTICLE 5: COMMENCEMENT DATE
This Agreement shall take effect after execution ofthe "Lead. Contracting Agency Endorsement and Authorization" or Participating Agency Endorsement and Authorization," as applicable.
ARTICLE 6: TERMINATION OF AGREEMENT
This Agreement shall remain in effect until terminated by a party giving 30 days written notice to NPP at 1100 Olive Way, Suite 900, Seattle, Washington 98101.
ARTICLE 7: ENTIRE AGREEMENT
This Agreement and any attachments, as provided herein, constitute the complete Agreement between the parties hereto, and supersede any and all oral and written agreements between the parties relating to matters herein.
ARTICLE 8: CHANGES AND AMENDMENTS
This Agreement may be amended only by a written amendment executed by all parties, except that any alterations, additions, or deletions 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.
ARTICLE 9: SEVERABILITY
All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other tcnn of this Agreement, which shall continue in full force and effect.
THIS INSTRUMENT HAS BEEN EXECUTED IN TWO OR MORE
ORIGINALS BY EXECUTION AND ATTACHMENT OF EACH "LEAD
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CONTRACTING AGENCY ENDORSEMENT AND AUTHORIZATION" OR
PARTICIPATING AGENCY ENDORSEMENT AND AUTHORIZATION," AS APPLICABLE. .ONCE EXECUTED, IT IS THE RESPONSIBILITY 01? EACH
PARTY TO FILE THIS AGREEMENT WITH THE PROPER AGENCY IF
REQUIRED BY LOCAL OR STATE LAW.
o
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PARTICIPATING AGENCY
ENDORSEMENT AND AUTHORIZATION
City of Redondo
The undersigned aclnowledges, on behalf of Beach Participating Agency) that he/she has read and agrees to the general terms and conditions set forth in the enclosed Member Intergovernmental Cooperative Purchasing Agreetneat regulating use ofthe Master Price Agreements and purchase of goods and services that from time to time are made available byLead Contracting Agencies to Participating Agencies Locally, regionally, and nationally through NPP.
The undersigned fiuther acknowledges that the purchase of goods and services under the provisions of the Member Intergovernmental Cooperative Purchasing Agreement is at the absolute discretion of the Participating Agency and that neither the Lead Contracting Agency nor NPP shall be liable for any costs or damages incurred by or as a result of the actions ofthe Vendor or any other Participating Agency. Upon award of contract, the Vendor shall deal directly with the Participating Agency concerning the placement oforders, disputes, invoicing and payment City of Redondo
The undersigned affirms that hdshe is an agent of _Beach L, and is duly authorized to sign thisParticipating Agency Endorsement and Authorization.
Iiir /
Date:IFebruary 18, 2014 I
BY: r' spel
ITS: Mayor I
Participating Agency Contact Information:
ATTEST:
Contact Person:
Address:
I
i 4
ELEANOR MANZANO, C CLERK
Telephone No.:
Email:
pp : , rED ' TO FORM:
1,Is
01,:08 "ARNEY'SOFFICE
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