HGACBuy
• THE SMART PURCHASING SOLUTION
INTERLOCAL CONTRACT
FOR COOPERATIVE PURCHASING No: 13-3497
Permanent Number assigned by HGAC
THIS INTERLOCAL CONTRACT ("Contract"), made and entered into pursuant to the Texas Interlocal Cooperation Act, Chapter 791, Texas Government Code (the "Act"), by and between the Houston-Galveston Area Council, hereinafter referred to as "H-GAC," having its principal place of business at 3555 Timmons Lane, Suite 120, Houston, Texas 77027, and * City of South San Francisco
.. a local government, a state agency, or a non-profit corporation created and operated to provide one or more governmental functions and services, hereinafter referred to as "End User," having its principal place of business at * 400 Grand Ave., South San Francisco, CA 94080
WITNESSETH
WHEREAS, H-GAC is a regional planning commission and political subdivision of the State of Texas operating under Chapter 391, Texas Local Government Code; and
WHEREAS, pursuant to the Act, H-GAC is authorized to contract with eligible entities to perform governmental functions and services, including the purchase of goods and services; and WHEREAS, in reliance on such authority, H-GAC has instituted a cooperative purchasing program under which it contracts with eligible entities under the Act; and
WHEREAS, End User has represented that it is an eligible entity under the Act, that its governing body has authorized this Contract on * May 14, 2013 _ (Date), and that it desires to contract with H-GAC on the terms set forth below; NOW, THEREFORE, H-GAC and the End User do hereby agree as follows:
ARTICLE 1: LEGAL AUTHORITY
The End User represents and warrants to H-GAC that (1) it is eligible to contract with IGAC under the Act because it is one of the following: a local government, as defined in the Act (a county, a municipality, a special district, or other political subdivision of the State of Texas or any other state), or a combination of two or more of those entities, a state agency (an agency of the State of Texas as defined in Section 771.002 of the Texas Government Code, or a similar agency of another state), or a non-profit corporation created and operated to provide one or more governmental functions and services, and (2) it possesses adequate legal authority to enter into this ARTICLE 2: APPLICABLE LAWS
H-GAC and the End User agree to conduct all activitiesunder this Contract in accordance with all applicable rules, regulations, and ordinances and laws in effect or promulgated during the tenn of this Contract.
ARTICLE 3: WHOLE AGREEMENT
This Contract and any attachments, as provided herein, constitute the complete contract between the parties hereto, and supersede any and all oral and written agreements botween the parties relating to matters herein.
ARTICLE 4: PERFORMANCE PERIOD
The period of this Contract shall be for the balance of the fiscal year of the End User, which began * Jul 01, 2012 and ends* Jun 30, 2013 • This Contract shall thereafter automatically be renewed annually for cach succeeding fiscal year, provided that such renowal shall not have the effect of extending the period in which the End User may make any payment due an H- GAC contractor beyond the fiscal year in which such obligation was incurred under this Contract.
ARTICLE 5: SCOPE OF SERVICES
The End User appoints H-GAC its true and lawful purchasing agent for the purchase of certain products and services through the H- GAC Cooperative Purchasing Program. End User will access the Program through HGACBuy.com and by submission of any duly executed purchase order, in the form prescribed by H-GAC to a contractor having a valid contract with H-GAC. All purchases hereunder shall be in accordance with specifications and contract terms and pricing established by H-GAC. Ownership (title) to ARTICLE 6: PAYMENTS
H-GAC Will confirm each order and issue notice to contractor to proceed. Upon delivery of goods or services purchased, and presentation of a properly documented invoice, the End User shall promptly, and in any case within thirty (30) days, pay H-GAC's contractor the full amount of the invoice. All payments for goods or services will be made from current revenues available to the paying party. In no event shall H-GAC have any financial liability to the End User for any goods or services End User procures from an H- ARTICLE 7: CHANGES AND AMENDMENTS
This Contract may be amended only by a written amendment executed by both parties, except that any alterations, additions, or deletions to the terms of this Contract which are required by changes in Federal and State law or regulations are automatically incorporated into this Contract without written amendment hereto and shall become effective on the date designated by such law or regulation.
H-GAC reserves the right to make changes in the scope of products and services offered through the H-GAC Cooperative Purchasing Program to be performed hereunder.
ARTICLE 8: TERMINATION PROCEDURES
-GAC or the End User may cancel this Contract at any time upon thirty (30) days written notice by certified mail to the other party t his Contract. The obligations of the End User, including its obligation to pay H-GACs contractor for all costs incurred under thi Contract prior to such notice shall survive such cancellation, as well as any other obligation incurred under this Contract, until performed or discharged by the End User.
ARTICLE 9: SEVERABILITY
All parties agree that should any provision of this Contract be determined to be invalid or unenforceable, such determination shall not affect any other tenn of this Contract, which shall continue in full force and effect.
ARTICLE 10: FORCE MAJEURE
To the extent that either party to this Contract 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, order of any court, 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 i removed; provided, however, force majeure shall not excuse an obligaion solely to pay funds. Determination of force maieure shal rest solely with H-GAC.
ARTICLE 11: VENUE
Disputes between procuring party and Vendor are to be resolved in accord with the law and venue rules of the State of purchase.
THIS INSTRUMENT HAS BEEN EXECUTED IN TWO ORIGINALS BY THE PARTIES HERETO AS FOLLOWS:
* City of South San Francisco
Houston-Galveston Area Council
Name of End User (local government, agency, or non-profit corporation) * P.O. Box 711 By:-
Mailing Address
* South San Francisco CA 94083
City State ZIP Code Artest:
*By:
Das, 2013
Signature of chief elected or appointed offictat
* Barry Nagel, City Manager May 14, 2013
Typed Name & Title of Signatory Date
senroved as to form
5/10/2013.
*Denotes required fields
rev. 03/11
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