1f. Approval of Fire Department Joint Purchasing Contracts0
CITY OF
CHANHASSEN
7700 Market Boulevard
PO Box 147
Chanhassen, MN 55317
Administration
Phone: 952.227.1100
Fax: 952.227.1110
Building Inspections
Phone: 952.227.1180
Fax: 952.227.1190
Engineering
Phone: 952.227.1160
Fax: 952.227.1170
Finance
Phone: 952.227.1140
Fax: 952.227.1110
Park & Recreation
Phone: 952.227.1120
Fax: 952.227.1110
Recreation Center
2310 Coulter Boulevard
Phone: 952.227.1400
Fax: 952.227.1404
Planning &
Natural Resources
Phone: 952.227.1130
Fax: 952.227.1110
Public Works
7901 Park Place
Phone: 952.227.1300
Fax: 952.227.1310
Senior Center
Phone: 952.227.1125
Fax: 952.227.1110
MEMORANDUM
TO: Todd Gerhardt, City Manager
FROM: Laurie Hokkanen, Assistant City Manager j jl..
DATE: September 30, 2011 Q\J
RE: Joint Purchasing for Fire Department
1;
PROPOSED MOTION
The Chanhassen City Council approves the Third Amended and Restated Joint &
Cooperative for Public Safety Purchasing and HGACBuy Interlocal Contract.
Approval requires a majority vote.
BACKGROUND
The Chanhassen Fire Department has the opportunity to participate in two joint
purchasing contracts. The first is through a group of Minnesota municipalities,
including Bloomington, Brooklyn Park, Eden Prairie, Edina, Hopkins, Saint Louis
Park, and Minnetonka. The Chanhassen Fire Department has been involved in the
same group through the Southwest Fire Mutual Aid Association, but has never
executed the Joint Powers Agreement that would permit purchasing through their
contracts.
The second group is HGACbuy, a Texas based cooperative that is open to
municipalities across the U.S. The City of Edina has made purchases through this
group.
Joint purchasing contracts serve to simplify the process while obtaining
competitive prices for purchases that are similar across many agencies. Through
the contracts, we have access to volume purchasing and discounts. The
cooperative /group takes responsibility for writing technical specifications,
eliminating the need to hire consultants for that purpose. The cooperative /group
absorbs the costs associated with publishing legal notices. All requirements for
competitive bidding are satisfied. The City currently uses similar arrangements
when purchasing items, such as vehicles, off of the State of Minnesota contract.
By entering into the attached Joint Powers agreements, the City will have the
Web Site opportunity to purchase, but will not be obligated to do so. There are no fees to
www.ci.chanhassen.mn.us join.
G: \Admin \LH \Fire DepartmentUoint Powers and Purchasing Staff Report.doc
Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow
RECOMMENDATION
Staff recommends that the City Council approve the Third Amended and Restated
Joint & Cooperative for Public Safety Purchasing and HGACBuy Interlocal
Contract.
ATTACHMENTS
1. Third Amended and Restated Joint & Cooperative for Public Safety
Purchasing
2. HGACBuy Interlocal Contract
G: \Admin \LH \Fire Department\Joint Powers and Purchasing Staff Report.doc
THIRD AMENDED AND RESTATED
JOINT & COOPERATIVE AGREEMENT
FOR PUBLIC SAFETY PURCHASING
1. Purpose
This Agreement is made pursuant to Minnesota Statutes 471.59 which authorizes the joint and
cooperative exercise of governmental powers common to contracting parties. The intent of this
Agreement is to make available joint public safety purchasing and leasing to the governmental
agencies who are parties to this Agreement. The intent of this agreement is to also replace and
rescind the Amended and Restated Joint & Cooperative Agreement For The Acquisition and Use
of SCBA executed and approved by the parties in March, April and May, 2009, and the Second
Amended and Restated Joint & Cooperative Agreement For The Acquisition and Use of
Firefighting Equipment executed and approved by some or all of the parties in August and
September 2010 ( "Prior Agreements ").
2. Parties
The initial parties to this Agreement are the cities of Bloomington, Brooklyn Park, Eden Prairie,
Edina, Hopkins, Saint Louis Park, and Minnetonka, all of which are municipal corporations and
subdivisions of the state of Minnesota. Additional governmental agencies may become parties to
this Agreement by adopting a resolution approving this Agreement and sending an original
execution page and a certified copy of the resolution to the secretary of the Operating Committee
established below. The secretary of the Operating Committee must maintain a current list of the
parties to this Agreement and must notify the contact person for each party whenever there is a
change in the parties to this Agreement.
3. Operating Committee
3.1. Creation.
There will be an Operating Committee (the "Committee ") to administer this Agreement. The
Committee will consist of one representative appointed by each of the parties to the Agreement.
In the absence of a specific appointment, a party's representative will be its fire chief. Each
member of the Committee is entitled to one vote.
3.2. Procedural Rules.
The Committee must adopt procedural rules to govern its operations.
Public Safety Purchasing Joint Agreement Page 2
3.3. Officers.
The Committee will select from its members a chair to conduct meetings, a vice -chair to act in
the place of the chair, and a secretary to keep the records of the Committee.
3.4. Powers, Duties.
The Committee has the authority and responsibility to administer this Agreement on behalf of the
parties and to take all necessary actions allowed by law to implement its terms.
4. Procedures
4.1. Acquisition.
The Committee will take the necessary actions for obtaining contracts for the purchase or lease
of public safety uniforms, supplies, equipment, and other items, and for contracting for services,
as selected by the Committee. The Committee will comply with the Municipal Contracting Law,
including the preparation of specifications and requests for proposals. The Committee will
designate one of the member parties to act as the lead agency for selecting the contractor for a
contract, based on the recommendation of the Committee.
4.2. Contract Terms.
The contract with each selected contractor (the "Contract ") must provide that each party to this
Agreement will have the option to order items directly from each selected contractor and make
payments directly to the contractor. No party will have any responsibility for paying for the items
ordered by any other party. When appropriate, the Contract may include an option for the
contractor to maintain and certify designated equipment. The Contract must provide the terms of
payment to the contractor for this service.
4.3. Rules for Use.
When appropriate, the Committee will establish rules and procedures for the parties' use of
items acquired pursuant to this Agreement, including determining the responsibility for damage
to, or loss of, the items.
5. Responsibility for Employees
All persons engaged in the work to be performed by a party under this Agreement may not be
considered employees of any other party for any purpose, including worker's compensation and
other claims that may or might arise out of the employment context on behalf of the employees.
All claims made by a third party as a result of any act or omission of a party's employees while
engaged on any of the work performed under this Agreement are not the obligation or
responsibility of any other party. Each party is responsible for injuries or death of its own
Public Safety Purchasing Joint Agreement Page 3
personnel. Each party will maintain workers' compensation insurance or self - insurance coverage,
covering its own personnel while they are providing services under this Agreement. Each party
waives the right to sue any other party for any workers' compensation benefits paid to its own
employee or volunteer or their dependants, even if the injuries were caused wholly or partially by
the negligence of any other party or its officers, employees, or volunteers.
6. Indemnification
Each party agrees to defend, indemnify, and hold harmless the other parties against any and all
claims, liability, loss, damage, or expense arising under the provisions of this Agreement and
caused by or resulting from negligent acts or omissions of the party and /or those of its employees
or agents. Under no circumstances, however, may a party be required to pay on behalf of itself
and another party any amounts in excess of the limits on liability established in Minnesota
Statutes Chapter 466 applicable to any one party. The limits of liability for two or more parties
may not be added together to determine the maximum amount of liability for one party. The
intent of this paragraph is to impose on each party a limited duty to defend and indemnify each
other subject to the limits of liability under Minnesota Statutes Chapter 466. The purpose of
creating this duty to defend and indemnify is to simplify the defense of claims by eliminating
conflicts among the parties and to permit liability claims against both parties from a single
occurrence to be defended by a single attorney.
7. Duration
This agreement will be in force from the date of execution by at least two parties and notification
to the secretary of the Operating Committee. Any party may withdraw from this Agreement upon
30 days written notice to the other party or parties to the Agreement. Upon execution of all of the
parties to the Prior Agreements, the Prior Agreements will terminate.
8. Execution
A separate execution page is provided for each party.
[Signature pages follow]
Execution Page for the
Third Amended and Restated Joint & Cooperative Agreement
For Public Safety Purchasing
The party listed below has read, agreed to and executed this Agreement on the date indicated.
Date Entity
B y —
Title
And
Title
THE Asr PuRfMAISING X'X0' °° INTERLOCAL CONTRACT ILC
FOR COOPERATIVE PURCHASING No.:
Permanent Number assigned by RGAC
THIS INTERLOCAL CONTRACT (Contract), made and entered into pursuant to the Texas Interlocal Cooperation Act, Chapter
91, 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 *
, 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 *
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
(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 UGAC 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
Contract.
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 term 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 between 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 * and
ends * . This Contract shall thereafter automatically be renewed annually for each succeeding fiscal year,
provided that such renewal 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 far the purchase of certain products and services through the H
GAC Cooperative Purchasing Program. End User will access the Program through HGACBuy.com 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
products purchased through H -GAC shall transfer directly from the contractor to the End User.
(over)
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 -GACs
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-
GAC contractor.
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 lax 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
H -GAC or the End User may cancel this Contract at any time upon thirty (30) days written notice by certified snail to the other party to
this Contract. The obligations of the End User, including its obligation to pay H -GACs contractor for all costs incurred under this
Contract prior to such notice shall survive such cancellation, as well as any other obligation incur under this Contract, until
perfonned 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 term 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 is
removed; provided, however, force majeure shall not excuse an obligaion solely to pay funds. Determination of force majeure shall
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:
Name of End user (local government, agency, or non -profit corporation)
*
Mailing Address
*
City State ZIP Code
*By:
Signature of chief elected or appointed official
*
Typed Name & Title of Signatory Date
Houston - Galveston Area Council
3555 Timmons Lane, Suite 120, Houston, TX 77027
By:
Executive Director
Attest:
Manager
Date:
*Denotes required fields
rev. 03/11
*Request for Information
To expedite service please complet e the following blanks relevant to your agencys administrative /elective
personnel and return the completed form to H -GAC. Cooperative Purchasing Program, P.O. Box 22777
1. louston, TX 77227 -2777
Name of End User Agency :
County Name :
(Municipality / County / District / etc.)
Mailing Address :
(Street Address /P.O. Box) (City) (State) (ZIP Code)
Main Telephone Number F AX Number:
Physical Address :
(Street Address, ifdifferent from mailing address) (City) (State) (ZIP Code)
Web Site Address:
Authorized Official:
Title:
(City manager / Executive Director / etc.)
Ph No.:
Mailing Address:
Fx No.:
(Street Address /P.O. Box)
E -Mail Address
(City)
(State) (ZIP Code)
Official Contact:
Title:
(Purchasing Agent/Auditor etc.)
Ph No.:
Mailing Address:
Fx No.:
(Street Address /P.O. Box)
Email Address
(City)
(State) (ZIP Code)
Official Contact:
Title:
(Public Works Director/Police Chief etc.)
Ph No.:
Mailing Address:
Fx No.:
(Street Address /P.O. Box)
Email Address
(City)
(State) (ZIP Code)
Official Contact:
Mailing Address:
(EMS Director /Fire Chief etc.)
(Street Address /P.O. Box)
Title:
Ph No.:
Fx No.:
Email Address
(City) (State) (ZIP Code)