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HomeMy WebLinkAboutTCSD & City Cooperative Agreement for Purchasing & Services Rev 1 May 11, 2012 gb COOPERATIVE AGREEMENT FOR THE PURCHASING OF SUPPLIES, EQUIPMENT AND SERVICES AND FOR PROVIDING MAINTENANCE AND CONSTRUCTION SERVICES FOR CITY AFFILIATED ENTITIES THIS AGREEMENT is made and entered into as of May 22, 2012 between the City of Temecula ( "City "), a municipal corporation and the Temecula Community Services District ( "TCSD "), a community services district. In consideration of their mutual promises set forth in this Agreement, the parties agree as follows: 1. Recitals. This Agreement is made with respect to the following facts and purposes which each of the parties hereto agree are true and correct: A. The TCSD is a governmental entity organized to provide services to the people of Temecula. The legislative body of the TCSD is composed of the members of the City Council of the City of Temecula. The jurisdictional boundaries of the TCSD are coterminous with the boundaries of the City of Temecula. B. Each fiscal year, the City and the TCSD enter into several agreements for the purchase of supplies, equipment and services, and agreements for maintenance and construction services for the public facilities and maintenance areas that are either owned, operated or controlled by the City or TCSD , including but not limited to: custodial services; maintenance of buildings, facilities, parks, medians, slopes, or rights of way; purchases of supplies, equipment or services; construction of buildings, facilities, parks, medians, slopes, or rights of way; professional services ( "Purchases and Services "). Many of these agreements are with the same providers or contractors for the same purchases or services. The funds for such Purchases and Services are from several different sources. C. The purpose of this Agreement is to consolidate the agreements for Purchases and Services into the control of the City in order to provide more efficient purchasing and services and provide for the proportionate funding or reimbursement of such Purchases and Services by the TCSD. 2. Purchasing and Construction Services to be Provided by City. The City shall provide Purchases and Services for the TCSD and shall enter into agreements with appropriate vendors and contractors for the performance of such Purchases and Services. The TCSD shall fund or reimburse the City its proportional share of the costs of such Purchases and Services. A. The City Manager of the City and the General Manager of TCSD, or their designees, shall develop administrative procedures for the TCSD to request Purchases and Services from the City and for the funding or reimbursement for such Purchases and Services by TCSD. B. The City Manager and the General Manager, or their designees, shall determine the portion of those Purchases and Services that are to be funded by the TCSD or to be reimbursed to the City by the TCSD and the General Manager shall transfer funds to the City or shall reimburse the City for the TCSD's proportionate share of the costs of such Purchases and 1 DRAFT: MAY 10, 2012 Services subject to and in accordance with the TCSD's Budget as approved by the TCSD Board of Directors. C. City shall enter into the agreements for Purchases and Services in accordance with the applicable requirements of state law and the Temecula Municipal Code. D. City shall administer the agreements for Purchases and Services for TCSD. The General Manager of TCSD is directed and authorized to reimburse the City for TCSD's proportional share of the administrative costs to the City of providing Purchases and Services subject to and in accordance with the TCSD's Budget as approved by the TCSD Board of Directors. E. TCSD may elect to enter into its own agreements for Purchases and Services without termination of this Agreement. F. To the extent there are existing agreements for Purchases and Services to which TCSD is a party, the City Manager of the City and the General Manager of TCSD, or their designees, shall determine the portion of those agreements for Purchases and Services that are to be funded by the City, if any, and the City Manager shall transfer funds to the TCSD or shall reimburse the TCSD for the City's proportionate share of the costs of such Purchases and Services subject to and in accordance with the City's Budget as approved by the City Council. 3. Term. This Agreement shall commence on the date first written above. Either party may terminate this Agreement for any reason, with or without cause, on ten (10) days written notice to the other; provided, however, that such termination shall not be effective until such time as all agreements for Purchases and Services entered into pursuant to this Agreement have been completed or terminated. 4. Indemnification. Each party shall indemnify and hold the other party and their respective officers, officials, agents, employees and volunteers, harmless from all costs (including attorney's fees and costs), claims, demands, stop notices, liabilities or judgments for injury or damage to property and injuries to persons, including death, or breach of agreement arising from the other party's action or inaction relating to Purchases and Services pursuant to this Agreement. This Section shall survive termination or expiration of this Agreement. -2- Error! Unknown document property name. DRAFT: MAY 10, 2012 IN WITNESS WBEREOF the City and TCSD have executed this Agreement as of the date first written above. CITY OF TEMECULA Chuck Washington Mayor Attest: a—� Susan Jo es, MMC City C Approved as to form: Peter M. Thorson City Attorney _3- Error! Vnknuwndmumeut prgmrq name. DRAFT: MAY 10, 2012 TEMECULA COMMUNITY SERVICES DISTRICT Jeffs rchero P nt Attest: Kern, Jones, MC Secretary/City Cle Approved as to form: Peter M. Thorson General Counsel -4- Error! Unknown document property name.