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R25-235 RESOLUTION NO. R25-235 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF BOYNTON 2 BEACH, FLORIDA, APPROVING A MASTER INTERLOCAL PURCHASING 3 AGREEMENT BETWEEN THE CITY AND NORTH CENTRAL TEXAS 4 COUNCIL OF GOVERNMENTS; AND FOR ALL OTHER PURPOSES. 5 6 7 WHEREAS, the North Central Texas Council of Governments ("NCTCOG") is a regional x planning commission and political subdivision of the State of Texas operating under Chapter 391, O Texas Local Government Code; and 10 WHEREAS, pursuant to the Act, NCTCOG is authorized to contract with eligible entities to l perform governmental functions and services, including the purchase of goods and services; and 12 WHEREAS, in reliance on such authority, NCTCOG has instituted a cooperative purchasing 13 program under which it contracts with eligible entities under the Act; and 14 WHEREAS, International Cybernetics Company LP d/b/a IMS Infrastructure Management 15 Services was competitively awarded a contract through the TxShare Cooperative Purchasing 16 Program, which the City desires to piggyback; and 17 WHEREAS, the City Commission, upon the recommendation of staff, has deemed it in the 18 best interests of the City's citizens and residents to approve a Master Interlocal Purchasing 19 Agreement between the City and North Central Texas Council of Governments. 20 21 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON 22 BEACH, FLORIDA, THAT: 23 SECTION 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as 24 being true and correct and are hereby made a specific part of this Resolution upon adoption. 25 SECTION 2. The City Commission of the City of Boynton Beach, Florida, does hereby 26 approve a Master Interlocal Purchasing Agreement between the City and NCTCOG (the 27 "Agreement"), in form and substance similar to that attached as Exhibit A. 28 SECTION 3. The City Commission of the City of Boynton Beach, Florida, hereby 29 authorizes the Mayor to execute the Agreement. The Mayor is further authorized to execute any 30 ancillary documents required under the Agreement or necessary to accomplish the purposes of 31 the Agreement, including any term extensions as provided in the Agreement, provided such RESOLUTION NO. R25-235 32 documents do not modify the financial terms or material terms. 33 SECTION 4. The Mayor-executed Agreement shall be forwarded to Maria Rozwadowski 34 to obtain execution of the Agreement by NCTCOG. Maria Rozwadowski shall be responsible for 35 ensuring that one fully executed Agreement is returned to the City, to be provided to the Office 36 of the City Attorney for forwarding to the City Clerk for retention as a public record. 37 SECTION 5. This Resolution shall take effect in accordance with the law. 38 39 40 41 42 [SIGNATURES ON THE FOLLOWING PAGE] 43 RESOLUTION NO. R25-235 44 PASSED AND ADOPTED this day of gPfT-Ve,m6.r 2025. 45 CITY OF BOYNTON BEACH, FLORIDA 46 YES NO 47 Mayor- Rebecca Shelton ' -Abl.. -fl-f- 48 S.ef1+48 49 Vice Mayor-Woodrow L. Hay 50 , - 51 Commissioner-Angela Cruz 52 53 Commissioner-Thomas Turkin 54 o/ 55 Commissioner-Aimee Kelley 56 57 VOTE 4- 0 58 A E : , ) , 6o I A, OA 61 Mayle• D• -sus, MPA, C Rebecca Shelton . -62 62 City Cler Mayor 63 64 �` APPROVED AS TO FORM: 65 (Corporate Seal) �pYNTpN`‘‘‘1 66 °.**ePORl .. <C' ti 67 0 .15_SEAL �: 9LI/14 , '"9/774 68 , .INCORPORATED; 1 Shawna G. Lamb 69 .1 \• 1920 City Attorney *' •• J ``‘`‘FLOR\V' Docusign Envelope ID:72A30874-BC79-44AB-9D3C-FFF7BBFA3528 TXSha FOR NCTCOG Use Only re ILA No: 2025-043 Your Public Sector Solutions Center MASTER INTERLOCAL PURCHASING AGREEMENT THIS MASTER INTERLOCAL AGREEMENT("ILA"). made and entered into pursuant to the Texas Interlocal Cooperation Act,Chapter 791, Texas Government Code(the"Act"),by and between the North Central Texas Council of Governments,hereinafter referred to as"NCTCOG,"having its principal place of business at 616 Six Flags Drive,Arlington, TX 76011, and The City of Boynton Beach 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"Participant,"having its principal place of business at 100 E Ocean Ave Boynton Beach , Florida 33435 WHEREAS,NCTCOG 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,NCTCOG 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,NCTCOG has instituted a cooperative purchasing program under which it contracts with eligible entities under the Act; and WHEREAS,Participant has represented that it is an eligible entity under the Act,that is authorized to enter into this Agreement on 09/17/2025 (Date), and that it desires to contract with NCTCOG on the terms set forth below; NOW,THEREFORE,NCTCOG and the Participant do hereby agree as follows: ARTICLE 1: LEGAL AUTHORITY The Participant represents and warrants to NCTCOG that(1) it is eligible to contract with NCTCOG under the Act for the purposes recited herein 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 that 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 Agreement. ARTICLE 2: SCOPE OF SERVICES The Participant appoints NCTCOG its true and lawful purchasing agent for the purpose of certain products and services ("Products"or"Services")through the TXShare Program. Participants will access the Program through www.TXShare.org. All purchases under this Agreement shall comply with applicable Texas competitive bidding statutes as well as the specifications, contract terms and pricing applicable to such purchases.NCTCOG may also serve as a coordinating agent to administer the use of eligible Participant contracts to other participants of TXShare. The eligibility of such contracts will be determined by incorporation of coordinating agent authorization in Participant's solicitation documents. Title to all products purchased under the TXShare Program shall be held by Participant unless otherwise agreed. Nothing in this Agreement shall preclude the Participant for purchasing Products and/or Services offered in the TXShare Program directly from the vendor/supplier. Docusign Envelope ID:72A30874-BC79-44AB-9D3C-FFF7BBFA3528 P 3C FFF7BBFA3528 TXShFOR NCTCOG Use Only re ILA No: 2025-043 Your Public Sector Solutions Center ARTICLE 3: PAYMENTS Upon delivery of goods or services purchased and presentation of property documented invoice, the Participant shall promptly, and in any case within thirty(30)days,pay the contracted provider 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 NCTCOG have any financial liability in the Participant for any goods or services Participant purchase through the TXShare Program. ARTICLE 4: PERFORMANCE PERIOD This Agreement shall be effective when signed by the last party whose signing makes the Agreement fully executed and will remain in full force and effect for one(1)year. This Agreement shall automatically renew for successive one-year terms unless sooner terminated in accordance with Article 6 below.Any modifications of this Agreement must comply with the requirements of Article 5 below. ARTICLE 5: CHANGES AND AMENDMENTS This Agreement may be amended only by a written amendment executed by both parties, except that any alterations, additions, or deletions to the terms 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.NCTCOG reserves the right from time to time to make changes in the scope of products and services offered through the TXShare Program. ARTICLE 6: TERMINATION PROCEDURES NCTCOG or the Participant may cancel this Agreement for any reason and at any time upon thirty(30)days written notice by certified mail to the other party to this Agreement. The obligation of the Participant to pay for any Service and/or Products purchased under this Agreement, shall survive cancellation, as well as any other Participant costs incurred prior to the effective date of cancellation. ARTICLE 7: APPLICABLE LAWS NCTCOG and the Participant agree to conduct all activities under this Agreement in accordance with all applicable rules,regulations,and ordinances and laws in effect or promulgated during the term of this Agreement. ARTICLE 8: DISPUTE RESOLUTION The parties to this Agreement agree to the extent possible and not in contravention of any applicable state or federal law or procedure established for dispute resolution,to attempt to resolve any dispute between them regarding this Agreement informally through voluntary mediation, arbitration, or any other local dispute mediation process before resorting to litigation. ARTICLE 9: MISCELLANEOUS a. This Agreement has been made under and shall be governed by the laws of the State of Texas. Venue and jurisdiction of any suit or cause of action arising under,or in connection with,this Agreement shall lie exclusively in Tarrant County,Texas. b. The persons executing this Agreement hereby represent that they have authorization to sign on behalf of their respective entities. c. This Agreement and the rights and obligations contained herein may not be assigned by either party without the prior written approval of the other party to this Agreement. Docusign Envelope ID:72A30874-BC79-44AB-9D3C-FFF7BBFA3528 TXSha FOR NCTCOG Use Only r'e ILA No: 2025-043 Your Public Sector Solutions Center d. All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. e. To the extent that either party to this Agreement 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 performance of such obligation or duty shall be suspended until such disability to perform is removed; provided, however, force majeure shall not excuse an obligation to solely pay funds. f. This Agreement and any attachments/addendums, 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. THIS INSTRUMENT HAS BEEN EXECUTED IN TWO ORIGINALS BY THE PARTIES HERETO AS FOLLOWS: North Central Texas Council of Governments C►+4 dF t-ton TXShare Name of Participating Agency 616 Six Flags Drive,Arlington,TX 76011 Todd Little ?o box 310 NCTCOG Executive Director or Designee Mailing Address FSigned by: ��pp n 44o0a264E7g46E ----- boin'tes,n S3 4 5 Signature of Executive Director or Designee City State Zip 9/18/2025 Ut1rnA0) f.�i1C� >f n Date Name and Title of Au Official or !Zee • ;,;5Z Signature Date 0 Q g o•';o' C ATTORNEY'S OF $z o 2 ;O w``JJ O o Shawna G.Lb, .y0 Lamb, •• City Attorney '1110 MEMO (4(\ 0 LL'ON QIP Office of the City Clerk To: Maria Rozwadowski Financial Services Administrator Public Works From: Tammy L Stanzione, CMC Deputy City Clerk Date: September 8, 2025 RE: R25-235 Approving A Memorandum of Agreement 287(G) Attached is a copy of Resolution No. R25-235 that was approved at the City Commission Meeting of September 2, 2025. Per Section 4 of the Resolution. The Mayor-executed Agreement shall be forwarded to Maria Rozwadowski to obtain execution of the Agreement by NCTCOG. Maria Rozwadowski shall be responsible for ensuring that one fully executed Agreement is returned to the City, to be provided to the Office of the City Attorney for forwarding to the City Clerk for retention as a public record. If you have any questions or concerns, please do not hesitate to contact me at extension 6060. Thank you for your assistance.