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R-2019-0215 - 5/23/2019RESOLUTION NO. R-2019-0215 WHEREAS, the City of Round Rock ("City") desires to purchase custodial supplies and equipment, and related goods and services; and WHEREAS, the City is a member of the Buy Board Cooperative Purchasing Program ("Buy Board"); and WHEREAS, Matera Paper Company, Inc. d/b/a Ferguson Facilities is an approved vendor of the Buy Board; and WHEREAS, the City desires to purchase certain goods and services from Matera Paper Company, Inc. d/b/a Ferguson Facilities through Buy Board, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement for Custodial Supplies and Equipment with Matera Paper Company, Inc. d/b/a Ferguson Facilities, a copy of said Agreement being attached hereto as Exhibit "A" and incorporated herein. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 23rd day of May, 2019. fr CRAIGORGA , Mayor City of Round Rock, Texas ATTEST: L. WHITE, City Clerk 0112 1902;00423757 EXHIBIT "A„ CITY OF ROUND ROCK AGREEMENT FOR CUSTODIAL SUPPLIES AND EQUIPMENT WITH MATERA PAPER COMPANY, INC. D/B/A FERGUSON FACILITIES THE STATE OF TEXAS § CITY OF ROUND ROCK § COUNTY OF WILLIAMSON § COUNTY OF TRAVIS § KNOW ALL BY THESE PRESENTS: THAT THIS AGREEMENT for the purchase of custodial supplies and equipment, and for related goods and services (referred to herein as the "Agreement'), is made and entered into on this the day of the month of , 2019 by and between the CITY OF ROUND ROCK, a Texas home -rule municipality, whose offices are located at 221 East Main Street, Round Rock, Texas 78664-5299 (referred to herein as the "City"), and MATERA PAPER COMPANY, INC. d/b/a Ferguson Facilities, whose offices are located at 13500 Immanuel Road, Pflugerville, Texas 78660 (referred to herein as "Vendor"). RECITALS: WHEREAS, City desires to purchase certain goods and services, custodial supplies and equipment, and City desires to procure same from Vendor; and WHEREAS, City is a member of Buy Board Cooperative Purchasing Program (`Buy Board") and Vendor is an approved Buy Board vendor through Buy Board Contract #569-18; and WHEREAS, City desires to purchase said goods and services from Vendor through Buy Board as set forth herein; and WHEREAS, the parties desire to enter into this Agreement to set forth in writing their respective rights, duties, and obligations; NOW, THEREFORE, WITNESSETH: That for and in consideration of the mutual promises contained herein and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, it is mutually agreed between the parties as follow: 00418856 ss2 1.01 DEFINITIONS A. Agreement means the binding legal contract between City and Vendor whereby City is obligated to buy specified services and Vendor is obligated to provide said services. The Agreement includes Vendor's discounts off catalog pricing (attached as Exhibit "A"). B. City means the City of Round Rock, Williamson and Travis Counties, Texas. C. Effective Date means the date upon which the binding signatures of both parties to this Agreement are affixed. D. Force Majeure means acts of God, strikes, lockouts, or other industrial disturbances, acts of the public enemy, orders of any kind from the government of the United States or the State of Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, restraint of the government and the people, civil disturbances, explosions, or other causes not reasonably within the control of the party claiming such inability. E. Goods mean the specified supplies, materials, commodities, or equipment. F. Services mean work performed to meet a demand or effort by Vendor to comply with promised delivery dates, specifications, and technical assistance specified. 2.01 EFFECTIVE DATE, TERM, PRICES FIRM A. This Agreement shall be effective on the date this Agreement has been signed by each party hereto, and shall remain in full force and effect unless and until it expires by operation of the term indicated herein, or is terminated or extended as provided herein. B. This Agreement shall terminate October 1, 2021. C. Prices shall be firm for the duration of this Agreement. No separate line item charges shall be permitted for invoicing purposes, including but not limited to equipment rental, demurrage, costs associated with obtaining permits, or any other extraneous charges. D. City reserves the right to review the relationship with Vendor at any time, and may elect to terminate this Agreement with or without cause or may elect to continue. 3.01 CONTRACT DOCUMENTS AND EXHIBITS The goods and services which are the subject matter of this Agreement are described in Exhibit "A" and, together with this Agreement, comprise the Contract Documents. Any inconsistencies or conflicts in the contract documents shall be resolved by giving preference to the terms and conditions set forth in pages one (1) through nine (9) of this Agreement. 4.01 ITEMS A. The goods which are the subject matter of this Agreement are described generally in the attached Exhibit "A." B. This Agreement shall evidence the entire understanding and agreement between the parties and shall supersede any prior proposals, correspondence or discussions. C. Vendor shall satisfactorily provide all deliverables described in Exhibit "A" within the contract term specified. A change in the Scope of Services or any term of this Agreement, including bonding requirements, must be negotiated and agreed to in all relevant details, and must be embodied in a valid Supplemental Agreement as described herein. 5.01 COSTS A. City agrees to pay for supplies during the term of this Agreement at the pricing set forth at in Exhibit "A." Vendor specifically acknowledged and agrees that City is not obligated to use or purchase any estimated annual quantity of goods. Only if, and when needed by City, the costs listed on Exhibit "A" shall be the basis of any charges collected by Vendor. B. The City shall be authorized to pay the Services Provider an amount not -to - exceed One Hundred Sixty -Eight Thousand and No/100 Dollars ($168,000.00) per year for a total not -to -exceed amount of Five Hundred Four Thousand and No/100 Dollars ($504,000.00) for the term of this Agreement. 6.01 INVOICES All invoices shall include, at a minimum, the following information: A. Name and address of Vendor; B. Purchase Order Number; C. Description and quantity of items received or services provided; and D. Delivery or performance dates. 7.01 NON -APPROPRIATION AND FISCAL FUNDING This Agreement is a commitment of City's current revenues only. It is understood and agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year if the governing body of City does not appropriate funds sufficient to purchase the services as determined by City's budget for the fiscal year in question. City may effect such termination by giving Vendor a written notice of termination at the end of its then current fiscal year. 8.01 PROMPT PAYMENT POLICY In accordance with Chapter 2251, V.T.C.A., Texas Government Code, payment to Vendor will be made within thirty (30) days of the day on which City receives the performance, supplies, materials, equipment, and/or deliverables, or within thirty (30) days of the day on which the performance of services was complete, or within thirty (30) days of the day on which City receives a correct invoice for the performance and/or deliverables or services, whichever is later. Vendor may charge interest on an overdue payment at the "rate in effect" on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b); however, this Policy does not apply to payments made by City in the event: A. There is a bona fide dispute between City and Vendor, a contractor, subcontractor or supplier about the goods delivered or the service performed that cause the payment to be late; or B. The terms of a federal contract, grant, regulation, or statute prevent City from making a timely payment with federal funds; or C. There is a bona fide dispute between Vendor and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or D. Invoices are not mailed to City in strict accordance with instructions, if any, on the purchase order or the Agreement or other such contractual agreement. 9.01 GRATUITIES AND BRIBES City may, by written notice to Vendor, cancel this Agreement without liability to Vendor if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Vendor or its agents or representatives to any City officer, employee or elected representative with respect to the perfonnance of this Agreement. In addition, Vendor may be subject to penalties stated in Title 8 of the Texas Penal Code. 10.01 TAXES City is exempt from Federal Excise and State Sales Tax; therefore, tax shall not be included in Vendor's charges. 11.01 ORDERS PLACED WITH ALTERNATE SERVICES PROVIDERS If Vendor cannot provide the goods as specified, City reserves the right and option to obtain the products from another supplier or suppliers 12.01 CITY'S REPRESENTATIVE City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: Travis Wilkes Assistant General Services Director 202 Commerce Boulevard Round Rock, Texas 78664 (512) 341-3317 twilkes(@roundrocktexas.gov 13.01 INSURANCE Vendor shall meet all City of Round Rock Insurance Requirements as set forth at: http;//www.roundrocktexas gov/hvp-content/uoloads/2014/12/corn insurance 07 20112 pdf. 14.01 RIGHT TO ASSURANCE Whenever either party to this Agreement, in good faith, has reason to question the other party's intent to perform hereunder, then demand may be made to the other party for written assurance of the intent to perform. In the event that no written assurance is given within the reasonable time specified when demand is made, then and in that event the demanding party may treat such failure as an anticipatory repudiation of this Agreement. 15.01 DEFAULT If Vendor abandons or defaults under this Agreement and is a cause of City purchasing the specified goods elsewhere, Vendor agrees that it may be charged the difference in cost, if any, and that it will not be considered in the re -advertisement of the service and that it may not be considered in future bids for the same type of work unless the scope of work is significantly changed. Vendor shall be declared in default of this Agreement if it does any of the following: A. Fails to fully, timely and faithfully perform any of its material obligations under this Agreement; B. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or C. Becomes insolvent or seeks relief under the bankruptcy laws of the United States. 16.01 TERMINATION AND SUSPENSION A. City has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to Vendor. B. In the event of any default by Vendor, City has the right to terminate this Agreement for cause, upon ten (10) days' written notice to Vendor. C. Vendor has the right to terminate this Agreement only for cause, that being in the event of a material and substantial breach by City, or by mutual agreement to terminate evidenced in writing by and between the parties. D. In the event City terminates under subsections (A) or (B) of this section, the following shall apply: Upon City's delivery of the referenced notice to Vendor, Vendor shall discontinue all services in connection with the performance of this Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice of termination, Vendor shall submit a statement showing in detail the goods and/or services satisfactorily performed under this Agreement to the date of termination. City shall then pay Vendor that portion of the charges, if undisputed. The parties agree that Vendor is not entitled to compensation for services it would have performed under the remaining term of the Agreement except as provided herein. 17.01 INDEMNIFICATION Vendor shall defend (at the option of City), indemnify, and hold City, its successors, assigns, officers, employees and elected officials harmless from and against all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other costs or fees arising out of, or incident to, concerning or resulting from the fault of Vendor, or Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under this Agreement, no matter how, or to whom, such loss may occur. Nothing herein shall be deemed to limit the rights of City or Vendor (including, but not limited to the right to seek contribution) against any third party who may be liable for an indemnified claim. 18.01 COMPLIANCE WITH LAWS, CHARTER AND ORDINANCES A. Vendor, its agents, employees and subcontractors shall use best efforts to comply with all applicable federal and state laws, the Charter and Ordinances of the City of Round Rock, as amended, and with all applicable rules and regulations promulgated by local, state and national boards, bureaus and agencies. B. In accordance with Chapter 2270, Texas Government Code, a governmental entity may not enter into a contract with a company for goods or services unless the contract contains written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel and will not boycott Israel during the term of this contract. The signatory executing this Agreement on behalf of Vendor verifies Vendor does not boycott Israel and will not boycott Israel during the term of this Agreement. 19.01 ASSIGNMENT AND DELEGATION The parties each hereby' bind themselves, their successors, assigns and legal representatives to each other with respect to the terms of this Agreement. Neither party shall assign, sublet or transfer any interest in this Agreement without prior written authorization of the other party. 20.01 NOTICES All notices and other communications in connection with this Agreement shall be in writing and shall be considered given as follows: When delivered personally to the recipient's address as stated in this Agreement; or 2. Three (3) days after being deposited in the United States mail, with postage prepaid to the recipient's address as stated in this Agreement. Notice to Vendor: Matera Paper Company, Inc. d/b/a Ferguson Facilities 13500 Immanuel Road Pflugerville, Texas 78660 Notice to City: City Manager Stephan L. Sheets, City Attorney 221 East Main Street AND TO: 309 East Main Street Round Rock, TX 78664 Round Rock, TX 78664 Nothing contained herein shall be construed to restrict the transmission of routine communications between representatives of City and Vendor. 21.01 APPLICABLE LAW; ENFORCEMENT AND VENUE This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 7 22.01 EXCLUSIVE AGREEMENT This document, and all appended documents, constitutes the entire Agreement between Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of the parties hereto in writing, duly authorized by action of the City Manager or City Council. 23.01 DISPUTE RESOLUTION City and Vendor hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 24.01 SEVERABILITY The invalidity, illegality, or unenforceability of any provision of this Agreement or the occurrence of any event rendering any portion or provision of this Agreement void shall in no way affect the validity or enforceability of any other portion or provision of this Agreement. Any void provision shall be deemed severed from this Agreement, and the balance of this Agreement shall be construed and enforced as if this Agreement did not contain the particular portion or provision held to be void. The parties further agree to amend this Agreement to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Agreement from being void should a provision which is of the essence of this Agreement be determined void. 25.01 MISCELLANEOUS PROVISIONS Standard of Care. Vendor represents that it employs trained, experienced and competent persons to perform all of the services, responsibilities and duties specified herein and that such services, responsibilities and duties shall be performed in a manner according to generally accepted industry practices. Time is of the Essence. Vendor understands and agrees that time is of the essence and that any failure of Vendor to fulfill obligations for each portion of this Agreement within the agreed timeframes will constitute a material breach of this Agreement. Vendor shall be fully responsible for its delays or for failures to use best efforts in accordance with the terms of this Agreement. Where damage is caused to City due to Vendor's failure to perform in these circumstances, City may pursue any remedy available without waiver of any of City's additional legal rights or remedies. Force Majeure. Neither City nor Vendor shall be deemed in violation of this Agreement if it is prevented from performing any of its obligations hereunder by reasons for which it is not responsible as defined herein. However, notice of such impediment or delay in performance must be timely given and all reasonable efforts undertaken to mitigate its effects. Multiple Counterparts. This Agreement may be executed in multiple counterparts, any one of which shall be considered an original of this document; and all of which, when taken together, shall constitute one and the same instrument. IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates indicated. City of Round Rock, Texas By: Printed Name: Title: Date Signed: _ Attest: By: Sara L. White, City Clerk For City, Approved as to Form: By: Stephan L. Sheets, City Attorney Matera Pap o any, Inc. By: Printed Name: h/lm Title:F,,4 Date Signed: Board' Proposal Invitation No. 569 -18 -Custodial Supplies and Equipment (Catalogs/Pricellsts must be submitted with Pmoosal or Pmnosal will nor Ica rn—irlararl: N NOTE 1: Vendors proposing various manufacturer product lines per line item on the Proposal Specification Form must submit the information as follows or proposal may not be considered: CIManufacturers shall be listed In alphabetical order a/endor's must list one specific percentage discount for each Manufacturer listed. If a vendor's response to Proposal Specification Form states "please see attachment sheet," all manufacturers listed on the attachment sheet must indicate per manufacturer the line item that correlates to Proposal Specification Form or Vendor's proposal may not be considered. Item State Percesnt (%) of No. Short Description Full Desai on Discount off Catalog/ Pricellst' State Name of Calm Prlcellsta ExcetliXfoins to Discount EquIpment Products and Supplies Discount (%) Off Please state the discount (%) off catalog/pricellst for Custodial MATERA I Catalog/Pricelist for Paper Products and Dispensers (Roll towels, multi -fold towels, 20CATALOG 2018 Custodial Paper Products tissue, similar related products). Catalog/Pricelirt MUST be Included or % and Dispensers proposal will not be considered. 2 Discount (%) off Catalog/Pricelist Please state the discount (%) off catalog/pricellst for CustodialMATERA 15 for Chemicals. Catalog/Pricelist MUST be Included or proposal will not be % CATALOG 2018 Custodial Chemicals considered. 3 Discount (%) Off Catalog/Pricelist for Please state the discount (%) off catalog/pricelist for Custodial 20 MATERA CATALOG Custodial Leaning Cleaning Supplies. Catalog/Prtceibd MUST be Included or proposal will 2018 Supplies not be considered. Discount (%) Off 4 Catalog/Pricelist for Please state the discount (%) off catalog/prlceilst for Custodial No Charge Custodial Chemical Chemical Dispensing Systems, catalog/pricdist MUST be included or Dispensing Systems proposal will not be considered' 5 Discount (%) Off Catalog/Pricelist for Floor Please state the discount (%) off catalog/pricelist for Floor 2Q MATERA Maintenance and Maintenance and Custodial Equipment catalog/Prioalist MUST be o� CATALOG 2018 Custodial Equipment included or proposal will not be considered. I'RVE05AL NOTE 1. Catalogs/Prfcelists are required to be submitted with Proposal Page 43 of 65 PROPOSAL SPeC71CATMm Fmm Exhibit "A" Board' Proposal Invitation No. 569 -18 -Custodial Supplies and Equipment (Catalogs/Prlcelists must be submitted with Proposal or Proposal will not be considerndl_I PROPOSAL NOTE 1. Catalogs/Pricellsts are required to be submitted with Proposal Page 44 of 65 PROPOSAL SMCUXXAMN FORM Exhibit "A" State Percent (%) of Item No. Short Description Full Description Discount off Ca}a Pricelisti State Name of Cate Primes Exceptions to Dunt Discount (%) Off Please state the discount (%) off catalog/priceilst for Soap and 15 MATERA 6 Catalog/Pricellst for Soap Skincare Products. rataiog/priaefist Must be Induded or proposal will % CATALOG 2018 and Skincare Products not be considered. Discount (%) Off Please state the discount (%) off catalog/prlcelist for Trash1 5 MATERA 7 Catalog/Pricelist for Receptacles. Catalog/Prioelist MUST be Included or proposal will not be % CATALOG 2018 Trash Receptacles considered. B Discount (%) Off Catalog/Pricelist for Can Please state the discount % off catalo willinnot be 20 % MATERA CATALOG 2018 finers Catalog/Pricellst MUST be Included or proposal consider Discount (%) Off Catalog/Pricelist for Please state the discount % off catalog/pricelist for Di ( ) sposable1 5 MATERA 9 Disposable Food Service Food Service and Breakroom Supplies. catatog/prloaiist Musr be % CATALOG 2018 and Breakroom Supplies included or proposal will not be considered. Discount (%) Off Please state the discount (%) off catalog/pricellst for CustodialMATERA 15 10 Catalog/Pricelist for Safety Products. Catalog/Prtcallst MUST be Induded or proposal wel not % CATALOG 2018 Custodial Safety Products be considered. 11 Discount (%) Off Catalog/Pricelist for Floor Please state the discount (%) off catalog/pricelist for Floor Mats. 15 MATERA Mats Catalog/Pricellit MUST be Induded or proposal will not be considered. % CATALOG 2018 Discount (%) Off MATERA Catalog/Pricelist for Please state the dismount (%) off catalog/pricelist for Repair Parts1 5 CATALOG 2018 12 Repair Parts for Floor for Floor Maintenance and Custodial Equipment. catalog/prloaget % Maintenance and MUST be Induded or proposal will not be considered.. sid Custodial Equipment PROPOSAL NOTE 1. Catalogs/Pricellsts are required to be submitted with Proposal Page 44 of 65 PROPOSAL SMCUXXAMN FORM Exhibit "A" Board' Proposal Invitation No. 569 -18 -Custodial Supplies and Equipment (Catalogs/Pricelists must be submitted with Proposal or Prnnpaal will nnr ho —d.f—Ai N Item State Percent (%) of No. Short Description Full Desai Discount off Cate Priceiist, Siete Name of Catal prkellet, Exceptions to Discount MATERA 13 Discount (%) Off Please state the discount (%) off catalog/pricellst for All OtherC 5 CATALOG 2016 Catalog/Priceiist for All Custodial Products. Caaiog/PrIcdist MUST be included or proposal will % Other Custodial Products not be considered. Detailed Exceptions to Installation and ePaIr Service Not to Exceed Hourly Information on Hourly Labor tabor Rate Hourly Labor Rate —Rate Not to Exceed Hourly NO CHARGE Labor Rate for Hourly Labor Rate for Installation/ Repair Service of Custodial65. oo iF EQUIPMENT 14 Installation/ Repair Equipment and Products — State the Not to Exceed hourly labor $ /Hour Service of Custodial rate for Installatlon/Repair Service of Equipment and Products. IS UNDER Equipment and Products WARRANTY PROPQSAL hM 1. CatalogsVPricelists are required to be submitted with Proposal Page 45 or 65 PROPOSAL SPECOXAT10N FORM Exhibit "A"