HomeMy WebLinkAboutContract 49895 CITY SECRETARY I )
CONTRACT NO._ -1
NJPA PROGRAM AGREEMENT
This NJPA Program.Agreement("Program Agreement") by and between The City of Fort Worth, a
Texas home rule municipal corporation (`Buffer") and Staples Contract & Commercial, Inc., operating as
Staples Business Advantage ("Staples")) is made effective as of 10/10/2017 (the Program Agreement
Effective Date") and is attached to and governed by the NJPA Agreement(s) specifically marked and
identified in Section 3.2 below ("NJPA Agreement(s)") between Staples and NJPA. Buyer and Staples are
collectively referred to herein as the "Parties". All capitalized terms used herein shall have the meaning
assigned to them in the NJPA Agreement unless otherwise defined herein.
WHEREAS, Buyer, a member of NJPA (as defined below), and Staples desire to enter into this
Program Agreement pursuant to which Buyer may participate in the NJPA Program to purchase Products(as
defined below).
NOW, THERFORE, in consideration of the foregoing mutual promises and covenants contained
herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged,the Parties hereby agree as follows:
1.0 Previous Prop-ram Avreement(s). The Parties acknowledge and agree that this Program Agreement
shall replace and supersede any previous Program Agreement including any amendments attached thereto as
of the Program Agreement Effective Date set forth in paragraph 1 above.
2.0 Term. The term of this Program Agreement with respect to Buyer shall commence on the Program
Agreement Effective Date and shall terminate upon the earlier of(i) termination or expiration of the NJPA
Agreement,or(ii)the date at which Buyer ceases to be a Member of NJPA("Program Agreement Term"). In
the event that the Program Agreement terminates or expires pursuant to (i) or (ii) above, Staples agrees to
offer Buyer the option to enter into a separate agreement with Staples only, provided, however, Staples and
Buyer mutually agree upon the terms and conditions of such separate agreement.
3.0 Definitions.
3.1 NJPA. The National Joint Powers Alliance® (NJPA) is public agency serving as a national
government/education contracting agency. NJPA was created and organized under the
"Service Cooperative" section of the Minnesota Statute, M.S. 123A.21.NJPA is governed by
publicly elected officials while cooperatively serving all municipal and educational agencies
nationally under the authority of the Minnesota Joint Exercise of Powers laws M.S. 471.59.
3.2 NJPA Pro rg am. The specific program(s)checked below:
X Office Supplies Program. Office, school, and other workplace-related supplies and
services offered for sale by Staples to NJPA members that are included in the NJPA
purchasing program for office, school, and other workplace-related supplies and
services pursuant to RFP award #010615-SCC as amended from time to time or any
future equivalent IFB/RFP for office supplies awarded to Staples.
Furniture Program. Furniture with related accessories and services offered for sale by
Staples to NJPA members that are included in the purchasing program for furniture with
S4 56 7 related accessories and services pursuant to RFP award 4031715-SCC as amended from
time to time or any future equivalent IFB/RFP for furniture awarded to Staples.
RECEIVED Janitorial Supplies Program. Janitorial supplies and related custodial products offered
°'' for sale by Staples to NJPA members that are included in the N
`_ NOV 2011 ` for janitorial supplies and related custodial products pursuant to RFP award
04
CV0VTORTWORV OFFICIAL RECORD
CITY SECRETARY CITY SECRETARY
ms`s ti FT.WORTH,TX
#110415-SCC as amended from time to time or any future equivalent IFB/RFP for
janitorial supplies awarded to Staples.
3.3 Products. All items included in the NJPA Program that Buyer purchases or may purchase
from Staples Business Advantage.
4.0 Buyer Representations and Warranties. Buyer hereby represents and warrants that:
4.1 it is a governmental entity as defined in Minnesota Statute 471.59 or it is a nonpublic school
administrative unit or non-profit eligible to participate in the NJPA Program pursuant to
Minnesota Statute 123a.21;
4.2 it is an NJPA member and will maintain its NJPA membership during the Program
Agreement Term;
4.3 it has the local legal ability to recognize and participate in joint exercise of powers activities
under the applicable state and federal procurement laws;and
4.4 as a member of NJPA, Buyer may participate in the NJPA Program, provided, however,
Buyer acknowledges that it (i) will be bound in all respects by the terms and conditions of
the NJPA Agreement and terms and conditions of this Program Agreement
5.0 Prices. Prices for Products are available at the time of purchase on
www.StaplesAdvantage.com or as otherwise provided by the NJPA Program.
6.0 Rebates.
6.1 Buyer agrees that in lieu of receiving the standard annual NJPA volume rebate, Buyer will
receive a 5% discount from the unit price of those items purchased by Buyer that are on the
Buyers' Core List,the NJPA Hot List, and the NJPA Core List. For the avoidance of doubt,
the aforesaid discount shall not apply to any item that is not on the NJPA Hot List, or the
NJPA Core List. These excluded items include, but are not limited to; wholesaler-sourced
products, non-stock or special order items such as furniture, custom print items, custom
promotional products,and retail store purchases.
6.2 Payment of all discounts, incentives and/or rebates paid hereunder is contingent upon Buyer
paying all invoices within the agreed-upon payment terms.
7.0 Conflict. In the event of conflict between this Program Agreement and the NJPA Agreement,
the terms and conditions of this Program Agreement shall control.
8.0 Termination. Either Party may terminate this Program Agreement for any reason upon at
least thirty(30)calendar days' prior written notice to the other Party.
IN WITNESS WHEREOF, the Parties have executed this Program Agreement under seal as of
the Program Agreement Effective Date.
City of Fort Worth STAPLES C CT& COMMERCIAL,INC.
By its au d age By its a prized nt:
f!e)
( gnature)
,
Name:='-Ass rk tManC s Name: 110�r1 Q3el \h
Title:Assistant City Manager Title: V? So&c5
Date: � I X17 Date: �0 1301 ZO 1-1
Wr NoUM Address for Notices:
1 . Staples Contract&Commercial,Inc.
500 Staples Drive
Framingham,MA 01702 + -
ATTN: ��e x�,.� �ax-,C"\
Telephone:
Telephone: ��� _, �7
Facsimile:
Facsimile:
Email: Email:
with a copy to: General Counsel(Ref: )
APPROVAL RECOMMENDED:
By:
Name: �\0.rzn-\ -16wo-S
Title:
��R.. �2
ATTEST: O� .
By: * ?2
]Name:
Title: City Secretary �XAS
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
By: _
Name:
Title: (—\aJSys�vW* r-C(-Nlry('
APPROVED AS TO FORM AND LEGALITY:
By:
Name: ►A•MAq
Title: Assistant City Attorney
CONTRA'':A UT'HORIZATION:
-
M&C: 1 —17117'-
Addendum A
CITY OF FORT WORTH,TEXAS
STANDARD PURCHASING TERMS AND CONDITIONS
1.0 DEFINITION OF BUYER
The City of Fort Worth, its officers, agents, servants, authorized employees, vendors and
subvendors who act on behalf of various City departments,bodies or agencies.
2.0 DEFINITION OF SELLER
The consultant, Contractor(s), supplier, Contractor(s)or other provider of goods and/or services, its
officers,agents,servants, employees,vendors and subvendors who act on behalf of the entity under
a contract with the City of Fort Worth.
3.0 PUBLIC INFORMATION
Any information submitted to the City of Fort Worth (the "City") may be requested by a member
of the public under the Texas Public Information Act. See TEx. GOVT CODE ANN. §§ 552.002,
552.128(c)(West Supp. 2006). If the City receives a request for a Seller's proprietary information,
the Seller listed in the request will be notified and given an opportunity to make arguments to the
Texas Attorney General's Office (the "AG") regarding reasons the Seller believes that its
information may not lawfully be released. If Seller does not make arguments or the AG rejects the
arguments Seller makes, Seller's information will be released without penalty to the City.
4.0 PROHIBITION AGAINST PERSONAL INTEREST IN CONTRACTS
No officer or employee of Buyer shall have a financial interest, direct or indirect, in any contract
with Buyer or be financially interested, directly or indirectly, in the sale to Buyer of any land,
materials, supplies or services, except on behalf of Buyer as an officer or employee. Any willful
violation of this section shall constitute malfeasance in office, and any officer or employee found
guilty thereof shall thereby forfeit his office or position. Any violation of this section with the
knowledge, expressed or implied, of the person or corporation contracting with the City Council
shall render the contract invalid by the City Manager or the City Council. (Chapter XXVII, Section
16, City of Fort Worth Charter)
5.1 ORDERS
5.2 No employees of the Buyer or its officers, agents, servants,vendors or subvendors who act
on behalf of various City departments,bodies or agencies are authorized to place orders for
goods and/or services without providing approved contract numbers, purchase order
numbers, or release numbers issued by the Buyer.The only exceptions are Purchasing Card
orders and emergencies pursuant to Texas Local Government Code Section 252.022(a)(1),
(2), or (3). In the case of emergencies, the Buyer's Purchasing Division will place such
orders.
5.3 Acceptance of an order and delivery on the part of the Seller without an approved contract
number, purchase order number, or release number issued by the Buyer may result in
rejection of delivery,return of goods at the Seller's cost and/or non-payment.
6.0 SELLER TO PACKAGE GOODS
Seller will package goods in accordance with good commercial practice. Each shipping container,
shall be clearly and permanently marked as follows: (a) Seller's name and address: (b)Consignee's
name, address and purchase order or purchase change order number; (c) Container number and
total number of containers, e.g., box 1 of 4 boxes; and (d) Number of the container bearing the
packing slip. Seller shall bear the cost of packaging unless otherwise provided. Goods shall be
suitably packed to secure lowest transportation costs and to conform to requirements of common
carriers and any applicable specifications. Buyer's count or weight shall be final and conclusive on
shipments not accompanied by packing lists.
7.0 SHIPMENT UNDER RESERVATION PROHIBITED
Seller is not authorized to ship the goods under reservation, and no tender of a bill of lading will
operate as a tender of goods.
8.0 TITLE AND RISK OF LOSS
The title and risk of loss of the goods shall not pass to Buyer until Buyer actually receives and
takes possession of the goods at the point or points of delivery after inspection and acceptance of
the goods.
9.0 DELIVERY TERMS AND TRANSPORTATION CHARGES
Freight terms shall be F.O.B. Destination, Freight Prepaid and Allowed, unless delivery terms are
specified otherwise in Seller's proposals. Buyer agrees to reimburse Seller for transportation costs
in the amount specified in Seller's proposals or actual costs, whichever is lower, if the quoted
delivery terms do not include transportation costs;provided,Buyer shall have the right to designate
what method of transportation shall be used to ship the goods.
10.0 PLACE OF DELIVERY
The place of delivery shall be set forth in the "Ship to" block of the purchase order, purchase
change order,or release order.
11.0 RIGHT OF INSPECTION
Buyer shall have the right to inspect the goods upon delivery before accepting them. Seller shall be
responsible for all charges for the return to Seller of any goods rejected as being nonconforming
under the specifications.
12.1 INVOICES
12.2 Seller shall submit separate invoices in duplicate, on each purchase order or purchase
change order after each delivery. Invoices shall indicate the purchase order or purchase
change order number. Invoices shall be itemized and transportation charges,if any,shall be
listed separately. A copy of the bill of lading and the freight waybill, when applicable,
should be attached to the invoice. Seller shall mail or deliver invoices to Buyer's
Department and address as set forth in the block of the purchase order, purchase change
order or release order entitled "Ship to." Payment shall not be made until the above
instruments have been submitted after delivery and acceptance of the goods and/or
services.
12.3 Seller shall not include Federal Excise, State or City Sales Tax in its invoices. The Buyer
shall furnish a tax exemption certificate upon Seller's request.
13.1 PRICE WARRANTY
13.2 The price to be paid by Buyer shall be that contained in Seller's proposals which Seller
warrants to be no higher than Seller's current prices on orders by others for products and
services of the kind and specification covered by this agreement for similar quantities
under like conditions and methods of purchase. In the event Seller breaches this warranty,
the prices of the items shall be reduced to the prices contained in Seller's proposals, or in
the alternative upon Buyer's option, Buyer shall have the right to cancel this contract
without any liability to Seller for breach or for Seller's actual expense. Such remedies are
in addition to and not in lieu of any other remedies which Buyer may have
in law or equity.
13.3 Seller warrants that no person or selling agency has been employed or retained to solicit or
secure this contract upon an agreement or understanding for commission, percentage,
brokerage or contingent fee, excepting employees of an established commercial or selling
agency that is maintained by Seller for the purpose of securing business. For breach or
violation of this warranty,Buyer shall have the right,in addition to any other right or rights
arising pursuant to said purchase(s), to cancel this contract without liability and to deduct
from the contract price such commission percentage, brokerage or contingent fee, or
otherwise to recover the full amount thereof.
14.0 PRODUCT WARRANTY
Seller shall not limit or exclude any express or implied warranties and any attempt to do so shall
render this contract voidable at the option of Buyer. Seller warrants that the goods furnished will
conform to Buyer's specifications, drawings and descriptions listed in the proposal invitation, and
the sample(s) furnished by Seller, if any. In the event of a conflict between Buyer's specifications,
drawings,and descriptions,Buyer's specifications shall govern.
15.0 SAFETY WARRANTY
Seller warrants that the product sold to Buyer shall conform to the standards promulgated by the
U.S. Department of Labor under the Occupational Safety and Health Act (OSHA) of 1970, as
amended. In the event the product does not conform to OSHA standards, Buyer may return the
product for correction or replacement at Seller's expense. In the event Seller fails to make
appropriate correction within a reasonable time, any correction made by Buyer will be at Seller's
expense. Where no correction is or can be made, Seller shall refund all monies received for such
goods within thirty (30) days after request is made by Buyer in writing and received by Seller.
Notice is considered to have been received upon hand delivery, or otherwise in accordance with
Section 29.0 of these terms and conditions. Failure to make such refund shall constitute breach and
cause this contract to terminate immediately.
16.0 SOFTWARE LICENSE TO SELLER
If this purchase is for the license of software products and/or services,and unless otherwise agreed,
Seller hereby grants to Buyer, a perpetual, irrevocable, non-exclusive, nontransferable, royalty free
license to use the software. This software is "proprietary"to Seller, and is licensed and provided to
the Buyer for its sole use for purposes under this Agreement and any attached work orders or
invoices. The City may not use or share this software without permission of the Seller; however
Buyer may make copies of the software expressly for backup purposes.
17.1 WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY
17.2 The SELLER warrants that all Deliverables, or any part thereof, furnished hereunder,
including but not limited to: programs, documentation, software, analyses, applications,
methods, ways, and processes (in this Section each individually referred to as a
"Deliverable" and collectively as the "Deliverables,") do not infringe upon or violate any
patent, copyrights, trademarks, service marks, trade secrets, or any intellectual property
rights or other third party proprietary rights, in the performance of services under this
Agreement.
17.3 SELLER shall be liable and responsible for any and all claims made against the City for
infringement of any patent, copyright, trademark, service mark, trade secret, or other
intellectual property rights by the use of or supplying of any Deliverable(s) in the course of
performance or completion of, or in any way connected with providing the services, or the
City's continued use of the Deliverable(s)hereunder.
17.4 SELLER agrees to indemnify, defend, settle, or pay, at its own cost and expense,
including the payment of attorney's fees, any claim or action against the City for
infringement of any patent,copyright,trade mark,service mark,trade secret,or other
intellectual property right arising from City's use of the Deliverable(s), or any part
thereof, in accordance with this Agreement, it being understood that this agreement to
indemnify, defend, settle or pay shall not apply if the City modifies or misuses the
Deliverable(s). So long as SELLER bears the cost and expense of payment for claims
or actions against the City pursuant to this section 17, SELLER shall have the right to
conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, City shall have
the right to fully participate in any and all such settlement, negotiations, or lawsuit as
necessary to protect the City's interest, and City agrees to cooperate with SELLER in
doing so. In the event City, for whatever reason, assumes the responsibility for
payment of costs and expenses for any claim or action brought against the City for
infringement arising under this Agreement, the City shall have the sole right to
conduct the defense of any such claim or action and all negotiations for its settlement
or compromise and to settle or compromise any such claim; however, SELLER shall
fully participate and cooperate with the City in defense of such claim or action. City
agrees to give SELLER timely written notice of any such claim or action,with copies of
all papers City may receive relating thereto. Notwithstanding the foregoing,the City's
assumption of payment of costs or expenses shall not eliminate SELLER's duty to
indemnify the City under this Agreement. If the Deliverable(s), or any part thereof, is
held to infringe and the use thereof is enjoined or restrained or, if as a result of a
settlement or compromise, such use is materially adversely restricted, SELLER shall,
at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it
non-infringing, provided that such modification does not materially adversely affect
City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s) with
equally suitable, compatible, and functionally equivalent non-infringing Deliverable(s)
at no additional charge to City; or (d) if none of the foregoing alternatives is
reasonably available to SELLER, terminate this Agreement, and refund all amounts
paid to SELLER by the City,subsequent to which termination City may seek any and
all remedies available to City under law.
18.0 OWNERSHIP OF WORK PRODUCT
Seller agrees that any and all analyses, evaluations, reports, memoranda, letters, ideas, processes,
methods, programs, and manuals that were developed, prepared, conceived, made or suggested by
the Seller for the City pursuant to a Work Order, including all such developments as are originated
or conceived during the term of the Contract and that are completed or reduced to writing thereafter
(the"Work Product")and Seller acknowledges that such Work Product may be considered"work(s)
made for hire" and will be and remain the exclusive property of the City. To the extent that the
Work Product, under applicable law, may not be considered work(s) made for hire, Seller hereby
agrees that this Agreement effectively transfers, grants, conveys, and assigns exclusively to Buyer,
all rights, title and ownership interests, including copyright, which Seller may have in any Work
Product or any tangible media embodying such Work Product, without the necessity of any further
consideration, and Buyer shall be entitled to obtain and hold in its own name, all Intellectual
Property rights in and to the Work Product. Seller for itself and on behalf of its vendors hereby
waives any property interest in such Work Product.
19.0 NETWORK ACCESS
The City owns and operates a computing environment and network(collectively the "Network"). If
Seller requires access, whether onsite or remote, to the City's network to provide services
hereunder, and the Seller is required to utilize the Internet, Intranet, email, City database, or other
network application, Seller shall separately execute the City's Network Access Agreement prior to
providing such services. A copy of the City' s standard Network Access Agreement can be
provided upon request.
20.0 CANCELLATION
Buyer shall have the right to cancel this contract immediately for default on all or any part of the
undelivered portion of this order if Seller breaches any of the terms hereof, including warranties of
Seller. Such right of cancellation is.in addition to and not in lieu of any other remedies, which
Buyer may have in law or equity.
21.0 TERMINATION
The performance of work or purchase of goods under this order may be terminated in whole or in
part by Buyer,with or without cause,at any time upon the delivery to Seller of a written "Notice of
Termination" specifying the extent to which performance of work or the goods to be purchased
under the order is terminated and the date upon which such termination becomes effective. Such
right of termination is in addition to and not in lieu of any other termination rights of Buyer as set
forth herein.
22.0 ASSIGNMENT/DELEGATION
No interest, obligation or right of Seller, including the right to receive payment, under this contract
shall be assigned or delegated to another entity without the express written consent of Buyer. Any
attempted assignment or delegation of Seller shall be wholly void and totally ineffective for all
purposes unless made in conformity with this paragraph. Prior to Buyer giving its consent, Seller
agrees that Seller shall provide, at no additional cost to Buyer, all documents, as determined by
Buyer, that are reasonable and necessary to verify Seller's legal status and transfer of rights,
interests, or obligations to another entity. The documents that may be requested include, but are not
limited to,Articles of Incorporation and related amendments, Certificate of Merger, IRS Form W-9
to verify tax identification number, etc. Buyer reserves the right to withhold all payments to any
entity other than Seller, if Seller is not in compliance with this provision. If Seller fails to provide
necessary information in accordance with this section, Buyer shall not be liable for any penalties,
fees or interest resulting therefrom.
23.0 WAIVER
No claim or right arising out of a breach of this contract can be discharged in whole or in part by a
waiver or renunciation of the claim or right unless the waiver or renunciation is supported by
consideration in writing and is signed by the aggrieved party.
24.0 MODIFICATIONS
This contract can be modified or rescinded only by a written agreement signed by both parties.
25.0 THE AGREEMENT
In the absence of an otherwise negotiated contract, or unless stated otherwise, the Agreement
between Buyer and Seller shall consist of these Standard Terms and Conditions together with any
applicable proposal documents published by the Buyer and Seller's Response to such proposal(the
"contract documents"). This Agreement is intended by the parties as a final expression of their
agreement and is intended also as a complete and exclusive statement of the terms of their
agreement. No course of prior dealings between the parties and no usage of trade shall be relevant
to supplement or explain any term used in this Agreement. Acceptance of or acquiescence in a
course of performance under this Agreement shall not be relevant to determine the meaning of this
Agreement even though the accepting or acquiescing party has knowledge of the performance and
opportunity for objection. Whenever a term defined by the Uniform Commercial Code (UCC) is
used in this Agreement,the definition contained in the UCC shall control. In the event of a conflict
between the contract documents, the order of precedence shall be these Standard Terms and
Conditions, the Buyer's published proposal documents and the Seller's response. If Buyer and
Seller have otherwise negotiated a contract,this Agreement shall not apply.
26.0 APPLICABLE LAW/VENUE
This agreement shall be governed by the Uniform Commercial Code wherever the term "Uniform
Commercial Code" or "UCC" is used. It shall be construed as meaning the Uniform Commercial
Code as adopted and amended in the State of Texas. Both parties agree that venue for any litigation
arising from this contract shall be in Fort Worth, Tarrant County, Texas. This contract shall be
governed,construed and enforced under the laws of the State of Texas.
27.0 INDEPENDENT CONTRACTORS)
Seller shall operate hereunder as an independent Contractor(s)and not as an officer, agent, servant
or employee of Buyer. Seller shall have exclusive control of, and the exclusive right to control,the
details of its operations hereunder, and all persons performing same, and shall be solely responsible
for the acts and omissions of its officers, agents, employees,vendors and subvendors. The doctrine
of respondeat superior shall not apply as between Buyer and Seller, its officers, agents, employees,
vendors and subvendors. Nothing herein shall be construed as creating a partnership or joint
enterprise between Buyer and Seller, its officers,agents,employees,vendors and subvendors.
28.1 LIABILITY AND INDEMNIFICATION.
28.2 LIABILITY - SELLER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED
BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF SELLER, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
28.3 INDEMNIFICATION - SELLER HEREBY COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY (ALSO REFERRED
TO AS BUYER), ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND
OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER
PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS
TO SELLER'S BUSINESS,AND ANY RESULTING LOST PROFITS)PERSONAL
INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES
FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING
OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT
CAUSED BY THE ACTS OR OMISSIONS OF SELLER, ITS OFFICERS,
AGENTS,SUBCONTRACTOR(S)S, SERVANTS OR EMPLOYEES.
29.0 SEVERABTLTTY
In case any one or more of the provisions contained in this agreement shall for any reason, be held
to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability
shall not affect any other provision of this agreement, which agreement shall be construed as if
such invalid,illegal or unenforceable provision had never been contained herein.
30.0 FISCAL FUNDING LIMITATION
In the event no funds or insufficient funds are appropriated and budgeted in any fiscal period for
payments due under this contract,then Buyer will immediately notify Seller of such occurrence and
this contract shall be terminated on the last day of the fiscal period for which funds have been
appropriated without penalty or expense to Buyer of any kind whatsoever, except to the portions of
annual payments herein agreed upon for which funds shall have been appropriated and budgeted or
are otherwise available.
31.0 NOTICES TO PARTIES
Notices addressed to Buyer pursuant to the provisions hereof shall be conclusively determined to
have been delivered three (3) business days following the day such notice is deposited in the
United States mail, in a sealed envelope with sufficient postage attached, addressed to Purchasing
Manager, City of Fort Worth, Purchasing Division, 200 Texas Street, Fort Worth, Texas 76102.
Notices to Seller shall be conclusively determined to have been delivered three (3) business days
following the day such notice is deposited in the United States mail, in a sealed envelope with
sufficient postage attached, addressed to the address given by Seller in its response to Buyer's
invitation to proposals.Or if sent via express courier or hand delivery,notice is considered received
upon delivery.
32.0 NON-DISCRIMINATION
This contract is made and entered into with reference specifically to Chapter 17, Article III,
Division 3 ("Employment Practices"), of the City Code of the City of Fort Worth (1986), as
amended, and Seller hereby covenants and agrees that Seller, its employees, officers, agents,
vendors or subvendors, have fully complied with all provisions of same and that no employee,
participant, applicant, Contractor(s)or subContractor(s)has been discriminated against according to
the terms of such Ordinance by Seller, its employees, officers, agents, Contractor(s)or subvendors
herein.
33.0 IMMIGRATION NATIONALITY ACT
City actively supports the Immigration & Nationality Act (INA) which includes provisions
addressing employment eligibility, employment verification, and nondiscrimination. Vendor shall
verify the identity and employment eligibility of all employees who perform work under this
Agreement. Vendor shall complete the Employment Eligibility Verification Form (I-9), maintain
photocopies of all supporting employment eligibility and identity documentation for all employees,
and upon request, provide City with copies of all 1-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Vendor shall
establish appropriate procedures and controls so that no services will be performed by any
employee who is not legally eligible to perform such services. Vendor shall provide City with a
certification letter that it has complied with the verification requirements required by this
Agreement. Vendor shall indemnify City from any penalties or liabilities due to violations of this
provision. City shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
34.0 HEALTH. SAFETY.AND ENVIRONMENTAL REQUIREMENTS
Services, products, materials, and supplies provided by the Seller must meet or exceed all
applicable health, safety, and the environmental laws, requirements, and standards. In addition,
Seller agrees to obtain and pay, at its own expense, for all licenses, permits, certificates, and
inspections necessary to provide the products or to perform the services hereunder. Seller shall
indemnify Buyer from any penalties or liabilities due to violations of this provision. Buyer shall
have the right to immediately terminate this Agreement for violations of this provision by Seller.
35.0 RIGHT TO AUDIT
Seller agrees that the Buyer, or Buyer's authorized representative, shall, until the expiration of
three (3) years after final payment under this contract, and at no additional cost to Buyer, have
access to and the right to examine and copy any directly pertinent books, computer disks, digital
files, documents, papers and records of the Seller involving transactions relating to this contract,
including any and all records maintained pursuant to Section 31 of this Agreement. Seller agrees
that the Buyer shall have access,during normal working hours,to all necessary Seller facilities,and
shall be provided adequate and appropriate workspace, in order to conduct audits in compliance
with the provisions of this section. Buyer shall pay Seller for reasonable costs of any copying in
accordance with the standards set forth in the Texas Administrative Code. The Buyer shall give
Seller reasonable advance written notice of intended audits,but no less than ten(10)business days.
36.0 DISABILITY
In accordance with the provisions of the Americans With Disabilities Act of 1990 (ADA), Seller
warrants that it and any and all of its subvendors will not unlawfully discriminate on the basis of
disability in the provision of services to general public, nor in the availability, terms and/or
conditions of employment for applicants for employment with, or employees of Seller or any of its
subvendors. Seller warrants it will fully comply with ADA's provisions and any other applicable
federal, state and local laws concerning disability and will defend, indemnify and hold Buyer
harmless against any claims or allegations asserted by third parties or subvendors against Buyer
arising out of Seller's and/or its subvendor's alleged failure to comply with the above-referenced
laws concerning disability discrimination in the performance of this agreement.
37.0 DISPUTE RESOLUTION
If either Buyer or Seller has a claim, dispute, or other matter in question for breach of duty,
obligations, services rendered or any warranty that arises under this Agreement, the parties shall
first attempt to resolve the matter through this dispute resolution process. The disputing party shall
notify the other party in writing as soon as practicable after discovering the claim, dispute, or
breach. The notice shall state the nature of the dispute and list the party's specific reasons for such
dispute. Within ten(10)business days of receipt of the notice,both parties shall make a good faith
effort, either through email, mail,phone conference, in person meetings,or other reasonable means
to resolve any claim, dispute, breach or other matter in question that may arise out of, or in
connection with this Agreement. If the parties fail to resolve the dispute within sixty (60) days of
the date of receipt of the notice of the dispute, then the parties may submit the matter to non-
binding mediation upon written consent of authorized representatives of both parties in accordance
with the Industry Arbitration Rules of the American Arbitration Association or other applicable
rules governing mediation then in effect. If the parties cannot resolve the dispute through
mediation, then either party shall have the right to exercise any and all remedies available under
law regarding the dispute.
38.0 PROHIBITION ON INVESTMENT IN COMPANIES THAT BOYCOTT ISRAEL
Seller acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the
City is prohibited from entering into a contract with a company for goods or services unless the
contract contains a written verification from the company that it: (1) does not boycott Israel; and
(2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and
"company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this contract, Seller certifies that Seller's signature provides
written verification to the City that Seller: (1) does not boycott Israel; and (2) will not
boycott Israel during the term of the contract.
[Signature page follows.]
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 11/7/2017
DATE: Tuesday, November 7, 2017 REFERENCE NO.: **P-12122
LOG NAME: 13P17-0485 OFFICE SUPPLIES CC
SUBJECT:
Authorize Agreement with Staples Contract and Commercial Inc., Operating as Staples Advantage, Until
August 1, 2020 Using a National Joint Powers Alliance Cooperative Contract for Office Supplies in an
Amount Up to $1,500,000.00 Per Year and Authorize an Additional One-Year Renewal Option in an
Amount Not to Exceed $1,500,000.00 (ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize an Agreement with Staples Contract and Commercial
Inc., operating as Staples Advantage, until August 1, 2020 using the National Joint Powers Alliance
(NJPA) Cooperative contract number 010615-SCC for office supplies in an amount up to $1,500,000.00
per year and authorize an additional one-year renewal option in an amount not to exceed $1,500,000.00.
DISCUSSION:
All City departments will use this Agreement to purchase office supplies on an as-needed basis. Staples
Advantage (Staples) pricing model is designed to take advantage of an industry-leading assortment of
products, equipment and services. The Agreement includes a large number of net-priced items on the Hot
and Core Lists which facilitate price stability on essential office supplies.
Staff recommends awarding a contract to Staples until August 1, 2020 with one additional one-year option
to renew. The contract price for the services per year would be up to $1,500,000.00 annually. Staples will
apply a five percent rebate for spending over $750,000.00 to all NJPA contract items to bring best pricing
at point of sale.
State law provides that a local government purchasing an item under a cooperative Purchasing
Agreement satisfies state laws requiring that the local government seek competitive bids for purchase of
the item. NJPA contracts have been competitively bid to increase and simplify the purchasing power of
government entities.
M/WBE OFFICE - A waiver of the goal for MBE/SBE subcontracting requirements was requested by the
Purchasing Division and approved by the M/WBE Office, in accordance with the BDE Ordinance, because
the purchase of goods or services is from sources where subcontracting or supplier opportunities are
negligible.
Staff recommends entering into an Agreement with Staples because a price comparison found that pricing
was eight percent lower than current pricing on the City's office supply purchases.
Upon City Council's approval, the Agreement will begin upon execution of the contract.
FISCAL INFORMATION / CERTIFICATION:
Logname: 13P17-0485 OFFICE SUPPLIES CC Page 1 of 2
of the participating department and that prior to an expenditure being made, the department has the
responsibility to validate the availability of funds.
BQN\17-0485\CC
FUND IDENTIFIERS (FIDs):
TO
Fund Departmentccoun Project �Prog ram Activity Budget Reference # mount
ID 1A ID Year (Chartfield 2)
FROM
Fund Departmentccoun Project Program ctivity Budget Reference # Amoun
ID 1A ID Year Chartfield 2)
CERTIFICATIONS:
Submitted for City Manager's Office by: Susan Alanis (8180)
Originating Department Head: Aaron Bovos (8517)
Cynthia Garcia (8525)
Additional Information Contact: Cristina Camarillo (8355)
Logname: 13P17-0485 OFFICE SUPPLIES CC Page 2 of 2
' 1 3--1 a-
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 of 1
Complete Nos,1-4 and 61f there are Interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,S.and 6 N there are no Interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2017-260353
Staples Advantage
Irving,TX United States Date Filed:
2 Name of govemmeni@ entity or state agency that is a party to the contract for which the forms 09/13/2017
being filed.
City of Fort Worth Date Acknowled i el/ I
3 Provide the Identification number used by the governmental entity or state agency to track or Identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract
17-0485
Office Supplies
4 Nature of Interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party.
X
6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct.
TERRI 5 GARRISON -`-
Notary Dubllc-Notary Seal
jackscn Cc•:r,ty--State of Missouri +
Corn�tissi;.n"4-mL^r 17547542 -�
,My CC Mr. Exwiaes Apr 23,2021 --_ zed agent of contracting business entity
AFFIX NOTARY STAMP/SEAL ABOVE C
Sworn to and subscribed before me,by the said �� r\ ✓ ��r �S O n this the I k day of
20to certify which,witness my hand and seal of office.
Son \es rte. n
Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath
Forms provided by Texas Ethics Commission www.ethics.state,tx.us Version V1.0.3337