JOINT
EXERCISE OF POWERS AGREEMENT
AMONG
SPECIFIED PUBLIC EDUCATIONAL
AGENCIES
FOR THE OPERATION OF
A
PURCHASING CONSORTIUM
Pursuant
to the provisions of Title I, Division 7, Chapter 5, Article 1 of the
Government Code of the State of California (commencing with Section 6500
thereof) relating to the joint exercise of common powers, this agreement
is entered into among those public educational agencies which are or may
hereafter become parties to this agreement for the purposes set out
herein.
WITNESSETH
WHEREAS,
the public interest requires and it is to the mutual benefit of the
parties hereto to join together to establish and operate a cooperative
program to purchase materials, supplies, equipment and services; and
WHEREAS,
each of the public education agencies which is a party to the Agreement
has the power to purchase materials, supplies and equipment and services
(public contracts code section 20111); and
WHEREAS,
Title 1, Division 7, Chapter 5 of the California Government Code
authorizes the joint exercise by two or more public agencies of any power
which is common to each of them;
NOW,
THEREFORE, for and in consideration of the mutual benefits, promises and
agreements set forth herein, the parties hereto AGREE as follows:
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DEFINITION
Unless
otherwise stated herein, the following words shall have the meanings
stated:
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"Fiscal
year" means the period of time commencing on July 1 and
ending
on June 30,
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"Party"
means a public educational agency which is a party to this
Agreement;
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"Public
educational agencies" means any school district, community
college district, county board of education/county superintendent of
schools.
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PURPOSE
The
purpose of this Agreement is to exercise the powers to purchase
materials, supplies, equipment and services jointly by combining the
purchasing requirements of each of the parties and thereby enabling them
to order materials and supplies from a contract awarded pursuant to this
Agreement. This purpose will be accomplished and said common powers
exercised in the manner set forth in this Agreement.
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SEPARATE
ENTITY
Pursuant
to Section 6506 of the Act, there is hereby created a public entity,
separate and apart from the parties hereto, to be known as the
"North County Educational Purchasing Consortium" (hereinafter
referred to as the "Consortium"). The debts, liabilities and
obligations of each of the parties shall not constitute debts,
liabilities or obligations of the Consortium.
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TERM
OF AGREEMENT
This
Agreement shall continue in effect until it is rescinded by mutual
consent of the
parties or terminated as herein provided.
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ADMINISTRATION
The
Consortium shall be composed of one representative from each of the
parties. The representative and an alternate shall be designated by
the Governing Board/Administration of the respective parties. The
Consortium shall have a Governing Board comprised of all of its
members. The Board shall be known as the Joint Purchasing Board
(hereinafter "Board").
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The
Board shall perform the following services:
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Meetings:
Meet periodically for the purpose of preparing specifications for
the various types of materials, supplies, equipment and services
which may be jointly purchased and to handle related business. All
meetings of the Board including without limitation regular,
adjourned regular, and special meetings, shall be called, noticed,
held and conducted in accordance with the provisions of the Ralph M.
Brown Act (Gov. Code, S 54950 et seq.).
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Attendance
at Meetings: All duly appointed representatives and alternates shall
be invited to attend all meetings of the consortium.
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Voting
Rights: Each party to this Agreement shall have one seat on the
consortium. A party’s representative or alternate representative
shall be entitled to cast one vote for normal business conducted by
the consortium. A vote may be cast only by the duly appointed
representative who is personally present at the meeting or in
his/her absence by his/her alternate who is personally present at
the meetings. There shall be no proxy votes and no absentee voting.
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Quorum:
A quorum of the Board shall consist of a majority of the
representatives or their alternates.
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Application
to Become Party to this Agreement: Applications of public
educational agencies to become parties to this Agreement shall be
considered by the consortium. The consortium shall recommend the
financial arrangements and contributions to be made by the new
party, and shall by majority vote of those present at a meeting at
which a quorum is present recommend for or against acceptance of the
new party, and shall establish the deadline for action by the
parties.
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Hold
Meetings: Meetings of the consortium shall be held at least every
one hundred twenty (120) days, at a time and place as designated by
the Board.
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Board Officers: The officers of the Board shall consist of a
President, First Vice-President, Second Vice-President and
Secretary. They shall be elected by the consortium from among
themselves on a single vote per representative basis
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Term
of Office: Officers shall be elected once a year on a fiscal year
basis.
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Notice
of Meetings: Notices of meetings shall be sent by mail to each
consortium member.
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Conduct
of Meetings: Unless otherwise determined by the consortium, the
meetings shall be conducted pursuant to the most current edition of
Robert’s Rules of Order.
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Business
of the Consortium: The business of the consortium shall include
review of the administrative operations and administrative budget
under this Agreement, and the making of recommendations with respect
hereto.
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Minutes:
The secretary shall cause to be kept minutes of all meetings of the
Board and shall, as soon as possible after each meeting, cause a
copy of the minutes to be forwarded to each representative.
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Compensation:
No representative or alternate shall receive any compensation or
remuneration from the funds contributed by the parties under this
Agreement.
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Notices:
Notices of meetings shall be sent by mail to each duly appointed
representative.
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List:
The Board shall supply each of the parties with a list of those
items upon which joint specifications are to be prepared and shall
amend said list from time to time as required.
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Award
of Bid: Award bids to the lowest responsible bidder as determined
and contract with the person or entity approved to provide
materials, supplies, equipment and/or services.
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Designate
Parties: Designate parties responsible for issuing bids, acting as
agents on behalf of the consortium.
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Other
Services: Perform other services related to the above necessary to
effectuate the purposes of this Agreement.
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PARTIES
TO THIS AGREEMENT
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Eligibility:
Public educational agencies within California may become parties to
this Agreement as hereinafter provided.
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Initial
Parties: Those public educational agencies who authorized the
participation in and who execute this Agreement on or before July
25, 1985, shall be the initial parties hereto. A counterpart
original copy of this Joint Powers Agreement shall be filed with the
Board, and the initial parties’ participation shall be deemed
effective on July 25, 1985.
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Other
Parties: After this Joint Powers Agreement becomes effective for all
purposes, public educational agencies may become parties to this
Agreement upon application to the Board and affirmative vote of a
majority of the Board members. Any new party shall execute a
counterpart original copy of this Joint Powers Agreement and unless
otherwise provided, said new party’s participation shall become
effective upon the filing of same with the Board.
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Successors:
Should a party to this Agreement reorganize in accordance with the
state law the successor or successors in interest to such party may
be substituted as a party or parties to this Agreement, and such
substitution shall become effective upon the filing with the Board
of an assignment by such party to its successor or successors in
interest of all said party’s rights and obligations hereunder,
provided such assignment is fully executed by the party to this
Agreement and its successor or successors.
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WITHDRAWAL
OF A PARTY
A
party to this Agreement may cease to be a party hereto and may
withdraw as a party in the manner herein provided.
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Intention
to Withdraw: To effect withdrawal from this Agreement, a party by
its governing board shall adopt a resolution of intention to
withdraw.
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Notice
of Intention to Withdraw: A party that intends to withdraw shall
cause to be sent to all parties to this Agreement a true copy of the
resolution of its governing board stating its intent to withdraw.
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Time
of Notice of Intention to Withdraw: Not later than the first day of
May before the close of the fiscal year, a party that intends to
withdraw shall service its notice of intention to withdraw upon all
parties to this Agreement, in a manner provided herein for the
giving of such notice.
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Effective
Date of Withdrawal: The effective date of a party’s withdrawal
shall be at the end of the fiscal year in which it gave the notice
of intention to withdraw.
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Liability
for Obligations Incurred Prior to Withdrawal: A withdrawing party
shall remain liable for any debts, liabilities or obligations
occurring while it was a party to this Agreement.
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ITEMS
TO BE PURCHASED
The
parties shall advise in writing the District designated by the Board
to issue bids of the items and quantities to be purchased and the
terms of shipment. Said advice shall be sent to the designated
District one week prior to advertisement of bids. It is understood
that each District shall have the privilege to elect whether or not to
join in the purchase of any item (s) for which joint purchasing bids
are to be secured.
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FORMS
The
party designated to issue the bid for any item (s) shall be
responsible for compiling the forms necessary to advertise for bids.
The party issuing the bid shall use standard bid forms approved and
adopted by the Board.
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APPLICABLE
LAW
All
purchasing under the terms of this Agreement shall be carried out by
complying with the applicable provisions of the Education Code and
Public Contract Code and other statutes pertaining thereto and shall be
made only after competitive bidding, the advertisement of which shall be
inserted in newspapers in accordance with law.
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COSTS
OF EXPENSES
The
costs of advertising, litigation proceedings, and other incidental costs
shall be divided equally between each of the parties.
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CONTRACT
CHANGES
Each
of the parties agree that once the contract has been prepared, approved,
and awarded by the majority of the Board, that no changes will be made
unless approved by all parties.
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CERTIFICATION
It
is understood and agreed that, after the receipt and opening of the
bids, by the designated party, the lowest responsible bid (s) shall be
presented to the Board who shall then certify to each of the parties the
lowest responsible bidder.
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DEBTS,
LIABILITIES AND OBLIGATIONS
Each
participating District shall issue its respective purchase orders.
Districts participating in a purchase shall be billed and shall make
payment directly to vendors for their respective portion of joint
purchases made hereunder. Under no circumstances shall the Consortium be
responsible for payments on account of a District’s purchase
hereunder. Each party hereby indemnifies and holds harmless the other
parties for any loss, cost, or expenses.
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DISPUTES
In
the event that any dispute arises between any parties and a successful
bidder, the same shall be handles by and between the parties and the
bidder.
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TERMINATION
OF AGREEMENT
The
governing bodies of the parties may determine that the public interest
will not be served by the continuance of this Agreement. In such event,
by two-thirds (2/3) vote of the total number of remaining parties voting
in favor of termination, this Agreement shall be terminated effective at
the end of the fiscal year specified by such parties at the time of the
voting.
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AMENDMENTS
Any
amendment to this Agreement shall require the majority consent of the
Board and shall be in writing. Unless otherwise stated in the agreement,
the effective date of any amendment shall be on July 1, following its
adoption.
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TORT
LIABILITY
Section
898.2 of the Government Code imposes certain tort liability jointly upon
public entities solely by reason of such entities being parties to an
agreement as defined in Section 895 of said Code. Therefore, the parties
hereto, as between themselves, pursuant to the authorization contained
in Section 895.4 and 895.6 of the Government Code, each assumes the full
liability imposed upon it or any of its officers, agents, or employees
by law for injury caused by a negligent or wrongful act or omission
occurring in the performance of this Agreement, to the same extent that
such liability would be imposed in the absence of Section 895.2 of said
Code. To achieve this purpose, each party indemnifies and holds harmless
the other party for any loss, cost or expense that may be imposed upon
such other party solely by virtue of Section 895.2 of the Government
Code.
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ERROR
AND OMISSION
In
the event a member or members of the Consortium’s Governing Board is
involved in an unintentional act of errors and omissions, the Board
members shall be covered by appropriate insurance coverage.
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NOTICE
AND SERVICE THEREOF
Any
notices given pursuant to this Agreement shall be in writing and shall
be dated and signed. Any notices shall be effective only if served by
personal delivery or by depositing the same in the United States mail,
enclosed in a sealed envelope, and addressed to the secretary of the
board.
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INVALIDITY
Should
any portion, term, condition, or provision of this Agreement be
determined by a court of competent jurisdiction to be illegal or in
conflict with any law of the State of California, or be otherwise
rendered unenforceable or ineffectual, the remaining portions, terms,
conditions and provisions, shall not be affected thereby.
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MISCELLANEOUS
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The
Section headings herein are for convenience only and are not to be
construed as modifying or governing the language in the section
referred to.
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Whenever
in this Agreement any consent or approval is required, the same
shall not be unreasonably withheld.
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This
Agreement shall be construed to create a public entity separate from
the parties to the Agreement.
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The
posers of the Board are subject to the restrictions upon the manner
of exercising such posers of the N. C. E. P. C.
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EFFECTIVE
DATE
This Agreement shall become effective at 12:01 a.m. on the 25th day of
July, 1985.
IN
WITNESS WHEREOF, DISTRICTS hereto have caused this Agreement to be executed
by an appropriate officer or authorized representative thereof on the day
and year first above written.
By: |
Carlsbad
Unified |
By: |
Escondido
Union School District |
By: |
Escondido
Union High |
By: |
MiraCosta
Community College District |
By: |
Oceanside
Unified |
By: |
Palomar
Community College |
By: |
Poway
Unified |
By: |
San
Marcos Unified |
By: |
Vista
Unified |
|