INTERGOVERNMENTAL COOPERATION AGREEMENT
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This Intergovernmental Cooperation Agreement is made and entered
into as of the _____ day of __________, _____, by and among the MUNICIPAL
UTILITY ALLIANCE, a Pennsylvania non-profit corporation with its principal
office located at 414 North Second Street, Harrisburg, Pennsylvania
17101, and each Pennsylvania Local Government (herein Agency-Agencies)
which joins in the Agreement by the execution of a Joinder Agreement,
in the form attached hereto as Exhibit A.
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WITNESSETH:
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WHEREAS, Federal and Commonwealth laws, now in effect, have
resulted in deregulation of certain utilities, thereby making possible
cost savings by Agencies through joint purchasing in volume; and
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WHEREAS, a joint purchasing program can also save funds by utilizing
the expertise of a bidding and purchasing consultant; and
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WHEREAS, the Municipal Utility Alliance (herein "MUA") was created
specifically to act as consultant for Agencies in the bidding and
purchase of utility services and products; and
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WHEREAS, the Intergovernmental Cooperation Act, Act No. 177
of 1996, provides that two or more local governments may jointly cooperate
with any similar entities located within the Commonwealth of Pennsylvania
or within any other state, in the exercise or in the performance of
their respective governmental functions, powers or responsibilities;
and further provides that local governments or other entities so cooperating
shall enter into joint agreements as may be deemed appropriate for
those purposes; and
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WHEREAS, it is the desire of each agency to enter into this
Intergovernmental Cooperation Agreement to jointly retain a bidding
and purchasing consultant, for the purposes herein set forth.
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NOW, THEREFORE, in consideration of these premises and intending
to be legally bound hereby, the Agencies and the MUA agree as follows:
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1.
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Participants. Local Governments permitted to participate in
the Agreement are: counties, a City of the second class, second class
A and third class, a borough, incorporated town, township of the first
and second class, a school district, a municipal authority, and governmental
agencies created by a local government. In addition, similar entities
located in any other state may participate.
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2.
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Recitals. The recitals to this Agreement are incorporated herein
by reference and shall, for all purposes, be part of this Agreement.
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3.
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Designation of Consultant. The Agencies, in accordance with
the authorization provided in the Intergovernmental Cooperation Act,
hereby designate the Municipal Utility Alliance as the Agencies'
bidding and purchasing consultant for the joint purchase of utility
services and products hereafter set forth, and subject to the conditions
hereinafter set forth.
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4.
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MUA Limited Status. The MUA shall at all times act solely as
a bidding and purchasing consultant for Agencies executing this Agreement
and MUA shall have no authority to act as an aggregation or market
aggregator or broker or marketer as defined in Section 2803 of Act
138 of 1996.
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5.
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Services and Products. The products which are the subject of
this Agreement include, but are not limited to:
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(a)
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Communications and utility services and products;
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(b)
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Telecommunications services and products;
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(c)
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Energy conservation services and products;
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(d)
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Electric Power, natural gas, heating oil and services and products
appurtenant thereto;
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(e)
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Such other services and products as may be authorized by the
MUA by-laws from time to time.
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6.
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MUA Functions. The MUA shall:
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(a)
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Establish bidding and purchase contract forms;
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(b)
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Formulate relevant standards or specifications for the services
and products upon which Agencies may receive bids;
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(c)
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Identify and develop alternative bidding options related to
the services and products aforesaid;
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(d)
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Review and open bids submitted and determine the lowest responsible
bidder when competitive bidding is required;
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(e)
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Review and open bids submitted and negotiate prices with service
and product suppliers when competitive bidding is not required;
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(f)
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When feasible, arrange for Master Agreement provisions enabling
residents of local governments to participate in cost savings provided
by service and product suppliers;
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(g)
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Obtain written acceptances of bids from those Agencies desiring
to participate and coordinate execution and delivery of the necessary
contract documents;
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(h)
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Provide such other bidding and purchasing related services as
necessary to operate the program.
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7.
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General Provisions.
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(a)
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The MUA shall have no authority to accept or to execute any
contract on behalf of any Agency;
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(b)
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No Agency shall be liable for any cost, fee or expense which
is not specifically set forth in this Agreement;
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(c)
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MUA shall promptly notify all participating Agencies upon receipt
of valid bids;
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(d)
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For a period of 180 days, no agency shall bid or contract with
an alternate supplier for, any electricity or natural gas for which
said agency has provided usage data to the MUA for inclusion in a
joint bid for said energy;
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(e)
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Upon receipt of any bid for services or products, an Agency
desiring to participate in the bid, must provide the MUA, within the
time specified, the Agencies' written acceptance.
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(f)
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An Agency which accepts a bid shall be bound by the terms and
conditions of the bid and will be responsible for payment directly
to the vendor under each purchase contract;
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(f)
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Agencies participating in this program need not accept any bid
at any time.
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8.
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Information Provided by Agency. Agencies participating in this
program shall, when requested by the MUA from time to time, provide
MUA with all data and information pertinent to the preparation of
bids and contracts, or otherwise required in administration of the
MUA program, as set forth in formal documents provided by MUA.
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9.
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Ordinance. Each Agency joining this Agreement shall enact an
ordinance (resolutions for Agencies not authorized to adopt ordinances)
in substantially the form attached hereto and marked Exhibit B.
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10.
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Term. The term of this Agreement shall be for a period of four
(4) years (1,460 days) commencing on the date the Agency executes
the joinder agreement unless renewed or extended as hereinafter provided,
i.e.: Either party hereto may terminate this Agreement at the end
of the primary term hereof or any renewal term by giving to the other
party not less than 60 days' written notice prior to the expiration
date. If no such written notification shall be given by either party
then the term of this Agreement shall be automatically renewed upon
the same terms and conditions for a period of ninety (90) days and
so on from renewal term to renewal term. For the purposes of this
paragraph, written notice shall be sent by certified or registered
mail, return receipt requested, postage prepaid.
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11.
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Severability. In case any one or more of the provisions contained
in this Agreement should be invalid, illegal or unenforceable in any
respect, the validity, legality and enforceability of the remaining
provisions contained herein shall not in any way be affected or impaired
thereby.
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12.
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Notice under this Agreement shall be provided as follows:
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Municipal Utility Alliance
414 North Second Street
Harrisburg, PA 17101
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The Pennsylvania Local Government which is party hereto:
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City of New Castle, Pennsylvania
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as provided in the Joinder Agreement
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JOINDER AGREEMENT
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The City of New Castle, Municipal Building, 230 North Jefferson
Street, New Castle, Pennsylvania 16101-2220, intending to be legally
bound hereby, joins in the Intergovernmental Cooperation Agreement
dated as of the _____ day of __________, _____, by and among the MUNICIPAL
UTILITY ALLOWANCE, a Pennsylvania non-profit corporation, and all
other Local Governments signatory to the said Agreement. This Joinder
Agreement shall have the same force and effect as if the undersigned
had executed an original Agreement with all other Local Governments
executing a Joinder Agreement.
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