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COOPERATIVE AGREEMENT for use of WSCA/NASPO PC Contract~2004-200g
This Joint Pow ers Agree me nt is betwe en th e State of M innes ota, th rough its corn mis sion er cf Adm inistra tion, M ateria Is
Management Division ("Division") and the City of Carmel, Indiana (~Authorized Governmental Unit").
Pursuant to Minn. Stat. § 16C.03, subd. 10, the Division acquires various supplies, commodities, equipment, and
services for state agencies and governmental units (as defined in Minn. Stat. § 471.59, subd. 1) through competitive
bidding or requests for proposals. The Division, through Minn. Stat,§ 16C.11, andthe Authorized GovernmentalUnit
wish to combine their purchasing functions, as specifically provided be Iow, so that the Authorized Governmental Unit
may avail itself of the prices which have been agreed upon by the Divisien and its vendors.
This cooperative agreement is intended to make the WSCA/NASPO PC Contracts ("Contracts")that the Division.leads
and manages for WSCA/NASPO available to the Authorized Governmental Un it.
The WSCA/NASPO PC Contracts are effective on September 1,2004, and willexpire on August31, 2009, permitted
extension are not exercised.
The parties agree as follows:
I. Term. Thisco~peratk, e agreement will be effective on the date Division obtains ali required signatures under Minn.
Stat. § 16C .05, s ubd. 2, an d rem ains effective until the W SCA/NASPO PC Contra cts e xplre, bas ed on the D ivislon's
management of these contracts. Unless the Authorized Governmental Unit chooses to setadifferentdate,this
cooperative agreement has the same 'term" as the basic WSCA/NASPO PC Contracts. This cooperative agreement
may be ca nceled by either party upon 30 days' written notice to the other party.
2. Services. The Division will make the WSCA/NASPO PC Contracts, listed on the WSCA website, available to the
Authorized Governmental Unit, These services are provided, by Division forWSCA/NASPO, in return for the volume
Authorized Governmental Unit adds to the cooperative.
3. Use of WSCA/NASPO PC Contracts. After this cooperative agreement has been executed, to be eligible to
purchase from the WSCA/NASPO PC Contracts, the Authorized Governmental Unit must sign a separate Participating
Addendum with each of the Contractors on theWSCA/NASPO PC Contracts. Each Participating Addendum acts asa
Authorized Governmental Unit amendment to the basic WSCA/NASPO PC Contracts, defining Authorized
Governmental Unit unique requirements, terms and conditions. The Authorized Governmental Unit will not use the
goods available under the Division's contracts for the purposes of resale and the Authorized Governmental Unit must
be the end user ofthe goods purchased.
4. Liability. The Authorized Governmental Unit agrees that neither the Division nor its employees personally assume
responsibility or liability for any amounts due orclaimed to be due pursuant to anypurchase order entered issued by
the Authorized Governmental Unit The Authorized GovernmentalUnitwillindemnify, saveand hold harmless the
Division and ~ts employees from any loss, damage or expense, including payment of attorney fees allowable by law,
which arise or may arise from the Authorized Governmental Unit's use of this cooperative agreement and from any
dispute or claim arising from any transac'~on between the Authorized Governmental Unit and the Division's vendors,
whether or notthe loss, damage, dispute or claim arises during or after the pedod of this joint powers agreement. The
Division's liability is governed by the provisions of Minn. Stat. § 3.736.
5. Assignment, Amendments, Waiver, and Contract Complete
Assignment.
The Authorized Governmental Unit may neither assign nor transfer any rights or obligations
under this agreement withoutthe prior written consent of the Division and a fully executed
Assignment Agreement, executed and approved by the same parties who executed and
approved this agreement, or their successors in office.
Amendments. Any amendment to this agreement must be inwritJng and will not be effective until it has been
executed and approved by the same parties who executed and approved the original
agreement, or their successors in office.
MMD/WSC A -Coop Form I {9/2004) COOPERATIVE AGREEMENT for use ofWSC AINASPO PC C ontrecl~ - 2004-2009 Pege I of 3 Pages
between the Mb~esota Oepar~nent of Adminis~-atlon and the Cityof Carmel, tldiana
ASPO
Waiver,
If the Division fails to enforce any provision of this agreement, that failure does not waive the
provision or its right to enforce it.
Contract Complete. This agreement contains all nego'dations and agreements between the Divisbn and the
Authorized Governmental Unit. No other understanding regarding this agreement, whether
written or oral, may be used to bind either party.
6. Government Data Practices
The Division must comply with the Minnesota Government Data Practices Act, Minn. StaC Ch. 13, as it applies
to all data provided by the Division under this agreement, and as it applies ta all data created, colected,
received, stored, used, maintained, or disseminated by the Division under this agreement. Theciv~ remedies
of Minn. Stab § 13.08 apply to the release ofthe data referred to in this clause by the Division.
If the Authorized Governmental Unit receives a requestto release data in the sole possesslon of the Division
as referred to in this Clause, the Authorized Governmental Unit must immediately noilly the Division. The
Division will give the Authorized Governmental Unit instructions concerning how the requestor may have
access to the requested data.
Data in the possession of the Authorized Governmental Unit is subject to the data practices requirements of
the laws of the State of Indiana.
7. Venue
Venue for all legal proceedings out of this agreement, or ira breach, must be in the appropriate state or federal
court with competent jurisdiction in Ramsey County, Minnesota.
8. Designated Contacts
The Division has designated a Contract Administrator and a Procurement Manager who are responsible for the
conduct and rnanagement of the W SCA/NASPO PC Contracts.
Contract Adminisb'ator (responsible for managing the con,'acts, relationships with Purchasing Entities and all actions
related to the Master Price Agreements)
Nam e:
Title:
Agency Name:
Address:
Telephone:
Fax Number:
TTY:
E-mail:
Bernadette Kopiachke
WSCA/NASPO Contract Administrator
Minnesota Department of Administration
Materials Management Division
112 Administration Building
50 Sherburne Avenue
St. Paul, MN 55155
651.296.3778
651.297.3996
MN Relay Service 1.800.627.3529
Bernie. Kopischke~c~State. M n .US
Procurement Manager (Minnesota's representative to WSCA Board of Directors and responsible for managing
relationships with WSCA, NASPO, and Participating States/Participating Entities)
Name: Paul Stembler
Title: MMCAP Manager/Assistant Director
Agency Name: Minnesota Department of Administra'~on
Materials Management Division
Address: 112 Administra'~on Buibllng
50 Sherburne Avenue
St. Paul,MN55155
Telephone: 651.296.0498
Fax Number: 651.297.3996
MMD/WSCA -Coop Form I (9/2004) COOPERATIVE AGREEMENT for use of WSCA/NASPO PC Contracts - 2004-2(~09
between the M~nesota Department of AdmLnislrat[on and the City of Carmel, Indiana
Page 2 of 3 Pages
Minngsot8
*J ASPO
TT¥:
E-m ail:
MN Relay Service 1.800.627.3529
PauLStembler~State. M n.US
Authorized Governmental Unit has designated the following individual as the official point of contact:
Name: Terry N. Crockett
Titte: Director of information Systmes
Agency Name: CityofCarmel, lndiana
Address: Three Civic Square, Carmel, IN 46032
Telephone: 317.571.2567
Fax N umber: 317.571.2568
TTY:
E-m ail: Tcrockett~,ci.ca rmel.in.us
AUTHORIZED GOVERNMENT UNIT [Aulhor[Zed Sgve~menl
(Typed or P~nted Name of Ind[viduaJSigning)
STATE OF MINNESOTA
For the Commissioner of Adminisb'ation bydelegation:
By:
AssistantDirector, Materbl$ Management Div~ion
(Date)
(Title)
MMD/WSCA-Coop Form 1 (9/2004) COOPERATIVE AGREEMENT fur use of WSCA/NASPO PC Contracts - 2004-2009 Page 3 of 3 Pages
between the Mhneseta Deparlment of Admi~isl~ation and the Cityof Carmel, bdiana