Linking Agreement

City of Glendale — Regular Meeting (2021-12-14)

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1/2/2020 
 
 
LINKING AGREEMENT 
BETWEEN 
THE CITY OF GLENDALE, ARIZONA 
AND 
Leslie's Poolmart, Inc. 
 
THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this       day of 
     , 20     , between the City of Glendale, an Arizona municipal corporation (the “City”), and 
Leslie's Poolmart, Inc. , a(n) Arizona corporation authorized to do business in Arizona (“Contractor”), 
collectively, the “Parties.” 
 
RECITALS 
  
A. On July 25, 2019, under the National Intergovernmental Purchasing Alliance, the City of 
Tucson, Arizona entered into a contract with Contractor to purchase the goods and services 
described in the Swimming Pool Supplies, Including Chemicals, Equipment, and Related 
Services and Materials Contract No. 192051-02 (“Cooperative Purchasing Agreement”), 
which is attached hereto as Exhibit A.  The Cooperative Purchasing Agreement permits its 
cooperative use by other governmental agencies including the City.  
 
B. 
Section 2-149 of the City’s Procurement Code permits the Materials Manager to procure goods 
and services by participating with other governmental units in cooperative purchasing 
agreements when the best interests of the City would be served.  
 
C. 
Section 2-149 also provides that the Materials Manager may enter into such cooperative 
agreements without meeting the formal or informal solicitation and bid requirements of 
Glendale City Code Sections 2-145 and 2-146.  
 
D. 
The City desires to contract with Contractor for supplies or services identical, or nearly 
identical, to the supplies or services Contractor is providing other units of government under 
the Cooperative Purchasing Agreement.  Contractor consents to the City’s utilization of the 
Cooperative Purchasing Agreement as the basis of this Agreement, and Contractor desires to 
enter into this Agreement to provide the supplies and services set forth in this Agreement. 
 
AGREEMENT 
 
NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference, 
and the covenants and promises contained in this Linking Agreement, the parties agree as follows: 
 
1. 
Term of Agreement.   The City is purchasing supplies and/or services from Contractor 
pursuant to the Cooperative Purchasing Agreement.  According to the Cooperative 
Purchasing Agreement, purchases can be made by governmental entities from the date of 
award, which was July 25, 2019 , until the date the contract expires on July 24, 2022, unless 
the term of the Cooperative Purchasing Agreement is extended by the mutual agreement of 
the original contracting parties.  The Cooperative Purchasing Agreement, however, may not 
be extended beyond July 24, 2024.  The initial period of this Agreement, therefore, is the 
period from the Effective Date of this Agreement until July 24, 2022 .  The City may renew 
     Nov.
21
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the term of this Agreement for (2) additional one-year periods until the Cooperative 
Purchasing Agreement expires on  July 24, 2024.  Glendale renewals are not automatic and 
shall only occur if the City gives the Contractor notice of its intent to renew.  The City may 
give the Contractor notice of its intent to renew this Agreement 30 days prior to the 
anniversary of the Effective Date to effectuate such renewal. 
 
2. 
Scope of Work; Terms, Conditions, and Specifications.  
 
A. 
Contractor shall provide City the supplies and/or services identified in the Scope of 
Work attached as Exhibit B. 
 
B. 
Contractor agrees to comply with all the terms, conditions, and specifications of the 
Cooperative Purchasing Agreement.  Such terms, conditions and specifications are 
specifically incorporated into and are an enforceable part of this Agreement.   
 
3. 
Compensation.  
 
A. 
City shall pay Contractor compensation at the same rate and on the same schedule as 
provided in the Cooperative Purchasing Agreement, which is attached hereto as 
Exhibit C. 
 
B. 
The total purchase price for the supplies and/or services purchased under this 
Agreement shall not exceed Five Hundred Fifty Thousand  dollars ($550,000)  for the 
entire term of the Agreement (initial term plus any renewals). 
 
4. 
Cancellation.  This Agreement may be cancelled pursuant to A.R.S. § 38-511. 
 
5. 
Non-discrimination.  Contractor must not discriminate against any employee or applicant for 
employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual 
orientation, gender identity or expression, genetic characteristics, familial status, U.S. military 
veteran status or any disability.  Contractor will require any Sub-contractor to be bound to the 
same requirements as stated within this section.  Contractor, and on behalf of any 
subcontractors, warrants compliance with this section. 
 
6. 
Insurance Certificate.  A certificate of insurance applying to this Agreement must be provided 
to the City prior to the Effective Date.  
 
7. 
E-verify.  Contractor complies with A.R.S. § 23-214 and agrees to comply with the 
requirements of A.R.S. § 41-4401. 
 
8. 
No Boycott of Israel.  The Parties agree that they are not currently engaged in and agree that 
for the duration of the Agreement they will not engage in, a boycott of Israel, as that term is 
defined in A.R.S. §35-393. Unless and until the District Court’s injunction in Jordahl v Brnovich, 
336 F.Sup.3d 1016 (D.Ariz. 2018) is stayed or lifted, the Anti-Israel Boycott Provision (A.R.S. 
§35.393.01 (A)) (if applicable to this agreement) is unenforceable and the City will take no 
action to enforce it.    
 
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9. 
Attestation of PCI Compliance.  When applicable, the Contractor will provide the City 
annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of 
compliance certificate signed by an officer of Contractor with oversight responsibility. 
 
10. 
Notices.    Any notices that must be provided under this Agreement shall be sent to the Parties’ 
respective authorized representatives at the address listed below: 
 
City of Glendale 
c/o Paul King, Recreation Administrator 
Public Facilities, Recreation & Special Events 
6210 W. Myrtle 
Glendale AZ 85301 
 
And 
 
Leslie's Poolmart, Inc. 
c/o Randy Ash 
2005 E. Indian School Rd 
Phoenix, AZ  85016 
rash@lesl.com 
 
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year 
set forth above. 
 
“City” 
“Contractor” 
 
City of Glendale, an Arizona 
Leslie's Poolmart, Inc., 
municipal corporation 
an Arizona corporation 
 
 
By: 
____________________________  
By: 
____________________________ 
 
Kevin R. Phelps 
 
Name: Brian Agnew 
 
City Manager 
Title: Sr. VP Commercial and Wholesale   
 
 
ATTEST: 
 
 
___________________________ 
Julie K. Bower   
(SEAL) 
City Clerk 
 
APPROVED AS TO FORM: 
 
 
___________________________ 
Michael D. Bailey 
City Attorney 
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LINKING AGREEMENT 
BETWEEN 
THE CITY OF GLENDALE, ARIZONA 
AND 
Leslie's Poolmart, Inc. 
 
EXHIBIT A 
(City of Tucson Contract Number: 192051-02 
for 
Swimming Pool Supplies, Including Chemicals, Equipment, and Related Services & Materials 
-Attached) 
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LINKING AGREEMENT 
BETWEEN 
THE CITY OF GLENDALE, ARIZONA 
AND 
Leslie's Poolmart, Inc. 
 
EXHIBIT B 
Scope of Work 
 
 
PROJECT 
 
In accordance with the terms and conditions of this Agreement and the City of Tucson Cooperative 
Purchasing Agreement, Contract No. 192051-02, under the National Intergovernmental Purchasing 
Alliance, the City is retaining Leslie’s Poolmart, Inc. for various plumbing, pool infrastructure 
systems projects and repairs, equipment, supplies, materials, and related services of citywide pools 
and aquatics facilities on an as needed basis. 
 
 
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LINKING AGREEMENT 
BETWEEN 
THE CITY OF GLENDALE, ARIZONA 
AND 
Leslie's Poolmart, Inc. 
 
EXHIBIT C 
 
METHOD AND AMOUNT OF COMPENSATION 
 
Leslie's Poolmart, Inc. (Contractor) shall be paid upon completion of the contract scope of work 
included herein and following the City’s receipt of a properly completed invoice.  
 
Invoicing:  Invoice(s) will be submitted by the Recreation Division for payment of the invoice(s) and 
paid in accordance with city procedures through the City of Glendale Finance Department, accounts 
payable in a timely manner. Any issues regarding billing or invoicing must be directed to the City of 
Glendale Recreation Division requesting the service or material from the Contractor. A properly 
completed invoice should contain, at a minimum, all of the following: 
 
a. Contractor name, address, and contact information; 
b. City billing information; 
c. City contract number as listed on the first page of the Agreement; 
d. Invoice number and date; 
e. Payment terms; 
f. Date of service or delivery; 
g. Description of materials or services provided; 
h. If materials provided, the quantity delivered and pricing of each unit; 
i.  Service addresses, contract number, and purchase order associated with the contract; 
j.  Applicable Taxes; 
k. If applicable, mileage or travel costs; and 
l. Total amount due. 
 
Payment of Funds:  Payment will be made upon completion of work within thirty (30) working days 
through a traditional method of a check.from invoice(s) provided by the contractor. Any and all 
work for which a complete and accurate invoice is not received by the City within forty-five (45) 
days of completion shall not be paid. 
 
NOT TO EXCEED AMOUNT 
 
The total amount of compensation paid to Contractor for full completion of all work required by 
the Project must not exceed $550,000 for the entire term of the Agreement (initial term plus any 
renewals).  
 
DETAILED PROJECT COMPENSATION 
 
Services to be based on the scope of work included herein and the quotes provided by Contractor 
and must not exceed $550,000. All work and services performed must be done to the satisfaction of 
the City of Glendale. No terms set forth in any invoice, purchase order or similar document issued 
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by Contractor will be deemed accepted by the City; the terms of the contractual relationship 
between the Parties are as set forth in this Agreement.  
 
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CONTRACT AMENDMENT 
CITY OF TUCSON  BUSINESS SERVICES DEPARTMENT  
               
                                CONTRACT: 192051-02 
255 W. ALAMEDA, 6TH FLOOR, TUCSON, AZ  85701
CONTRACT AMENDMENT NUMBER: TWO (2)
P.O. BOX 27210, TUCSON, AZ  85726
PAGE 1 of 1
PHONE: (520) 837-4118 / FAX: (520) 791-4735                    
 
 
 
 
                                              
 SA 
Sandra.Alcorn@tucsonaz.gov                
                                    
 
 SENIOR CONTRACT OFFICER: SANDRA ALCORN
ISSUE DATE: Thursday, April 22, 2021 
SWIMMING POOT SUPPLIES, INCLUDING CHEMICALS, EQUIPMENT AND 
RELATED SERVICES & MATERIALS 
THIS CONTRACT IS AMENDED AS FOLLOWS: 
 
ITEM 1: CONTRACT RENEWAL 
Pursuant to the contract, Special Terms and Conditions, Number 5, Contract Term and Renewal the City is hereby 
exercising its option to renew the contract for the period of July 25, 2021 through July 24, 2022. 
**********END OF AMENDMENT********** 
 
 
ALL OTHER PROVISIONS OF THE CONTRACT SHALL REMAIN IN THEIR ENTIRETY. 
 
 
CONTRACTOR: 
 
 
 
 
 
 
CITY OF TUCSON:  
 
 
 
 
CONTRACTOR HEREBY ACKNOWLEDGES RECEIPT OF   
 
THE ABOVE REFERENCED CONTRACT AMENDMENT  
AND UNDERSTANDING OF THE ABOVE AMENDMENT. 
 
 
 
 
 
 
 
 
 
IS HEREBY EXECUTED THIS ____________________  DAY 
 
 
 
 
 
 
OF____________________, 2021, AT TUCSON, ARIZONA. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature of person authorized to sign         Date 
 
as Director of Business Services and not personally 
 
 
 
 
 
Name and Title (typed or printed legibly)  
 
 
 
 
 
Company Name 
 
 
 
 
 
 
 
Address 
 
 
 
 
 
 
Email Address 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
City                         State                  
        Zip  
 
 
Contact information for Sales/Account Representative  
for daily business operations: 
 
 
 
 
 
Name and Title (typed or printed legibly)  
 
 
 
 
 
Phone Number  
 
 
 
 
 
 
Email Address 
 
 
23rd
July
for