HomeMy WebLinkAboutOrange County Transportation Authority (OCTA) - 2019-04-01 City of Huntington Beach
File #: 21-162 MEETING DATE: 3/1/2021
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Oliver Chi. City Manager
PREPARED BY: Chris Slama, Director of Community & Library Services
Subject:
Approve and authorize execution of Amendment No. 1 to Cooperative Agreement No. C-8-1882
for the Orange County Enhanced Mobility for Seniors and Disabled (EMSD) Grant Program
between the Orange County Transportation Authority (OCTA) and the City of Huntington
Beach
Statement of Issue:
The Community & Library Services Department is requesting approval of Amendment No. 1 to
Cooperative Agreement No. C-8-1882 (Agreement) for the Orange County Enhanced Mobility for
Seniors and Disabled (EMSD) Grant Program between the Orange County Transportation Authority
(OCTA) and the City of Huntington Beach. On April 1. 2019, City Council approved the Agreement
with a term of October 1 , 2018. through September 30, 2020, Amendment No. 1 will extend the term
through September 30, 2023,
Financial Impact:
Not applicable. The City's match obligation of 20% was met in Fiscal Year 2019/20. No additional
funds are required to approve the Recommended Action.
Recommended Action:
Approve and authorize the Mayor to execute "Amendment No 1 to Cooperative Agreement No. C-8-
1882 Between the Orange County Transportation Authority and City of Huntington Beach" for a term
of May 23. 2019. through September 30, 2023.
Alternative Action(s):
Do not approve Amendment No 1 to Cooperative Agreement No. C-8-1882 with the Orange County
Transportation Authority and direct staff accordingly.
Analysis:
The "Surf City Seniors on the Go!" senior transportation program is a donation-based program that
provides curb-to-curb transportation services for Huntington Beach senior citizens ages 60 years and
over, transporting riders to medical appointments, shopping centers, and the Senior Center in Central
City of Huntington Beach Page 1 of 2 Printed on 224/2021
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File #: 21-162 MEETING DATE: 3/1/2021
Park. There is a recurring need for Community and Library Services to replace vehicles and other
equipment in order to meet the increasing demand to transport senior citizens to and from their
residences to locations within the community.
In 2019, the OCTA EMSD program offered grant opportunities to non-profit organizations and local
public agencies to assist with the purchase of vehicles and other needed equipment. For the "Surf
City Seniors on the Go!" program, the EMSD grant funds replaced three vehicles, including one small
bus (8 accessible seats and 1 wheelchair) and two medium buses (11 accessible seats and 2
wheelchairs). The grant also paid a portion of transportation software upgrades, which has helped to
eliminate the need for costly GPS tracking and push-to-talk radios, while increasing service and
routing efficiency. The total OCTA obligation for the vehicles and the transportation software was
approximately $229,000, with the City paying approximately $64,000 of the combined purchase.
The purpose of the Amendment is to extend the agreement to cover the useful life expectancy of the
vehicles purchased through the OCTA EMSD grant. No additional funds or financial obligations are
needed.
Environmental Status:
Not applicable.
Strategic Plan Goal:
Community Engagement
Infrastructure & Parks
Attachment(s
1) Amendment No. 1 to Cooperative Agreement No. C-8-1882 between the Orange County
Transportation Authority and the City of Huntington Beach extending the term through
September 30, 2023.
2) Cooperative Agreement No. C-8-1882 between the Orange County Transportation Authority
and the City of Huntington Beach for a term of October 1 , 2018, through September 30, 2020.
City of Huntington Beach Page 2 of 2 Printed on 2/24/2021
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1 AMENDMENT NO 1 TO
2 COOPERATIVE AGREEMENT NO. C-8-1882
3 BETWEEN
4 ORANGE COUNTY TRANSPORTATION AUTHORITY
5 AND
6 CITY OF HUNTINGTON BEACH
7 THIS AMENDMENT NO 1 is effective this 1st day of October , 2020, by and between
8 the Orange County Transportation Authority (herein referred to as "AUTHORITY") and the
9 City of Huntington Beach, (hereinafter referred to as "CITY") each individually known as "Party" and
10 collectively known as the"Parties".
11 RECITALS:
12 WHEREAS,by Cooperative Agreement No.C-8-1882 effective May 23,2019,the Orange County
13 Enhanced Mobility for Seniors and Disabled Grant Program offers grant opportunities to non-profit
14 organizations and local public agencies to help meet the special transportation needs of seniors and
15 individuals with disabilities;and
16 WHEREAS, both Parties agree to extend the term of the Cooperative Agreement through
17 September 30, 2023 at no increase to the maximum obligation;
18 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY that
19 Cooperative Agreement No. C-8-1882 is hereby amended in the following particular only:
20 Amend ARTICLE 9. ADDITIONAL PROVISIONS, A. TERM OF AGREEMENT, Page 7 of 10,
21 line 15,to delete"September 30, 2020"as the expiration date of the Cooperative Agreement,and in lieu
22 thereof insert"September 30, 2023".
23 /
24 /
25 !
26 !
Page 1 of 2
AMENDMENT NO, 1 TO
AGREEMENT NO. C-8-1882
1 The balance of Cooperative Agreement No C-8-1882 remains unchanged
2 IN WITNESS WHEREOF the Parties hereto have caused this Amendment No. 1 to Cooperative
3 Agreement No C-8-1882 to be executed as of the date of the last signature below
4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY
5 �
6 By: By �_ V .
Kim Carr Pia Veesapen
7 Mayor Uale m Director. Contracts Administration and
8 Date 3 Materials Management
9 IF Date 3110121
10 APPROVED AS TO FOR :
11 By:
APPROVED AST FO
12 aµMichael E. Gates By.
City Attorney J s M q nic
13 Date eneral Counsel
14 Date //�L/O.:n
15 APPROVE
16 By _
17 �1 r 5 slum.
Director, Community Services
18
Date:
19
20
21
22
23
24
� 125
311V 26
Page 2 of 2
PURCHASE REQUISITION REPRINT Version: 9.0.18.AEli
Date Date Material Related ------------ Authorized -----------------
Req.No Requested By: 0000003690 Priority: Entered Reqd. Group W/H Req. By Date Value
027160 JOHN PAUL GONZALEZ 03/05/20 03/05/20 0000001413 03/11/20 0.02
Delivery Instruction: N/A
Suggested Supplier:
Purchasing Question Purchasing Answer
Budget Year FY 20/21
Encumbered No
Grant Funded No
Amendment Verified in IFAS Yes
Warehouse ID:
Purchasing Instructions:
Please Amendment No. 1 of contract C-8-1882 with
the City of Huntington Beach to extend the
contract end date to September 30, 2023.
PM: Joanne Jacobsen, ext. 5660
------------------Default Costing Details------------------------------
Equipment Reference Project/Work Order Account Code i
21397U0201HB7831 100.00
Item Quantity DOW Description/Mnemonic and Part Number Proforma/ Lead
Est. Price Order No. Supplier Time Frt DlV Act. Price
1 1 .00 EA AMD 1 : EMSD funding agreement; extend
0.0200 contract end date I I I I I I 0.0000
Status: ----- ------------------------
Not Ordered
Item Costing Details:
Equipment Reference Project/Work Order Account Code t
2139TU0201HB7831 100.00
City of Huntington Beach
:_. .. 2000 Main Street ♦ Huntington Beach, CA 92648
_ (714) 536-5227 ♦ iv-%viv.huntingtonbeachca.gov
` Office of the City Clerk
Robin Estanislau, City Clerk
March 3, 2021
Orange County Transportation Authority
Attn: Joanne Jacobsen
550 South Main Street
P.O. Box 14184
Orange, CA 92863-1584
Dear Ms. Jacobsen:
Enclosed is a partially executed original of the "Amendment No. 1 to Cooperative
Agreement No. C-8-1882 between Orange County Transportation Authority and City of
Huntington Beach" approved by the Huntington Beach City Council on March 1, 2021.
Upon complete execution, please return a copy of the fully executed agreement to us.
Please mail the Agreement to:
Robin Estanislau
City Clerk
2000 Main Street, 20d Floor
Huntington Beach CA 92648
Your attention to this matter is greatly appreciated.
Sincerely,
4440L,
Robin Estanislau, CIVIC
City Clerk
RE:ds
Enclosures
Sister Cities: Anjo, Japan • Waitakere, New Zealand
- City of Huntington Beach
File #: 19-399 MEETING DATE: 4/1/2019
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Chris Slama, Interim Director of Community Services
Subiect:
Approve and authorize execution of Cooperative Agreement No. C-8-1882 for the Orange
County Enhanced Mobility for Seniors and Disabled (EMSD) Grant Program between the
Orange County Transportation Authority (OCTA) and City of Huntington Beach, accept grant
award and authorize expenditure and appropriation of funds
Statement of Issue:
The Community Services Department is requesting approval of Cooperative Agreement No. C-8-
1882 for the Orange County Enhanced Mobility for Seniors and Disabled (EMSD) Grant Program
between the Orange County Transportation Authority (OCTA) and City of Huntington Beach. This
grant will allow the City to purchase three replacement buses and related transportation software
associated with transporting elderly and physically challenged persons ages 60 years and over.
Financial Impact:
The total OCTA grant award amount is not to exceed $253,000. Based on existing quotes obtained
from the purchase of three vehicles and transportation software, the City is responsible for $61,502
which includes $42,502 for the buses and $19,000 for the new transportation software. Sufficient
funds are available in Senior Transportation account 10345502 to cover the $61,502. An
appropriation of $50,000 is requested in order to cover the reimbursable portion of the transportation
software.
Recommended Action:
A) Approve and authorize the Mayor to execute "Cooperative Agreement No. C-8-1882 Between the
Orange County Transportation Authority and City of Huntington Beach" for a term of October 1, 2018,
through September 30, 2020; and,
B) Accept the grant award and approve the expenditure of funds for three buses and transportation
software as referenced in Cooperative Agreement No. C-8-1882; and,
C) Authorize the appropriation of $50,000 into account 10345502.63230 to be reimbursed through
Cooperative Agreement No. C-8-1882.
City of Huntington Beach Page 1 of 2 Printed on 3/272019
oowerec$9 Legislarlr-
File #: 19-399 MEETING DATE: 4/1/2019
Alternative Action(s):
Do not approve Cooperative Agreement No. C-8-1882 with the Orange County Transportation
Authority and direct staff accordingly.
Analysis:
The "Surf City Seniors on the Go!" senior transportation program is a donation-based program that
provides curb-to-curb transportation services for Huntington Beach seniors ages 60 years and over.
There is a need for Community Services to replace vehicles and other equipment in order to meet the
increasing demand to transport senior citizens to and from their residences to locations within the
community. The "Surf City Seniors on the Go!" Program transports seniors to medical appointments,
shopping centers, social services, and the senior center.
Funds are needed to replace three vehicles nearing the end of their functional life and to upgrade
transportation software to increase service and efficiency. The vehicles being purchased through this
grant include one small bus (8 accessible seats and 1 wheelchair) and two medium buses (11
accessible seats and 2 wheelchairs). The software will help eliminate the need for costly GPS
tracking and push-to-talk radios, while increasing service and routing efficiency.
Under Cooperative Agreement No. C-8-1882, OCTA agrees to award EMSD grant funds in an
amount not to exceed $253,000 to fund the purchase of the three replacement vehicles and
transportation software. Based on OCTA grant guidelines, a maximum of $203,000 (80%) may be
used for vehicle purchases and $50,000 may be used to purchase the software. The City is
responsible for a 20% match, plus any remaining balance in excess of the maximum funding
available through the EMSD Grant.
Per the existing quotes, estimated vehicle costs total $212,512. Of this amount, OCTA will pay 80%
or $170,010 and the City will pay 20% or $45,502.
In addition, estimated transportation software costs total $69,000. Of this amount, OCTA will pay
$50,000 (the difference between $253,000 and the maximum allowed amount of $203,000 for the
vehicles) and the City will pay 20% or $13,800, plus the residual balance of $5,200.
Environmental Status:
Not applicable.
Strategic Plan Goal:
Enhance and maintain high quality City services
Attachment(s):
1) "Cooperative Agreement No. C-8-1882 Between the Orange County Transportation Authority and
City of Huntington Beach" for a term of October 1, 2018, through September 30, 2020
City of Huntington Beach Page 2 of 2 Printed on 327/2019
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1 COOPERATIVE AGREEMENT NO. C-8-1882
2 BETWEEN 1.
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 CITY OF HUNTINGTON BEACH
6 THIS AGREEMENT, is effective this day of 2018, by and
7 between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange,
8 California 92863-1584, a public corporation of the State of California(herein referred to as"AUTHORITY")
9 and the City of Huntington Beach, 18041 Goldenwest Street, Huntington Beach, California 92648
10 (hereinafter referred to as "CITY") each individually known as "Party" and collectively known as the
11 "Parties".
12 RECITALS:
13 WHEREAS, the Orange County Enhanced Mobility for Seniors and Disabled (EMSD) Grant
14 Program offers grant opportunities to non-profit organizations and local public agencies to help meet the
15 special transportation needs of seniors and individuals with disabilities; and
16 WHEREAS, the Orange County EMSD Grant Program replaces the Federal Transit
17 Administration's Section 5310 Program by providing local funding support, in lieu of federal funding, to
18 relieve applicants of stringent federal requirements and reduce the risk of non-compliance for both the
19 AUTHORITY and its grantees; and
20 WHEREAS, CITY wishes to purchase Americans with Disabilities Act (ADA) accessible vehicles
21 and/or other eligible equipment such as computer hardware and software, and/or to enhance the
22 transportation options currently available to seniors and persons with disabilities by operating transporting
23 services beyond that required by the ADA, providing mobility management, and/or offering driver and
24 travel training ("PROJECT"); and
25 WHEREAS, this Cooperative Agreement defines the roles and responsibilities of AUTHORITY
26 and CITY in executing a transportation program for seniors and persons with disabilities;
Last Rev:3/6(2018
Page 1 of 10
45
AGREEMENT NO. C-8-1882
1 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows:
2 ARTICLE 1. COMPLETE AGREEMENT
3 A. This Agreement, including any attachments incorporated herein and made applicable by
4 reference, constitutes the complete and exclusive statement of the term(s) and condition(s) of this
5 Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings,
6 and communications. The invalidity in whole or in part of any term or condition of this Agreement shall
7 not affect the validity of other term(s) or condition(s) of this Agreement. The above referenced Recitals
8 are true and correct and are incorporated by reference herein.
9 B. AUTHORITY's failure to insist on any instance(s) of CITY's performance of any term(s) or
10 condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's
11 right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation
12 in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall
13 not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized
14 representative of AUTHORITY by way of a written amendment to this Agreement and issued in
15 accordance with the provisions of this Agreement.
16 C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any term(s) or
17 condition(s)of this Agreement shall not be construed as a waiver or relinquishment of CITY's right to such
18 performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in
19 respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not
20 be binding upon CITY except when specifically confirmed in writing by an authorized representative of
21 CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of
22 this Agreement.
23 ARTICLE 2. SCOPE OF AGREEMENT
24 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the
25 subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and
26 coordinate with the other in all activities covered by this Agreement and any other supplemental
Page 2 of 10
46
AGREEMENT NO. C-8-1882
1 agreements that may be required to facilitate purposes thereof.
2 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY
3 A. AUTHORITY agrees to award EMSD funds in an amount not to exceed Two Hundred Fifty
4 Three Thousand Dollars ($253,000.00) ("Funding Amount") to CITY subject to the terms and conditions
5 of this Agreement.
6 B. Payments to CITY shall be processed by AUTHORITY within a reasonable time period, but
7 in no event more than sixty (60) calendar days after receipt of the Reimbursement Invoice from CITY.
8 ARTICLE 4. RESPONSIBILITIES OF CITY
9 A. CITY agrees that all funds received from AUTHORITY as specified in Article 3A above shall
10 be used exclusively for purchasing the capital assets and/or providing the services as set forth in
11 Exhibit A, entitled "Scope of Work," included in this Agreement, which is incorporated into and made part
12 of this Agreement.
13 B. CITY agrees to a twenty percent (20%) match of allowable capital project costs. Local,
14 non-federal match may be made up of cash-subsidies, fare revenues, or in-kind contributions.
15 C. CITY agrees to a fifty percent (50%) match of allowable operating project costs. Local
16 non-federal match may be made up of cash-subsidies, fare revenues, or in-kind contributions.
17 D. CITY agrees to provide AUTHORITY with quarterly summary reports of the CITY's
18 PROJECT. CITY shall submit quarterly summary reports within ten (10) business days after the end of
19 each quarter.
20 E. CITY may contract with a third-party service provider to provide transportation services
21 provided that:
22 1. Contractor is selected using a competitive procurement process, and
23 2. Wheelchair accessible vehicles are available and used when requested.
24 F. Invoices pertaining to vehicles shall be submitted with confirmed completion of requirements
25 for each vehicle and deliverable as applicable. The vehicle dealer(DEALER)shall issue three (3) invoices
26 for each vehicle delivered. he first invoice shall be issued to the AUTHORITY after the delivery of a
Page 3 of 10
47
AGREEMENT NO. C-8-1882
1 complete and fully functional vehicle to the CITY in an amount equal to sixty-five percent(65%) of the
2 total vehicle price. A second Invoice shall be issued at the same time to the CITY In an amount equal to
3 twenty percent (20%) of the total vehicle price. A fully functional vehicle will be determined after the
4 successful completion of all required repairs and corrections of any defects reported to the DEALER
5 during the vehicle inspection phase performed by the CITY. The third invoice for an amount equal to
6 fifteen percent (15%) of the total vehicle price shall be issued to the AUTHORITY upon final vehicle
7 acceptance which includes successful delivery and CITY's acceptance of all technical and contractual
8 requirements/deliverables, i.e. updated manuals, schematics, including 40 continuous hours of fail free
9 service, corrections of all noted deficiencies, repairs and resolutions of any and all noted discrepancies
10 arisen from deployment of each vehicle in service, warranty registrations, correction of all fleet defects,
11 delivery of any pending certifications required by the Americans with Disabilities Act, Federal Motor
i
12 Vehicle Safety Standards, Department of Transportation, vehicle licensing and registration, laws and/or
13 any other terms from the signed Agreement.
i
I
14 G. Invoices shall be submitted by CITY and shall be submitted In duplicate to AUTHORITY's
15 Accounts Payable office. CITY may also submit invoices electronically to AUTHORITY's Accounts
i
16 Payable Department at vendorinvoices(mocta.net. Each invoice shall include the following information:
17 1. Agreement No. C-8-1882;
i
18 2. Specify which payment is being requested;
19 3. Any other information as agreed or requested by AUTHORITY to substantiate the
20 validity of an invoice.
21 H. CITY shall procure and maintain insurance coverage during the entire term of this Agreement.
22 Coverage shall be full coverage and not subject to self-insurance provisions. CITY shall provide the
23 followng insurance coverage:
24 /
25 /
26 /
Page 4 of 10
48
AGREEMENT NO. C-8-1882
1 1. Commercial General Liability, to include Products/Completed Operations,
2 Independent Contractors', Contractual Liability, and Personal Injury Liability, and Property Damage with
3 a minimum limit of $1,000,000.00 per occurrence and $2,000,000.00 general aggregate;
4
5 2. Automobile Liability Insurance to include owned, hired and non-owned autos with a
6 combined single limit of$1,000,000.00 each accident;
7 3. Workers' Compensation with limits as required by the State of California including a
8 waiver of subrogation in favor of AUTHORITY, its officers, directors, employees or agents; and
9 4. Employers' Liability with minimum limits of$1,000,000.00.
10 L Proof of such coverage, in the form of a certificate of insurance, with the AUTHORITY, its
11 officers, directors, employees and agents, designated as additional insureds as required by contract. In
12 addition, provide an insurance policy blanket additional insured endorsement. Both documents must be
13 received by AUTHORITY prior to commencement of any work. Proof of insurance coverage must be
14 received by AUTHORITY within ten (10) calendar days from the effective date of this Agreement. Such
15 insurance shall be primary and non-contributive to any insurance or self-insurance maintained by the
16 AUTHORITY.
17 J. CITY shall include on the face of the Certificate of Insurance the Cooperative Agreement
18 Number C-8-1882; and, the Contract Administrators Name, Sue Ding.
19 K. CITY shall also include in each subcontract the stipulation that CITY's third-party provider
20 shall maintain insurance coverage in the amounts required from CITY as provided in this Agreement.
21 L. CITY shall be required to immediately notify AUTHORITY of any modifications or cancellation
22 of any required insurance policies.
23 ARTICLE 5. DELEGATED AUTHORITY
24 The actions required to be taken by CITY in the implementation of this Agreement are delegated
25 to its CITY, or designee, and the actions required to be taken by AUTHORITY in the implementation of
26 this Agreement are delegated to AUTHORITY's Chief Executive Officer or designee.
Page 5 of 10
49
AGREEMENT NO. C-8-1882
1 ARTICLE 6. MAXIMUM OBLIGATION
2 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY
3 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Two
4 Hundred Fifty Three Thousand Dollars ($253,000.00), unless agreed to by both Parties and amended by
5 way of written amendment.
6 ARTICLE 7. AUDIT AND INSPECTION
7 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally
8 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized
9 representatives of AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and
10 other data and records of CITY for a period of four (4) years after final payment, or until any on-going
11 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
12 CITY's payment of AUTHORITY's final billing (so noted on the invoice) under this Agreement.
13 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
14 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor.
15 ARTICLE 8. INDEMNIFICATION
16 A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense
17 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
18 AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties"), from
19 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
20 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
21 attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of
22 persons(CITY's employees included),for damage to property, including property owned by AUTHORITY,
23 or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
24 willful misconduct of CITY, its officers, directors, employees or agents in connection with or arising out of
25 the performance of this Agreement.
26 /
Page 6 of 10
50
AGREEMENT NO. C-8-1882
1 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole cost
2 and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold harmless
3 CITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties"), from and
4 against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
5 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
6 attorney fees (collectively"Claims"), including but not limited to Claims arising from injuries to or death of
7 persons(AUTHORITY's employees included),for damage to property, including property owned by CITY,
8 or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
9 willful misconduct of AUTHORITY, its officers, directors, employees or agents in connection with or arising
10 out of the performance of this Agreement.
11 C. The indemnification and defense obligations of this Agreement shall survive its expiration or
12 termination.
13 ARTICLE 9. ADDITIONAL PROVISIONS
14 A. Term of Agreement: This Agreement shall be effective on October 1, 2018, and shall continue
15 in full force and effective through September 30, 2020.
16 B. Termination: In the event either Party defaults in the performance of their obligations under
17 this Agreement or breaches any of the provisions of this Agreement, the non-defaulting Party shall have
18 the option to terminate this Agreement upon thirty (30) days' prior written notice to the other Party.
19 C. Termination for Convenience: Either Party may terminate this Agreement for its convenience
20 by providing thirty (30) days' prior written notice of its intent to terminate for convenience to the other
21 Party.
22 D. AUTHORITY and CITY shall comply with all applicable federal, state, and local laws, statues,
23 ordinances and regulations of any governmental authority having jurisdiction over the PROJECT.
24 E. Legal Authority: AUTHORITY and CITY hereto consent that they are authorized to execute
25 this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are
26 formally bound to the provisions of this Agreement.
Page 7 of 10
51
AGREEMENT NO. C-8-1882
1 F. Severability: If any term, provision, covenant or condition of this Agreement is held to be
2 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the
3 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or
4 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
5 G. Counterparts of Agreement: This Agreement may be executed and delivered in any number
6 of counterparts, each of which, when executed and delivered shall be deemed an original and all of which
7 together shall constitute the same agreement. Facsimile signatures will be permitted.
8 H. Force Maieure: Either Party shall be excused from performing its obligations under this
9 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable
10 cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God;
11 commandeering of material, products, plants or facilities by the federal, state or local government; national
12 fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause
13 is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond
14 the control and is not due to the fault or negligence of the Party not performing.
15 I. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or
16 authority hereunder may be assigned in whole or in part by either Party without the prior written consent
17 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed
18 void and of no force and effect. Consent to one assignment shall not be deemed consent to any
19 subsequent assignment, nor the waiver of any right to consent to such subsequent assignment.
20 J. Governing Law: The laws of the State of California and applicable local and federal laws,
21 regulations and guidelines shall govern this Agreement.
22 K. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, the
23 court shall award costs and expenses, including attorney's fees, to the prevailing Party.
24 L. Notices: Any notices, requests, or demands made between the Parties pursuant to this
25 Agreement are to be directed as follows:
26
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52
AGREEMENT NO. C-8-1882
1 To CITY: To AUTHORITY:
2 City of Huntington Beach Orange County Transportation Authority
3 18041 Goldenwest Street 550 South Main Street
4 P. O. Box 14184
5 Huntington Beach, CA 92648 Orange, CA 92863-1584
6
7 Attention: Randy Pesquiera Attention: Sue Ding
8 Senior Supervisor Human Services Senior Contracts Administrator
9 Tel: (714) 536-5543 Tel: (714) 560-5631
10 Email: rpesqueira@surfcity-hb.org Email: sding@octa.net
11
12
13
14
15
16
17
18
19 /
20
21
22
23
24
25
26
Page 9 of 10
53
AGREEMENT NO. C-8-1882
1 Upon execution by both Parties, this Agreement shall be made effective on October 1, 2018.
2 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement No. C-8-1882 to be
3 executed on the date first written above.
4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY
5
6 By: By:
Mike Posey Darrell E. Johnson
7 Mayor Chief Executive Officer
8
9 APPROVED AS TO FORM:
10 By: By:
11 Michael E. Gates J es M. Donich
City Attorney /General Counsel
12
13 APPROVED: APPROVED:
14
15 By. By:
16 Marie Knight Beth McCormick
Director, Community Services General Manager, Transit
17
18
19
By:
20 COUNTERPART Jennifer L. Bergener
Chief Operating Officer, Operations
21
22
23
" 24
25
26
Page 10 of 10 54
AGREEMENT NO. C-8-1882
i
1 Upon execution by both Parties,this Agreement shall be made effective on October 1, 2018.
2 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement No. C-8-1882 to be
3 executed on the date first written above.
4 CITY OF HUNTINGTON BEACH ORANGE COUNTY TRANSPORTATION AUTHORITY
5
8 �= By:
7 Darrell E. Johnson
Mayor Chief Executive Officer
8
9 APPROVE -T
10 B • By:
11 chael E. Gates M✓ es M. Donich
City Attorney General Counsel
12
13 APPROVED: APPROVED:
i
14 �I
15 By: / �c l 2 9s� = By:
:
16 Made-Knight QAr`s -S/�zMet Beth McCormick
Director, Community Servlces General Manager, Transit I .
17 i
18
19 COUNTERPART By:
Y0 Jennifer L. Bergener
Chief Operating Officer, Operations
21
22 j
23
?IJ24
25
26
Page 10 of 10
55
AGREEMENT NO. C-8-1882
EXHIBIT A
SCOPE OF WORK
A. City of Huntington Beach Vehicle Replacement
The City of Huntington Beach (City) shall purchase:
• One (1) small bus (Ford or GM) with a seating capacity of eight (8) ambulatory and
two (2) wheelchair passengers. Useful Life Benchmark (ULB) is ten (10) years or
150,000 miles.
• Two (2) medium buses (Ford or GM) with a seating capacity of twelve (12) ambulatory
and two (2) wheelchair passengers. Useful Life Benchmark (ULB) is ten (10) years or
150,000 miles.
The replacement vehicles will continue the City's service levels within their current
transportation programs and serve clients that require the use of a wheelchair lift or ramp.
The City's existing small bus needs extensive body work caused by rust while the
two (2) medium buses have high mileage. In addition, due to the age of the vehicle, those
three (3) vehicles are also incurring higher maintenance costs and could potentially lead to a
loss of service. The vehicles requested for replacement will be able to maintain the City's
current level of service and increase efficiency due to a reduction in vehicle down time related
to major repairs.
The vehicles scheduled for replacement in the table below have met and/or exceeded their
ULB. The vehicles shall be disposed of in accordance with Federal requirements. Vehicles
being replaced shall be withdrawn from active service and placed into back-up service and/or
sold upon replacement vehicle delivery, acceptance, and implementation. The vehicles
scheduled for purchase shall meet the Clean Air Act standards (CAA) and the Americans with
Disabilities Act (ADA) requirements.
Last 5-digits
Description Type of . .
2003 Ford E350 Bus 26029 Backup
2009 El Dorado Bus 08730 Backup
2009 El Dorado I Bus 108811 Backup
Page 1 of 3
56
AGREEMENT NO. C-8-1882
EXHIBIT A
B. City of Huntington Beach Software Expansion
The City shall purchase:
• DriverMate software licenses for seventeen (17) vehicles.
The City shall upgrade its Senior Mobility Program (SMP) to include mobile data terminals
(MDT) in each of its SMP vehicles and utilize the Trapeze dispatching software. The City
shall purchase DriverMate software licenses that will support Trapeze dispatching system. By
implementing the MDTs to its fleet, the City will be eliminating the need for aging
push-to-talk radios and its global positioning system tracking system; the City estimates this
technological change can save approximately $12,000 a year in service fees. In addition, the
improved communication will give the City the ability to identify service issues and allow its
dispatchers to respond accordingly. Lastly, the City will be able to route its drivers and reduce
wait time for its passengers, thus improve their growing transportation program.
Performance Measures
(a) Serving a minimum of 700 seniors annually with roughly 40 percent (40%) of these
clients utilizing a wheelchair or lift in their transportation.
(b) Providing a minimum of 32,000 rides (measured by one-way passenger trips) annually.
(c) Purchased vehicles will provide a minimum of twenty (20) hours of service per week
per vehicle or in coordination with other agencies.
Timeline
Estimated
Milestone Completion Descr • .
RFPs/IFBs/RFQs Issued Vehicles will be procured through the
CalAct1MBTA Purchasing Cooperative
which provides a Federal and California
State compliant purchasing solution to
purchase ADA compliant vehicles.
Software license will be procured
through competitive procurement
and/or approved sole-source
a reement.
Contract Awards Award vehicle procurement contract
with approved vendor from
CalAct/MBTA pre-approved vendor list.
Award software procurement contract.
First Vehicle Delivery Initial delivery of vehicles, includes a
complete inspection and Pre- and Post-
delive audit.
Page 2 of 3
57
AGREEMENT NO. C-8-1882
EXHIBIT A
Last Vehicle Delivery All vehicles delivered and inspected.
First Computer Delivery Initial delivery/installation of computer
software, includes a complete
inspection and Pre and Post-delivery
audit.
Last Computer Delivery All computer software licenses
delivered/installed and inspected.
Contract Close-out All work completed, and all vehicles and
computer software placed into service.
Deliverables
(a) Fully comply with the Scope of Work and the Enhanced Mobility for Seniors and
Disabled grant program (including any amendments approved by the Orange County
Transportation Authority (OCTA), and in compliance with all applicable grant
regulations.
(b) Submit all required reports and certifications as detailed in this Agreement and as
requested by OCTA.
Page 3 of 3
58
City of Huntington Beach
2000 Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 e www.huntingtonbeachea.gov
Office of the City Clerk
Robin Estanislau, City Clerk
April 8, 2019
Orange County Transportation Authority
Attn: Sue Ding
Sr. Contract Administrator
550 South Main Street
P.O. Box 14184
Orange, CA 92863-1584
Dear Ms. Ding:
Enclosed please find the executed original of the "Cooperative Agreement No. C-8-1882
between Orange County Transportation Authority and City of Huntington Beach" approved
by the Huntington Beach City Council on April 1, 2019.
Upon complete execution, please return a copy of the fully executed agreement to us.
Please mail the Agreement to:
Robin Estanislau
City Clerk
2000 Main Street, 2n1 Floor
Huntington Beach CA 92648
Your attention to this matter is greatly appreciated.
Sincerely,
4&hta
Robin Estanislau, CIVIC
City Clerk
RE:ds
Enclosures
Sister Cities: Anjo, Japan Waitakere, New Zealand
59
VEb
d �
} City of Huntington Beach
F " v
File #: 19-399 MEETING DATE: 4/1/2019
REQUEST FOR CITY COUNCIL ACTION
SUBMITTED TO: Honorable Mayor and City Council Members
SUBMITTED BY: Fred A. Wilson, City Manager
PREPARED BY: Chris Slama, Interim Director of Community Services
Subiect:
Approve and authorize execution of Cooperative Agreement No. C-8-1882 for the Orange
County Enhanced Mobility for Seniors and Disabled (EMSD) Grant Program between the
Orange County Transportation Authority (OCTA) and City of Huntington Beach, accept grant
award and authorize expenditure and appropriation of funds
Statement of Issue:
The Community Services Department is requesting approval of Cooperative Agreement No. C-8-
1882 for the Orange County Enhanced Mobility for Seniors and Disabled (EMSD) Grant Program
between the Orange County Transportation Authority (OCTA) and City of Huntington Beach. This
grant will allow the City to purchase three replacement buses and related transportation software
associated with transporting elderly and physically challenged persons ages 60 years and over.
Financial Impact:
The total OCTA grant award amount is not to exceed $253,000. Based on existing quotes obtained
from the purchase of three vehicles and transportation software, the City is responsible for $61,502
which includes $42,502 for the buses and $19,000 for the new transportation software. Sufficient
funds are available in Senior Transportation account 10345502 to cover the $61,502. An
appropriation of$50,000 is requested in order to cover the reimbursable portion of the transportation
software.
Recommended Action:
A) Approve and authorize the Mayor to execute "Cooperative Agreement No. C-8-1882 Between the
Orange County Transportation Authority and City of Huntington Beach" for a term of October 1, 2018,
through September 30, 2020; and,
B) Accept the grant award and approve the expenditure of funds for three buses and transportation
software as referenced in Cooperative Agreement No. C-8-1882; and,
C) Authorize the appropriation of$50,000 into account 10345502.63230 to be reimbursed through
Cooperative Agreement No. C-8-1882.
City of Huntington Beach Page 1 of 2 Printed on 3/27/2019
powered551,LegistarT11
File #: 19-399 MEETING DATE: 4/1/2019
Alternative Action(s):
Do not approve Cooperative Agreement No. C-8-1882 with the Orange County Transportation
Authority and direct staff accordingly.
Analysis:
The "Surf City Seniors on the Go!" senior transportation program is a donation-based program that
provides curb-to-curb transportation services for Huntington Beach seniors ages 60 years and over.
There is a need for Community Services to replace vehicles and other equipment in order to meet the
increasing demand to transport senior citizens to and from their residences to locations within the
community. The "Surf City Seniors on the Go!" Program transports seniors to medical appointments,
shopping centers, social services, and the senior center.
Funds are needed to replace three vehicles nearing the end of their functional life and to upgrade
transportation software to increase service and efficiency. The vehicles being purchased through this
grant include one small bus (8 accessible seats and 1 wheelchair) and two medium buses (11
accessible seats and 2 wheelchairs). The software will help eliminate the need for costly GPS
tracking and push-to-talk radios, while increasing service and routing efficiency.
Under Cooperative Agreement No. C-8-1882, OCTA agrees to award EMSD grant funds in an
amount not to exceed $253,000 to fund the purchase of the three replacement vehicles and
transportation software. Based on OCTA grant guidelines, a maximum of$203,000 (80%) may be
used for vehicle purchases and $50,000 may be used to purchase the software. The City is
responsible for a 20% match, plus any remaining balance in excess of the maximum funding
available through the EMSD Grant.
Per the existing quotes, estimated vehicle costs total $212,512. Of this amount, OCTA will pay 80%
or $170,010 and the City will pay 20% or $45,502.
In addition, estimated transportation software costs total $69,000. Of this amount, OCTA will pay
$50,000 (the difference between $253,000 and the maximum allowed amount of $203,000 for the
vehicles) and the City will pay 20% or $13,800, plus the residual balance of$5,200.
Environmental Status:
Not applicable.
Strategic Plan Goal:
Enhance and maintain high quality City services
Attachment(s):
1) "Cooperative Agreement No. C-8-1882 Between the Orange County Transportation Authority and
City of Huntington Beach" for a term of October 1, 2018, through September 30, 2020
City of Huntington Beach Page 2 of 2 Printed on 3/27/2019
powered,Leaistar-
1 COOPERATIVE AGREEMENT NO. C-8-1882
2 BETWEEN
3 ORANGE COUNTY TRANSPORTATION AUTHORITY
4 AND
5 CITY OF HUNTINGTON BEACH
6 THIS AGREEMENT, is effective this �� � day of 2019, by and
7 between the Orange County Transportation Authority, 550 South Main Street, P.O. Box 14184, Orange,
8 California 92863-1584, a public corporation of the State of California(herein referred to as"AUTHORITY")
9 and the City of Huntington Beach, 18041 Goldenwest Street, Huntington Beach, California 92648
10 (hereinafter referred to as "CITY") each individually known as "Party" and collectively known as the
11 "Parties".
12 RECITALS:
13 WHEREAS, the Orange County Enhanced Mobility for Seniors and Disabled (EMSD) Grant
14 Program offers grant opportunities to non-profit organizations and local public agencies to help meet the
15 special transportation needs of seniors and individuals with disabilities; and
16 WHEREAS, the Orange County EMSD Grant Program replaces the Federal Transit
17 Administration's Section 5310 Program by providing local funding support, in lieu of federal funding, to
18 relieve applicants of stringent federal requirements and reduce the risk of non-compliance for both the
19 AUTHORITY and its grantees; and
20 WHEREAS, CITY wishes to purchase Americans with Disabilities Act (ADA) accessible vehicles
21 and/or other eligible equipment such as computer hardware and software, and/or to enhance the
22 transportation options currently available to seniors and persons with disabilities by operating transporting
23 services beyond that required by the ADA, providing mobility management, and/or offering driver and
24 travel training ("PROJECT'); and
25 WHEREAS,this Cooperative Agreement defines the roles and responsibilities of AUTHORITY
26 and CITY in executing a transportation program for seniors and persons with disabilities;
Last Rev:3/6/2018
Page 1 of 10
AGREEMENT NO. C-8-1882
1 NOW, THEREFORE, it is mutually understood and agreed by AUTHORITY and CITY as follows:
2 ARTICLE 1. COMPLETE AGREEMENT
3 A. This Agreement, including any attachments incorporated herein and made applicable by
4 reference, constitutes the complete and exclusive statement of the term(s) and condition(s) of this
5 Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings,
6 and communications. The invalidity in whole or in part of any term or condition of this Agreement shall
7 not affect the validity of other term(s) or condition(s) of this Agreement. The above referenced Recitals
8 are true and correct and are incorporated by reference herein.
9 B. AUTHORITY's failure to insist on any instance(s) of CITY's performance of any term(s) or
10 condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's
11 right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation
12 in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall
13 not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized
14 representative of AUTHORITY by way of a written amendment to this Agreement and issued in
15 accordance with the provisions of this Agreement.
16 C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any term(s) or
17 condition(s) of this Agreement shall not be construed as a waiver or relinquishment of CITY's right to such
18 performance or to future performance of such term(s) or condition(s), and AUTHORITY's obligation in
19 respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall not
20 be binding upon CITY except when specifically confirmed in writing by an authorized representative of
21 CITY by way of a written amendment to this Agreement and issued in accordance with the provisions of
22 this Agreement.
23 ARTICLE 2. SCOPE OF AGREEMENT
24 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the
25 subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate and
26 coordinate with the other in all activities covered by this Agreement and any other supplemental
Page 2 of 10
AGREEMENT NO. C-8-1882
1 agreements that may be required to facilitate purposes thereof.
2 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY
3 A. AUTHORITY agrees to award EMSD funds in an amount not to exceed Two Hundred Fifty
4 Three Thousand Dollars ($253,000.00) ("Funding Amount") to CITY subject to the terms and conditions
5 of this Agreement.
6 B. Payments to CITY shall be processed by AUTHORITY within a reasonable time period, but
7 in no event more than sixty (60) calendar days after receipt of the Reimbursement Invoice from CITY.
8 ARTICLE 4. RESPONSIBILITIES OF CITY
9 A. CITY agrees that all funds received from AUTHORITY as specified in Article 3A above shall
10 be used exclusively for purchasing the capital assets and/or providing the services as set forth in
11 Exhibit A, entitled "Scope of Work," included in this Agreement, which is incorporated into and made part
12 of this Agreement.
13 B. CITY agrees to a twenty percent (20%) match of allowable capital project costs. Local,
14 non-federal match may be made up of cash-subsidies, fare revenues, or in-kind contributions.
15 C. CITY agrees to a fifty percent (50%) match of allowable operating project costs. Local
16 non-federal match may be made up of cash-subsidies, fare revenues, or in-kind contributions.
17 D. CITY agrees to provide AUTHORITY with quarterly summary reports of the CITY's
18 PROJECT. CITY shall submit quarterly summary reports within ten (10) business days after the end of
19 each quarter.
20 E. CITY may contract with a third-party service provider to provide transportation services
21 provided that:
22 1. Contractor is selected using a competitive procurement process; and
23 2. Wheelchair accessible vehicles are available and used when requested.
24 F. Invoices pertaining to vehicles shall be submitted with confirmed completion of requirements
25 for each vehicle and deliverable as applicable. The vehicle dealer(DEALER)shall issue three(3)invoices
26 for each vehicle delivered. he first invoice shall be issued to the AUTHORITY after the delivery of a
Page 3 of 10
AGREEMENT NO.C-8-1882
1 complete and fully functional vehicle to the CITY in an amount equal to sixty-five percent(65%)of the
E
i 2 total vehicle price. A second invoice shall be issued at the same time to the CITY in an amount equal to
3 twenty percent (20%) of the total vehicle price. A fully functional vehicle will be determined after the
E
4 successful completion of all required repairs and corrections of any defects reported to the DEALER
5 during the vehicle inspection phase performed by the CITY. The third invoice for an amount equal to
i
6 fifteen percent (15%) of the total vehicle price shall be issued to the AUTHORITY upon final vehicle
i
7 acceptance which includes successful delivery and CITY's acceptance of all technical and contractual
8 requirements/deliverables, i.e. updated manuals, schematics, including 40 continuous hours of fail free
9 service, corrections of all noted deficiencies, repairs and resolutions of any and all noted discrepancies
10 arisen from deployment of each vehicle in service, warranty registrations, correction of all fleet defects,
11 delivery of any pending certifications required by the Americans with Disabilities Act, Federal Motor
12 Vehicle Safety Standards, Department of Transportation, vehicle licensing and registration, laws and/or
13 any other terms from the signed Agreement.
14 G. Invoices shall be submitted by CITY and shall be submitted in duplicate to AUTHORITY's
15 Accounts Payable office. CITY may also submit invoices electronically to AUTHORITY's Accounts
16 Payable Department at vendoHnvoices(aocta.net. Each invoice shall include the following information:
17 1. Agreement No. C-&1882;
18 2. Specify which payment is being requested;
19 3. Any other information as agreed or requested by AUTHORITY to substantiate the
20 validity of an invoice.
21 H. CITY shall procure and maintain insurance coverage during the entire term of this Agreement.
22 Coverage shall be full coverage and not subject to self-insurance provisions. CITY shall provide the
23 following insurance coverage:
24 /
25 /
26
Page 4 of 10
AGREEMENT NO. C-8-1882
1 1. Commercial General Liability, to include Products/Completed Operations,
2 Independent Contractors', Contractual Liability, and Personal Injury Liability, and Property Damage with
3 a minimum limit of$1,000,000.00 per occurrence and $2,000,000.00 general aggregate;
4
5 2. Automobile Liability Insurance to include owned, hired and non-owned autos with a
6 combined single limit of$1,000,000.00 each accident;
7 3. Workers' Compensation with limits as required by the State of California including a
8 waiver of subrogation in favor of AUTHORITY, its officers, directors, employees or agents; and
9 4. Employers' Liability with minimum limits of$1,000,000.00.
10 I. Proof of such coverage, in the form of a certificate of insurance, with the AUTHORITY, its
11 officers, directors, employees and agents, designated as additional insureds as required by contract. In
12 addition, provide an insurance policy blanket additional insured endorsement. Both documents must be
13 received by AUTHORITY prior to commencement of any work. Proof of insurance coverage must be
14 received by AUTHORITY within ten (10) calendar days from the effective date of this Agreement. Such
15 insurance shall be primary and non-contributive to any insurance or self-insurance maintained by the
16 AUTHORITY.
17 J. CITY shall include on the face of the Certificate of Insurance the Cooperative Agreement
18 Number C-8-1882; and, the Contract Administrator's Name, Sue Ding.
19 K. CITY shall also include in each subcontract the stipulation that CITY's third-party provider
20 shall maintain insurance coverage in the amounts required from CITY as provided in this Agreement.
21 L. CITY shall be required to immediately notify AUTHORITY of any modifications or cancellation
22 of any required insurance policies.
23 ARTICLE 5. DELEGATED AUTHORITY
24 The actions required to be taken by CITY in the implementation of this Agreement are delegated
25 to its CITY, or designee, and the actions required to be taken by AUTHORITY in the implementation of
26 this Agreement are delegated to AUTHORITY's Chief Executive Officer or designee.
Page 5 of 10
AGREEMENT NO. C-8-1882
1 ARTICLE 6. MAXIMUM OBLIGATION
2 Notwithstanding any provisions of this Agreement to the contrary, AUTHORITY and CITY
3 mutually agree that AUTHORITY's maximum cumulative payment obligation hereunder shall be Two
4 Hundred Fifty Three Thousand Dollars ($253,000.00), unless agreed to by both Parties and amended by
5 way of written amendment.
6 ARTICLE 7. AUDIT AND INSPECTION
7 AUTHORITY and CITY shall maintain a complete set of records in accordance with generally
8 accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized
9 representatives of AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and
10 other data and records of CITY for a period of four (4) years after final payment, or until any on-going
11 audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of
12 CITY's payment of AUTHORITY's final billing (so noted on the invoice) under this Agreement.
13 AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above
14 provision with respect to audits shall extend to and/or be included in contracts with CITY's contractor.
15 ARTICLE 8. INDEMNIFICATION
16 A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense
17 with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless
18 AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties"), from
19 and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
20 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
21 attorney fees (collectively"Claims"), including but not limited to Claims arising from injuries to or death of
22 persons(CITY's employees included),for damage to property, including property owned by AUTHORITY,
23 or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
24 willful misconduct of CITY, its officers, directors, employees or agents in connection with or arising out of
25 the performance of this Agreement.
26 /
Page 6 of 10
AGREEMENT NO. C-8-1882
1 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole cost
2 and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold harmless
3 CITY, its officers, directors, employees, and agents(collectively the "Indemnified Parties"), from and
4 against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration
5 awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and
6 attorney fees (collectively"Claims"), including but not limited to Claims arising from injuries to or death of
7 persons(AUTHORITY's employees included),for damage to property, including property owned by CITY,
8 or from any violation of any federal, state, or local law or ordinance, by the negligent acts, omissions or
9 willful misconduct of AUTHORITY, its officers,directors, employees or agents in connection with or arising
10 out of the performance of this Agreement.
11 C. The indemnification and defense obligations of this Agreement shall survive its expiration or
12 termination.
13 ARTICLE 9. ADDITIONAL PROVISIONS
14 A. Term of Agreement: This Agreement shall be effective on October 1, 2018, and shall continue
15 in full force and effective through September 30, 2020.
16 B. Termination: In the event either Party defaults in the performance of their obligations under
17 this Agreement or breaches any of the provisions of this Agreement, the non-defaulting Party shall have
18 the option to terminate this Agreement upon thirty (30) days' prior written notice to the other Party.
19 C. Termination for Convenience: Either Party may terminate this Agreement for its convenience
20 by providing thirty (30) days' prior written notice of its intent to terminate for convenience to the other
21 Party.
22 D. AUTHORITY and CITY shall comply with all applicable federal, state, and local laws, statues,
23 ordinances and regulations of any governmental authority having jurisdiction over the PROJECT.
24 E. Legal Authority: AUTHORITY and CITY hereto consent that they are authorized to execute
25 this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are
26 formally bound to the provisions of this Agreement.
Page 7 of 10
AGREEMENT NO. C-8-1882
1 F. Severability: If any term, provision, covenant or condition of this Agreement is held to be
2 invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the
3 remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or
4 condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law.
5 G. Counterparts of Agreement: This Agreement may be executed and delivered in any number
6 of counterparts, each of which,when executed and delivered shall be deemed an original and all of which
7 together shall constitute the same agreement. Facsimile signatures will be permitted.
8 H. Force Maieure: Either Party shall be excused from performing its obligations under this
9 Agreement during the time and to the extent that it is prevented from performing by an unforeseeable
10 cause beyond its control, including but not limited to; any incidence of fire, flood; acts of God;
11 commandeering of material, products, plants or facilities by the federal, state or local government; national
12 fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause
13 is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond
14 the control and is not due to the fault or negligence of the Party not performing.
15 I. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or
16 authority hereunder may be assigned in whole or in part by either Party without the prior written consent
17 of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed
18 void and of no force and effect. Consent to one assignment shall not be deemed consent to any
19 subsequent assignment, nor the waiver of any right to consent to such subsequent assignment.
20 J. Governinq Law: The laws of the State of California and applicable local and federal laws,
21 regulations and guidelines shall govern this Agreement.
22 K. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, the
23 court shall award costs and expenses, including attorney's fees, to the prevailing Party.
24 L. Notices: Any notices, requests, or demands made between the Parties pursuant to this
25 Agreement are to be directed as follows:
26 /
Page 8 of 10
AGREEMENT NO. C-8-1882
1 To CITY: To AUTHORITY:
2 City of Huntington Beach Orange County Transportation Authority
3 18041 Goldenwest Street 550 South Main Street
4 P. O. Box 14184
5 Huntington Beach, CA 92648 Orange, CA 92863-1584
6
7 Attention: Randy Pesquiera Attention: Sue Ding
8 Senior Supervisor Human Services Senior Contracts Administrator
9 Tel: (714) 536-5543 Tel: (714) 560-5631
10 Email: rpesqueira@surfcity-hb.org Email: sding@octa.net
11 /
12 /
13 /
14 /
15 /
16 /
17 /
18 /
19 /
20 /
21 /
22 /
23 /
24 /
25 /
26 /
Page 9 of 10
AGREEMENT NO. C-8-1882
1 Upon execution by both Parties,this Agreement shall be made effective on October 1,2018.
2 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement No. C-8-1882 to be
3 executed on the date first written above.
4 CITY OF HUNTINGTON BEACH ORANGE COU TR NSPORTATION AUTHORITY
6 By:
~�71;_P-0,0 rr Darrell E.Jo on
7 Mayor Chief Executive Officer
8
9 APPROVE
10 B • By:
11 chael E.Gates f1rv�/ es M.Donich
City Attorney General Counsel
12
13 APPROVED: APPROVED:
14
15 By: By.
16 _Mar1e-Knight__ ..S_/tMet e-A Beth McCormick
Director, Community Services General Manager,Transit
17
18
i
19
20 JennifeIerg er
Chief Ing Moe ,Ope tion
21•
22
23
VV24
25
26
Page 10 of 10
AGREEMENT NO. C-8-1882
EXHIBIT A
SCOPE OF WORK
A. City of Huntington Beach Vehicle Replacement
The City of Huntington Beach (City) shall purchase:
• One (1) small bus (Ford or GM) with a seating capacity of eight (8) ambulatory and
two (2) wheelchair passengers. Useful Life Benchmark (ULB) is ten (10) years or
150,000 miles.
• Two (2) medium buses (Ford or GM) with a seating capacity of twelve (12) ambulatory
and two (2) wheelchair passengers. Useful Life Benchmark (ULB) is ten (10) years or
150,000 miles.
The replacement vehicles will continue the City's service levels within their current
transportation programs and serve clients that require the use of a wheelchair lift or ramp.
The City's existing small bus needs extensive body work caused by rust while the
two (2) medium buses have high mileage. In addition, due to the age of the vehicle, those
three (3) vehicles are also incurring higher maintenance costs and could potentially lead to a
loss of service. The vehicles requested for replacement will be able to maintain the City's
current level of service and increase efficiency due to a reduction in vehicle down time related
to major repairs.
The vehicles scheduled for replacement in the table below have met and/or exceeded their
ULB. The vehicles shall be disposed of in accordance with Federal requirements. Vehicles
being replaced shall be withdrawn from active service and placed into back-up service and/or
sold upon replacement vehicle delivery, acceptance, and implementation. The vehicles
scheduled for purchase shall meet the Clean Air Act standards (CAA) and the Americans with
Disabilities Act (ADA) requirements.
Last 5-digits
Description Type of VIN Disposition
2003 Ford E350 Bus 26029 Backup
2009 El Dorado Bus 08730 Backup
2009 El Dorado Bus 08811 Backup
Page 1 of 3
AGREEMENT NO. C-8-1882
EXHIBIT A
B. City of Huntington Beach Software Expansion
The City shall purchase:
0 DriverMate software licenses for seventeen (17) vehicles.
The City shall upgrade its Senior Mobility Program (SMP) to include mobile data terminals
(MDT) in each of its SMP vehicles and utilize the Trapeze dispatching software. The City
shall purchase DriverMate software licenses that will support Trapeze dispatching system. By
implementing the MDTs to its fleet, the City will be eliminating the need for aging
push-to-talk radios and its global positioning system tracking system; the City estimates this
technological change can save approximately $12,000 a year in service fees. In addition, the
improved communication will give the City the ability to identify service issues and allow its
dispatchers to respond accordingly. Lastly, the City will be able to route its drivers and reduce
wait time for its passengers, thus improve their growing transportation program.
Performance Measures
(a) Serving a minimum of 700 seniors annually with roughly 40 percent (40%) of these
clients utilizing a wheelchair or lift in their transportation.
(b) Providing a minimum of 32,000 rides (measured by one-way passenger trips) annually.
(c) Purchased vehicles will provide a minimum of twenty (20) hours of service per week
per vehicle or in coordination with other agencies.
Timeline
Estimated
Milestone Completion Description Issued Vehicles will be procured through the
CalAct/MBTA Purchasing Cooperative
which provides a Federal and California
State compliant purchasing solution to
purchase ADA compliant vehicles.
Software license will be procured
through competitive procurement
and/or approved sole-source
a reement.
Contract Awards Award vehicle procurement contract
with approved vendor from
CalAct/MBTA pre-approved vendor list.
Award software procurement contract.
First Vehicle Delivery Initial delivery of vehicles, includes a
complete inspection and Pre- and Post-
deliveryaudit.
Page 2 of 3
AGREEMENT NO. C-8-1882
EXHIBIT A
Last Vehicle Delivery All vehicles delivered and inspected..
First Computer Delivery Initial delivery/installation of computer
software, includes a complete
inspection and Pre and Post-delivery
audit.
Last Computer Delivery All computer software licenses
delivered/installed and inspected.
Contract Close-out All work completed, and all vehicles and
computer software placed into service.
Deliverables
(a) Fully comply with the Scope of Work and the Enhanced Mobility for Seniors and
Disabled grant program (including any amendments approved by the Orange County
Transportation Authority (OCTA), and in compliance with all applicable grant
regulations.
(b) Submit all required reports and certifications as detailed in this Agreement and as
requested by OCTA.
Page 3 of 3
City of Huntington Beach
20oo Main Street ♦ Huntington Beach, CA 92648
(714) 536-5227 ♦ www.huntingtonbeachca.gov
...rFB I7,1909�P°` Office of the City Clerk
Robin Estanislau, City Clerk
April 8, 2019
Orange County Transportation Authority
Attn: Sue Ding
Sr. Contract Administrator
550 South Main Street
P.O. Box 14184
Orange, CA 92863-1584
Dear Ms. Ding:
Enclosed please find the executed original of the "Cooperative Agreement No. C-8-1882
between Orange County Transportation Authority and City of Huntington Beach" approved
by the Huntington Beach City Council on April 1, 2019.
Upon complete execution, please return a copy of the fully executed agreement to us.
Please mail the Agreement to:
Robin Estanislau
City Clerk
2000 Main Street, 2"d Floor
Huntington Beach CA 92648
Your attention to this matter is greatly appreciated.
Sincerely,
Robin Estanislau, CIVIC
City Clerk
RE:ds
Enclosures
Sister Cities. Anjo, Japan ♦ Waitakere, New Zealand