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HomeMy WebLinkAboutR-2005-006 People for People Lease (buses)RESOLUTION NO. R-2005-06 A RESOLUTION authorizing the City Manager to execute an agreement between the City of Yakima and People for People for the lease of two city buses. WHEREAS, the City of Yakima Transit Division owns two older buses, equipment numbers ER 7097 and ER 7098, that are currently not needed for daily transit service; and WHEREAS, People for People operates the lower Yakima Valley Community Connector under funding from a State of Washington Rural Mobility grant and has a need for two larger transit buses; and WHEREAS, the businesses, professional community, and educational facilities within the City of Yakima will benefit from this lease arrangement; and WHEREAS, the City Council of the City of Yakima deems it to be in the best interest of the City of Yakima to enter into the attached agreement with People for People for the lease of two transit buses, now, therefore; BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized and directed to execute the attached and incorporated "Lease Between the City of Yakima and People for People" for the lease of two transit buses. ADOPTED BY THE CITY COUNCIL this 4th day of January, 2005. ATTEST: City Clerk Paul P. George, Mayor LEASE BETWEEN THE CITY OF YAKIMA AND PEOPLE FOR PEOPLE THIS LEASE AGREEMENT, hereinafter "Agreement," is made and entered by and between the City of Yakima, a Washington municipal corporation, (hereinafter "City"), and People For People, a nonprofit Washington corporation. WHEREAS, People For People would like to provide public transportation services to citizens desiring to connect between the City's public bus routes and the Ben Franklin Route System in Prosser; and WHEREAS, the City finds it to be in the best interests of the public to lease buses to People For People in accordance with the following terurs and conditions in order for People For People to provide such public services. NOW, THEREFORE, in consideration of the mutual covenants, promises, and conditions set forth herein, it is agreed by and between the City and People For People as follows: 1. Vehicles. The City hereby agrees to provide to People For People those buses that are identified in Attachment A, which is attached to this Agreement and incorporated herein, for use by People For People to provide public transportation between the City of Yakima public bus system and the Ben Franklin Route System in Prosser. People For People will start with one of the buses and begin to lease the second bus as soon as it is phased into their schedule. 2. Contractual Payment. People For People agrees to pay the City a monthly rental charge of Two Hundred Dollars ($200.00) per bus per month during the term of this Agreement. The City shall present an invoice to People For People at the conclusion of each month or whenever prudent for bookkeeping. People For People shall pay the City within thirty (30) calendar days of receipt of the invoice. The monthly rental charge for each bus shall be prorated in the first and last month of use based on when the bus is picked up or returned. 3. Term. This Agreement shall be effective when executed by the parties and shall continue in existence for one year unless terminated earlier by either party in accordance with Section 23 of this Agreement. This Agreement may be extended by written agreement of the parties for a maximum of one (1) year. 4. Licensing and Titling. The vehicle titles will show the City as both legal and registered owner. 5. Use of Buses. People For People will use the buses for public transportation between the City of Yakima and the City of Prosser, Washington. People For People agrees that it will not use or peimit the use of the buses so as to void any insurance covering same, or in a negligent manner, or permit the buses to become subject to any liens, charges, or encumbrances. People For People shall keep satisfactory records with regard to the use of the buses and shall submit to the City upon request such infoimation as is required in order to assure compliance with this section. If, during the tetiii of this Agreement, any bus is not used in the above described manner, is used in a manner different from that described in this Agreement, or is withdrawn from transportation service, People For People shall immediately notify the City. 6. Maintenance of Buses. a. People For People shall maintain the buses in good repair at all times. All services, materials and repairs required in connection with the use and operation of the buses, including but not limited to tires, brake shoes, belts, oil and other fluids shall be performed at People For People's sole expense, provided however that if People For People has maintained the buses as required by this Agreement, then repairs to the engine, transmission and axles shall be at the City's sole expense. A condition inspection shall be conducted by People For People, or its designated agent, prior to taking delivery of each bus. b. The City requires the buses to be regularly serviced, including routine preventative maintenance every 6000 miles. At no time will the vehicle maintenance be less than the service recommended by the manufacturer. People For People will provide the City the mileage for each of the buses by the tenth (10th) day of the month following along with copies of daily vehicle status checklists of the vehicles' fluid levels and tire status. c. People For People agrees to inspect and service the buses and replace parts, if necessary, at intervals and according to the requirements contained in the manufacturer's maintenance schedule. People For People shall take the buses to an appropriate service and repair facility for any service and repair required. d. Maintenance and service records, including original invoices, shall be kept on file for each of the buses and be made available to the City upon the expiration or termination of this Agreement. A copy of the work order shall be submitted to the City after each routine preventive maintenance work performed by People For People. Copies of other service records shall be provided to the City upon request. e. Inspections are an important part of each vehicle's maintenance routine. Doing daily, weekly, and monthly inspections will allow early detection of problems. People For People assumes the responsibility to ensure that scheduled inspections, at a minimum, are performed in accordance with the manufacturer's recommendations. f. Any modification to the buses or the installation of additional equipment that requires mounting must be approved by the City in writing prior to installation. 7. Graphics. City graphics will remain on the buses. People For People will apply their own logo or other identification with telephone number by the use of magnetic signs or decals to cover City graphics. These identifications must be removed at the time of termination or expiration of this Agreement without damage to the finish on the buses. 8. Pick-up of Buses. It shall be the responsibility of People For People to pick up the buses at the location designated by the City. The buses will have a full tank of fuel or full dual tanks if so equipped at the time of pick up. People For People shall provide proof of insurance as specified in this Agreement. 9. Requirements at Expiration or Termination. At the expiration or termination of this Agreement, People For People shall return the buses to the location specified by the City with a full tank of fuel or full dual tanks if so equipped and with the maintenance records for the rental period including original service and repair invoices. People For People shall return the buses in the same condition as they were in at the inception of the Agreement, ordinary wear and tear excepted. In the event a bus is not returned in such same condition, People For People shall pay the City for the cost of restoring any bus to said condition. The City shall charge People For People its cost of fuel to fill the tank(s) if the tanks must be filled. 10. Buses Provided "As Is" and "With All Faults." The buses that are the subject of this Agreement shall be provided on an "AS IS" and "WITH ALL FAULTS" basis. The City makes no warranties of any kind whatsoever, express or implied, as to said buses and all warranties, including any warranties of merchantability and fitness for any particular purpose, are hereby disclaimed and excluded. Notwithstanding any provision to the contrary, the teiiiis of this section shall survive any expiration or termination of this Agreement. A condition inspection shall be conducted by People For People, or its designated agent, prior to taking delivery of each bus. 11. Out of State Travel. People For People agrees that the buses shall not be used or operated for any purpose outside of the State of Washington. 12. Liability. a. The City shall not be liable to People For People or to anyone else for any liability, loss or damage of any kind, however caused or alleged to be caused, directly or indirectly by any of the buses; or as a result of the repair, maintenance, or equipment thereof, by any inadequacy thereof, or defect therein or by any incident in connection therewith, or interruption of service or use of any bus provided pursuant to this Agreement, or from any liability of any nature growing out of performance of this Agreement on the part of People For People, its officers, employees, contractors, or subcontractors. b. To the maximum extent permitted by law, People For People shall protect, indemnify, hold harmless and defend the City and its officials, agents, officers, and employees from all claims, actions, costs, damages and expenses of any nature whatsoever, including attorneys' fees, arising out of, resulting from or connected with the acts, errors or omissions of People For People, its officials, assignees, agents, principals, sublessees, contractors, subcontractors, licensees, invitees, employees, or any person whomsoever under this Agreement. The indemnification obligation hereunder shall not include such claims, costs, damages, or expenses caused by the sole negligence of the City or its officials, authorized agents or employees. c. To the maximum extent permitted by law, People For People shall indemnify, hold harmless and defend the City from claims and litigation brought against the City by employees or former employees of People For People and, by mutual negotiation, People For People hereby waives, as respects the City only, any immunity that would otherwise be available to People For People against such claims or litigation under the worker's compensation provisions of Title 51 RCW. d. In the event that any lien is placed upon property of the City or any of its officers, principals, agents, or employees as a result of the acts, errors or omissions of People For People or its officials, assignees, agents, sub -lessees, contractors, subcontractors, licensees, invitees, or employees, People For People shall at once cause the same to be dissolved and discharged by giving bond or otherwise. e. Notwithstanding any provision to the contrary, the terms of this section shall survive any expiration or teiinination of this Agreement 13. Insurance. a. People For People shall keep the buses fully insured against physical damage or loss in an amount equal to current value for like age and condition of the buses under property damage policies satisfactory to the City and without additional cost to the City. In the event of a total loss of any bus covered hereunder and if an immediate payment is made to the City for the current value by the insurance carrier of People For People, then there shall be no further obligation on the part of People For People under this Agreement with respect to said bus. b. People For People shall make no use of the buses unless People For People has first obtained (1) Comprehensive General Liability Insurance which must include Personal Injury, Contractual and Employer's Liability with limits of not less than Five Million Dollars ($5,000,000.00) per occurrence for bodily injury and property damage combined and (2) Automobile Liability Insurance covering the equipment with limits of liability not less than Five Million Dollars ($5,000,000.00) per occurrence for bodily injury and property damage combined. c. All such insurance shall be in form with carriers satisfactory to the City. Such policies shall be endorsed to include the City, its officers, officials, agents, principals, and employees as additional insured. Such insurance shall contain "severability of interest" (cross liability) wording and shall be primary to and not contributing with any insurance or self-insurance which may be carried by the City. d. People For People shall maintain worker's compensation insurance as required by Washington law for and on behalf of its employees. e. Coverage in the minimum amounts set forth herein shall not be construed to relieve People For People from liability in excess of such coverage. 14. Safety. People For People shall ensure, to the best of its ability, that the buses are maintained and operated in a safe and prudent manner and that all drivers comply with existing state laws regarding the operation of motor vehicles on the streets, roads and highways of the state. 15. Independent Contractor. People For People and the City understand and expressly agree that People For People is an independent contractor in the performance of each and every part of this Agreement. As an independent contractor, People For People and its employees shall make no claim of City employment nor shall claim against the City any related employment benefits, social security, and/or retirement benefits. Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between People For People and the City. 16. Remedies Cumulative. All remedies provided in this Agreement are distinct and cumulative to any other right or remedy under this Agreement or afforded by law or equity and may be exercised independently, concurrently, or successively. 17. No Conflict of Interest. People For People represents that it does not have any interest and shall not hereafter acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement. People For People further covenants that it will not hire anyone or any entity having such a conflict of interest during the performance of this Agreement. 18. Profiteering. People For People shall not profit from rendering public services pursuant to this Agreement, provided that People For People shall be entitled to charge such amounts or receive such compensation for its services as will pay its operating expenses, including a reasonable sum for indirect expenses. 19. No City Obligation to Third Parties. No contract between People For People and its contractors or subcontractors shall create any obligation or liability for the City with regard to this Agreement without the City's specific written consent of such obligation or liability, notwithstanding its concurrence in, or approval of, or the awareness of any contract or subcontract or the solicitation thereof. People For People hereby agrees to include this provision in all contracts it enters into for the employment of any individuals, procurement of any materials, or the performance of any work to be accomplished under this Agreement. 20. Integration and Supersession. This Agreement sets forth all of the terms, conditions, and agreements of the parties relative to the subject matter hereof and supersedes any and all such former agreements which are hereby declared terminated and of no further force and effect upon the execution and delivery hereof. There are no tern's, conditions, or agreements with respect thereto, except as herein provided and no amendment or modification of this Agreement shall be effective unless reduced to writing and executed by the parties. 21. Severability. a. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. b. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. c. No controversy concerning any covenant or provision shall delay the performance of any other covenant or provision except as herein allowed. 22. Non -Waiver. The waiver by People For People or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party from thereafter enforcing any such provision. 23. Termination. Either party may terminate this Agreement for any reason by giving the other party forty-five (45) calendar days written notice of termination. The City may terminate this Agreement without notice if it determines that People For People has (1) failed to maintain the buses as required by this Agreement, (2) discontinued the use of the buses for the purpose for which this Agreement was entered into, or (3) failed to operate the buses in a safe and prudent manner in accordance with all laws. Upon termination, People For People shall be responsible to make sure that the buses are returned under the conditions set forth in this Agreement. People For People shall be liable for any payments due as to the effective date of termination. Should any of buses be in need of or actually are in a facility for major repairs at the time of termination, People For People shall be responsible to bring those repairs to a satisfactory completion as required by this Agreement, and the City shall allow People For People a reasonable period of time to accomplish those repairs. 24. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent to the parties to their addresses as follows: TO CITY: TO PEOPLE FOR PEOPLE: Chris Waarvick, Director of Public Works City of Yakima Public Works Department 2301 Fruitvale Blvd. Yakima, WA98902 Lance Durbin People for People 302 West Lincoln Ave. Yakima, WA 98902 or to such- other --addresses as the parties may hereafter designate- in writing:-- -Notices- and/or demands shall be sent by registered or certified mail, postage prepaid or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 25. Survival. Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 26. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 27. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. 28. Authority. The person executing this Agreement on behalf of People For People represents and warrants that he or she has been fully authorized by People For People to execute this Agreement on its behalf and to legally bind People For People to all the terms, performances and provisions of this Agreement. CITY OF YAKIMA B Dick Zais, City )Manager PEOPLEFORPEOPLE M B y: I" l 7ce-QAA-Alklit Print Name: /1/ R- -/i (�4-49_j1J 7i Dated: . � a.O 0S Title: ATTEST: Dated: By: 16-)1-12-v.. Date: I—'1—O.S- Karen Roberts, City Clerk City Contract No. 02,4/).5--:c Resolution No.,{—P?Q�5:-.ao ATTACHMENT A #97 1987 Gillig 29 passenger Transit Bus VIN # 15GCA0919H1081777 License # (Exempt Plate) 38730D #98 1987 Gillig 29 passenger Transit Bus VIN# 15GCA0912H1081779 License# (Exempt Plate) 38731D 8 of 8 HUBOMETER MILEAGE 119,983 39,186 BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT TtPm 1\Tn,+ For Meeting of January 4, 2005 ITEM TITLE: Consideration of a resolution authorizing the City Manager to execute an agreement with People for People for the lease of two city buses. SUBMITTED BY: Chris Waarvick, Director of Public Works Richard Wonner, Fleet and Facilities Manager Ken Mehin, Transit Manager CONTACT PERSON/TELEPHONE: Ken Mehin 576-6415 Gary Pira 576-6422 SUMMARY EXPLANATION: People for People, through funding support by the State's Rural Mobility Grant program, operates the Yakima Valley's Community Connector bus service linking Yakima Transit riders to/from the Ben Franklin system in Prosser with stops at the various communities along the way. Greyhound recently discontinued its service to these valley locations resulting in increased ridership on People for People's route. Their small vans and mini- buses are now at capacity with many passengers transferring to our system for their medical appointments, schooling and shopping needs. Yaki-ma Transit has two older buses that were recently acquired through an ADA (Americans with Disability Act) grant that are spares and would ideally serve People for People's lower valley schedules and ridership requirements. Resolution X Ordinance Contract X Other (Specify) Funding Source: Not Applicable (Revenue Lease) APPROVED FOR SUBMITTAL: TAL: ity Man ger STAFF RECOMMENDATION: Adopt the resolution. BOARD/COMMISSION RECOMMENDATION: Council Transit Committee members discussed the lease arrangement during their October 20, 2004 session and approved sending the lease parameters to the Legal Department for contract preparation at their November 17, 2004 meeting. COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2005-06