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HomeMy WebLinkAboutR-2006-061 Washington State Department of Transportation Trip Reduction Performance Program AgreementRESOLUTION NO. R-2006- 61 A RESOLUTION authorizing and directing the City Manager to execute a Trip Reduction Performance Program Agreement between the City of Yakima and the Washington State Department of Transportation regarding the receipt of state funds for vanpool services to AB Foods, LLC in Toppenish, Washington. WHEREAS, pursuant to the Transportation Demand Management provisions of RCW 70.94.521 to .551 and RCW 70.94.996, the Washington State Department of Transportation has offered to provide Trip Reduction Performance Program (TRPP) funds and eligible startup costs on a reimbursable basis to reward reductions in commute vehicle trips and vehicle miles traveled; and WHEREAS, the proposed program would increase vanpool ridership by adding two additional vans and is projected to reduce a total of 22 annualized commute vehicle trips between February 1, 2006 and June 30, 2007; and WHEREAS, the Department of Transportation has selected the City°of Yakima's project as one that best meets the purpose and criteria of the Commute Trip Reduction Performance Grant program and is willing to provide appropriated funds in the amount of $10,120 in accordance with terms and conditions of the attached agreement; 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 the Department of Transportation for the receipt of said state funds, 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 "Trip Reduction Performance Program Agreement' (GCA4818) for vanpool services to AB Foods, LLC. in Toppenish, Washington. ADOPTED BY THE CITY COUNCIL this 4th of Apri!06. ATTEST: David Edler, Mayor City Clerk Trip Reduction Performance Program Agreement Washington State Department of Transportation 310 Maple Park Avenue PO Box 47387 Olympia, WA 98504-7387 CONTRACTOR Yakima Transit 2301 Fruitvale Boulevard Yakima, WA 98901 Payments Sent To: City of Yakima 129 N. 2' St, Yakima WA 98901 Federal ID Number: 91-600 1293 Total Project Fund: $10,120 Project Title: AB Foods, LLC AGREEMENT NUMBER: GCA4818 Scope of Project: The Scope of Project is set forth in Exhibit I, attached and incorporated herein by this reference. Term of Project: February 1, 2006 through June 30, 2007 Project Area: Yakima County THIS AGREEMENT is between the Washington State Department of Transportation, hereinafter called the "WSDOT" and the legal entity as shown above hereinafter referred to as the "CONTRACTOR", and/or individually referred to as the "PARTY" and collectively referred to as the "PARTIES." WHEREAS, the PARTIES enter into this AGREEMENT pursuant to the Transportation Demand Management provisions of RCW 70.94.521 to .551 and RCW 70.94.996 to fund the legislative mandate of Commute Trip Reduction (CTR), NOW, THEREFORE, WSDOT and the CONTRACTOR agree as follows: Section 1 Purpose of AGREEMENT The purpose of this AGREEMENT is for WSDOT to provide the CONTRACTOR with Trip Reduction Performance Program (TRPP) funds to support the implementation of the CONTRACTOR's application proposal for reductions in the number of vehicle trips and vehicle miles traveled by commuters. The amount funded is based on the projected reductions in commute vehicle trips and commute vehicle miles during the term of Project. Section 2 Time of Performance The Project Period of this AGREEMENT shall commence on the date indicated in the caption space titled "Term of Project", regardless of the date of signature and execution of this AGREEMENT, unless terminated as provided herein. Section 3 Project Reimbursement and Payment Based on the reductions in commute trips and vehicle miles traveled, or if applicable, start-up costs, as provided in WAC 468-60-010, the CONTRACTOR shall sign and submit invoices to WSDOT for payment. Said invoices shall be generated pursuant to the provisions of Exhibit I, attached hereto and by this reference incorporated herein. Upon receipt of a signed invoice, WSDOT shall reimburse CONTRACTOR for eligible start-up costs and pay the CONTRACTOR for reductions in actual commute vehicle trips or commute vehicle miles traveled during the Project Period. The method for measurement of reductions in commute vehicle trips and employee vehicle miles traveled is also provided in Exhibit I. The Total Project Fund available under this AGREEMENT is referenced on page 1. Any invoice received 15 days after the termination or expiration date Trip Reduction Performance Program Agreement GCA4818 Page 1 of 9 of this AGREEMENT will not be eligible for reimbursement. WSDOT shall remit payment to the CONTRACTOR within 30 days after receipt and approval of an invoice. Section 4 Waiver In no event shall any py payment of TRPP funds to the CONTRACTOR constitute or be construed as a waiver by WSDOT of any CONTRACTOR breach or default and shall in no way impair or prejudice any right or remedy available to WSDOT with respect to any breach or default. In no event shall acceptance of any WSDOT payment of TRPP funds by the CONTRACTOR constitute or be construed as a waiver by CONTRACTOR of any WSDOT breach, or default and shall in no way impair or prejudice any right or remedy available to CONTRACTOR with respect to any breach or default. Section 5 Surveys The CONTRACTOR shall submit to WSDOT the CTR Employee Questionnaire Survey, as set forth in Exhibit I, so that WSDOT may adequately and accurately assess CONTRACTOR progress under the terms of this AGREEMENT. Such CTR Employee Surveys shall be submitted to WSDOT along with the invoice for reimbursement, pursuant to Section 3, Project Reimbursement and Payment. Section 6 Agreement Modifications Either PARTY may request changes to these provisions, including changes to the Scope of Project. Such changes that are mutually agreed upon shall be incorporated as written amendments to this AGREEMENT. No variation or alteration of the terms and conditions of this AGREEMENT shall be valid unless made in writing and signed by authorized representatives of the PARTIES hereto. Section 7 Termination WSDOT, at its sole discretion, may suspend or terminate this AGREEMENT in whole, or in part, for the reasons following: 1. The CONTRACTOR materially breaches or fails to perform any of the requirements of this AGREEMENT and fails to remedy the condition(s) causing such breach within 14 days after receiving written notice. Conditions of breach may include, but are not limited to: a. Any action of the CONTRACTOR, which under the procedures of this AGREEMENT would have required the approval of the WSDOT, taken without WSDOT approval; b. Failure to perform according to the terms of this AGREEMENT; or c. Failure to comply with any provision of this AGREEMENT; 2. The CONTRACTOR is prevented from proceeding with the Scope of Project by reason of a temporary, preliminary, special, or permanent restraining order or injunction of a court of competent jurisdiction where the issuance of such order or injunction is primarily caused by the acts or omissions of persons or agencies other than the CONTRACTOR; 3. The requisite state funding is reduced or becomes unavailable through failure of appropriation or otherwise; 4. WSDOT determines that the continuation of the Project would not produce beneficial results commensurate with the further expenditure of funds; or 5. WSDOT determines that such termination is in the best interests of the state. The CONTRACTOR may not unilaterally terminate this AGREEMENT. However, a request to terminate in whole or in part shall be made in writing by the CONTRACTOR to WSDOT, and WSDOT may either accept or reject that request, at its sole discretion. If this AGREEMENT is terminated prior to fulfillment of the terms Trip Reduction Performance Program Agreement GCA4818 Page 2 of 9 stated herein, the CONTRACTOR shall be reimbursed only for actual and eligible expenses incurred prior to the date of termination, and only to the extent of appropriated funds. Section 8 Compliance with Laws and Regulations The CONTRACTOR agrees to abide by all applicable state and federal laws and regulations, and any amendments thereto, including but not limited to those concerning employment, equal opportunity employment, nondiscrimination assurances, WAC 468-60-010, project record keeping necessary to evidence AGREEMENT compliance, and retention of all such records. The CONTRACTOR shall adhere to all of the nondiscrimination provisions in chapter 49.60 RCW. Section 9 Audits, Inspections, and Retention of Records WSDOT, the State Auditor, and any of their representatives shall have full access to and the right to examine, during normal business hours and as often as they deem necessary, all of the CONTRACTOR's records with respect to all matters covered by this AGREEMENT. Such representatives shall be permitted to audit, examine and make excerpts or transcripts from such records, and to make audits of all contracts, invoices, materials, payrolls, and other matters covered by this AGREEMENT. In order to facilitate any audits and inspections, the CONTRACTOR shall retain all documents, papers, accounting records, and other materials pertaining to this AGREEMENT for six (6) years from the date of completion of the Project or the Project final payment date. However, in case of audit or litigation extending past that six (6) year period, then the CONTRACTOR must retain all records until the audit or litigation is completed. Section 10 Limitation of Liability No liability shall attach to WSDOT or the CONTRACTOR by reason of entering into this AGREEMENT, except as expressly provided herein. The CONTRACTOR shall indemnify and hold harmless WSDOT, its agents, employees, and/or officers from and shall process and defend at its own expense, any and all claims, demands, suits at law or equity, actions, penalties, losses, damages (both to persons and property), or costs of whatsoever kind or nature (hereafter referred to collectively as "claims") of whatever kind or nature brought against WSDOT arising out of, in connection with, or incident to the execution of this AGREEMENT and/or the CONTRACTOR's performance or failure to perform under this AGREEMENT; provided, however, that if such claims are caused by or result from the concurrent negligence of (a) the CONTRACTOR, its agents, employees, and/or officers and (b) WSDOT, its agents, employees, and/or officers, this indemnity provision shall be valid and enforceable only to the extent of the negligence of the CONTRACTOR, its agents, employees, and/or officers; and provided further that nothing herein shall require the CONTRACTOR to hold harmless or defend WSDOT, its agents, employees, and/or officers from any claims arising from the sole negligence of WSDOT, its agents, employees, and/or officers. The CONTRACTOR specifically assumes potential liability for the actions brought by CONTRACTOR's employees, or subcontractors' employees, and solely for the purposes of this indemnification and defense, the CONTRACTOR specifically waives any immunity under the State Industrial Insurance Law, Title 51 RCW. The CONTRACTOR recognizes that its waiver was the subject of mutual negotiations. In the event either the CONTRACTOR or WSDOT incurs attorney's fees, costs or other legal expenses to enforce the provisions of this section of this AGREEMENT against the other PARTY, each PARTY agrees to bear and be responsible for all such fees, costs and expenses. This section shall survive the termination or expiration of this AGREEMENT. Section 11 Dispute Resolution A. Disputes. The PARTIES will first attempt to resolve between themselves disputes arising under this AGREEMENT. If the PARTIES are unable to resolve any dispute, the aggrieved PARTY shall submit a detailed description of the facts and circumstances and include any supporting documentation regarding the Trip Reduction Performance Program Agreement GCA4818 Page 3 of 9 disagreement to the WSDOT PT&CO Program Manager. The dispute shall be decided in writing by an appointed WSDOT representative who has not been involved in the underlying dispute discussions. This decision shall be final and conclusive. B. Performance During Dispute. Unless otherwise directed by WSDOT, the CONTRACTOR shall continue performance under this AGREEMENT while matters in dispute are being resolved. Section 12 Independent Contractor The CONTRACTOR shall be deemed an independent contractor for all purposes, and the employees of the CONTRACTOR or any of its subcontractors and employees thereof, shall not in any manner be deemed to be employees of WSDOT. Section 13 WSDOT Advice The CONTRACTOR bears complete responsibility for the administration and success of the Scope of Project as it is defined by this AGREEMENT and any subsequent amendments thereto. Although the CONTRACTOR is allowed to seek the advice of WSDOT on questions that may arise, WSDOT advice shall not modify the CONTRACTOR's rights and obligations under this AGREEMENT, and WSDOT shall not be held liable for offering or providing advice to the CONTRACTOR. Section 14 Forbearance by WSDOT Not a Waiver Any forbearance by WSDOT in exercising any right or remedy hereunder, or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise of any such right or remedy. Section 15 Section Headings All section headings are inserted for convenience only and shall not affect any construction or interpretation of this AGREEMENT. Section 16 Execution and Acceptance This AGREEMENT may be executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONTRACTOR does hereby ratify and adopt all statements, representations, warranties, covenants, and agreements and their supporting materials contained and/or mentioned herein, and does hereby accept WSDOT's TRPP funds and agrees to all of the terms and conditions thereof. Section 17 Severability If any covenant or provision of this AGREEMENT shall be adjudged void, such adjudication shall not affect the validity or obligation of performance of any other covenant or provision, or part thereof, that in itself, is valid if such remainder conforms to the terms and requirements of applicable law and the intent of this AGREEMENT. No controversy concerning any covenant or provision shall delay the performance of any other covenant or provision except as herein allowed. Section 18 Execution This AGREEMENT is executed by the Director of the Public Transportation and Rail Division, of the Washington State Department of Transportation or the Director's designee, not as an individual incurring personal obligation and liability, but solely by, for, and on behalf of the State of Washington, Department of Transportation, in his/her capacity as Director of the Public Transportation and Rail Division. Trip Reduction Performance Program Agreement GCA4818 Page 4 of 9 IN WITNESS WHEREOF, the parties hereby execute this AGREEMENT the day and year last written below: WASHINGTON STATE CONTRACTOR DEPARTMENT OF TRANSPORTATION By: Styliidith Ginig-i1 ector Public Transportation and Rail Division Date: `�p_o20o6 Approved as to form only: By: Susan Cruise Assistant Attorney General Date: March 8, 2006 Trip Reduction Performance Program Agreement Authorized Representative Print Name: R. A. Zais, Jr. Title: City Manager Who by this signature certifies his or her authority to execute this AGREEMENT on behalf of the CONTRACTOR. Date: CITY CONTRAC f NO: A70 -.3g RESOLUTION NO: I? '49746//4 -42 / GCA4818 Page 5 of 9 EXHIBIT I Scope of Project Trip Reduction Performance Program (TRPP) The purpose of this AGREEMENT is for WSDOT to reimburse the CONTRACTOR for eligible start- up costsandactual reductions in commute vehicle trips and Vehicle Miles Traveled (VMT) based on the annualized commute vehicle trip reduced during the Project period. 1. Project Title: AB Foods, LLC Vanpool Project 2. Project Description 2.1. This Project will increase vanpool ridership by adding two (2) vans. 2.2. The Project goal will be to reduce a total of 22 annualized commute vehicle trips during the Term of Project. 3. Term of Project will be effective February 1, 2006 through June 30, 2007. 4. Project Funding 4.1. WSDOT will pay the CONTRACTOR a maximum of $460.00 per annualized commute vehicle trip reduced. 4.2. Total payment to the CONTRACTOR will be based on the number of annualized commute vehicle trips reduced by the Project, multiplied by the amount per trip. 4.2.1. The amount paid to the CONTRACTOR for start up reimbursement must be less than the total payment amount in order for the CONTRACTOR to be eligible to receive performance funds. If the total payment amount is more than the amount paid for start up reimbursement, the CONTRACTOR will be paid the difference. 4.2.2. The total payment is not to exceed the Total Project Fund. 4.3. Startup Funds 4.3.1. The CONTRACTOR may request reimbursement for start-up costs prior to completion of the Project. Total startup reimbursement shall not exceed 50% of the Total Project Fund. 4.3.2. To request startup cost reimbursement, the CONTRACTOR must sign and submit to WSDOT an invoice with supporting documents showing startup expenditures. The invoice form will be provided by WSDOT following execution of the AGREEMENT. 4.3.3. Start up funds will not be paid until the baseline survey has been completed. 4.4. Performance Funds Trip Reduction Performance Program Agreement GCA4818 Page 6 of 9 4.4.1. Performance funds will be available at the end of the biennium. The final performance measurement and request for Project funds must be received by WSDOT by June 1, 2007. 4.5. Bonus Funds 4.5.1. The CONTRACTOR will be eligible to receive additional bonus funds up to 120% of the price per trip or up to the maximum per trip cost of $460.00 (whichever is less) for every trip that exceeds the CONTRACTOR'S Project goal as set forth in Section 2.2 of this Scope of Project. 5. Project Implementation 5.1.1. Project start date will be reflected in the Term of Project. 5.1.2. All Projects must be implemented within the first quarter in order to receive 100% of the Total Project Funds. If the Project is not implemented until the second quarter, only 75% percent of the Total Project Funds will be available; if implementation does not occur until the third quarter 50% of the Total Project Funds will be available; if implementation does not occur until the fourth quarter, only 25% of the Total Project Funds will be available. 5.1.2.1. Quarters are determined by three month increments from the Project start date. First Quarter — 1-3 months; Second Quarter is 4-6 months; Third Quarter is 7-9 months, and Fourth Quarter is 10-12 months after Project start date. 6. Project Performance Surveys 6.1. To calculate Project performance, WSDOT requires two (2) surveys. 6.1.1. A survey taken at the beginning of the Project is required to record how employees got to work before they began participating in the Project. This is referred to as the Baseline Survey. 6.1.2. A survey taken at the end of the Project is required to record how Employees are getting to work after initiation of the Project. This is referred to as the Performance Survey. 6.2. Baseline Survey 6.2.1. The CONTRACTOR must survey the entire employee population using the 'Fall 2004 — Summer 2006 CTR Employee Questionnaire' Survey Form. A 70% return rate is required to validate any survey. A shorter version of the survey (questions 4a, 4b, 5, 7c, and 9 only) is also available both in hard copy and an on-line version. The 'Fall 2004 — Summer 2006 CTR Employee Questionnaire' Survey Form can be requested through WSDOT and a link for the on-line version is also available. 6.2.2. The CONTRACTOR will measure commute vehicle trips and VMT by employees by requiring the employees to complete the Employee Questionnaire Survey Form at the beginning of the Project. The CONTRACTOR shall provide this survey data to WSDOT in order to establish the baseline and to enable WSDOT to calculate the reduction in commute vehicle trips and VMT by the employees from the data obtained in the performance survey. Trip Reduction Performance Program Agreement GCA4818 Page 7 of 9 6.2.3. The baseline survey data will be submitted to WSDOT upon completion. 6.3. Performance Survey 6.3.1.1. The CONTRACTOR must survey the entire employee population using the current CTR Employee Questionnaire Survey Form. A 70% return rate is required to validate any survey. A shorter version of the survey (questions 4a, 4b, 5, 7c, and 9 only) is also available both in hard copy and online. The CTR Employee Questionnaire Survey Form can be requested through WSDOT and a link for the online version is also available. 6.3.1.2. The CONTRACTOR will submit the performance survey data to WSDOT by June 1, 2007. This survey is conducted prior to the program completion and prior to June 1, 2007 to show the change in annualized commute vehicle trips during Project operation. 7. Additional Reporting Requirements 7.1. The CONTRACTOR will participate, at WSDOT'S request, in follow-up meetings to report on their specific Project and the overall TRPP. 7.2. The CONTRACTOR shall, in a format provided by WSDOT, prepare a Final Project Report prior to receipt of final payment. 8. Annualized Commute Vehicle Trips reduced 8.1. WSDOT will calculate the annualized commute vehicle trips reduced from the data supplied by the CONTRACTOR. All calculations will be accomplished as set forth in WAC468-60-010 (15). 8.2. All calculations take into consideration changes in employment at the site; the employer will not be entitled to increased payments due to a reduction in force or be penalized because of an increase in employment. 8.3. WSDOT assumes 250 workdays per year for calculating an annualized commute vehicle trip reduced. 8.4. The CONTRACTOR may not claim full reduction in employee annualized commute vehicle trips or commute VMT that are claimed as part of any other Project. 9. Extra credit for long commute trips - Vehicle Miles Traveled (VMT) 9.1. WSDOT will calculate the average one-way distance for annualized commute vehicle trip made by each mode in the performance measurement survey, and multiply this by the change in the average number of trips by that mode per day. The sum of these values for motorized commuting modes is the change in VMT. 9.2. All calculations will be accomplished as set forth in WAC 468-60-010. 10. Calculation of Payment Trip Reduction Performance Program Agreement GCA4818 Page 8 of 9 10.1. Other than startup funds, no funds will be made available without documentation of actual employee reductions in VMT and vehicle trips. 10.2. To determine payment, WSDOT will multiply the number of annualized vehicle trips reduced by the amount per trip, less any startup costs that WSDOT has paid, not to exceed the Total Project Funds. 10.3. CONTRACTOR shall submit, with all invoices to WSDOT, an itemized Project budget statement showing all costs. Trip Reduction Performance Program Agreement GCA4818 Page 9 of 9 ITEM TITLE: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting of: April 4, 2006 Consideration of (A) a resolution authorizing execution of an agreement with the State of Washington Department of Transportation for the receipt of state funds for vanpool services to AB Foods, LLC in Toppenish, Washington; and (B) an ordinance amending the 2006 budget in the Transit Operating Fund. SUBMITTED BY: Chris Waarvick, Director of Public Works Ken Mehin, Transit Manager Cindy Epperson, Financial Services Manager CONTACT PERSON/TELEPHONE: Ken K. Mehin, 576-6415 SUMMARY EXPLANATION: The attached resolution authorizes an agreement with the State of Washington for vanpool services to AB Foods, Inc., LLC (previously known as Washington Beef, Inc.) in Toppenish, Washington. The amount of this grant is $10,120 and this service will continue through the end of the current state biennium (June 30, 2007). The attached Appropriation Ordinance authorizes including the money into the City's 2006 Transit appropriation and allows expenditure of same. Resolution X Ordinance X Other (Specify) Appropriation Contract X Mail to (name and address): Funding Source: 462 -Commute Trip Reduction (CTR) Grant $10,120 & Ridership User Fees APPROVED FOR SUBMITTAL: City Manager STAFF RECOMMENDATION: A) Adopt the resolution. B) Read the ordinance by title only at the April 4, 2006 City Council meeting and pass the ordinance after second a reading at the April 18, 2006 City Council meeting. BOARD/COMMISSION RECOMMENDATION: The City Council Transit Committee supports this service proposal. COUNCIL ACTION: (A) Resolution adopted. RESOLUTION NO. R-2006-61 (B) First reading of ordinance; second reading scheduled 4-18-2006.