HomeMy WebLinkAboutR-1993-144 TrolleyRESOLUTION NO. R93-144
A RESOLUTION authorizing and directing the City Manager and City Clerk
of the City of Yakima to execute a lease and operating
agreement with Yakima Interurban Lines Association,
Inc. for electric railway street car operation for 1994.
WHEREAS, the City owns an electric railway system, donated to the
City of Yakima by the Yakima Valley Transportation Company, over which
system the Yakima Interurban Lines Association has for many years
operated railroad street cars by agreement with the City, and
WHEREAS, Yakima Interurban Lines Association, Inc. desires to
continue the street car operation for the year 1994 as provided by the
attached agreement document; and
WHEREAS, the City Council deems it to be in the best interest of the
City that the attached agreement be executed, accordingly, now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager and City Clerk of the City of Yakima are hereby
authorized and directed to execute the attached agreement with Yakima
Valley Interurban Lines Association, Inc. for 1994 subject to Yakima
Valley Interurban Lines Association, Inc. presenting to the City Manager
proof of adequate insurance coverage in conformance with the terms of the
"Electric Railway Lease, Operating and Indemnification Agreement" which
is attached hereto and by reference made a part hereof.
ADOPTED BY THE CITY COUNCIL this 2lstday of December ,1994.
Al -1 EST:
City Clerk
C y�r
Mayor
ELECTRIC RAILWAY LEASE, OPERATING, AND INDEMNIFICATION AGREEMENT
THIS LEASE AGREEMENT, executed this Z/ day of-Ie.C'341I104hi ,
1993, by and between the City of Yakima, hereinafter called the
City, and Yakima Interurban Lines Association. Inc., hereinafter
called YILA:
WITNESSETH:
WHEREAS, the City owns an electric railway system, with some
tracks outside and some tracks inside the Yakima City boundary,
consisting primarily of properties of the former Yakima Valley
Transportation Company, as those properties were transferred and
conveyed to the City by virtue of a "Bill of Donation", a "Donation
Quitclaim Deed", and also by a "YVT Blanket Assignment of Third
Party Agreements to City of Yakima", and
WHEREAS, the City desires to operate a portion of such electric
railroad system which portion is depicted on the map (EXHIBIT A),
and
WHEREAS, for the purpose of current storage of railroad
equipment, the City occupies real property owned by Yakima Valley
Transportation Company consisting of premises depicted on the
attached map (EXHIBIT B) leased to the Yakima Interurban Lines
Association, and
WHEREAS, the City owns one electric railway trolley car and
exercises the management and control over another trolley car, owned
by Yakima County, by virtue of an agreement between the City and
Yakima County dated January 29, 1974, which trolley cars have been
operated on such electric railroad system for a number of years as a
tourist promotion by agreement currently between the YILA and the
City of Yakima, and
WHEREAS, inasmuch as Yakima Valley Transportation Company
transferred its operation of that railroad system and conveyed it to
the City, as recited above, the YILA desires to continue the
operation of the electric railway cars on that portion of such
railroad system depicted on EXHIBIT A and to promote the trolley car
rides as a tourist promotion activity for the benefit of the general
public of the City and its environs; and the City recognizes that
the general public will benefit from the continued operation of the
trolley cars, and therefore the City is willing to allow YILA to
operate the trolley cars on that railroad system depicted on EXHIBIT
A as provided by this agreement, now, therefore,
1
In consideration of the premises, and the promises of the
parties hereto; and in further consideration of the benefit to inure
to the general public of the City of Yakima and its environs by the
continued operation of the trolley cars as provided by this
agreement, the parties mutually agree as follows:
1. Delivery af Property La YILA
A. (1) Delivery of Electric Railroad System. The City hereby
leases and delivers possession to YILA of all property owned by the
City constituting the electric railroad system including, but not
limited to, the trolley cars, all equipment acquired from Yakima
Valley Transportation Company listed on the Bill of Donation, and
the track, catenary, appurtenances, and the real property of the
existing system both inside and outside the City boundary as
depicted on the attached map and legal description (EXHIBIT A) which
is incorporated herein.
(2) Licenses, Permits, Etc. Included in the delivery to
YILA is the right and responsibility for the administration of
pipeline crossing licenses, property use permits, subleases, and
similar agreements relating to the use of the property by third
parties; and YILA is hereby assigned the right to collect and retain
as revenue to YILA all fees provided by such licenses, permits,
leases and similar agreements.
B. Use of Car Barn. The City does hereby grant to YILA the use
of the car barn owned by the City on land owned by Yakima Valley
Transportation Company referred to on the attached map (EXHIBIT B)
which is incorporated herein.
2. YILA Acceptance of Delivery
A. Acceptance of Delivery. YILA shall possess the property
referred to in Paragraph 1 hereinabove. YILA shall inventory and
maintain yearly, by identifying and make a written list of all
equipment, real property, trolleys, barns, and all other property
related to the maintenance and operation of the trolley cars and the
electric railroad system.
3. Electric Railway System Operation - Use Restricted
A. System Operation. YILA shall operate the electric railway
trolley cars and trolley system, and further shall administer the
railroad system and its related equipment and properties, all
without cost to or liability on the part of the City; and YILA shall
perform and otherwise be responsible for obligations related to the
possession and use of that railroad system, its equipment and
related properties which would otherwise be obligations of the City
in the absence of this agreement.
2
B. Use Restriction. The use to be made by YILA of the railroad
system and related properties and equipment shall be limited to the
operation of the electric railway trolley cars for the transporting
of passengers, only, as a tourist attraction and promotional
activity; and to activities necessarily related to that operation or
otherwise required to perform obligations under this agreement. The
use of YILA of the trolleys, tracks or related property or equipment
for any other purpose shall constitute grounds for the immediate
termination of this agreement by the City.
4. Maintenance
A. Maintenance of Equipment. YILA shall maintain in good repair
the trolley cars and the properties and equipment constituting the
system to be operated by YILA, all without cost to or liability on
the part of the City.
B. Track Maintenance. Tracks which are located on the portion
of any City street right-of-way shall be maintained so that the tops
of the rails thereof shall be level with the surface of the streets
on which such tracks are located; provided, YILA shall not be
required to superelevate or depress one rail of any track or
otherwise to change the crosslevel of any track or tracks contrary
to standard railroad engineering practices. YILA shall maintain the
surface of the streets between the rails of the tracks and for a
distance of eighteen (18) inches on the outside of each rail in a
manner satisfactory to the City's Director of Public Works.
5. Personnel
YILA shall provide all personnel for the operation and
maintenance of the trolley cars, property and the trolley system
business, all without cost, or liability on the part of, the City.
6. Newly Acquired Equipment
Any equipment acquired by YILA for use in the trolley operation
contemplated by this agreement shall remain the property of YILA
unless the equipment is attached to or incorporated in property
owned by the City so that its removal would result in substantial or
irreparable damage to City property, in which event that equipment
acquired by YILA shall become City property without payment or other
consideration by the City to YILA.
7. YILA as Independent Contractor
It is the intention of the parties that YILA shall manage and
operate an electric railway trolley car business, and maintain the
equipment and properties, as an independent contractor and not as an
agent of the City. YILA shall have the authority to set the amount
of fares and to retain all earned income and donations derived from
the trolley business. No officer, employee or agent of YILA shall be
3
deemed to be an agent or representative of the City in connection
with the trolley operation. In promoting or operating the electric
railway trolleys, YILA shall not use the designation "City of
Yakima" or "County of Yakima" in any way which might give the
appearance or impression that YILA is and agent of or otherwise
connected with the City or County of Yakima, except as an
independent contractor; provided, that the two trolley cars to be
operated pursuant to this agreement may retain their names of "City
of Yakima" and "County of Yakima".
8. Tourist Promotion
To the extent to be determined by the City from time to time,
the City may cooperate with YILA in the promotion of the electric
railway system as a tourist attraction in the greater Yakima area.
9. Compliance with Laws - Additional Regulations
A. Compliance With Laws. YILA shall obtain necessary permits or
licenses from the City, State or federal government, or any other
governmental agency having jurisdiction over the electric railway
business by YILA; and YILA otherwise shall operate the electric
railway trolley cars, and the system and business, in accordance
with all applicable laws, rules and regulations.
B. Additional Regulations. In addition to complying with all
other applicable laws, rules and regulations, YILA agrees to comply
with the following additional regulations in operating the trolley
cars:
(1) The speed of the trolley cars and all other on -track
equipment shall not exceed five miles per hour on 6th Avenue between
Pine Street and Walnut Street, and shall not exceed twelve miles per
hour elsewhere.
(2) The electric railway trolleys and other on -track equipment
shall not be operated North of Pine Street and South of Fruitvale
Boulevard during the following time periods on Mondays through
Fridays:
Hours Prohibited:
1.00 a.m. to 9:00 a.m.
11:30 a.m. to 1:00 p.m.
4:30 p.m. to 6:00 p.m.
(3) All trolleys and all other on -track equipment shall obey
signals at intersecting streets, and shall be preceded by a flag
person at intersections which are protected by stop signs.
4
10. Indemnification
A. Debts and Liens. YILA shall allow no liens to attach to City
property nor any tax or debt to be input to the City by YIL's
possession, occupancy or use of City equipment or property; and in
the event any such debt, tax, or lien is incurred or arises by
operation of law, YILA shall immediately pay and satisfy the
indebtedness, tax, or lien.
B. Indemnification. YILA shall defend, indemnify, and hold the
City, its employees, officers and agents harmless from all claims,
liability or damage based on or resulting from the execution of this
agreement or its performance including, but not limited to, the
operation and maintenance of the railway properties, or the
operation of the trolley cars and the trolley system and business,
including but not limited to all of the promises made in this
agreement by YILA.
11. Insurance Requirement
Prior to its commencement of the trolley operation contemplated
by this agreement, YILA shall obtain a general public liability
policy insuring against bodily injury and property damage with a
combined single limit of not less than one million dollars
($1,000,000) for each incident. The City of Yakima, its officers,
employees and agents shall be named as insured parties along with
YILA. Further, the policy shall insure the contractual undertakings
of YILA by its execution of this agreement, including the
indemnification provisions of paragraph 10 B. immediately
hereinabove.
12. Track Property Preservation
YILA may protect the track property by whatever legal means are
necessary, in order to keep the complete electric railway corridor
intact and usable. YILA may acquire such additional property as it
deems necessary to provide for the trolley operation contemplated by
this agreement. However, no power of eminent domain is purported to
be delegated to YILA by this agreement; and this provision is not
intended to require the City to exercise its power of eminent domain
for the benefit of YILA or the trolley system or business.
13. Reservation Of Rights
A. The City reserves the right, as against any claim by or
detriment to YILA, to control and regulate the public streets and
other railway property over which any rail tracks traverse, and to
improve its streets and street right-of-way, and to install and
maintain sewers, watermains and any other public works.
5
B. The City reserves the right to sell that portion of the
railroad system described in Exhibit A, together with all
appurtenances. In the event of the conveyance of the aforementioned
portion of the railroad system, the City shall notify YILA in
writing prior to any transfer. From and after said transfer YILA
shall not perform any activity covered by this agreement on said
portion of the system without the written approval of the City.
14. Trolley Fund
Funds received from the salvage of abandoned portions of the
YVT system shall be used for capital improvements to the system at
the City's sole discretion.
15. Assignability
The rights of this agreement shall not be assigned by YILA to
any other person, corporation or association without the prior
written consent of the City.
16. Default - Termination
A. Notice Of Default - Termination. In the event of the default
by YILA in its performance of this agreement, the City may terminate
this agreement by delivering to YILA a written notice of intent to
terminate, which notice shall specify the act or lack of performance
which constitutes the default. In the event YILA fails to cure the
default within forty-five (45) days from the delivery of the notice,
then this agreement shall automatically terminate.
B. Immediate Termination. The provisions of paragraph 16.A
immediately hereinabove shall not apply to a breach of this
agreement by YILA in expanding its operations beyond the
transporting of passengers, only, as a tourist attraction and
promoting activity; nor shall those provisions apply in the event
YILA fails to obtain or maintain in full force and effect the
insurance policy required by this agreement. In either such event,
this agreement will terminate immediately on notice by the City to
YILA.
17. Notification - YILA Office Location
A. Notification. Any notice by either party to the other
pertaining to this agreement or the trolley operation shall be given
in writing and delivered by certified mail or by personal service as
follows:
City of Yakima Yakima Valley Interurban Trolley
Office of City Manager Lines
City Hall P.O. Box 649
6
129 North 2nd Street
Yakima, Washington
(509) 575-6040
Yakima, Washington 98907
(509) 575-1700
B. YILA Office Location. YILA shall maintain an office at the
address stated above, or at some other place within the City of
Yakima, with a telephone or telephone recording device. YILA shall
immediately notify the City in writing of any change in the name of
the responsible person to receive notification under Paragraph 18.A
above, or of any change in office address where notice is to be
given, or telephone number.
18. Term
This agreement shall be effective when signed by an authorized
representative of each party, and shall terminate at 12:01 a.m. on
January 1, 1995.
19. No Warranties
The City of Yakima makes no warranties, expressed or implied,
as to any aspect of the railway system.
EXECUTED AT YAKIMA, WASHINGTON, the day and year first above
written.
ATTEST:
KAREN S. ROBERTS, City Clerk
City Contract No. 9 3-1:10
Resolution f `i 3 - )
CITY OF YAKIMA:
By
R. A. ZkIS,Yakima City Manager
YAKIMA INTERURBAN LINES ASSOCIATION INC.
Y +
INTER U LINES ASSN.
P.O. BOX 649
B YAKIMA, WA 98907
Y
7
XHIBIT A
Yakima
Vicinity
Map
For:
TRACKS
YV® EL
RAII WAY
(6„6
pOWFB
No
?ff
YVT Electric
Railway Track
1
BB
w
_o_ NM
MI =B=
MIN •111 NM MI
UM NM
NM NM
MI MIR
1
`11111 mini 11�I
111 1111111490.1-71[11 \I"'"
li
`4111 I Ea =- :71--E-ikti)
I.=- 11110,111
==mmmm°e��
e1
Mwi
111P41111,-C111111- 16_,
Mr�ME : MILcamrtBBE3 N �lli�
■w�aIIaanTi'aI'■a UiiImoon■unn=►�m...��� Ti�m :lit
W LI NCO LN AVE
DI I
1
IN!
YVT-ERT
IPP
%5. 470
-moilaik
51:tua
TE
kSR
YVT Electric
Railway Track
Exhibit A
%V
YVT Electric
Railway Track
0 1650 3300
Created: December 16, 1993
�..•, Intl V/
ComULmer lal Lines Policy _gaily Report
Scenic Railhead Pros=
496905
486925
Aiwa! of Number' Policy No. CG
6
Namtd Insured and Mailing Address (wo.. sa..c, Town or City. County, SUM. Zip Coes)
• MENA neaslomem LAS ASSOCZA=IN
UMW. lift 99907
iiky Cavity
of Hartiood
The Pim & C
of Coemecticce
(l The Caeowcticut Ia mitt' Coo=
Home Mom 9 *minim CT0608• ?4-6606
Policy Period: F�%m i3 _ _jq 3/321`9,,_4 at 12:01 A.M. Standard Time at your mailing
&rsiness Description:
Pril■ery Staines W A
IN RETURN FOR THE PAYMENT OF THE PREMIUM, AND SUBJECT TO ALL THE TERMS OF THIS POLICY, WE AGREE
WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY.
THIS POLICY CONSISTS OF THE FOLLOWING COVERAGE PARTS FOR WHICH A PREMIUM IS INDICATED. THIS
PREMIUM MAY BE SUBJECT TO ADJUSTMENT.
Commercial Property Coverage Part
Commercial General Liability Coverage Part ✓
Commercial Crime Coverage Part
Commercial Inland Marine Coverage Part
Commercial Auto Coverage Pa
PREMIUM FINi NC I
-C;cc. 0 1
TOTAL
Premium shown is payable: $ 2,760.00 at inception; $ 1st Anniversary; $
PREMIUM
S/A
$ 2,760,00
$ N/A
S N/A
$ N/A
$
$
2nd Anni
Founts) and Endorsement(s) made a part of this policy at time of issue*: angagQ(0) (Was
000001(11/88): CL175(2/86): 32482-0(6/90): II0021(U/85): (6J0i59}s) t
1110146(12/88); C 0300(11/x5); CO2135(1./67): 0G2021(11/65): 32508.0(6/90): 02147(9/89)
'omits applicable Forms and Endorsements if shown in specific Coverer Pert/Coverage Form Declarations.
Countersigned: S/27/93 isp
Petesims. W.J.
By
Authorized Representative
UDORaT
01
This, endorsement, effective 12:01 IX 3/31/lay- foram. a. ;• , psisi
Policy Nuaher t CG4$6925 issued to !L 3p1 INTmtuR3t LIU$ LIRSOC.
By: Connecticut Indemnity Company
In consideration of the premium charged it is agreed the
following entity is added as Additional Insured to this
policy:
]CIN RONK
ALL o?HU TIM AND CONDITICNB UNA= UNC ran,.
11/x/93 isp
liuthorissd Repro setntat v►r
avAt ; JAMES
Policy No. CC 486925
COMMS, -,.IAL GENERAL LIABILITY COVERAiC PART
DECLARATIONS
Effective Date: 3/31/93
12:01 A.M., Standard Time
LIMITS OF INSURAAN4E
General Aggregate Limit (Other Than Products --Completed Operations) $ COO r
Products—Completed Operations Aggregate Limit i
Personal and Advertising Injury Umit $ 2/000+000 "
Each Occurrence Limit $ ''
Fire Damage Limit $ O.O `' Any One Fre
Medical Expense Limit $ affil ' Any One Person
ROACTIVE DATE (CG 00 02 on )
Coverage A of this Insurance does not apply to "bodily injury" or "property damage" which occurs before the Retroactive
Date, if any, shown here:
war ow of -Nene if no Retroodhe Das nava
BUSINESS DESCRIPTION AND LOCATION OF PREMISES
Form' of Business:
0 Individual 0 Joint Venture 0 Partnership jikOrganization (Other than Partnership or Joint Venture)
Business Description=:
Location of Ali Premises 1bu Own, Rent or Occupy: 7 mile Taziat trauer cparatica ,..--
Located in /skim, *admit=
REMIUM
Classification
Rate Advance Premium
Code No. Premium Basis Pr/Co All Other Pr/Co All Other
Raiined Operations
Scenic Rade sd
44444 $16,OOQ ✓ IfLAT i S •• - $ 2.760.00
Total Advance Premium
- $ 2,
•
MS AND ENDORSEMENTS (other than applicable Forms and Endorsements shown elsewhere in the policy)
Forms and Endorsements applying to this Coverage Part and made part of this policy at time of issue:
Endorsement
this endorsement, effective March 31st, 1993 12:01 AM
WtA„_._._OMMINIMPIIMINIMin_
forms a part of Policy No. cG 486915 hued to.. SIA INTERURBAN LINIC3 ASSOC1:ATI1
by The Connecticut Indemnity Incur *spumy
Schedule of Addition:0 Insureds
In oonsideration of the premium charged and subject to all the terms, conditions and provision of the policy to which this
endorsement is attached, it is agreed as respects the railroad excursion conducted ty or on behalf of the Named insured
or railroad facilities owned or used by the Named Insured used in conjunction with covered excursions, the foliowing are
included as additional insured(s) but only as respects ;such railroad excursion conduced by or on behalf of Ula Named
Insured or railroad facilities owned or used by the Named Insured which are covered, by this policy,.
CITY OF YAKIMA, WASHING 1 �®
CF TRAL WASHINGTON oanmaimmmAsivz MENTAL HEALTH ✓"
NATHAN HARPER ✓
1Fen 12,0ein
Authorized Representative
POLICY NUMBER: pG 486925 COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
DEDUCTIBLE LIABILITY INSURANCE
This endorsement modifies insurance provided under the following
PRODUCTS/COMPLETED RCIAL NERAL LIABILITY COVERAGE PART
OPERATIONS LIABILITYCOVERAGE PART
SCHEDULE
Coverage
Bodily Injury Liability
Property Damage Liability
Bodily Injury Liability and Property
Damage Liability Combined
Amount end
$
s
$
$
s
5 2,500.00
Basis of Deductible
per claim
per occurrence
per claim
per occurrence
per occurrence
Of no entry appears above, information required to complete this endorsement will be shown in
the Declarations as applicable to this endorsement)
APPLICATION OF ENDORSEMENT (Enter below any limitations on the application of this
endorsement If no limitation is entered, the deductibles apply to damages for alt "bodily injury"
and "property damage", however caused: -
1. Our obligation under the Bodily Injury Li-
ability and Property Damage Liability Cover-
ages to pay damages on your behalf
applies only to the amount of damages in
excess of any deductible amounts stated in
the Schedule above as applicable to such
coverages, and the limits of insurance ap-
plicable to "each occurrence for such
coverages will be reduced by the amount
of such deductible. "Aggregate limits for
such coverages shalt not be reduced by the
application of such deductible amount
2. The deductible amounts stated in the
Schedule apply as follows
A. PER CLAIM BASiS - if the deductible
is on a "per claim" basis, the deductible
amount applies:
1. Under the Bodily Injury Liability or
Property Damage Liability Coverage,
respectively:
a. To all damages because of "bodily
injury" sustained by one person. or
b. To all damages because of "prop-
erty damage sustained by one
person or organization, u the re-
sult of any one occurrence.
CG 03 00 11 85
2. Under Bodily injury Liability and Prop-
erty Damage Liability Coverage com-
bined to all damages because of
"bodily injury" and `property damage"
sustained by one person or organiza-
tion as the result of any one "occur-
rence."
B. PER OCCURRENCE BASIS - if the
deductible is on a 'per occurrence basis,
the deductible amount applies
1. Under the Bodily Injury Liability or
Property Damage Liabity Coverage,
respectively:
a. To all damages because of `bodily
injury" as the result of any one
"occurrence," or
b. To ail damages because of "prop-
erty damage as the result of any
one "occurrence'
regardless of the number of persons
or organizations who sustain damages
because of that "occurrence."
Copyright, Insurance Services Office, Inc., 1984 Page 1 of 2
2. Under Bodily injury Liability and Prop-
erty Dernage Liability Coverage com-
b4dilto all damages because of
yinjury" and property damage
as the result of any one "occurrence"
regardless of the number of persons
or organizations who sustain danuges
because of that "occurrence."
3. The terms of this insurance, including those
with respect to:
{a) Our right and duty to defend any "suits"
seeking those damages; and
Ib) Your duties in the event of an "occur-
rence," claim, or suit
apply irrespective of the application
of the deductible amount
4. We may pay any part or all of the
deductible amount to effect settlement of
any claim or suit and upon notification of
the action taken, you shall promptly reim-
burse us for such part of the deductible
amount as has been paid by us.
sage 2 of 2 Copyright, Insurance Services Office, Inc., 1984 CG 03 00 11 85