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HomeMy WebLinkAboutContract 52713 fi CITY SECRETARY T TE OF TEXAS § CONTRACT N0. 5a-713 s NTY OF TARRANT § INTERLOCAL AGREEMENT BETWEEN CITY OF FORT WORTH AND THE FORT WORTH TRANSPORTATION AUTHORITY ("TRINITY METRO") TO FUND A PORTION OF OPERATING COSTS FOR FORT WORTH BIKE SHARING This Interlocal Agreement ("Agreement") is made between the City of Fort Worth ("City"), a home-rule municipal corporation of the State of Texas, and the Fort Worth Transportation Authority ("Trinity Metro"), a regional transportation authority under Chapter 452, Texas Transportation Code. The City and Trinity Metro are collectively referred to as the "Parties"and individually as a"Party"; and WHEREAS, the Interlocal Cooperation Act contained in Chapter 791 of the Texas Government Code (the "Act") provides legal authority for the Parties to enter into this Agreement; and WHEREAS, this Agreement is to provide a government function or service that each Party is authorized to perform individually, and it serves the common interest of the both Parties; and WHEREAS, in 2012, the U. S. Department of Transportation provided the Fort Worth Transportation Authority a grant in the amount of $941,728 to start Fort Worth Bike Sharing ("FWBS"), a 501(c)(3)nonprofit organization in charge of operating Fort Worth B-Cycle; and WHEREAS, on April 22, 2013, Earth Day, FWBS launched bicycle stations across Downtown Fort Worth, the Cultural District, the Trinity Trails, the Stockyards, Near Southside and TCU's campus; and WHEREAS, on May 7, 2019, the Fort Worth City Council approved Mayor and Council (M&C C-29115) authorizing execution of an interlocal agreement with Trinity Metro to fund a portion of operational costs for FWBS in the amount of$50,000.00; and WHEREAS, the City and Trinity Metro desire to enter into this Agreement to outline the Parties participation to each fund in the amount of$50,000.00, for a total amount of$100,000.00 funding support for FWBS to continue service for an additional 12-months; and WHEREAS, the governing bodies of City and Trinity Metro, in paying for the performance of governmental functions or in performing such governmental functions, shall make payments from current revenues legally available to each Party; NOW THEREFORE, IN CONSIDERATION of the mutual promises and agreements contained herein, the Parties do hereby agrees as follows: Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority("Trffik Metro" to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12- IAA CORD CITY TKOMY FT. WORTH,TX ARTICLE 1. PURPOSE The purpose of this Agreement is to outline the City's and Trinity Metro's funding participation in the amount of $50,000.00 each for a total amount of $100,000.00 in funding support of FWBS operational costs for use of public bicycles to continue service an additional 12-months. ARTICLE 2. TERM AND TERMINATION This Agreement shall begin upon the last day executed by all authorized Parties ("Effective Date") and shall continue in full force and effect through September 30, 2020 (Fiscal Year 2020) unless terminated ("Term"). Either Party to this Agreement may terminate this Agreement at any time and for any reason by providing the other Party thirty (30) days written notice to the other Party or pursuant to Article 20 of this Agreement. If termination is sought by Trinity Metro for any reason or no reason at all, or if termination is sought by City because of Trinity Metro's failure to abide by it obligations outlined in Article 3 of this Agreement, Trinity Metro shall repay the City for all used funds paid by the City to Trinity Metro under this Agreement up to the termination date. ARTICLE 3. TRINITY METRO'S RESPONSIBILITY Trinity Metro identified $50,000 from its Fiscal Year 2019 budget and agrees to supplement operational costs of FWBS to continue public bicycle service another 12-months within the Term of this Agreement. Trinity Metro in partnership with the City and FWBS will explore long-term strategies for the financial sustainability of FWBS. Trinity Metro shall invoice the City in the lump sum amount of$50,000.00 no later than 90-days after the Effective Date of this Agreement. ARTICLE 4. CITY'S RESPONSIBILITY Subject to annual appropriation, the City will pay Trinity Metro a lump sum amount of $50,000.00 upon receiving an invoice from Trinity Metro to support operational costs of the FWBS program. The City in partnership with Trinity Metro and FWBS will explore long-term strategies for the financial sustainability of FWBS. ARTICLE 5. IMMUNITY It is expressly understood and agreed that in the execution of this Agreement, no Party waives nor shall be deemed hereby to waive any immunity or defense that would otherwise be available to it against claims arising in the exercise of governmental powers and functions. Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority("Trinity Metro")to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12-months Page 2 of 7 ARTICLE 6. ASSIGNMENT Trinity Metro shall not have the right to assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of City, which such right shall be granted solely at the discretion of City. ARTICLE 7. GOVERING LAW AND VENUE This Agreement shall be construed in accordance with the laws of the State of Texas. Venue for any action brought on the basis of this Agreement shall lie exclusively in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas — Fort Worth Division. In any such action, each Party shall pay its own attorneys' fees, court costs and other expenses incurred as a result of the action. ARTICLE 8. REMEDIES No right or remedy granted herein or reserved to the Parties is exclusive of any other right or remedy herein by law or equity provided or permitted; but each shall be cumulative of every other right or remedy given hereunder. No covenant or condition of this Agreement may be waived without written consent of the Parties. Forbearance or indulgence by either Party shall not constitute a waiver of any covenant or condition to be performed pursuant to this Agreement. ARTICLE 9. SEVERABILITY If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. ARTICLE 10. APPLICABLE LAW This Agreement is entered into subject to the Interlocal Cooperation Act, the governing charters and ordinances of the City and Trinity Metro, as they may be amended from time to time, and is subject to and is to be construed, governed and enforced under all applicable Texas and Federal law. Trinity Metro agrees that it will abide by all laws applicable to operating Fort Worth Bike Sharing during the Term of this Agreement. Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority("Trinity Metro")to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12-months Page 3 of 7 ARTICLE 11. ENTIRE AGREEMENT This written instrument contains the entire understanding and agreement between the City and Trinity Metro as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with this Agreement. This Agreement may not be amended unless set forth in writing and signed by both Parties. ARTICLE 12. SIGNATURE AUTHORITY The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. The other Party is fully entitled to rely on this warranty and representation in entering into this Agreement. ARTICLE 13. INDEPENDENT CONTRACTOR It is expressly understood and agreed that Trinity Metro shall operate as an independent contractor as to all rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Trinity Metro shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. Trinity Metro acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Trinity Metro, its officers, agents, employees, servants, contractors and subcontractors. Trinity Metro further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between the City and Trinity Metro. ARTICLE 14. NO WAIVER The failure of either Party to insist upon the performance of any provision or condition of this Agreement or to exercise any right granted herein shall not constitute a waiver of that Party's right to insist upon appropriate performance or to assert any such right on any future occasion. ARTICLE 15. NON-APPROPRIATION OF FUNDS The City and Trinity Metro will use best efforts to appropriate sufficient funds to support obligations under this Agreement. However, in the event that sufficient funds are not appropriated by either Party's governing body, and as a result, that Party is unable to fulfill its obligations under this Agreement, that Party (i) shall promptly notify the other Party in writing Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority("Trinity Metro")to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12-months Page 4 of 7 and (ii) may terminate this Agreement, effective as of the last day for which sufficient funds have been appropriated. ARTICLE 16. RIGHT TO AUDIT Trinity Metro agrees that the City shall, until the expiration of three (3) years after termination of this Agreement, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers, records, and communications of Trinity Metro involving transactions relating to this Agreement at no additional cost to City. Trinity Metro agrees that City shall have access during normal working hours to all necessary Trinity Metro facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this Article. City shall give Trinity Metro reasonable advance notice of intended audits. ARTICLE 17. LIABILITY Nothing in the performance of this Agreement shall impose any liability for claims against City or Trinity Metro other than claims for which liability may be imposed by the Texas Tort Claims Act. ARTICLE 18. AMENDMENTS No amendment to this Agreement shall be binding upon either Party hereto unless such amendment is set forth in writing, and signed by both Parties. ARTICLE 19. FORCE MAJEURE The Parties shall exercise their best efforts to meet their respective duties and obligations hereunder, but shall not be held liable for any delay in or omission of performance due to force majeure or other causes beyond their reasonable control, including, but not limited to, compliance with any state or federal law or regulation, acts of God, acts of omission, fires, strikes, lockouts, national disasters, wars, riots, material or labor restrictions, transportation problems or existing contractual obligations directly related to the subject matter of this Agreement. ARTICLE 20. NOTICE Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other Party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other Party by United States Mail, registered, return receipt requested, addressed as follows: Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority("Trinity Metro")to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12-months Page 5 of 7 City of Fort Worth Trinity Metro Attn: Dana Burghdoff, Interim Assistant City Manager Attn: Bob Baulsir 200 Texas Street 801 Cherry Street, Ste. 850 Fort Worth TX 76102-6311 City, State, Zip: Fort Worth,TX 76102 Facsimile: (817) 392-8654 Facsimile: (817)215-7533 With Copy to the City Attorney At same address EXECUTED IF CITY OF FORT WORTH: ATT By: 9& By: � T Dana Burg off Kayser, City S c e F5 . Interim As istant Crt Manager Pry Date: I L �� CONTRACT AUTHORIZATION M&C: C-29115 Date Approved: May 7, 2019 AP RECOMM NDED: By. St e Cooke, Interim Director Transportation and Public Works APPROVED A TO FORM AND LEGALITY: By: Jessica San v g Senior Ass ant City Attorney FORM 1295: N/A Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Authority(` ' el -d')to fund a portion of operational costs for FWBS to continue use of public bicycles for another 12-m t � ',Page 6 of 7 FT. WORTH,T CONTRACT COMPLIANCE MANAGER: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: 41�vla4�t l& Chad Edwards Regional Mobility and Innovation Officer FORT WORTH TRANSPORTATION AUTHORITY: ATTEST: By: _ l�C�l L-' By: _ Name: f S/� Dame: C. Title: Title: Date: g ael-/!j APPROVED AS TO FORM AND LEGALITY: By: OFFICIAL RECORD Interlocal Agreement Between City of Fort Worth and the Fort Worth Transportation Ant on I C Tf yto� fund a portion of operational costs for FWBS to continue use of public bicycles for anoth I 14 Ti@irkAWRTTY M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA F` H COUNCIL ACTION: Approved on 5/7/2019 -Ordinance No. 23659-05-2019 REFERENCE 201LA FORT WORTH DATE: 5/7/2019 NO.: C-29115 LOG NAME: TRANSPORATION AUTHORITY FOR FW BIKE SHARING CODE: C TYPE: NOW PUBLIC NO CONSENT HEARING. SUBJECT: Authorize Execution of an Interlocal Agreement with the Fort Worth Transportation Authority (Trinity Metro) to Fund a Portion of Operational Costs for Fort Worth Bike Sharing in the Amount of$50,000.00 and Adopt Appropriation Ordinance (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council: 1. Authorize execution of an Interlocal Agreement with the Fort Worth Transportation Authority (Trinity Metro) to fund a portion of the operational costs for Fort Worth Bike Sharing in the amount of $50,000.00; and 2. Adopt the attached appropriation ordinance increasing appropriations and receipts in the 2018 Transit Master Plan Implementation Study Project (City Project No. 101674) in the amount of $50,000.00 from available funds in the TPW Gas Lease Project Legacy Fund. DISCUSSION: The City of Fort Worth and The Fort Worth Transportation Authority(Trinity Metro) have been working with Fort Worth Bike Sharing (FWBS)to supplement its FY2019 budget and identify ways to improve its financial sustainability. With this funding FWBS will continue service for an additional 12 month period. During this time the City, Trinity Metro, and FWBS staffs will explore long-term strategies for the program's sustainability. Trinity Metro has identified $50,000.00 from its FY2019 Operating Budget to help support FWBS. The City will contribute $50,000.00 to Trinity Metro for a total of$100,000.00 funding support for FWBS. This Interlocal Agreement is in ALL COUNCIL DISTRICTS. This contract will be with a governmental entity, state agency or public institution of higher education: (Fort Worth Transportation Authority). FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation and adoption of the attached appropriation ordinance, funds will be available in the current budget of the TPW Gas Lease Project Legacy Fund (39303). TO Fund Department Account Project Program Activity Budget Reference# Amount ID ID Year Chart ield 2 FROM Fund Department Account Project Program Activity Budget Reference# Amount http://apps.cfwnet.org/council_packet/mc review.asp?ID=26944&councildate=5/7/2019 9/3/2019 M&C Review Page 2 of 2 ID ID Year I (Chartfleld 2) Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Steve Cooke�5134) Additional Information Contact: Chad Edwards (7259) ATTACHMENTS 201LA FORT WORTH TRANSPORATION AUTHORITY FOR FW BIKE SHARING 39303 A019.docx http://apps.cfwnet.org/council_packet/mc review.asp?ID=26944&�ouncildate=5/7/2019 9/3✓2019