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Home My WebLink AboutC13-019 Department of Transporation MOU MOU CMS #13-HTR-52052 MEMORANDUM OF UNDERSTANDING BETWEEN THE STATE OF COLORADO — DEPARTMENT OF TRANSPORTATION AND EAGLE COUNTY AGREEMENT FOR TWO (2) VEHICLES MOU DATED , 20_ ("EXECUTED" DATE OF CDOT SIGNATURE) 1 of 6 V")-C)11 AGREEMENT THIS AGREEMENT entered into between Eagle County and the Colorado Department of Transportation ( "CDOT" or "State ") is for the transfer of two (2) 40' Gillig Low Floor BRT vehicles to Eagle County for transportation purposes. I. FACTUAL RECITALS 1. In February 2010, CDOT and the City of Colorado Springs entered into a grant agreement (10 -HTD- 12456) for the transfer and sale of nineteen (19) transit coaches exclusively for use with the Front Range Express ( "FREX ") bus service procured under 07 -HTD- 00103. The 10 -HTD- 12456 agreement allowed for the sale of nine (9) transit coaches and for the transfer of ten (10) transit coaches to CDOT including the requirement that the with the remaining 10 vehicles, the City of Colorado Springs transfer their required 20% local match interest to CDOT. That agreement also served as a notice by the City of Colorado Springs that it would no longer operate the FREX service with the aforementioned vehicles as set forth in the 10 -HTD -12456 Senate Bill 1 agreement. 2. In August, CDOT sent a call for proposals for the use of the ten (10) buses listed in paragraph 1. Upon review of applications from agencies statewide, CDOT has awarded the transfer of two of the buses to Eagle County. 3. The 2 vehicles in this agreement have been transferred to Eagle County to assist Eagle County meet their ridership needs. With this transfer, Eagle County will receive the benefit of operating the vehicles for use to assist Eagle County in its ability to continue providing transportation services and expand its services. 4. The vehicles are buses and both are 40' Gillig Low Floor BRT. The vehicles are in good condition with no major damages. The value for the buses as of August, 2012 is $140,000 each. 5. Eagle County will send CDOT a 20% share cash match of the current market value of the vehicles to acquire, operate, and manifest their intentions for the use of the vehicles, as required in the call for proposal to CDOT. 6. In exchange for the local match, CDOT will be listed as the lien holder on the titles for the vehicles until the end of the service Life interest in the vehicles by CDOT. This agreement recognizes the joint benefit of a partnership between Eagle County and CDOT, in helping Eagle County continue to offer fixed route service which will allow commuters in Eagle County to continue to receive ridership options with services near and around the county. Given this beneficial partnership, it is therefore agreed that: II. GENERAL PROVISIONS 1. Eagle County agrees to assume possession and use of the two vehicles. Eagle County shall use the vehicles in regular fixed route service, until this agreement is terminated. Eagle County shall maintain the vehicles as lift - equipped passenger transportation vehicles that are ADA accessible and licensed in the State of Colorado. The transit coaches were transferred "as -is ", after the exterior wraps were removed and the vehicles decommissioned. Eagle County will be responsible for re- painting and making any necessary repairs. 2. Eagle County agrees to insure and provide proper safeguards and protection for the vehicles to ensure they will not be stolen or used in an unauthorized manner under this agreement. 2 of 6 3. Eagle County agrees it shall maintain the buses in good operating order, as required by state and federal laws and regulations except as CDOT determines otherwise in writing; and make a good faith effort to ensure that appropriate training of Eagle County personnel for use and maintenance of the vehicles is conducted. 4. For the length of this agreement, Eagle County shall comply with the insurance Y P Y ce requirements set out in Exhibit A of this agreement. 5. Eagle County shall submit an annual certification for the vehicles for project measurement, as directed by CDOT. This annual document will certify that Eagle County continues to use the vehicles for the purposes set forth herein and will provide basic operating data for the vehicles, including vehicle miles traveled. 6. CDOT agrees to provide Eagle County with any relevant rules and regulations of how to manage the vehicles and how to (if necessary) dispose of the vehicles. 7. Eagle County shall not use the buses for any other reason than what is defined in this agreement without approval from CDOT. If the buses are used for a different reason than what is defined in this agreement, or cease to use the buses, the buses may be returned to CDOT. 8. Eagle County is required to send to CDOT its prorated share of the 20% local cash match for the buses. That amount, based on their residual value has been set at $140,000 per vehicle, as of August, 2012. Payment of the local match is to be sent to CDOT c/o the Center for Accounting at 4201 E. Arkansas Ave. Denver, CO, 80222; and will be deposited in a General Revenue account at CDOT. Eagle County will notify the Division of Transit and Rail and the Business Office in Shumate when payment has been sent. The payment schedule will be negotiated by Eagle County and CDOT. However, should Eagle County unreasonably delay or fail to make payment to CDOT the agreed upon local cash match share as stipulated in their response to the call for proposals, Eagle County agrees that it may be required to return the vehicles to CDOT. 9. This agreement will terminate upon the end of the service life of the vehicles. For purposes of this Agreement, the Service Life for each vehicle transferred through this agreement will be 4 years or 500,000 miles. CDOT will maintain an interest in the transferred vehicles for the entire Service Life of the vehicle(s). Until the service life is reached, Eagle County may not sell or place a lien on the vehicles without the written consent of CDOT. CDOT may enforce this provision through legal action to protect its security interests in Project equipment, if necessary. 10. Day -to -day communications regarding this agreement shall be directed to: Tom Mauser Kelley Collier Modal Programs Manager Director of Transportation Colorado Department of Transportation Eagle County ECO/Transit Division of Transit and Rail 3289 Cooley Mesa Rd 4201 East Arkansas, Shumate Building Gypsum, CO 81637 Denver, Colorado 80222 Kelley.collier @eagle.co.us tom.mauser@state.co.us David Averill Unit Manager, Transit Planning and Infrastructure Colorado Department of Transportation Division of Transit and Rail 4201 East Arkansas, Shumate Building Denver, Colorado 80222 david.averill@state.co.us 11. The parties acknowledge that no other written or oral representations different or apart from the foregoing written agreement have been made. 12. This agreement shall take effect when signed by authorized representatives of Eagle County and CDOT. 3 of 6 THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT * Persons signing for The Local Agency hereby swear and affirm that they are authorized to act on The Local Agency's behalf and acknowledge that the State is relying on their representations to that effect. LOCAL AGENCY STATE OF COLORADO EAGLE � COUNTY John W. Hickenlooper, Governor By: i0 n SO UV 1 l Colorado Department of Transportation Donald E. Hunt — Executive Director �j (Name of Autd Individual Title: V l' C 1 NAV IN VW Y " By: Donald E. Hunt, CDOT Executive Director Of . al Title of A rized Individual "� Signatory avers to the State Controller or delegate that Grantee has 4 . not begun performance or that a Statutory Violation waiver has been *Si nature requested under Fiscal Rules Date: / gam/ l 3 Date: 2nd Grantee Signature if Needed By: Name of Authorized Individual Title: Official Title of Authorized Individual *Signature Date: 4 of 6 EXHIBIT A - INSURANCE Eagle County ( "County" or "Local Agency ") and its Subcontractors shall obtain and maintain insurance as specified in this section at all times during the term of this Agreement: All policies evidencing the insurance coverage required hereunder shall be issued by insurance companies satisfactory to Local Agency and the State. A. Local Agency 1) Public Entities If the Local Agency is a "public entity" within the meaning of the Colorado Governmental Immunity Act, CRS §24 -10 -101, et seq., as amended (the "GIA "), then The Local Agency shall maintain at all times during the term of this Agreement such liability insurance, by commercial policy or self - insurance, as is necessary to meet its liabilities under the GIA. The Local Agency shall show proof of such insurance satisfactory to the State, if requested by the State. The Local Agency shall require each Agreement with Subcontractors that are public entities, providing Goods or Services hereunder, to include the insurance requirements necessary to meet Subcontractor's liabilities under the GIA. 2) Non - Public Entities If The Local Agency is not a "public entity" within the meaning of the GIA, The Local Agency shall obtain and maintain during the term of this Agreement insurance coverage and policies meeting the same requirements set forth in §13(B) with respect to subcontractors that are not "public entities ". B. Subcontractors The Local Agency shall require each Agreement with Subcontractors, other than those that are public entities, providing Goods or Services in connection with this Agreement, to include insurance requirements substantially similar to the following: 1) Worker's Compensation Worker's Compensation Insurance as required by State statute, and Employer's Liability Insurance covering all of The Local Agency and Subcontractor employees acting within the course and scope of their employment. 2) General Liability Commercial General Liability Insurance written on ISO occurrence form CG 00 01 10/93 or equivalent, covering premises operations, fire damage, independent Grantees, products and completed operations, blanket Grantual liability, personal injury, and advertising liability with minimum limits as follows: (a)$1,000,000 each occurrence; (b) $1,000,000 general aggregate; (c) $1,000,000 products and completed operations aggregate; and (d) $50,000 any one fire. If any aggregate limit is reduced below $1,000,000 because of claims made or paid, Subcontractor shall immediately obtain additional insurance to restore the full aggregate limit and furnish to The Local Agency a certificate or other document satisfactory to The Local Agency showing compliance with this provision. 3) Automobile Liability Automobile Liability Insurance covering any auto (including owned, hired and non -owned autos) with a minimum limit of $1,000,000 each accident combined single limit. 4) Additional Insured The Local Agency and the State shall be named as additional insured on the Commercial General Liability and Automobile Liability Insurance policies (leases and construction Grants require additional insured coverage for completed operations on endorsements CG 2010 11/85, CG 2037, or equivalent). 5) Primacy of Coverage Coverage required of The Local Agency and Subcontractors shall be primary over any insurance or self - insurance program carried by The Local Agency or the State. 6) Cancellation 5 of 6 The above insurance policies shall include provisions preventing cancellation or non - renewal without at least 45 days prior notice to the Local Agency and the State by certified mail. 7) Subrogation Waiver All insurance policies in any way related to this Agreement and secured and maintained by The Local Agency or its Subcontractors as required herein shall include clauses stating that each carrier shall waive all rights of recovery, under subrogation or otherwise, against The Local Agency or the State, its agencies, institutions, organizations, officers, agents, employees, and volunteers. C. Certificates The Local Agency and all Subcontractors shall provide certificates showing insurance coverage required hereunder to the State within seven business days of the Effective Date of this Agreement. No later than 15 days prior to the expiration date of any such coverage, The Local Agency and each Subcontractor shall deliver to the State or The Local Agency certificates of insurance evidencing renewals thereof. In addition, upon request by the State at any other time during the term of this Agreement or any sub - Agreement, The Local Agency and each Subcontractor shall, within 10 days of such request, supply to the State evidence satisfactory to the State of compliance with the provisions of this §13. 6 of 6