HomeMy WebLinkAboutAgreement - Transpo - Bus Shelters1316 COUN'ry-Crry BUILDING
227 W. JET'FERSON BOULEVARD
serai BENIr). INDIANA 46601-1830
CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR
BOARD OF PUBLIC WORKS
December 21, 2017
David Cangany
Transpo
1401 S. Lafayette Blvd.
South Bend, IN 46613
RE: Agreement
Dear Mr. Cangany:
PHONE 574/235-9251
FAX 574/ 235-9171
The Board of Public Works, at its meeting held on December 21, 2017, approved the above
referenced local match agreement to allow for seventeen (17), bus shelters in the amount of
$80,000.
If you have any further questions regarding this matter, please call this office at (574) 235-
9251.
Sincerely,
-)/V)
Linda M. Martin, Clerk
Enclosure
C: Jitin Kain, Public Works
GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMEs A. MUELLER THERESE J. DORAL)
JOINT PROJECT AGREEMENT
BETWEEN THE CITY OF SOUTH BEND AND TRANSPO
(BUS SHELTERS AND TECHNOLOGY INITIATIVE)
THIS JOINT PROJECT AGREEMENT (the "Agreement") is made and
entered into as of this 21 st day of December, 2017, by and between the CITY OF
SOUTH BEND, INDIANA, a municipal corporation organized and operating under the
laws of the State of Indiana, acting by and through the Board of Public Works
(collectively, the "City" or the "Board") and SOUTH BEND PUBLIC
TRANSPORTATION CORPORATION ("Transpo"), a political subdivision
operating and existing under the laws of the State of Indiana.
RECITALS
WHEREAS, the City and Transpo mutually agree that improved bus shelters and
technology will be of benefit to the citizens of the City who utilize the public transit
system (the "Transit System") operated and managed by Transpo; and
WHEREAS, Transpo is the recipient of certain federal funding (the "Federal
Grant") to be used in the acquisition and installation of up to seventeen (17) bus shelters
(the "Bus Shelters") in certain locations within the City, as more particularly described on
Exhibit A attached hereto, in accordance with the provisions of the Federal Grant which
are incorporated herein by reference; and
WHEREAS, the design of the Bus Shelters has been agreed upon by the City and
Transpo in accordance with the specifications described on Exhibit B attached hereto;
and
WHEREAS, the City desires to contribute a local match towards the acquisition
and installation of the Bus Shelters in order to assist Transpo in leveraging the Federal
Grant for the benefit of the City and its residents; and
WHEREAS, the City also desires to provide funds to Transpo for the
implementation of a technology initiative (the "Technology Initiative") which will
improve the overall administration and management of the Transit System for the benefit
of the City and its residents who utilize the Transit System; and
WHEREAS, the City believes that the actions contemplated by this Agreement
are in the best interests of the health, safety and welfare of the City and its residents and
that such actions comply with the public purposes and applicable provisions of state and
local law; and
NOW THEREFORE, for and in consideration of the mutual covenants and
promises contained herein, the City and Transpo hereby agree as follows:
Signature Page to Joint Project Agreement
(Bus Shelters and Technology Initiative)
1. Funding. The City shall provide funds in the amount of $80,000 (the
"Funds") for the purpose of providing a local match to Transpo to be used for the
acquisition and installation of the Bus Shelters and the Technology Initiative
(collectively, the "Projects"). Funds shall first be applied on the costs of the Bus Shelters.
Upon Transpo's determination that the costs of the Bus Shelter have been satisfied and
Funds remain unspent, such Funds may then be applied on the Technology Initiative.
Transpo will promptly notify the City upon making such determination. Notwithstanding
the foregoing, Funds from the City shall not exceed $80,000 for the Projects. The City
shall pay the Funds to Transpo upon receipt of an invoice by Transpo. Such invoice shall
include copies of all progress billings on the Projects and all reasonable information as
may requested by the City in connection with payment on the Projects.
2. TRANSPO's ReWonsibilities. Transpo shall use the Funds for (i) the
acquisition and installation of Bus Shelters on the locations listed in Exhibit A and in
accordance with the design specifications described in Exhibit B and (ii) the Technology
Initiative within two (2) years of the date of this Agreement. Transpo shall seek all
necessary approvals from the Board related to encroachments, if any, on City property in
connection with the acquisition and installation of the Bus Shelters.
3. - proprRiation of Funds. If the Controller of the City (the "Controller")
makes a written determination that funds are not appropriated or otherwise available to
support this Agreement, it shall be cancelled. A determination by the Controller that
funds are not appropriated or otherwise available to support the continuation of
performance shall be final and conclusive. In no case shall total payment made to
Transpo exceed the Funds provided in paragraph I of this Agreement, unless otherwise
agreed in writing by the City and Transpo.
4. Perm. Unless terminated earlier in accordance with its terms, this
Agreement shall terminate on the date when Transpo has fulfilled all of its obligations
hereunder and the City's final payment therefor, which is expected to be no later than
December 21, 2019.
S. Remedies. Failure to use the Funds in accordance with this Agreement
shall be considered a material breach. In the event of such material breach, the City may
suspend all payments to Transpo and seek immediate reimbursement from Transpo.
6. Maintenance of Records, Access to Records. Transpo shall keep a written
record, in a form acceptable to the City, related to the use and expenditure of the Funds.
Upon completion of the Projects, Transpo shall provide the City with a final accounting
of the use and disposition of the Funds and certifying that the Projects have been
completed. Unless otherwise authorized by the City or required by law, such records shall
be maintained by the Transpo for a period of four (4) years of the date of this Agreement.
Transpo understands and agrees to comply with the legal requirements of Indiana Code §
5-14-3-1 et. seq. (commonly known as Indiana's Access to Public Records Act), if
applicable, with respect to all documentation related to the Contribution.
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7. Audit Requirements. Transpo agrees to make all information available to
the Indiana State Board of Accounts and the Controller as requested to comply with any
audit related to the receipt and use of the Funds and Transpo's performance in connection
therewith. If requested by the City, Transpo shall provide the City a progress report on
the acquisition and installation of the Bus Shelters and the Technology Initiative. If
requested by the City, Transpo shall arrange for a financial and compliance audit of the
Funds to be conducted by an independent public or certified public accountant (or as
applicable, the Indiana State Board of Accounts) and in accordance with applicable
Indiana State Board of Account standards.
8. Inden2nifcation. Transpo hereby agrees to defend, indemnify, and hold
harmless the City, its officials, directors, employees, and agents from any and all claims
of any nature which arise from the performance by Transpo under this Agreement and
from all costs and attorney fees in connection therewith, excepting for claims arising out
of the negligence of the City, its officials, directors, employees, and agents. The
obligations of Transpo under this paragraph 8 shall survive the termination or expiration
of this Agreement.
9. Conflicts of Interest. Transpo hereby certifies and agrees that no member,
officer, or employee of the City, or its designees or agents, and no member of the
governing body of the City of South Bend or Transpo (and no one with whom there is a
family or business tie) who exercises any functions or responsibilities with respect to the
receipt and use of city funds during his or her tenure or for one year thereafter, shall have
any financial benefit, direct or indirect, in any contract or subcontract, or the proceeds
thereof, for work to be performed in connection with the Contribution.
10. Relationship. This Agreement is strictly for the benefit of the parties and
not for any third -party or person. This Agreement was negotiated by the parties at arm's
length and each of the parties hereto has reviewed the agreement after the opportunity to
consult with independent counsel. Neither party shall maintain that the language in the
Agreement shall be construed against any signatory hereto.
11. Assi n�. Transpo shall not assign whole or any part of this Agreement
or its obligations hereunder without the prior written consent of the City.
12. Compliance with Laws. Transpo shall comply with all applicable federal,
state and local laws, rules, regulations and ordinances, and all provisions required thereby
are hereby incorporated herein by reference. The enactment of any state or federal
statute or the promulgation of any rules or regulation subsequent to execution of this
Agreement shall be reviewed by the City and Transpo to determine whether the
provisions of this Agreement shall require formal modification.
13. Indiana Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Indiana.
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14. Notices. Any notice required or permitted to be delivered hereunder shall
be deemed to be delivered, whether or not actually received, when deposited in the
United States Postal Service, postage prepaid, registered or certified mail, return receipt
requested, addressed to the City or Transpo, as the case may be, at the address set forth
below.
If to Transpo: Transpo
1401 S. Lafayette Blvd.
South Bend, IN 46613
Attn: David Cangany, General Manager
If to City: Department of Public Works
City of South Bend
227 W. Jefferson Blvd.
South Bend, IN 46601
Attn: Eric Horvath, Director
15. Equal Opportunity. Transpo shall comply with federal, state and local law
in its hiring and employment practices and policies for any activity covered by this
Agreement.
16 Entire A reement and Amendment. This Agreement sets forth the entire
agreement and understanding between the parties as to the subject matter hereof, and
merges and supersedes all prior discussions, agreements, and understanding of any and
every nature between them. This Agreement may be amended only by separate writing,
approved by both Transpo and the City.
17. Additional Representations. The undersigned persons executing and
delivering this Agreement on behalf of Transpo represent and certify that they are the
duly authorized officers of Transpo and have been fully empowered to execute and
deliver this Agreement and that all necessary actions has been taken and done.
18. Non -Collusion and Acceptance. The undersigned attests, subject to the
penalties of perjury, that he/she is the properly authorized representative, agent, member
or officer of Transpo and that he/she has not, nor has any other member, employee,
representative, agent or officer of Transpo, directly or indirectly, to the best of his/her
knowledge, entered into or offered to enter into any combination, collusion or agreement
to receive or pay, and that he/she has not received or paid any sum of money or other
consideration for the execution of this Agreement other than that which appears upon the
face hereof.
(Remainder of page intentionally left blank)
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IN WITNESS WHERE OF, the Parties hereto have caused this Agreement to be
executed as of the day and year first above written,
CITY OF SOUTH BEND, INDIANA, TRANSPO
ROARD OF PIJBI,TC WORKS
Gary A. Gilot, President
Elizabeth Maradik, Member
Suzanna Fritzberg, Member
Therese Dorau7Member
Japhs Mueller, Member
A/T)TEST.
,/Ijinda Martin, Cldrk of the Board
Signature
Printed Nenne and Title
Signature Page to Joint Project Agreement
(Bits Shelters and Technology Initiative)
EXHIBIT A
Locations of Bus Shelters
#
I Location Description
Routes
Bus Stops
I
S. Michigan St — Juvenile Justice Center
12
# 1334 --- Michigan & Dean Johnson
2
Western & Chapin (Kroc Center) inbound
10
#1049 -- Western & Laurel
3
Western & Chapin (Kroc Center) outbound
10
#1008 — Western & Laurel
4
Veterans Administration — outbound
10
#1002 -- Western & Franklin
5
Veterans Administration — inbound
10
#1896 -- Western & William
6
Miami & Ridgedale — inbound
8
# 1450 — Miami & Ridgedale
7
Elwood & Poita e -- inbound
3A, 3B
#1254, 1275
8
Elwood & Portage -- outbound
3A, 3B
#1218, 1969
9
Erskine Commons
6
#1398 — Walmatt Shelter (replacement)
10
Erskine Village
6
#1310, 1311 (Kohl's & Target)
11
IUSB -- inbound
9
#1134 — IUSB Shelter (replacement)
12
Ivy Tech -- inbound
8
# 1990 — Ivy Tech Shelter (replacement)
13
Ivy Tech — outbound
8
Ivy Tech
I4
Logan Industries
16
#1933 Boland at Logan (double shelter)
15
Main & Western — inbound
16
#1660
16
26"' & Jefferson — outbound
1
# 1792
17
261 & Jefferson --- inbound
1
#1812
EXHIBIT B
Design Specifications of Bus Shelters