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HomeMy WebLinkAboutMINUTES - 03011994 - 1.54 Contra Costa TO: BOARD OF SUPERVISORS FROM: Harvey E. Bragdon, Director of Community Developmen DATE: March 1, 1994 SUBJECT: Approve Cooperative Agreement with Contra Costa Transportation Authority for $124,775 Grant to Support Employee TDM Program SPECIFIC REQUEST(S) OR RECOMMENDATIONS) & BACKGROUND AND JUSTIFICATION RECOMMENDATIONS Authorize the Chair of the Board to execute a cooperative agreement with the Contra Costa Transportation Authority for a grant in the amount of $124,77.5. FISCAL IMPACT The Cooperative Agreement would provide the County $124,775 in Measure C funds for the County Employee TDM Program which would not otherwise be available. BACKGROUND/REASONS FOR RECOMMENDATIONS Contra Costa County has been awarded a grant of $124,775 from Measure C TDM funds by the Contra Costa Transportation. Authority for the acquisition of four new vans for vanpools and laptop computers, printers, fax modems and pocket modems for use in the Pilot Telecommuting Program. In order to receive the funds, the County must execute a cooperative agreement with the Transportation Authority. CONTINUED ON ATTACHMENT: YES SIGNA arve Bragdon RECOMMENDATION OF COUNTY ADMINISTRATOR _ RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S) : ACTION OF BOARD ON I X19 94 APPROVED AS RECOMMENDED OTHER VOTE OF SUPERVISORS / I HEREBY CERTIFY THAT THIS IS A d UNANIMOUS (ABSENT TRUE AND CORRECT COPY OF AN AYES: NOES: ACTION TAKEN AND ENTERED ON THE ABSENT: ABSTAIN: MINUTES OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. Orig Dept: Community Development . ATTESTED %-MaAA�L_ 1 _ JC19 � Contact: Ernest Vovakis, 646-2355 PHIL BATCHELOR, CLERI OF cc: CCTA (via CDD) THE BOARD OF SUPERVISORS ` General Services (via CDD) AND COUNTY ADMINISTRATOR BY� _�� , DEPUTY ORIGINAL MASTER COOPERATIVE AGREEMENT NO. 43.00.10 BETWEEN I, 51V THE CONTRA COSTA TRANSPORTATION AUTHORITY AND CONTRA COSTA COUNTY THIS AGREEMENT is made and entered into as of this IST day of February, 1994, by and between CONTRA COSTA COUNTY, hereinafter referred to as "SPONSOR" and the CONTRA COSTA TRANSPORTATION AUTHORITY hereinafter referred to as "AUTHORITY." RECITALS 1. AUTHORITY and SPONSOR, pursuant to the Contra Costa Transportation Improvement and Growth Management Expenditure Plan and Ordinance, (referred to herein as "Measure C ") program adopted on August 3, 1988 and approved by the voters of Contra Costa County on November 8, 1988, hereby desire to enter into a Cooperative Agreement for transportation improvements in Contra Costa County. 2. SPONSOR desires one or more transportation improvements eligible under the Carpools, Vanpools, and Park and Ride program category of Measure C, hereinafter referred to as "PROJECT." 3. : Pursuant to the Expenditure Plan and Ordinance, AUTHORITY is committed to make available up to $8,600,000 in 1988 dollars for projects eligible under the Carpools, Vanpools and Park and Ride program category. Measure C funds, hereinafter "TDM GRANT", may be made available to SPONSOR to help fund PROJECT. TDM GRANT will be determined on an annual basis by resolution of AUTHORITY. AUTHORITY anticipates that SPONSOR will supplement Measure C funds with revenues from other eligible sources. 4. In no event shall such TDM GRANT, when aggregated with previously approved funds exceed the Measure C commitment set forth in the Authority's adopted Strategic Plan, and the limit set forth in Recital 3. The approval of TDM GRANT may specify additional condition for release of funds to SPONSOR for PROJECT. A chronological listing of TDM GRANT will be included in and made a part of Exhibit A (attached), which is hereby incorporated into this AGREEMENT and made a part hereof by reference. 5. , Following approval of a TDM GRANT by AUTHORITY for a particular PROJECT, this AGREEMENT will be amended by adding a mutually agreeable new EXHIBIT, which is to be attached hereto and made a part hereof by reference. Each EXHIBIT is to include the following information; Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 1 (1) Objective of`IDM Grant: A brief narrative describing the transportation problem to be addressed. (2) Amount of the TDM Grant Amount of the grant for the particular fiscal year, and the expiration date of such funds. (3) Scope of Work A statement of the tasks to be performed by the SPONSOR by virtue of receiving TDM GRANT. (4) Sphedule Key milestones, deliverables and level of staff effort. (5) Method of billing and estimated cash flow Frequency of billing, consideration of advance payments, estimated cash flow for PROJECT. (6) Final Report and Evaluation Anticipated schedule and methodology for evaluating the success of the PROJECT. EXHIBIT B containing the information indicated above is attached and made a part hereof by reference. b. TDM GRANT funds shall be available to SPONSOR from February 1, 1994, to January 31, 1996. NOW, THEREFORE, in consideration of the foregoing,the AUTHORITY and SPONSOR do hereby agree as follows: SECTION I SPONSORGREES• 1. For each PROJECT funded by AUTHORITY, to apply TDM GRANT received under this AGREEMENT to PROJECT consistent with the terms and conditions specified in the funding resolution approved by the AUTHORITY. 2. For each PROJECT funded by AUTHORITY, to apply PROJECT FUNDS received under this AGREEMENT consistent with the scope of work described in the relevant EXIIIBIT to this AGREEMENT. 3. To allow the AUTHORITY to audit all expenditures relating to each PROJECT funded through this AGREEMENT. For the duration of each PROJECT, and for four (4) years following completion of the PROJECT, or earlier discharge of the AGREEMENT, SPONSOR will make available to the AUTHORITY all records relating to expenses incurred in performance of this AGREEMENT. Molter Cooperative Agreement No.43.00.10 Between Contra Costa'transportation Authority & Contra Costa County 2 4. To provide invoices and progress reports consistent with the relevant EXHIBIT as well as Exhibit C, Method of Payment, which is attached hereto and made a part hereof by reference. 5. To provide overall management of the PROJECT, including responsibility for schedule, budget and oversight of services performed by others. To be responsible for evaluation, selection and management of consultants and contractors. 6. Upon request, to provide copies to the AUTHORITY of all executed contracts and other PROJECT documents between SPONSOR and others involved in PROJECT. Copies of such executed contracts shall be retained for four (4) years following completion of PROJECT or earlier discharge of the AGREEMENT. 7. If the PROJECT involves construction or capital acquisition, to install a sign approved by the AUTHORITY-that identifies Measure C and the Contra Costa Transportation Authority as a funding source. 8. If the PROJECT involves capital acquisition(s), other than real property, which subsequently becomes surplus to the needs of PROJECT, or if PROJECT is terminated, to transfer net proceeds, after deducting auditable costs of sales, to AUTHORITY resulting from the sale of such capital acquisitions purchased in whole or in part with Measure C funds, in the same proportion to the net proceeds as the original contribution of Measure C funds was to the initial purchase of the capital acquisition. Non-real property capital acquisitions which were purchased more than seven years prior to being declared surplus, shall not be subject to this section, and may be disposed of as the SPONSOR sees fit. 9. If the PROJECT involves right-of-way acquisition, to follow the requirements of state law, the Federal Uniform Acquisition and Relocation Assistance Act and, if applicable, to transfer net proceeds, after deducting auditable costs of sales, to AUTHORITY resulting from the sale of excess lands purchased in whole or in part with Measure C funds, in the same proportion to the net proceeds as the original contribution of Measure C funds was to the purchase price of the original parcel. 10. SPONSOR agrees to provide a performance report to AUTHORITY within one(1) year of the date of the AGREEMENT, documenting the success of PROJECT in reducing single-occupancy vehicle trips consistent with requirements specified by AUTHORITY. SECTION H AUTHORITY AGREES: 1. Consistent with the procedures specified in the relevant EXHIBIT, to reimburse SPONSOR for legitimate expenses incurred in conducting the PROJECT. 2. To provide timely notice if an audit is to be conducted. Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 3 SECTION III IT IS MUTUALLY AGREED: 1. Term: This AGREEMENT will remain in effect until discharged as provided in Paragraph 2 or 11 hereof. 2. Discharge: This AGREEMENT shall be subject to discharge as follows: a. Either party may terminate this AGREEMENT at any time for cause pursuant to a power created by the AGREEMENT or by law, otherwise than for breach, by giving written notice of termination to the other party which shall specify both the cause and the effective date of termination. Notice of termination under this provision shall be given at least ninety (90). days before the effective date of such termination. Payment shall be made by the AUTHORITY for all services rendered by SPONSOR to the PROJECT pursuant to this AGREEMENT up to the time of termination, subject to any expenditure limits applicable to this AGREEMENT. b. This AGREEMENT may be canceled by a party for breach of any obligation, covenant or condition hereof by the other party, upon notice to the breaching party. . With respect to any breach which is reasonably capable of being cured, the breaching party shall have 30 days from the date of the notice to initiate steps to cure. If the breaching party diligently pursues cure, such party shall be allowed a reasonable time to cure, not to exceed sixty (60) days from the date of the initial notice, unless a further extension is granted by the non- breaching party. On cancellation, the non-breaching party retains the same rights as a party exercising its right to terminate under the provisions of paragraph 2(a), except that the canceling party also retains any remedy for breach of the whole contract or any unperformed balance. C. By mutual consent of both parties, this AGREEMENT may be terminated at any time. 3. Indemnity: It is mutually understood and agreed, relative to the reciprocal indemnification of AUTHORITY and SPONSOR: a. That neither AUTHORITY, , nor any officer or employee thereof, shall be responsible for, and SPONSOR shall fully indemnify and hold harmless AUTHORITY against any damage or liability occurring by reason of anything done or omitted to be done by SPONSOR under or in connection with any work, authority or jurisdiction delegated to SPONSOR under the AGREEMENT. It is also understood and agreed that, pursuant to Government Code Section 895.4, SPONSOR shall fully indemnify and hold the AUTHORITY harmless from any liability imposed for injury as defined by Government Code Section 810.8 occurring by reason of anything done or omitted to be done by SPONSOR under this AGREEMENT or in connection with any work, authority, or jurisdiction delegated to SPONSOR under this AGREEMENT. b. That neither SPONSOR, nor any officer or employee thereof, shall be responsible for, and AUTHORITY shall fully indemnify and hold harmless SPONSOR against any damage Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County i 4 or liability occurring by reason of anything done or omitted to be done by AUTHORITY under or in connection with any work, authority or jurisdiction delegated to AUTHORITY under the AGREEMENT. It is also understood and agreed that, pursuant to Government Code Section 895.4, AUTHORITY shall fully indemnify and hold the SPONSOR harmless from any liability imposed for injury as defined by Government Code Section 810.8 occurring by reason of anything done or omitted to be done by AUTHORITY under this AGREEMENT or in connection with any work, authority, or jurisdiction delegated to AUTHORITY under this AGREEMENT. 4. Notices: Any notice which may be required under this AGREEMENT shall be in writing, shall be effective when received, and shall be given by personal service, or by certified or registered mail, return receipt requested, to the addresses set forth below, or to such addresses which may be specified in writing to the parties hereto. Ernest H. Vovakis Senior Transportation Planner Contra Costa County 651 Pine Street 4th Floor, North Wing Martinez, CA 94553-0095 Arielle E. L. Bourgart Assistant Director \ Contra Costa Transportation Authority 1340 Treat Blvd., Suite 150 Walnut Creek, CA 94596 5. Additional Acts and Documents: Each party agrees to do all such things and take all such actions, and to make, execute and deliver such other documents and instruments, as shall be reasonably requested to carry out the provisions, intent and purpose of the AGREEMENT. 6. Integration: This AGREEMENT represents the entire AGREEMENT of the parties with respect to the subject matter hereof. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in other contemporaneous written agreements. 7. Amendment: This AGREEMENT may not be changed, modified or rescinded except in writing, signed by all parties hereto, and any attempt at oral modification of this AGREEMENT shall be void and of no effect. 8. Independent Agency SPONSOR renders its services under this AGREEMENT as an independent agency. None of the SPONSOR's agents or employees shall be agents or employees of the AUTHORITY. 9. Assignment: The AGREEMENT may not be assigned, transferred, hypothecated, or pledged by any party without the express written consent of the other party. Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 5 10. Binding on Successors. Etc.: This AGREEMENT shall be binding upon the successor(s), assignee(s) or transferee(s) of the AUTHORITY or SPONSOR as the case may be. This provision.shall not be construed as an authorization to assign, transfer, hypothecate or pledge this AGREEMENT other than as provided above. 11. Severabilit. Should any part of this AGREEMENT be determined to be unenforceable, invalid, or beyond the authority of either party to enter into or carry out, such determination shall not affect the validity of the remainder of this AGREEMENT which shall continue in full force and effect; provided that, the remainder of this AGREEMENT can, absent the excised portion, be reasonably interpreted to give effect to the intentions of the parties. 12. Limitation: All obligations of AUTHORITY under the terms of this AGREEMENT are expressly subject to the AUTHORITY's continued authorization to collect and expend the sales tax proceeds provided by MEASURE C. If for any reason the AUTHORITY's right to collect or expend such sales tax proceeds is terminated or suspended in whole or part, the AUTHORITY shall promptly notify SPONSOR, and the parties shall consult on a course of action. If, after twenty five (25) working days, a course of action is not agreed upon by the parties, this AGREEMENT shall be deemed terminated by mutual or joint consent; provided, that any future obligation to fund from the date of the notice shall be expressly limited by and subject to (i) the lawful ability of the AUTHORITY to expend sales tax proceeds for the purposes of the AGREEMENT; and (ii) the availability, taking into consideration all the obligations of the AUTHORITY under all outstanding contracts, agreements to other obligations of the AUTHORITY, of funds for such purposes. Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 6 d CONTRA COSTA TRANSPORTATION AUTHORITY r. by: by: C NTRA COSTA COUNTY Darrel "Jay" Tucker, Chair ATTEST: by: by: *Q� RoCleary Executive Dir r APPROVED as to legal form: by: by: keel Legal C nsel RE;arveyEZ ED by Department: by: . a don, Director Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 7 COOPERATIVE AGREEMENT NO. 43.00.10 between the CONTRA COSTA TRANSPORTATION AUTHORITY and CONTRA COSTA COUNTY EXHIBIT A Chronological Listingof f Projects approved for funding under the Carpools. Vanpools and Park and Ride program category of Measure C CCTA Resolution Date Fiscal Year of Project Amount of Funds Approved Name TDM Grant 93-05-G 12/15/93 1992-93 Contra Costa $124,775 County Employee TDM Program Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County ' 1 op C:6- P4 A dA en u w IPA -I-- v �, `gyp,, o ��, �� � � a) 0 IP C-A 0 So 16 S IrA Ufa o � � 3 C4 N 63R a 0 x � w P6. pO d 0 VID a ` r H w P"` O v r � N w• 8o u' ✓ 4 � •G '� . tp tn PA IrA. u Z ° a o c4VA ° C. �d I;;_ ✓ b J O N 3 w .� COOPERATIVE AGREEMENT NO. 43.00.10 the CONTRA COSTA TRANSPORTATION AUTHORITY and CONTRA COSTA COUNTY EXHIBIT C Method of Payment--Advance 1. The SPONSOR will submit invoices to the AUTHORITY for all eligible costs of the PROJECT within the time period covered by this AGREEMENT. 2. Invoices submitted to the AUTHORITY shall be accompanied by: - A summary of expenses covered by the invoice. - A copy of EXHIBIT B of this AGREEMENT with Section VIII "Actuals" completed to reflect anticipated expenses to be advanced, by line item. A copy of order form or other documentation of materials, equipment, etc. being ordered and the cost. Certification from SPONSOR that funding is being requested for expenses to be incurred which have not been included in a previous invoice request. 3. The AUTHORITY will process an advance to the SPONSOR within ten working days after receipt by the AUTHORITY of an invoice containing all the information required per item 2 above. The AUTHORITY reserves the right to adjust payment of the invoice should review indicate that it includes ineligible costs. 4. In the next quarter following the advance, SPONSOR will submit: - A summary of actual expenses. - A revised copy of EXHIBIT B of this AGREEMENT with Section VIII "Actuals" completed to reflect funds expended from advance received, by line item. - Receipts for all expenditures. 5. SPONSOR shall credit any advances received, which have not been spent, against the next advance request. Funds remaining after completion of PROJECT are to be refunded to the AUTHORITY within 60 days after the final payment by SPONSOR for the PROJECT. Master Cooperative Agreement No.43.00.10 Between Contra Costa Transportation Authority & Contra Costa County 1