HomeMy WebLinkAbout12 O.C. FEEDBACK 04-19-99NO. 12
4-19-99
I nter-Com
TO:
FROM:
SUBJECT:
WILLIAM A. HUSTON, CITY MANAGER
PATRICK H. SANCHEZ, GARY MAGILL
AGREEMENT WITH ORANGE COUNTY FEEDBACK FOUNDATION FOR A
SENIOR TRANSPORTATION SERVICES VEHICLE
designated for ~senior transportauon i. serv~ces: · ~i.½ne: vem. c)~ ?,-,~,~ .-~:.~, ~___~%~"s&
[ transpOrtation program and prowde a. replacem.~t tbr the vemc~e Prev~0umY aonmea uy u~,,,,~ ~
Girls ClUb~:; :
RECOMMENDATION:
Approve the Agreement with Feedback Foundation that will provide a vehicle for the existing senior
tran~ortation program_
FISCAL IMPACT:,
The Feedback Foundation has agreed to provide a vehicle for senior transportation services at no cost
to the City. The Foundation would be respons~le for vehicle maintenance and all licenses,
registrations and accreditation from agencies governing the operation of vehicles. The City will
provide fuel and a certified driver. A Senior Center Van Driver position is currently in the Parks and
Recreation Department budget and operating our temporary vehicle.
BACKGROUND:
The Feedback Foundation provides meals for the' nutrition program offered at the Tustin Area Senior
Center. The Foundation has agreed to provide the City with a surplus vehicle specifically designated
for senior transportation services.
The Senior Transportation Program began January 20, 1999 with a vehicle donated by the Boys &
Girls Club and refurbished through a donation from Waste Management, Inc. and the Senior Center
Fund. Transportation is provided three days a week. Since its inception, the program has provided
264 trips to area seniors. Seniors are charged one dollar for rides to and from the senior center, to area
hospitals, doctor appointments and for local shopping trips. There are currently 150 participants and
27 wheelchair participants registered for the program.
f. To use the vehicles for Senior Transportation Services only, including
transport, nutrition services, field trips, and related services.
3. Term and Termination.
The term of this agreement shall be for one (1) year with two (2) one-year
extensions, provided it shall automatically renew for the first and second one-year
extension upon the expiration of the first and second terms, respectively, unless either
party gives written notice to the other party of its intention not to renew within 30 days of
the expiration of the then current term. In any event, either party may terminate this
Agreement, with or without cause, upon giving the other party at least thirty (30) days prior
written notice.
The effective date of this Agreement shall be the latest date of execution
hereinafter set forth opposite the names of the signatories hereto. In the event Foundation
fails to set forth a date of execution opposite the name(s) of Foundation's signatory(ies),
Foundation hereby authorizes City, by and through its representatives to insert the date
City received the Agreement from Foundation, as the date of execution by Foundation's
signatory(ies).
4. Insurance by Foundation.
Foundation shall obtain and maintain during the term of this Agreement, insurance
coverage as follows:
a. Comprehensive General Liability Insurance, or Commercial General
Liability Insurance, including coverage for Premises and Operations, Contractual Liability,
Personal Injury Liability, Products/Completed Operations Liability, Broad-Form Property
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Damage (if applicable) and Independent Contractor's Liability (if applicable)in an amount
of not less than Two Million' Dollars ($2,000,000) per occurrence, combined single limit,
written on an occurrence form.
b. Comprehensive Automobile Liability coverage, including as-
applicable-owner, non-owned and hired autos, in an amount .of not less than One Million
Dollars ($1,000,000) per occurrence, combined single limit, written on an occurrence form.
c. Each insurance policy provided under this Agreement shall contain
the following endorsements:
"This insurance shall not be canceled, limited in scope or coverage, or non-
renewed until after thirty (30) days' prior written notice has been given to the City Clerk,
City of Tustin, 300 Centennial Way, Tustin, CA 92680."
and
"It is agreed that any insurance maintained by the City of Tustin shall apply
in excess of and not contribute with insurance provided by this policy."
d. Each insurance policy required by this Agreement, excepting policies
for workers' compensation, shall contain the following clause:
"The City of Tustin, their respective officers, agents, employees,
representatives and volunteers are added as additional insured as respects operations and
activities of, or on behalf of the named insured, performed under contract with the City of
Tustin."
Nothing herein contained shall be construed as limiting in any way the extent to
which Foundation may be held responsible for payments of damages to persons or
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property resulting from Foundation's or its agents, employees or subcontractor's
performance of Foundation's duties under this Agreement.
5. Indemnification.
a. Indemnity. Each party agrees to indemnify, defend and hold
harmless the other, their respective officers, agents, employees, representatives and
volunteers from and against any and all claims, demands, defense costs, actions, liability,
or consequential damages of any kind or nature arising out of or in connection with the
negligence of the indemnifying party, its officers, agents, employees, representatives and
volunteers.
b. Comparative Negligence. When the negligence of both parties
contribute to damages or injuries to the vehicles or third parties, each party shall be liable
for such damages or injuries on a comparative fault basis. In the event that the parties are
found jointly and severally liable to a third party, each party agrees to indemnify the other
according to their percentage share of fault.
c. Worker's Compensation Only Remedy. No officer, agent, employee,
representative or volunteer of either Party shall have a claim for damages or injuries to the
other Party for damages or injuries arising out of their performance of the Parties' duties
under this Agreement, except for damages or injuries solely caused by the other Party.
6. Records/Audit
City shall keep such records of services as provided to enable Foundation
to audit the records within one (1) year after commencement of this Agreement.
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7. Impossibility of Performance
In the event of war, strikes, earthquake, fire, or other events which would
render the performance of this Agreement impossible, in whole or in part, by either party,
then each party shall be relieved from obligation thereunder.
8. Amendment
It is mutually understood and agreed that no alteration or variance of the
terms of this' Agreement shall be valid unless made in writing and signed by the parties
hereto, and no oral understanding or agreements not incorporated herein shall be binding
on any of the parties hereto.
1
Assignment
Neither Foundation nor City may assign or transfer this Agreement, or any
part thereof, without the written consent of the other party.
10. Compliance with Laws
In the performance of this Agreement, Foundation shall abide by and
conform to any and all applicable laws of the United States, the State of California and
ordinances of City.
11. Independent Contractor
This Agreement shall not create an agency and neither party shall, in any
way, be considered to be an officer, agent or employee of the other.
12. Authority and Effective Date
Foundation and Foundation's signatories further represent that the
signatories hold the positions set forth below their signatures and that the signatories are
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authorized to execute this Agreement on behalf of Foundation and to bind Foundation
hereto.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the dates hereinafter respectively set forth.
CITY OF TUSTIN
Dated:
ATTEST:
Thomas R. Saltarelli
Mayor
Pamela Stoker
City Clerk
APPROVED AS TO FORM:
Lois J effr~Z~~~'
City Attorney
FEEDBACK FOUNDATION, INC.
Dated:
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