HomeMy WebLinkAbout1979 CON McDonald Transit Bayshore Transit - Bus ServiceRESOLUTION 13,028
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
NATIONAL CITY AUTHORIZING THE CITY MANAGER TO
EXECUTE AN AGREEMENT TO ESTABLISH AND OPERATE
TRANSIT SERVICE IN THE CITY OF NATIONAL CITY
WHEREAS, on February 27, 1979 the City Council did adopt
Resolution 12,993 authorizing the solicitation of proposals for
operation of transit service in National City, and
WHEREAS, on March 27, 1979 the City Council did authorize
the City Manager to enter into final negotiations with McDonald
Transit Associates„Inc. providing for establishment and operation
of transit service in National City;
NOW THEREFORE, be it resolved as follows:
Section 1. The City Manager is hereby authorized to
execute that certain contract to establish
and operate transit service between the City
of National City and McDonald Transit
Associates, Inc.
Section 2. The City hereby appropriates $50,000
Fund 52 for initial start-up and monthly
contractual obligation from General Fund
reserves, said $50,000 to be reimbursed upon
receipt of Local Transit Fund payments.
PASSED AND ADOPTED this 24th day of April, 1979.
ATTEST:
411,2,4-167
CONTRACT TO ESTABLISH AND OPERATE TRANSIT SERVICE
THIS CONTRACT AND AGREEMENT made and entered into on
this the 25th day of April , A.D. 1979, by and
between the CITY OF NATIONAL CITY, a municipal corporation
located in San Diego County, California, hereinafter called
"City", acting by and through its duly authorized City Manager,
and McDONALD TRANSIT ASSOCIATES, INC., a Texas corporation,
hereinafter called "McDT" acting by and through its duly
authorized President,
W ITNESSET H:
WHEREAS, the City desires to have public bus transportation
service provided in the City of National City; and
WHEREAS, City has determined that it will require the
services of a professional transit management company to establish
and operate and manage such service; and
WHEREAS, City is authorized to enter into a contract for the
establishment, operation and management of said transportation
system; and
WHEREAS, McDT will lease transit busses which will be used
to provide such transit services;
WHEREAS, McDT is desirous of providing such operational and
management services by acting as an independent contractor;
NOW, THEREFORE, in consideration of the foregoing recitals
and covenants and agreements of each of the parties herein set
forth, the parties hereto do agree as follows:
1. SCOPE OF SERVICES:
The City does hereby engage McDT to establish, operate and
manage a motor bus transit system to be conducted in and about
the City of National City, California, as an independent
contractor, on the terms and conditions hereinafter set forth.
The routes, hours of operation and frequency cf service is
generally described on ernioi' "A", attachea he_eto. It is
understood and agreed that the City may, from time to time,
vary the level of service or other factors relating to routes,
hours of operations, etc., in an effort to prescribe maximum
transit service to its citizens.
2. TERM:
The term of this contract and agreement shall be for a
period of twenty-seven (27) months, from April 1, 1979. However,
it is convenanted and agreed by and between the parties that the
City shall have the option to renew and extend this contract and
agreement for an additional two (2) years beyond such twenty-
seven (27) month term on the same terms and conditions as herein
set forth.
McDT agrees to begin operation of transit services in
National City on July 1, 1979 in accordance with the terms and
conditions of this agreement.
City shall have a right of cancellation of this agreement
if funding to City from the Local Transit Fund of the State of
California is eliminated or reduced so that the undertakings in
this agreement cannot be met, or any changes in State or Federal
law or regulations which limits the ability of City to operate
transit services as herein described.
3. ESTABLISHMENT OF CALIFORNIA CORPORATION:
McDT covenants and agrees that it will maintain, at its
sole cost and expense, the California corporation, Bayshore
Transit Management, Inc., hereinafter called "BTM", which
corporation shall serve as employer of National City based
transit employees, including the Resident Manager.
Any contractual obligations or liability entered into or
assumed by BTM and approved by City, in connection with the
operation of the transit system, shall be binding upon BTM only
for the term of this agreement, as same may be extended, and
thereafter 3TN_ and `".cLT shall i+ave ro fnrt?-sr obligation
4. RESIDENT MANAGEMENT:
McDT agrees to furnish a qualified, diligent, expert and
efficient executive, who will reside in the National City area
and who will be assigned to, and perform the functions of, the
position of Resident Manager who will serve as operating officer
and be responsible for day-to-day operation of all departments
of the system in an efficient and effective manner. Robert A.
Burrowes is hereby designated as the Resident Manager who will
be presently furnished.
The selection and appointment of the Resident Manager, and
any such subsequent appointees, shall be the responsibility of
McDT but shall not be made without first obtaining the advice
and consent of the City Manager of City. In the event of the
disability of any person acting in the position of Resident
Manager for a period in excess of three (3) months, McDT
covenants and agrees to secure a qualified individual to fill
said position for as long as such disability may continue, or
to replace such individual, if necessary, all subject to the
advice and consent of the City Manager.
Resident Manager will establish offices in the City of
National City for the purpose of conducting business on a day-
to-day basis. Such offices will be sufficiently staffed and
equipped to efficiently carry out the management and
administration of the transit services as may be from time -to -
time prescribed by the City or otherwise provided herein.
McDT further covenants and agrees to furnish expert manage-
ment services and/or consultation in all areas of the public bus
transportation industry, including but not limited to the
follnwin9; _.
A. Overall management and policy direction.
B. Management continuity.
C. Management personnel development and training
(and recruitne4t as necessary).
D. Monitoring and evaluation of all operations,
systems and procedures.
Examples of such areas of responsibility are:
(1.) Operations and research.
(2.) Finance and accounting.
(3.) Safety, accident prevention and insurance.
(4.) Schedules, transfers, transportation and routing,
including coordination of same with adjoining
municipalities and transit systems.
(5.) Maintenance and purchasing of equipment.
(6.) Sales promotion and public relations.
(7.) Preparation and processing of Local Transit Fund
claims as directed by the City Manager.
(8.) Coordination with Metropolitan Development Transit
Board, San Diego Transit Corporation, Comprehensive
Planning Organization or other regional or sub -
regional transit organizations as may be from time -
to -time required by the City.
(9.) Establishment of linkages and coordination with
other transit operations, firms or corporations
in order to provide efficient transfer of ridership
to connecting systems.
5. CITY REVIEW:
All services to be rendered hereunder. by McDT and BTM shall
be subject to the reasonable review by the City. McDT shall make
recommendations, or the City may request information or recommen-
dations, as to any areas of operation which are deemed appropriate
and proper, and the decision of the City shall be binding and
final : in regard-s thereto.
6. BUDGET AND EXPENDITUPE AUTHORITY:
Subject to an annual budgeting process whereby maximum
expenditure limitations are fixed, City agrees to fund all rests
of operating the transit system within the City's area of
jurisdiction through the establishment of a BTM imprest fund
reimbursed by the City upon presentation of proper expense
documentation. City further agrees to furnish BTM all offices,
office furniture, equipment, materials, supplies,�revenue vehicles,
supervisory vehicles and bus maintenance and storage facilities
and equipment as may be required by BTM in the performance of
this agreement, either in kind, or through reimbursing BTM for
the cost of providing same, McDT and BTM will purchase goods
and services within the National City, California area for
operation of the transit system, to the extent feasible and
economical and to the best interest of City.
Said annual budget shall be prepared using a format and
schedule of accounts as my be prescribed by the City Manager. The
City shall prescribe such levels of service pursuant to Section 1
herein and approve the annual operational budget. Such approval
shall become authorization for McDT to proceed and furnish such
transit services as required.
Total budgetary authorization as approved by the City may not
be exceeded by McDT. The City may modify said annual budget upon
request of McDT in the event City desires to expand or change the
level of service or recognizes unforseen or unusual costs not
anticipated in the approved budget.
McDT covenants and agrees to prepare, submit and recommend
a proposed annual budget for the operation of the bus transporta-
tion system for the same fiscal year under which City operates,
subject to change during the year with the consent of City. Such
proposed budget shall be prepared and submitted in accordance
with a schedule .of. presentation and submission approved by the
City Manager or his duly authorized representatives.
Annual operating budget shall, upon approval by City, be
attached to and incorporated into the terms and conditions of
this ayreernent by _eferance aid as if fully sat forth herein.
To provide a guideline for the initial budget submittal
as prescribed above, and to provide a basis for this agreement
a preliminary budget identifying initial system start-up costs
and annual operation for the period July 1, 1979 through June
30, 1980 is attached hereto as exhibit 'B'. Said preliminary
budget may be revised by McDT upon concurance and approval of
City prior to July 1, 1979.
7. ACCOUNTING AND AUDITING:
McDT further covenants and agrees -that it and BTM will
comply with all accounting procedures established by City and
the uniform chart of accounts for transit operators prescribed
by the Controller of the State of California.
All books and records of BTM will be subject to inspection
and audit, upon reasonable notice and at reasonable times, by
City or its representatives. McDT and BTM will give periodic
reports to City showing financial and statistical data on
operation of the transit system in such format and at suchtimes
as shall be designated by City.
McDT and BTM will furnish an audit of its annual operations
in a form prescribed by City on or about June 30, 1980 and each
year thereafter prepared by a qualified certified public
accountant.
8. FIDELITY AND SURETY BONDS:
McDT at its sole cost and expense shall furnish to City all
necessary fidelity and surety bonds to protect, save whole and
harmless, and indemnify City from and against dishonesty, fraud
or theft occasioned by any officer or employee of McDT, including
the BTM Resident Manager. Coverage of each such employee shall
be in an amount of noL less than Fifty Thousand Dollars
($50,000.00).
BTM transit employees, excluding the Resident Manager, will
be •-overed by a blanket fu elify hond, the premium of which shall
be consiuered as an operating expense, reimbursed by the City.
9. INSURANCE AND LIABILITY:
BTM shall obtain, unless otherwise directed, appropriate
forms of insurance coverage to be in effect during the terms of
this contract, customarily maintained by the transit industry
with respect to similar transit operations and prescribed by
the City including but not limited to personal injury and
property damage insurance, providing single limit coverage in
amount as may be designated by the City from time to time. All
policies providing such coverage by their terms or by specific
endorsement shall designate the City, McDT and BTM as co -insureds
under the terms thereof. All premiums payable with respect to
the insurance policies described in this paragraph or losses
incurred under approved deductibles shall be an operating expense
of the transit system and shall be reimbursed to BTM by the City.
McDT shall be liable for any negligent or intentional acts,
and for dishonest or fraudulent misconduct or omission, directly
committed by the resident manager of BTM furnished by MCDT under
this Contract, to the extent any of such acts result in liability
to City. Further, McDT shall be liable for any dishonest, or
fraudulent misconduct or omission committed or directed by any
officer, employee or agent of McDT, or for claims based upon in-
tentional torts by McDT, or for any breach of this agreement on
the part of BTM, to the extent that any of such acts result in
liability to City. McDT assumes no other liabilities.
BTM shall be liable for all negligence, intentional acts,
dishonest or fraudulent misconduct or omission committed by any
officer, employee or agent of BTM to the extent that such acts
result in liability to City.
To the extent that McDT incurs -any expense or liability
growing out of the operation of the transit system by BTM, other
than liabilities expressly assumed by McDT in this Contract the
same shall be treated as an operating expense of BTM under this
Contract, and payable by BTM to 2.:,DT.
10. FARE REVENUE:
All fares and other revenues received by BTM in connection
with the operation of transportation service within the City's
area of jurisdiction shall be the property of the City, and shall
be deposited by BTM into an account designated by the Ctiy in
compliance with all accounting procedures of the City.
11. COMPENSATION:
City shall compensate McDT for the services performed here-
under as follows:
For the first three (3) months of the contract term, the
sum of Five Thousand Dollars ($5,000.00) per month.
For the subsequent twelve (12) months of the contract term,
the sum of One Thousand, Five Hundred ($1,500.00) per month.
For subsequent twelve (12) month periods, a sum per month
to be mutually agreed by the parties as evidenced by a budget
approved by the City pursuant to Section 6 herein.
12. EQUAL OPPORTUNITY:
McDT covenants and agrees that in connection with the
performance of this contract and agreement, it and BTM will not
discriminate against any individual with respect to compensation,
terms or privileges of employment by reason of such individual's
race, color, religion, sex or national origin, under the same
terms and conditions as the affirmative action employment policies
of the City used by City in its employment practices.
13. CONFLICT OF INTEREST:
McDT covenants and agrees that it presently has no interest,
and will not acquire any interest, direct or indirect, which
conflicts with its efficient, diligent and faithful performance
of the terms of this contract and agreement.
14.. LIAISON WITH CITY_:
McDT, its officers, agents, employees and assignees, covenant
and agree to maintain close contact and cooperate with the staff
cf City through a CiYv st=ff miler .pe•:ific lly designated for
such purpose and to furnish to said staff member regular reports
on the operations of the bus transportation system.
15. ASSIGNMENT AND TRANSFER:
This contract and agreement shall not be assigned or trans-
ferred by McDT without the prior written consent of City.
16. NOTICES AND COMMUNICATION:
All notices hereunder and communications with respect to this
contract shall be effective upon the mailing thereof by registered
or certified mail, return receipt requested, postage prepaid, and
addressed as follows:
A. If to McDT - McDonald Transit Associates, Inc.
P. 0. Box 1477
Fort Worth, Texas 76101
B. If to City - City Manager
City of National City
1243 National City Boulevard
National City, California 92050
or to such other address as either party shall designate by
written notice.
17. PERFORMANCE:
McDT and BTM shall not be liable to the City for any failure,
delay or interruption of service from any cause, nor for failure
or delay in performance of any obligations under this agreement
due to strikes, lock -outs, acts of God, governmental restrictions,
availability of fuel and supplies, enemy action, civil commotion,
unavoidable casualty or similar acts beyond the control of the
Resident Manager.
IN WITNESS WHEREOF, the parties hereto have executed this
contract and agreement on the 25th day of April
A.D., 1979, as of the date and year aforesaid.
ATTEST:
Ci Clerk
CITY OF NATIONAL CITY, CALIFORNIA
APPROVED AS TO FORM AND LEGALITY:
Litt Attorney
ATTEST:
McCabe,'tfty Manager
McDCNALD TRANSIT ASSOCIATES, £NC.
�f , %I
Press e t
Louis L. 4i'eil,
Passed and adopted by the Council of the City of National City, California,
on ,ARz><1..2A1...1979 by the following vote, to -wit:
Ayes: Councilmen ...Camaaho...AAl.3.a...XrP.X1eita tAx«..h'Atera...11nr9an.
Nays: Councilmen a._.......
Absent: Councilmen...i?sn�r _.._...
Abstain: Councilmen None.
AUTHENTICATED BY: KILE MORGAN
Mayor of the City of National City, California
(Seal) By:
Deputy
I HEREBY CERTIFY that the above and foregoing is a full, true and cor-
rect copy of RESOLUTION NO. of the City of National City,
( if., passed and adopted by the Council of said City on ...:lZii41.7.2
(Seal)
aty Clerk of the City of National City, California