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HomeMy WebLinkAbout08384ORDINANCE NO. 8384 AN ORDINANCE APPROVING AND RATIFYING A VEHICLE TRANSFER AGREEMENT BETWEEN THE CITY OF PUEBLO AND THE CITY OF COLORADO SPRINGS CONCERNING TRANSFER OF THREE FEDERALLY FUNDED TRANSIT BUSES WHEREAS, the City of Colorado Springs wishes to transfer three federally funded transit buses to the City of Pueblo, subject to the ratification of a Vehicle Transfer Agreement; NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The Vehicle Transfer Agreement between the City of Pueblo and the City of Colorado Springs dated July 30, 2011, a true copy of which is attached hereto (the “Agreement”), having been approved as to form by the City Attorney, is hereby approved and the execution thereof by the President of City Council and attestation by the City Clerk is hereby ratified. SECTION 2. This Ordinance shall become effective nunc pro tunc August 22, 2011. INTRODUCED August 22, 2011 BY: Vera Ortegon COUNCILPERSON PASSED AND APPROVED: September 12, 2011 Background Paper for Proposed ORDINANCE # R-1 AGENDA ITEM DATE: August 22, 2011 DEPARTMENT: PUEBLO TRANSIT BRENDA BROYLES DIRECTOR OF TRANSIT TITLE AN ORDINANCE APPROVING AND RATIFYING A VEHICLE TRANSFER AGREEMENT BETWEEN THE CITY OF PUEBLO AND THE CITY OF COLORADO SPRINGS CONCERNING TRANSFER OF THREE FEDERALLY FUNDED TRANSIT BUSES ISSUE Should the City Council approve and ratify a vehicle transfer agreement with the City of Colorado Springs in order to receive three federally funded transit buses from that city? RECOMMENDATION Approval of Ordinance. BACKGROUND The purpose of this Agreement is to allow transfer from the City of Colorado Springs transit’s fleet to the City of Pueblo transit’s fleet three federally funded transit buses, increasing the City of Pueblo’s transit bus fleet from 16 buses to 19 buses. These buses will be utilized every year during the eleven (11) days of the Colorado State Fair as a shuttle approved by the Federal Transit Administration (FTA). No compensation will be paid, but Colorado Springs may request return of the buses should they be needed. These vehicles are being transferred “As Is” and without warranty of any kind, and the City of Colorado Springs will provide title transfer documents to the City of Pueblo. The Agreement is being approved by Resolution in order that they are available for use during the State Fair. FINANCIAL IMPACT None. VEHICLE TRANSFER AGREEMENT BETWEEN THE CITY OF PUEBLO AND THE CITY OF COLORADO SPRINGS THIS Agreement, dated for reference this 30th day of July, 2011, is made by and between the City of Pueblo, a Colorado home rule city, and the City of Colorado Springs, a Colorado home rule city Paragraph 1 Authority. This Agreement is made under authority of Colorado Constitution, Article XX, Section 6; Colorado Constitution Article XIV, Section 18, and Section 29 -1 -203 C.R.S. Paragraph 2. Purpose: The purpose of this Agreement is to transfer from the City of Colorado Springs to the City of Pueblo three federally funded transit buses. Paragraph 3 The City of Colorado Springs (hereinafter, "COS ") hereby transfers to the City of Pueblo, (hereinafter, "Pueblo ") for use by Pueblo Transit, title to the following described property consisting of three (3), transit buses (hereinafter, the "Vehicles ") on the following terms and conditions: M/MODEL MIME ifiL a.) NOVA RTS 2002 201 4RKEWTRA82R835573 b.) NOVA RTS 2002 202 4RKEWTRAX2R835574 c.) NOVA RTS 2002 203 4RKEWTRAl2R835575 Paragraph 4 Term. This Intergovernmental Agreement is deemed by the Parties to be effective as of August 15, 2011 and shall continue in effect until August 15, 2016, unless sooner terminated by the Parties. Paragraph 5 Transfer of Vehicles. These Vehicles, are hereby transferred, As Is and without warranty of any kind whatsoever, to Pueblo FOB 1015 Transit Drive, Colorado Springs, Colorado. COS shall provide title transfer documents to Pueblo. Pueblo shall pick up the vehicles at this location. Pueblo shall provide all drivers, mechanics, and other persons necessary to pick up the vehicles. Pueblo represents that it has inspected the Vehicles to the extent Pueblo deems necessary and accepts the Vehicles As Is. Paragraph 6 No Warranty Pueblo acknowledges and agrees that COS has made no, and does not make any, representations or warranties, oral or written, express or implied, whatsoever with respect to the Vehicles, including without limitation, warranties of merchantability, functionality, or fitness for a particular purpose. These Vehicles are transferred to Pueblo as is. Pueblo hereby waives and agrees not to assert any claim or defense against COS by reason of any defect in the Vehicles or breach or alleged breach or any warranties, representations, service or maintenance agreements, express or implied, made by COS, the manufacturer of the Vehicles, or any other person. COS/Pueblo 3 Vehicle Transfer IGA 2011 1 11077final Paragraph 7 Transfer and Right of Return. a) Pueblo shall not sell or otherwise transfer the vehicles without the prior written consent of COS. b) The Parties acknowledge that twenty percent (20 %) of the value of the buses was paid by the City of Colorado Springs. In the event that COS needs one or more of the Vehicles to provide COS fixed route bus transit services, then, upon the written request of COS, Pueblo shall return and transfer the requested Vehicle or Vehicles, in the then As Is condition, back to COS. The COS written notice shall be made at least ninety (90) calendar days prior to the return date, and shall designate the specific retum date. This Right of Return shall last only as long as the remaining useful life of the vehicles, which is defined by the Federal Transit Administration as twelve years of age or 500,000 miles of service. In the event Pueblo has, prior to the written request for return by COS, replaced a major component in a requested vehicle, major component being defined as an Engine or Transmission — Drive Train, due solely to normal wear and tear rather than accident or other casualty or cause, and the vehicle is returned to COS under this Right of Return, then COS shall pay to Pueblo the depreciated value of the major component, based on a seven (7) year straight line depreciation schedule from date of replacement, upon receipt of the vehicle title. c) In the event Pueblo should, with the prior written consent of COS, sell or otherwise transfer a vehicle, Pueblo shall pay to the City twenty percent (20%) of the sale price, representing the COS original interest in the Vehicle. Paragraph 8 Assignment. This Agreement shall neither be assigned nor sublet by Pueblo. Paragraph 9 Governing Law This Agreement is subject to and shall be interpreted under the law of the State of Colorado, and the Charter, City Code, ordinances, rules and regulations of the City of Colorado Springs, Colorado, a Colorado home rule city Court venue and jurisdiction shall exclusively be in the Colorado District Court for El Paso County, Colorado. The Parties agree that this Agreement shall be deemed to have been made in, and the place of performance is deemed to be in the City of Colorado Springs, El Paso County, State of Colorado. Paragraph 10. Appropriation and Availability of Funds. In accord with the Colorado Constitution, Article X, Section 20, and the City Charter, performance of the City of Colorado Springs' obligations under this Agreement is expressly subject to appropriation of funds by the City Council and the availability of those funds for expenditure. Paragraph 11 Other Provisions_ The parties further agree that Pueblo's use of Vehicles is subject to and shall comply with the Federal Transit Administration Act, incorporated herein by reference., and Federal Transit Administration regulations. COS/Pueblo 3 Vehicle Transfer IGA 2011 2 11 077final Paragraph 12. Termination This Agreement may be terminated at any time and for any reason by mutual consent of the City of Pueblo and COS, or if so required by the Federal Transit Administration. Paragraph 13 No Third Party Beneficiary It is expressly understood and agreed that enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the Parties hereto, and nothing contained in this Agreement shall give or allow any such claim or right of action by any other or third person or entity on this Agreement. It is the express intention of the Parties hereto that any person or entity, other than the Parties to this Agreement, receiving services or benefits under this Agreement shall be deemed to be incidental beneficiaries only Paragraph 14 Amendments. This Agreement may be amended only by prior writing executed by duly authorized representatives of Pueblo and COS. Paragraph 15 Headings. The headings of the several paragraphs of this Agreement are inserted only as a matter of convenience and for reference and do not define or limit the scope or intent of any provisions of this Agreement and shall not be construed to affect in any manner the terms and provisions hereof or the interpretation or construction thereof. Paragraph 16. Entire Agreement. This Agreement, together with all exhibits attached hereto, constitutes the entire agreement between the Parties hereto, and all other representations or statements heretofore made, verbal or written, are merged herein, and this Agreement may be amended only in writing, and executed by duly authorized representatives of the Parties hereto. Paragraph 17 No Waiver Of Rights. No waiver of default by the City of Colorado Springs of any of the terms, covenants, and conditions hereof to be performed, kept, and observed by Pueblo shall be construed, or shall operate, as a waiver of any subsequent default of any of the terms, covenants, or conditions herein contained to be performed, kept, and observed by Pueblo. Paragraph 18. Waiver This Agreement is for the benefit of Pueblo. Pueblo does hereby waive, remise, and release any claim, right, or cause of action Pueblo may have or which may accrue in the future, whether under theories of contract or any other cause of action whatsoever, against the City of Colorado Springs arising in whole or in part from this Agreement. Paragraph 19 Expenditures and Fees of Each Party Deemed Expenditures of That Party The Parties to this IGA agree that the purpose of this IGA is to jointly accomplish pursuant to C.R.S. Section 29 -1 -203 activities which could be performed separately by each Party Accordingly, it is agreed and understood for purposes of the Colorado Constitution, Article X, Section 20, and the Colorado Springs City Charter, that any fees contributed or paid, or otherwise provided by any Party to this Agreement to another Party to this Agreement are and remain an expenditure of the contributing, paying, or otherwise providing Party, and are not revenue or expenditures of the receiving Party COS/Pueblo 3 Vehicle Transfer IGA 2011 3 11077final Paragraph 20 City Council Approval Required. The Vehicles and title herein shall not be transferred from COS to Pueblo unless and until this Intergovensunental Agreement has been approved by the City Councils of Pueblo and COS. For the City of Pueblo. By. _ this day of August, 2011 President of ity council Approved as to Form Ike City Attome Attest: City erk COS/Pueblo 3 Vehicle Transfer !GA 2011 4 11077final For the City of Colorado Springs, a Colorado home rule city By this day of August, 2011 Steve Bach Mayor Approved as to Form fair Aadig. Assistant Cit rttorney City of Colorado Springs COS /Pueblo 3 Vehicle Transfer IGA 201i 5 1 1077final