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HomeMy WebLinkAbout09320 ORDINANCE NO. 9320 AN ORDINANCE APPROVING AN AGREEMENT WITH KANSAS CITY AREA TRANSPORTATION AUTHORITY FOR THE TRANSFER OF FOUR TRANSIT BUSES TO BE USED IN PUBLIC TRANSIT OPERATIONS BE IT ORDAINED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The Agreement between the Pueblo Transit and the Kansas City Area Transportation Authority for the purpose of transferring four buses, having been approved as to form by the City Attorney, is hereby approved. SECTION 2. The City Manger is authorized to execute the Agreement for and on behalf of the City, and all actions previously taken by the City Manager with respect to such execution are hereby ratified. SECTION 3. The officers of the City are directed and authorized to perform any and all acts consistent with the intent of this Ordinance and the attached Agreement to effectuate the policies and procedures described therein. SECTION 4. This Ordinance shall become effective immediately upon final passage. INTRODUCED: July 23, 2018 BY: Ed Brown MEMBER OF CITY COUNCIL APPROVED: PRESIDENT OF CITY COUNCIL ATTESTED BY: ACTING CITY CLERK PASSED AND APPROVED: August 13, 2018 City Clerk’s Office Item # R-3 Background Paper for Proposed Ordinance COUNCIL MEETING DATE: July 23, 2018 TO: President Christopher A. Nicoll and Members of City Council CC: Sam Azad, City Manager VIA: Brenda Armijo, Acting City Clerk FROM: Pepper Whittlef, Acting Director of Transit SUBJECT: AN ORDINANCE APPROVING AN AGREEMENT WITH KANSAS CITY AREA TRANSPORTATION AUTHORITY FOR THE TRANSFER OF FOUR TRANSIT BUSES TO BE USED IN PUBLIC TRANSIT OPERATIONS SUMMARY: The attached ordinance approves the agreement between Pueblo Transit and the Kansas City Area Transportation Authority for the transfer of four used buses. PREVIOUS COUNCIL ACTION: None BACKGROUND: Pueblo Transit is accepting the transfer of four used buses from the Kansas City Area Transportation Authority to replace units 510, 512, 240 and112. All four buses were involved in traffic accidents between 2016 and May of 2018. Pueblo Transit cannot service the runs with a limited number of spare buses. In addition, the State Fair shuttle would have been canceled or service drastically reduced without the transfer of the four buses. FINANCIAL IMPLICATIONS: Pueblo Transit agrees to pay $10.00 per bus and other good and valuable consideration to Kansas City Area Transportation Authority. BOARD/COMMISSION RECOMMENDATION: Pueblo Transit Board recommends approval. STAKEHOLDER PROCESS: Not applicable. ALTERNATIVES: Should this Ordinance not pass, Pueblo Transit will transport each bus back to Kansas City Area Transportation Authority; daily service will suffer from lack of spare buses and the State Fair Shuttle will be canceled or service drastically reduced. RECOMMENDATION: Approval of the Ordinance. Attachments: Agreement AGREEMENT For the Sale of four (4) KCATA Buses #230.5, 2311, 2315, 2321. This AGREEMENT' was made on July 17, 2018. between. the Pueblo Transit, a public entith and political subdivision of Colorado ("PT-) and the Kansas City Area Transportation Authority, a body corporate and politic of Kansas and Missouri ("KCATA") RECITALS WHEREAS. Pueblo T ransit and City of Pueblo, CO has the authority to enter into agreement with other political subdivision of another state under the authority Colorado Constitution. Art. XX. *6. Art. X1\-. ;;8. and CRS X29-1-203 and KC'AI A has the authority to responsibiv dispose of surplus property pursuant to Kansas and Missouri law. WHEREAS, PT has requested that KCA-I A sell four(4) buses to it in support of their public transit operations :n Puehl4i, Colorado. Vs HEREAS, KCATA, in furtherance of its public transit mission desires to assist PT by selling four (4) of its surplus buses to PT to he used in its public transit operations in Pueblo, Colorado_ WHEREAS, the four buses KCATA is selling to PT have exceeded their useful life per H'A requirements. WHEREAS. the parties agree that it is in the mutual best interest to enter into this Agreement between the two parties regarding the sale and transfer of six of KCATA's surplus buses to the PT NOW, THEREFORE, as consideration for (a) the conveyance of the six buses described below PT will pay the sum of FORT Y AND NO'100 DOLLARS (540.00) (S10.00 per bus) and other good and valuable consideration to KCATA. For the consideration above specified, the receipt and suffcienc, of which are expressly acknowledged: _ Jndri idu�r'Buse; being.sold and condition.• on. KCAA sells the following buses a. Bus u2305. Year: 2003. Make: Gillig, Model. 40' IT Diesel. VIN: 15GGD271131073110. Mileage: 557,778 h Bus '11,2311. Year 2003. Make: Gillig, Model: 40' [F Diesel. VIN: I5GGD271231073116_ Mileage: 536.086 c Bus 42315. Year: 2003. Make: Gillig, Model: 40' 1.1' Diesel. V1\. I5GGD271431073120. Mileage: 552.077 d Bus 42321. Year: 2003. Make: Gillig, Model: 40' 1,1' Diesel. V1\: I5GGD271531073126. Mileage: 523,964 to PT to he used in its public transit fleet sersing the people of Pueblo Colorado. PT acknowledges and agrees that said sale 0) is being made pursuant to the terms and conditions attached hereto as Exhibit A and incorporated by reference. and (ii) shall be effectuated via the hill of sale attached as Exhibit H 2. No Warr wire . KCATA makes no representation or warranties in connection w ith its sale of Buses 2 U . 23 1 1, 1315. and 2 321 to PT. Buses #'2305. 23 1 1, 2315. and 2321 are being sold to P 1' on an "as is". "as availahlc- and "with all faults" basis. without warranty. KCA I A disclaims all implied warranties. Page 2 or C inei_ading the imolred vvarrianties of fitness for a particular purpose. and warranties implied from a course of dealing. course of performance. or usage of trade, 3 hirlenrrrrtl- purl iif,/d /larmi o.N lo the extent permitted by law. PI shall indemnify. defend and molal harmless KC ATA, its Commissioners, officers, attorneys. and eine ogees from anc against any and ail claims. losses. damages. causes of actions, suits. hens and lability of every kind, (including all expenses of t �crtl)n, expert witness fees. court costs and attorney s fees V%hether or not Suit be Lornmencedl h\ or to atav person or entity (coliectRely the "Liabilities") arising out of. caused hy. related to. or resulting from I i this agreement. Ih% :he act, or omissions of PT. Its officers, employees. agents. representatrAes and contactors, iIt connect:oa `r:it1' the purpose of this Agreement. and Id P1 s breach of tills Agreement. regardless, of vv hcther or not such claim, damage. loss or expense caused ,n pan or in,, whole by a party indemnified hetciinde' 4. ('u oultt Iu.,10"c1rr(r P shall maintain adequate liability and property insurance to coyer the cost of loss to the Buses 23(i5. 1. 23:5, ane 232: t1huc oat K( AI A property or in KC-\ IA's control. 5 •1,.yiviiii, nt cold Aeitf,tr party shun assign arty rights or delegate aril duties under this agreement without the express written consent of the other. Any attempted assignment or delegation contrary to the provisions of this paragraph shall be null and void. 0 ierger: lrrrue Aegat:or, ofCourse of Dealings. Trade 1:sage. to Oral Modifications The parties intend this statement ol then agreement to constitute the complete. exclusive and tulle integrated statement of thctr agreement. No representations. understandings, or agreements hay been made or relied upon in the making of this agreement other than those specifically set forth herein 'phis agreement can only be modified in a wnting signed by the parties or their duly authorized agents. 7 No Pa,tti whip It is expressly understood that the parties are not now. nor will they he. engaged in a joint v enture, partnership or any other form of business or relationship due to the sale of Buses 42305, 2311, 231.5, and 2321 by KCATA to Pr S .A'uiicc' Any notice. extension, amendment, or modification to this Agreement shall he in writing to the tollobl mg' If to P I- Pepper A`hittlef Acting Director Pueblo Transit 35(I Alan Hamel Aye Pueblo. Colorado 8100; if to KC:A I A- Michael Graham Chief Financial Officer Kansa" City Area 'Iransportation Authority 13 so L 171' Street Kansas City, MO 6410t, ' i.il..ln' tc L ;ttO 1). Bene/it. This agreement shall he binding upon and inure to the benefit of the parties, their successors. and assigns ti the applicable terms of this agreement regarding assignment and delegation are duly complied vtitl:. I\ Ail;-\t=SS \VHFREUl', "this .Agreement is entered nto as the date first ;:hove yvrifler. Page 3of6 Kansas .�e s. ation Authority- Pueblo Trans4 By: L� - By: Sam Desue, Dep t Sam Aza , City Manager Bv: J` 'i Michael Graham. CFO EXHIBIT A SURPLUS PROPERTY (Buses) SALE TERMS AND CONDITIONS The sale of surplus property: a. Bus #2305. Year: 2003. Make. Gillig. Model: 40- I_F Diesel. VIN 15GGD2771131073110. Mileage: 557,778 b. Bus #2311, Year: 2003, Make: Gillie. Model: 40- LF Diesel. VIN: 15GGD271231073116. Mileage: 536,086 c. Bus #2315. Year: 2003. Make: Gillig. Model: 4(1' I F Diesel. VIN: 15GGD271431073120.Mileage: 552,077 d. Bus #2321, Year: 2003, Make: Gillig; Model: 40' LF Diesel. \'rN: 15GGD271531073126. Mileage: 523.964 1 Condition of the Property. All property listed herein (Buses#2305. 2311, 2315 and 2321) are offered "as is" and-where-is- and without recourse against KCATA. KCA]A makes not guaranty, warranty or representation, expressed or implied, of any nature whatsoever in connection with the property, except that KCATA warrants its title thereto and no claim will he considered for allowance or adjustment or for rescission of the sale based on failure of the property to correspond with the standard expected. This is a limited title warranty and is the only warranty made by the KCATA. KCATA disclaims all other warranties, express or implied including but not limited to implied warranties of merchantability and fitness for a particular purpose with regard to the property. Even effort has been made to accurately describe the property offered for sale. However, PT is cautioned that Buses #2305, 2311, 2315 and 2321 are used and may contain defects not immediately detectable. The six buses are available for public inspection prior to execution of this Agreement. KCATA shall have no responsibility for inspection, testing, or for any information it furnishes or fails to furnish as a result thereof. Any testing and inspection information that may he provided by KCATA is furnished for information purposes only, and any reliance thereon shall he at the sole risk and responsibility of PT. The sale is final upon execution of this Agreement. 2 Taves and Fees. Any transfer fees or taxes (including any applicable sales or property taxes) imposed by any governmental authority in connection with the transfer of the property shall he paid by PT. S. :%Ii.'.cellaneous. Pace 4 01 0 None of the tens or provisions herein shall he deemed to create a partnership,joint venture or other joint enterprise between or among KCA IA and PT. PT ma:‘, be barred from participating in any future KCAT.A sale for (i) failing to ohser,e these Terms and Conditions; (u1 failure to make good and timet. payment for Buses ::2305. 231 1. 2315 and 2321; (iii) failure to tamely take possessum of Buses 23(!5. 2; i 1. 2:1:5 and 2321, or(R) in KCA I A's sole and absolute discretion 1f P 1 faik 'o pas t:'e purchase price or take tlinel j possession of and ren:n'.c BusCs =23t)5. 231 1 . :5 and 2321 :wn, K( A I A propertb A ithltl 10 day's after the execution of this Agreement Lill rights. title and interest !n Buses r:230::,11, 231 :_ 221 S and 2321 hereunder ti:11 nt forfeited at the option and n', the sok discretion of the KCATA 1 fhecc 1 arms and C ondit;ons applicable tC the of surplus propel\ (Buses :7`tib. 2 I I. 2, :5 and 232 : ; miA be changed at a: \ time o thn it notice h, K( ATA. Page 5 of 6 FHIBIT B BILL OF SALE In consideration of Forty and No'100 Dollars (S4t)-Ot)). and in consideration of the closing of a transaction yhereby PT is par::na'inu from the KCATA personal property las hereinafter defined). and for other good ':r e raluahlc considerations paid to the Kansas Ow Area I ransportatron Authority, a Kansas and \.isset:ri body corporate and politic ("Seller"). said Seller hereby grants. sells, conveys, transfers and e:-• to PI I1::`ll Crit;t\ ,old political suhdt\isI,"1 of Oklahoma_ r, S,euessors and assigns 1-Purchaser'''. the feIiowlag: chicks: Rus 7-42305, Year 2003. Make. (silt; Model: 40' LF Diesel. VI\ 1.56(11P7113107.11 10. Mikace 557.778 ) Has 2 3': 1. Year: 2003. Make: Gi Ii_. Model: 4(.. IA Diesel. [\ '. `( (iD271231O731 16 \lileage 536.0S6 Bus 42315, Year 2003. Make: Gillig, Model 41;' I.i Diesel. y IN I5GGD2 7143!073120. Mileage 552.(177 Hus ;12321. Year: 2003. Make: (iillig. Model: 40' IT Diesel. \'I\. I5GGD271531073 1 26 Mileage 523.964 hereafter referenced as the "personal property": and 1 o the extent assignable, all limited and unlimited warranties. guaranties, service contracts or agreements (prov ided that any such contract or agreement has been previously paid in full by the Seller for the remainder of the term hereof), and other such agreements or assurances which accompany. apply to. or lave nevi, recc iv rel or entered into by Seller or for Sellers benefit in connection with oar of the Personal Property I! Personal Property is conyeved "AS IS-and "WI ILRE IS." Purchaser shall have all right, title and interest to each and every item of the ahoxe-descnhed Personal Property-. and Seller shall have no right. title of interest in any of the same after the date hereof. Seller warrants and represents that it is the lawful neper of all the Personal Property conveyed hereunder. and has full right. power and authority to sell, c,Ins er and or assign the same to Purchaser free and clear of all liens, security interest; or encumbrances of any kind Seller agrees to take such further actions and to execute and deliver such additional documents or instruments as Purchaser may reasonably request to document and or confirm the conveyance of the Persona! Property described herein. I\TE\DI\(, to be fulls hound hereby. Seller has executed this Bill of Sale at Kansas ('ity. Missouri as of this 28th dap ofiane 2016. SELLER: KA\SAS CI TV AREA TRANSPORTATION AUTHORITY. a Kansas and Missou:i bode corporate and politic , tr 1 ) 1 Hy. 6. s! / l _: Sam T)esuc. Deputy CFO/ ' Pap.: 6 of (i S1 A OF \11SSO[-RI SS CO(:\;'Y OF JACKSON On this0441 day of 2018, heforre, a \otarV Public in and for said state, personallk appeared parr Desue. 'kho helm!. hV me duly sworn did dv that he is the Deputy CEO oldie Kansas Cite Area Transportation Authority and that the written instrument was signed and sealed on behalf ofsaid Authrur tv and Aeknokk ledge said instrument to he the free of said Authority for tt,e purposes therein stated 1\ \\ 11 NESS \l'1IFREOF. I hake net eunto set m hand and affixed my official seal, the dak and year last ahs eZ`' inlen \otarx Puhite in and for said County and State NIi Commission Expires- Y P(jA� PJ TA Ht*ES Commission EOM PgWT( ApiN i5 2022 10 �'012486607