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HomeMy WebLinkAbout160325 CITY OF LOVELAND - CONTRACT - PURCHASE ORDER - 9130259INTERGOVERNMENTAL AGREEMENT FOR FARE COLLECTION EQUIPMENT BETWEEN FORT COLLINS AND LOVELAND This Agreement is made this __(__ day of h6j. 2010, between the City of Fort Collins, Colorado, a municipal corporation, and the City of Loveland, Colorado, a municipal corporation. I. RECITALS 1. WHEREAS, the parties desire to use the same on -board electronic farebox system for each of the transit systems of the City of Fort Collins and the City of Loveland; and 2. WHEREAS, the City of Fort Collins has its own treasury building, vaulting and data collection system that is compatible with the said fare collection system; and 3. WHEREAS, the parties have determined that significant economic and efficiency benefits will result from the shared use of a common treasury, vaulting, and data collection system. 11. CONSIDERATION 4. Now, therefore, in consideration of the mutual promises herein and other good and valuable consideration, receipt and adequacy of which is acknowledged, the parties agree as follows: 111. TERMS 5. The City of Fort Collins shalt provide the City of Loveland access to the external vaulting and data collection equipment associated with the Transfort treasury building located at 6570 Portner Road, Fort Collins, CO for the successful, efficient fare and data collection processes required by the City of Loveland. The City of Loveland will coordinate with the City of Fort Collins regarding the days and times access will be provided to the Transfort treasury building for deposits and data collection. 6. The City of Loveland's fare revenue deposited into the shared treasury will be counted by Transfort staff. The City of Fort Collins will maintain a 2.5% administration fee from the fares collected by the City of Loveland. The City of Loveland will invoice for the remaining fare revenues and will be reimbursed within 30 days of the said invoice, as reconciled with farebox data. 7. The City of Fort Collins shall provide the City of Loveland the ability to effect creation, changes, and other fare structure data system components as needed by the COLT transit system for efficient, effective fare collection reconciliation. 8. This Agreement shall commence on November 1, 2010, and shall continue in full force and effect until December 31, 2015, unless sooner terminated as herein provided. In addition, the parties may extend the Agreement for additional one year periods not to exceed one (1) additional one year period. A written addendum to this Agreement extending its terms in accordance with this Section 8 shall be executed by the parties no later than sixty (60) days prior to the end of each term of the Agreement. This Agreement is not a multi -year fiscal obligation of any of the parties hereto, and is subject to annual appropriation by the parties. 9. In the event a party has been declared in default, such defaulting party shall be allowed a period of thirty (30) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to terminate the Agreement and so notify the defaulting party in writing. Any amounts due the non -defaulting party shall be paid within fifteen (15) days of the date of notice of termination is received. 10. Liability of the parties shall be apportioned as follows: a. The City of Fort Collins shall be responsible for any and all claims, damages, liability and court awards, including costs, expenses, and attorney fees incurred, as a result of any action or omission of the City of Fort Collins or its officers, employees, and agents, in connection with the performance of this Agreement. b. The City of Loveland shall be responsible for any and all claims, damages, liability and court awards, including costs, expenses, and attorney fees incurred, as a result of any action or omission of the City of Loveland or its officers, employees, and agents, in connection with the performance of this Agreement, d. Nothing in this Section 10 or any other provision of this Agreement shall be construed as a waiver of the notice requirements, defenses, immunities, and limitations the City of Fort Collins, and the City of Loveland, may have under the Colorado Governmental Immunity Act (Section 24-10-101, 10A C.R.S., et sea.) Or to any other defenses, immunities, or limitations of liability available to any party by law. 11. This Agreement embodies the entire agreement of the parties. The parties shall not be bound by or be liable for any statement, representation, promise, inducement or understanding of any kind or nature not set forth herein. 12. No changes, amendments or modifications of any of the terms or conditions of this Agreement shall be valid unless reduced to writing and signed by all parties, except as provided herein. 13. This Agreement shall be governed by and interpreted and enforced in accordance with the laws of the State of Colorado. In addition, the parties hereto acknowledge that there are legal constraints imposed upon the parties by the constitutions, statutes, and rules and regulations of the State of Colorado and of the United States, and by their respective Charters and Codes, and that, 2 subject to such constraints, the parties intend to carry out the terms and conditions of this Agreement. Notwithstanding any other provisions of this Agreement to the contrary, in no event shall the parties hereto exercise any power or take any action which shall be prohibited by applicable law. Whenever possible, each provision of this Agreement shall be interpreted in such a manner so as to be effective and valid under applicable law. Venue for any judicial proceeding concerning this Agreement shall be in the District Court for Larimer County, Colorado. 14. Any provision rendered null and void by operation of law shall not invalidate the remainder of this Agreement to the extent that this Agreement is capable of execution. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written. CITY OF FORT COLLINS, COLORADO APPROV AS TO FORM: Deputy City Attorney 3 oration CITY OF LOVE'LAND, COLORADO a municipal corporation William D. Cahill, City Manager i City Clerk c sic q Ai APPROVED AS TO FORM: I � City Attorney