FUNDING AGREMENT TO PROVIDE TRANSPORTATION SERVICES FOR CLEARWATER BEACH ISLAND ESTATE SAND KEY AND SER ICE FROM THE BEACH TO DOWNTOWN CLEARWATER
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JOLLEY TROLLEY SYSTEM FUNDING AGREEMENT
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This Trolley System Funding Agreement is made and entered into this ~ day of
~ ' 1996, between the City of Clearwater, hereinafter referred to as the ("City") and
the JOLLEY TROLLEY TRANSPORTATION OF CLEARWATER, INC., a Florida non-profit
corporation, hereinafter referred to as the ("Corporation").
ARTICLE I. TERM
The term of this agreement shall be for a period of 5 years commencing on October 1, 1996,
and continuing through September 30, 2001, (the "Termination Date"), subject to annual
budgetary appropriation approved by the Clearwater City Commission, unless earlier
terminated under the terms of this agreement.
ARTICLE II. RESPONSIBILITIES OF THE CORPORATION
1) Services to be Provided. The Corporation shall provide the transportation services
described as trolley service on Clearwater Beach, Island Estates and Sand Key, and
service from Clearwater Beach to Downtown Clearwater, as described in Exhibit A.
2) Scheduled Reports of Agency Activities. The Corporation shall furnish the City with
an annual management report of activities conducted under the provisions of this
agreement within sixty days of the end of the Corporation's fiscal year and a financial
audit certified by an independent Certified Public Accountant within ninety days of the
end of the fiscal year. The financial report is to set forth the total cost of operations
provided, and the detailed account of operational costs funded by the City funds
provided.
3) Use and Disposition of Funds Received. Funds received by the Corporation from the
City shall be used to pay for expenses attendant to the operation of the Trolley System.
A proposed annual budget will be submitted to the City Manager by May 31 of each year
for approval. Funds existing and not used for this purpose at the end of the term of this
agreement shall be deemed excess to the intended purpose and shall be returned to the
City. Notwithstanding the foregoing, any funds remaining at the end of any fiscal year
during the term hereof shall remain in the possession of the Corporation for the term of
this agreement to fund any shortfall in a subsequent funding year. The City will be
advised of the excess funds amount as a part of the fiscal year report that is required to
be furnished each year by the Corporation to the City so that such excess amount can
be considered prior to the City's determination of the amount to be funded for the next
ensuing fiscal year.
4) Creation, Use and Maintenances of Financial Records.
a) Creation of Records. The Corporation shall create, maintain and make
accessible to authorized City representatives such financial and accounting
records, books, documents, policies, practices and procedures necessary to
reflect fully the financial activities of the Corporation. Such records shall be
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available and accessible at all times for inspection, review or audit by authorized
City personnel.
b) Use of Records. The Corporation shall produce such reports and analyses that
may be required by the City and other duly authorized agencies to document the
proper and prudent stewardship and use of the monies received through this
agreement.
c) Maintenance of Records. All records created hereby are to be retained and
maintained for a period not less than five (5) years from the close of the
applicable fiscal year.
d) Recycled Paper. The Corporation shall comply with all terms and conditions of
the City Recycled Paper Ordinance No. 5059-90.
5) Non-discrimination. Notwithstanding any other provision of this agreement, the
Corporation for itself, agents and representatives, as part of the consideration for this
agreement does covenant and agree that:
a) No Exclusion from Use. No person shall be excluded from participation in,
denied the benefits of, or otherwise be subjected to discrimination in the
operation of this program on the grounds of race, color, religion, sex, handicap,
age or national origin.
b) No Exclusion from Hire. In the management, operation, or provision of the
program activities authorized and enabled by this agreement, no person shall
be excluded from participation in or denied the benefits of or otherwise be
subject to discrimination on the grounds of, or otherwise be subjected to
discrimination on the grounds of race, color, religion, sex, handicap, age, or
national origin, except that age may be taken into consideration to the extent
that the age of an employee is a bona fide occupational qualification.
c) Inclusion in Subcontracts. The Corporation agrees to include the
requirement to adhere to Title VI and Title VII of the Civil Rights Act of 1964 in
all approved sub-contracts.
d) Breach of Non-discrimination Covenants. In the event of conclusive
evidence of a breach of any of the above non-discrimination covenants, the City
shall have the right to terminate this agreement.
6) Liability and Indemnification. The Corporation shall act as an independent contractor
and agrees to assume all risks of providing the program activities and services herein
agreed and all liability therefore, and shall defend, indemnify, and hold harmless the
City, its officers, agents, and employees from and against any and all claims of loss,
liability and damages of whatever nature, to persons and property, including, without
limiting the generality of the foregoing, death of any person and loss of the use of any
property, except claims arising from the negligence or willful misconduct of the City or
City's agents or employees. This includes, but is not limited to, matters arising out of or
claimed to have been caused by or in any manner related to the Corporation's activities
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or those of any approved or unapproved invitee, contractor, subcontractor, or other
person approved, authorized, or permitted by the Corporation whether or not based on
negligence.
ARTICLE III. RESPONSIBILITIES OF THE CITY
1) Grant of Funds for Operations. The City, subject to annual City Commission
approval, agrees to fund in part the operational costs incurred in providing the activities
and services authorized by this agreement as follows:
An annual amount of $199,500 (payable in equal payments of 1/12 per month)
will be paid for providing trolley service between Clearwater Beach and Sand
Key based on the Corporation meeting the route schedule attached as Exhibit A.
An annual amount of $95,000 (payable in equal payments of 1/12 per month) will
be paid for providing trolley service between Clearwater Beach, Island Estates
and the Downtown area based on the Corporation meeting the route schedule
attached as Exhibit A.
The Corporation agrees to maintain a driver's log and a check point system to
document compliance with the agreed upon schedule. Changes to these
attached schedules are at the discretion of the Corporation Board of Directors,
but will be submitted to the City at least two weeks prior to implementation. Any
change, or series of changes, which will cause more than a 25% reduction in the
routes may, at the discretion of the City Commission, be considered failure to
adhere to the terms of the contract and may be grounds for reducing the funding
commitment or may be considered cause for termination of the contract.
2) Grant of Funds for Vehicle Maintenance. The City agrees to provide $50,000
annually toward the cost of maintaining the trolley vehicles, to be paid in equal payments
of 1/12 per month.
3) Funding in Subsequent Years. Funding for each year of this Agreement is subject to
City Commission approval of the annual budgetary appropriation. Notice of intention by
the City to decrease the funding level must be provided to the Corporation at least 60
days before the beginning of the fiscal year.
ARTICLE IV. DISCLAIMER OF WARRANTIES
This Agreement constitutes the entire Agreement of the parties on the subject hereof and may
not be changed, modified or discharged except by written Amendment duly executed by both
parties. No representations or warranties by either party shall be binding unless expressed
herein or in a duly executed Amendment hereof.
ARTICLE V. TERMINATION
1) For Cause. Failure to adhere to any of the provisions of this Agreement in material
respect shall constitute cause for termination. Either party can terminate this Agreement
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by giving the other party 60 days notice of termination after first giving the defaulting
party 60 days to cure any default.
2) Disposition of Fund Monies. In the event of termination for any reason, monies made
available to the Corporation but not expended in accordance with this Agreement shall
be returned to the City.
ARTICLE VI. NOTICE
Any notice required or permitted to be given by the provisions of this Agreement shall be
conclusively deemed to have been received by a party hereto on the date it is hand delivered to
such party at the address indicated below (or at such other address as such party shall specify
to the other party in writing), or if sent by registered or certified mail (postage prepaid), on the
fifth (5th) business day after the day on which such notice is mailed and properly addressed.
1)
If to Corporation, addressed to:
2)
If to City, addressed to:
Jolley Trolley Transportation of Clearwater, Inc.
Memorial Civic Center
40 Causeway Blvd.
Clearwater, FL 34630
City Manager
P. O. Box 4748
Clearwater, FL 34618
ARTICLE VII. EFFECTIVE DATE
The effective date of this Agreement shall be as of the date below written.
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IN WITNESS WHEREOF, the parties hereto have set their hands and seals this ~'f day of
~~ ,199f..
Countersigned:
~e~
Mayor-Commissioner
Approved as to form and
legal sufficiency:
~cS-_ ~
hn Carassas, Asst. City Attorney
CITY OF CLEARWATER, FLORIDA
By: ~t4y ~~
Eliza M. De tula
City Manager
Attest:
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SIGNATURE PAGE TO JOLLEY TROLLEY SYSTEM FUNDING AGREEMENT
STATE OF FLORIDA )
COUNTY OF PINELLAS )
BEFORE ME personally appeared Rita Garvey, the Mayor-Commissioner of the above-named
city, who acknowledged that she executed the foregoing instrument. She is personally known to
me and did not take an oath.
WITNESS my hand and official seal this ;)'-1- ~ day of ~
. C~~.~
PrlntlType Name: ,'1 ou. CAROLYN L BRINK
Notary PUbIiC{j .\ COMMISSION # CC 463040
~ EXFIRES MAY 22,1999
"* om/DW THRIJ
STATE OF FLORIDA ) Off'..\l' ATlANTlC BONOINGCO., INC.
COUNTY OF PINELLAS )
,199 ,
BEFORE ME personally appeared Elizabeth M. Deptula, the City Manager of the above-named
city, who acknowledged that she executed the foregoing instrument. She is personally known to
me and did not take an oath.
WITNESS my hand and official seal this ~ l.J. 'f-J- day of ~ ' 199 ~
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PrintlType Name:
Notary Public
.
#v ~ CAnOLYN L. BmHK
". \ COMMISSION # CC 463040
If EXPIRES MAY 22,1999
~ BONDEDTHRU
, OF t\.~ ATlANTIC BONDING co., INC.
as to Corporation
JOLLY TROLLEY TRANSPORTATION
OF CLEARWATER, INC. ~
By:~!i2
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