GRANT FUNDING AGREEMENT (4)
JOLLEY TROLLEY SYSTEM GRANT FUNDING AGREEMENT
T is Jolley Trolley System Funding Agreement is made and entered into this II~ day of
bit. , 2006, 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 one (1) year commencing on October 1, 2006,
and continuing through September 30, 2007, (the "Termination Date"), subject to annual budgetary
appropriation approved by the Clearwater City Council, 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 to
promote tourism described as trolley service on Clearwater Beach, Island Estates and Sand
Key, and providing trolley service between Clearwater Beach, Island Estates and Downtown
Clearwater, as described in Exhibit A.
2) Transportation Pick-ups. The Corporation shall provide scheduled transportation pick-ups
which will be no more than 25 minutes apart (conditions permitting).
3) Posted Route Schedules. The Corporation shall provide posted route times at each
designated pick-up listing all scheduled pick-ups for said approved pick-up location.
4) Scheduled Reports of Activities. The Corporation shall furnish the City with a financial
audit certified by independent Certified Public Accountant within 90 days of the end of the
fiscal year to the Parks and Recreation Director. The financial report is to set forth the total
cost of operations provided, and the detailed account of operational costs funded in part by
the City. In addition, provide to the City, by the 15th of each month, the monthly ridership
information listing the amount of riders during the previous month.
5) Use and Disposition of Funds Received. Funds received by the Corporation from the City
shall be used towards the payment of expenses attendant to the operation of the Trolley
System. A proposed annual budget will be submitted to the Parks & Recreation Director by
May 31 of each year.
6) 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 available and accessible at all
times for inspection, review or audit by authorized City personnel, and shall be made
available in accordance with Chapter 119, Florida Statutes (Public Records) and
other applicable law.
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 Driver's Log and Check Point System. The Corporation agrees
to maintain a driver's log and a check point system to document compliance with the
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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 Council,
be considered a 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.
d) 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.
7) 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, as permitted by law.
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 immediately.
8) 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 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.
9) Compliance with Laws. Corporation shall comply with all federal, state, county and local
laws, rules and regulations applicable to the operation of the vehicles. If it is ever
determined that this Agreement violates any federal, state, county or local laws, rules or
regulations, then Corporation shall comply in a timely manner or City may terminate.
10) Corporation's Role in the Development and Revitalization of Downtown and
Clearwater Beach. It is contemplated by the Parties hereto that in consideration for the
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funding provided by the City, the Corporation's role in providing trolley service shall be
promoted as a tourist amenity and enhancement in furtherence of the development and
revitalization of Downtown Clearwater and Clearwater Beach. To that end, the Corporation
agrees to cooperate and work with City staff to develop the Corporation's role as integral to
such revitilization and development and as a catalyist for tourisem. During the summer of
2007, the Corporation shall provide a written and oral presention to the City Council updating
the Council on the then-current status of the corporation's role, and a strategy for fulfilling it's
role going forward.
ARTICLE III. RESPONSIBILITIES OF THE CITY
A) Funds for Operations. The City, subject to annual City Council 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 $281,220 for providing trolley service between Clearwater Beach and
Sand Key, and for providing trolley service between Clearwater Beach, Island Estates and
Downtown, based upon the Corporation meeting the route schedule attached as Exhibit A.
· Payable in equal payments of 1/12 per month per 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 may terminate this Agreement for cause
by giving the other party sixty (60) days notice of termination. If the default is not cured
within the sixty (60) days, the non-defaulting party may give the defaulting party notice of
termination and this Agreement shall terminate 60 days after receipt of such notice.
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 within 30 days of demand.
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:
Jolley Trolley Transportation of Clearwater, Inc.
483 Mandalay Avenue, Suite 213
Clearwater, FL 33767
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2)
If to City, addressed to:
City Manager
P. O. Box 4748
Clearwater, FL 33758-4748
With copy to:
City Attorney
P. O. Box 4748
Clearwater, FL 33758-4748
And
Parks and Recreation Director
P.O. Box 4748
Clearwater, FL 33758-4748
ARTICLE VII. EFFECTIVE DATE
The effective date of this Agreement shall be as of the date below written.
IN WITNESS WHEREOF, the parties hereto have set their hands and seals this 11tL.. day of
~ ,2006.
Countersigned: CITY OF CLEARWATER, FLORIDA
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~k V. Hibbard William B. Horne II
Mayor City Manager
A~P/d as to form: :
~~wh
Laur; Lipowski
Assistant City Attorney
Attest:
Attes~ .
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~OLLEY TROLLEY ROUTE MAP
Exhibit "A"
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