HomeMy WebLinkAbout5.979 Original ContractBILL OF SALE
AND
ASSIGNMENT AND ASSUMPTION AGREEMENT
THIS BILL OF SALE AND ASSIGNMENT AND ASSUMPTION AGREEMEN
( "Agreement ") is made and entered into as of the r day of 0c-raven , 2009 by an d
between Nippon Paper Industries USA Co., Ltd., a Washington corporation ( "NPI "), an d
Public Utility District No. 1 of Clallam County ( "PUD "). NPI and PUD are referred to
together herein as the "Parties" and each a "Party ".
A. NPI owns certain assets used in connection with the transmission of
electricity, including poles, transmission lines and 69KV conductors.
B. NPI desires to convey to PUD, and PUD desires to receive from NP I,
ownership of the aforesaid electricity transmission assets.
C. The Parties wish to document their respective rights and obligations with
respect to such conveyance of said electricity transmission assets.
NOW, THEREFORE, for good and valuable consideration, the receipt an d
sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. Definitions. The following terms shall have the following meanings:
"Transmission Lines" means the poles, cross -arms, insulators and 69KV
conductors used for the transmission of electricity that are described in an d
depicted on Schedule 1.1 attached hereto.
"Transmission Line Contracts" means the contact permits described i n
Schedule 1.2 attached hereto, and any agreements, permits contracts, leases,
licenses, and other arrangements for the use of the Transmission Lines in effect
as of the date hereof.
"Transmission Line Licenses" means the federal, state, local, and other
governmental franchises, licenses, permits, approvals, orders, registrations,
certificates, variances, and authorizations of a regulatory nature, and similar
rights obtained from governments and governmental agencies, that are held by
NPI and relate to the Transmission Lines.
2. Transfer of Transmission Lines.
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RECITALS:
AGREEMENT
2.1 Transfer of Transmission Lines. In consideration for Ten Dollars ($10.00),
the covenants of PUD hereunder and other good and valuable
consideration in hand paid, NPI hereby transfers, conveys and quit claims
to PUD, all of NPI's right, title and interest in the Transmission Lines.
2.2 Except as expressly provided in this Agreement, PUD acknowledges and
agree the Transmission Lines are conveyed to PUD "AS IS, WHERE IS"
and "WITH ALL FAULTS AND DEFECTS; KNOWN AND UNKNOWN."
PUD acknowledges and agrees that NPI makes no representation or
warranty, express or implied, as to any matter whatsoever, including, but
not limited to: the title to the Transmission Lines; the condition, design, or
quality of the Transmission Lines; the fitness of the Transmission Lines for
use or for a particular purpose; the merchantability of the Transmission
Lines; compliance of the Transmission Lines with the requirements of any
laws, rules, specifications or contracts pertaining thereto; quiet enjoyment;
possession; patent infringement; latent defects; the quality of the material
or workmanship of the Transmission Lines or the conformity of the
Transmission Lines to the provisions and specifications of any purchase
order relating thereto; the operation, use, or performance of the
Transmission Lines; or any other representation or warranty of any kind,
express or implied, with respect to the Transmission Lines. PUD also
acknowledges that NPI has made no representation or warranty of any
kind, nature, or description, express or implied, with respect to the
operation, use, or performance of the Transmission Lines. PUD, for itself
and its agents, affiliates, successors and assigns, hereby releases and
forever discharges NPI, its agents, partners, affiliates, successors and
assigns from any and all rights, claims and demands at law or in equity,
whether known or unknown as of the date of this Agreement, which PUD
has or may have in the future, arising out of the physical, environmental,
economic or legal condition of the Transmission Lines.
2.3 PUD acknowledges and agrees that NPI is not transferring or assigning to
PUD any rights that NPI may have over, under or upon the real property
that is affected by the location, use or maintenance of the Transmission
Lines, including, but not limited to Transmission Line Licenses, and PUD
is solely responsible for obtaining- any necessary Transmission Line
Licenses or real property interests in order to locate, use or maintain the
Transmission Lines.
2.4 In consideration for the conveyance of the Transmission Lines set forth in
Section 2.1 above, PUD agrees that in the event any portion of the
Transmission Lines are annexed within the geographic limits of the City of
Port Angeles (the "City "), PUD shall not charge the City any fee for the
transfer of the ownership of the Transmission Line or portion thereof
resulting from such annexation, however, the foregoing shall not preclude
PUD from charging the City a fee for the poles that are replaced by PUD
subsequent to the date hereof.
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3. Assianment and Assumption of Transmission Line Contracts. In consideration
for Ten Dollars ($10.00), the covenants of PUD hereunder and other good and valuable
consideration in hand paid, NPI hereby assigns and quitclaims to PUD, and PUD
hereby assumes, all of NPI's right, title, interest and obligations, in and to the
Transmission Line Contracts. PUD hereby assumes, and shall perform and be
responsible for, all of NPI's obligations under the Transmission Line Contracts that arise
from and after the date of this Agreement.
4. Limitation of Liability: Indemnification. PUD shall indemnify, defend, a nd hold
harmless NPI from any claim, loss, damage or expense (including attorneys' fees) of
any kind or nature, whether special, consequential, economic or otherwise, arisi ng from
and after the date of this Agreement, caused or alleged to be caused directly, in directly,
incidentally, or consequentially, arising in connection with (a) the ownership, use or
maintenance of the Transmission Lines or any part thereof or products therefrom, or (b)
the obligations of NPI under the Transmission Line Contracts.
5. As -Is Transfer. NPI disclaims the making of any representations or warranties,
express or implied, regarding the Transmission Lines or their value or matters affecting
the Transmission Lines, including, without limitation, the physical condition of the
Transmission Lines, title to or the boundaries of the Transmission Lines, soil condition,
hazardous waste, toxic substance or other environmental matters, building, health,
safety, land use and zoning laws, regulations and orders, structural an d other
engineering characteristics, and all other information pertaining to the Transmission
Lines. PUD, moreover, acknowledges (i) that PUD has entered into this Agreement
with the intention of making and relying upon its own knowledge and investigation of the
physical, environmental, economic and legal condition of the Transmission Lines, and
(ii) that PUD is not relying upon any representations and warranties made by NPI or
anyone acting or claiming to act on NPI's behalf concerning the Transmission Lines or
their value. PUD further acknowledges that it is relying solely upon the advice of its own
accounting, tax, legal, architectural, engineering and other advisors. PUD agrees that
the Transmission Lines are to be transferred to and accepted by PUD in their "AS IS"
condition and WITH ALL FAULTS as of the date hereof and assumes the risk that
adverse physical, environmental, economic or legal conditions may not have been
revealed by PUD's investigation. PUD, for itself and its agents, affiliates, successors
and assigns, hereby releases and forever discharges NPI, its agents, partners, affiliates,
successors and assigns from any and all rights, claims and demands at law or in equity,
whether known or unknown as of the date hereof, which PUD has or may have in the
future, arising out of the physical, environmental, economic or legal conditio n of the
Transmission Lines. PUD hereby specifically acknowledges that PUD has carefully
reviewed this subsection and discussed its import with legal counsel and that the
provisions of this subsection are a material part of this Agreement.
6. Covenants. The Parties further agree and covenant as follows:
6.1 General. Each of the Parties will use all reasonable efforts to take all
action and to do all things necessary, proper, or advisable in order to
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consummate and make effective the transactions contemplated by this
Agreement.
6.2 Non - Assignable Contracts. If the assignment of any Transmission Line
Contracts require the consent of a third -party, (i) PUD shall be solely
responsible for obtaining such consent, and (ii) PUD's obligations under
Section 3 of this Agreement shall remain in full force.
6.3 Sales and Transfer Taxes. All taxes and fees (including all sales or use,
real estate, transfer, and excise taxes and filing and recording fees), if
any, incurred in connection with this Agreement and the transactions
contemplated hereby will be paid by PUD and PUD shall be solely
responsible for the same.
7. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the state of Washington, without regard to conflicts of laws
provisions. The Parties hereby consent and submit to the jurisdiction and venue of any
state or federal court within the city of Seattle in any litigation arising out of this
Agreement.
8. Incorporation of Exhibits and Schedules. The Exhibits and Schedules identified
in this Agreement are incorporated herein by reference and made a part hereof.
9. Counterparts. This Agreement may be executed in one or more counterparts,
each of which shall be deemed an original but all of which together will constitute one
and the same instrument.
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[Page break intentionally inserted]
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement
effective as of the date first written above.
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NIPPON PAPER INDUSTR IES USA CO., LTD.
By "7- I is � O/- #sfY /� e-
PUBLIC UTILITY DISTRICW NO. 1 OF
CLALLAM COUNTY
By L---�
Its — r -€ r L? tO -t/
6
3
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Schedule 1.1
[Schedule of Poles]
NPI Surplus 69KV Transmission System
Transfer to Clallam Co. PUD
_ I Pole # I Attachments I Contact 1 PUD
_ I (see Note 1)) I PUD Telecom Permit 1 Pole ID #
(see Note 2) I (see Note 3)
ne 1 1_
I 26 X X
1 27 I X X
1 28 I X X
29 I X X
30 1 X X
31 X X
32 X X
33 X X
34 X X
35 X X
36 1 X X
37 X X
38 X X
39 X X
40 X X
41 I X X
42 X X
43 X X
44 X X
45 1 X X
46 I X X
47 I X X
48 X X
49 X X
50 X X
51 X X
52 X X
53 X X
54 X X
55 X X
56 X X
57 X X
58 X X
59 - X - X
60 X I X
61 X I X
62 X X
63 X X
64 X I X
65 X X
66 X X
67 X X
68 X X
69 X I X
70 X X
71 X X
I 72 X X
1 73 X 1 X
NPI Surplus Power Pole Disposition to PUD 2009 -7 -23
13007- 1141001
3007- 114101
3007- 114200
1 3007114201 1
1 3007- 1 14300 1
3007114301 I
3007114400
3007114401
3007- 114540
3007 - 114541 I
1 3007- 1 14640 1
3007- 114641
3007- 114642
B 1 3007-114740 1
B
B 3007 - 115741
B 1
B
B
B
B
B i
B
B
B
B
B
B
B
B
B
B
B
B
B
B
B I
B !
B
B
B 1
B I
B
B
B I
B
Comments
Pacge 1 of 2
Line 2
Notes:
Pole #
(see Note 1))
74
75
76
77
78
79
80
81
91
92
93
32
39
46
47
48
49
50
51
52
53
54
55
57
58
59
60
61
Attachments I Contact
PUD Telecom 1 Permit
(see Note 2)
X X
X X
X X
X X
X X
X X
X X
X X
X A
X A
X A
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
X
NPI Surplus 69KV Transmission System
Transfer to Clallam Co. PUD
PUD
Pole ID #
(see Note 3)
3006 - 072640
3006 - 073602
Comments
Pole is "half high" with no NPI Transmission
Pole is "half high" with no NPI Transmission
X 3007 - 125402 Dry Ck. Rd.
X 1 3007 - 128501 I Reddick Rd.
X
X
X
X
X
X
X
X
X
X
X A
X A
X A
A No NPI 69KV Transmission
X A
1 IAII transmission line and pole numbers reference NPI Drawing B -24 -C -030
2 "Telecom" is inclusive of any telephone, telecable, fiber optic, etc attachments of entities other than NPI.
3 PUD Pole ID #not verified as accurate - _ - - - -
NPI Surplus Power Pole Disposition to PUD 2009 -7 -23 Page 2 of 2
I � 1
1 1 1 1
1 1 1
I. Lji I
NUMBER
NO
DRANK BY
ALDER
6ENDOP
'TENSIONS
REVISED PER DEAN REED
BY
RAA
APPROLED BY 1 DATE I SCALE
D. REED 1 09/22/08 1"=80'-O"
ARE
REFERENCv ORA IWNGS
DATE
08/10/09
-
NIPPON PAPER
ist kii INDUSTRIES USA
PORT ANGELES WASHINGTON
MILL POWER DISTRIBUTION
NPI SURPLUS
1 TRANSMISSION SYSTEM
ORAWNC NO
PRO,ECi NUMBER APE NUMBET 1 STS /AREAS ORAINNC NUMBER
— PD J B -24 —C -030
A. Contact - Permit. by and between Daishowa America and PUD #1 of Clallam
County dated July B. 2001.
B. Contact Permit bv.and between Jaynes River II. Inc. and No rthland Cable
Television dated January 1. 1991.
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Schedule 1.2
[Schedule of Contact Permits]
ftD
Michael McInnes, General Manager
Dean Reed
Diashowa America, Inc.
Post Office Box 271
Port Angeles, WA 98362
Dear Dean:
RH:jr
• Poles 91 -101 on Line 1
• Poles 56 -61 on Line 2
June 19, 2001
Sincerely,
Roger Hosto
Operations Superintendent
Contact Perrnit "A"
2431
Post. __ _
Port Angeles, WA 98362
Commissioners
William McCrone, District No 1
Hugh Haffner, District No 2
Ted Simpson, District No 3
With your permission, the District plans to contact the following poles between
Edgewood Drive and Airport Road intersection and the intersection of 18 & L Streets.
The conductor will be one 72 -count ADSS fiber optical cable. Attachment points will be
in standard communications area on each pole. Sag tensions will be less than 600 pounds
and it appears existing guying should be more than sufficient. However, if it appears that
additional guying is required, the District will install it as necessary.
Construction will be done by contract, with work being completed by approximately the
end of September.
Let me know_if_this_plan is acceptable and if there are any questions ,_please contact me at
452 -9771, Extension 200.
www clallampud.net
LICENSE AGREEMENT
Contact Permit "B"
THIS LICENSE AGREEMENT, made and entered into as of the
1st day of January, 1991, by and between JAMES RIVER II, INC., a
Virginia corporation, hereinafter called "JRII" and NORTHLAND
CABLE TELEVISION, INC., a Washington corporation, a wholly owned
subsidiary of Northland Telecommunications Corporation, a
Washington corporation, hereinafter called "Northland ".
WHEREAS, the City of Port Angeles (the City) by its
Ordinance No. 2477 dated February 2, 1988 granted unto James
River Corporation of Nevada, a Nevada corporation, and its
successors and assigns the right, privilege, license, authority
and franchise to erect, maintain and use certain poles, wires,
cables or other suitable facilities for the transmission of
electrical energy over, along and across the streets, alleys and
other places therein designated in the City of Port Angeles,
Washington for a term of twenty —five years to and including
February 15, 2013 (the 1988 Franchise). The 1988 Franchise
applies only to poles located within the City right —of —way inside
the City limits of Port Angeles, and is subject to a reservation
unto the City of the right to use the lower 35 feet of the poles
for other uses.
WHEREAS, pursuant to Articles /Certificate of
Ownership and Merger dated April 18, 1988, James River
Corporation of Nevada merged into James River Corporation of
Virginia, a Virginia corporation (James River);
WHEREAS, pursuant to an unrecorded Bill of Sale,
Assignment Assumption Agreement dated April _23, _1988,_
James River transferred substantially all of the assets
formerly held by James River Corporation of Nevada, to its
wholly owned subsidiary, JRII;
WHEREAS, Northland desires to attach certain television
cables and associated equipment to poles subject to the 1988
Franchise to provide service to its customers in the Edgewood
Drive area.
WHEREAS, the City has notified JRII by letter dated
December 10, 1990 of its approval to permit JRII and Northland to
contract for the use by Northland of poles subject to the 1988
Franchise, including the lower 35 feet thereof.
NOW THEREFORE, In consideration of the mutual agreements
herein contained, the parties hereto agree as follows:
POLE LICENSE AGREEMENT
W I T N E S S E T H
-1-
I /8
James River Corporation
c/o Land and Tax -NW
P.O. box 6099
Vancouver, WA 98668 -6099
Contact Permit "B"
1. NATURE AND LOCATION OF THE LICENSE: JRII hereby grants to
Northland permission to attach television cables and related
equipment on JRII's poles in the City of Port Angeles,
Washington, the approximate location of which area is as set
forth on the attached plat, marked Exhibit "A" and by this
reference made a part hereof.
2. TERM: The term of this License shall be from January 1,
1991 to and including December 31, 1995. It is expressly agreed
that any extension of this Agreement shall be solely at James
River's option. The present term and extensions hereto shall be
consistent with, and shall not run for a period longer than other
government licenses, permits, ordinances in effect now or in the
future which regulate this use.
3. CONSIDERATION AND PAYMENT: Northland hereby agrees to
pay the sum of Three Hundred Thirty $(330.00) Dollars per year as
consideration for the license and permission hereby granted, due
on or before January 5th of each year of the term hereof.
Payment to be mailed using U.S. Postal Service and addressed to
the following address:
4. TERMINATION: It is further agreed that JRII shall have
the right to terminate this License at any time by giving the
Northland One hundred Eighty (180) days notice in writing of such
intention. In such case, the unearned compensation shall be
returned to the Northland.
5. RETURN OF POSSESSION: Upon the expiration or termination
of this agreement, Northland shall remove equipment from the
poles within ninety days (90) and if it fails to do so, JRII may
remove same or have it removed at Northland's risk and expense.
Termination of this agreement shall not release Northland from
any liability or obligation hereunder, whether of indemnity or
otherwise, which may have accrued or be accruing or which arises
out of anv claim that may have accrued or be accruing at the time
of termination.
7. INDEMNITY: Northland will save and hold harmless the
JRII, its agents, employees and representatives, from any and all
damages of any kind or nature arising or growing out of the
granting of this license agreement, the exercise by Northland of
its rights or possession hereunder and /or the non-performance or
mal- performance by the Northland of the terms hereof. JRII shall
POLE LI CENSE AGREEMENT -2-
If to James River: James River Corporation
c/o Land & Tax —NW
P.O. Box 6099
Vancouver, WA 98668 -6099
Contact Permit "B"
notify Northland, in writing, within ten (10) days of its receipt
of any claims. When any claims are made by suit or other legaL
process, written notice thereof shall be given by JRII to
Northland not less than ten (10) days prior to the date by which
an answer to any claims is due or within ten (10) days after any
claims are made on James River. Failure by JRII to notify
Northland properly in accordance with the foregoing requirements
shall release Northland from its obligations to indemnify and
hold JRII harmless as provided above.
8. ASSIGNMENT: Northland shall not assign this agreement or
nay of the rights hereunder without the written consent of JRII.
9. NOTICES: All notices, invoices or correspondence to be
given under this License Agreement shall be in writing and
delivered personally or deposited in the United States mail,
postage prepaid, addressed as follows:
or to such other person or such other address designated by a
notice sent by JRII to Northland.
If to Northland: Northland Cable Television, Inc.
725 East First Street
Port Angeles, WA 98362
with a copy to: Northland Cable Television, Inc.
1201 Third Avenue, Suite 3600
Seattle, WA 98101 /�
Pd- jir. : JoM... . 43bc4zs�l 3• , 40'w 4. awn
or to such_ other _per_son o_r such _other. addres -s-- designated by _a
notice sent by Northland to JRII.
10. SUITABILITY: JRII makes no claim as to suitability of
the poles for any particular use. Northland shall, at
Northland's expense, comply promptly with all applicable
statutes, ordinances, rules, regulations, orders and requirements
in effect during the term or any part of the term hereof
regulating the use of property for the purposes herein
contracted.
11. USE: No use, however extended, of any poles under this
agreement shall create or vest in Northland any ownership or
property rights, but, Northland's rights herein shall be and
remain a mere license.
POLE LICENSE AGREEMENT
12. ATTACHMENT OF EQUIPMENT: Northland shall place and
maintain its equipment in a safe and well maintained manor
suitable to JRII and in a manner so as to not interfere with
current or future use of such poles by JRII or the City.
Northland shall use only those "Construction Specifications" for
installation and maintenance of its equipment as described on
Exhibit B attached hereto, and by this reference made a part
hereof. In the event it becomes necessary for JRII to replace or
perform maintenance on said poles JRII shall not be responsible
for interrupted service or costs involved in providing temporary
television cable service to Northland or its subscribers_ JRII
shall give Northland a least thirty (30) days written notice of
its intention to repair or replace poles or wires which might
interfere with Northlands customer service.
IN WITNESS WHEREOF, the parties hereto have caused this
License Agreement to be executed as below subscribed.
NORTHLAND CABLE:
TELEVISION, INC.
BY: �.
Via; l,�rrs4a6•+'
POLE LICENSE AGREEMENT
- 4 -
Contact Permit "B"
JAMES RIVER II, INC.
BY: cJl S
a-Ia
H. A. Barber, Vice resident
PORT ANGELES
Contact Permit "B"
Hoer, Rd
'.:.I'. H I :-- i d
EXHIBIT B
CONSTRUCTION SPECIFICATIONS
FOR TELECABLE SYSTEMS ON POLE LINES
Contact Permit "B"
I. GENERAL
Construction of telecable systems on pole lines shall conform to
Federal Codes, the laws of the State of Washington, orders of the
Public Utilities Commission of said State, rules and regulations
of other legally authorized bodies having jurisdiction, and the
requirements of Licensor, insofar as any or all of the foregoing
may be applicable.
The following instructions shall be used as a basis for placing
telecable systems or facilities on pole lines of Licensor. For
construction and clearance requirements, the television cable is
considered d communication cable.
The television cable shall be attached to poles below secondary
wire conductors and drop wire.
II. CONSTRUCTION REQUIREMENTS
(a) Material
The strand, strand clamps, wire, bolts, drive screws, clamps,
etc., employed to attach or support television antenna systems
to pole lines shall conform to standard pole line hardware
specifications insofar as strength and corrosion resistance
are concerned. Pole mounted equipment must be housed in suit-
able boxes, corrosion and rust protected. and securely mounted.
Strand bond wires shall be not less than No. 6 solid copper wire.
GI
Contact Permit "B"
(b) Supporting Strand for Television Cable
The television line cable shall be supported by a suitable
strand and the cable shall be attached to the strand by
means of lashing wire or other suitable supports, in order
that clearances and other National Electrical Safety Code
requirements shall be met.
(c) Drops
Coaxial cable should be used for television drops. The drop shall
clear electrical service drops not less than 24 inches.
(d) Climbing Space
Television cable, drops and equipment shall be so placed on
poles as to leave a free climbing space 30 inches square,
4 feet above and below the attachment level, and so arranged
as to constitute a continuation of existing climbing space
through telephone and power facilities.
(e) Guying
Guys shall meet all clearance and grounding or insulating
requirements. Guying shall be adequate to support the
resultant loads of the television attachments with the
safety factors given in the_app_li_cab -l-e —Kati -anal Electrical
Safety Code. See also 1V.a.4 below.
IiI. CLEARANCE REQUIREMENTS
Clearance requirements for television plant shall be as stated for
communications facilities in applicable codes. This is applicable
to horizontal and vertical clearances. All required minimum vertical
clearances between television cables and telephone cables or conductors
and power conductors at poles shall also be maintained throughout the
span.
Contact Permit "B"
(a) The following minimum clearances shall be maintained between
power facilities and television cable on poles and in the spans:
(1) Attached to Pole - The television cable shall be attached
to the pole not less than 40" below secondaries.
Where existing facilities or space limitations make it
impracticable to place the television cable in accordance
with (1) above, agreement of Licensor shall be obtained
for the rearrangement of existing facilities to provide
proper clearance at Licensee's expense.
(b) Lic2nsor's Service Drops - The radial clearance between 0 -750 volt
service drop conductors and television service drops shall be not
less than 24 inches except that where within 15 feet of the point
of attachment of either service drop on a building the 24 inch
clearance requirement may be reduced to 12 inches.
(c) Other Equipment - Television line and distribution amplifier housings
shall be so placed that they will meet climbing space and clearance
requirements.
IV. PROTECTION
(a) Grounding and Bonding
(1) General - The outer conductor of coaxial cables, ana the
strand which supports such cables, shall at all times be
electrically continuous throughout the system. Television
drop wire support strands shall be bonded to the television
line cable support strand.
Q
A G R E E M E N T
REPLICA TROLLEY PROJECT
59 A
THIS AGREEMENT provides for the conditions, responsibilities, and
obligations of the parties herein described for the acquisition and
operation of a replica trolley in passenger vehicle service. The
parties to the Agreement are the CITY OF PORT ANGELES, hereinafter
referred to as the "CITY the PORT ANGELES CHAMBER OF COMMERCE,
hereinafter referred to as the "CHAMBER the PORT ANGELES DOWNTOWN
ASSOCIATION, hereinafter referred to as the "PADA and CLALLAM
TRANSIT SYSTEM, hereinafter referred to as "CTS
WHEREAS, the parties recognize the benefits of concerted public
and private efforts in order to develop, generate, and maintain
community -wide facilities, activities, and services; and
WHEREAS, the parties recognize that the operation of a replica
trolley shall benefit tourism development, commercial activity, and
improve the public transportation service and parking system in the
Port Angeles area; and
WHEREAS, the parties recognize that a replica trolley should be
operated in a manner that will advertise, publicize and otherwise
distribute information for the purpose of attracting visitors to Port
Angeles, and encouraging tourist expansion in Port Angeles in order to
insure the expenditure of hotel /motel tax revenues as required by RCW
67.28.210; and
WHEREAS, the parties recognize that the vehicle can be used
-1
throughout the County for special events, community festivals, and
other worthwhile occasions; NOW, THEREFORE,
IN CONSIDERATION of the covenants and conditions set forth
herein, the parties hereby agree as follows:
I. GENERAL CONDITIONS
A. The replica trolley will be operated for three different
uses: excursions, shuttle and lease. Actual service
schedules and routing will be developed cooperatively among
the parties and in accordance with the "Service Plan:
Replica Trolley" which is attached hereto as "Exhibit A" and
incorporated herein by this reference.
B. CTS shall perform the overall management and administrative
functions for the project, including but not limited to
service planning and marketing, financial and performance
accounting and reporting, vehicle and equipment acquisition,
vehicle maintenance and repair, service implementation,
securing vehicle and liability insurance, and coordinating
all other support for the success of the project.
C. The parties agree to meet regularly, as mutually determined,
in order to coordinate the program and to resolve such
issues or problems as may occur.
D. This agreement shall commence on March /7 1986, and
shall continue in full force and effect for as long as the
replica trolley is operated by CTS or until the interest of
the PADA and the City in the trolley is purchased as set
-2-
forth in Paragraph IIID. of the Agreement.
II. SPECIFIC CONDITIONS
The process and programs by which this project can be
successfully organized, implemented, and maintained require
specific conditions of commitment from each participating agency
and organization. Listed below are the elements of that
commitment:
A. City of Port Angeles
1. The CITY shall contribute 25 percent of the vehicle
capital acquisition cost up to Eleven Thousand ($11,000)
Dollars; provided that at least 25 percent of the
operation of the replica trolley shall be for
advertising, publicizing or otherwise distributing
information for the purpose of attracting visitors to
Port Angeles, and encouraging tourist expansion in Port
Angeles.
2. The CITY recognizes CTS as the lead agency for the
project.
B. Port Angeles Chamber of Commerce
1. The CHAMBER may provide guides for the excursion
service.
2. The CHAMBER shall provide a bus stop location adjacent
to its waterfront facility on Railroad Avenue.
3. The CHAMBER shall sell excursion tickets and act as an
information source for the excursion service at its
-3-
waterfront facility on Railroad Avenue.
4. The CHAMBER recognizes CTS as the lead agency for the
project.
C. Port Angeles Downtown Association
1. PADA shall contribute up to one -half of the vehicle
capital acquisition cost, less the CITY's contribution.
2. The PADA shall protect, defend, save harmless, and
indemnify CTS and the CITY, its officers, agents, and
employees, from and against any and all claims, damages,
losses, and expenses, including attorney's fees,
occurring, arising, or resulting from the performance of
this Agreement and the operation of the replica trolley.
3. PADA shall establish an active committee composed of
PADA members to provide input on advertising, routes,
schedules, finances, fare structures, or any other
issues related to the operation of the replica trolley.
This committee will make recommendations to CTS.
4. Upon demand by CTS, PADA shall remit all funds necessary
to fully pay all expenses incurred in the operation of
the excursion service.
5. PADA recognizes CTS as the lead agency for the project.
6. PADA shall use at least fifty percent of any profits
recovered from the operation of the excursion service for
other activities that distribute information for the
purpose of attracting visitors to Port Angeles, and
-4--
encouraging tourist expansion in Port Angeles,
D. Clallam Transit System
1. CTS shall contribute up to five ninths of the vehicle
capital acquisition cost.
2. CTS shall protect, defend, save harmless, and indemnify
the CITY, its officers, agents, and employees, from and
against any and all claims, damages, losses, and
expenses, including attorney's fees, occurring, arising,
or resulting from the performance of this Agreement and
the operation of the replica trolley.
3. CTS shall exercise its best efforts to provide insurance
under its own policy which shall provide coverage to the
CITY, CHAMBER, PADA and itself, with coverage limits
equal to the policy CTS maintains for all of its
transit related services. All parties to this agreement
shall be named and identified as additional insured
parties by the CTS policy.
4. CTS shall administer and operate the excursion service as
provided in this agreement, recommended by the PADA
committee and not in conflict with CTS policies and
regulations and other requirements of local, state, and
federal laws and regulations.
5. CTS shall provide monthly excursion service financial
reports to the PADA committee in the form of an income
statement and balance sheet. CTS shall also provide an
-5-
operating report which shall display ridership by route
and by type. All of such reports shall be available to
the CITY upon request.
6. CTS shall operate its shuttle and lease programs
independent of the excursion operation and consistent
with the service plan set forth in "Exhibit A
7. CTS shall return, on request by PADA, to PADA any
profits recovered from the operation of the excursion
service.
III. SPECIAL CONDITIONS
A. Capital Acquisition
The acquisition of the replica trolley shall be the
responsibility of CTS, including development of
specifications, satisfaction of public bid requirements, and
acceptance of delivered vehicle and equipment. CTS
recognizes and will consider the concerns and requests of
the other parties but shall have the final authority to
determine vehicle specifications.
B. Operation of Vehicle
The vehicle shall be operated at all times according to the
provisions of this Agreement and the policies and rules of
CTS as are appropriate and applicable for reasons of safety,
discipline, and ease of operations.
-6-
Operation will be accomplished through CTS (standard
management of its system, advertising, etc.), the CHAMBER
(providing excursion guides, ticket sales staging area), and
PADA (providing advertising support and management
assistance).
Three uses will be made of the trolley, in accordance with
the following anticipated general schedules:
1. Excursions
The trolley will be used for excursions, one hour per
excursion, eight excursions per day, six or seven days
per week, eight months of the year. Anticipated fares
are $2 /adult, $1 /child, with an average fare of $1.50
expected in the financial analysis. These fares and
times may vary as experience dictates.
2. Shuttle
The trolley will be used for 12 months each year as a
shuttle through the commercial corridor (First /Front,
Downtown to the Plaza) and perhaps Lincoln Street. The
shuttle will accommodate shoppers as well as provide a
parking" shuttle since proposed service includes eight
trips during morning (before work) and late afternoon
(after work) rides. The shuttle and excursion runs
would run in mixed trips throughout the day, but on a
fixed schedule.
-7-
3. Lease
The trolley will be available at other times for lease
by other agencies for other lawful uses. Service clubs,
sports groups, etc., might use it for publicity rides,
for festivals, and for any service which CTS may be
authorized to operate or perform. CTS rules limit the
charges to be made for leases, but any costs involved
will be recovered.
C. Finances
CTS and PADA shall cooperatively agree to a fair and
equitable distribution of allocated expenses and revenues in
establishing an operating and capital recovery budget for
each year of operation of the replica trolley. This effort
shall coincide with the CTS schedule for annual budget
development. In no event shall CTS funds be used to
underwrite or otherwise benefit PADA
D. Liquidation of Assets
In the event that PADA and the CITY determine that the
excursion service does not benefit said sponsors as
anticipated and if said sponsors decide to end their
involvement in the project, or if for any reason the trolley
ceases to be capable of operation, CTS agrees to either
purchase the PADA and CITY interest in the vehicle at an
agreed -upon price or find an outside buyer to purchase the
interest of all parties; provided that in no event shall the
-8-
purchase price be less than the appraised value of the
vehicle as determined by a competent, mutually agreeable
appraiser. The proceeds from such a sale will be divided
among the parties at a ratio equal to their original
contribution.
The above identified conditions, provisions, and obligations are
agreed to by the parties.
For the City of Port Angeles:
(1)
l ∎QAC
Signature
Title U
41 /Sic,
Date
For the Port Angeles Downtown
Association:
Title
Date
n ature
-9-
For the Port Angeles Chamber
of Commerce:
Signature G/
Title
9-&
Date
For the Clallam Transit System:
General Manager
Title
March 17, 1986
Date
Introduction
The Replica Trolley Project is a cooperative effort of the Clallam
Transit System and interested organizations in Port Angeles that
include the City of Port Angeles, the Port Angeles Downtown
Association, and the Port Angeles Chamber of Commerce. The purpose of
the project is to acquire and operate a replica trolley which shall
benefit tourism development, commercial activity in Port Angeles, and
as a part of an improved public transportation service and parking
system for the public. although the replica trolley would be used
primarily in the Port Angeles area, it is understood that it would
also be made available for use for special events, community
festivals, private use on a lease basis, and for other worthwhile
occasions. The cooperative effort shall prepare a plan and an
understanding among the participants to commit financial resources.
A service plan has been discussed among the participants at various
meetings and has been formed in a general way. The details as to
vehicle specifications and exact routing and scheduling will be
determined upon agreement of the participants.
Operations
The replica trolley shall be operated year -round as a parking shuttle
and for eight months of the year as an excursion bus. the hours and
months of operations shall be broken down as follows:
Excursion bus The vehicle will operate for eight hours a day Monday
through Saturday, March through October. The eight hours of service
would provide eight runs a day, with four excursions along the Port
Angeles waterfront and four covering the greater Port Angeles area.
The one -hour headways would provide enough time for educational,
historical, and rest stops and accommodate passenger needs and
shopping. The excursion bus would also be staffed with a guide to
provide information and historical highlights.
Parking shuttle As a parking shuttle, the vehicle would operate
four hours of service a day Monday through Saturday all year long.
The four hours of service would provide eight shuttle runs a day on
one -half hour headways. A suggested schedule would be to have three
runs in or near the morning peak, two mid -day runs, and three runs in
or near the afternoon peak. This schedule would be able to accommodate
work commuters as well as shoppers. The route would be designated to
service primarily the commercial area of Highway 101 corridor going as
rarrk e of (41
SERVICE PLAN: REPLICA TROLLEY
-1
far east as the Plaza and perhaps as far west as Boat Haven.
Other uses As stated, the trolley can be made available for other
uses as deemed appropriate. In the event such use would make the
vehicle unavailable for its scheduled service CTS shall, of course,
provide a substitute vehicle in order to maintain excursion and
shuttle service. This would also be the case for vehicle maintenance
and when road or weather conditions make the use of another vehicle
necessary.
Capital Acquisition
The replica trolley can be acquired by one of three ways: outright
purchase, lease, or lease with purchase option. Also, the actual cost
of each of these would be dependent upon the specifications for the
vehicle. It would be possible to attain a larger vehicle with outside
passenger areas and finer and more detailed accoutrements. However,
it appears to be the feeling of the group that a vehicle similar to
the one used by CTS in demonstration the summer of 1985 would be
adequate. The sales representative for that model of vehicle
indicates a purchase value of between $45,000 and $50,000 for that
vehicle. The lease or lease- option cost for the vehicle would depend
upon the term of the lease and the stated residual value of the
vehicle. According to the sales representative the terms are
entirely negotiable. However, he also indicates that there would be
no interest in a short -term lease, i.e. "two or three years." Also,
the delivery time from award of contract for either purchase or lease
is estimated at 90 to 120 days, provided that a chassis is available
for manufacture of the replica body. The power train is at our
discretion and the vehicle can be either gasoline, propane, or diesel
powered.
Expenses
Operational expenses are based upon current labor, fuel, maintenance,
and insurance costs and are subject to changes in these factors. At
present, the estimated marginal costs of operation are calculated as
follows:
Labor
Operator wages
Benefits
Cost per hour
Vehicle
Fuel
Maintenance
Cost per mile
EXKIIOtA_pa
-2-
9.35
2.26
11.61
0.13
0.32
.45
Insurance annual 3,400.00
Using these cost factors, the annual operating cost can then be
calculated on a six day per week schedule at the Clallam Transit
System urban average of 15 miles per hour. The annual cost at 12
hours of service per day would be $72,000.00. Annual operation of the
excursions would have an estimated cost of $32,000.00 and the shuttle
operating cost would be $24,000.00. The remaining cost of operation,
$16,000.00, would be at CTS's discretion for other uses. It would not
necessarily be expensed and, hopefully, would be reimbursed by users
at cost. If the vehicle is used for other routes, it would merely be
a vehicle substitution for existing service.
Fare Structures
In the preliminary discussions regarding revenue generation, a fare
structure has been described which would be $1.00 for adults and $.50
for children (12 and under) for the excursions and $.25 for the
parking shuttle. This fare structure was used only for the purpose of
illustrating what the potential revenue generation could be. The
actual fare structure would have to be decided among the participants.
However, the parking shuttle fare would have to be approved by the CTS
Authority board. It is felt that the $.25 fare for the shuttle would
be the recommendation of the General Manager. This fare would be
consistent with the existing fare structure. Also it would remain at
$.25 regardless of peak or base period. This would make it more of an
attraction for work commuters. CTS would honor monthly and daily
passes for the shuttle as a part of a transit system network.
The excursion fares can be set at the discretion of the non -CTS
participants. This is justified by the fact that they would be
underwriting the cost of the excursion service. The $1.00 adult fare
and $.50 child fare are only mentioned because of their convenience in
analysis and because they would be consistent with transit's low
fares. However, this rationale would hold true even it the excursion
fares were twice as much, $2.00 adult and $1.00 child. Also, the
difference between adult and child may not be that important. (CTS
currently operates two excursion routes. The fares for these are:
Sol Duc, summer at $2.00, and Hurricane Ridge, winter at $3.00, both
for all passengers round trip.) It is felt that these fares are not a
significant factor regarding the price /consumption elasticity of
excursion service.
CTS would not honor monthly or daily passes for the tours under the
assumption that this service is of a special case and not classified
as a part of the existing transit system. (These passes are not
honored for our excursion service.)
-3-
Revenue
The revenue generation projections are based upon an average of 15
passengers per hour for both excursion and shuttle service. This
average is consistent with current CTS averages for urban -type
service in Port Angeles. This is also consistent with the ridership
levels experienced during the demonstration period. Although the
ridership during the demonstration would indicate about 30 passengers
per hour, it should be recalled that this was during the peak tourist
season, and that a large number of passengers were local residents for
whom the novelty of the trolley would wear off. The revenue estimates
are shown for different fare structures for the excursion service and
at the $.25 fare for shuttle service.
Excursion Fare: Based on 15 passengers /hour, 8 hours /day for 8 months.
1 adult, .50 child: .75 average 18,720
2 adult, $1.00 child: $1.50 average 37,440
2 (all) 49,920
Shuttle Fare: Based on 14 passengers /hour, 4 hours /day for 12 months.
.25 (all) 4,680
Although elasticity may not be significant, it may be prudent in the
future to consider slightly less demand for the excursion service at
the higher fare structures and, therefore, less revenue generation
than shown. However, at this time the projection is considered to be
valid. Also, the projection for shuttle revenue does not include a
factor for honoring monthly and daily passes. However, it is
anticipated that the presence of shuttle service will make it easier
to market these passes among passengers who would not otherwise
purchase them. Therefore, it is assumed to be a push between lessened
revenue from the use of passes and the increased revenue from
additional pass sales.
Financial Analysis
The operating expense and revenue projections are combined here along
with capital costs to provide an estimate of the first year financial
commitment of the participants. The capital costs are split between
CTS and non -CTS sources based upon the amount of time through the year
that the vehicle is available for excursion service and shuttle /other
service.
1 .4 il ge of Lo
-4-
Operating Cost
Operating revenue (.75 average)
Operating subsidy /profit
Cost recovery
Operating cost
Operating revenue (1.50 average)
Operating subsidy /profit
Cost recovery
Capital 22,220
Subsidy (at .75) 13,280
Total 35,500
Capital 22,220
Profit (at 1.50) 5,400
Total 16,820
Capital 22,220
Profit (at 2.00) 17,920
Total 4,300
Operating cost
Operating revenue
Operating subsidy
Cost recovery
Capital
Subsidy
Total
EXH I
EXCURSION
FIRST YEAR INVESTMENT: EXCURSION
(at three different revenue levels)
SHUTTLE
FIRST -YEAR INVESTMENT: SHUTTLE
-5-
32,000
18,720
(13,280)
59%
32,000
37,400
5,400
117%
24,000
4,680
19,320
20%
27,780
19,320
47,100
Conclusion
As has been shown, the acquisition and operation of a replica trolley
can be a highly successful venture and a real community asset for all
of the participants.
A number of details would have to be worked out regarding the
specifications for the acquisition the vehicle, as well as the
operating routes and schedules. However, this plan provides a
conceptual framework to work on and to draw organizational support of
the respective parties. Each party will have to commit and dedicate
resources to the establishment of the project. CTS will act as a lead
in the administration and management of the project. However, it is
advisable and warranted that the participants establish a working
group or committee that will have the ability to resolve any conflicts
or prevent problems from occurring among the participants. This group
would also help plan for and adjust to future service and capital
needs of the project and to provide for appropriate marketing efforts
and economic considerations. For instance, the initial year
financial projections do not include a capital replacement factor.
This can be included into the operating expense formula after the
first year of operation. Also, CTS administrative expenses at some
point will have to be factored into the operating expense formula to
reflect a more equitable distribution of costs.
ENS
3
Clalla Transit Systseee
December 12, 1985
Dave Flodstrom, City Manager
City of Port Angeles
P. 0. Box 1150
Port Angeles, WA 98362
Dear Mr. Flodstrom:
Enclosed please find a summary description of the Replica
Trolley project. This description was generated from a
series of meetings among interested parties.
The intent, the participants, and future considerations
are identified in the project summary, as well as the plans
for operation, captial acquisition, revenue generation,
and financing of the project.
If you have any questions or comments, please let me know.
Also, if you need any assistance in presenting this project
to your organization, I will be happy to help.
Sincerely,
TJF :jls
Enclosure
2417 West 19th
Port Angeles, Washington 98362
Telephone
(206) 452 -1315
SCAN 632 -1299
k, A.52 9.A.
(J -&H
2 --t' l
Introduction
SERVICE PLAN: REPLICA TROLLEY
The Replica Trolley Project is a cooperative effort of the Clallam
Transit System and interested organizations in Port Angeles that
include the City of Port Angeles, the Port Angeles Downtown Asso-
ciation, and the Port Angeles Chamber of Commerce. The purpose
of the project is to acquire and operate a replica trolley which
shall benefit tourism development, commercial activity in Port
Angeles, and as a part of an improved transportation and parking
system for the public. Although the replica trolley would be
used primarily in the Port Angeles area, it is understood that
it would also be made available for use for special events, com-
munity festivals, private use on a lease basis, and for other
worthwhile occasions. The cooperative effort shall prepare a
plan and an understanding among the participants to commit finan-
cial resources.
A service plan has been discussed among the participants at various
meetings and has been formed in a general way. The details as
to vehicle specifications and exact routing and scheduling will
be determined upon agreement of the participants.
Operations
The replica trolley shall be operated year -round as a parking
shuttle and for eight months of the year as a tour bus. The
hours and months of operation shall be broken down as follows:
Tour bus The vehicle will operate for eight hours a day Monday
through Saturday, March through October. The eight hours of service
would provide eight tour runs a day, with four tours along the
Port Angeles waterfront and four covering the greater Port Angeles
area. The one -hour headways would provide enough time for scenic,
historical, and rest stops and accommodate passenger needs and
shopping. The tour bus would also be staffed with a guide to
provide information and historical highlights.
Parking shuttle As a parking shuttle, the vehicle would operate
four hours of service a day Monday through Saturday all year
long. The four hours of service would provide eight shuttle
runs a day on one -half hour headways. A suggested schedule would
be to have three runs in or near the morning peak, two mid -day
runs, and three runs in or near the afternoon peak. This schedule
would be able to accommodate work commuters as well as shoppers.
The route would be designed to service primarily the commercial
area of the Highway 101 corridor going as far east as the Plaza
and perhaps as far west as Boat Haven.
Service Plan: Replica Trolley 2
Other uses As stated, the trolley can be made available for
other uses as deemed appropriate. In the event such use would
make the vehicle unavailable for its scheduled service, CTS shall,
of course, provide a substitute vehicle in order to maintain
tour and shuttle service. This would also be the case for vehicle
maintenance and when road or weather conditions make the use
of another vehicle necessary.
Capital Acquisition
The replica trolley can be acquired by one of three ways: outright
purchase, lease, or lease with purchase option. Also, the actual
cost of each of these would be dependent upon the specifications
for the vehicle. It would be possible to attain a larger vehicle
with outside passenger areas and finer and more detailed accoutre-
ments. However, it appears to be the feeling of the group that
'a vehicle similar to the one used by CTS in demonstration the
summer of 1985 would be adequate. The sales representative for
that model of vehicle indicates a purchase value of between $45,000
and $50,000 for that vehicle. The lease or lease- option cost
for the vehicle would depend upon the term of the lease and the
stated residual value of the vehicle. According to the sales
representative, the terms are entirely negotiable. However,
he also indicates that there would be no interest in a short -term
lease, i.e. "two or three years." Also, the delivery time from
award of contract for either purchase or lease is estimated at
90 to 120 days, provided that a chassis is available for manufac-
ture of the replica body. The power train is at our discretion
and the vehicle can be either gasoline, propane, or diesel powered.
Expenses
Operational expenses are based upon current labor, fuel, mainte-
nance, and insurance costs and are subject to changes in these
factors. At present, the estimated marginal costs of operation
are calculated as follows:
Labor
Operator wages
Benefits
Cost per hour
9.35
2.26
$11.61
Vehicle
Fuel 0.13
Maintenance 0.32
Cost per mile .45
Insurance annual $3,400.00
Using these cost factors, the annual operating cost can then
be calculated on a six day per week schedule at the Clallam Transit
System urban average of 15 miles per hour. The annual cost at
Service Plan: Replica Trolley 3
12 hours of service per day would be $72,000.00. Annual operation
of the tours would have an estimated cost of $32,000.00 and the
shuttle operating cost would be $24,000.00. The remaining cost
of operation, $16,000.00, would be at CTS's discretion for other
uses. It would not necessarily be expensed and, hopefully, would
be reimbursed by users at cost. If the vehicle is used for other
routes, it would merely be a vehicle substitution for existing
service.
Fare Structure
In the preliminary discussions regarding revenue generation,
a fare structure has been described which would be $1.00 for
adults and $.50 for children (12 and under) for the tours and
$.25 for the parking shuttle. This fare structure was used only
for the purpose of illustrating what the potential revenue genera-
tion could be. The actual fare structure would have to be decided
among the participants.
However, the parking shuttle fare would have to be approved by
the CTS Authority board. It is felt that the $.25 fare for the
shuttle would be the recommendation of the General Manager. This
fare would be consistent with the existing fare structure. Also,
it would remain at $.25 regardless of peak or base period. This
would make it more of an attraction for work commuters. CTS
would honor monthly and daily passes for the shuttle as a part
of the transit system network.
The tour fares can be set at the discretion of the non -CTS partici-
pants. This is justified by the fact that they would be under-
writing the cost of the tour service. The $1.00 adult fare and
$.50 child fare are only mentioned because of their convenience
in analysis and because they would be consistent with transit's
low fares. However, this rationale would hold true even if the
tour fares were twice as much, $2.00 adult and $1.00 child. Also,
the difference between adult and child may not be that important.
(CTS currently operates two excursion routes. The fares for
these are: Sol Duc, summer at $2.00, and Hurricane Ridge, winter
at $3.00, both for all passengers round trip.) It is felt that
these fares are not a significant factor regarding the price /con-
sumption elasticity of excursion service.
CTS would not honor monthly or daily passes for the tours under
the assumption that this service is of a special case and not
classified as a part of the existing transit system. (These
passes are not honored for our excursion service.)
Revenue
The revenue generation projections are based upon an average
of 15 passengers per hour for both tour and shuttle service.
This average is consistent with current CTS averages for urban -type
Service Plan: Replica Trolley 4
service in Port Angeles. This is also consistent with the ridership
levels experienced during the demonstration period. Although
the ridership during the demonstration would indicate about 30
passengers per hour, it should be recalled that this was during
the peak tourist season and that a large number of passengers
were local residents for whom the novelty of the trolley would
wear off. The revenue estimates are shown for different fare
structures for the tour service and at the $.25 fare for shuttle
service.
Tour Fare: Based on 15 passengers /hour, 8 hours /day for 8 months
$1 adult, $.50 child: $.75 average
$2 adult, $1 child: $1.50 average
$2 (all)
Shuttle Fare: Based on 15 passengers /hour, 4 hours /day for 12 mos.
$.25 (all) 4,680
Although elasticity may not be significant, it may be prudent
in the future to consider slightly less demand for the tour service
at the higher fare structures and, therefore, less revenue genera-
tion than shown. However, at this time the projection is consider-
ed to be valid. Also, the projection for shuttle revenue does
not include a factor for honoring monthly and daily passes. How-
ever, it is anticipated that the presence of shuttle service
will make it easier to market these passes among passengers who
would not otherwise purchase them. Therefore, it is assumed
to be a push between lessened revenue from the use of passes
and the increased revenue from additional pass sales.
Financial Analysis
The operating expense and revenue projections are combined here
along with capital costs to provide an estimate of the first
year financial commitment of the participants. The capital costs
are split between CTS and non -CTS sources based upon the amount
of time through the year that the vehicle is available for tour
service and shuttle /other service.
TOUR
Operating cost
Operating revenue (.75 average)
Operating subsidy /profit
Cost recovery
Operating cost
Operating revenue (1.50 average)
Operating subsidy /profit
Cost recovery
$18,720
$37,440
$49,920
32,000
18,720
(13,280)
59%
32,000
37,400
5,400
117%
Service Plan: Replica Trolley
Operating cost
Operating revenue
Operating subsidy /profit
Cost recovery
32,000
49,920
17,920
156%
FIRST YEAR INVESTMENT: TOURS
(At three different revenue levels)
Capital 22,220
Subsidy (at .75) 13,280
total 35,500
Capital 22,220
Profit (at 1.50) 5,400
Total 16,820
Capital 22,220
Profit (at 2.00) 17,920
Total 4,300
Operating cost
Operating revenue
Operating subsidy
Cost recovery
Conclusion
SHUTTLE
24,000
4,680
19,320
20%
FIRST YEAR INVESTMENT: SHUTTLE
Capital 27,780
Subsidy 19,320
Total 47,100
5
As has been shown, the acquisition and operation of a replica
trolley can be a highly successful venture and a real community
asset for all of the participants.
A number of details would have to be worked out regarding the
specifications for the acquisition of the vehicle, as well as
the operating routes and schedules. However, this plan provides
a conceptual framework to work on and to draw organizational
support of the respective parties. Each party will have to commit
and dedicate resources to the establishment of the project. CTS
will act as a lead in the administration and management of the
project. However, it is advisable and warranted that the partici-
pants establish a working group or committee that will have the
ability to resolve any conflicts or prevent problems from occurring
among the participants. This group would also help plan for
and adjust to future service and capital needs of the project
and to provide for appropriate marketing efforts and economic
Service Plan: Replica Trolley 6
considerations. For instance, the initial year financial projec-
tions do not include a capital replacement factor. This can
be included into the operating expense formula after the first
year of operation. Also, CTS administrative expenses at some
point will have to be factored into the operating expense formula
to reflect a more equitable distribution of costs.
WATER FRONT TOUR
See the Waterfront from a trackless Trolley!!!
30 Minute Tour of the Port Angeles Waterfront includes the
Marina Area and Ediz Hook.
The Trolley leaves downtown at 10:00 a.m., 12 :00 noon, 2 :00 p.m.,
and 4 :00 p.m.
Fare 25G July 23 through July 26, 1985 only!!!
ClallanmTransit System
v
PORT ANGELES TOUR
ClallamTransit System
See Port Angeles from a trackless Trolley!!!!
30 Minute Tour around town with stops at Olympic National
Park Headquarters, Shopping Areas, Scenic Viewpoints.
Trolley leaves downtown at 9:00 a.m., 11:00 a.m., 1:00 p.m.,
and 3:00 p.m.
Fare 25C July 23 through July 26, 1985 only111
/S /A
RUN DATE: 19- Nov -85
17A $115-0 ESTIMATED MARGINAL OPERATING COSTS g d
25 PASSENGER DIESEL ENGINED TROLLEY
0 G /64_,/4_
50, D
e 7
SS OOc
5c 6
3 0.00
6-7
0
Operator Wages
Benefits
Cost Per Hour
Fuel
Maintenance
Cost Per Mile
Annual Insurance Cost
c ESTIMATED ANNUAL COSTS
OPERATING
SIX DAYS PER WEEK
S yr
DAILY OPERATING HOURS
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
TOTAL
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
FIFTEEN MILES PER HOUR
4 6
1248 1872
18720 28080
$22,954.78 $34,432.17
$3,400.00 $3,400.00
$26,354.78 $37,832.17
13,120.00 $4,680.00
$6,240.00 $9,360.00
19,360.00 $14,040.00
$12,480.00 $18,720.00
ESTIMATED OPERATING DEFICIT
*23,234.78 $33,152.17
*20, 114.78 $28,472.17
$16,994.78 $23,792.17
$13,874.78 $19,112.17
4('
C7
;Jim)
$11.61
$0.13
$0.32
$0.45
$3,400.00
8
2496
37440
$45„909.56
$3,400.00
$49,309.56
ESTIMATED FARE REVENUES r)
$0 FARE
$6,240.00
$12,480.00
$18, 720.00
$24,960.00
$43,069.56
$36,829.56
$30,589.56
$24,349.56
/2
12
3744
56160
$68,864.33
$3, 400. 00
$72,264.33
$62,904.33
$53,544.33
$44,184.33
$34,824.33
$9, 360.00
$18, 720.00
$28, 080.00
$37, 440.00 N�o
O
3
RUN DATE: 19- Nov 85
TOTAL
/U 000 Ut �2 i ✓G
jv/
DAILY OPERATING HOURS
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
50, 00
Operator Wages
Benefits
Cost Per Hour
Fuel
Maintenance
Cost Per Mile
Annual Insurance Cast
Cdr/''/ ,4 L
ESTIMATED ANNUAL COSTS
OPERATING
SIX DAYS PER WEEK
FIFTEEN MILES PER HOUR
4
1248
18720
$22,954.78
$3,400.00
$26,354.78
6
1872
28080
$34,432.17
$3,400.00
$37,832.17
ESTIMATED FARE REVENUES
$0 e FARE
$3,120.00
$6, 240. 00
$9, 360. 00
*12,480.00
$4,680.00
$9,360.00
$14,040.00
$18,720.00
ESTIMATED OPERATING DEFICIT
*23,234.78 $33,152.17
$20,114.78 *28,472.17
$16,994.78 $23,792.17
$13,874.78 $19,112.17
311.61
$0.13
$0.32
$0.45
*3,400.00
8
2496
37440
545. 909.56
$3,400.00
$49,309.56
$6,240.00
$12,480.00
$18,720.00
$24,960.00
$43,069.56
*36,829.56
$30,589.56
$24,349.56
/S •455
/2
ESTIMATED MARGINAL OPERATING COSTS
25 PASSENGER DIESEL ENGINED TROLLEY,
12
3744
56160
368, 864. 33
$3,400.00
$72, 264. 33�
I
a
e n
$9, 360. 00
$18, 720.00
528, 080. 00
$37, 440. 00 0
v
L.
562, 904.33
$53,544.33
$44,184.33
$34,824.33
RUN DATE: 19- Nov -85
r 7; r..-
ESTIMATED ANNUAL COSTS
OPERATING
40, 00C (7f' SIX DAYS PER WEEK
FIFTEEN MILES PER HOUR
J J am
DAILY OPERATING HOURS
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
TOTAL
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
Operator Wages
Benefits
Cost Per Hour
Fuel
Maintenance
Cost Per Mile
Annual Insurance Cast
U/\-' 67,5 CAP/ 7 c,
ESTIMATED MARGINAL
25 PASSENGER DIESEL ENGINED TROLLEY /C
ZL '945(7
yl C
$11.61
4
1248
18720
$22,954.78
$3,400.00
$26,354.78
OPERATING COSTS
6
1872
28080
$34,432.17
$3,400.00
$37,832.17
ESTIMATED FARE REVENUES
$0 .0 FPRE
$3,120.00
$6,240.00
$9,360.00
$12,480.00
$4,680.00
$9,360.00
$14,040.00
$18,720.00
ESTIMATED OPERATING DEFICIT
$0.13
$0.32
$0.45
$3,400.00
8
2496
37440
$45.909.56
$3,400.00
$49,309.56
$6,240.00
$12,480.00
$18,720.00
$24,960.00
PA55/
12
3744
56160
$68,864.33
$3,400.00
$72,264.33
$23,234.78 $33,152.17 $43,069.56 $62,904.33
$20,114.78 $28,472.17 $36,829.56 $53,544.33
$16,994.78 $23,792.17 $30,589.56 $44,184.33
$13,874.78 $19,112.17 $24,349.56 $34,824.33
$9,360.00
$18,720.00 0
*28, 080.00
$37,440. 00 j0 O<
O
RUN DATE: 19- Nov -85
oc c) Ut��y2
DAILY OPERATING HOURS
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
TOTAL
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
)0
Ooerator Wages
Benefits
Cost Per Hour
Fuel
Maintenance
Cost Per Mile
Annual Insurance Cast
ESTIMATED MARGINAL OPERATING COSTS
25 PASSENGER DIESEL ENGINED TROLLEY
i4
ESTIMATED ANNUAL COSTS
OPERATING
;�ff\./ SIX DAYS PER WEEK
FIFTEEN MILES PER HOUR
4 6 8
1248 1872 2496
18720 28080 37440
$22,954.78 $34,432.17 $45.909.56
$3,400.00 $3,400.00 $3,400.00
$26,354.78 $37,832.17 $49,309.56
ESTIMATED
$0 FARE
$3, 120. 00
$6, 240. 00
$9, 360. 00
$12,480.00
FARE REVENUES
$4,680.00
$9,360.00
$14,040.00
$18,720.00
ESTIMATED OPERATING DEFICIT
$23,234.78 $33,152.17
$20,114.78 $28,472.17
$16,994.78 $23,792.17
$13,874.78 $19,112.17
$11.61
*0.13
*0.32
$0.45
$3,400.00
$6,240.00
$12,480.00
$18,720.00
$24,960.00
$43,069.56
$36,829.56
$30,589.56
$24,349.56
/2
12
3744
56160
$68,864.33
$3,400.00
$72, 264. 33
i
t 3
39, 360. 00
$18, 720. 00
$28, 080. 00
$37, 440. 00
$62,904.33
$53,544.33
$44,184.33
*34,824.33
RUN DATE: 19- Nov -85
50 00
Operator Wages
Benefits
Cast Per Hour
Fuel
Maintenance
Cost Per Mile
Annual Insurance Cost
DAILY OPERATING HOURS
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
TOTAL
Cd 5 PASSENGERS /HOUR
Cd 10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
ESTIMATED MARGINAL OPERATING
25 PASSENGER DIESEL ENGINED TROLLEY
C7/
ESTIMATED ANNUAL COSTS
OPERATING
SIX DAYS PER WEEK
FIFTEEN MILES PER HOUR
4
1248
18720
522, 954.78
53, 400. 00
526, 354. 78
6
1872
28080
334. 432. 17
53, 400.00
537, 832. 17
ESTIMATED FARE REVENUES
S0 CFr%RE
53, 120. 00
56, 240. 00
59, 360. 00
512, 480.00
54, 680. 00
59, 360.00
514, 040.00
518, 720.00
ESTIMATED OPERATING DEFICIT
523, 234.78 533, 152.17
520, 114.78 528, 472. 17
516, 994.78 523, 792.17
513, 874.78 519, 112.17
COSTS
511.61
$0.13
50. 32
50. 45
53, 400. 00
8
2496
37440
545. 909.56
53, 400. 00
549,309.56
56,240.00
512, 480.00
518, 720.00
524, 960.00
543, 069.56
536, 829. 56
530,589.56
524, 349.56
j G
0
ham,
27;
12
3744
5616■
$68,864.33
$3,400.00
$72,264.33
59, 360.00 5-- <J■.,.
518, 720.00
c
528, 080. 00 4
537, 440. 00 r --3u ad°
L/
562,904.33
553,544.33
544,184.33
534, 824. 33
RUN DATE: 19- Nov -85
ESTIMATED MARGINAL OPERATING COSTS
-D J Operator Wages
Benefits
7
Fuel
Maintenance
6 CA-P/ L
ESTIMATED ANNUAL COSTS
OPERATING
00 J SIX DAYS PER WEEK
FIFTEEN MILES PER HOUR
DAILY OPERATING HOURS 4 6 8 12
ANNUAL OPERATING HOURS
ANNUAL OPERATING MILES
ANNUAL OPERATING COST
INSURANCE
TOTAL
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
5 PASSENGERS /HOUR
10 PASSENGERS /HOUR
15 PASSENGERS /HOUR
20 PASSENGERS /HOUR
Cost Per Hour
Cost Per Mile
Annual Insurance Cost
25 PASSENGER DIESEL ENGINED TROLLEY /0g 0 L
$11.61
$0.13
$0.32
$0.45
$3,400.00
i
,r)
1248 1872 2496 3744
18720 28080 37440 56160
$22,954.78 $34,432.17 $45.909.56 $88,864.33
$3,400.00 $3,400.00 $3,400.00 $3,400.00
$26,354.78 $37,832.17 $49,309.56 $72,264.33
ESTIMATED OPERATING DEFICIT
$23,234.78 $33,152.17 $43,069.56 $62,904.33
$20,114.78 $28,472.17 *36,829.56 $53,544.33
$16,994.78 *23,792.17 $30,589.56 $44,184.33
$13,874.78 $19,112.17 $24,349.56 $34,824.33
ESTIMATED FARE REVENUES
$0 0 FARE
$3, 120. $4, 680. $6, 240.00 $9, 360. 00
$6, 240. 00 $9, 360. 00 $12, 480. $18,720.00 T-
$9, 360.00 $14,040.00 $18,720.00 *28,080. 00 f1
$12, 480. $18, 720.00 $24, 960. $37, 440. 00 0,J0
MEMO
DATE. December 29, 1988
Thank you.
5.98
the bus
CiaiiamTransit System
To: Richland City Clerk
Port Angeles City Clerk
Everett City Clerk
Hoquiam City Clerk
Port Townsend City Clerk
Bremerton City Clerk
Raymond City Clerk
Olympia City Clerk
Benton County Auditors Office
Franklin County Auditors Office
Clallam County Auditors Office
Snohomish County Auditors Office
Grays Harbor County Auditors Office
Jefferson County Auditors Office
Kitsap County Auditors Office
Pacific County Auditors Office
Thurston County Auditors Office
Secretary of State
From: Mary E. Bower, Executive Assistant
Re: Interlocal Agreement Creating the
Washington State Transit Insurance Pool
Pursuant to RCW 39.34.040, please file the
attached document(s) according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
INTERLOCAL AGREEMENT CREATING THE
WASHINGTON STATE TRANSIT INSURANCE POOL
RECITALS
J AN 31989 j
5.97
�I CITV
THIS AGREEMENT is made and entered into by and among the several Transit
Systems of the State of Washington which are parties signatory to this Agreement
(Collectively "Member Transit Systems and individually "Member Transit System
WHEREAS, Chapter 48.62 RCW grants local governmental entities. including
Transit Systems. maximum flexibility to enter into agreements with each other to
provide joint programs, which include programs of joint purchasing of insurance,
joint self- insuring, and joint contracting for or hiring of personnel to provide risk
management. claims handling, and administrative services; and
WHEREAS. Chapter 39.34 RCW permits local governmental units to make the
most efficient use of their powers by enabling them to cooperate with other
localities on a basis of mutual advantage and thereby to provide services and
facilities in a manner and pursuant to forms of governmental organization that
will accord best with geographic. economic, population, and other factors
influencing the needs and development of local transit systems; and
WHEREAS, each of the member Transit Systems desires to join together
with the other member Transit Systems for the purpose of pooling self insured
losses and jointly purchasing excess insurance and administrative services; and
WHEREAS, it appears economically_ feasible and practical for the member
Transit Systems to do so;
NOW, THEREFORE, for and in consideration of the mutual benefits,
covenants and agreements contained herein, the member Transit Systems agree as
follows:
Article 1
Definitions
The following definitions shall apply to the provisions of this Agreement:
(a) "Pool" shall mean the Washington State Transit Insurance Pool, a
Washington Joint purchasing group created by the member Transit Systems.
(b) "Executive Committee" shall mean the Executive Committee of the
Board of Directors of the Pool.
(c) "Board of Directors" shall mean the appointed members from each
transit system.
(d) "Insurance" shall mean group liability self insurance through a
funded program and a commercial insurance contract. Liability insurance shall
include coverage for claims arising from the negligent or other tortious conduct
of the member Transit Systems, their officers, employees. or agents, or any error
or omission on the part of the member Transit Systems, their officers, employees
or agents, as a result of which a claim may be made against a member Transit
System.
(e) "Excess Insurance" shall mean that insurance purchased on behalf
of the Pool over and above the amount of claims to be satisfied directly from the
Pool's resources.
(f) "Fiscal Year" shall mean that period of twelve months which is
established as the fiscal year of the Pool.
(g) "Governing Board" shall mean the governmental authority or
legislative body empowered to act under the provisions of Title 35, Title 35A,
Chapter 36.57 and 36.57a RCW or a charter adopted by any Transit System of the
State of Washington.
(h) "Transit system" shall mean a transit system owned and operated by
a public agency such as a City, a County, a County Transportation Authority or a
Public Transportation Benefit Area. Where transit system is owned and operated
by a city and is not governed by an entity other than a city council, then as
used in this agreement the team "governing board" of that city owned and
operated transit system shall mean the "city council" of that city, and the term
"transit system" shall mean the "city".
Article 2
Purpose
This Agreement is entered into for the purpose of authorizing the creation
of the Washington State Transit Insurance Pool, which shall be organized as a
joint purchasing group under Chapter 48.62 RCW, to provide to member Transit
Systems programs of joint self insurance, joint purchasing of insurance and joint
contracting for or hiring of personnel to provide risk management, claims
handling, and administrative services.
Article 3
Parties to Agreement
Each party to this Agreement certifies that it intends to contract with all
parties who are signatories of this Agreement on its effective date and with such
other parties as may later be added to and become signatories to this Agreement.
Each party also certifies that the cancellation or withdrawal of any party shall
not affect this Agreement nor such party's intent to contract pursuant to the
terms of this Agreement with the then remaining parties.
Article 4
Duration of Agreement
This Agreement shall become effective when signed by eight member
Transit Systems. This Agreement -shall have perpetual- duration unless terminated
as hereinafter provided.
2
Pool membership shall be limited to the several Transit Systems of the
State of Washington and shall not include other local governmental entities. The
Board of Directors of the Pool shall provide for the reasonable admission of new
member Transit Systems. New members shall pay a reasonable share of the
organizational expenses of the Pool and the costs necessary to analyze their
loss data and determine their premiums, as determined by the Board of Directors.
(a) Nature. The Pool shall be a joint purchasing group made up of
member Transit Systems. All income and assets of the Pool. including surplus
funds. shall be at all times dedicated to the exclusive benefit of its members.
Article 5
Membership Composition
Article 6
Nature of Pool
Article 7
Powers of Pool
The Pool shall have the powers and functions to do the following:
a. All the powers common to Member Transit Systems to implement the
terms of this Agreement and to do all acts necessary for the
exercise of such common powers, including but not limited to. any
and all of the following:
1. To make and enter contracts;
2. To incur debts. liabilities or obligations;
3. To sue and be sued in its own names; and
4. To exercise aU powers necessary and proper to carry out the
terms and provisions of this Agreement. or otherwise
authorized by the By -Law.
b. Power to contract or otherwise provide for risk management and
loss control services_
c. Power to contract or otherwise provide legal counsel for the
defense of claims and /or other legal services;
d. Power to consult with the Washington State Insurance Commissioner
and State Office of Risk Management.
e. Power to jointly purchase insurance coverage in such form and
amount as the Board of Directors may determine;
f. Power to establish a son profit corporation if such organization is
determined to be in the best interest of the Pool by the Board; and
3
g.
Power to exercise any other powers and perform all other functions
reasonably necessary to carry out the purposes of Chapter 48.62
RCW.
Article 8
Organisation
(a) Board of Directors. The Pool shall be governed by a Board of
Directors ('Board") which shall be composed of one Director from each member
Transit System. Directors and Alternate Directors shall be officers or employees
of member Transit Systems, and shall be appointed by and serve at the pleasure
of the Governing Boards of member Transit Systems. Alternate Directors shall
have the same authority to attend. participate in, and vote at any meeting of the
Board or a Committee as that member Transit System's Director when such Director
is absent from the meeting. Each Director or Alternate Director shall have one
vote. Proxy votes from Directors and Alternates not in attendance at a meeting
shall not be permitted.
(b) Officers. The Board shall elect officers of the Pool.
(c) Meeting. The Board shall provide for regular meetings and shall
be subject to the Open Public Meetings Act, Chapter 42.30 RCW. Pursuant to RCW
48.62.110. the Board shall provide for private meetings to consider litigation and
settlement of claims.
Article 9
Administrator
The Board shall engage an Executive Director, who shall be given general
administrative responsibility for Pool activities including risk management, claims
handling and administrative services.
Article 10
Pool Responsibilities
The Pool shall perform the following functions in discharging its
responsibilities under this Agreement:
(a) Provide for the management and operation of the Pool;
(b) Provide for excess liability coverage for the member Transit
Systems;
(c) Establish deductibles and/or limits to any coverage that is
provided;
(d) Provide an annual report and audit of the operation of the Pool to
the member Transit Systems. the State Risk Manager, and the State Insurance
Commissioner;
4
t.
i.
1 (e) The Board shall establish and maintain such funds and accounts as
k. may be required by generally accepted accounting practices. including but not
4 limited to. a fund designated as the 'Operating Fund of Washington Transit
.i Insurance Pool Joint Board'.Such funds may be established with any Member
Transit System or a County Treasurer servicing such agency.
(f) The Board shall establish and maintain annual budgets for the
operation of the Pool.
(g) The Board shall be authorized to make investments of the Pool
funds as may be authorized by the applicable statutes and amendments thereof.
(h) Provide for other services as deemed necessary by the Board in
order to carry out the purposes of this Agreement.
Article 11
(c) Each Transit System shall maintain an active safety officer and /or
committee, and shall consider all recommendations of the Pool concerning the
development and implementation of a loss control policy to prevent unsafe
practices;
(d) Each Transit System shall report all losses to the Pool to insure
accuracy of the Pool's loss data base;
5
Member Transit System Responsibilities
Member Transit Systems shall have the following responsibilities:
(a) The Governing Board of each member system shall appoint a Director
and at least one Alternate Director to the Board;
(b) Each Transit System shall appoint an employee of the Transit
System to be responsible for the risk management function within that Transit
System. and to serve as a liaison between the Transit System and the Pool as to
risk management;
(e) Each Transit System shall pay its premium and any readjusted
amount promptly to the Pool when due. After withdrawal or termination. each
Transit System shall pay promptly to the Pool its share of any additional premium
and accrued interest;
(f) Each Transit System promptly shall provide the Pool with such other
information or assistance as may be necessary for the Pool to carry out its
responsibilities under this Agreement; and
(c) Liability Limitation
Article 12
Financing
(a) Initial Premiums. After the effective date of this Agreement, but
prior to the effective date of joint self insurance, the Board shall adopt fair and
reasonable coverages, initial premiums. precise cost allocation plans and
formulae, the pro forma financial statement of the Pool and the amounts and
types of excess insurance to be procured. The effective date of joint self
insurance shall be determined by the Board.
(b) Subsequent Premiums. Premiums shall be fairly and reasonably
adjusted as determined by the Board after considering actuary studies at the end
of the first year of operation and annually thereafter.
(c) Premium Payments. Member Transit Systems shall pay their
premiums promptly when due, and reasonable interest on overdue payments.
(d) Initial Premium The initial premium for each member transit system
shall be determined by the Board in its discretion based upon a fair formula
which may consider annual vehicle miles operated by the member transit system
and annual passengers carried by the member transit system.
Article 13
Joint Self Insurance
(a) Self- Insurance. The Pool shall provide joint self- insurance
coverage for liability claims arising from the negligent or other tortious conduct
of member Transit Systems, their officers, employees or agents, or any error or
omission on the part of member Transit Systems, their officers, employees or
agents. The Pool may obtain excess insurance or reinsurance or join in other
risk sharing pools. Joint self insurance coverage shall be subject to exclusions
and limitations determined by the Board.
(b) Contingent Liabilities and Retroactive Assessments. Pursuant to
RCW 48.62.060. each member Transit System shall have contingent liability for
the liabilities of the Pool in the event the assets of the Pool are not sufficient
to cover its liabilities. Deficits of the Pool shall be financed through fair and
reasonable retroactive assessments levied against each member Transit System as
determined by the Board. Retroactive assessments shall be added to the annual
premiums.
It is understood and agreed that in the event a liability obligation exceeds the
limit of insurance coverage provided by the pool, such remaining obligation shall
be the responsibility of the applicable member transit system and shall not be
the responsibillity of the pool no any other pool transit system.
1
Article 14
Subrogation
In the event the Pool pays any claim on behalf of a member Transit
System, the Pool shall be subrogated to the extent of such payment to all the
rights of the member Transit System against any person or other entity legally
responsible for damages arising under the claim. Member Transit Systems shall
render all reasonable assistance, to effect recovery on the subrogated claim.
Article 15
Cancellation and Withdrawal
(a) Cancellation. A member Transit System's participation in this
Agreement and the Pool may be canceled at any time by an affirmative vote of
three- quarters of the entire Board. The effective date of cancellation shall be
six months after the date of Board action. Until the effective date. the canceled
member Transit System shall still benefit from the Pool's services.
(b) Withdrawal. No member Transit System may withdraw for thirty -six
months after joining the Pool. After the initial thirty -six month period, a member
Transit System may withdraw at the end of any Pool fiscal year. However, no
member transit system may give notice to withdraw during the first 36 months of
the pool. A member must give the Pool 12 months written notice of its intent to
withdraw from the Pool. Any member who withdraws will not be allowed to rejoin
the pool for a period of 36 months.
(c) Effect of Cancellation and Withdrawal. The cancellation or
withdrawal of one or more member Transit Systems shall not terminate this
Agreement. No withdrawing or canceled member Transit System shall be entitled
to payment or return of any premium contributed to the Pool or to any distribution
of assets. Any distribution of equity accounts will be established by the Board
1
of Directors provided such policies do not jeopardize the financial integrity of
the pool.
(d) Unpaid Liabilities. The cancellation or withdrawal of a member
Transit System shall not terminate its responsibility to contribute its share of
premiums or assessments until all claims and other unpaid liabilities covering
the period of its membership have been finally resolved and the Board has
determined the final amount of payments due from the withdrawing or canceled
member Transit System for the period of its membership.
Article 16
Termination
(a) Initial Period. This Agreement may be terminated any time during
its first thirty -six months by the written consent of the Governing Boards of all
member Transit Systems. After the first thirty -six months. this Agreement may be
terminated by the written consent of the Governing Boards of three- fourths of the
member Transit Systems. Upon termination, this Agreement and the Pool shall
continue for the purpose of disposing of all claims. distribution of assets and all
other functions necessary to wind up the affairs of the Pool.
(b) Distribution of Assets. Upon termination, assets,of the Pool shall
be distributed to terminating member Transit Systems proportionate to their equity
account and premium payments made during the last thirty -six (36) months of the
Pool. The Board shall distribute the assets to terminating member Transit
Systems within six (6) months after the disposition of the last pending claim or
loss covered by the Pool.
(c) Contingent Liabilities. Upon termination. the Board shall wind up
and dissolve the business affairs of the Pool. The Board shall determine, and
member Transit Systems shall pay. each Transit System's fair share of any
additional premium amounts necessary for final disposition of all claims and
losses covered by the Pool. A member Transit System's share of such additional
premiums shall be determined in the same manner as that provided hereinabove
for annual premiums, and shall be treated as if it were the next year's annual
premium for that Transit System.
Article 17
Property of Pool
The Pool shall acquire, hold and dispose of real and personal property
subject to the policies as established by the Board of Directors.
8
Article 18
Notices.
Notices to member Transit Systems shall be sufficient if mailed postage
prepaid to the Governing Board of the respective member Transit Systems at such
addresses as may be given in writing to the Pool.
Article 19
Amendments
This Agreement may be amended at any time by the written approval of the
Governing Boards of all member Transit Systems.
Article 20
Prohibition Against Assignrnent
No Transit System may assign any right, claim or interest it may have
under this Agreement. No creditor, assignee or third -party beneficiary of any
Transit System shall have any right. claim or title to any part, share, interest.
fund, premium or asset of the Pool.
Article 21
Enforcement
The Pool may enforce the terms of this Agreement. In the event action is
instituted to enforce any term of this Agreement or any term of the Bylaws
against any present or previous member Transit System. the prevailing party shall
receive such sums as the court may fix as reasonable attorneys' fees and costs
in the action.
Article 22
Default
If any member Transit System fails to perform any tench or condition of
this Agreement and such failure continues for a period of sixty (60) days after
the Pool has given the member Transit System written notice of such failure, the
member Transit System shall be in. default hereunder. Upon default. the Pool may
immediately cancel the member Transit System's membership effective immediately
without further notice. or exercise any remedies herein provided or otherwise
provided by law. The rights and remedies of the Pool are cumulative in nature
and pursuit of any particular remedy shall not be deemed an election of remedies
or a waiver of any other remedies available hereunder or otherwise available by
law.
9
Article 23
No Waivers
No waiver or forbearance of a breach of any covenant. term. or condition
of this Agreement shall be construed to be a waiver or forbearance of any other
or subsequent breach of the same or of any other covenant, term or condition,
and the acceptance of any performance hereunder. or the payment of any sum of
money after the same has become due or at a time when any other default exists
hereunder. shall not constitute a waiver of the right to demand payment of all
other sums owing or a waiver of any other default than or thereafter existing.
Article 24
Severability
If any term or provision of this Agreement shall to any extent be
determined by a court of competent jurisdiction to be invalid or unenforceable.
the remainder of this Agreement shall not be affected thereby. and each term and
provision in this Agreement shall be valid and be enforceable to the fullest
extent permitted by law.
hereof.
Article 25
Time
Time is of the essence in this Agreement and each and every provision
Article 26
Headings
The Article and Section headings in this Agreement are inserted for
convenience only and are not intended to be used in the interpretation of the
contents of the Articles and Sections they introduce.
Article 27
Governing Law
This Agreement shall be governed by and construed in accordance with the
laws of the State of Washington.
Article 28
-Counterpart Copies
INTERLOCAL AGREEMENT CREATING THE
WASHINGTON STATE TRANSIT INSURANCE POOL
This Agreement may be signed in counterpart or duplicate copies. and any
signed' counterpart or duplicate copy shall be equivalent to a signed original for
all purposes.
Article 29
Agreement Complete
The foregoing constitutes the full and complete agreement of the parties.
All oral understandings and agreements are set forth in writing herein.
IN WITNESS WHEREOF. the parties have executed this Agreement by
authorized officials thereof on the dates indicated.
Interlocal Agreement creating the Washington State Transit Insurance Pool
approved this .11_ day of A42 c/[ 1988.
ACCEPTED BY THE POOL this
/S day of 23 1988.
By:
C: INTERL02. DOC
Clallam
Clallam
TRANSIT SYSTEM
Timothy -drickson
General ager
By Approval of the Governing Board of
Transit System
CtattamTransf System
To:
VEVO
DATE July 2. 1985
Port Angeles City Clerk
Tri- Cities City Clerk
Benton County Auditor's Office
Franklin County Auditor's Office
Clallam County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Contract No. 0184, Amendment No. 1
5•q1 t3
Pursuant to RCW 39.34.040, please file the
attached document according to your established
procedures.
If you have any questions, please contact me
at your earliest convenience.
Thank you.
r.
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
Ben Franklin Transit
3330 West Court Street Suite R
P 0 Box 2447 (509) 545 -5048
Tn- Cities, WA 99302
June 27, 1985
Mr. Timothy J. Frederickson, General Manager
Clallam Transit System
2417 West 19th
Port Angeles, WA 98362
Dear Mr. Frederickson,
SUBJECT: CONTRACT No. 0184, AMENDMENT No. 1
This letter in duplicate originals constitutes an amendment to the subject
agreement.
The term of the agreement (Article III) shall be extended an additional
30 days to July 31, 1985. All other terms and conditions shall remain
the same.
If this meets with your approval please sign one copy in the block indicated
below and return to us. The other copy is for your files.
,Very truly yours,
di
LB /DF
FILE
3 `'l,,v1
Jake B. Vetrano
Director, Finance
and Administration
oe
Serving West Richland, Richland, Kennewick, and Pasco
APPROVED,E0R N FRANK IN TRANSIT
/0ohn G. Olson
General Manager
Title
July 1, 1985
bate
APPROVED FOR CLAL 'M TRANSIT
General Manaaer
Title
July 1, 1985
Date
s Po
ClailamTransit System
'go:
DATE June 25, 1985
Port Angeles City Clerk"
Port Townsend City Clerk
Olympia City Clerk
Clallam County Auditor's Office
Jefferson County Auditor's Office
Thurston County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Agreement
VEVO
Pursuant to RCW 39.34.040, please file the
attached document according to your establish-
ed procedures.
If you have any questions, please contact me
at your earliest convenience.
Thank you.
5.91 G
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
AGREEMENT
THIS AGREEMENT, entered into by the State of Washington Department of
Transportation (hereinafter referred to as the "Department the Jefferson Transit
Authority (hereinafter referred to as the "Authority and the Clallam County Public
Transportation Benefit Area (hereinafter referred to as the "PTBA WITNESSES THAT:
The Authority holds title to one 15- passenger Dodge van, model year 1977, serial number
B36BF7X112546 (hereinafter referred to as the "van
The van was purchased with 100 percent Federal funds derived from a project grant
received from the Federal Highway Administration through the Department, namely
Section 147, Federal -Aid Highway Act of 1973, often referred to as the Rural Highway
Public Transportation Demonstration Program.
The contractual agreement for the Section 147 project grant made has expired, but
Federal interest remains through OMB Circular A102, Attachment N, Property
Management Standards.
The Department has determined that the van is Other Nonexpendable Personal Property
with a unit acquisition cost of $1,000 or more for the purposes of OMB Circular A102,
Attachment N, Property Management Standards.
The Authority is obligated by the United States Government through OMB Circular A102,
Attachment N, Property Management Standards, and the terms of Section 147 to operate
the van in rural and small urban areas for passenger transportation service purposes.
The Authority has determined that it no longer needs the van and now wishes to transfer
title of the van to the PTBA.
The PTBA is under contract with the Department to receive public transportation
assistance from a project grant from the Urban Mass Transportation Administration
through the Department, namely Section 18, Urban Mass Transportation Act of 1964, as
amended, often referred to as the Nonurbanized Area Public Transportation Program.
5A' i3
The Department has determined that the PTBA would qualify as a grantee under
Section 147.
THEREFORE, the Department, the Authority and the PTBA hereby agree to the
following:
The Authority shall transfer title of the van to the PTBA as soon as practicable.
The PTBA shall place title of the van in its name.
The PTBA shall take possession of the van in Port Townsend, Washington.
The PTBA absolves the Authority of any responsibilities, financial or otherwise, once it
takes possession of the van.
The PTBA acknowledges to the Department that the van remains subject to OMB Circular
A102, Attachment N, Property Management Standards.
The PTBA acknowledges to the Department that it shall operate the van for public
passenger transportation service within its service area, and that it may not lease, sell or
otherwise dispose of the van without the prior written approval by the Department.
The Department assures to the Authority and to the PTBA that the Federal Highway
Administration has affirmed that this transfer of title complies with federal procedures.
WASHINGTON STATE JEFFERSON CLALLAM COUNTY
DEPARTMENT OF TRANSIT PUBLIC TRANSPORTATION
TRANSPORTATION AUTHORITY BENEFIT AREA,
Approved s to FWm:
By:
Assistant Attorney General
11:Agmt8
Cis Ham Transit System
To:
VEVO
DATE June 24, 1985
Port Angeles City Clerk/
Olympia City Clerk
Clallam County Auditor's Office
Thurston County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Amendment to Agreement GC 7765
Pursuant to RCW 39.34.040, please file the
attached document according to your establish-
ed procedures.
If you have any questions, please contact me
at your earliest convenience.
Thank you.
Y\.6Jq
5`9?FS
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
THE FIRST AMENDMENT TO AGREEMENT GC 7765, entered into between the
WASHINGTON STATE DEPARTMENT OF TRANSPORTATION (hereinafter called
the "Department and Clallam County Public Transportation Benefit Area
Authority (hereinafter called the "Contractor WITNESSES THAT:
Delete existing language in Section 30(c) of the Agreement and amend it to read as
follows:
follows:
If at any time the Contractor becomes aware that the cost which it
expects to incur in the performance of the Agreement will exceed or be
substantially less than the Total Project Cost amount, the Contractor must notify
the Department promptly in writing to that effect.
A copy of this Agreement amendment shall be attached to and made a part of the
original Agreement. Any references in such Agreement to the "Agreement" shall
mean "Agreement as amended." All other terms and conditions of the original
Agreement shall remain in full force and effect. This document may be
simultaneously executed in several counterparts each of which shall be deemed
original having identical legal effect.
IN WITNESS WHEREOF, the parties hereto have executed this amendment the date
and year last written below.
WASHINGTON STATE
DEPARTMENT OF TRANSPORTATION
By:
By:
T12 /115
(c) Cost of the Project. The maximum cost of the Project shall be as
Federal Share $77,351.20 (80
Contractor's Share $19,337.80 (20
Total Project Cost $96,689.00 (100
3a P. Toohey
As tant Secretary for Title: f;PnPra 1 Manag-r
Planning, Research and
Public Transportation
Approved as to Form:
ssista t to r ney eneral
CLALLAM COUNTY PUBLIC
TRANSPORTATION BENEFIT AREA
AUTHORITY
Date: June 17, 1985
5,c1113
G C '7'7 6 5
Menem Transit System
To:
VEVO
DATE June 3, 1985
Port Angeles City Clerk
Clallam County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Evacuation Agreement
5.91 R
Pursuant to RCW 39.34.040, please file the
attached document according to your established
procedures.
If you have any questions, please contact me at
your earliest convenience.
Thank you.
2417 WEST 19TH, PORT ANGELES, WA 98362 -(206) 452 1315 /SCAN 632 -1299
THIS AGREEMENT covers the use of CLALLAM TRANSIT SYSTEM vehicle:, and
employees to evacuate OLYMPIC. MEMORIAL HOSPITAL.
The following standards and provisions shall apply in the event Clallam
Transit System (CTS) resources are used in an emergency response necessitat-
ing hospital evacuation:
1. Clallam Transit employees shall not be sent into any area
determined to be lazardous or imminently hazardous, i.e.,
presence of dangerous or life- threatening chemicals, gases,
or materials.
2. Clallam Transit System employees shall be used whenever reasonable
and possible.
3. Clallam Transit System equipment shall be used as determined by CTS
policy. Such policy shall include the provision that spare or
"not -in- service" vehicles be used before any CTS service is
interrupted.
4. In the event that Clallam Transit System employees are not
reasonably available, the CTS equipment may be commandeered by an
appropriate agency and use its own personnel. Such agency shall
determine whether CTS emplo ees are reasonably available.
5. Clallam Transit shall remain the primary insured party in the event
CTS employees operate CTS equipment. In the event that CTS equip-
ment is commandeered, the agency taking such action shall become
the primary insured party.
6. Olympic Memorial Hospital shall be liable for the full cost of
Clallam Transit System's expenses resulting and accountable to an
emergency response. Such costs shall include all applicable CTS
overtime wage rates, equipment costs, insurance costs, or other
attributable costs. Clallam Transit System will provide payroll
records and all other pertinent documentation for all expenses
incurred. Any and all disputes will be openly negotiated in all
good faith.
7. Olympic Memorial Hospital snall be ultimately responsible for the
iepair or replacement of any Clallam Transit System equipment
harmed or damaged in any way that is attributable to an emergency
response. CTS will maintain all applicable equipment in "public
conveyance service ready" condition and will provide maintenance
records and schedules to assist in making decisions r(
alleged harm or damage attributed tc their use in an Emergency
response. Any and all disputes will be openly negotiated in all
good faith.
'this agreement may be cancelled by either party upon thirty (30) says' written
notice to do so.
timothy
r rickson,eneral Manager, 'Ira.. ^.s t
EVACUATION AGREEMENT
WATE
Allen RemirlA Administrator, Olympic Memorial Hospital
51
Approved by CTS Authority
____Bay1 0 1985
IJ.1 i' E
Menem Tuns', System
To:
From: Administration -Mary E. Reich
Re: Agreement
Pursuant to RCW 39.34.040, please file the
attached document according to your established
procedures.
If you have any questions, please contact me
at your earliest convenience.
Thank you.
DATE. June 3, 1985
Port Angeles City Clerk`'
Port Townsend City Clerk
Clallam County Auditor's Office
Jefferson County Auditor's Office
Secretary of State
pUB 13 1985
CITY OF CLE ANGELES
VEVO
241?, +WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
slvis
AGREEMENT
This agreement is made this 20th day of May 1985 by and between
the Clallam Transit System, hereinafter referred to as "CTS,"
a municipal corporation of the State of Washington, organized
pursuant to Chapter 36 -57A of the RCW, and the Clallam- Jefferson
Community Action Council, a private non profit corporation, herein-
after referred to as "CONTRACTOR."
For and in consideration of the mutual covenants and promises
contained in this agreement, the parties contract as follows:
I. PURPOSE AND SCOPE
A. The CTS was created for the purpose of providing quality
transit service that meets the consumer needs and desires
efficiently and effectively within the established bound-
aries of the PTBA.
B. The CTS, as a recipient of federal grant funds, has an
obligation to provide comparable services to the transit
handicapped of the Clallam PTBA.
C. The CTS is strongly in favor of providing for the integra-
tion of private and public transit services where practi-
cal.
D. The CONTRACTOR is an important part of the Clallam PTBA
area's public transportation system. This service is
traditionally premium quality, point -to -point individual
transportation and serves riders both inside and outside
the Forks city limits.
E. The CTS feels that the CONTRACTOR is in an ideal position
to provide demand response service to certain individuals
in the Clallam PTBA area at a substantial cost savings
to the general public. Further, the CTS feels that inte-
gration of the CONTRACTOR'S service into the CTS operations
can meet the needs of many of the disabled citizens of
the area.
F. This agreement is designed to provide a demand responsive
program for service within the operational structure
of the CTS and shall become a part of the "WHEELS" program.
II. TERM OF AGREEMENT
This agreement will begin on the 1st day of May 1985 and will
terminate on the 31st day of December 1985 and be in force for
a period thus defined, unless changed or modified in accordance
with Section XIV and /or Section XV of this agreement.
5.9'10
Agreement: Clallam- Jefferson Community Action Council 2
III. PAYMENT
For the services described in the agreement, CTS shall pay CONTRAC-
TOR at a rate of $1.25 per dispatched mile. Dispatched miles
shall include that necessary for CONTRACTOR to report to pickup
point through return to CONTRACTOR'S station. CTS further guaran-
tees to CONTRACTOR a minimum of $275.00 per month for the term
of the agreement, provided that CONTRACTOR is in full compliance
with all of the terms and conditions of this agreement. The
minimum recognizes the public benefit and value to CTS of service
availability.
IV. METHOD OF PAYMENT
Payment shall be made to CONTRACTOR on a monthly basis upon sub-
mission by CONTRACTOR to CTS of a dispatch log, records, and
collected fares as required by Section VIII of this agreement.
CONTRACTOR agrees to submit said log and related items no later
than the fifth day of each month, and CTS agrees to process said
statement expeditiously to ensure the timely payment to CONTRACTOR.
V. SERVICE DESCRIPTION
A. Service shall be as now provided, by the CONTRACTOR,
with the following differences:
1. Dispatch must be made by the CTS. No payment shall
be made for any trips not so dispatched.
a. Initial and return trips must be authorized by
CTS.
b. In the event that a return trip is previously
authorized point -to- point, the passenger(s) may
call CONTRACTOR for return trip. CONTRACTOR
shall advise the passenger(s) of such prior autho-
rization by CTS.
2. Riders generally must contact the CTS dispatcher
24 hours in advance to be eligible for this type
of service.
B. CONTRACTOR agrees to allow shared rides up to a maximum
allowing for the comfort of each of the passengers, if
in the general area of dispatch.
C. CONTRACTOR agrees to maintain their vehicles in a clean
condition and to continue to be responsible for all ele-
ments of customer courtesy service, including lost articles
and complaints.
D. Complaints about courtesy, safety, and service shall
constitute just cause for reconsideration, revision,
or termination of this agreement in the sole discretion
of CTS.
Agreement: Clallam- Jefferson Community Action Council 3
E. CONTRACTOR guarantees that at least one vehicle will
be available for dispatch during the hours of service
specified in Section VI. Non availability of vehicle
may result in decreased dispatch of trips, suspension
of this agreement, or termination of the agreement depend-
ing on the situation, in the sole discretion of CTS.
VI. HOURS OF SERVICE
This agreement shall be in force only during the hours of 6:00
a.m. to 9:00 p.m., Monday through Saturday. In order to qualify
for payment, the initial trip must actually pick up the passenger
between those hours, although the return trip of passengers may
occur outside of the hours identified above.
VII. ELIGIBLE TRIPS
CTS reserves the right to dispatch CONTRACTOR or provide direct
service to eligible elderly or disabled passengers. Only trips
dispatched by the CTS and recorded by both CTS and CONTRACTOR
are eligible. Hail and flag stop trips are not eligible. Passen-
gers must call CTS dispatch to qualify for Wheels service unless
previously authorized. CONTRACTOR shall be paid only for trips
provided to eligible passengers as determined in the sole discre-
tion of CTS. Such eligibility criteria is included herein by
attachment and referenced as "Addendum 1."
VIII. RECORD KEEPING
A. CONTRACTOR will maintain a log of CTS dispatched trips.
B. CONTRACTOR will collect cash fares at established
rates for all CTS dispatched trips.
C. CONTRACTOR will turn in all collected fares and documen-
tation no later than the fifth day of each month.
IX. INSURANCE
D. CTS agrees to provide all necessary forms for use
by the CONTRACTOR.
CONTRACTOR shall provide all required insurance, including public
liability and property damage with the following minimum limits:
Bodily Injury Each Person $100,000
Bodily Injury Each Occurrence...$300,000
Property Damage Each Occurrence...$ 25,000
CTS shall be included in the policy by endorsement as an additional
insured, and a copy of such endorsement, as well as a Certificate
of Insurance, shall be furnished to CTS by CONTRACTOR.
X. HOLD HARMLESS AND INDEMNIFICATION
The parties recognize that the CONTRACTOR shall perform services
Agreement: Clallam- Jefferson Community Action Council 4
as an independent contractor and at CONTRACTOR'S own risk, and
not as an employee. Therefore, CTS shall not provide any fringe
benefits to CONTRACTOR, and CONTRACTOR shall indemnify and hold
harmless CTS from any liability for injuries caused by or to
CONTRACTOR or any party whether forseeable or otherwise.
XI. NON DISCRIMINATION
CONTRACTOR shall not discriminate against any person because
of race, color, creed, sex, age, or national origin.
XII. INDEPENDENT CONTRACTOR
CONTRACTOR is an independent contractor, and is neither an employee
nor agent of CTS.
XIII. ASSIGNMENT
This contract may not be assigned in any manner without the prior
written consent of CTS.
XIV. CHANGES AND MODIFICATIONS
This contract may be changed or modified by the parties by written
agreement of the parties prior to performance of any work connected
with a change or modification.
XV. RENEWAL
This contract shall be eligible for renewal upon the written
consent of both parties provided the minimum payment as established
by Section III shall be calculated as 75 percent of the monthly
average of payments made by CTS to CONTRACTOR during the preceding
12 -month period, if such calculation exceeds the current monthly
minimum as stated in Section III, not to include payments added
to maintain the existing minimum.
XVI. TERMINATION FOR CAUSE
This agreement may be terminated in whole or in part by CTS for
failure of the CONTRACTOR to perform any of the terms of this
agreement. Such termination may be upon five days notice. Upon
such termination, CTS shall be liable to CONTRACTOR only for
payment in accordance with the terms of this contract, for services
rendered prior to the effective date of termination.
XVII. TERMINATION FOR CONVENIENCE
This agreement may be terminated by CTS or CONTRACTOR, without
cause, upon 14 days notice to the other party. Upon such termina-
tion, CTS shall be liable to CONTRACTOR only for pro -rated payment
in accordance with the terms of this contract, for services render-
ed prior to the effective date of termination.
XVIII. ENTIRE CONTRACT
This agreement constitutes the entire agreement between the parties
Agreement: Clallam- Jefferson Community Action Council
and there are no other agreements, either oral or written, which
are a part of this agreement.
Clallam- Jefferson Community_
Action Council
Au horize. Agent /R4 3 4 Laas c
APPROVE'AS TO FFORM7
C.T. Walrath
Attorney to the Authority
ATTE,0:
Mary E.Ieich
Clerk t the Authority
Clallam Transit System
Date
5
Timothy J Fre:rickson
General /Ha
May 20- 1985
Community Action Coun
Vern Miller, Chairman
Part A To be completed by or for all applicants.
Name
Address
Street City
Mailing address:
Street or Box
Why do you need special transportation
Wheelchair bound.
Must use cane, walker
Briefly explain:
Difficult to walk to .bus stop
without assistance.
Briefly explain:
Cannot go up or down steps with-
out assistance.
Briefly explain:
Vision or hearing impaired.
Briefly explain:
Name and Address of Doctor
Signature of Applicant
CLlLL fl TRANSIT SYSTEM
.Application for Special Transportation Service
(Dia1-A -Ride and "Wheels
Date Soc. Sec.
Sponsoring Agency
Date ID Issued Approved/Denied
CTS Authorisation Signature
Date of Birth
State
Phone:
Zip
City State Zip
service? (Check all boxes that apply.)
Over 80 years of age.
or crutches. Cannot get to /from bus stop when it
is snowing or icy.
Briefly explain:
Cannot board transit bus.
Briefly explain:
Sex
Cognitive impairments: emotionally
confused due to organic brain damage.
0 Attendant will accompany applicant
for transportation purposes.
Other (Please explain)
CTS reserves the right to request verification of a disabling condition from
your doctor and /or, if you do not have a doctor, fro a social service agency
professional designated by CTS. Failure of the applicant'to authorise veri-
fication ray jeapordise the ability of CTS to provide Special Transportation.
I authorise (nacre of doctor or agency)
to release to CTS information concerning my physical, mental condition and /or
medical history as it pertains specifically to q need for specialised transpor-
tation services. This information is United to diagnosis, prognosis, (treatment
and periods of hospitalization). I understand that CIS will use the information
collected for the sole purpose of determining py eligibility for the specialized
transportation service provided ay CTS. This authorization will expire one year
from the date shown below.
.Date
Addendum 1
Page 1 of 3 Pages
Part B Certification of Need for Special Transportation Services.
The individual identified in Part A above has applied to CTS for specialized
transportation service. Your cooperation is requested to help CTS determine
whether the individual is handicapped or experiences difficulty with ambulation
to the extent thdt special ;transpottation..is .required
Please note that the safety of all passengers must be uppermost in all minds;
therefore, it is required that all passengers be able to use available equipment
without endangering their own safety, the safety of other passengers, the bus
operator, other motorists, or the public at large.
1. Please read the following atatements and indicate, by a check mark in the
appropriate box, your assessment of the statement which most accurately
corresponds to the coalition of the applicant.
0 MASS TRANSIT HANDICAPPED: A person is "mass transit handicapped" if he /she
has any permanent of temporary incapacity or disability which results in
his /her inability to perform one or more of the following functions
necessay to use mass transit bus facilities, equipment and services as
effectively as persons who are not so affected:
A. In fair weather, walking to and from place of residence to bus stop and
to and from bus stop to place of destination.
B. Boarding or alighting from standard transit vehicles.
C. Reading and /or comprehending informational signs, brochures, schedules
and maps.
D. Hearing and /or comprehending verbal information provided by public
transportation personnel.
0 SEMI- AMBULATORY: A person is "semi ambulatory" if he /she has any permanent
or temporary incapacity or disability which causes the individual to walk or
negotiate changes in grade with difficulty or insecurity and /or requires
that the individual walk with the assistance of a walker, crutches, cane(s)
or other such devices, and for whom the use of regular public trasit ser-
vice, with or without the assistance of an attendant, is not a reasonable
expectation.
0 NOT HANDICAPPED OR SEMI AMBULATORY: The applicant's condition does not
meet one of the statements above. (If this box is checked, please skip
over questions 2, 3 and 4)
2. Please provide a brief description of the applicant's disability or
incapacity:
CTS 3/84
Addendum 1
Page 2 of 3 Pages
PART B Continued
3. Status of disability or incapacity:
Permanent Temporary
If temporary, please estimate period of time during which disability
or incapacity will exist and transportation service will be required:
4. Types of vehicles which may be used for travel:
Al- Auto /front or back seat
A2-Auto/front seat only
A3-Auto/tack seat only
T1 Transit Bus w /step entry /exit
T2-CTS van w /driver assistant
T3 -CTS van w /lift or ramp
AV -Any vehicle
CERTIFICATION:
Given the definitions in B-1, I recommend /do not recommend (circle one)
that the above named individual be certified as 'TRANSIT HANDICAPPED" or
"SEMI AMBULATORY" as herein described.
Date
Typed Name of Physician or Official
Agency (if applicable)
Address
State Zip
Signature
City
Phone
Addendum 1
Page 3 of 3 Pages
CIallamTransit System
To:
VEVO
DATE May 1. 1985
Port Angeles City Clerk
Olympia City Clerk
Clallam County Auditor's Office
Thurston County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Agreement between the State of Washington
and the Clallam Transit System
Pursuant to RCW 39.34.040, please file the
attached document according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
Thank you.
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 -1315 /SCAN 632 -1299
STATE OF WASHINGTON
DEPARTMENT OF TRANSPORTATION
PUBLIC TRANSPORTATION CAPITAL ASSISTANCE
FOR NONURBANIZED AREAS
THIS AGREEMENT, entered into by the State of Washington Department of
Transportation (hereinafter referred to as the "Department and the Clallam Cnunty
Public Transportation Benefit Area Authority (hereinafter referred to as the
"Contractor WITNESSETH THAT:
Section 18 of the Urban Mass Transportation Act of 1964, as amended, provides for
funding assistance to operators of public transportation services for the specific purpose
of providing transportation services meeting the needs of residents of nonurbanized
areas; and
The Governor of the State of Washington, in accordance with a request by the
Urban Mass Transportation Administration (hereinafter referred to as "UMTA has
designated the Department to evaluate and select projects proposed by operators of
public transportation; and to coordinate the resulting funding assistance.
The Department and Contractor desire to secure and utilize the funding assistance
from Section 18 of the Urban Mass Transportation Act of '1964, as amended, for the
transportation needs of the residents of nonurbanized areas of the State of Washington;
NOW, THEREFORE, in consideration of the mutual covenants herein set forth, the
Department and the Contractor agree as follows:
Section 1. Purpose of Agreement. The purpose of this Agreement is to provide for
the undertaking of transportation services to the residents of non urbanized areas
(hereinafter referred to as "Project") by the Contractor and to state the terms,
conditions and mutual understandings of the parties as to the manner in which the
Project will be undertaken and completed.
Section 2. Scope of Project. The Contractor shall undertake_and complete the
Project as described herewith:
Acquire the equipment identified in Section 30(a) of this Agreement to improve
transportation for the general public in the area described in Section 30(b).
Section 3. Time of Performance. The project period of thii Agreement shall begin
on the date of execution of this Agreement and continue through the useful life of
Project Equipment defined in Section 30(a) of this Agreement. The Contractor may not
unilaterally terminate the Project. The Contractor must promptly give written notice to
the Department of any complete or partial termination of the Project.
Section 4. Contractor's Share of Project Costs. The cost of the Project shall•be in
the amount indicated in Section 30(c) of this Agreement and shall be borne in the manner
described therein. The Contractor agrees to expend eligible funds in an amount
5.91.6
sufficient, together with the federal funds allocated for the Project, to assure payment
of the Total Project Cost. The Contractor further agrees that there shall be no
reduction in the amount specified as the Contractor's Share unless`there is a concurrent
proportional reduction in the Federal Share to maintain the percentage ratio indicated as
shown in Section 30(c).
Section 5. Purchases. The Contractor shall make purchases of any equipment,
materials or services pursuant to this Agreement through the procurement procedures
identified in UMTA Circular 4220.1A "Third Party Contracting Guidelines" which by this
reference is incorporated herein; any reference therein to "grantee" shall mean the
Contractor. The Department reserves the right to approve any procedure proposed to be
made by any Contractor for such purchases. Such purchases are subject to the provisions
of Section 165, Surface Transportation Assistance Act of 1982, "Buy America."
Section 6. Inspection Upon Delivery. The Contractor shall inspect Project
equipment purchased pursuant to this Agreement at the time such equipment is delivered
to the Contractor. Upon receipt and acceptance of Project equipment the Contractor
agrees that it shall be conclusively presumed, as between the Department and the
Contractor, that the Contractor has fully inspected and acknowledged that such
equipment is in good condition and repair, and that the Contractor is satisfied with such
equipment.
Section 7. Miscellaneous Charges and Conditions. The Contractor shall pay all
storage charges, parking charges, and fines, as well as any fees (including vehicle
registrational license, and inspection fees), or taxes which may be imposed with respect
to said vehicle by a fully constituted governmental authority as the result of the
Contractor's use or intended use of the Project equipment. 'All replacement, repairs, or
substitution of parts or equipnent shall be at the cost expense of the Contractor and
shall be accessions to the Project equipment and subject to this Agreement.
Section 8. Use of Project- Equipment. The Contractor agrees that the Project
equipment shall be used for the provision of transportation service within the area
described in Section 30(b) of this Agreement for the equipment's useful life. The
Contractor further agrees that it will not.use or permit the use of the Project equipment
in a negligent manner or in violation of any law, or so as to avoid any insurance covering
the same, or permit the Project equipment to become subject to any lien, charge, or
encumbrance. The Contractor shall keep satisfactory records with regard to the use of
the Project equipment and submit to the Department upon request such information as is
required in order to assure compliance with this section and shall notify the Department,
at least one day in advance of any cases where the Project equipment is used in a manner
substantially different from that described in this Agreement.
Section 9. Maintenance of Project Equipment. All service, materials, and repairs
in connection with the use and operation of the Project equipment during its useful life
are at the Contractor's expense. The Contractor agrees to service the Project
equipment and replace parts at intervals recommended in the manual provided by the
manufacturer of such equipment, or sooner if needed. The Cottract•r shall take the
Project equipment to an appropriate service and repair facility for any service and repair
-under manufacturer's warranty. The Department shall not be liable for repairs, nor shall
any such repairs be charged to it. The Contractor shall comply with the Property
Management Standards identified as OMB Circular A102 Attachment N, which by this
reference is incorporated herein; any reference therein to "grantee" shall mean the
Contractor.
Section 10. Liens on Equipment and Property. The Department shall hold legal
title to any vehicles or equipment the Contractor acquires or file a lien against any
property the Contractor modifies using the Federal Share identified in Section 30(c) of
this Agreement. The legal title or lien shall cover 80% of the disposable value of the
vehicles, equipment, or property and may be satisfied only by proper disposal of the
vehicles, equipment, or property in a manner determined by the Department.
Section 11. Insurance and Loss or Damage. The Contractor, at its own expense,
shall obtain automobile collision, fire and theft insurance or comparable coverage
protecting the full value of any vehicles or equipment acquired or property modified
using the Federal Share identified in Section 30(c) of this Agreement. In the event of
loss or damage, the Contractor shall within sixty days either (1), replace the lost
equipment or property, or (2), remit 80% of the insurance proceeds to the Department to
satisfy the requirements of Section 10 of this Agreement; or (3), have the damaged
equipment placed in good repair in a workmanlike manner and back in operation. If the
Contractor chooses the second option and has not received the insurance proceeds within
the above sixty (60) day period, then he shall remit such proceeds to the Department as
soon thereafter as the proceeds are received. In the event of loss or damage to
equipment or other property in which the Department has a financial interest, the
Contractor shall proceed to protect that property from further loss or damage.
The insurance policy shall name the Contractor as insured, and it may not be
cancelled or altered without at least thirty days prior written notice to the Department
and to the Contractor.
Section 12. Damage and Loss Reports. In the event Project equipment is damaged
in an amount greater than Five Hundred Dollars ($500.00), damaged so as to incapacitate
the equipment, or stolen or, otherwise lost from use, the Contractor shall notify the
Department within three (3) working days after the occasion of such event, detailing the
circumstances thereof, and the Contractor's intentions regarding the repair or replace-
ment of the Project equipment.
Section 13. Limitation of Liability. The Department shall not be liable to the
Contractor or to anyone else, for any liability, loss, or damage, of any kind and however
caused or alleged to be caused directly 'or indirectly by the Project equipment; or the
repair, maintenance, or equipment thereof, by any inadequacy thereof, or defect therein,
or by any incident in connection therewith, or interruption of service or use of any
Project equipment provided pursuant to this Agreement, or from any liability of any
nature growing out of performance of this Agreement or Project on the part of the
Contractor, its officers, employees, or subcontractors. The Contractor does hereby
release and agree to indemnify and hold harmless the Department, its agents, and
employees, from any and all causes of action, suits at law or equity, or claim or demand
of whatsoever nature or character, arising out of or by reason of the execution or
performance of this Agreement or Project, and accept and defend the same at the sole
cost of the Contractor and satisfy any judgment should any such action, suit, claim or
demand be determined adversely to the Department. The Contractor further agrees to
reimburse the Department for any cost the Department incurs. in litigation or civil or
criminal proceedings arising out of actions taken by the Contractor, its officers,
employees or subcontractors in regard to this Agreement or Project.
Section 14. Contracts Under This Agreement. Unless otherwise authorized in
advance in writing by the Department, the Contractor shall not assign any portion of the
work to be performed under this Agreement, or execute any contract, amendment or
change order thereto, or obligate itself in any manner with any third party with respect
to its right and responsibilities under this Agreement, lease or lend the Project
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GC 7765
equipment or any part thereof to be used by anyone not under the Contractor's
supervision.
Section 15. Agreement Modifications. Either party may request changes in these
provisions. Such changes which are mutually agreed upon shall be incorporated as
written amendments to this Agreement. No variation or alteration of the terms of this
Agreement shall be valid unless made in writing and signed by authorized representatives
of the parties hereto.
Section 16. Termination for Public Convenience. The Department may terminate
the contract in whole, or from time to time in part, whenever:
(a) The requisite federal funding becomes unavailable through failure of appro-
priation or otherwise;
(b) The UMTA declares its agreement with the Department for this project null
or void, or for any other reason seeks refund or return of the moneys it has provided to
the Department for this project. In this instance, the Contractor shall return all moneys
reimbursed to it by the Department within sixty (60) days of its receipt of a certified
letter to this effect from the Department;
-(c) The Contractor is prevented from proceeding with the work as a direct result
of an Executive Order of the President with respect to the prosecution of war or in the
interest of national defense; or an Executive Order of the President or Governor of the
State with respect to the preservation of energy resources;
(d) The Contractor is prevented from proceeding with the work by reason of a
preliminary, special or permanent restraining order of a court of competent jurisdiction
where the issuance of such order is primarily caused by the acts or omissions of persons
or agencies other than the contractor,
(e) The Contractor refuses or fails to prosecute the work, or any separable part
'thereof, with such diligence as will ensure its completion within the time specified in
Section 3 of this Agreement;
(f) The Department determines that such termination is in the best interests of
the state; or
(g) The "Department may terminate the project and cancel this Agreement if in
the sole opinion of the state the continuation of the project would not produce beneficial
results commensurate with the further expenditure of funds.
Section 17. Interest of Members of or Delegates to Congress. No member or
delegate to the Congress of the United States shall be admitted to any share or part of
this Agreement or to any benefit arising therefrom.
Section 18. Prohibited Interest. No member, officer, or employee of the
Contractor during his or her tenure in office or employment or one (1) year thereafter
shall have any Interest, direct or indirect, in this Agreement or the proceeds thereof.
Section 19. Equal Emyment OQportunitr. In connection with the execution of
this Agreement, the Contractor shall not discriminate against any employee or applicant
for employment because of race, creed, marital status, age, color, sex, national origin,
or handicap, except for a bona fide occupational qualification. The Contractor shall take
affirmative action to ensure that applicants are employed, and that employees are
—4-
GC776.5
treated during their employment, without regard to their race, creed, marital status,
age, color, sex, national origin, or handicap, except for a bona fide occupational
qualification. Such actions shall include, but not be limited to the following:
employment, upgrading, demotion, or transfer, recruitment or advertising; layoff or
termination; rates of pay, or other forms of compensation; and selecton for training
including apprenticeship.
Section 20. Non Discrimination Assurances. The Contractor hereby agrees that as
a condition to receiving any federal financial assistance pursuant to this Agreement, it
will comply with Title VI of the Civil Rights Act of 1964, 78 Sta. 252, 42 U.S.C. 2000d
through 2000e -16 (hereinafter referred to as the Act), and all requirements imposed by
or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation,
Sub -Title A, Office of the Secretary, Part 21, Transportation- -the effectuation of the
Act (hereinafter referred to as the Regulations), and other pertinent directives, to the
end that, in accordance with the Act, Regulations, and other directives, no person in the
United ;States shall, on the grounds of sex, race, color, marital status, age, creed,
national origin, or handicap except for a bona fide occupational quaalification, be
excluded from participation in, be denied the benefits of, or be otherwise subjected to
discrimination under any program or activity for which the Contractor receives federal
financial assistance pursuant to this Agreement. The Contractor hereby assures that it
will promptly take any measure necessary to effectuate this condition precedent. It is
understood that the Contractor shall be deemed the "recipient" as that term is used in
the Act or the Regulations referred to in this paragraph.
More specifically, and without limiting the above general assurance, the Contractor
hereby gives the following specific assurances with respect to the Project to be
undertaken pursuant to this Agreement:
(a) The Contractor shall insert the following notification In all solicitations for
bids for work or materials subject to Regulations promulgated in connection with this
project, or more generally by the U.S. Department of Transportation for other purposes,
and, in an adapted form in all proposals for negotiation agreements:
"(Name of Contractor), in accordance with Title VI of the Civil Rights Act of 1964,
and Title 49 Code of Federal Regulations, Department of Transportation, Sub -Title
A, Part 21, "Non Discrimination in Federally Assisted Programs of the Department
of Transportation," issued pursuant to such Act, hereby notifies all bidders that it
will affirmatively ensure that in any contract entered into pursuant to this
advertisement, minority business enterprises will be afforded full opportunity to
submit bids in response to this invitation and will not be discriminated against on
the grounds of sex, race, color, marital status, age, creed, national origin, or
handicap except for a bona fide occupational qualification in consideration for an
award."
(b) The Contractor assures that all fixed facility construction or alteration and
all new equipment included in the Project comply with applicable regulations regarding
"Nondiscrimination on the Basis of Handicap in Programs and 'Activities Receiving or
Benefiting from Federal Financial Assistance set forth in 49 C.F.R. Part 27, and any
amendments thereto.
Section 21. Small, Minority and Women's Business Enterprise. The following
provisions are applicable:
(a) Policy. it is the policy of the U.S. Department of Transportation that
minority business enterprises, as defined in 49 C.F.R. Part 23, shall have the maximum
f rY
opportunity to participate in the performance of contracts financed in whole or in part
with federal funds under this Agreement. Consequently, the MBE requirements of 49
C.F.R. Part 23 apply to this Agreement.
(b) MBE obligation. The Contractor and any sub contractors agree to ensure
that minority business enterprises as defined in 49 C.F.R. Part 23 have the maximum
opportunity to participate in the performance of contracts and subcontracts financed in
whole or in part with federal funds provided under this Agreement. In this regard the
Contractor and any sub contractors shall take all necessary and reasonable steps in
accordance with 49 C.F.R. Part 23 to ensure that minority business enterprises have the
maximum opportunity to compete for and perform contracts. The Contractor and any
sub contractors shall not discriminate on the basis of race, color, national origin or sex
in the award and performance of DOT assisted contracts:
Section 22. General Federal Compliance Assurances. The Contractor agrees to,
and shall provide fir such methods of administration for the project that are found by
the Secretary of Transportation, or the official to whom the Secretary delegates specific
authority, to give reasonable guarantee that it, other recipients, subgrantees,
contractors, subcontractors, transferees, successors in interest, and other participants of
federal financial assistance under such program will comply with all requirements
imposed by, or pursuant to the Act, the Regulations, and this assurance. The Contractor
agrees to comply with the provisions of OMB Circular A -102. The Contractor agrees to
comply with such instructions the Department may issue to comply with the require-
ments of United States and Washington State law. The Contractor agrees that the
United States, any agency thereof, the Secretary of Transportation and any of the
Secretary's designees, have not only the right to monitor the compliance of the
Contractor with the provisions of this assurance, but also have the right to seek judicial
enforcement with regard to any matter arising under the Act, the Regulations, and this
assurance. 1t is understood by the Contractor this assurance obligates the Contractor for
the period during which federal assistance is extended to the project, except where the
federal financial assistance is to provide, or is in the form of, personal property, or real
property or interest therein or structures or improvements thereon, in which case the
assurance obligates the Contractor or any transferee for the longer of the following
periods: (i) the period during which the property is used for the purpose for which the
federal assistance is extended, or for another purpose involving the provision of similar
service or benefits; or (ii) the period during which the Contractor retains ownership or
possession of the property.
Section 23. Project Records. The Contractor shall establish and maintain books,
records, documents, and other evidence and accounting procedures and practices,
sufficient to reflect properly all direct and indirect costs of whatever nature claimed to
have been incurred and anticipated to be incurred for the performance of this
Agreement. To facilitate the administration of the Project, separate accounts shall be
established and maintained within the Contractor's existing accounting system or set up
-independently. Such accounts are referred to herein collectively as the 'Project
Account." The Contractor shall charge to a Project Account all eligible costs of the
Project. Costs in excess of the latest approved budget or attributable to actions which
have not received the required approval of the Department, shall not be considered
eligible costs. All costs, charged to the Project, including any approved services
contributed by the Contractor or others, shall be supported by property executed
payrolls, time records, invoices, contracts, or vouchers evidencing in proper detail the
nature and propriety of the charges.
Section 24. Audits, inspection and Retention of Records. The Department, the
U.S. Department of Transportation, UMTA, the State Auditor, and the Inspector General
-6- Gr 77 Fl rl
and any of their representatives shall have full access to and the right to examine, during
normal business hours and as often as they deem necessary, all of the Contractor's
records with respect to all matters covered by this contract. Su0h representatives shall
be permitted to audit, examine and make excerpts or transcripts from such records, and
to make audits of all contracts, invoices, materials, payrolls, and other matters covered
by this contract. Such rights shall last for the longer of the following periods (a) the
period during which any property acquired with funds provided pursuant to this contract
is used for purpose for which the federal financial assistance is extended, or for another
purpose involving the provision of similar services or benefits; or (b) the period during
which the Contractor retains ownership or possession of such property. All documents,
papers, accounting records and other material pertaining to costs incurred in connection
with the project shall be retained by the Contractor for three years from the date of
completion of the project to facilitate any audits or inspections. Furthermore, if any
litigation, claim, or audit arising out of, in connection with, or related to this Agreement
is initiated before the expiration of the three year period, the cost records and accounts
shall be retained until such litigation, claim, or audit involving the records is completed.
Section 25. Acceptance of Special Section 13(c) Warranty. The Contractor agrees
to be bound by the "Special Section 13(c) Warranty for Application to the Small Urban
and Rural Program dated May 31,. 1979. It is understood that said warranty is to be
construed in a manner consistent with the first sentence of the third paragraph on page 2
of a letter from the U.S. Department of Labor to the Chief Counsel, Washington State
Department of Transportation, dated February 25, 1980, a copy of which is attached
hereto and by this reference is incorporated herein. All sections and provisions of the
warranty are hereby incorporated into this Agreement. For the purpose of the Warranty,
all references made to the "Recipient" and to the "Public Body" shall be construed to
mean the Contractor, and in instances of subcontracts, when only references to the
Recipient" shall include the subcontractor.
Section 26. Subcontract Inclusions. The Contractor shall include in all subcon-
tracts entered into pursuant to this Agreement Sections 17 -26. In addition, the following
provision shall be included in any advertisement or invitation to bid for any procurement
by the Contractor under this Agreement;
Statement of Financial Assistance:
This contract is subject to a financial assistance
contract between the Washington State Department of
Transportation and the U.S. Urban Mass Transporta-
tion Administration.
Section 27. Reimbursement. The Department, using funds made available to it
from the grant made to it by the UMTA shall reimburse the Contractor's allowable
expenses incurred in completing the project described in Section 2. Allowable Project
expenses shall be determined by the Department. In no event shall the total amount
reimbursed by the Department hereunder exceed the federal share identified in Section
30c.
Section 28. Reimbursement Conditions.
(a) Payment will be made by the Department on an incremental reimbursable
basis (either monthly or quarterly). Payment is subject to the submission to and approval
by the Department of appropriate state vouchers, progress reports, and financial
summaries. Any financial summaries submitted to the Department must include a
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GC 77AF;
certification that costs have been incurred in the performance of the contract and a
record of the actual costs.
(b) In submitting vouchers requesting reimbursement, expenses should be
identified as capital equipment, separated by unit items for cost of the capital items.
Section 29. worts. The Contractor shall prepare reports describing usage of
Project equipment, other related information and for such periods of time, and frequency
as may be prescribed by the Department.
Section 30. Special Conditions.
(a) Definition of Project Equipment. The following equipment shall be defined as
the Project equipment within this Agreement:
One (1) twenty five foot transit coach equipped with wheelchair capacity
(b) Operation of Project Equipment. The Contractor shall restrict the operation
of Project equipment to the following geographical areas:
Clallam County
(c) Cost of the Project. The maximum cost of the Project shall be as follows:
Federal Share 70,262.00 (80%)
Contractor's Share 17,565.50 (20
Total Project Cost 87,827.50 (100
If at any time the Contractor becomes aware that the cost which it expects
to incur in the performance of the Agreement will exceed or be substantially less than
the Total Project Cost amount, the Contractor must notify the Department promptly in
writing to that effect.
Section 31. Lack of Waiver. In no event shall the making by the Department of
any payment of grant funds to the Contractor constitute or be construed as a waiver by
the Department of any breach of covenants, or any default which may exist on the part
of the Contractor; the making of any such payment by the Department while any such
breach or default shall exist shall in no way impair or prejudice any right or remedy
available to the Department with respect to such breach or default.
Section 32. Department Advice. The Contractor bears complete responsibility for
the administration and success of tie Project as it is defined by this Agreement and any
amendments thereto. Although Contractors are encouraged to seek the advice and
opinions of the Department on problems that may arise, the giving of such advice shall
not shift the responsibility of the Contractor for the administration and success of the
Project.
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GC 776
Section 33. Department's Rights Prior to Subrogation. The Department may
require the Contractor to take such action as may be necessary or appropriate to
preserve the Contractor's right to recover damages from any person or organization
alleged to be legally responsible for injury to equipment or other property in which the
Department has a financial interest.
Section 34. Subrogation. The Department may require the Contractor to assign all
right of recovery against any person or organization for loss to the extent of the
Department's loss. Upon assignment, the Contractor shall execute and deliver and do
whatever else is necessary to secure the Department's rights. The Contractor shall do
nothing after the loss to prejudice the rights of the Department.
Section 35. Duties of Contractor in Instances of Subroation. When the
Department has exercised its right of subrogation the Contractor shall cooperate with
the Department and, upon the Department's request, assist in the conduct of suits and in
enforcing any right against any person or organization who may be liable to the
Department due to property damage to which this grant agreement applies, and the
Contractor shall attend hearings and trials and assist in securing and giving evidence and
obtaining the attendance of witnesses.
Section 36. Remedies. The Contractor shall not use any Project equipment in a
manner different from that described in Section 2 of this Agreement. If the Department
determines the Project equipment has been used in a manner different from that
described in Section 2, the Department may direct the Contractor to dispose Project
equipment acquired by the Contractor pursuant to Section 30(a) in accordance with
UMTA procedures. The Department may also withhold Grant payments where it
determines that a Contractor has failed to comply with any provision of this Agreement.
If federal participation and funding is either reduced or cancelled as a result of a breach
by the Contractor, the Contractor is then liable for all damages from the breach, even
though those damages exceed the price payable under the contract.
Section 37. Remedies Cumulative. All remedies provided in this document are
distinct and cumulative to any other right or remedy under this document or afforded by
-law or equity, and may be exercised concurrently, independently or successively.
Section 38. Forbearance by Department Not a Waiver. Any forbearance by the
Department in exercising any right or remedy hereunder, or otherwise afforded by
applicable law, shall not be a waiver of or preclude the exercise of any such right or
remedy.
Section 39. Disputes. Any factual disputes between the Department and the
Contractor in regard to this Agreement not disposed of by this Agreement, shall be
referred for determination to the Secretary of Transportation, or his designee, whose
decision shall be final and binding.
Section 40. Venue and Process. In the event that either party deems it necessary
to institute legal action or proceedings to enforce any right or obligation under this
Agreement, the parties hereto agree that any such action shall be initiated in the
superior court of the State of Washington situated in Thurston County. The Contractor
hereby accepts the issuing and service of process by registered mail at the mailing
address the Department has for the Contractor.
Section 41. Independent Contractor. The Contractor shall be deemed an
independent contractor for all purposes, and the employees of the Contractor or any of
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GC7765
its contractors, subcontractors and the employees thereof, shall not in any manner be
deemed to be the employees of the Department.
Section 42. Section Headings. All section headings are inserted for convenience
only and shall not affect any construction or interpretation of this Agreement.
Section /Execution and Acceptance. This Agreement may be simultaneously
executed in several counterparts, each of which shall be deemed to be an original having
identical legal effect. The Contractor does hereby ratify and adopt all statements,
representations, warranties, covenants, and agreements and their supporting materials
contained and /or mentioned herein, and does hereby accept the Department's grant and
agrees to all of the ierms and conditions thereof.
Section 44. Effective invalidity of Any Provision Hereof. 1f any covenant or
provision of this Agreement shall be adjudged void, such adjudication shall not affect the
validity, obligation or performance of any other covenant or provision, or part thereof,
which in itself is valid if such remainder conforms to the terms and requirements of
applicable law and the intent of this contract. No controversy concerning any covenant
or provision shall delay the performance of any other covenant or provision except as
herein allowed.
Section 45. Execution. This Agreement is executed by James P. Toohey, Assistant
Secretary for Planning, Research and Public Transportation, State of Washington, not as
an individual incurring personal obligation and liability, but solely by, for and on behalf
of the state of Washington, in his capacity as Assistant Secretary for Planning, Research,
and Public Transportation, State of Washington, pursuant to authority as aforesaid.
-10-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and
year last written below.
STATE OF WASHINGTON
Department of Transportation
By:
Date: 4/1 7 (19
Approved as to Form
KENNETH O. EIKENBERRY
Attorney General
State of Washington
By:
1:AGMT 7
kl- r k9c4
3a 'es P. Toohey
A tstant Secretary for
Planning, Research and
Public Transportation
ssistant Attorney General
Any modification, change, or revision
to this Agreement requires the further
approval as to form of the Office
of the Attorney General.
G
CLALLAM COUNTY PUBLIC TRANSPORTATION
(CoiSfractor)BENEFIT AREA AUTHORITY
Date:
April 16 Lau
CC77P
U,S• Department of Labor
Thomas R. Garlington, Esquire
Senior Assistant Attorney General
Office of the Attorney General
State of Washington
Temple of Justice
Olympia, Washington 98504
Dear Mr. Garlington:
This letter is in response to your November 29, 1979
letter addressed to Mr. Lynn Pranks of our staff with which
you also enclosed an informal legal opinion addressed to
Mr. Robert Nielson, Assistant Secretary of Public Trans-
portation and Planning. You have suggested on behalf of
the Washington State Department of Transportation inclusion
of additional language into the Special Section 13(c)
Warranty which would have the effect of absolving the State
of any financial liability under the arrangement.
ONO
Lent Sevi e; ADmt :slrr
:1 as',:r.V DC 2JZ;6
Rep:y 13 the A :e^':oi o'.
IAR 3 ise
The informal legal opinion indicates that upon the basis
of your examination of the Special Section 13 (c) Warranty,
you believe that the state administering agency has either
liability as a principal, or as a guarantor of the recipient's
performance of the Warranty obligations. You also indicate
that you have found no express authorization for the State
of Washington to undertake such liabilities for payment cf
benefits to protected surface transportation employees, and
you conclude that the State may not execute a Section 18
project application.
A condition for receipt of Federal assistance under the
Urban Mass Transportation Act (ma Act) of 1964, as amended,
requires the Secretary of Labor to certify that fair and
equitable arrangements have been made to protect the interests
of mass transit employees affected by such assistance. To
satisfy Section 13(c) labor protections in connection with
grants under Section 18 of the UHT Act and to conform with
the legislative intent to reduce 'red tape the Secretary
of Labor, in consultation with the Federal Highway Admini-
stration and other affected interest groups, developed the
Special Section 13(c) Warranty. The Secretary of Labor has
certified the Special Warranty as providing protections
which satisfy the requirements of Section 13(c) of the UMT
Act.
GC 77(�
Page Two
Paragraph (5) of the Special Warranty states that
the Recipient or other legally responsible party
designated by the Public Body will be financially responsible
for the application of these conditions As
stated in the Guidebook, which explains the contents and
use of the Special Warranty, it is our opinion that when
the Public Body is not designated as the legally respon-
sible party, then the Public Body assumes no special
obligations that are not otherwise part of its normal
obligations as a grant administering agency. This is no
different than under the Section 5 operating assistance
program where a Public Body acts as a conduit of the funds
to a private operator.
The Special Warranty in and of itself does not increase
a state's liability. In addition, the fact that a state
acts as a conduit in the funding of particular projects
in no way adds to its obligations. Any liabilities which
a state may have with respect to Section 13(c) protections
when it chooses to have a'designated legally responsible
party provide the protections depend exclusively upon
state or federal contract law.
It is not our intent to place the State in the role
of the guarantor for protections in instances where a
legally and financially responsible Recipient defaults
on its obligations.' ,You and other attorneys for the State
are in the best position to assess what impediments, if
any, exist under your state law with respect to WSDOT's
potential financial liabilities. The Department of Labor
cannot, in any event, absolve the State, as signatory to the
contract of assistance, of any potential liability which
might exist.
Although other states also have expressed concerns about
Section 13(c) liabilities and obligations during their
processing of Section 18 grants, in excess of 190 projects
have been processed to date in 25 states on the basis of
acceptance of the Warranty. In every instance the recipient
has accepted Section 13(c) responsibilities. In resolving
difficulties over Section 13(c) some states have used
hold harmless clauses while others used specific language
defining the financially responsible parties for the projects
You may wish to examine your state laws to determine whether
any of these approaches or similar ones are viable in permitting
Washington, like a number of other states, to participate
in the Section 18 program.
Page Three
If you have any questions about the contents of this
letter or approaches which have been successfully used in
adopting the Warranty, please contact Mr. Lynn Franks of
our office who is responsible for handling Section 13(c)
matters for the State of Washington.
Sincerely,
N
Lary F. Yucrt, Chief
Division o$ Employee
Protections
I
ClallamTransit System
To:
Thank you.
VEVO
DATE
March 21. 1985
Port Angeles City Clerk kr
Clallam County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Memorandum of Understanding
Pursuant to RCW 39.34.040, please file the
attached document according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
5.916
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
MEMORANDUM OF UNDERSTANDING
Between the City of Port Angeles
and the Clallam Transit System
For Ongoing Maintenance and Installation of Bus Stops
The following will serve as a Memorandum of Understanding between
the City of Port Angeles, hereinafter referred to as the "CITY,"
and the Clallam 'Transit System, hereinafter referred to as "CTS
This memorandum of understanding is concerning the maintenance
and installation of bus stops within the CITY as shown in Exhibit
A, attached hereto, and by this reference included herein.
The CITY agrees to grant CTS permission to maintain and construct
said bus stops as shown on Exhibit A.
CTS agrees to maintain said bus stops at 100 percent CTS expense.
The responsibility of CTS for proper performance, safe conduct,
and adequate policing and supervision of the work shall not be
lessened or otherwise affected by the CITY's approval of plans,
specifications, or work or by the presence at the worksite of
the CITY's representative(s) or by compliance by CTS with any
requests or recommendations made by such representative(s).
No work provided for herein shall be performed until CTS is granted
authority by the CITY's representative who is: City Engineer,
City of Port Angeles, P.O. Box 1150, Port Angeles, WA 98362.
The parties agree that in the event either party is required
to institute legal action or proceedings concerning this memorandum
of understanding, such action or proceedings shall be brought
in the proper court in Clallam County.
This document contains all covenants, stipulations, and provisions
agreed upon by the parties. No agent, or representative of either
party, has authority to make, and the parties shall not be bound
by or be liable for, any statement, representation, promise,
or agreement not set forth herein. No changes, amendments, or
modifications of the terms hereof shall be valid unless reduced
to writing and signed by the parties as an amendment to this
memorandum of understanding.
CTS shall indemnify and hold the CITY and all officers and employ-
ees of the CITY harmless from and shall process and defend at
its own expense all actions, claims, demands, or suits brought
against the CITY and all officers and employees of the CITY arising
out of, or in connection with or incident to, the execution of
this memorandum of understanding and /or CTS's performance or
failure to perform any of the provisions of this memorandum of
understanding and /or any deficiencies in the plans and specifica-
tions for the work; provided nothing herein shall require CTS
s 1q? a
to hold harmless or defend the CITY or any officer or employee
of the CITY from any liability, loss, claim, demand, or suit
arising from the sole or contributory negligence of the CITY,
or any officer, or employee of the CITY. This indemnification
shall survive any termination of this memorandum of understanding.
No officer or employee of the CITY shall be personally liable
for any act, or failure to act, in connection with this memorandum
of understanding, it being understood that in such matters they
are acting solely as agents of the CITY.
CTS shall be deemed an independent contractor for all purposes
and the employees of CTS or any of its contractors and subcontrac-
tors shall not in any manner be deemed employees of the CITY.
Any forebearance by the CITY in exercising any right or remedy
hereunder or otherwise afforded by applicable law shall not be
a waiver of or preclude the exercise of any such right or remedy.
If any covenant or provisions, or part thereof, of this memorandum
of understanding shall be adjudged void, such adjudication shall
not affect the validity, obligation, or performance of any other
covenant or provision, or part thereof, which in itself is valid
if such remainder conforms to the terms and requirements of appli-
cable law and the intent of this memorandum of understanding.
Any factual disputes between the CITY and CTS in regard to this
memorandum of understanding shall be referred for determination
to the City Manager, or his designee, for resolution.
Should CTS choose to perform the work outlined herein with other
than its own forces, a representative of CTS shall be present
at all times while the construction is in progress unless otherwise
agreed to by the CITY. All contact between the CITY and CTS's
contractor shall be through the representative of CTS. The selec-
tion of the CTS contractor shall be subject to approval by the
City Engineer. Where CTS chooses to perform the work with its
own forces, it may elect to appoint one of its own employees
engaged in the construction as its representative. Failure to
comply with this provision shall be grounds for stopping or re-
stricting any further work by CTS within the CITY right -of -way
until said requirement is met.
CTS at its own expense shall adequately police and supervise
all work by itself, its contractor(s), subcontractor(s), agent(s),
and others so as not to endanger or injure any person or property.
Work within the CITY right -of -way shall be restricted in that
no work shall be performed on Sundays or holidays.
During maintenance of bus stops and construction of shelters,
CTS shall comply with the "Manual of Uniform Traffic Control
Devices for Streets and Highways." Any closure or restriction
of roadway shall require a CITY approved traffic control plan
and compliance with CITY ordinances.
This agreement shall become effective on signing by both parties
and shall continue in full force and effect until and unless
amended or terminated upon 30 days written notice by either party.
Timothy J
General M
Clallam
i i7i
rd ickson
er
sit System
David T. Flodstrom Date
City Manager
City of Port Angeles
Exhibit A
Page 1 of 3 Pages
1. New bus stops shall be placed only after the follow-
ing conditions are met:
a. A sketch of the area and size of the bus stop
shall be submitted to the Public Works Depart-
ment for approval prior to consulting property
owners and the installation.
b Property owners adjacent to the proposed bus
stop shall be notified (preferably in person
by a representative of the Clallam Transit
System) and the Clallam Transit System shall
certify to the Public Works Department that
the adjacent owners have been contacted and
have approved the location.
c If the adjacent property owners protest the
installation of a bus stop, the Clallam Transit
System shall review the area for alternate
locations. If no alternate locations are avail-
able and the Clallam Transit System determines
that the zone is necessary for the public good
and convenience, it shall submit its findings
to the Clallam Transit System board who shall
make the final determination.
d. A copy of the determination by the Clallam
Transit System board shall be forwarded to
the City of Port Angeles Public Works Depart-
ment.
2. The City of Port Angeles shall be provided with
a list showing the location of all the existing
bus stops (Attachment B) and a schedule of the
planned maintenance activity for the repainting
of any and all stops (Attachment C).
3. The maintenance of the bus stops shall be under
the supervision of the Maintenance Supervisor of
the Clallam Transit System. The system shall be
responsible for completion of the work in a neat
and workmanlike manner.
4. Proper safety equipment on personnel, safety devices
on vehicles and barricades and cones shall be used
at all times when maintenance personnel are working
within the street and /or right -of -way. (The MUTCD
Manual on Uniform Traffic Control Devices shall
be consulted and used.)
Exhibit A
(Attachment B) Page 2 of 3 Pages
BUS STOP SIGNS
Location of Signs Date Installed
Oak Street Transfer Point 3 2 -11 -81
First and Lincoln 1 2 -12 -81
First and Cherry 1 2 -12 -81
USCG Ediz Hook Admin. Bldg. 1 3 -25 -81
Port Angeles Plaza Kits Cameras 2 3 -26 -81
Peninsula College 1 5 -11 -81
First and Vine 1 6 -29 -81
First and Eunice 1 6 -29 -81
First and Washington 1 6 -29 -81
First and Jones 1 6 -30 -81
First and Ennis 1 6 -30 -81
Front and Ennis 1 6 -30 -81
Front and Jones 1 7 -1 -81
Front and Eunice 1 7 -1 -81
Front and Albert 1 7 -1 -81
Lincoln and 11th 1 11 -4 -81
Lincoln and Boulevard 1 11 -1 -83
Lincoln at Senior Center 1 11 -4 -81
Lincoln and 8th, S.W. Corner 1 11 -5 -81
Lincoln and 4th, N.W. Corner 1 11 -5 -81
Race and Second 1 11 -5 -81
Race and 5th, N.W. Corner 1 11 -6 -81
Race and 8th, S.W. Corner 1 11 -5 -81
Eighth and Cedar, N.W. Corner 1 11 -9 -81
Eighth and C Street, Front of 1 11 -4 -81
Old Lincoln School
C Street and Lauridsen Blvd., 1 11 -10 -81
N.E. Corner
C Street and 15th, N.E. Corner 1 11 -10 -81
Vine and 8th, N.E. Corner 1 11 -11 -81
Olympic Memorial Hospital 2 2 -5 -82
Park and Peabody, E. Side of Peabody 1 4 -1 -83
(Attachment C) SPECIFICATIONS FOR BUS STOP MAINTENANCE
All Other Bus Stops
Task Oak Street Plaza Within Port Angeles
1. Pick up litter M W F W F 0
2. Empty trash, change liner on can
in sheltera
3. Empty trash, change liner on all W F
cans at bus stopa
4. Empty all cigarette cans M W F
5. Hose all paved areasb M W F W F
6. Hose down inside of sheltersb W
7. Scrub benches W W 0
8. Wash shelter windows W 0
9. Sand graffiti from benches 0 0 0
10. Weed landscape areas and planters
11. Repaint curb Once per summer, with one week's advance notice
12. Remove snow and spread ice meltc 0 0 0
13. Repair minor acts of vandalism 0 0 0
14. Report all major vandalism 0 0 0
M Monday
T Tuesday
W Wednesday
Th= Thursday
F Friday
Sa= Saturday
S Sunday
0 As Needed
Exhibit A
Page 3 of 3 Pages
Every other week
Not Applicable
a CTS shall supply trash can liners
b During freezing weather, area shall be swept
c Snow removal: during winter weather, when
accumulations of ice and snow prohibit normal
schedule
cIaiwp Transit System
To:
VEVO
DATE: February 28. 1985
Pert Angeles, City Clerk
Clallam County Auditor's Office
Secretary of State
From: Administration Mary E. Reich
Re: Change to Agreement
Pursuant to RCW 39.34.040, please file the
attached document according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
Thank you.
5A1 6
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
Agreement for the Joint Use
of the
Port Angeles Pupil Transportation Center
This Change to Agreement is made this 25th day of Febru-
ary, 1985, by and between the Clallam Transit System,
hereinafter referred to as "CTS," and the Port Angeles
School District No. 121, hereinafter referred to as
"PASD."
In accordance with Section VII.G. of the agreement
between CTS and PASD dated April 9, 1984, the following
contract changes are herein initiated and confirmed
in writing by both parties.
Section VII. Rates and Charges, Billings.
B. Shop Rate for Services: CTS shall pay for mainte-
nance services exclusive of overtime and emergency
services at $29.00 per hour. Services shall be
billed monthly.
G. PASD guarantees the rates specified in Section
VII from March 1, 1985, until December 31, 1985.
After that date, rates and charges for services
shall be negotiated on an annual basis.
All other terms and conditions of the agreement shall
continue in force and effect until terminated or modi-
fied in accordance with contract provisions.
IN WITNESS WHEREOF, the parties have caused this Change
to Agreement to be executed by their respective corpor-
ate officers this 25th day of February, 1985.
CLALLAM TRANSIT SYSTEM
�Ji� _vet /iri L
Timothy Jfj r--J rickson
General
ager
CHANGE TO AGREEMENT:
TRANSPORTATION MAINTENANCE COOPERATIVE COORDINATING COUNCIL
William A. Ser tte L
Superintendent, Port Angeles /Su
1 \mie4 (r1
Donald A.
Superintendent, Qufllayute
)C
PORT ANGELES SCHOOL DISTRICT
NO. 121
illiam A. Sefret
Superintendent
62 eQQaar
Olson
erintendent, Chimacum
Cr,
.7
5 .g'1 r
AGREEMENT FOR THE JOINT USE
OF THE
QUILLAYUTE VALLEY PUPIL TRANSPORTATION CENTER
Pursuant to RCW 28.A.58.107 and pursuant to RCW 39.34.030
and .080, Quillayute Valley School District No. 402 (hereinafter
referred to as QSD) and the Clallam County Public Transpor-
tation Benefit Area, Clallam Transit System Authority, (here-
inafter referred to as CTS) agree as follows:
WHEREAS, the parties hereto desire to enter into this contract
for their mutual benefit and hereby acknowledge that the mutual
promises contained herein constitute good and valuable con
sideratio this contract, made and entered into this v{S",
day of i' 19 25- between the above-
named parties and a'proved by the Pupil Transportation Coop-
erative, an unincorporated association of school districts
organized under Chapter 39.34 RCW, hereinafter referred to PTC,
WITNESSETH:
The CTS provides public transportation services in Clallam
County by bus and other motor vehicles and equipment desires
to contract with the QSD for the joint use of a maintenance
facility to include the maintenance, service, and repair of
said vehicles and equipment,
The QSD, in association with PTC, maintains, services, and
repairs buses and other motor vehicles at its facility at
Highway 101 and Johnson Road, Forks, Washington and desires
to contract with CTS to provide such services and use of
facilities to CTS, and
The CTS and the QSD agree that QSD shall provide to CTS pre-
ventive and mechanical maintenance and repair for all CTS
vehicles. Parking accommodations and storage for two -to -four
units of the CTS fleet shall be provided.
All of the above shall be provided in accordance with the terms
as set forth herein.
Section 1. Preventive Maintenance, Mechanical Maintenance,
Repairs, and General Service.
A. The QSD will provide routine preventive maintenance, main-
tenance and repair of engines, drive trains, mechanical
parts and accessories according to the rates as established
in Section VII.
s.q- B
Examples of services shall include, but not be limited to
the following:
1. Emergency engine repairs and minor coach repair.
2. Safety inspections.
3. Transmission and drive train maintenance.
4. Electrical system repair (including replacement of
lights, warning indicators, fuses, circuit breakers
and lens covers).
5. Maintenance and replacement of oils, lubricants, and
other fluids.
B. General body damage, damage to vehicle interiors or damage
by vandalism, shall be contracted to an outside source
by the CTS.
2
C. The CTS will provide, at its expense, personnel necessary
for cleaning and washing of transit units at the maintenance
facility. The QSD will furnish cleaning equipment to CTS.
The CTS will provide its own cleaning supplies.
D. The CTS shall determine its vehicle maintenance schedule
and will ensure that CTS vehicles are made available for
service at the QSD facility at dates and times which shall
be mutually agreed upon and coordinated by the CTS and
the QSD.
E. The QSD warrants and guarantees that all work performed
by it, its agents and employees will be performed in a
timely manner, of good quality and workmanship and free
of any and all negligent workmanship. This warranty shall
apply only to workmanship and not to parts or materials
used in repairs.
Section II. Emergency Service and Assistance for Vehicle
Disablements.
A. The QSD will provide a service vehicle, equipment, and
manpower to respond to emergency calls for CTS transit
vehicles disabled in the field.
B. CTS vehicles will receive equal response for emergency
calls, to include towing, with other vehicles in the PTC
fleet. Such services will be available from 6:00 a.m.
to 5 :00 p.m. during weekday operations. CTS shall receive
comparable service as provided by QSD to its own fleet.
In the event that the QSD is unable to respond to a CTS
emergency call, the CTS shall secure such emergency services
on its own.
C. The QSD shall extend to the CTS priority service in perfor-
mance of all work under this agreement to the extent that
such priority service does not adversely affect work and
service to be performed by the PTC for or on behalf of
the school districts who are members of the PTC.
D. Emergency service calls will be billed at the rates spec-
ified in Section VII below.
Section III. Fuel Supply and Facilities.
A. To the extent that CTS vehicles require diesel and gasoline
fuel at the QSD facility, the QSD will make available "key
lock" and pump facilities at no cost to CTS. The CTS will
reimburse the QSD for diesel and gasoline consumed and
will arrange for diesel and gasoline fuel allocations above
those required for the QSD's needs.
B. The QSD will invoice the CTS for the actual cost of diesel
and gasoline fuels. No additional "mark -up" or price margin
will be imposed by the QSD.
Section IV. Use of Facilities.
A. The QSD hereby grants and allows the CTS joint usage of
such facilities and space available at its facility for
the accommodation of space for waiting area and employees,
access to phone and restroom.
3
B. The QSD shall provide vehicle parking area for up to four
(4) vehicles which shall be a reasonable, safe, and secure
storage of CTS vehicles.
C. The QSD shall allow the CTS to use the vehicle
cleaning area of the facility in order for the CTS
to perform, with its own employees, exterior and interior
cleaning and maintenance of fire extinguishers and first
aid equipment.
Section V. Improvements and Modifications to QSD Maintenance
Garage and Facilities.
A. The QSD and the CTS recognize that at times it may be nec-
essary and appropriate for modifications and improvements
to be made at the facility in order to accommodate the
CTS or joint usage needs.
B. In the event that an improvement or modification is made
at the facility solely for the benefit of the CTS, such
improvements or modifications shall be made at the expense
of the CTS.
4
C. In the event that an improvement or modification is made
at the facility which shall benefit the QSD and the CTS,
an appropriate distribution of expenses shall be determined
and negotiated by the CTS, and the PTC, and the QSD.
D. No personal or real property shall be commonly owned in
any form or manner by the parties hereto by reason of this
agreement and no provision for disposal of any common pro-
perty is necessary.
Section VI. Consideration of CTS Services to the QSD.
A. The CTS, as may be mutually agreed to, shall provide certain
administrative and information system services to the QSD.
Such services may include vehicle maintenance records,
inventory, purchasing, and operating data analysis.
B. Such services may be provided to the QSD upon the imple-
mentation of the CTS computerized management information
system at the QSD facility.
C. The CTS shall be given consideration for the expense of
such administrative and information system services provided
to the QSD, in lieu of the benefits provided to the CTS
under Section IV of this agreement, as agreed upon by nego-
tiation between the parties.
D. The CTS shall, as it is able to do so, upon request, provide
transportation services to the QSD's participating school
districts to the supplemental benefit of pupil transportation
services within the Clallam County Public Transportation
Benefit Area at the cost of such service. Such service
shall be provided by the consent of the CTS Authority board.
Section VII. Rates and Charges, Billings.
A. Basic Unit Contract Rate: The CTS shall pay the QSD the
sum of $250.00 per month as a facility charge for its share
of the cost of space in the facility as set forth in the
contract, including utilities, except telephone.
B. Shop Rate for Service: The CTS shall pay for maintenance
services at $25.00 per hour.
C. Overtime: Overtime shall be charged at $37.50 per hour.
D. Calls for Emergency Services shall be charged at the rate
of $37.50 per hour which shall include the cost of labor
and service truck.
E. Parts under $100.00 shall be billed at acquisition cost
plus 5 percent. Parts over $100.00 shall be billed
at cost. Because the CTS is the ultimate user of all
5
parts, sales tax shall be charged on all parts as well
as on fuel, grease, oil, antifreeze and similar items.
Fuel, grease, oil, and antifreeze shall be billed at
cost plus tax.
F. The QSD shall deliver to the CTS no later than the 20th
of each month itemized invoices showing all work performed
(including the total number of hours by category; shop
rate, overtime and emergency services), parts provided
to or installed upon each vehicle, and the amounts owing
by the CTS to the QSD for each item. All billings shall
be through the 15th of each month. The CTS shall make
payment by warrant during the following month in its
normal course of business following approval of all
vouchers and invoices by the CTS board.
G. The QSD guarantees the rates specified in Section VII
from the effective date of this contract until August 1,
1985. After that date rates and charges for services
shall be negotiated on an annual basis.
Section VIII. Liability, Insurance and Hold Harmless Agreement.
A. The CTS agrees to save and hold the PTC and the QSD
harmless from and defend the PTC and the QSD against,
any claims for personal injuries or property damage
to either CTS, its employees, or third persons, whatso-
ever, arising out of or connected with the operation
by the transit system of its services and facilities
including activities of transit system employees and
transit contractors working at or performing services
at the QSD facility, except claims for damages or personal
injuries caused or attributed to negligence on the part
of the PTC and the QSD in the performance of its function
under the terms of this agreement.
B. Neither the PTC nor the QSD shall be held liable for
damage caused by vandalism, theft, or accidental damage
caused to any transit vehicle when:
1. The vehicles are in the care and custody of CTS
personnel whether on or off the PTC or the QSD premises.
2. The vehicles are parked after normal working shifts
of the PTC or the QSD garage personnel (i.e., after
closing of evening shift until beginning of day
shift)
C. The CTS shall furnish the QSD with suitable evidence
of insurance with respect to liabilities assumed in
this section. Such insurance coverage should name the
PTC and its members as addditional insureds for activities
related to the transit operation.
6
Section IX. Termination of the Current or Renegotiation of
Terms.
A. This contract may be terminated at any time by either
party upon the service of notice of intent to terminate
not later than 120 days prior to the desired date of
termination.
B. The terms and conditions of this contract may be renego-
tiated from time -to -time, provided that both parties
mutually agree to reopening the agreement.
Section X. Contract Administration.
A. Separate Entity: A separate entity is created by reason
of this agreement solely for the performance of the
functions set forth in the agreement to be administered
as set forth in the agreement. Otherwise all parties
shall retain their previously exisiting organization
and composition.
B Financing and Budget: Each party shall be solely re-
sponsible for its own budget and arrangements for finan-
cing performance of this agreement. No joint financing
or budget is required by the agreement, except as set
forth in this agreement.
C. Administration: This agreement, subject always to the
approval and direction of the boards of each of the
parties, shall be administered by the following persons
acting on behalf of each party:
CTS QSD
General Manager
Superintendent /or Designee
No joint board or single administrator is necessary
to administer this agreement or the performance thereof.
D. Filing of Agreement: Prior to the effective date of
this agreement, a copy of this agreement will be duly
filed with each of the following: Port Angeles City
Clerk, Forks City Clerk, Clallam County Clerk, and
Washington Secretary of State.
E. Severability: If any provision of this agreement is
held invalid or unenforceable for any reason, the remain-
der of this agreement shall not be affected thereby
but shall continue in full force and effect.
F. Effect: This agreement shall be binding upon the parties,
their heirs, successors and assigns.
G. Applicable Law Venue: This agreement shall be governed
by the laws of the State of Washington. Venue for any
action hereunder shall be in Clallam County, Washington.
Section XI. Execution.
IN WITNESS WHEREOF, the parties have hereunto set their
hands the day and year first written above.
CLALLAM TRANSIT YSTEM AUTHORITY, by
Timothy J. Arr.- son
General na er
QUILLAYUTE VALLEY SCHOOL DISTRICT #402, by
,t644 A..
Donald A. rag
Superintendent
7
TRANSPORTATION MAINTENANCE COOPERATIVE COORDINATING COUNCIL, by
Superintend -nt, Quilla'ute Valley
G7• /Lt/
uperintendent, Port ngeles
Sii'petin endent Chimacum
CiallamTransit System
To:
VEVO
DATE February 98 1985
Port Angeles City Clerk t!'
Olympia City Clerk
Clallam County Auditor's Office
Thurston County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Agreement with Northern Construction
Company
Pursuant to RCW 39.34.040, please file the
attached document according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
Thank you.
k
s
2417 WEST 19TH, PORT ANGELES, WA 98362 -(206) 452 1315 /SCAN 632 -1299
AGREEMENT
THIS AGREEMENT, made and entered into this 28th day of
February 19 85 by and between Clallam Transit
System Public Transportation Benefit Area herein after called
the Authority, and Northern Construction Co. hereinafter
called the Contractor.
WITNESSETH:
That in consideration of the terms and conditions contained
herein and attached and made a part of this agreement, the
parties hereto covenant and agree as follows:
1. The Contractor shall do all work and furnish all labor,
materials, and equipment needed for site preparation
of four bus shelter locations in accordance with and
described in the attached Technical Specifications, four
(4) pages and Proposal Sheet, two (2) pages, which are
by this reference incorporated herein and made a part
hereof, and shall perform any alterations in or additions
to the work provided under this contract and every part
thereof. Work shall start after execution of contract
and within ten (10) days of a preconstruction meeting
involving all the parties to the agreement and be com-
pleted within thirty (30) calendar days.
2. A proposal by a person who affixes thereto the words
"President," "Secretary," or "Agent" or other designation,
without disclosing the identity of his principal shall
be considered binding upon such person individually.
A proposal by a corporation should be signed with the
name of the corporation. Followed by the signature of
the "President," "Secretary," or other person authorized
to bind it. Such individual or partnership doing bus-
iness under an assumed name should be signed with the
name or names of such individuals or partnership, follow-
ed by the designation "d /b /a" assumed business name of
the individuals or partnership. In all cases of a part-
nership the same should be executed by a general partner
who should file evidence of his authority to bind the
partnership. The place of residence of every bidder,
and post office with the county and state must be given
after his signature. The Clallam Transit System Authority
reserves the right to waive any failure to comply strictly
with the provisions set forth in this paragraph.
3. No contractor will be considered unless references are
submitted in lieu of a 10 percent bid bond.
5,01-1g
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGE 2
4. Letters of Interest and References must be prepared without
assistance from any person employed in or belonging to
Clallam Transit System. No change shall be made in the
phraseology of the items mentioned herein. Alterations,
by erasure or interlineations, must be explained or noted
in the letter of interest and references over the signature
of the contractor.
5. The contract will be awarded upon negotiations with inter-
ested and qualified contractors. Even though CTS shall
be awarding the contract and monitoring the contract,
the State of Washington shall have the authority to ad-
minister the state's interests as shown in the attached
agreement between CTS and the State of Washington.
6. Clallam Transit System Authority reserves the right to
reject any and all Letters of Interest and References
if the Authority deems it to be in the interests of
the Authority to do so. To attempt to ensure all condi-
tions of the attached agreement and these specifications
are met and further to ensure that no conflict exists
between the agreement with CTS and the State of Washington,
the specifications, and negotiated contract.
7. The Contractor shall NOT be required to furnish a perfor-
mance bond. Please note sections 12 and 15 on Acceptance
of Work.
8. If the contract is awarded, and if the Contractor shall
fail or neglect to execute the contract within ten (10)
days after the award is made, this shall constitute cause
for withdrawal of contract award by Clallam Transit System.
9. These specifications are released by the Clallam Transit
System Authority, who shall act as sole point of contact
for administration of bidding. Questions should be directed
to David E. Fox, Maintenance Supervisor (206) 452 -4511
or Timothy J. Fredrickson, General Manager (206) 452 -1315.
10. Contact with members of the Clallam Transit System Authority
prior to the contract award is expressly prohibited and
will result in immediate disqualification of any contrator
so engaged.
11. The price to be negotiated shall include all items of
labor, materials, tools, equipment, and other costs nec-
essary to fully complete the site preparation pursuant
to these specifications.
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGE 3
12. Terms of Payment: Net thirty -one (31) calendar days
after acceptance. Purchase is exempt from payment of
Federal Excise Taxes. Purchaser will furnish necessary
exemption certificates to the successful contractor.
Washington State Sales Tax shall be included in price
as a separate item on Proposal Sheet, to be completed
during negotiations. Provided, however, that in lieu
of the performance bond required by RCW 39.08.010, the
Authority may retain 50 percent of the contract amount
for a period of 30 days after the date of final accep-
tance, or until receipt of all necessary releases from
the Department of Revenue and the Department of Labor
and Industries, and settlement of any liens filed under
Chapter 60.28, RCW, whichever is later.
Contractor shall submit itemized statements on a monthly
basis for all services rendered pursuant to this contract,
and the Authority shall pay for all such services within
a reasonable time after receipt of such statements. In
the event that Chapter 39.12, RCW (prevailing hourly
wages) is applicable to contractor, before payment shall
be made by the Authority on account of any work done
pursuant to this contract, contractor and any subcontractor
shall submit to the Clallam County Treasurer a "Statement
of Intent to Pay Prevailing Wages" approved in advance
by the Industrial Statistician of the Department of Labor
and Industries. Unless otherwise authorized by the Depart-
ment of Labor and Industries, each voucher claim submitted
by contractor shall state that the prevailing wages have
been paid in accordance with the prefiled Statement of
Intent to Pay Prevailing Wages on file with the Clallam
County Treasurer.
13. Criteria for determining the successful contractor for
the above work will include financial responsibility
of the contractor, price, and responsiveness of these
specifications.
The following conditions will be part of the contract:
The negotiated price must be submitted on the form pro-
vided. The Authority reserves the right to postpone
negotiations for its own convenience. Changes to the
specifications will be made by addendum. Contractors
may make appointments to discuss these specifications.
In the event the contractor is on the Comptroller
General's list ofineligible contractors for federally
financed or assisted work, any contract resulting from
this request may be cancelled, terminated, or suspended
by the Authority.
14. Contractor warrants that it is now and shall continue to
be an independent contractor throughout the term of this
contract. Contractor covenants to secure and maintain
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGE 4
available for inspection upon demand by CTS all necessary
certificates, permits, or licenses to do business in the
State of Washington, Clallam County, and the cites of Port
Angeles and Sequim. Persons performing labor pursuant to
this contract shall at all times be subject to the exclusive
control of the contractor.
Contractor hereby acknowledges awareness of the provisions
of Chapter 39.12, RCW and covenants to comply with the pro-
visions of said statute to the extent that the same may
be applicable.
Subject to the requirements of Chapter 39.16, RCW relating
to employment of Washington residents, in connection with
the performance of this contract, contractor covenants not
to discriminate against any employee or applicant for employ-
ment on the basis of race, religion, sex, or natidnai origin.
Contractor shall undertake affirmative action to ensure that
applicants are employed, and that employees are treated during
their employment without regard to their race, religion,
color, sex, or national origin. Such affirmative action
shall include and be applicable to, but not be limited to
the following: employment, promotion, demotion or transfer,
recruitment or recruitment advertising, lay -off or termination,
rates of pay or other forms of compensation and selection
for training, including apprenticeship.
Contractor hereby acknowledges notice of the provision of
RCW 39.16.030 as follows:
"Any contractor or subcontractor who shall employ a
non resident in excess of the percentage preferences,
excepting as herein permitted, shall have deducted,
for every violation, from the amount due him, the pre-
vailing wages which should have been paid to a displaced
resident. The money so deducted shall be retained by
the public body for whom the contract is being performed."
15. The Contractor shall negotiate a price on payment terms of
net thirty -one (31) calendar days after acceptance. The
Clallam Transit System Authority will notify the contractor
within three (3) working days after completion if the sites
have or have not been accepted. A letter of non acceptance
will furnish details of the deficiencies. The price quoted
for payment terms of net 31 days after acceptance will be
the price used in evaluating negotiations for award of con-
tract. Invoices shall be furnished with or prior to com-
pletion of sites.
16. Oral changes are not permitted. No change in this package
shall be made unless the Clallam Transit System gives prior
written approval thereto. The contractor shall be liable
for costs, including but not limited to costs for satisfactory
correction, resulting from specification change not properly
ordered by written modifications to the contract and approved
by the General Manager.
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGE 5
17. This Agreement shall be governed by the Uniform Commercial
Code, Chapter 62A.1 and Chapter 62A.2, and other applicable
laws of the State of Washington.
18. Whenever, under the contract documents, it is provided
that the Contractor shall furnish materials or manufactured
articles or shall do work for which no detailed specifi-
cations are set forth, the materials or manufactured
articles shall be of the best grade in quality and work-
manship obtainable in the market from firms of established
good reputation, or, if not ordinarily carried in stock,
shall conform to the usual standards for first class
materials or articles of the kind required with due con-
sideration of the use to which they are to be put. In
general, the work performed shall be in full confokmity
and harmony with the intent to secure the best standards
of construction in the work as a whole.
19. The work shall be executed under the observance of Clallam
Transit System and /or properly authorized agents, who
shall have full access at any time during project to all
work under construction or completed. The Clallam Transit
System shall have full power to reject or condemn any
materials furnished or work performed under the contract
which do not conform to the objective criteria set forth
in the contract documents.
As work is received, the Clallam Transit System will per-
form such inspections and tests as are deemed necessary
to determine if the work is in conformance with contract
requirements both as to configuration and performance
parameters. Certain of these procedures may be performed
on a sampling basis, and others may be performed only on
work which give indication of problem areas. Representa-
tives of the Contractor may witness acceptance inspections
and testing.
When acceptance tests and inspection for a given site
have been completed, the Clallam Transit System will
provide the Contractor with notice, informing him that
the Clallam Transit System accepts or does not accept
the site. The notification will also detail deficiencies
found, which may be major or a cause for non acceptance,
or which may be minor and suitable for repair after the
site has been accepted. All deficiencies discovered
during acceptance testing or subsequently shall be corrected
as provided in the contract documents.
Notification of acceptance or non acceptance will be in
writing and will be sent to the contractor within three
(3) working days of completion of the site.
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGI: 6
20. If sites are incomplete or incorrect, or fail in any
other way to meet the specifications the items shall
be completed or deficiencies shall be corrected, or
damaged parts shall be removed and /or repaired consis-
tent with the requirements. If the Contractor shall
fail to comply within a reasonable time with any order
of the General Manager to repair, replace, or correct
damaged or defective work, then the General Manager shall,
upon written notice to the Contractor, have the authority
to deduct the reasonable costs thereof from any compen-
sation due or to become due the Contractor. Nothing
in this section shall limit or restrict the fitness as
set forth in these documents.
21. Clallam Transit, the Comptroller General of the United
States, or any of their duly authorized representatives,
shall have reasonable access to all books, documents,
papers, and records of the Contractor which are directly
pertinent to this contract for the purpose of making
audit examination excerpts, and transcriptions during
contract and for a period of not less than three (3)
years after final acceptance.
22. Any bidder may be required to furnish evidence satisfac-
tory to Clallam Transit System that he and his proposed
subcontractors have sufficient means and experience in
the type of work called for to assure completion of the
contract in a satisfactory manner.
23. If said work is not completed within the time specified,
the Contractor agrees to pay the Authority the sum of
fifty dollars ($50.00) per site for each and every day
said work remains uncompleted after expiration of the
specified time, as liquidated damages.
In case completion of sites under this contract shall
be necessarily delayed because of strike, injunctions,
government controls, or by reason of any causes or cir-
cumstances beyond the control of the contractor, the
time of completion shall be extended by a number of days
to be determined in each instance by mutual agreement
between Clallam Transit System and contractor.
24. Contractor shall provide and bear the expense of all
equipment, work, and labor of any sort whatsoever that
may be required for the transfer of materials and for
constructing and completing the work provided for in
this contract and every part thereof, except such as
are mentioned in the specifications to be furnished by
the Authority.
AGREEMENT
SITE PREPARATION FOR FOUR BUS SHELTER LOCATIONS
PAGE 7
25 The Authority hereby promises and agrees with the Contractor
to employ and does employ the Contractor to provide the
materials and to do and cause to do and be done the above
described work and to complete and finish the same accord-
ing to the attached Technical Specifications, four (4)
pages and Proposal Sheet, two (2) pages, which are by
this reference incorporated herein and made a part hereof,
and shall perform any alterations in or additions to
the work provided under this contract and every part
thereof. The terms and conditions herein contained and
hereby contracts to pay for the same according to the
attachments above, at the time and in the manner and
upon the conditions provided for in this contract.
26. The Contractor for himself and his heirs, executors,
administrators, successors, and assigns, does hereby
agree to the full performance of all covenants herein
contained upon the part of the Contractor.
27. It is further provided that no liability shall attach
to the Authority by reason of entering into this contract,
except as expressly provided herein.
Countersigned:
This 28th day of February
CLALLAM TRANSIT SYSTEM PUBLIC TRANSPORTATION BENEFIT AREA
BY:
BY:
BY:
11E6( a4(1S7RcAc 7 c
Contractor
A L3 (0 M'E2
19 85
TECHNICAL SPECIFICATIONS
SITE PREPARATION: FOUR HIGHWAY 101 BUS SHELTER LOCATIONS
I. The following conditions apply to all work sites
A. No work shall be performed until transit is granted
authority by the state.
B. Any forbearance by the state in exercising any right
or remedy hereunder or otherwise afforded by applicable
law, shall not be a waiver of, or preclude the exercise
of any such right or remedy.
C. Transit shall have a supervisor on site at all times
work is being performed.
D. Work shall be performed Monday through Friday. No work
shall be performed before 8 :00 a.m. or after 5 :00 p.m.
No work shall be performed on Saturdays, Sundays, or
Holidays.
E. All work performed must be in compliance with the Manual
on Uniform Traffic Control Devices for Streets and High-
ways." Any closure or restriction of the highway shall
require a state approved traffic control plan.
F. All work sites must be cleaned after completion of work.
G. Subgrade for base materials. In advance of setting
line and grade stakes, the subgrade area shall be cleared
of brush, weeds, vegetation, grass, and debris= all of
which shall be satisfactorily disposed of. All depres-
sions or ruts which contain water shall be drained.
The subgrade shall then be bladed and dragged to remove
inequalities and secure a uniform surface.
H. Ballast. Ballast shall consist of crushed, partially
crushed or naturally occurring granular material from
approved sources. In the manufacture of ballast all
oversize material up to and including boulders of 10
inches in the greatest dimension shall be utilized in
the manufacture of the finished product.
The material from which ballast is to be manufactured
shall meet the following test requirement: Los
Angeles Wear, 500 Rev. (ASTM Designation C 131) 40
percent maximum.
TECHNICAL SPECIFICATIONS
Page 2
Ballast shall meet the following requirements for grading
and quality when placed in hauling vehicles for delivery
to the roadway, or during the manufacture and placement
into temporary stockpile:
Passing 21" square sieve 100
Passing 2" square sieve 65 to 100
Passing 1" square sieve 50 to 80
Passing 4" square sieve 30 to 50
Passing U.S. No. 40 sieve 16 max.
Passing U.S. No. 200 sieve (wet sieving) 9 max.
All percentages by weight
Dust ratio:
Passing #200 (wet sieving)
Passing #40
2/3 max.
Sand equivalent 35 min.
The portion of ballast retained on a 1 -inch square sieve
shall not contain more than 0.2 percent wood waste.
Wood waste shall be defined as all material which has a
specific gravity less than 1.0 after drying to constant
weight.
The portion of ballast passing U.S. No. 10 sieve shall
not have wood waste that will result in more than 250
parts per million of organic matter.
I. Compaction. Mechanical Tamper. A mechanical tamper
shall be air or gasoline driven. The air driven
mechanical tamper unit shall consist of an air driven
tamper together with all necessary incidental equip-
ment. The tamper shall be operated at an air pressure
of not less than 75 pounds per square inch. The tamping
foot shall have an area of not less than 19 square
inches nor more than 29 square inches. If approved by
Clallam Transit, tampers conforming to the above and
assembled in groups may be used, provided that the total
tamping area of the assembly is not less than 59 nor
more than 85 square inches.
The gasoline driven mechanical tamping unit shall be
equipped with a tamping foot of not less than 59 nor
more than 85 square inches in area. The gasoline
driven tamper shall operate by alternately rising and
falling approximately 15 inches and delivering a blow
of not less than 250 foot pounds with each fall.
TECHNICAL SPECIFICATIONS
Page 3
J. Top course. Crushed surfacing for the top course shall
be spread upon the preceding course to the depth, grade,
and cross section shown on the plans. After spreading,
the surface shall be lightly bladed and then thoroughly
compacted to line and grade shown on the plans.
The completed course shall have uniform distribution
as to gradation, and all areas in which there is an
excess of coarse or fine aggregrate shall be removed
and replaced with suitable material.
K. Disposal of excavated material. The material obtained
from excavation shall be disposed of by the Contractor.
II. The following conditions apply to specific site preparation
A. Site #3 Mt. Pleasant Road N. Attachment B 1
1. Prepare subgrade
2. Place and compact ballast
3. Transport and set slab
4. Grade and slope
5. Clean up
B. Site #4 Mt. Pleasant Road S. Attachment B 2
1. Clear and grub
2. Prepare subgrade
3. Excavation and disposal
4. Place and compact ballast
5. Place and compact top course
6. Transport and set slab
7. Grade and slope
8. Clean up
C. Site #6 O'Brien Road N. Attachment B 3
1. Prepare subgrade
2. Place and compact ballast
3. Place and compact top course
4. Transport and set slab
5. Grade and slope
6. Clean up
TECHNICAL SPECIFICATIONS
Page 4
D. Site #7 O'Brien Road S. Attachment B 4
1. Prepare subgrade
2. 18" C.M.P. 18 L.F.
3. Set C.M.P.
4. Place and compact ballast
5. Place and compact top course
6. Transport and set slab
7. Grade and slope
8. Clean up
1
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Po
o,
Timothy J. Fredrickson
General Manager
Clallam Transit System
2417 West 19th Street
Port Angeles, WA 98362
NORTHERN CONSTRUCTION CO
P 0 Box 1404
Port Angeles, Wash 98362
ATTENTION: Letters of Interest and References are required per-
taining to the work described on this sample Proposal
Sheet. This Proposal Sheet shall be the format in
negotiating the contract.
Dear Mr. Fredrickson:
SUBJECT: Proposal for Site Preparation: Four Highway 101
Bus Shelter Locations
The undersigned hereby cei„tify /certifies that 7 1 10'° 1
C,Sr. (10 has /berme read and thoroughly
unders the work required by this Request for Proposal.
It is understood that the proposal is to furnish all labor and
needed materials at a unit price as indicated below for each
item. Four sites shall be prepared, with each site being appraised
individually. Proposals shall be for either one or all of the
sites.
Clallam Transit shall supply the four concrete slabs. Slabs
shall be picked up by successful contractor at Angeles Concrete
Products on Highway 101 East, Port Angeles, Washington. The
slabs will be loaded onto contractor's truck by Angeles Concrete
Products equipment and personnel. Successful contractor must
transport, offload, and position one slab at each site. Slabs
measure 9'1" x 5'0" and weigh 4,500 pounds each. A lifting eye
has been provided at each corner.
It is understood that a contract will be required and executed
prior to the start of site preparation. Each site must be pre-
pared to specification and ready for transit personnel to assemble
shelters not later than 30 calendar days from signing of contract.
7
8
9
Proposal for Site Preparation
Mt. Pleasant Rd. N. *3
Attachment 8 1
Prepare subgrade
Lump Sum /0D.
Place compact
Ballast 5.0* C.Y.
/7(F-
Transport set precast
slab 9'x5' 4500 lbs
/oo. e°
Grade &,slope to spec.
75
Clean up
Wash. St. Sales Tax
6 7.8%
0 Total .37. ti
En eer's estimate
By n 46W Z-1
Address
x
s.u-
Mt. Pleasant Rd. S. #4
Attachment B 2
Clearing grubbing
Lump Sum 2 0 7 7
Prepare subgrade
Lump Sum /OD. t
Excavation disposal
of mate al 0.3* C.Y.
O
Place compact ballast
5.8* C.Y.
Place compact top
course 0.5* C.Y.
Transport set pre-
cast slab
9'x5' 4500
Grade e lope to spec
r
Clean up fo. eS
Wash. St. Sales x
7.8% .'O J
Total R5, l
NORTHERN CONSTRUCTION CO.
P 0 Box 1404
Port Angeles, Wash. 98362
O'Brien Rd. N. 116
Attachment B 3
Prepare subgrade
Lump Sum f
Place compact
Ballast 5.3* C.Y.
/SD. o;
Clean up
SU•
Wash. St. S a s Tax
7.8% o .�v
Total
Date ‘-rZZE.
telephone
Page 2
O'Brien Rd. S. #7
Attachment B 4
Prepare subgrade
Lump Sum /00
18' C.M.P,, 18 L.F.
/re2.
Place compact top Set C.M.P.
course 0.8* C.Y. /ZO.B'%
co.
Transport set pre- Place
cast slab 9'x5' 4* C.Y.
4500 lbs $1_012
Grade slo to
spec.
Place compact top
course 0.5* C.Y.
Transport set pre-
cast slab 9'x5' 4500#
/co, ot
Grade slope to spec
,'s.
Clean up
Wash. St. Sale T,ax
7.8%
IS4
compact ballast
/5o. r—
J3
KM IN '4111 MAN
C,ov,.rru x
STAR Of WASHINGT( )N
DEPARTMENT OF TRANSPORTATION
Office of Orstnct Administrator 5720 Capitol Blvd KT-11, Tumwater, Washington P O Box 9327, Olympia. Washington 98504
September 10,1984
Mr. Tim Fredrickson, General Manager
Clallam Transit System
2417 West 19th
Port Angeles, WA 98362
Dear Mr. Fredrickson,
SR 101 Mt. Pleasant O'Brien Roads
Shelter Bus Turnout
District Agreement it 73
The following will serve as an Agreement between the Department of Transportation herein-
after referred to as the "State" and Clallam Transit System hereinafter referred to as
"Transit This Agreement is concerning the maintenance and operation of ten bus pull-
outs on SR 101 all as located on Exhibit "A attached hereto, and by this reference in-
cluded herein and the construction, maintenance and operation of four bus shelters at
Mt. Pleasant and O'Brien Roads as shown on Exhibit "A
The State agrees to grant Transit permission to maintain and operate said bus pullouts
and to construct said bus shelters as shown on Exhibit "A
Transit agrees to maintain said bus pullouts and construct and maintain said bus shelters
at 100 percent Transit expense.
The responsibility of Transit for proper performance, safe conduct, and adequate policing
and supervision of the work shall not be lessened or otherwise affected by the State's
approval of plans, specifications, or work or by the presence at the worksite of the
State's representative(s) or by compliance by the Company with any requests or recommen-
dations made by such representative(s).
No work provided for herein shall be performed until Transit is granted authority by
the State's representative who is:
Ed Trulson
17th "C" Street
P. 0. Box 280
Port Angeles, WA 98362
Telephone: 457 -1181
The parties agree that in the event either party is required to institute legal action
or proceedings concerning this agreement, such action or proceedings shall be brought in
the proper court in Thurston County.
I111»I 111 k1 r\1•• rs.
Agreement 73
September 10,1984
Page 2
This document contains all covenants, stipulations and provisions agreed upon by the
parties. No agent, or representative of either party has authority to make, and the
parties shall not be bound by or be liable for, any statement, representation, promise
or agreement not set forth herein. No changes, amendments, or modifications of the
terms hereof shall be valid unless reduced to writing and signed by the parties as an
amendment to this agreement.
Transit shall indemnify and hold the State, Secretary of Transportation, and all officers
and employees of the State harmless from and shall process and defend at its own expense
all actions, claims, demands, or suits brought against the State, the Secretary, and all
officers and employees of the State, arising out of, or in connection with or incident
to the execution of this Agreement and /or Community Transit's performance or failure to
perform any of the provisions of this Agreement and /or any deficiencies in the plans and
specifications for the Shelter Work; provided nothing herein shall require Transit to
hold harmless or defend the State, the Secretary, or any officer or employee of the State
from any liability, loss, claim, demand, or suit arising from the sole negligence of the
State, the Secretary, or any officer, or employee of the State. This indemnification
shall survive any termination of this agreement.
No officer or employee of the State shall be personally liable for any act, or failure
to act, in connection with this Agreement, it being understood that in such matters they
are acting solely as agents of the State.
Transit shall be deemed an independent contractor for all purposes and the employees of
Transit or any of its contractors and subcontractors shall not in any manner be deemed
employees of the State.
Any forbearance by the State in exercising any right or remedy hereunder or otherwise
afforded by applicable law, shall not be a waiver of, or preclude the exercise of, any
such right or remedy.
If any covenant or provisions, or part thereof, of this Agreement shall be adjudged void,
such adjudication shall not affect the validity, obligation or performance of any other
covenant or provision, or part thereof, which in itself is valid, if such remainder con-
forms to the terms and requirements of applicable law and the intent of this Agreement.
Any factual disputes between the State and Transit in regard to this agreement shall be
referred for determination to the Secretary of Transportation, or his designee, for
resolution.
Should Transit choose to perform the work outlined herein with other than its own forces,
a representative of Transit shall be present at all times while the construction is in
progress unless otherwise agreed to by the District Administrator. All contact between
the State and Transit's contractor shall be through the representative of Transit. Where
Transit chooses to perform the work with its own forces, it may elect to appoint one of
its own employees engaged in the construction as its representative. Failure to comply
with this provision shall be grounds for stopping or restricting any further work by
Transit within the State right -of -way until said requirement is met.
Transit at its own expense shall adequately police and supervise all work by itself,
its contractor(s), subcontractor(s), agent(s), and other, so as not to endanger or
injure any person or property.
Work within the State right of way shall be restricted to the hours between 9 A.M. and
3:30 P.M. for maintenance work and 8:00 A.M. to 5 P.M. for shelter construction, except
that no work will be allowed on the right -of -way Saturdays, Sundays, or Holidays, unless
otherwise authorized by the District Administrator.
During maintenance of bus stops and construction of shelters Transit shall comply with
the "Manual on Uniform Traffic Control Devices for Streets and Highways Any closure
or restriction of the highway shall require a State approved traffic control plan.
This Agreement shall continue in full force and effect until and unless amemded or ter-
minated upon thirty (30) days written notice by either party.
Provided is the original and one copy of this document. Please indicate your approval
by signing both in the space provided below. Retain one copy for your files and return
the other to this office to the attention of R. L. Anderson, Environmental Coordinator.
CLALLAM TRANSIT SYSTEM
BY:
Agreement 73
September 7-0,1984
Page 3
Date412 11,11‹ 19.:1
Sincerely,
ZIRKLE
strict Administrator
To:
t
Clallam Transit System
Thank you.
v
vo
DATE February 28, 1985
Port Angeles City Clerk
Bremerton City Clerk
Clallam County Auditor's Office
Kitsap County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
If you have any questions, please contact us
at your earliest convenience.
er
5.9713
Re: Intergovernmental Cooperative Agreement
Pursuant to RCW 39.34.040, please file the
attached document according to your establish-
ed procedures.
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
1 NTERGOVERNMENTAL COOPERATIVE
A G R E E H E N T
Pursuant to Chapter 39.34 RCW and to other provisions of
the law. Kitsap Transit, hereinafter called "Transit" and the
following named municipal corporation, political subdivision
or other public agency of the State of Washington Clallam
Transit System hereinafter called "the political subdivision
hereby agrees to cooperative governmental purchasing upon the
following terms and conditions.
(1) Transit in contracting for the purchase of goods and
services for Transit, agrees to extend said contracts to other
political subdivisions to the extent permitted by law, and
agreed upon by the parties.
(2) The political subdivision accepts responsibility for
compliance with any additional or varying laws and regulations
governing purchases by or on behalf of the political subdivision
in question. A purchase by a political subdivision shall be
effected by a purchase order from the political subdivision,
directed to the vendor or other party contracting to furnish
goods or services to Transit.
(3) Transit accepts no responsibility for the performance
of any purchasing contract by the vendor, and Transit accepts no
responsibility for payment of the purchase price by the political
subdivision.
(4) The political subdivision reserves the right to contract
independently for the purchase of any goods or services, with or
without notice to Transit.
(5) Transit reserves the right to exclude the undersigned
political subdivision, or any class containing the undersigned
political subdivision, or political subdivisions in general, from
any particular purchasing contract, with or without notice to the
political subdivision.
(6) This Agreement shall continue in force until cancelled
by either party, which cancellation may be effected with or with-
out nitice to the other party.
(7) This Agreement covers all Transit contracts.
POLITICAL SUBDIVISION
CLALLAM TRAN IT SYSTEM
KITSAP TRANSIT
Richard M. Hayes
Executive Director
ATTEST:
Clerk of the Board
Date: 3
r
ATTEST:
Date
Fredrickson
GEN RAL MANAGER
Clerk d. the Authority
ClailamTransit System
To: Port Angeles City Clerk
Tri- Cities City Clerk
Benton County Auditor's Office
Franklin County Auditor's Office
Clallam County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Re: Vanpool Sublease
VEVO
DATE FPhriiary 99 1985
Pursuant to RCW 39.34.040, please file the
attached document according to your estab-
lished procedures.
If you have any questions, please contact
me at your earliest convenience.
Thank you.
5,915
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
VANPOOL SUBLEASE
AGREEMENT between the Clallam Transit System (hereinafter referred
to as "CTS and Benton- Franklin Public Transportation Benefit
Area (hereinafter referred to as "Ben Franklin Transit both
parties being municipal corporations of the State of Washington.
WHEREAS, pursuant to RCW 39.34.010, both parties desire to
make the most efficient use of the powers granted to them by
the people of the State of Washington, and desire to provide
service to the public in a manner which will accord best with
geographic, economic, population, and other factors influencing
the needs of their respective local communities; and
WHEREAS, at the present time CTS is unable to efficiently make
use of that certain van, serial number 2B5W31T4CK17284$, which
it has leased from the Washington State Department of Transpor-
tation; and
WHEREAS, Ben Franklin Transit has need of such a vehicle; now
THEREFORE, in consideration of the mutual covenants and promises
contained herein, the parties do hereby agree as follows:
I. TITLE
This agreement shall be known as, and hereafter be referred
to as "Vanpool Sublease."
II. SUBJECT
Subject to the terms and conditions set forth below, CTS leases
to and Ben Franklin Transit leases from CTS that certain motor
vehicle described in and the subject of the lease between the
Washington State Department of Transportation and Clallam Transit
System, a copy of which lease is attached hereto as Exhibit "A,"
and which exhibit is incorporated herein by this reference.
III. TERM
This agreement shall become binding upon execution and shall
continue in effect for a period not to exceed 180 days, unless
sooner terminated as hereinafter provided, or extended as here-
inafter provided.
IV. ASSUMPTION OF CTS OBLIGATIONS
Ben Franklin Transit does hereby covenant to and does assume
all of the obligations of CTS to the Washington State Depart-
ment of Transportation as outlined in Exhibit "A," for so long
as this agreement may continue in effect.
V. DELIVERY
Ben Franklin Transit shall accept delivery of the vehicle in
Port Angeles, Clallam County, Washington, and at the termination
C.L VTQ- i kL) ,v`r
5.91B
VANPOOL SUBLEASE
2
of this agreement, shall return the same at its own expense to
CTS at the principal place of business of CTS in as good condi-
tion as when received, reasonable wear and tear excepted.
VI. RENTAL
Ben Franklin Transit shall pay to CTS as rent for the use of
the vehicle, the same amount as CTS has agreed to pay to the
Washington State Department of Transportation, and as outlined
in Exhibit "A," said amount being payable on the first day of
each month, the first payment to be made upon the execution
of this agreement.
VII. OWNERSHIP AND USE
The vehicle shall at all times be the sole and exclusive property
of CTS and the Washington State Department of Transportation.
Ben Franklin Transit shall have no rights or property interest
therein, except for the right to use the same in the manner
provided in Exhibit "A." Ben Franklin Transit shall keep the
vehicle at all times free and clear from all claims, levies,
liens, encumbrances, and process; and shall give CTS immediate
notice of any such attachment or other judicial process effecting
the vehicle. Ben Franklin Transit shall cause the vehicle to
be operated in accordance with the applicable vendors or manu-
facturer's manual of instructions, by competent, qualified, and
licensed personnel.
VIII. REPAIRS AND REPLACEMENTS
Ben Franklin Transit shall keep the vehicle in good condition
and, at its own cost and expense, make all repairs and replace-
ments necessary to this end. All such replacements shall imme-
diately become the property of CTS and the Washington State
Department of Transportation.
IX. INSURANCE
Ben Franklin Transit, at its own cost and expense, shall insure
the vehicle against theft, fire, vandalism, or other casualty
in the amount of $15,000.00, or actual cash value, and keep
in force during the term of this agreement, public liability
and property damage insurance as provided in "Section 11" of
Exhibit "A."
X. INDEMNITY
Ben Franklin Transit assumes liability for and shall indemnify,
protect, save, and keep harmless CTS, it agents, officers,
and servants from and against all losses, damages, penalties,
claims, actions, suits, costs, expenses, and disbursements,
including legal expenses of whatsoever kind and nature imposed
upon, incurred by, or asserted against CTS in any way relating
to or arising out of this agreement or of the use of the vehicle.
The indemnities contained in this article shall continue in
full force and effect notwithstanding the termination of this
agreement.
VANPOOL SUBLEASE 3
XI. INSPECTION
The parties agree that agents of CTS may, at any time, enter
the premises of Ben Franklin Transit for the purpose of inspect-
ing the vehicle and the manner in which it is being used.
XII. DAMAGE TO VEHICLE
Notwithstanding the loss, theft, destruction, or damage of the
vehicle, the monthly rental for such vehicle shall continue to
be paid by Ben Franklin Transit for the duration of this agree-
ment. Ben Franklin Transit shall have the responsibility for
the repair of any damage to the vehicle and shall repair or
cause it to be repaired promptly after damage. In every such
instance, Ben Franklin Transit shall assign to CTS any and all
rights Ben Franklin Transit may have under insurance policies
referred to above with respect to such damage, as well as any
rights Ben Franklin Transit may have to be reimbursed for such
damage pursuant to insurance coverage carried by others.
XIII. EXTENSION
This agreement may be extended on a month -to -month basis only
by written agreement signed by both parties and subject to approval
of the Washington State Department of Transportation.
XIV. TERMINATION FOR THE CONVENIENCE OF CTS
CTS and /or Ben Franklin Transit may, in its sole discretion,
terminate this agreement in whole or in part at any time by
giving not less than 15 days written notice to the other party
of intent to terminate, and specifying the effective date thereof.
Upon such termination, Ben Franklin Transit shall return the
vehicle to the CTS Operations Center at Port Angeles, Washington.
The agreed rental shall be appropriately prorated.
XV. WAIVERS
The failure of either party in any one or more instances to
insist upon the performance of any of the terms, covenants,
or conditions of this agreement, or to exercise any right or
privilege conferred in this agreement, or the waiver of any
breach of any of the terms, covenants, or conditions herein,
shall not be construed as thereafter waiving any such terms,
covenants, conditions, rights, or privileges, but the same shall
continue and remain in full force and effect, the same as if
no such forbearance or waiver has occurred.
XVI. ENTIRE AGREEMENT /SEVERABILITY
This agreement together with Exhibit "A" represents the entire
agreement between the parties. All prior negotiations have
been merged into this agreement and there are no understandings,
representations, or agreements, oral or written, express or
implied, other than those set forth herein. This agreement
shall not be modified or amended except by an agreement in writing
signed by both parties. The invalidity in whole or in part
of any provisions of this agreement shall not affect the validity
of the remainder.
VANPOOL SUBLEASE
IN WITNESS WHEREOF, the parties have caused this agreement
to be executed by their respective corporate officers this
1st day of January 1985.
BEN FRANKLIN TRANSIT
John on Timothy
Gener
Resident Manager
CLALLAM TRANSIT SYSTEM
4
C
edrickson
anager
Clallam Transit System
THAT:
THIS AGREEMENT, entered into by the WASHINGTON STATE DEPARTMENT OF
TRANSPORTATION (hereinafter called the "Department and the
(hereinafter called the "Lessee WITNESSES
WHEREAS, the Department has received funds from the Standard Oil Company of
California for the implementation of oil related energy conservation programs; and
WHEREAS, a portion of these funds has been designated for the purchase of vans to
be used in a vanpool mode; and
WHEREAS, the Department has purchased vans to be leased to transportation
operators for this purpose; and
WHEREAS, the Lessee has determined a need for one or more of these vans.
NOW, THEREFORE, in consideration of the mutual covenants herein set forth, the
Department and the Lessee agree as follows:
Section 1. Purpose of Agreement. The purpose of this Agreement is to provide for
the undertaking of vanpool transportation services (hereinafter called the "Project by
the Lessee and to state the terms, conditions and mutual understandings of the parties as
to the manner In which the Project will be undertaken and completed.
Section 2. Scope of Protect. The Department hereby agrees to lease to the Lessee
one vans(s), Seclal No(s) 285WB31T4CK172848 for the
purpose of vanpooling.
Section 3. Time of Performance. The Project period of this Agreement shall be
Seotember 24. 1982 through Spptpmher 1
At the conclusion of the Project period, the vehicle(s) will be returned to the Department.
The Lessee may not unilaterally terminate the Project. The Lessee .must give 30 days
written notice to the Department prior to any complete or partial termination of the
Project.
Exhibit "A"
GC7U17
Section 4. Financial. The Lessee hereby agrees to pay to the Department the sum
of $240.00 each month per vehicle for the term of the Project beginning with the
effective date of this Agreement. Monthly billings will be sent out by the Department the
first week of each month for the previous month. If necessary, the first payment will be
prorated based upon the number of working days the Agreement is in effect for the
month. In the event that the Lessee chooses to buy out any remaining van equity before
the end of the Project period, or purchase the vans(s) at the end of the period, the selling
price will be based on the fair market value at the time of sale.
Section 3. Licensing. The Lessee shall pay for the initial license plate and its
continued renewal throughout the Project period. The vehicle title will show the
Department as the legal owner and the Lessee as the registered owner. If the vehicle is
purchased from the Department before the 36 -month minimum vanpooling period as
described in RCW 82.08.0287 and RCW 82.12.0282, and is not going to continue to be used
for vanpooling purposes, the Lessee will be required to pay the full amount of the sales
tax exemption originally granted to the Department.
Section 6. Use of Project Equipment. The Lessee agrees that the van(s) shall be
used for commuter ridesharing as defined in RCW 46.74.010(1). Ridesharing for the
elderly and the handicapped as defined in RCW 46.74.010(2) will be permitted during times
when the van(s) are not being used for commuter ridesharing. The Lessee further agrees
that it will not use or permit the use of the van(s) in a negligent manner or in violation of
any law, or so as to void any insurance covering the same, or permit the van(s) to become
subject to any lien, charge, or encumbrance. The Lessee shall keep satisfactory records
with regard to the use of the van(s) and submit to the Department upon request such
information as is required in order to assure compliance with this section. If, during such
period, any Project equipment is not used in the above described manner, is used in a
manner substantially different from that described in this Agreement, or is withdrawn
from transportation service, the Lessee shall immediately notify the Department.
This lease becomes void and the van(s) are to be immediately returned, if the van(s)
are being used for purposes other than vanpooling and the mileage for any one van is
estimated at any time during the Project period to exceed 23,000 miles per year.
GC 7017
A new lease agreement for a shorter time period may be negotiated at a higher
monthly payment to provide for dual use of the vans and mileage exceeding 25,000 per
year.
Section 7. Maintenance of Project Equipment. MI services, materials, and repairs
in connection with the use and operation of the Project equipment are at the Lessee's
expense. The Lessee agrees to service the Project equipment and replace parts at
intervals recommended ih the manual provided by the manufacturer of such equipment, or
sooner if needed. The Lessee shall take the Project equipment to an appropriate service
and repair facility for any service and repair under manufacturer's 'warranty. The
Department shall not be liable for repairs, nor shall any such repairs be charged to it.
Maintenance and service records shall be kept on file for each van and be made available
to the Department upon request. The Project equipment may be periodically inspected by
Department personnel. Failure to follow correct maintenance procedures during the
Project period may be grounds for termination of this Agreement and cause for the return
of the equipment to the Department. Modification to the vehicle or the installation of
additional equipment must be approved by the Department.
Section 8. Painting. The Department will provide funds to •the Lessee in an
amount not to exceed $500.00 per vehicle for the purpose of exterior painting of the
Project equipment.. This would include such items as logos, phone numbers, striping, etc.
The Department will require that the word "VANPOOL" be placed on each side of the
vehicle and on the rear door. The letters shall not be less than 6 inches in height on the
side and 3 inches in height In the rear. Letters may be decal or painted. The Department
will be responsible for repainting the vans when returned by the Lessee at the end of the
Project period.
Section 9. Out-of -State Travel. Vanpool drivers residing in a state other than
Washington shall be required to comply with their home state driver regulations.
International travel will not be allowed.
Section .10. Limitation of Liability. The Department shall not be liable to the
Lessee or to anyone else, for any liability, loss, or damage, of any kind and however
caused or alleged to be caused directly or Indirectly by the Project equipment; or the
repair, maintenance, or equipment thereof, by any Inadequacy thereof, or defect therein,
-1-
_GC701.7
or by any incident in connection therewith, or interruption of service or use of any Project
equipment provided pursuant to this Agreement, or from any liability of any nature
growing out of performance of this Agreement or Project on the part of the Lessee, its
officers, employees, or subcontractors. The Lessee does hereby 'release and agree to
indemnify and hold harmless the Department, its agents, and employees, from any and all
causes of action, suits at law or equity, or claim or demand of .whatsoever nature or
character. arising out of or by reason of the execution or performance of this Agreement
or Project. The Lessee further agrees to reimburse the Department for any cost the
Department incurs in litigation or civil or criminal proceedings arising out of actions
taken by the Lessee, its officers, employees or subcontractors in regard to this Agreement
or Project.
Section 11. Insurance. The Lessee shall obtain and keep in force during the term
of this Agreement, public liability and property damage insurance in amounts and with
companies acceptable to the Department. The Department shall be specifically named as
an insured in the insurance policy which insures the Lessee. The coverage shall not be less
than $1,000,000.00 single limit bodily injury and property damage per occurrence. The
insurer shall agree to give the Department 30 days written notice for cancellation or
substantial change in coverage. Coverage in the minimum amount set forth herein shall
not be construed to relieve the Lessee from liability in excess of such coverage. Further,
the Department reserves all claims or rights of action against .the Lessee as if the
Department were not named in the subject policy.
Section 12. Contracts Under This Agreement. Unless otherwise authorized in
advance in writing by the Department, the Lessee shall not assign any portion of the work
to be performed under this Agreement, or execute any contract, amendment or change
order thereto, or obligate itself in any manner with any third party with respect to its
rights and responsibilities under this Agreement. The Lessee may not in any way
encumber the van(s).
Section 13. Agreement Modifications. Either party may request changes in these
provisions. Such changes which are mutually agreed upon shall be incorporated as written
amendments to this Agreement. No variation or alteration of the terms of this
Agreement shall be valid unless and until such variation or alteration is made in writing
and signed by authorized representatives of the parties thereto.
-4-
GC7017
Section 14. Termination. The Department may, by written notice to the Lessee,
terminate the Project and cancel this Agreement for any of the following reasons:
(a) The Lessee discontinues the use of Project equipment for the purpose of
vanpooling;
(b) The Lessee takes any action pertaining to this Agreement without the
approval of the Department and which under the procedures of this Agreement would have
required the approval of the Department;
(c) The commencement, prosecution or timely completion of the Project by the
Lessee is, for any reason, rendered improbable, impossible or illegal;
(d) The Lessee shall be in default under any provision of this Agreement;
(e) The Lessee in any way jeopardizes its ability to perform pursuant to this
Agreement or the regulations of the Department or the laws of the United States of
America or the laws of the local governmental bodies in which the Lessee operates;
(f) The Department may choose to terminate the Agreement if it determines
that the Lessee has abused or misused the equipment: including, but not limited to;
failure to maintain, the vehicle according to manufacturer's standards; failure to repair
damaged or replace defective or broken parts in a timely manner; or, the taking of any
action which could adversely affect the ability of the Project equipment to perform its
designated function.
Section 15. Safety. The Lessee shall ensure that all Project equipment is operated
in a safe, prudent manner and that all drivers comply with existing state laws regarding
the operation of motor vehicles on the streets, roads, and highways of the state.
Section 16. Venue. In the event that either party deems It necessary to institute
legal action or proceedings to enforce any right or obligation under this Agreement, the
parties hereto agree that any such action shall be Initiated in the Superior Court of the
State of Washington situated In Thurston County.
-s-
GC 7017
Section 17. Relationships with Employees and Officers of the Department. The
Lessee shall not extend any loan, gratuity or gift of money in any form whatsoever to any
employee or officer of the Department, nor will the Lessee rent or purchase any
equipment and materials from any employee or officer of the Department.
Section 18. Personal Liability of Public Officers. No officer or employee of the
Department shall be personally liable for any acts or failure to act in connection with the
agreement, it being understood that in such matters they are acting solely as agents of
the Department.
Section 19. No Govemment Obligations to Third Parties. No contract between the
Lessee and its contractors and /or materlalmen and /or laborers and /or their subcontractors
shall create any obligation or liability of the Department with regard to this Agreement
without the Department's specific written consent of such obligation or liability,
notwithstanding its concurrence in, or approval of, the award of any contract or
subcontract or the solicitation thereof. The Lessee hereby agrees to include this provision
in All contracts it enters into for the employment of any individuals, procurement of any
materials, or the performance of any work to be accomplished under this Agreement.
Section 20.' Independent Contractors. The Lessee shall be deemed an independent
contractor for all purposes, and the employees of the Lessee or any of its contractors,
subcontractors and the employees thereof, shall not in any manner be deemed to be the
employees of the Department. Nothing in this Agreement shall be taken as creating or
increasing any right of any third party to recovery by way of damages or otherwise
against either the Lessee or the Department.
Section 21. Remedies Cumulative. All remedies provided in the Agreement are
distinct and cumulative to any other right or remedy under this document or afforded by
law or equity, and may be exercised independently, concurrently, or successively.
Section 22. Forbearance by Department Not a Waiver. Any forbearance by the
Department In exercising any right or remedy hereunder, or otherwise afforded by
applicable law, shall not be a waiver of, or preclude .the exercise of, any such right or
remedy.
GC7017
1
Section 23. Changed Conditions 'Affecting Performance. The Lessee hereby agrees
to immediately notify the Department of any change in conditions or law, or of any other
event, which may significantly affect its ability to perform the Project in accordance
with the provisions of this Agreement.
Section 24. Department Advice. The Lessee bears complete responsibility for the
administration and success of the Project as it is defined by this Agreement and any
amendments thereto. Although the Lessee is encouraged to seek the advice and opinions
of the Department on problems that may arise, the giving of such advice shall not shift
the responsibility of the Lessee for the administration and success of the Project.
Section 23. Severability. If any covenant or provision, or part thereof, of this
Agreement Is adjudged void, or held to be Invalid, such adjudication or holding shall not
affect the validity or obligation of performance of any other covenant or provision, or
part thereof, which in itself is valid, if such remainder conforms to the terms and
requirements of applicable law and with the intent of this Agreement. No controversy
concerning any covenant or provision shall delay the performance of any other covenant
or provision except as herein allowed.
Section 26. Notices. Any notice, request, consent, demand, report, statement or
submission which Is,required or permitted to be given pursuant to this Agreement shall be
in writing and shall be delivered personally to the respective parties set forth below, or
mailed by first class United States mail, postage prepaid, to the respective parties at the
addresses set forth below, or to such other addresses as the parties may from time to time
advise by notice In writing. The date of receipt of any such notice, demand, request or
submission shall be presumed (this presumption is rebuttable) to be the date of delivery if
served personally, or if mailed as aforesaid, on the fifth business day following the date of
such mailing.
O.
rr.7ox7
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year last written below.
STATE OF WASHINGTON
DEPARTMENT OF TRANSPORTATION
By: V V
ROBERT S. NIE
N
Assistant Secretary for
E r Public Transportation Planning
Date: 9 �l 2 r/ 8.
Approved as to Form:
By:
Assistant Attorney General
Any modification ,'change, or r of
this Agreement requires the further approval
of the Office of the Attorney General.
IN
By:
Title:
Date:
C1a11am Transit System
(Lessee)
9, 1982
GC 7017
Walla=Transit System
To: Port Angeles City Clerk
Clallam County Auditor's Office
Secretary of State
From: Administration- -Mary E4 Reich
Re: Interlocal School Transportation Agreement
As required by RCW 39.34„040, please file the attached
document according to established procedure for your
jurisdiction.
If you have any questions, please contact us at your
convenience.
Thank you„
vvo
DATE: September 14, 1983
5,3i&
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
INTERLOCAL SCHOOL TRANSPORTATION AGREEMENT
AGREEMENT made and entered into thisZeLudi day of i US 1983, by
and between CLALLAM TRANSIT SYSTEM, hereinafter referred to as "CTS" and
CRESCENT SCHOOL DISTRICT NO. 313, hereinafter referred to as "District both
parties being municipal corporations of the State of Washington.
WHEREAS, pursuant to RCW 29.34.010, both parties desire to make the most
efficient use of their respective powers to provide services and facilities
in a manner that will be in the best accord with the geographic, economic,
population, and other factors influencing the needs of the residents of Clallam
County and Crescent School District No. 313 and
WHEREAS, CTS operates a public transportation system within Clallam County
including routes within the geographic area served by the District; and
WHEREAS, the District is desirous to avoid increases in operating expenses by
utilizing existing transportation capacity of CTS:
NOW THEREFORE, in consideration of the mutual covenants and promises herein-
after set forth, the parties agree as follows:
1. TERM. The duration of this Agreement shall be for one (1) year beginning
the day of /(,/e44/57 1983, and ending the Z/ ,j day of /71(16V6
1984, unless renewed or earlier terminated. This Agreement may be terminated
at any time by either party for any reason by giving the other party not less
than thirty (30) days prior writ:rcn notice.
2. PERFORMANCE. CTS agrees to accept tokens distributed by the District to
pupils as valid tender for transportation of pupils in accordance with CTS
policies in effect at the time said transportation service is performed.
3. SECURITY. The District agrees to be solely responsible for the security
of any and all tokens after receipt of the same from CTS.
4. FARES AND PAYMENT. CTS agrees to supply the District with such quantity
of tokens as requested by the District, And the District shall pay CTS within
thirty (30) days of receipt of statement for such tokens honored by CTS. Fares
and payment shall be in accordance with the rate schedule attached hereto and
incorporated herein by this reference.
5. ROUTES. Transportation shall be provided along fixed routes only. The
location of such routes shall remain in the sole discretion of CTS although
the needs of pupils shall be considered by CTS in fixing the same.
6. EQUIPMENT. CTS shall furnish adequate, safe vehicles and operators. To
facilitate the scheduling of operators and vehicles, neither party shall with-
out first giving the other thirty (30) days advance written notice thereof
change the number or size of vehicles it operates in any geographic area or
route which may impact or affect the transportation operation of the other.
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7. PASSENGER RIGHTS AND DUTIES. It is expressly understood and agreed that
CTS remains an entity separate and distinct from the District and, as such,
reserves the right to enforce all rules, regulations, and laws applicable to
bus passengers. Pupils transported by CTS as a result of implementation of
this Agreement do not thereby acquire any special rights or privileges beyond
those to which any other passenger is or may be entitled except as authorized
by law.
8. AUTHORIZATION. Pursuant to RCW 39.34.080, the within agreement
authorized by the governing body of each of the respective parties.
9. SEVERA.BILITY. In the event that any provision of this Agreement is
adjudicated by a court of competent jurisdiction to be invalid for any reason,
such decision shall not render unenforceable any remaining provision not so
adjudicated.
IN WITNESS WHEREOF, the parties have hereunto set their hands the day and
year first written above.
SCHOOL DISTRICT NO 313
CRE
Richard Hamll Superintendent
ATTEST:
William B. Mac Cully
General Manager
Clallam Transit System
APPROVED AS TO FORM:
C.T. Walrath
Attorney to the Authority
CLALLAM TRANSIT SYSTEM AUTHORITY
/1 4
r
f
74 �r.
J/
shall be
I
Tokens
RATE SCHEDULE
Full Discount
Number Price Quantity Price
Tokens Each Discount Each
1 -24 .50 None .50
25 -49 .50 5% .48
50 -99 .50 10Z .45
100 -Up .50 15% .43
J 3us
m Transit
Tot Port Angeles City Clerk
Sequim City Clerk
Clallam County Auditor's Office
Secretary of State
From: Administration -Mary E. Reich
Thank you.
V
v
DATE August 17, 1983
Re: Interlocal School Transportation Agreement
As required by RCW 39.34.040, please file the attached
document according to established procedure for your
jurisdiction.
If you have any questions, please contact us at your
convenience.
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 -1315 /SCAN 632 -1299
2. PERFORMANCE. CTS agrees to accept fare coupons and /or passes
distributed by the District to pupils as valid tender for transportation
of pupils in accordance with CTS policies in effect at the time said
transportation service is performed.
3. SECURITY. The District agrees to be solely responsible for the
security of any and all fare coupons and/or passes after receipt of the
same from CTS.
AGREEMENT made and entered into this abily day of A hrnl/S]-'
1983, by and between CLALLAM TRANSIT SYSTEM, hereinafter referred to as
"CTS and SEQUIM SCHOOL DISTRICT NO. 323, hereinafter referred to as
"District both parties being municipal corporations of the State of
Washington.
WHEREAS, pursuant to RCW 29.34.010, both parties desire to make the
most efficient use of their respective powers to provide services and
facilities in a manner that will be in the best accord with the geographic,
economic, population, and other factors influencing the needs of the resi-
dents of Clallam County and Sequim School District No. 323; and
WHEREAS, CTS operates a public transportation system within Clallam
County including routes within the geographic area served by the District;
and
INTERLOCAL SCHOOL TRANSPORTATION AGREEMENT
WHEREAS, the District is desirous to avoid increases in operating ex-
penses by utilizing existing transportation capacity of CTS;
NOW, THEREFORE, in consideration of the mutual covenants and promises
hereinafter set forth, the parties agree as follows:
1. TERM. The duration of this Agreement shall be for one (1) year
beginning the B'f1 day of At/6, s'r 1983, and ending the
day of ,4UkU 1984, unless renewed or earlier ter-
minated. This Agreement may be terminated at any time by either party for
any reason by giving the other party not less than thirty (30) days prior
written notice.
INTERLOCAL SCHOOL TRANSPORTATION AGREEMENT 2
4. FARES AND PAYMENT. CTS agrees to supply the District with such
quantity of fare coupons and/or passes as requested by the District, and
the District shall pay CTS within thirty (30) days of receipt of statement
for such fare coupons and /or passes honored by CTS. Fares and payment
shall be in accordance with the rate schedule attached hereto and incor-
porated herein by this reference.
5. ROUTES. Transportation shall be provided along fixed routes only.
The location of such routes shall remain in the sole discretion of CTS al-
though the needs of pupils shall be considered by CTS in fixing the same.
6. EQUIPMENT. CTS shall furnish adequate, safe vehicles and opera-
tors. To facilitate the scheduling of operators and vehicles, neither
party shall without first giving the other thirty (30) days advance written
notice thereof change the number or size of vehicles it operates in any
geographic area or route which may impact or affect the transportation
operation of the other.
7. PASSENGER RIGHTS AND DUTIES. It is expressly understood and
agreed that CTS remains an entity separate and distinct from the District
and, as such, reserves the right to enforce all rules, regulations, and
laws applicable to bus passengers. Pupils transported by CTS as a result
of implementation of this Agreement do not thereby acquire any special
rights or privileges beyond those to which any other passenger is or may
be entitled except as authorized by law.
8. AUTHORIZATION. Pursuant to RCW 39.34.080, the within Agreement
shall be authorized by the governing body of each of the respective par-
ties.
9. SEVERABILITY. In the event that any provision of this Agreement
is adjudicated by a court of competent jurisdiction to be invalid for any
reason, such decision shall not render unenforceable any remaining provi-
sion not so adjudicated.
INTERLOCAL SCHOOL TRANSPORTATION AGREEMENT
IN WITNESS WHEREOF, the parties have hereunto set their hands the
day and year first written above.
SE M SCHOOL DISTRI N(. X23
al an
Thomas Lowe, Vice Chairman
Jean Crecelius, Member
MAXI \SAL
Pa 1 Anderson, 1' mber
AIThST
Paul Kl er, Member
Robert SchM t," Secretary
L ZL�
Attorney for the School District
Orr1
General Manager
Clallam Transit System
CLALLAM TRANSIT SYSTEM AUTHORITY
///,-,;7./iLa a yid
APPROVED AS TO FORM:
7 <.ie
v/
3
TAttoraey the Authority
Full Fare Passes
RATE SCHEDULE
Full Discount
Number Price Quantity Price
Passes Each Discount Each
1 -24 18.00 None 18.00
25 -49 18.00 5% 17.10
50 -99 18.00 10% 16.20
100-Up- 18.00 15% 15.30
Half Fare Passes (Senior(60 over), Disabled, and Youth (19 under))
Full Discount
Number Price Quantity Price
Passes Each Discount Each
1 -24 9.00 None 9.00
25 -49 9.00 57. 8.55
50 -99 9.00 10% 8.10
100 -Up 9.00 157. 7.65
ClallamTransit System
To: Port Angeles City Clerk
From: Administration- -Mary E. Reich
Thank you.
VEVO
DATE April 18, 1983
Re: Required Filing of Extension to Contract
According to RCW 39.34.040, the original sublease was
filed with the City Clerk's office. Please file this
extension to that contract accordingly.
If you have any questions, please contact me at your
convenience.
r\
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 -1315 /SCAN 632 -1299
This extension is made this 25th day of February 1983 by and between
the Clallam Transit System, hereinafter called "CTS," and Benton
Franklin Public Transportation Benefit Area, hereinafter called "Ben,
Franklin Transit."
In accordance with Section XIII, Extension, of the "Vanpool" Sublease
agreement signed and dated January 10, 1983, by and between CTS and
Ben Franklin Transit, this agreement is hereby extended through
March 31, 1983.
ZA 1(2..eu-r ,7_8 .03
William B. Mac Cully /(Date) John (`son (Date)
General Manager Ben Franklin Transit
Clallam Transit System
EXTENSION TO "VANPOOL" SUBLEASE AGREEMENT
5
Clallam Transit System
To: Port Angeles City Clerk
From: Administration- -Mary E. Reich
Thank you.
VEVO
DATE January 27, 1983
Re: Required Filing of Attached Contract
According to RCW 39.34.040, the attached contract is
to be filed with the City Clerk's office.
If you have any questions, please contact me at your
convenience.
2417 WEST 19TH, PORT ANGELES, WA 98362 —(206) 452 1315 /SCAN 632 -1299
"VANPOOL" SUBLEASE
AGREEMENT between Clallam Transit System (hereinafter
called "CTS and Benton Franklin Public Transportation Benefit
Area hereinafter called "Ben Franklin Transit "),both parties
being municipal corporations of the State of Washington.
WHEREAS, pursuant to RCW 39.34.010, both parties desire
to make the most efficient use of the powers granted to them
by the people of the State of Washington, and desire to pro-
vide service to the public in a manner which will accord best
with geographic, economic, population and other factors in-
fluencing the needs of their respective local communities; and
WHEREAS, at the present time CTS is unable to efficiently
make use of that certain van, serial number 2B5W31T4CK172848,
which it has leased from the Washington State Department of
Transportation; and
WHEREAS, Ben Franklin Transit has need of such a
vehicle; now
THEREFORE, in consideration of the mutual covenants
and promises contained herein, the parties do hereby agree as
follows:
I. TITLE
This Agreement shall be known as, and hereafter be
referred to as "Vanpool Sublease
II. SUBJECT
Subject to the terms and conditions set forth below,
CTS leases to and Ben Franklin Transit leases from CTS that
certain motor vehicle described in and the subject of the
lease between the Washington State Department of Transportation
and Clallam Transit System, a copy of which lease &s, attached
hereto as Exhibit "A and which exhibit is incorporated herein
by this reference.
III. TERM
This Agreement shall become binding upon execution and
shall continue in effect for a period not to exceed sixty (60)
days, unless sooner terminated as hereinafter provided, or
extended as hereinafter provided.
IV. ASSUMPTION OF CTS OBLIGATIONS
Ben Franklin Transit does hereby covenant to and does
assume all of the obligations of CTS to the Washington State
-1-
OE -F P,T P,1
JAN 2 1 1983 JAN 121982
RECElvL:;
5.91 a
Department of Transporation as outlined in Exhibit "A
for so long as this Agement may continue in effect.
V. DELIVERY
Ben Franklin Transit shall accept delivery of the
vehicle in Port Angeles, Clallam County, Washington, and at
the termination of this Agreement, shall return the same at
its own expense to CTS at the principal place of business of
CTS in as good condition as when received, reasonable wear
and,tear excepted.
VI. RENTAL
Ben Franklin Transit shall pay to CTS as rent for the
use of the vehicle, the same amount as CTS has agreed to pay
to the Washington State Department of Transportation, and as
outlined in Exhibit "A said amount being payable on the
1st day of each month, the first payment to be made upon the
execution of this Agreement.
VII. OWNERSHIP AND USE
The vehicle shall at all times be the sole and exclusive
property of CTS and the Washington State Department of Trans-
portation. Ben Transit shall have no rights or property
interest therein, except for the right to use the same in the
manner provided in Exhibit "A Ben Franklin Transit shall keep
the vehicle at all times free and clear from all claims, levies,
liens, encumbrances, and process; and shall give CTS immediate
notice of any such attachment or other judicial process effecting
the vehicle. Ben Franklin Transit shall cause the vehicle to
be operated in accordance with the applicable vendors or manu-
facturer's manual of instructions, by competent, qualified and
licensed personnel.
VIII. REPAIRS AND REPLACEMENTS
Ben Franklin Transit shall keep the vehicle in good
condition and, at its own costs and expense, make all repairs
and replacements necessary to this end. All such replacements
shall immediately become the property of CTS and the Washington
State Department of Transportation.
IX. INSURANCE
Ben Franklin Transit, at its own costs and epense,
shall insure the vehicle against theft, fire, vandalism or other
casualty in the amount of $15,000.00, or actual cash value, and
keep in force during the term of this Agreement, public liability
-2-
and property damage insurance as provided in "Section 11" of
Exhibit "A
X. INDEMNITY
Ben Franklin Transit assumes liability for and shall
indemnify, protect, save and keep harmless CTS, its agents,
officers and servants from and against all losses, damages,
penalties, claims, actions, suits, costs, expenses and dis-
bursements, including legal expenses of whatsoever kind and
nature imppsed upon, incurred by, or asserted against CTS
in any way relating to or arising out of this Agreement or
of the use of the vehicle. The indemnities contained in this
Article shall continue in full force and effect notwith-
standing the termination of this Agreement.
XI. INSPECTION
The parties agree that agents of CTS may, at any
time, enter the premises of Ben Franklin Transit for the
purpose of inspecting the vehicle and the manner in which
it is being used.
XII. DAMAGE TO VEHICLE
Notwithstanding the loss, theft, destruction, or damage
of the vehicle, the monthly rental for such vehicle shall con-
tinue to be paid by Ben Franklin Transit. Ben Franklin Transit
shall have the responsibility for the repair of any damage to
the vehicle and shall repair or cause it to be repaired promptly
after damage. In every such instance, Ben Franklin Transit
shall assign to CTS any and all rights Ben Franklin Transit may
have under insurance policies referred to above with respect
to such damage, as well as any rights Ben Franklin Transit may
have to be reimbursed for such damage pursuant to insurance
coverage carried by others.
XIII. EXTENSION
This Agreement may be extended on a month -to -month
basis only by written agreement signed by both parties and
subject to approval of the Washington State Department of
Transportation.
XIV. TERMINATION FOR THE CONVENIENCE OF CTS
CTS may, in its c-3ole discretion, terminate this Agree-
ment in whole or in part at any time by giving not less than
fifteen (15) days written notice to Ben Franklin Transit of
-3-
intent to terminate, and specifying the effective date thereof.
Upon such termination, Ben Franklin Transit shall return the
vehicle to the CTS Operations Center at Port Angeles, Washington.
The agreed rental shall be appropriately prorated.
XV. WAIVERS
The failure of either party in any one or more in-
stances to insist upon the performance of any of the terms,
covenants, or conditions of this Agreement, or to exercise
any right br privilege conferred in this Agreement, or the
waiver of any breach of any of the terms, covenants or con-
ditions herein, shall not be construed as thereafter waiving
any such terms, covenants, conditions, rights, or privileges,
but the same shall continue and remain in full force and effect,
the same as if no such forbearance or waiver had occurred.
XVI. ENTIRE AGREEMENT /SEVERABILITY
This Agreement together with Exhibit "A" represents
the entire agreement between the parties. All prior negotiations
have been merged into this Agreement and there are no under-
standings, representations, or agreements, oral or written,
express or implied, otbAfr than those set forth herein. This
Agreement shall not be modified or amended except by an agree-
ment in writing signed by both parties. The invalidity in
whole or in part of any provisions of this Agreement shall not
affect the validity of the remainder.
IN WITNESS WHEREOF, the parties have caused this Agreement
to be executed by their respective corporate officers this ZCZA
day of January, 1983.
BEN FRANKLIN TRANSIT CLALLAM T SIT S
By: 'fr, BY•
APPROVED AS T FORM:
By:
Attorney to the Authority
5• q B
THIS AGREEMENT, entered into by the WASHINGTON STATE DEPARTMENT OF
TRANSPORTATION (hereinafter called the "Department and the
Mariam Transit System (hereinafter called the "Lessee WITNESSES
THAT:
WHEREAS, the Department has received funds from the Standard Oil Company of
California for the implementation of oil related energy conservation programs; and
WHEREAS, a portion of these funds has been designated for the purchase of vans to
be used in a vanpool mode; and
WHEREAS, the Department has purchased vans to be leased to transportation
operators for this purpose; and
WHEREAS, the Lessee has determined a need for one or more of these vans.
NOW, THEREFORE, in consideration of the mutual covenants herein set forth, the
Department and the Lessee agree as follows:
Section 1. Purpose of Agreement. The purpose of this Agreement is to provide for
the undertaking of vanpool transportation services (hereinafter called the "P .roject by
the Lessee and to state the terms, conditions and mutual understandings of the parties as
to the manner in which the Project will be undertaken and completed.
Section 2. Scope of Project. The Department hereby agrees to lease to the Lessee
one vans(s), Serial No(s) 2B5WB31T4CK172848 for the
purpose of vanpooling.
Section 3. Time of Performance. The Project period of this Agreement shall be
September 24. 1982 through September 2& 1987
At the conclusion of the Project period, the vehicle(s) will be returned to the Department.
The Lessee may not unilaterally terminate the Project. The Lessee .must give 30 days
written notice to the Department prior to any complete or partial .termination of the
Pro ect.
E
r FT
T Page of 1
GC7U17
Section 4. Financial. The Lessee hereby agrees to pay to the Department the sum
of $240.00 each month per vehicle for the term of the Project beginning with the
effective date of this Agreement. Monthly billings will be sent out by the Department the
first week of each month for the previous month. If necessary, the first payment will be
prorated based upon the number of working days the Agreement is in effect for the
month. In the event that the Lessee chooses to buy out any remaining van equity before
the end of the Project period, or purchase the vans(s) at the end of the period, the selling
price will be based on the fair market value at the time of sale.
Section 5. Licensing. The Lessee shall pay for the initial license plate and its
continued renewal throughout the Project period. The vehicle title will show the
Department as the legal owner and the Lessee as the registered owner. If the vehicle is
purchased from the Department before the 36 -month minimum vanpooling period as
described in RCW 82.08.0287 and RCW 82.12.0282, and is not going to continue to be used
for vanpooling purposes, the Lessee will be required to pay the full amount of the sales
tax exemption originally granted to the Department.
Section 6. Use of Project Equipment. The Lessee agrees that the van(s) shall be
y used for commuter ridesharing a5„,defined in RCW 46.74.010(1). Ridesharing for the
elderly and the handicapped as defined in RCW 46.74.010(2) will be permitted during times
when the van(s) are not being used for commuter ridesharing. The Lessee further agrees
that it will not use or permit the use of the van(s) in a negligent manner or in violation of
any law, or so as to void any insurance covering the same, or permit the van(s) to become
subject to any lien, charge, or encumbrance. The Lessee shall keep satisfactory records
with regard to the use of the van(s) and submit to the Department upon request such
information as is required in order to assure compliance with this section. If, during such
period, any Project equipment is not used in the above described matinet, is used in a
manner substantially different from that described in this Agreement,•or is withdrawn
from transportation service, the Lessee shall immediately notify the Department.
This lease becomes void and the van(s) are to be immediately returned, if the van(s)
are being used for purposes other than vanpooling and the mileage for any one van is
estimated at any time during the Project period to exceed 25,000 miles per year.
-2-
rC'7017
Page .,_o2__ gf r
A new lease agreement for a shorter time period may be negotiated at a higher
monthly payment to provide for dual use of the vans and mileage exceeding 25,000 per
year.
Section 7. Maintenance of Project Equipment. All services, materials, and repairs
in connection with the use and operation of the Project equipment are at the Lessee's
expense. The Lessee agrees to service the Project equipment and replace parts at
intervals recommended in the manual provided by the manufacturer of such equipment, or
sooner if needed. The Lessee shall take the Project equipment to an appropriate service
and repair facility for any service and repair under manufacturer's warranty. The
Department shall not be liable for repairs, nor shall any such repairs be charged to it.
Maintenance and service records shall be kept on file for each van and be made available
to the Department upon request. The Project equipment may be periodically inspected by
Department personnel. Failure to follow correct maintenance procedures during the
Project period may be grounds for termination of this Agreement and cause for the return
of the equipment to the Department. Modification to the vehicle or the installation of
additional equipment must be approved by the Department.
Section 8. Pa.ntin&. The Department will provide funds to the Lessee in an
amount not to exceed $500.00 per vehicle for the purpose of exterior painting of the
Project equipment., This would include such items as logos, phone numbers, striping, etc.
The Department will require that the word "VANPOOL" be placed on each side of the
vehicle and on the rear door. The letters shall not be less than 6 inches in height on the
side and 3 inches in height in the rear. Letters may be decal or painted. The Department
will be responsible for repainting the vans when returned by the Lessee at the end of the
Project period.
Section 9. Out-of -State Travel. .Vanpool drivers residing in a state other than
Washington shall be required to comply with their home state driver regulations.
International travel will not be allowed.
Section 10. Limitation of Liability. The Department shall not be liable to the
Lessee or to anyone else, for any liability, loss, or damage, of any kind and however
caused or alleged to be caused directly or indirectly by the Project equipment; or the
repair, maintenance, or equipment thereof, by any inadequacy thereof, or defect therein,
-3-
XHIE3 T
GC7017
Page
or by any incident in connection therewith, or interruption of service or use of any Project
equipment provided pursuant to this Agreement, or from any liability of any nature
growing out of performance of this Agreement or Project on the part of the Lessee, its
officers, employees„ or subcontractors. The Lessee does hereby 'release and agree to
indemnify and hold harmless the Department, its agents, and employees, from any and all
causes of action, suits at law or equity, or claim or demand of whatsoever nature or
character, arising out of or by reason of the execution or performance of this Agreement
or Project. The Lessee further agrees to reimburse the Department for any cost the
Department incurs in litigation or civil or criminal proceedings arising out of actions
taken by the Lessee, its officers, employees or subcontractors in regard to this Agreement
or Project.
Section 11. Insurance. The Lessee shall obtain and keep in force during the term
of this Agreement, public liability and property damage insurance in amounts and with
companies acceptable to the Department. The Department shall be specifically named as
an insured in the insurance policy which insures the Lessee. The coverage shall not be less
than $1,000,000.00 single limit bodily injury and property damage per occurrence. The
insurer shall agree to give the Department 30 days written notice for cancellation or
substantial change in coverage. Coverage in the minimum amount set forth herein shall
not be construed to relieve the Lessee from liability in excess of such coverage. Further,
the Department reserves all claims or rights of action against .the Lessee .as if the
Department were not named in the subject policy.
Section 12. Contracts Under This Agreement. Unless otherwise authorized in
advance in writing by the Department, the Lessee shall not assign any portion. of the work
to be performed under this Agreement, or execute any contract, amendment or change
order thereto, or obligate itself in any manner with any third party with respect to its
rights and responsibilities under this Agreement. The Lessee may not in any way
encumber the van(s).
Section 13. Agreement Modifications. Either party may request changes in these
provisions. Such changes which are mutually agreed upon shall be incorporated-as written
amendments to this Agreement. No variation or alteration of the terms of this
Agreement shall be valid unless and until such variation or alteration is made in writing
and signed by authorized representatives of the parties thereto.
-4-
rvf_ T
GC701?
Page 1
Section 14. Termination. The Department may, by written notice to the Lessee,
terminate the Project and cancel this Agreement for any of the following reasons:
vanpooling;
(a) The Lessee discontinues the use of Project equipment for the purpose of
(b) The Lessee takes any action pertaining to this Agreement without the
approval of the Department and which under the procedures of this Agreement would have
required the approval of the Department;
(c) The commencement, prosecution or timely completion of the Project by the
Lessee is, for any reason, rendered improbable, impossible or illegal;
(d) The Lessee shall be in default under any provision of this Agreement;
(e) The Lessee in any way jeopardizes its ability to perform pursuant to this
Agreement or the regulations of the Department or the laws of the United States of
America or the laws of the local governmental bodies in which the Lessee operates;
(f) The Department may choose to terminate the Agreement if it determines
that the Lessee has abused or misused the equipment: including, but not limited to;
failure to maintain the vehicle according to manufacturer's standards; failure to repair
damaged or replace defective or broken parts in a timely manner; or, the taking of any
action which could adversely affect the ability of the Project equipment to perform its
designated function.
Section 15. Safety. The Lessee shall ensure that all Project equipment is operated
in a safe, prudent manner and that all drivers comply with existing state laws regarding
the operation of motor vehicles on the streets, roads, and highways of the state.
Section 16. Venue. In the event that either party deems it necessary to institute
legal action or proceedings to enforce any right or obligation under this Agreement, the
parties hereto agree that any such action shall be initiated in the Superior Court of the
State of Washington situated in Thurston County.
-5-
te r o
l>< U 7 U 1 7
Page
Section 17. Relationships with Employees and Officers of the Department. The
Lessee shall not extend any loan, gratuity or gift of money in any form whatsoever to any
employee or officer of the Department, nor will the Lessee rent or purchase any
equipment and materials from any employee or officer of the Department.
Section 18. Personal Liability of Public Officers. No officer or employee of the
Department shall be personally liable for any acts or failure to act in connection with the
agreement, it being understood that in such matters they are acting solely as agents of
the Department.
Section 19. No Government Obligations to Third Parties. No contract between the
Lessee and its contractors and /or materialmen and /or Laborers and /or their subcontractors
shall create any obligation or liability of the Department with regard to this Agreement
without the Department's specific written consent of such obligation or liability,
notwithstanding its concurrence in, or approval of, the award of any contract or
subcontract or the solicitation thereof. The Lessee hereby agrees to include this provision
in all contracts it enters into for the employment of any individuals, procurement of any
materials, or the performance of any work to be accomplished under this Agreement.
Section 20. Independent Contractors. The Lessee shall be deemed an independent
contractor for all purposes, and the employees of the Lessee or any of its contractors,
subcontractors and the employees thereof, shall not in any manner be deemed to be the
employees of the Department. Nothing in this Agreement shall be taken as creating or
increasing any right of any third party to recovery by way of damages or otherwise
against either the Lessee or the Department.
Section 21. Remedies Cumulative. All remedies provided in the Agreement are
distinct and cumulative to any other right, or remedy under this document or afforded by
Jaw or equity, and may be exercised independently, concurrently, or successively.
Section 22. Forbearance by Department Not a Waiver. Any forbearance by the
Department in exercising any right or remedy hereunder, or otherwise afforded by
applicable law, shall not be a waiver of, or preclude the exercise of, any. such right or
remedy.
17117017
-6-
r
it
Page 6
Section 23. Changed Conditions Affecting Performance. The Lessee hereby agrees
to immediately notify the Department of any change in conditions or law, or of any other
event, which may significantly affect its ability to perform the Project in accordance
with the provisions cif, this Agreement.
Section 24. Department Advice. The Lessee bears complete responsibility for the
administration and success of the Project as it is defined by this Agreement and any
amendments thereto. Although the Lessee is encouraged to seek the advice and opinions
of the Department on problems that may arise, the giving of such advice shall not shift
the responsibility of the Lessee for the administration and success of the Project.
Section 25. Severability. If any covenant or provision, or part thereof, of this
Agreement is adjudged void, or held to be invalid, such adjudication or holding shall not
affect the validity or obligation of performance of any other covenant or provision, or
part thereof, which in itself is valid, if such remainder conforms to the terms and
requirements of applicable law and with the intent of this Agreement. No controversy
concerning any covenant or provision shall delay the performance of any other covenant
or provision except as herein allowed.
Section 26. Notices. Any notice, request, consent, demand, report, statement or
submission which is required or permitted to be given pursuant to this Agreement shall be
in writing and shall be delivered personally to the respective parties set forth below, or
mailed by first class United States mail, postage prepaid, to the respective parties at the
addresses set forth below, or to such other addresses as the parties may from time to time
advise by notice in writing. The date of receipt of any such notice, demand,• request or
submission shall be presumed (this presumption is rebuttable) to be the date.of delivery if
served personally, or if mailed as aforesaid, on the fifth business day following the date of
such mailing.
-7-
GC 7017
1 T Pape
B 'Y
Date:
Approved as to Form:
By:
Assistant
9
ttomey General
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day
and year last written below.
STATE OF WASHINGTON
DEPARTMENT OF TRANSPORTATION
ROBERT S. NIEL N
Fi r Assistant Secretary for
y' Public Transportation Planning Title:
Any modification ,"change, or reformation of
this Agreement requires the further approval
of the Office of the Attorney General.
_R_
Date:
Clallam Transit System
(Lessee)
a 9, 1982
Pf r
%1
GC'701
/1
Pape
Of 11_
I( )I IN SPELLMAN
Governor
Mr. William B. MacCully
General Manager
Clallam Transit System
2417 West 19th
Port Angeles, WA 98362
Dear Mr. MacCully:
STATE OF WASHINGTON
DEPARTMENT OF TRANSPORTATION j/a
January 3, 1983
J
Re: Change to Agreement GC 7017
Vanpool Operation
In accordance with Section 12 of the above referenced agreement, we
grant your request of December 30, 1982 for Clallam Transit to enter
into a short -term lease agreement with Ben Franklin Transit. The period
of the lease should not exceed sixty (60) days from January 3, 1983, and
the van will be used for vanpooling in the Tri- Cities area. It is
understood that Clallam Transit will assume complete responsibility as
defined by GC 7017 and any amendments thereto.
Should you have any further questions or comments, please contact Rich
Mohar at (206) 754 -2257.
GLS:lc
RM
cc: Joy Larimer
Sincerely,
ROBERT S. NIELSEN
Assistant Secretary for
Public Transportation and Planning
By:
Publi
RGE L. SMITH, Manager
Transportation Office
(4)
DUANE BEREM17TSON
Secretary
5,9'15
the bus
Chiltern Transit System
December 30, 1982
Rich Molhar
Washington State Department of
Transportation
Highway Administration Building, KF -01
Olympia, Washington 98502
Dear Rich:
SUBJECT: Change to Agreement GC 7017 Vanpool Operation
In accordance with Section 12 of the above referenced Agreement and our
conversations of December 29th, I hereby request that the Clallam Transit
Sy;.tem be authorized in writing by WSDOT to enter into a lease agreement
with Ben Franklin Transit for their use of our leased van. The period of
the lease is expected not to exceed sixty (60) days from January 3, 1983
and the van will be used for vanpooling in the Tri Cities area.
If I can be of any further assistance, please contact me at your convenience.
Sincerely,
/r/a9kad
2 d/ William B. Mac Cully
General Manager
WM:sa
cc: Accts Payable
Accts Receivable
2417 West 19th
Port Angeles, Washington 98362
I elephone
(206) 452 451 1
SCAN 632 -1299
5.91 Pa
Clallam Transit System
To: Port Angeles City Clerk's Office
From: Administration -Mary E. Reich
VEVO 5.c,, (3
DATE December 27. 1982
Re: Required Filing of Attached Contract
At the instruction of our attorney, I am forwarding
the attached contract to you for filing in the City
Clerk's office as appropriate.
If you have any questions, please call me at 452 -1315.
Thank you.
2417 WEST 19TH, PORT ANGELES, WA 98362 -1206) 452 1315 /SCAN 632 -1299
AMENDMENT TO INTERLOCAL TRANSIT AGREEMENT
This amendment is made this day of December, 1982
by and between the Clallam Transit System and Jefferson Transit
Authority.
The Interlocal Transit Agreement between Clallam Transit System
and Jefferson Transit Authority dated December 31st, 1981, is
amended as follows:
Item 1 is changed to read:
1. Term This Agreement shall remain in effect
until terminated as hereinafter provided.
S. N. Foster, Chairman
Clallam Transit System
6)7/141(
A. M. O'Meara, Chairman
Jefferson Transit Authority
5.91$
4
JOHN SPELL•,\t AN
Governor
TO:
SUBJECT:
Gentlemen:
MN:rje
Attachments
Margaret Nairn, Group Manager
State Purchasing Division
STATE OF kVASHINGTCN
DEPARTMENT OF GENERAL ADMINISTRATION
021222,E
218 General Administration Building Olympia, Washington 98504 Q���
RECEIVED
NOV 1982
;tG.CEIVED
P1 ,p .L,
Intergovernmental Cooperative Purchasing Agree t
Political Subdivisions
Please refer to the Intergovernmental Cooperative Purchasing Agreement
which you submitted to the State Purchasing Division.
We have retained a copy for our file and forwarded one copy to the
Secretary of States office for filing. The three returned to you
are to be distributed as follows:
i, Filed wi th the County Auditor
Filed with the City Clerk, where applicable
3. Retained for your files p
Your copies should carry the following identification number: 6(/ d 0 Q()
Our computer records have been programmed to indicate that you have
filed this Agreement when you purchase off of the State contracts which
are available for use by Political Subdivisions or procure from Central
Stores.
The first group of numbers indicates your agency and the last three numbers
identify your location. Please enter these numbers on all purchase
documents submitted to the State Purchasing Division including Central Stores.
KEITH A ANGIER
Director
rar
.:....:::::..n
F .tM y STATE OF WASHINGTON
S.F. 772 �nyi INTERGOVERNMENTAL COOPERATIVE
(woo) J PURCHASING AGREEMENT
Y y lase °y
Pursuant to Chapter 39.34 RCW and to other provisions of law, the State of Washington, Department of General Administration, State Purchasing Divi-
sion, hereinafter called the "State Purchasing Division" and the following named municipal corporation, political subdivision. or other pubhc agency of
the State of Washington. Port of Port Angeles hereinafter called the "Political Subdivi-
sion", hereby agree to cooperative governmental purchasing upon the following terms and conditions•
(1) The State Purchasing Division, in contracting for the purchase of goods and services for the State of Washington, agrees to contract also on be-
half of the political subdivision, to the extent permitted by law and agreed upon by the parties.
(2) The State Purchasing Division will contract for the purchase of goods and services according to the laws and regulations governing purchases by
and on hehalf of the State of Washington. The political subdivision accepts responsibility for compliance with any additional or varying laws
and regulations governing purchases by or on behalf of the pohtical subdivision in question.
(3) Whenever the State Purchasing Division has contracted to purchase goods or services on behalf of (a) political subdivisions in general, or (b) a
class of political subdivisions which includes the undersigned political subdivision, or (c) the specific political subdivision undersigned, the political
subdivision may purchase goods and services covered by the contract on the same terms and conditions as the State of Washington. Such a pur-
chase by the political subdivision may be effected by a purchase order directed by the political subdivision to the vendor or other party con-
tracting to furnish goods or services to the State. The State Purchasing Division accepts no responsibility for the performance of any purchasing
contracts by the vendor and the State Purchasing Division accepts no responsibility for the payment of the purchase price by the political sub-
division.
(4) The political subdivision reserves the right to contract independently for the purchase of any particular class of goods or services, with or without
notice to the State Purchasing Division.
(5) The State Purchasing Division reserves the right to exclude the undersigned political subdivision, or any class containing the undersigned political
subdivision, or political subdivisions in general, from any particular purchasing contract, with or without notice to the political subdivision.
(6) This Agreement shall continue in force until cancelled by either party, which cancellation may be effected with or without notice to the other
party.
(7) This Agreement is for all State contracts.
(8) Contacts:
Port of Port Angeles
Political Subdivision
State of Washington. State Purchasing Division
(9) In the event that either the State Purchasing Division or the political subdivision is abolished, this Agreement shall continue in operation as to any
public agency succeeding to the powers and duties of the abolished agency, except as cancelled or modified by operation of law.
STATE OF WASHINGTON
STATE PURCHASING DIVISION
216 GENERAL ADMINISTRATION BUILDING AX -22 ADDRESS
00! PIA, WASHIPfUTON 98504
CONTRACT ADMINISTRATOR
DATE
POLITICAL SUBDIVISION
TYPE OR PRINT NAME TITLE
William Oliver
Contract Clerk
P.O. Box 1350
Port of Port Angeles
William Oliver
(Continued on reverse)
Name of Individual Phone No
NUMBER
(206) 457 -1909
(206) 753 -3942
(206) 753 2399
Phone No.
Marine Terminals Manager
e pq
V 7 T E J gv