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HomeMy WebLinkAboutResolution - 2002-R0308 - Project Agreement For Bus System Improvements - TTU - 08_29_2002Resolution No. 2002—RO308 August 29, 2002 Item No. 37 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Project Agreement for the bus system improvements, by and between the City of Lubbock and Texas Tech University of Lubbock, Texas and related documents. Said Project Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council this 29th day of ATTEST: R-J, �?� � C 4 � I �- e 4 Rebecca Garza, City Secretary APPROVED AS TO CONTENT: Richard Burdine, Assistant City Manager APPROVED AS TO FORM: /-t-/Vr-� William de Haas, Contract Manager/Attorney gs/ccdocs/Prof Agrmt- TTU bus system improvements July 31, 2002 Resolution No. 2002-RO308 August 29, 2002 Item No. 37 PROJECT AGREEMENT Bus System Improvements, Planning and Construction THIS AGREEMENT effective this first day of May by and between Citibus, Lubbock, TX (hereinafter referred to as "Sponsor") and Texas Tech University, a non-profit educational institution (or its agent) of the State of Texas (hereinafter referred to as "University"). WITNESSETH: WHEREAS, the project contemplated by this Agreement is of mutual interest and benefit to University and to Sponsor, will further the goals and objectives of University in a manner consistent with its status as a non-profit, tax-exempt, educational institution, and may derive benefits for both Sponsor and University; and WHEREAS Sponsor has received prime agreement TX-90-X563-00 from the United States Department of Transportation, Federal Transit Administration; NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the parties hereto agree to the following: Article 1 - Definitions As used herein, the following terms shall have the following meanings: 1.1 "Project" shall mean the description of the tasks as described in Appendix A hereof, under the direction of Arthur Glick as Project Director. 1.2 "Contract Period" is May 1, 2002 through September 30, 2004. Article 2 - Project Work 2.1 University shall commence the performance of Project promptly after the effective date of this Agreement, and shall use reasonable efforts to perform such Project substantially in accordance with the terms and conditions of this Agreement. Anything in this Agreement to the contrary notwithstanding, Sponsor and University may at any time amend Project by mutual written agreement. 2.2 In the event that the Project Director becomes unable or unwilling to continue Project, and a mutually acceptable substitute is not available, University and/or Sponsor shall have the option to terminate said Project. Article 3 - Reports and Conferences 3.1 Brief written project reports (1-2 pages in length) shall be provided by University to Sponsor quarterly, and a final report shall be submitted by University within forty-five (45) days of the conclusion of the Contract Period, or early termination of this Agreement. 3.2 During the term of this Agreement, representatives of University will meet with representatives of Sponsor at times and places mutually agreed upon to discuss the progress and results, as well as ongoing plans, or changes therein, of Project to be performed hereunder. Article 4 - Costs, Billings, and Other Support 4.1 It is agreed to and understood by the parties hereto that total costs for Task 1 (Planning) to Sponsor hereunder shall not exceed the sum of $28,000. Payment shall be made by Sponsor according upon submission of invoices by University. Such invoices shall be submitted at least quarterly, but not more often than monthly. University shall match Sponsor costs with an amount not to exceed $7,000. 4.2 It is agreed to and understood by the parties hereto that total costs for Task 2 (Construction) to Sponsor hereunder shall not exceed the sum of $240,000. Payment shall be made by Sponsor according upon submission of invoices by University. Such invoices shall be submitted at least quarterly, but not more often than monthly. University shall match Sponsor costs with an amount not to exceed $60,000. 4.3 All capital acquisitions made under the agreement shall be the property of university. Article 5 - Publicity 5.1 Sponsor will not use the name of University, nor of any member of University's Project staff, in any publicity, advertising, or news release without the prior written approval of an authorized representative of University. University will not use the name of Sponsor, nor any employee of Sponsor, in any publicity without the prior written approval of Sponsor. Article 6 - Term and Termination 6.1 The parties hereto may extend the term of this agreement for additional periods as desired under mutually agreeable terms and conditions which the parties reduce to writing and sign. Either party may terminate this agreement upon ninety (90) days prior written notice to the other. 2 6.2 In the event that either party hereto shall commit any breach of or default in any of the terms or conditions of this Agreement, and also shall fail to remedy such default or breach within ninety (90) days after receipt of written notice thereof from the other party hereto, the party giving notice may, at its option and in addition to any other remedies which it may have at law or in equity, terminate this Agreement by sending notice of termination in writing to the other party to such effect, and such termination shall be effective as of the date of the receipt of such notice. 6.3 Termination of the Agreement by either party for any reason shall not affect the rights and obligations of the parties accrued prior to the effective date of termination of this Agreement. No termination of this Agreement, however effectuated, shall release the parties hereto from their rights and obligations under Articles 4,5,6,7, and 8. Article 7 - independent Contractor 7.1 In the performance of all services hereunder: 7.1.1 University shall be deemed to be and shall bean independent contractor and, as such, University shall not be entitled to any benefits applicable to employees of Sponsor; 7.1.2 Neither party is authorized or empowered to act as agent for the other for any purpose and shall not on behalf of the other enter into any contract, warranty, or representation as to any matter. Neither shall be bound by the acts or conduct of the other. Article 8 - Governing Law 8.1 This agreement shall be governed and construed in accordance with the laws of the State of Texas. Article 9 - Assignment 9.1 This Agreement shall not be assigned by either party without the prior written consent of the parties hereto. Article 10 - Agreement Modification 10.1 Any agreement to change the terms of this Agreement in any way shall be valid only if the change is made in writing and approved by mutual agreement of authorized representatives of the parties hereto. Article 11 - Notices 11.1 Notices, invoices, communications, and payments hereunder shall be deemed made if given by registered or certified envelope, postage prepaid, and addressed to the party to receive such notice, invoice, or communication at the address given below, or such other address as may hereafter by designated by notice in writing: If to Sponsor: John Wilson P.O. Box 2000 801 Texas Avenue Lubbock, TX Phone 806-767-2380 x 230 Fax 806-767-2387 If to University and a contractual matter: Jay B. McMillen, Assistant Director Office of Research Services 203 Holden Hall, P.O. Box 41035 Texas Tech University Lubbock, TX 79409-1035 Phone 806-742-3884 Fax 806-742-3892 email jay.mcmillen@ttu.edu If to University and a Technical Matter: Art Glick Assistant to Vice President for Operations Physical Plant, P.O. Box 43142 Texas Tech University Lubbock, TX 79409-3142 Phone 806-742-3803 Fax 806-742-4235 4 IN WITNESS WHEREOF, the parties have caused these presents to be executed in duplicate as of the day and year first above written. RECIPIENT TEXAS TECH UNIVERSITY athleen darris Associate Vice President for Research Date: July 23, 2002 SPONSOR The City of Lubbock By i Marc NTWUgal Mayor Date: August 29, 2002 APPROVED AS TO FORM: William de Haas Contract Manager APPROVED ATTEST: Rebecca Garza City Secretary APPROVED AS TO CONTENT: ichard &rdine Assistant City Manager APPENDIX A STATEMENT OF PROJECT WORK Task 1. Planning Preparation of a 5-year Texas Tech University transit system development plan with integrated planning, programming and budgeting. The plan will be based on coordinated in-house planning and mapping by University staff with consultant support as necessary. These activities will begin with mapping of the conditions prevailing May 1, 2002, by computer aided design and drafting (CAD/D) methods. The plan will be structured with annual increments but designed for frequent revisions as needed to adjust to construction project schedules, funding opportunities and other contingencies. The plans and maps of this project will guide permanent transit route development as well as temporary route adjustments required for construction activities and special events. Task 2. Construction Make infrastructure improvements at bus stops on the Texas Tech University academic campus at Lubbock, Texas, to include three architecturally appropriate sheltered locations in the historic core of the campus.