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MEMORANDUM OF UNDERSTANDING
FOR PROPOSITION C 5% TRANSIT SECURITY FUNDS
This Memorandum of Understanding ( "MOU ") is entered into as of July 1, 2007 by and between
the Los Angeles County Metropolitan Transportation Authority ( "Metro') and Arcadia Transit
( "Grantee ").
RECITALS:
A. On November 6, 1990, the voters of the County of Los Angeles approved by majority
vote Proposition C, an ordinance establishing a one -half percent sales tax for public
transit purposes; and
B. The Proposition C ordinance states that 5% of the Proposition C Funds are to be used to
improve and expand rail and bus security (the 'Prop C 5% Security Funds "); and
C. California Public Utilities Code Section 99285 0) (SB -1755 Calderon) directs a
formula allocation of Prop C 5% Security Funds based on transit ridership to all
Eligible/Included Operators; and
D. Metro, as the agency responsible for administering the tax, has designated this formula
allocation of Prop C 5% Security Funds as the funding source for the Transit Security
Funds ( "TSF ") described and programmed by this MOU; and
E. Metro has entered into a contract with the County of Los Angeles for the provision of
transit security services to Metro, the other Eligible/Included Operators and their
respective patrons by the Los Angeles Sheriffs Department ( "LASD "); and
F. At this time, the other Eligible /Included Operators can elect to continue to pay and
receive services from the LASD under the Metro contract or provide for their own transit
security. Therefore, the Eligible /Included Operators can elect to direct their TSF in one of
the following ways: (1) allocate 100% of their share of TSF to the Metro for LASD
transit security services as specified in the Service LOA, as defined in Recital G below;
(2) allocate a portion of their share of TSF to the Metro for LASD transit security
services as specified in the Service LOA and retain the remaining portion of the TSF to
provide for their own transit security as specified in the Security Plan, as defined in
Section 4.2 below; or (3) receive 100 % of their share of the TSF to provide for their own
transit security as specified in the Security Plan; and
G. Commencing with FY 2008, to the extent LASD will provide transit security
service to any Eligible/Included Operator, such service will not begin and no payments
will be made until the Eligible/Included Operator, the LASD and the Metro enter
into a letter of agreement (the "Service LOA "). The Service LOA shall specify the level
of LASD service to be provided to those Eligible /Included Operators electing to
allocate either 100% or a portion of their TSF to the Metro for LASD, transit
security services; and
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H. Grantee is an Eligible /Included Operator and desires to allocate its share of TSF as
provided in this MOU; and
I. Metro and Grantee desire to enter into this MOU to allocate Grantee's share of
TSF and to agree to the terms and conditions of the TSF.
NOW, THEREFORE, in consideration of the mutual terms and conditions contained herein,
Metro and Grantee hereby agree as follows:
ARTICLE 1 —TERM
I.I. This MOU will be in effect from July 1, 2007 through June 30, 2008 unless terminated
earlier as provided herein.
1.2. The Metro reserves the right to terminate this MOU and withhold TSF if it is determined
that the Grantee has not used best efforts to adhere to all the terms and conditions
contained herein.
1.3. This MOU is subject to the "Calderon Bill" to the extent applicable.
ARTICLE 2- ALLOCATION OF TSF FUNDS AND INVOICE PROCEDURE
2.1. To the extent TSF is available, Metro staff, in coordination with the Eligible /Included
Operators, will develop the Annual Proposition C 5% Transit Security Funding
Allocation (the "Annual Security Allocation ") which will describe (1) Grantee's share of
the TSF pursuant to California Public Utilities Code Section 99285 0); and (2) the
distribution of Grantee's share of the TSF. Grantee shall have the opportunity to review
and comment on the Annual Security Allocation prior to Metro staff submitting the
Annual Security Allocation to the Metro Board for approval.
2.2. Grantee hereby directs Metro to allocate seven thousand two hundred and twenty five
dollars ($7,225), which is Grantee's share of TSF pursuant to the applicable Annual
Security Allocation for FY 08 as approved by the Metro Board in the July 18, 2007
Planning and Programming Committee Item # 9. If Metro staff, in coordination with the
Eligible/Included Operators, develops a mid -year reallocation of the Annual Security
Allocation, which is approved by the Metro Board, Grantee hereby directs Metro to make
such mid -year adjustments to its Annual Security Allocation as approved by the Metro
board.
2.3. To the extent Grantee directs that the Metro retain any TSF to pay for LASD transit
security services for Grantee in Section 2.1 above, Grantee hereby authorizes Metro to
take such funds and apply such funds to Metro's contract with the LASD. Grantee and
Metro understand that commencing with FY 2009 and for each subsequent fiscal year
thereafter, Metro will not be authorized to take Grantee's TSF and apply such funds to
Metro's contracts with LASD and Grantee shall not receive any transit security services
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from the LASD until such time the parties enter into a Service LOA specifying the level
of service to be provided to Grantee. Grantee will not need to submit an invoice for any
amounts retained by Metro to pay LASD.
2.4. To the extent Grantee directs that it receive any TSF, each fiscal year, Grantee shall send
Metro one invoice for such appropriate amount consistent with the amount shown on the
applicable Annual Security Allocation. Metro shall not be obligated to forward any TSF
to Grantee until it receives an invoice and the Security Plan, unless otherwise agreed to
by the parties. Metro shall make payments to Grantee on a quarterly basis, unless
otherwise agreed to by the parties.
ARTICLE 3 - USE OF FUNDS
3.1. Grantee shall use any TSF provided herein to provide transit security as provided in its
Security Plan.
3.2. Metro shall use any TSF received hereunder to pay LASD to provide transit security
services to Grantee as specified in the Service LOA.
3.3. Grantee understands if it decides to allocate either 100% or a portion of its TSF to the
Metro for LASD transit security services, it will need to enter into a Service LOA.
3.4. To the extent Grantee receives any TSF, Grantee shall not use the TSF to supplement or
pay for general police or other security services not related to transit.
3.5. To the extent Grantee receives any TSF, Grantee shall use TSF for operating or capital
security assistance and shall not use TSF to substitute for any other funds, service, or
project not specified in this MOU or the Service LOA.
ARTICLE 4 - AUDIT AND REPORTING REQUIRMENTS
4.1. Metro or its designee shall have the right to conduct a financial and compliance audit(s)
of the program. To the extent Grantee receives the TSF, Grantee agrees to establish and
maintain proper accounting procedures and cash management records and documents in
accordance with conditions defined by this MOU. Grantee shall maintain financial
records for three (3) years after the end of the fiscal year within which the TSF was
dispersed. Metro may audit as provided herein up to three years after the end of the fiscal
year within which the TSF was dispersed.
4.2. Pursuant to California Public Utilities Code Section 99285 0), Grantee shall file a cost
effective security program to provide transit security (the "Security Plan ") with the Metro
prior to receiving all or a portion of TSF.
4.3. For those Eligible/Included Municipal Operators who directly receive their TSF, the
Security Plan shall be submitted annually with the annual invoice. For those
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Eligible /Included Municipal Operators who direct all TSF to Metro for the LASD, the
Security Plan stating such may be filed once with Metro for the duration of the MOU
unless there are any changes to the Security Plan in which event, the Eligible/Included
Municipal Operator shall once again be required to submit its Security Plan annually with
the annual invoice.
ARTICLE 5 - MISCELLANEOUS
5.1. This MOU along with the Annual Security Allocation, the Service LOA, if any, and the
Security Plan, if any, constitute the entire agreement between the parties with respect to
the subject matter described herein. No amendments or modifications to this MOU shall
be binding upon either party unless such amendment or modification is in writing and
duly executed by both parties. This MOU shall not be amended or modified by any acts
or conduct of the parties.
5.2. Grantee agrees to comply with all applicable local, state and federal laws and regulations
in the provision of public transit services.
5.3. Grantee is not a contractor, agent or employee of the Metro. Grantee shall not represent
itself as a contractor, agent or employee of the Metro and shall have no power to bind the
Metro in contract or otherwise.
5.4. To the extent Grantee receives the TSF, Grantee understands and agrees that in
programming the TSF, Metro is acting pursuant to its statutory authority and Metro shall
have no liability in connection with the use of such TSF. Grantee agrees to indemnify
Metro for all liability arising out of Grantee's performance in the provision of public
transit security services paid for by TSF.
5.5. Grantee understands and agrees that in programming the Prop C 5% Security Funds and
entering into this MOU, Metro is acting pursuant to its statutory authority and shall have
no liability in connection with the use of these funds for public transit purposes. Grantee
shall fully indemnify, defend and hold the Metro, it directors, officers, employee and
agents harmless from and against any liability and expenses, including without limitation,
defense costs, any costs or liability on account of bodily injury, death or personal injury
of any person or for damage to or loss of risk of property, any environmental obligation,
legal fees and any claims for damages of any nature whatsoever arising out of (i) breach
of Grantee's obligations under this MOU; (ii) misuse of the Prop C 5% Security Funds by
Grantee or its officers, agents, employees, contractor or subcontractors; (iii) any act or
omission of the Grantee or its officers, agents, employees, contractor or subcontractors in
the performance and/or provision of the services provided under this MOU.
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IN WITNESS WHEREOF, the parties hereto have caused this Memorandum of Understanding
to be duly executed as of the dates below with all the formalities required by law.
Arcadia Transit
Name: William R. Kelly
City Manager
Date: November 8, 2007
ATTIIE,,ST:
By:
IIII I
Date: DI
APPROVED AS TO FORM:
p P �)tl-
Steph n P. Deitsch
City Attorney
Date: November 13, 2007
Prop C 5% Transit Security MOU
LOS ANGELES COUNTY
METROPOLITAN TRANSPORTATION
AUTHO ITY
By:
Roger Snoble
Chief Executive Officer
Date: /2 - a. �/— 0 %
APPROVED AS TO FORM:
Raymond G. Fortner, Jr.
County Counsel