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HomeMy WebLinkAboutC-24941(06- �0 C__6_}gq MOU # MOU.PRIOARC2 MEMORANDUM OF UNDERSTANDING TO ALLOCATE MEASURE R FUNDS TO MUNICIPAL OPERATORS FOR REGIONAL CLEAN FUEL BUS CAPITAL FACILITIES AND ROLLING STOCK PROGRAM This Memorandum of Understanding ( "MOU ") is entered into as of July 1, 2009, by and between the Los Angeles County Metropolitan Transportation Authority ( "LACMTA ") and City of Arcadia ( "GRANTEE "). WHEREAS, on November 4, 2008, the voters of the County of Los Angeles approved Measure R, an ordinance establishing a one -half percent sales tax (the "FUNDS ") for better public transportation and quality of life purposes; and WHEREAS, on November 4, 2008, the voters of the County of Los Angeles approved Measure R's Expenditure Plan which outlines how the FUNDS are to be spent; WHEREAS, the Measure R term is for a thirty (30) year period and is estimated to generate a total of approximately $40 billion over the 30 year term; WHEREAS, the voter approved Expenditure Plan includes an estimated $150 million for the LACMTA and Municipal Regional Clean Fuel Bus Capital Facilities and Rolling Stock Program (the "Program "); WHEREAS, LACMTA, is the agency responsible for administering the tax; and WHEREAS, on October 22, 2009, the LACMTA Board approved funding of $10 million beginning in FY 2010 and thereafter $10 million every other year for a not to exceed amount of $150 million for the Program; WHEREAS, allocations to eligible recipients of Program FUNDS will be authorized by the LACMTA Board using the Formula Allocation Procedures; WHEREAS, on October 22, 2009, the LACMTA Board approved the Measure R Program Guidelines for LACMTA and Municipal Operators' Regional Clean Fuel Bus Capital (Transit Facilities and Rolling Stock) (the "GUIDELINES "); WHEREAS, LACMTA and GRANTEE desire to agree to the terms and conditions of the grant of Program FUNDS described herein. NOW THEREFORE, in consideration of the mutual term and conditions contained herein, LACMTA and GRANTEE hereby agree as follows: ARTICLE 1 - TERM 1.1. This MOU will be in effect from July 1, 2009, through June 30, 2020, unless terminated earlier as provided herein. ARTICLE 2 — PAYMENT OF MEASURE R FUNDS AND INVOICE PROCEDURE 2.1. To the extent the FUNDS are available, LACMTA staff, in coordination with the Eligible /Included Operators will develop funding marks for the Program to be funded in the applicable fiscal year (the "Annual Funding Marks "). The Annual Funding Marks will describe GRANTEE's share of FUNDS from the Program that fiscal year. GRANTEE shall have the opportunity to review and comment on the applicable Annual Funding Marks prior to LACMTA staff submitting the Annual Funding Marks to the LACMTA Board for approval. Attached as Exhibit A are the FY 2010 Annual Funding Marks which includes GRANTEE's share of the Program, which have been approved by the LACMTA Board. 2.2 For each fiscal year covered by this MOU, GRANTEE hereby directs LACMTA to allocate to GRANTEE its share of the Program FUNDS pursuant to the applicable Annual Funding Marks for that fiscal year as approved by the LACMTA Board. If LACMTA staff, in coordination with the Eligible /Included Operators, develops a mid -year reallocation of any Annual Funding Marks for the Program that is approved by the LACMTA Board, GRANTEE hereby directs and authorizes LACMTA to make such mid -year adjustments to its Annual Funding Marks, as approved by the LACMTA Board. 2.3 For the applicable fiscal year, GRANTEE shall send LACMTA an invoice for eligible expense under the Program as set forth in the GUIDELINES. LACMTA shall not be obligated to disburse the Program FUNDS to the GRANTEE until (i) this MOU has been executed, (ii) an Expenditure Plan as described in the GUIDELINES has been submitted, and (iii) GRANTEE has submitted to LACMTA an invoice for the applicable fiscal year funding mark. The Expenditure Plan and invoice must demonstrate that the Program FUNDS are being used to purchase clean fuels buses and for facilities in accordance with the GUIDELINES. LACMTA shall disburse Program FUNDS within 30 days of receipt of invoices with adequate backup documentation. ARTICLE 3 - USE OF FUNDS 3.1 GRANTEE must submit an Expenditure Plan, which describes each project's cost, schedule, milestones and benefits. 3.2 GRANTEE shall utilize the Program FUNDS in accordance with Program GUIDELINES and GRANTEE's Expenditure Plan. 3.3 GRANTEE may reserve or carry -over its allocation to the next fiscal year; However the Program FUNDS will retain their original year of allocation for the purpose of applying the lapsing requirement. 3.4 GRANTEE has five years, which is the year of allocation plus four years, to spend the Program FUNDS. LACMTA staff may grant extensions on a case -by -case basis, accompanied by adequate documentation of justification of the need for extension request. ARTICLE 4 - AUDIT AND REPORTING REQUIREMENTS 4.1 GRANTEE shall meet its audit obligations set forth in the GUIDELINES. For each fiscal year GRANTEE receives Program FUNDS, LACMTA or its designee shall have the right to conduct its own financial and compliance audit of the Program. 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 all documents and records related to the Program and the use of the Program FUNDS for three (3) years after the end of the fiscal year in which the Program FUNDS were expended. LACMTA may audit, as provided, herein, up to three (3) years after the end of the fiscal year in which the Program FUNDS were expended. 4.2 By December 30 of each year, GRANTEE shall submit to LACMTA an annual financial audit report which identifies the use of the Program FUNDS for Regional Clean Fuel Bus Capital purposes, GRANTEE's progress and the project's estimated completion date. 4.3 GRANTEE will provide an annual report to LACMTA describing how uses of The Program FUNDS are contributing to accomplishing the Program objectives. The annual report should include the GRANTEE Expenditure Plan describing each project's progress and estimated completion date. LACMTA will compile the GRANTEE's annual report into a regional annual Measure R Program update for the LACMTA Board. ARTICLE 5 — MISCELLANEOUS 5.1 Each grant given pursuant to an Annual Funding Mark shall be subject to the terms and conditions agreed to herein and in the GUIDELINES. Notwithstanding the term of this MOU, each grant does not imply nor obligate any future funding commitment on the part of the LACMTA. 5.2 GRANTEE understands and agrees that in programming and granting the Program FUNDS and entering into this MOU, LACMTA is acting pursuant to its statutory authority and shall have no liability in connection with the use of these Program FUNDS for public transit purposes or the projects or services funded with the Program FUNDS. GRANTEE shall fully indemnify, defend and hold LACMTA, its 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 GRANTEE's use of the Program FUNDS including without limitation (i) breach of GRANTEE's obligations under this MOU; (ii) use of the Program FUNDS by GRANTEE or its officers, agents, employees or subcontractors; (iii) any act or omission of GRANTEE or its officers, agents, employees, contractors or subcontractors in the performance and/or provision of any service or capital improvement. 5.3 GRANTEE shall comply with all applicable local, state and federal laws and regulations in the use of the Program FUNDS. GRANTEE shall comply with the GUIDELINES. 5.4 LACMTA reserves the right to terminate this MOU and withhold the Program FUNDS if it is determined that GRANTEE has not complied with all the terms and conditions contained herein. Any withholding of Program FUNDS or termination of the MOU is subject to the 2/3 vote of LACMTA Board. 5.5 No amendment or modification to this MOU shall be binding upon either party unless such amendment or modification is in writing duly executed by both parties. This MOU shall not be amended or modified by any acts or conduct of the parties. 5.6 GRANTEE is not a contractor, agent or employee of LACMTA. GRANTEE shall not represent itself as a contractor, agent or employee of LACMTA and shall have no power to bind LACMTA in contract or otherwise. 5.7 This MOU constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous agreements and understandings. rd IN WITNESS WHEREOF, the parties hereto have caused this MOU to be duly executed as of the dates below with all the formalities required by law. CITY OF ARCADIA By: Donald Penman Penman City Manager Name: -C> P&i4mcm Title: Mana3ro Date: 1.1(4[6 9 ATTEST: By: K Chief Deputy City Clerk Date: /-57-lo APPROVED AS TO FORM: By:_ ( Steph n P. Deitsch Citv Attorney Date: 010 9 5 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY By: _ 0--," J-,"t-� Arthur T. Leahy Chief Executive Officer Date: I e,' - /6, 1, APPROVED AS TO FORM: Robert E. Kalunian ACTING COUNTY COUNSEL By: eputyP Date: 112312-00 7 Exhibit A LACMTA Measure R Clean Fuel Bus Capital Facilities and Rolling Stock Fund FISCAL YEAR 2010 Fy2010fundmarks: Measure R Capital Federal Section OR €RA auocat on Allocation Amount FORMULA SHARE ANTELOPE VALLEY 1.44400/a $ 144,399 ARCADIA 0.1241% 12,411 CLAREMONT 0.0495% 4,947 COMMERCE 0.1909% 19,092 CULVER CITY 1.0879% 108,793 FOOTHILL 6.7186% 671,856 13ARDENA 1,1282% 112,822 ADOT 2.8937% 289,368 A MIRADA 0.0797% 7,974 .ONG BEACH 5.4113% 541,130 AONTEBELLO 1.9536% 195,355 AETRO OPERATIONS 70:6502% 7,065,017 IORWALK 0:7456% 74,555 IEDONDO BEACH 0.2185% 21,846 SANTA CLARITA 1,8881% 158,807 ANTA MONICA 4.2005% 420,046. ORRANCE 1.5158% 151,581 OTAL 100.00000% $ 10,000,000 Fy2010fundmarks: Measure R Capital