Contract - Capital Metro Transit Authority - 9/13/2018 INTERLOCAL AGREEMENT
FOR TRANSFER OF TRANSIT VEHICLES
BY AND BETWEEN
CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY
AND
THE CITY OF ROUND ROCK
This Interlocal Agreement ("Agreement") is entered by and between Capital
Metropolitan Transportation Authority, a rapid transit authority and political subdivision of
the State of Texas organized under Chapter 451 of the Texas Transportation Code
("Capital Metro"), and the City of Round Rock, a home rule city and municipal
corporation, organized under Chapter 9 of the Local Government Code acting through
the City of Round Rock Fire Department ("City"), each individually referred to as "Party"
and collectively referred to as "Parties," pursuant to the provisions of the Interlocal
Cooperation Act, Chapter 791 of the Texas Government Code.
WHEREAS, the City of Round Rock Fire Department ("RRFD") has identified a need for
transit vehicles capable of transporting individuals, including for use in connection with
its 2018 "Big Rig and Mass Transit International Academy", a heavy-duty vehicle rescue
training exercise scheduled for November 15-18, 2018 at the City's Public Safety
Training Academy (the "Training");
WHEREAS, Capital Metro is willing to transfer to the City three (3) non-running, retired
transit vehicles that Capital Metro has deemed to be surplus in exchange for the
participation of seven (7) Capital Metro participants in the Training, free of charge;
NOW THEREFORE, in consideration of the mutual covenants and agreements herein,
Capital Metro and the City agree as follows:
SECTION 1. OBLIGATIONS OF CAPITAL METRO
1.1 Capital Metro will transfer to the City title to the following transit vehicles deemed
surplus by Capital Metro (the "Vehicles"):
Year Make— Model/ Vehicle Type VIN Value
2011 Champion - Challenger Bus 1GB3G3BL9B1152491 $1,771.50
1998 New Flyer— D35LF Bus 5FYD2SL04WU018232 $1,500.00
2001 Gillig - G22D102N4 Bus 15GGD221211071953 $1,300.00
Total Value $4,571.50
1.2. Capital Metro will transfer the Vehicles "as-is, where is" with no warranties, express
or implied.
1.3 Capital Metro will make the preparations for transport of the Vehicles, including
removal of bus batteries, draining the diesel fuel, engine oil, transmission fluid,
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hydraulic fluid, wheelchair ramp fluid, windshield washer fluid, and removal of the
branding decals. The Vehicles will be made available for pick up at 9315 McNeil
Road by August 15, 2018.
SECTION 2. OBLIGATIONS OF THE CITY
2.1 The City will allow the participation of seven (7) individuals designated by Capital
Metro in the Training and will waive the associated registration fees set forth below:
Training, free of charge:
Description Quantity Seat Cost Value
2018 BRMT Registration 7 $640.00 $4,480.00
Total Value $4,480.00
2.2 The City will tow the Vehicles away from 9315 McNeil Road, at the City's sole
expense.
2.3 THE CITY ACKNOWLEDGES AND AGREES THAT IT ACCEPTS THE VEHICLES
"AS-IS" WITH ANY AND ALL LATENT AND PATENT DEFECTS, AND
ACKNOWLEDGES THAT CAPITAL METRO HAS NOT MADE AND DOES NOT
MAKE ANY WARRANTIES OF THE CONDITION OF THE VEHICLE OR ITS
FITNESS FOR A PARTICULAR PURPOSE.
SECTION 3. TERM
The term of this Agreement shall commence on the date on which all Parties have
executed this Agreement ("Effective Date") and shall continue through November 18,
2018, unless terminated as provided in this Agreement.
SECTION 4. LIABILITY
TO THE EXTENT ALLOWED BY TEXAS LAW, THE CITY AND CAPITAL METRO
AGREE THAT EACH IS RESPONSIBLE FOR ITS OWN PROPORTIONATE SHARE
OF ANY LIABILITY FOR ITS NEGILIGENT ACTS OR OMISSIONS FOR CLAIMS,
SUITS, CAUSES OF ACTION, DEMANDS, PROCEEDINGS, COSTS, DAMAGES, AND
LIABILITIES, INCLUDING CLAIMS FOR PROPERTY DAMAGE, PERSONAL INJURY
AND DEATH, ARISING OUT OF OR CONNECTED TO THIS AGREEMENT.
SECTION 5. TERMINATION AND REMEDIES
In the event of a material breach by a Party, the non-breaching Party may terminate this
Agreement by providing ten (10) day advanced notice to the breaching Party.
Termination under this Section is in addition to all legal and equitable remedies allowed
by law to enforce the terms of this Agreement.
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SECTION 6. MISCELLANEOUS PROVISIONS
6.1 Notices. Any notice required or permitted to be delivered hereunder shall be in
writing and may be effected by personal delivery in writing, by registered or certified
mail return receipt requested, or receipt of electronic mail addressed to the
respective Party at the address set forth as follows:
6.1.1 The City:
City Manager, City of Round Rock
221 East Main Street
Round Rock, TX 78664
With copies to:
Stephan L. Sheets, City Attorney
309 East Main Street
Round Rock, X 78664
Wayne Pietzsch
City of Round Rock Fire Department
203 Commerce Blvd.
Round Rock, Texas 78664
Phone: (512) 450-3442
Wayne.PietzschRroundrocktexas.gov
Assistant Chief Shane Glaiser
Round Rock City Manager
City of Round Rock
Phone: 512-677-1106
Sglaiser@roundrocktexas.gov
6.1.2 Capital Metro:
Capital Metropolitan Transportation Authority
Attn: Darryl Jamail, Director of Security
2910 E. 5th St.
Austin, TX 78702
Darryl.Jamail(c capmetro.org
Phone: (512) 369-7717
Capital Metropolitan Transportation Authority
Attn: Andrew Murphy, Operations
2910 E. 5th St.
Austin, TX 78702
Andrew.Murphy@capmetro.org
Phone: (512) 389-7566
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With copies to:
Capital Metropolitan Transportation Authority
Attn: Kerri L. Butcher, Chief Counsel
2910 E. 5th St.
Austin, TX 78702
Kern.iButcher(c�capmetro.org
Phone: (512) 369-6287
6.2 Amendment. This Agreement may be amended by the mutual written agreement of
the Parties.
6.3 Severability. In the event any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any
respect, such invalidity, illegality, or unenforceability shall not affect the other
provisions, and the Agreement shall be construed as if such invalid, illegal, or
unenforceable provision had never been contained in this Agreement.
6.4 Governing Law. The validity of this Agreement and any of its terms and provisions,
as well as the rights and duties of the Parties, shall be governed by the laws of the
State of Texas. Venue for any action concerning this Agreement shall lie in Travis
County, Texas.
6.5 Entire Agreement. This Agreement represents the entire agreement between the
Parties with respect to the subject matter covered by this Agreement. There is no
other collateral, oral or written agreement between the Parties that in any manner
relates to the subject matter of this Agreement.
6.6 Recitals. The recitals to this Agreement are incorporated herein.
6.7 Counterparts. This Agreement may be executed in any number of counterparts, each
of which shall be deemed an original constituting one and the same instrument.
6.8 No Assignment. The Parties may not assign or transfer their rights under this
Agreement.
6.9 Compliance with Law. Each Party is responsible for complying with any additional or
varying laws and regulations regarding purchases.
6.10 No Waiver of Rights. Nothing in this Agreement shall be deemed to waive, modify or
amend any legal defense available at law or equity to a Party, including the defense
of sovereign immunity, nor to create any legal rights or claims on behalf of a person
not a party to this Agreement.
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6.11 Certifications.
6.11.1 The Parties certify that: (a) the services specified above are necessary and
essential and are properly within the statutory functions and programs of
the affected governmental entity; (b) the proposed arrangements serve the
interest of efficient and economical administration of the governmental
function; (c) the services, supplies or materials contracted for are not
required by Section 21 of Article 16 of the Constitution of Texas to be
supplied under an Agreement given to the lowest responsible bidder nor is
this Agreement prohibited by Texas Government Code, Section 791; and
(d) this Agreement neither requires nor permits either party to exceed its
duties and responsibilities or the limitations of its authority.
6.11.2 The signers of this Agreement certify that they possess the right, power,
legal capacity and full legal authority to execute this Agreement on behalf
of their respective Parties and to bind their respective Parties to the terms
and conditions set forth herein.
[Signatures on the following page.]
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In witness whereof, the Parties have caused duly authorized representatives to execute
this Agreement on the dates set forth below.
CAPITAL ME OPOLITAN T NSPORTATION AUTHORITY
By:
Randy Clarke
President/CEO
Date: / 7fQ1/f(
Approved as to Form: k'N--
CMTA Legal
CITY OF RO ND ROCK
By:
Print Name: � I
Title: NA Ay U12--
Date: `1✓`�
Approved as to For 1111=0.1',.1:.. 1.% i. 's
City of Round Rock Legal 1
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