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Item 4D M E M O R A N D U M January 8, 2009 TO: Shana Yelverton, City Manager FROM: Chris Tribble, Interim Director of Community Services Approve 2009 Community Services Agreement with Call A SUBJECT: Ride Southlake (CARS) Action Requested: Approve 2009 Community Services Agreement with Call A Ride Southlake to provide transportation services for the disabled and senior citizens of Southlake. Background Information: Call A Ride of Southlake, Inc. (CARS) was organized as a non-profit corporation in November 1999, and a board of directors was established. Since then, CARS has established operating policies, recruited and trained volunteer drivers, and established a dispatch service. CARS began offering transportation services to Southlake seniors and disabled residents in January 2000. The proposed agreement outlines the services to be provided by CARS, defines the term of the agreement, and requests funding of $12,000 for the upcoming year. Staff has met with CARS representatives to review the agreement. Only minor changes were made from last year’s agreement to include the transfer of ownership of a handicapped accessible van from CARS to the City. Financial Considerations: Approved funding in the amount of $12,000 is available in the FY 2009 Community Services General Fund Operating Budget for this proposed expenditure. Financial Impact: The financial impact to the City includes the annual payment of $12,000 to CARS and the provision of office space at the Senior Activities Center. Citizen Input/ Board Review The Senior Advisory Commission reviewed the proposed agreement at their January 13, 2009 meeting and recommended approval (8-0). Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 2 of 8 Call A Ride Southlake (CARS) has reviewed the proposed agreement. Legal Review: The proposed agreement has been reviewed by the City Attorney. Alternatives: Alternatives may include: City Council approval of the proposed community  services agreement as submitted City Council approval of the proposed community  services agreement with input as desired City Council decision not to approve the proposed  community services agreement Supporting Documents: Supporting documents include: Proposed 2009 Community Services Agreement  between the City and CARS Staff Recommendation: Approve 2009 Community Services Agreement with Call A Ride Southlake to provide transportation services for the disabled and senior citizens of Southlake. Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 3 of 8 2009 AGREEMENT BETWEEN CITY OF SOUTHLAKE AND CALL A RIDE OF SOUTHLAKE, INC. STATE OF TEXAS § § COUNTY OF TARRANT § THIS AGREEMENT is entered into by and between the City of Southlake, Texas, a home rule municipal corporation located in Tarrant County and Denton County, Texas, acting by and through its duly authorized Mayor (hereinafter referred to as “City”), and Call A Ride of Southlake, Inc., a non-profit corporation of Texas, acting by and through its duly authorized Chairman (hereinafter referred to as “CARS”), an organization exempt from taxation under Section 501(c)3 of the Internal Revenue Code. WHEREAS , the mission of CARS is to provide non-emergency transportation to senior citizens and disabled adult persons (“qualified persons”); and WHEREAS , City and CARS desire to enter into a Renewal Agreement whereby CARS will continue to provide free non-emergency transportation to qualified residents of the Southlake Community; NOW, THEREFORE, City and CARS, in consideration of the mutual undertakings hereunder set forth, do hereby covenant and agree as follows: SECTION 1 SCOPE OF SERVICES A. CARS shall provide the following services: (1) Free on-call transportation for qualified persons of the City as follows: (a) Senior citizens (over the age of 55 years), and disabled adult individuals, and (b) Permanently disabled youth (under the age of 18 years) and their care giver(s) limited to transportation provided with a handicapped accessible vehicle, and (c) who are residents of Southlake, and Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 4 of 8 (d) whose physical condition permits them to be transported by the drivers in the vehicles available, including a City owned Activan with ramp for wheelchairs and motor chairs. (2) CARS will provide transportation to the persons identified in Subsection A(1) above: (a) to and from non-emergency medical appointments, dental appointments, and health care providers located within a twenty-five (25) mile radius of the Southlake Senior Activity Center; (b) for personal need, including necessary essentials, i.e., to and from the grocery store, drug store, bank, personal grooming, social activities, etc., located within a seven (7) mile radius of the Southlake Senior Activity Center. (3) CARS shall not be obligated to transport disabled individuals for whom CARS is unable to provide safe transportation. (4) CARS shall operate solely in accordance with its bylaws, operations manual, and the following: (a) Volunteer drivers who use their own vehicles shall provide the transportation services. CARS shall recruit, qualify, and train these drivers. (b) Transportation services will be provided Monday through Friday during the hours between 8:00 AM and 5:00 PM, or by special arrangement. (c) Transportation normally will be scheduled at least 24 hours prior to departure. (5) Office hours with available staff in the office may be variable; however, CARS office staff will be available by phone during published hours. (6) CARS will provide for a timely telephone response when rides are scheduled and until the completion of those ride deliveries are either confirmed or an alternate process of transportation is provided as outlined in the CARS operations manual and approved by the Director of Community Services. (7) CARS will provide an after-hours on-call emergency contact number available to the public safety dispatch office to reach a representative from CARS. Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 5 of 8 (8) CARS shall provide copies of the minutes of the CARS Board meetings to the City within thirty (30) days of the meeting. (9) CARS will maintain and provide monthly detailed records and reports as specified in Section 4 of this Agreement, as well a financial report annually prior to expiration of the Agreement. B. CITY shall provide the following: (1) City agrees to publicize and encourage use of the services of CARS within selected current City mailings, on the City’s Cable Television Channel and other means at the discretion of the City. (2) City shall name a staff contact person to serve as a liaison between City and CARS. The City liaison shall be apprised by CARS of all CARS board meetings, CARS shall forward a copy of the agenda for each meeting two weeks prior to any scheduled meetings, and the City liaison may participate with the CARS board at all scheduled meetings. (3) City shall continue to provide office space as available to CARS for basic operations needs. SECTION 2 GOVERNANCE A. CARS shall be solely governed by its board of directors, who shall meet in accordance with the bylaws and articles of incorporation. The time, date, place and agenda of these board meetings shall be the responsibility of the CARS board of directors. SECTION 3 PAYMENT FOR SERVICES In recognition that the City elected to support the CARS transportation program rather than provide such service as a City-owned community transportation service, and that CARS has successfully completed nine years of operations, having commenced transporting qualified users in January 2000 as promised. City agrees to an annual payment to be paid to CARS in the amount of $12,000 to be dispersed quarterly throughout the year following the successful completion of each previous quarter of service, the presentation to the City of an invoice for the quarterly payment and subject to the terms and conditions of this Agreement. The first payment shall be made in January 2009 based on an invoice for services in October, November, and December, 2008 and every three months thereafter in accordance with these provisions. Payment of services by the City of $12,000, dispersed in quarterly payments, will cover a one-year period. Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 6 of 8 Payment by the City shall be applied towards the costs of the following:  Marketing supplies and printing costs associated with promotion of CARS service to Southlake residents  Telephone and other utilities associated with dispatching volunteer drivers  Personnel expenses  Other operational costs including, but not limited to, insurance requirements for CARS Board members, volunteer drivers, and paid staff SECTION 4 REPORTING A. CARS shall generate and provide to the Director of Community Services of the City, monthly reports which shall include detailed records of qualified persons served, trip destinations and mileage driven, driver and other qualifications, revenues received, cost and expenses incurred, number of rides requested and not able to provide, and number of scheduled rides missed and the cause, and any other information or data collected and as may be requested by the City. B. CARS shall provide the City information, if requested, necessary for the City to conduct a performance evaluation, including but not limited to: 1. ridership audits and response times 2. on-time analysis 3. customer satisfaction survey 4. comparative monthly and yearly statistics SECTION 5 INSURANCE AND INDEMNIFICATION CARS AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND A. CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, (INCLUDING, WITHOUT LIMITATION, REASONABLE FEES AND EXPENSES OF ATTORNEYS, EXPERT WITNESSES AND OTHER CONSULTANTS), ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE NEGLIGENT ACT OR OMISSION OF CARS, ITS OFFICERS, EMPLOYEES AND AGENTS, IN THE PERFORMANCE OF SERVICES UNDER THIS AGREEMENT. CARS SHALL NOT BE REQUIRED TO INDEMNIFY THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES FOR ANY DAMAGES OR LIABILITY FOUND BY A Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 7 of 8 COURT TO HAVE ARISEN FROM THE NEGLIGENT ACT OR OMISSION OF THE CITY, ITS OFFICERS, AGENTS OR EMPLOYEES, EXCEPT TO THE EXTENT OF ANY APPLICABLE INSURANCE COVERAGES. SECTION 6 INDEPENDENT CONTRACTOR In performing the services hereunder, CARS is acting as an independent contractor, and shall not be deemed an employee, agent or partner of the City. City shall have no power to direct or supervise its activities in carrying out its responsibilities under this Agreement. Neither party shall have the authority to make binding representations or agreements on behalf of the other. SECTION 7 TERM OF AGREEMENT 1. The term of this agreement shall be for a period beginning January 1, 2009 and ending December 31, 2009. This agreement may be renewed for up to three successive one-year periods beginning on January 1 and ending on December 31 of each year upon written agreement by both parties. Execution of the 2009 Agreement constitutes the second successive, one-year renewal period upon written agreement of both parties. 2. Notwithstanding any provision herein to the contrary, either party may terminate this Agreement upon 30 days written notice to the other. Upon termination, or if CARS ceases to provide transportation services, CARS shall return to the City any unexpended funds paid pursuant to this Agreement. This Agreement sets forth all the agreements between the parties and no modification shall be effective unless reduced to writing and signed by the party to be changed therewith. This document may be executed in duplicate originals. IN WITNESS WHEREOF the City and CARS have executed this Agreement as of this day __________ of ____________________, 200__. CALL A RIDE OF SOUTHLAKE CITY OF SOUTHLAKE By: _______________________ By:________________________ CARS President Andy Wambsganss, Mayor Shana Yelverton, City Manager City Council Meeting Date – January 20, 2009 Page 8 of 8 APPROVED AS TO FORM AND LEGALITY: Attorney at Law