TRAN2215.SR.JK
CITY OF SIMI VALLEY
MEMORANDUM
J
une 13, 2022
TO: City Council
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ROM: Department of Public Works
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UBJECT: APPROVAL OF AMENDMENT NO. 5 EXTENDING THE MEMORANDUM
OF AGREEMENT BETWEEN THE CITY OF SIMI VALLEY AND THE SIMI
VALLEY UNIFIED SCHOOL DISTRICT FOR COMPRESSED NATURAL
GAS FUELING AT THE SIMI VALLEY TRANSIT MAINTENANCE
FACILITY
STAFF RECOMMENDATION
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t is recommended that the City Co uncil approve Amendment No. 5 (page 3) extending the Memorandum of Agreement (MOA) between the City of Simi Valley (City) and the Simi Valley Unified School District (District) allowing the District to fuel Compressed Natural Gas (CNG) vehicles at the Simi Valley Transit Maintenance Facility through June 30, 2024.
BACKGROUND AND OVERVIEW
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n July 21, 2014, the City Council approved a n MOA (see Attachment A, page 5) authorizing the District to fuel up to five CNG vehicles at the Simi Valley Transit Maintenance Facility. After two one-year extensions, the MOA was amended a third time on June 18, 2018, to amend the term of the MOA and extend to June 30, 2020.
Subsequently, the MOA was amended a fourth time to extend to June 30, 2022.
Staff is recommending that the MOA be amended a fifth time to extend the term to June 30, 2024.
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his cooperative arrangement maximizes public resources and is consistent with East County regional transit efforts. Under the arrangement, the District fully reimburses Simi Valley for its fuel costs and contributes to applicable CNG facility maintenance costs. The City has concurrence on file from the Federal Transit Administration for this use.
FINDINGS AND ALTERNATIVES
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n 1999, the Simi Valley Transit Maintenance Facility CNG fueling station began fueling the City’s fleet of CNG-powered buses, Paratransit vans, and other utility vehicles. The CNG fueling station consists of 26 slow-fill fueling bays, which also serve as parking stalls for assigned Transit vehicles, and a stall designated for the refueling of the District vehicles and other agencies as agreed to.
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imi Valley Transit services operate from 5:00 a.m. until 8:00 p.m., Monday through Saturday. Under the slow-fill process, 23 Simi Valley Transit vehicles are fueled between AGENDA ITEM NO.
Consent (4)
7:30 p.m. and 11:00 p.m. Because Simi Valley Transit vehicles refuel in the late evening, staff is able to accommodate the midday fueling between 11:00 a.m. and 2:00 p.m. of the District’s five vehicles, as needed. Therefore, there is no conflict in fueling Simi Valley Transit vehicles.
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he requested Amendment only extends the Term of the MOU as the remainder of the MOU language remains valid and up to date.
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he following alternatives are available to the City Council:
1. A
pprove Amendment No. 5 ( page 3) extending a Memorandum of Agreement (MOA) between the City of Simi Valley and the Simi Valley Unified School District allowing the District to fuel up to five Compressed Natural Gas vehicles at the Simi Valley Transit Maintenance Facility through June 30, 2024;
2. D
o not approve the Amendment, and provide staff with further direction.
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taff recommends Alternative No. 1.
SUGGESTED CITY COUNCIL MOTION
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move to approve Amendment No. 5 extending the Memorandum of Agreement between the City of Simi Valley and the Sim i Valley Unified School District allowing the District to fuel Compressed Natural Gas vehicles at the Simi Valley Transit Maintenance Facility through June 30, 2024.
SUMMARY
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n July 21, 2014, the City Council approved a Memorandum of Agreement with the Simi Valley Unified School District authorizing the District to fuel up to five Compressed Natural Gas vehicles at the Simi Valley Transit Maintenance Facility . Under this arrangement, the District will fully reimburse the City of Simi Valley for its fuel costs and contribute to applicable CNG facility maintenance costs. The arrangement has worked well and as a result, it is recommended that the City Council approve Amendment No. 5 amending the term of the MOA, and extending the MOA between the City and the District allowing the District to fuel up to five CNG vehicles at the Simi Valley Transit Maintenance Facility through June 30, 2024.
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_________________________________
Ronald K. Fuchiwaki
Public Works Director
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repared by: Gian Maria Garcia, Management Assistant
INDEX Page
A
mendment No. 5 ............................................................................ 3 Attachment A - 2014 Memorandum of Agreement ........................... 5 2 TRAN2215.Amend.JK
FIFTH AMENDMENT TO THE MEMORANDUM OF
AGREEMENT BETWEEN CITY OF SIMI VALLEY AND SIMI
VALLEY UNIFIED SCHOOL DISTRICT FOR COMPRESSED
NATURAL GAS FUELING AT THE SIMI VALLEY TRANSIT
MAINTENANCE FACILITY.
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his Amendment No. 5 to the Memorandum of Agreement is made and entered into the City of Simi Valley on this 13th day of June, 2022, by and between the CITY OF SIMI VALLEY, a municipal corporation, and SIMI VALLEY UNIFIED SCHOOL DISTRICT, a school district in the State of California, for fueling the Simi Valley Unified School District Compressed Natural Gas (CNG) vehicles at the Simi Valley Transit Maintenance Facility (“Agreement”),
RE
CITALS
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HEREAS, on July 21, 2014 , the Simi Val ley Unified School District and the City of Simi Valley entered into an Agreement enabling the Simi Valley Unified School District to fuel up to five CNG vehicles; and
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HEREAS, on June 27, 2016, Amendment No. 1 to the A greement was approved, extending the Term to June 30, 2017; and
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HEREAS, on May 15, 2017, Amendment No. 2 to the Agreement was approved, extending the Term to June 30, 2018; and
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HEREAS, on June 18, 2018, Amendment No. 3 to the Agreement was approved, extending replacing Section 1, “TERM,” in its entirety and extending the Term to June 30, 2020; and
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HEREAS, on March 22, 2021, Amendment No. 4 to the Agreement was approved, extending the Term to June 30, 2022; and
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HEREAS, both the Simi Valley Unified School District and the City of Simi Valley desire to extend the term of this Agreement until June 30, 2024; and W
HEREAS, both the Simi Valley Unified School District and the City of Simi Valley agree to the extension of the t erm of this Agreement and now wish to document the Amendment by jointly approving this Amendment No. 5 to the July 21, 2014, Agreement, as amended by Agreement No. 4 on March 22, 2021, by amending the term of this Agreement, thereby extending its term to June 30, 2024 NO
W, THEREFORE, it is mutually agreed by and between the parties to the Agreement as follows:
I. S
ECTION 1. TERM, is amended by replacing this section in its entirety as follows:
“
The term of this Ag reement shall be to June 30, 2024 . Either party may terminate this Agreement at any time prior to the expiration date by giving sixty 3 TRAN2215.Amend.JK
(60) days advance written notice thereof to the other party. This Agreement may be extended by mutual written agreement of both parties.” II. R
emaining Provisions:
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xcept as revised by this Amendment No. 5, all of the provisions of the Agreement shall remain in full force and effect.
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n Witness Whereof, the parties hereto have caused this Agreement to be executed the day and year first above written.
A
ttest: City of Simi Valley, A Municipal Corporations
Lucy Blanco, City Clerk Keith L. Mashburn, Mayor of the City of Simi Valley, California
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pproved as to Form: Simi Unified School District
David L. Caceres, City Attorney Dr. Hani Youssef, Superintendent Simi Valley Unified School District
A
pproved as to Content:
Brian Paul Gabler, City Manager Ron Todo, Associate Superintendent Simi Valley Unified School District
4 ATTACHMENT A
5 based on current market value and the market rate District agrees to pay City will adjust accordingly and take effect as outlined in Section 4.F. of this Agreement. City shall invoice District on the last day of each month, based on CNG fuel consumption by District. The invoice will include the following information: i) period covered by invoice, ii) therms used, iii) cost-per-therm, �nd iv) tax amount.
B. Preventive Maintenance Costs of Fueling Station. City shall bill, and District shall pay to City, on a monthly basis amounts to cover applicable maintenance services of the CNG fueling station, which shall · be based upon the following computations: 1) District's percent of fuel consumption as compared to the total consumption by all other users of the fueling station, including, but not limited to City's fuel consumption; and 2) co.sts from maintenance related to District's designated fueling stations.
C. Payment. District's payment shall be due within thirty (30) days from the date of invoice.
4. City's Obligations.
A. City shall permit District to fuel up to five (5) CNG vehicles, each no larger than forty (40) feet in length. Each vehicle shall be permitted to fuel once per day, between 10:00 a.m. and 5:00 p.m., Monday through Friday, at the Facility.
B. City shall maintain a CNG meter at its Facility to track District's CNG· consumption.
C. City shall notify District of any maintenance issues that may impact the fueling of District vehicles as soon as possible.
D. City shall permit District drivers to utilize the Facilities' break room and restrooms while fueling District vehicles.
E. Maintenance related to City's specific fueling stations shall be the responsibility of City, except for those preventive maintenance costs as outlined in Section 3.B. of this Agreement.
F. . City shall notify District in writing of any CNG rate increases of more than 10%, five (5) days from the date City becomes aware of the rate increase. Such rate increases will take affect thirty (30) days from the date of written notice to District and will be applied on the next month's bill.
5. Obligations of District.·
A. California Department of Transportation approved personnel shall transport District vehicles to and from the Facility .
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6 B. District shall ensure that only those drivers who have completed training and received certification on CNG fueling practices shall be permitted to fuel District vehicles at the Facility. District will provide City copies of all required certifications prior to District's drivers being permitted to fuel District vehicles at the Facility.
C. District employees and contractors shall abide by City's rules and regulations while at the Facility.
6. Hold Harmless and Indemnification. District shall defend indemnify, and hold harmless City, its agents, officials, officers, representatives and employees, from and against all claims, lawsuits, liabilities or damages of whatever nature arising out of or in connection with, or relating in any manner to any act or omission of District, its agents, employees, and subcontractors, and employees thereof, pursuant to the performance or non-performance of this Agreement. District shall 'thoroughly investigate any and all claims and indemnify City and do whatever is necessary to protect the City, its agents, officials, officers, representatives and employees as to any such claims, lawsuits, liabilities, expenses, or damages arising out of this Agreement. District must select an attorney acceptable to the City who will defend such proceeding and the City will control any litigation thereof. Such approval by the City will not be unreasonably withheld.
7. Termination.
A. Should District fail to perform any of the terms or conditions of this Agreement City may notify District in writing of such defect or failure to perform. If District fails to cure such defect within fourteen (14) days of receiving such notice, such failure shall constitute a breach of this Agreement and City may terminate this Agreement. Termination shall take effect five (5) days from the date of City's written notice to District.
B. Subject to Section 7 .A., either party may terminate this Agreement at any time prior to the expiration date by giving at minimum sixty (60) days advance written notice thereof to the other party. District shall be liable to City for any and all fees accrued by District to the date City receives the written notice of termination.
C. All notices provided herein shall be made pursuant to Section 17 of this Agreement.
8. Insurance. District shall provide proof of the following minimum insurance coverages prior to the execution of this Agreement:
A.
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General Comprehensive Liability
(must be written on an occurrence
form and include bodily injury,
property damage, and personal and
advertising injury with coverage for
premises/operations, contractual liability,
$1 million Combined
Single Limit
7 B.
C.
independent contractors, products/
completed operations)
Automobile Liability (owned, non
owned, and hired automobiles; must
be written on an occurrence form)
Workers' Compensation
Employer's Liability
$1 million Combined
Single Limit
Statutory $500,000
D. Coverages A and B, above, shall be provided on either a City of Simi Valley approved endorsement or a certified insurance policy and include an additional insured endorsement covering City, its agents and employees. All of the foregoing insurance shall include a clause stating unequivocally that none of the required insurance shall be cancelled or materially changed without thirty (30) days prior written notice to City.
9. Amendments. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon mutual written approval by the District and the City Manager.
10. Jurisdiction and Venue. Jurisdiction is in the State of California and venue lies in Ventura County.
11. Interpretation of Agreement. Should interpretation of this Agreement, or any portion thereof, be necessary, it is deemed that this Agreement was prepared by the parties jointly and equally and shall not be interpreted against either party on the grounds that the other party prepared the Agreement or caused it to be prepared.
12. Waiver of Agreement. No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any such waiver constitute a continuing or subsequent waiver of the same provision. No waiver shall be binding unless executed in writing by the party making the waiver.
13. Captions and Headings. The captions and headings of the various Articles and Paragraphs of this Agreement are for the convenience and identification only and shall not be deemed to limit or define the content of the respective Articles and Paragraphs hereof.
14. Entire Agreement. This Agreement shall constitute the complete Agreement between the parties hereto. No oral agreement,· understanding, or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such oral agreement, understanding, or representation be binding upon the parties hereto.
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8 15. Partial Invalidity. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force and effect and without being impaired or invalidated in any way.
16. Successors and Assigns. The terms hereof shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto; provided, however, that no party hereto shall assign any of the benefits and burdens hereunder, whether voluntary or by operation of law, without prior written consent of the other party, and any such assignment without said consent shall be void.
17. Notice. Any notice to be given hereunder by either party to the other shall be affected either by personal delivery in writing or by certified mail, postage prepaid, return receipt requested. Mailed notices shall be addressed as follows:
City:
District:
City of Simi Valley
2929 T apo Canyon Road
Simi Valley, CA 93063
Attn: Eric J. Levitt, City Manager
Simi Valley Unified School District
875 Cochran Street
Simi Valley, CA 93065
Attn: Ron Todo, Assistant Superintendent Business
Services
Each party may change the address listed above by written notice and in accordance with this section. Notices delivered personally will be deemed served as of actual receipt; mailed notices will be deemed served as of the second (2"d) day after mailing.
Notices received via facsimile will not be accepted.
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9 18. Authority to Execute Agreement. Both District and City do covenant that each individual executing this Agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such party.
WITNESS the execution of this Agreement.
City of Simi Valley, a Municipal Simi Valley Unified School District Corpora ti ,.,
Attest: Attest:
Ky Spangle, Superintendent
Approved as to Form:
Lonnieradz�e, �:�
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