18-250 West Valley Cities, Revenue Agreement for the Senior Transportation Pilot Program
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
REVENUE AGREEMENT FOR
THE SENIOR TRANSPORATION PILOT PROGRAM
This Revenue Agreement (“Agreement”) is entered into by and between the City of
Cupertino, City of Saratoga, Town of Los Gatos, City of Campbell, City of Monte Sereno
("West Valley Cities") and County of Santa Clara (“Fiscal Agent”). The purpose of this
Agreement is to delineate the roles and responsibilities of the Parties to this Agreement.
I. TERM
The term of this Agreement is from July 1, 2018 through June 30, 2019.
II. DESCRIPTION OF SERVICES
Obligated funds in this Agreement total $82,000 to support the Saratoga Area
Senior Coordinating Council (“SASCC”) and the West Valley Community
Services of Santa Clara County, Inc. (“WVCS”) to initiate the Senior
Transportation Pilot Program (“STPP”) through FY2018-19. SASCC and WVCS
will work together as the "Operators" of STPP.
Copies of fully-executed agreements between Fiscal Agent and the Operators
are attached to this Agreement as Exhibit A and are incorporated by this
reference.
III. WEST VALLEY CITIES OBLIGATIONS
The West Valley Cities will provide funding in the following amounts to the Fiscal
Agent to help support the Senior Transportation Pilot Program through the fiscal
year ending June 30, 2019:
A. City of Cupertino $22,000
B. City of Saratoga $19,000
C. Town of Los Gatos $17,000
D. City of Campbell $16,000
E. City of Monte Sereno $ 8,000
Payment shall not exceed the amount specified above. West Valley Cities shall
make a good-faith effort to provide all funds by August 30, 2018.
**For Fiscal Agent’s internal accounting use only** The revenue from this
Agreement will be deposited in Cost Center 4799 and GLA 4600100.
IV. FISCAL AGENT
Fiscal Agent will fund $168,000 in FY2018-19 to help support the Senior
Transportation Pilot Program.
Fiscal Agent will monitor and maintain all programmatic aspects of the services
supported under this Agreement.
Fiscal Agent will work with West Valley Cities to provide any information or data
required for reports.
Fiscal Agent is responsible for developing and monitoring contracts related to the
Senior Transportation Pilot Program.
DocuSign Envelope ID: F8945CFC-0247-4DE6-9B7E-05168C6E3AFDDocuSign Envelope ID: 75B09312-5349-4943-ACB4-E60FEF4E00E7
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
V. AGREEMENT ADMINISTRATION/COMMUNICATION
Under this Agreement, the Fiscal Agent shall monitor and evaluate the Operators’
performance. All requests and communications about this Agreement or STPP
shall be made to:
Jorge Montes
Office of Contracts Management
Santa Clara County Social Services Agency
333 W Julian St
San Jose, CA 95110
(408) 755-7746
Jorge.Montes@ssa.sccgov.org
Under this Agreement, the Agency Contacts for the West Valley Cities are listed
below.
Entity Contact Address Phone Email
City of
Cupertino
David
Stillman
10300 Torre
Ave.,
Cupertino, CA
95014
(408) 777-
3343
DavidS@cupertino.org
City of
Saratoga
Crystal
Bothelio
13777 Fruitvale
Avenue,
Saratoga CA
95070
(408) 868-
1269 cbothelio@saratoga.ca.us
Town of
Los
Gatos
Ying
Smith
41 miles Ave,
Los Gatos, CA
95030
(408) 399-
3550
ysmith@losgatosca.gov
City of
Campbell
Tina
Wong-
Erling
1 W. Campbell
Ave. C33,
Campbell, CA
95008
(408) 866-
2147
tinaw@cityofcampbell.com
City of
Monte
Sereno
Sue
L’Heureux
18041
Saratoga-Los
Gatos Road,
Monte Sereno,
CA 95030
(408) 354-
7635
sue@cityofmontesereno.org
VI. RETENTION OF RECORDS
The Fiscal Agent shall safely maintain all financial data, supporting documents,
and all other records relating to performance and billing under this Agreement for
the period required by state and federal law. The minimum retention period shall
be no less than four (4) years after the end of the term of this Agreement.
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
VII. RIGHT TO AUDIT
The Fiscal Agent shall permit all data and records relating to performance,
procedures, and billing to the West Valley Cities under this Agreement or STPP
to be inspected and/or audited, at any reasonable time, by the authorized
representative of the (1) West Valley Cities, or (2) any appropriate state or
federal auditing agency.
The right of each entity to inspect and/or audit under this Agreement is
independent of any right of any other entity.
VIII. AUDIT COMPLIANCE
The Fiscal Agent shall accept responsibility for receiving, replying to, and/or
complying with any audit exception by appropriate state and federal audit
agencies that directly relate to the services to be performed under this
Agreement. A draft of any reply shall be reviewed and approved for release by
the West Valley Cities before release to the relevant entity. A copy of the final
reply shall be submitted to the West Valley Cities.
IX. AUDIT LIABILITY
The Fiscal Agent shall pay the West Valley Cities the amount, if any, of the West
Valley Cities’ liability that results from the Fiscal Agent’s failure to perform the
services or comply with the conditions required by this Agreement and identified
by any audit exception. This is an express obligation which is additional to any
and all obligations imposed upon Fiscal Agent pursuant to Section VIII.
X. CONFIDENTIALITY
The Parties will maintain the confidentiality of all records generated during the term
of this Agreement to the extent required by all applicable local, state, and federal
laws and regulations.
XI. AMENDMENTS
Any amendment to this Agreement must be in writing, must be clearly marked as
an "Amendment," and signed by all Parties to this Agreement.
XII. INDEMNIFICATION
In lieu of and notwithstanding the pro rata risk allocation which might otherwise
be imposed between the parties pursuant to Government Code Section 895.6,
the Parties agree that all losses or liabilities incurred by a Party shall not be
shared pro rata but instead the parties agree that pursuant to Government Code
Section 895.4, each of the Parties hereto shall fully indemnify and hold each of
the other Parties, their officers, board members, employees and agents,
harmless from any claim, expense or cost, damage or liability imposed for injury
(as defined by Government Code Section 810.8) occurring by reason of the
negligent acts or omissions or willful misconduct of the indemnifying party, its
officers, employees or agents, under or in connection with or arising out of any
performance of obligations required by this Agreement or other applicable laws
relating to this Agreement delegated to such party under this Agreement. No
party, nor any officer, board member, employee or agent thereof shall be
DocuSign Envelope ID: F8945CFC-0247-4DE6-9B7E-05168C6E3AFDDocuSign Envelope ID: 75B09312-5349-4943-ACB4-E60FEF4E00E7
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
responsible for any damage or liability occurring by reason of the negligent acts
or omissions or willful misconduct of the other parties hereto, their officer, board
members, employees or agents, under or in connection with or arising out of any
performance of obligations required by this Agreement or other applicable laws
relating to this Agreement delegated to such other parties under this Agreement.
XIII. WAIVER
No delay or failure to require performance of any provision of this Agreement
shall constitute a waiver of that provision as to that or any other instance. Any
waiver granted by a party must be in writing and shall apply to the specific
instance expressly stated.
XIV. SEVERABILITY
If any provision of this Agreement is found by a court of competent jurisdiction to
be void, invalid or unenforceable, the same will either be reformed to comply with
applicable law or stricken if not so conformable, so as not to affect the validity or
enforceability of this Agreement.
XV. ENTIRE AGREEMENT
This document represents the entire Agreement between the Parties. All prior
negotiations and written and/or oral agreements between the Pa rties with respect
to the subject matter of the agreement are merged into this Agreement.
XVI. GOVERNING LAW, VENUE
This Agreement has been executed and delivered in, and shall be construed and
enforced in accordance with, the laws of the State of California. P roper venue for
legal action regarding this Agreement shall be in the County of Santa Clara.
XVII. ASSIGNMENT
No assignment of this Agreement or of the rights and obligations hereunder shall
be valid without the prior written consent of the other party.
XVIII. CONTRACT EXECUTION
Unless otherwise prohibited by law or County policy, the Parties agree that an
Electronic Copy of a Signed Contract, or an E lectronically Signed Contract, has
the same force and legal effect as a contract executed with an original ink
signature. The term “Electronic Copy of a Signed Contract” refers to a
transmission by facsimile, electronic mail, or other electronic means of a copy of
an original signed contract in a portable document format. The term
“Electronically Signed Contract” means a contract that is executed by applying an
electronic signature using technology approved by the County.
XIX. COUNTERPARTS
This Agreement may be executed in separate counterparts, any one of which
need not contain signatures of more than one party, but all of which taken
together will constitute one and the same Agreement.
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
IN WITNESS THEREOF, the Parties, intending to be legally bound, have executed this
Agreement as of the date of the last signature.
FISCAL AGENT
Date:__________ ________________________________
Miriam Singer, Director
Santa Clara County, Procurement Department
Date:__________ ________________________________
Julia Wyman, Chief Financial Officer
Santa Clara County, Social Services Agency
APPROVED AS TO FORM AND LEGALITY
Date:__________ ________________________________
Javier Serrano, County Counsel
Santa Clara County
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12/17/2018
12/27/2018
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1/11/2019
For:
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REVENUE AGREEMENT FOR THE
SENIOR TRANSPORATION PILOT PROGRAM
CITY OF CUPERTINO
Date:__________ Signature:________________________
Printed Name:____________________
Title:____________________________
CITY OF SARATOGA
Date:__________ Signature:________________________
Printed Name:____________________
Title:____________________________
TOWN OF LOS GATOS
Date:__________ Signature:________________________
Printed Name:____________________
Title:____________________________
CITY OF CAMPBELL
Date:__________ Signature:________________________
Printed Name:____________________
Title:____________________________
CITY OF MONTE SERENO
Date:__________ Signature:________________________
Printed Name:____________________
Title:____________________________
DocuSign Envelope ID: 43377165-58B3-44EF-B1B9-4F3F1F651C65
David Stillman
James Lindsay
City Manager
11/19/2018
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DocuSign Envelope ID: F8945CFC-0247-4DE6-9B7E-05168C6E3AFDDocuSign Envelope ID: 75B09312-5349-4943-ACB4-E60FEF4E00E7
DocuSign Envelope ID: F8945CFC-0247-4DE6-9B7E-05168C6E3AFDDocuSign Envelope ID: 75B09312-5349-4943-ACB4-E60FEF4E00E7
DocuSign Envelope ID: F8945CFC-0247-4DE6-9B7E-05168C6E3AFDDocuSign Envelope ID: 75B09312-5349-4943-ACB4-E60FEF4E00E7