R11-1251
2 RESOLUTION NO. Rll -125
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4 A RESOLUTION OF THE CITY COMMISSION OF THE
5 CITY OF BOYNTON BEACH, FLORIDA, APPROVING
6 AN INTERLOCAL AGREEMENT BETWEEN THE CITY
7 OF BOYNTON BEACH AND PALM BEACH COUNTY,
8 FLORIDA, TRANSFERRING TO THE CITY FOUR
9 TRANSIT COACHES FOR $1.00 EACH; AUTHORIZING
[Oil THE CONVEYANCE OF THE TRANSIT COACHES TO
1 l ; 1 THE VOLEN CENTER; APPROVING THE LETTER OF
12' �, UNDERSTANDING WITH THE VOLEN CENTER; AND
13 i PROVIDING AN EFFECTIVE DATE.
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16 WHEREAS, in February, 2009, the City entered into an Interlocal Agreement with the
17 County to lease four (4) transit coaches purchased through a United States Department of
a
18 Transportation Federal Transit Administration grant; and
19 , WHEREAS, the transit coaches were used to operate the City's Shopper Hopper
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20 .: Program; and
21 WHEREAS, the coaches were returned to the County when the Shopper Hopper
22 , Program was terminated however the County no longer has a public transit need for the transit
23 ' s coaches and has deemed them surplus; and
24 = WHEREAS, The Volen Center is now offering the services that were provided as part
25 ; : of the Shopper Hopper program and, as such, The Volen Center has inquired about the use of
26 I the four transit coaches as part of their service; and
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27 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon
28 recommendation of staff, has deemed it to be in the best interests of the citizens and residents
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29 of the City of Boynton Beach to enter into the Interlocal Agreement between the City of
30 '; ; Boynton Beach and Palm Beach County, Florida, for the transfer of the four transit coaches to
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i the City for ($1.00) each; approving the conveyance of the four transit coaches to The Volen
2 Center; and approving the Letter of Understanding with The Volen Center.
3 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
4 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
5 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
6 ! being true and correct and are hereby made a specific part of this Resolution upon adoption
3
1
7 hereof
as
8 i , Section 2. The City Commission hereby approves and authorizes the Mayor and
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9 ' City Clerk to execute the Interlocal Agreement between the City of Boynton Beach and Palm
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10 i ; Beach County for the transfer of the four transit coaches to the City for ($1.00) each. A copy
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11 of the Interlocal Agreement is attached hereto as Exhibit "A ".
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12 Section 3. The City Commission hereby approves the conveyance of the four
13 ' ' transit coaches to The Volen Center for use as part of their services.
14 Section 4. The City Commission hereby approves and authorizes the Letter of
15 a Understanding with The Volen Center, a copy of which is attached hereto as Exhibit `B ".
16 Section 5. That this Resolution shall become effective immediately upon passage.
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I PASSED AND ADOPTED this 15 day of November, 2011.
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19 ' i ATTEST:
20 9,,itly / n^
21 �J/ om �.ut/��
22 M. Prainito, MMC
23 Clerk
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CITY O BOYNTON BEACH, FLORIDA
k
Mayor z J ez
Vice or William Orlove
r
CoTmi on —Woodrow L May
Commissioner teven o zm
Commissioner — Marlene Ross
The City of Boynton Beach
OFFICE OF THE CITY MANAGER
100 E. Boynton Beach Boulevard
P.O. Box 310
Boynton Beach, Florida 33425-0310
City Manager's Ofce: (561) 742 -6010
FAX.' (561) 742 -6011
e -mad. La VernereL@bbfl. us
www.boynton- beach.org
November 8, 2011
Elizabeth L. Lugo
President /CEO
The Volen Center, Inc.
1515 West Palmetto Park Road
Boca Raton, Florida 33486
Re: Letter of Understanding regarding Transportation Services
Dear Ms. Lugo:
The purpose of this Letter of Understanding is to formalize the agreement between the City of
Boynton Beach ( "City ") and the Volen Center, Inc. ( "Volen ") as it relates to transportation services.
BACKGROUND
Prior to October 1, 2011, the City operated a transportation service commonly referred to as the
"Shopper Hopper" Program. The Shopper Hopper Program provided low cost transportation for
seniors within the Boynton Beach city limits to locations such as the Boynton Beach Senior Center,
doctor's offices, grocery stores, pharmacies, social service agencies, and a variety of other locations
throughout the City. The Shopper Hopper operated on a six day a week schedule with fixed routes as
established by the City's Recreation and Parks Department.
The Boynton Beach Shopper Hopper Program was discontinued by the City Commission effective
September 30, 2011. The City Commission's decision was based upon its determination that the
Volen could provide transportation services in substantially the same manner as the Shopper Hopper
Program in an equally efficient but less costly manner.
In conjunction with the City's budget hearings, Volen made a proposal to extend Volen's
Community Coach Program that was already in service in the City but running at capacity. Volen
proposed that it could add additional fixed routes including transportation to and from the City's
Senior Center. In exchange for providing standard services, Volen proposed that the City re- allocate
$75,000 of its annual budget to Volen to subsidize the additional transportation services.
As the result of further discussion and negotiation Volen and the City have agreed as follows:
Ms. Elizabeth L. Lugo
November 8, 2011
Page 2
OBLIGATIONS OF THE VOLEN
• Effective date October 1, 2011 and until September 30, 2012 Volen will provide a "Shopper
Hopper" Transportation program for the City's senior residents.
• The program will follow the routes and destinations as described in the attached Exhibit "A ".
• The Volen will provide daily rides (Monday — Friday) arriving to the City's Senior Center at
approximately loam and leaving the Senior Center at 3pm.
• Service will be provided on a first -come, first -serve basis.
• The Volen reserves the right to alter the schedule with regards to days and times as to best
meet the needs of the seniors of Boynton Beach.
• Volen will be responsible for all salaries and benefits for the driver(s) as well as all gas,
maintenance, repair, tires, insurance, etc. for the vehicles.
• Volen will also provide all office staff, dispatch, scheduling and intake staff.
• The cost per trip for the senior rider is $3 each way and there is no membership fee
associated with this program at this time.
• Volen will provide the above described transportation services using, at Volen's discretion,
four vehicles the City intends to transfer to the Volen as additional subsidy to provide the
services.
• Until the transfer of the four vehicles is finalized, Volen will use Volen's existing fleet to
cover the rides and routes.
• Volen will provide packets of information including all of the necessary paperwork and
forms to the City and any interested senior residents. All riders must fill out an
enrollment/registration form, sign applicable waivers and forms and adhere to the Volen's
policy on rider conduct.
• Volen has the sole discretion to determine who is appropriate and who is not for the service
and to monitor compliance with the standards of conduct for the individual riders. Riders
must notify Volen if they are not going to need a scheduled ride and will need to adhere to
the Volen's Community Coach guidelines as it pertains to scheduling and cancelling any
rides.
• Provide the City on request data regarding ridership, fares collected, and ridership
complaints, if any.
OBLIGATIONS OF THE CITY
• The City will pay Volen $75,000 which represents the 2011 -12 City appropriation for senior
transportation services. The $75,000 with be paid in four quarterly payments of $18,750.00.
• The City will transfer to Volen, four (4) buses obtained by the City from Palm Beach County,
Florida.
Forward to Volen all ridership complaints which are communicated to the City.
ADDITIONAL TERMS OF UNDERDTANDING
This Letter of Understanding does not constitute a fixed term.
Volen or the City can discontinue this service and fund relationship at any time provided
ninety (90) days advanced notice is provided.
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AMERICA 'S GATET T A Y TO THE G ULFSTREAM
Ms. Elizabeth L. Lugo
November 8, 2011
Page 3
• The City is under no duty to continue to appropriate funds for the services being provided by
Volen.
• The transportation services being provided by the Volen remain solely under the control of
Volen and the City has no operational control over the operational means and methods used
by Volen.
• Volen is not an employee, independent contractor, or agent of the City but operates as a
private independent entity.
Please confirm that The Volen Center, Inc. agrees that the foregoing represents the understanding of
our mutual obligations by signing below and return one of the two originals to me.
Thank you for your continued cooperation with the City of Boynton Beach and your assistance in
providing transportation services to our seniors and other citizens in need of independent
transportation.
Very truly yours,
Lori LaVerriere
Interim City Manager
LL /lms
cc: James A. Cherof, City Attorney
Janet M. Prainito, City Clerk
AMERICA'S GATEit A F TO THE G ITLFSTREAM
The Volen Center
Schedule
Mondav
Route 10 Destination Mall Target/Wal- Mart/Shoppes of Boynton {12:00 &
PINEPOINT 9.20 a m
VILLAGE ROYAL ON THE GREEN 9:30 a m
VILLAGE ROYAL 9 a.m.
BOYNTON BAY 9:45 a m
Route 11 Destination: Mall - Target - Shoppes of Boynton {2:30 p.m. return}
LEISUREVILLE SECTION 1 11:00 a m
LEISUREVILLE SECTION 2 11:00 a.m.
LEISUREVILLE SECTION 3 11 00 a.m
VENETIAN TERRACE 11.15 a m
BOYNTON LEISUREVILLE 1115 am
Tuesdav
Route 2 Destination Publix (1 hour shopping)
LEISUREVILLE SECTION 1 9:00 a m
LEISUREVILLE SECTION 2 9:30 a m
LEISUREVILLE SECTION 3 9 a.m
Wednesdav
Route 4 Destination Publix (1
COLONIAL CLUB
HAMPSHIRE GARDENS
SEAGATE
SNUG HARBOR
SOUTHEAST BOYNTON
HIGHPOINT
STERLING VILLAGE
hour shopping)
9 00 a.m
9.00 a.m.
9 a m
9 a m.
9:15 a.m.
9 a.m.
10 a m
1:00 p.m. return}
Route 3 Destination Publix (1 hour shopping)
SOUTHWEST BOYNTON 12:00 p.m.
VENETIAN TERR APTS. 12:15 p.m.
BOYNTON LEISUREVILLE 12:30 p.m.
Route 5 Destination Publix (1
CHERRY HILL SECTION
ROLLING GREEN SECTION
NORTHEAST BOYNTON
ROYAL MANOR
NORTHWEST BOYNTON
hour shopping)
12.00 p.m.
1210 p m
12:15 p.m.
1230 p.m.
12:45 p.m.
The Volen Center Shopper Hopper
Thursdav
Route 6 Destination Publix (1 hour shopping)
NORTHEAST BOYNTON 8:45 a.m.
BOYNTON BAY 9.00 a m
PINE POINT 9 35 a m
VILL ROYALE ON THE GREEN 9.45 a m
VILLAGE ROYALE 9 50 a m
Route 7 Destination Wal -Mart
9.35 a.m
(2 & 3 p.m. return}
9.45 a m
LEISUREVILLE SECTION 1
1200 p m
LEISUREVILLE SECTION 2
12:00 p.m.
LEISUREVILLE SECTION 3
1200 p m
VENETIAN TERR. APTS.
12:15 p.m.
BOYNTON LEISUREVILLE
1220 p.m.
Friday
Route 8 Destination MalllTargetlWal- Mart/Shoppes of Boynton {12:15,
CHERRY HILL/ROLLING GREEN 9:15 a m
HIGHPOINT 9.35 a m
SOUTH BOYNTON 9 55 a m
ROYAL MANOR 10.30 a.m
NORTHWEST BOYNTON 10.45 a m
1:15 & 2:00 p.m. return)
Route 9 Destination Mall Target/Wal- Mart/Shoppes of Boynton (12:15 &
SOUTHEAST BOYNTON
9.35 a.m
COLONIAL CLUB
9.45 a m
HAMPSHIRE GARDENS
9.45 a.m.
SEAGATE
9:45 a.m
STERLING VILLAGE
9:55 a.m
1:15 p.m. return)
Agenda Item No. 3AA5
PALM BEACH COUNTY
BOARD OF COUNTY COMMISSIONERS
AGENDA ITEM SUMMARY
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Meeting Date: December 20, 2011 [X] Consent
[ ] Ordinance
Department: Palm Tran
Submitted By: Palm Tran
Submitted for: Palm Tran
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I. EXECUTIVE BRIEF
[ ] Regular
[ ] Public Hearing
Motion and Title: Staff recommends motion to:
A) adopt a resolution authorizing the sale, conveyance and transfer of four (4) model
year 2001 El Dorado Cutaway buses to the City of Boynton Beach, Florida; provided
that the Federal Transit Administration (FTA) approves the transfer; and
B) approve an agreement regarding the sale, conveyance, and transfer of four (4)
model year 2001 El Dorado Cutaway buses to the City of Boynton Beach, Florida.
Summary: Palm Tran needs to dispose of four (4) model year 2001 El Dorado
Cutaway buses. These buses have reached their useful life, and in accordance with the
Federal Transit Administration (FTA) guidelines, may be disposed of. The City of
Boynton Beach has approached Palm Tran and expressed their desire to acquire these
buses. The City of Boynton Beach has affirmed that it is an entity qualified and eligible
to receive a conveyance of personal property from Palm Beach County in accordance
with the requirements of Section 125.38, F.S., and that it desires to use the buses for
the public or community interest and welfare. These buses were purchased using
100% Federal Funds. Countvwide (DR)
Background and Policy Issues:: The buses were funded by a federal earmark for the
City of Boynton Beach. Palm Beach County applied for the funds and purchased the
vehicles on behalf of the City. The City has operated and maintained the buses.
Transit buses purchased through the use of FTA funds must be used for the purpose
intended for the vehicle's useful life. The useful life of these transit buses is either
seven (7) years or 200,000 miles. The buses mentioned above have reached their
useful life and may now be properly disposed of. Palm Beach County has determined
that the buses are not needed for any Palm Beach County purpose, that the buses are
required for use by the City of Boynton Beach, and that the buses should be conveyed
to the City of Boynton Beach for the nominal sum of One Dollar ($1.00). There will be
no residual interest in the sale of the buses. The City of Boynton Beach will be
responsible for all transportation costs.
Attachments:
1. Resolution of the Board of County Commissioners (2 copies)
2. Agreement with the City of Boynton Beach (2 copies)
3. Request to Transfer Assets to Fixed Assets Management Office
Palm Beach County
Recommended By: ZZ:2 _ [ ate e
Approved By:
Asstt t County Administrator Date
II. FISCAL IMPACT ANALYSIS
A. Five Year Summary of Fiscal Impact:
Fiscal Years 2012 2013
Grant Expenditures
Operating Costs
External Revenues ($1.00)
Program Income
(County)
In -Kind Match
(County)
NET FISCAL IMPACT ($1.00)
# ADDITIONAL FTE
POSITIONS 0
(Cumulative)
2014 2015 2016
Is Item Included In Current Budget? Yes No ✓
Budget Account No. Fund 1340 Dept. 540 Unit 5101 Object 6440
Program Reporting Category
B. Recommended Sources of Funds /Summary of Fiscal Impact:
.ry S
C. Departmental Fiscal Review .u'.�
e
JohMurphy, Finance Manage 9
III. REVIEW COMMENTS
A. OFMB Fiscal and /or Contract Dev. and Control Comments:,
k - :.-A ve cb^ �k% &zf rIhC. cf � � 'ir1 FyA
OFMB IA Cd nt ct Dev. a Control
B. Legal Sufficiency:
Assistapt County Attorney
C. Other Department Review:
Department Director
REVISED 9/03
ADM FORM 01
(THIS SUMMARY IS NOT TO BE USED AS A BASIS FOR PAYMENT.)
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RESOLUTION NO. R -2011 -2060
RESOLUTION OF THE BOARD OF COUNTY
COMMISSIONERS OF PALM BEACH COUNTY, FLORIDA,
FINDING THAT CERTAIN COUNTY -OWNED BUSES ARE NOT
NEEDED FOR THE COUNTY'S TRANSIT SYSTEM OR ANY
OTHER COUNTY PURPOSE; AUTHORIZING THE SALE,
CONVEYANCE AND TRANSFER OF THE BUSES TO THE CITY
OF BOYNTON BEACH, FLORIDA; APPROVING AN
AGREEMENT WITH THE CITY OF BOYNTON BEACH
REGARDING THE SALE, CONVEYANCE AND TRANSFER OF
THE BUSES; ESTABLISHING AN EFFECTIVE DATE.
WHEREAS, Palm Beach County (County) has four (4) transit buses (Buses) that have
reached the end of their useful service life and the County has determined that the Buses are
not needed for the County's public transit system or any other County purpose; and
WHEREAS, the City of Boynton Beach has applied to the Board for the Buses and
requested that they be conveyed to the City of Boynton Beach for the purpose of promoting the
public or community interest and welfare, and the Board is satisfied that the Buses are required
for such purposes; and
WHEREAS, the City of Boynton Beach is an entity that is qualified and eligible to receive
a conveyance of personal property from Palm Beach County in accordance with the
requirements of Section 125.38, F.S., and it has advised Palm Tran that it desires to use the
Buses for the public or community interest and welfare; and
WHEREAS, although the Buses have met their useful life and the Federal Transit
Administration (FTA) has no continuing interest in them, the County, as a recipient of FTA grant
funds, is required under FTA Circular 5010.1 D, to obtain FTA's approval prior to selling and
transfer rolling stock; and
WHEREAS, the Board has determined that the Buses will be used for the public or
community interest and welfare as described herein and in an Agreement Regarding the Sale,
Conveyance and Transfer of Buses to the City of Boynton Beach (Agreement), and that the
Buses should be sold and conveyed to the City of Boynton Beach for the nominal sum of One
Dollar ($1.00) and other good and valuable consideration.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF PALM BEACH COUNTY, FLORIDA, that:
1. The recitals set forth above are true and correct.
2. The Board does hereby authorize its Chair, on behalf of the Board, to enter into the
Agreement with the City of Boynton Beach for the sale, conveyance and transfer of the Buses
described below.
3. Following execution of the Agreement, title to the Buses is to be transferred and
conveyed to the City of Boynton Beach in accordance with the provisions of the Agreement and
FTA Circular 5010.1 D; provided, that, FTA has approved the sale and transfer of the Buses.
Palm Beach County's County Administrator or his designee is authorized to take all steps
needed to effectuate the sale, conveyance and transfer of the Buses.
4. The Vehicle Identification Numbers of the vehicles to be conveyed are as follows:
VIN # 1 FDXE45F41 HA69972
VIN # 1 FDXE45F21 HA69971
VIN # 1 FDXE45FO1 HA69970
VIN # 1 FDXE45F41 HA69969
Fixed Asset # 101290870000000
Fixed Asset # 101290860000000
Fixed Asset # 101290850000000
Fixed Asset # 101290840000000
5. This Resolution shall take effect upon its adoption.
The foregoing resolution was offered by Commissioner _Marcus
its adoption. The motion was seconded by Commissioner
being put to a vote, the vote was as follows:
Commissioner Shelley Vana, Chair
Commissioner Steven L. Abrams, Vice Chairman
Commissioner Karen T. Marcus
Commissioner Paulette Burdick
Commissioner Burt Aaronson
Commissioner Jess R. Santamaria
Commissioner Priscilla A. Taylor
Abrams
Aye
Aye
Aye
Aye
Aye
, who moved
, and upon
The Chair thereupon declared this resolution duly passed and adopted this day of
December 12011.
APPROVED AS TO FORM
AND LEGAL SUFFICIENCY
By: 4
County Attorney
G../ RBoyntonBeachBusTransfer (NoFTA[nterest).ptl2 -7 -2011
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Vig •
THIS AGREEMENT REGARDING THE SALE, CO NCE AND TRAN OF
USES is made and entered into this day ofDEC2 01_, by and between Palm
Beach County, a political subdivision of the State of Florida, (hereinafter referred to as "County "),
and the City of Boynton Beach, a political subdivision of the State of Florida (hereinafter referred
to as "City ").
JA riK,I4PS1:0 A:�I
WHEREAS, Palm Beach County's Department of Surface Transportation (also known as
"Palm Tran ") has determined that it has four (4) model year 2001 El Dorado Cutaway buses
(collectively referred to herein as "Buses ") that are not needed for any County purpose, that the
Buses are an uneconomical asset, and that County no longer has a public transit need for the
Buses; and
WHEREAS, the City has advised County's Department of Surface Transportation, Palm
Tran, that the City desires to acquire the Buses from Palm Beach County; and
WHEREAS, the City has represented that it will incorporate the Buses into the City's
public transit system, and use them to promote the community interest and welfare by enhancing
the public transit system; and
WHEREAS, the City has applied to County for the conveyance of the Buses to the City
and affirms that it will use the Buses to accomplish the purposes described herein; and
WHEREAS, the City does hereby further represent and affirm that it is an entity qualified
and eligible to receive a conveyance of personal property from County in accordance with the
requirements of Section 125.38, F.S.; and
WHEREAS, County has determined that the Buses are not needed for any County
purpose, that the Buses are required for use by the City, and that title to the Buses should be
transferred to the City for the nominal sum of One Dollar ($1.00) upon the Federal Transit
Administration's approval of the transfer; and
WHEREAS, County's Board of County Commissioners finds that the use the City will
make of the Buses constitutes and will serve a valid public purpose.
NOW, THEREFORE, in consideration of the covenants and promises contained herein,
the parties agree as follows:
1. Incorporation of Recitals: The foregoing recitals are true and correct and incorporated
into and made a part of this Agreement.
2. Representatives: County's representative following the execution of this Agreement
will be Palm Tran's Executive Director whose telephone number is 561 -841 -4200 or his designee.
The City's representative following the execution of this Agreement will be Wally Majors,
Recreation and Parks Director, whose telephone number is (561) 742 -6224 or such other
representative designated by the City.
3. Purpose: The purpose of this Agreement is to set forth the various duties, rights and
obligations of the parties regarding the transfer of the Buses to the City and the City's use of the
Buses to promote the community's interest and welfare by utilizing the Buses in the City's public
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transit system as contemplated in this Agreement. The Buses to be transferred to the City
consist of (4) model year 2001 El Dorado Cutaway buses with the following Vehicle Identification
Numbers:
1 FDXE45F41 HA69972
Fixed
Asset #
101290870000000
1 FDXE45F21 HA69971
Fixed
Asset #
101290860000000
1 FDXE45F0l HA69970
Fixed
Asset #
101290850000000
1 FDXE45F41 HA69969
Fixed
Asset #
101290840000000
4. Transfer of Title: County agrees to transfer title, relinquish possession and deliver the
Buses to the City at Palm Tran's main facility located at 3201 Electronics Way, West Palm Beach,
Florida or such other location in Palm Beach County, Florida, on such date and time specified by
County's representative; provided that, the Federal Transit Administration (FTA) has notified
County that it has approved the transfer of the Buses to the City, and County has received from
the City the nominal sum of One Dollar ($1.00). The City shall be solely responsible for and shall
bear all costs arising out of and related to the conveyance, transfer of title, delivery and
acceptance of the Buses, of whatsoever kind or nature. The City acknowledges that each bus is
over seven (7) years old, has attained at least 200,000 miles, and that for Federal Transit
Administration's (FTA) purposes the Buses have been fully depreciated and reached their useful
service life. County is willing to release its ownership and control of the Buses to the City
following County's receipt of the nominal sum of One Dollar ($1.00), FTA's approval of this
transfer, and the City's release of County from any and all future liability or responsibility for the
Buses. The City acknowledges that with the execution of this Agreement it accepts responsibility
for the continued satisfactory safety, maintenance and control of the Buses.
5. Acceptance of Buses "As Is" and Disclaimer of Warranty: It is understood between
the parties that County is conveying the Buses to the City "as is" and that no representations are
made as to the maintenance, design, safety, operability or condition of the Buses or any
equipment associated therewith. No warranties are made, of any kind or nature, and none shall
be deemed to be in effect, including but not limited to any warranty with respect to the
maintenance, design, condition, safety or operability of the Buses, their quality or capacity, their
conformity to or compliance with any requirement of law (whether state, federal or local), or any
rule, specification or contract pertaining to the Buses. No warranties are made regarding patent
infringement, any latent defect or the Buses' fitness for any or a particular purpose or an implied
purpose. The City's execution of this Agreement shall act as its acknowledgment that it has
performed a detailed inspection of the Buses and accepts them in their "as is" condition. The City
further acknowledges and agrees that the buses have been under its sole custody, control and
care since 2001, and that no representations or warranties have been made by County regarding
the Buses, and that City has not relied upon any statement or representation made by County or
Palm Tran, Inc. or their respective officers, employees, servants or agents regarding the Buses or
any equipment that may or not may be located thereon. The City shall inspect the Buses and
correct any and all conditions that may interfere with or affect the safe operation or use of the
Buses or create a danger to any person or property prior to it or any other person or entity using
or operating the Buses.
County is not the manufacturer of the Buses or any equipment associated therewith.
County is not the agent of the manufacturer, and no warranty against patent or latent defects in
material, workmanship, or capacity is given. County does not warrant the Buses or any
equipment associated therewith as being fit for a particular purpose, an implied purpose or any
purpose or as having been maintained or adjusted to a certain condition, level or degree of
safety, or as required by law. No oral or written statement, representation, information or advice
from County, Palm Tran, Inc. or any of their respective officers or employees whether given
before, during or after delivery of the Buses shall create a warranty, including any warranty as to
maintenance, safety, condition, operability or reliability, and the City expressly acknowledges
that it is not entitled to rely on any such statement, representation, information or advice, if such
was made or given.
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NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, ARE GIVEN. ALL
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR ANY, AN
IMPLIED OR PARTICULAR PURPOSE ARE EXPRESSLY EXCLUDED. PALM
BEACH COUNTY SHALL NOT BE LIABLE FOR ANY GENERAL, SPECIAL,
DIRECT OR INDIRECT DAMAGES, INCLUDING WITHOUT LIMITATION, ANY
LOST PROFITS, SAVINGS OR OTHER CONSEQUENTIAL, EXEMPLARY OR
INCIDENTAL DAMAGES ARISING OUT OF THIS AGREEMENT AND /OR THE
CITY'S USE OR OPERATION OF THE BUSES. NEITHER PALM BEACH
COUNTY NOR PALM TRAM, INC. SHALL BE LIABLE FOR ANY CLAIM FOR
DAMAGES, INCLUDING WITHOUT LIMITATION, PERSONAL INJURY OR
PROPERTY DAMAGE, BASED UPON A CLAIM IN CONTRACT, TORT
(INCLUDING NEGLIGENCE), MISREPRESENTATION, STRICT LIABILITY OR
BREACH OF WARRANTY.
6. Discrimination Prohibited: The City represents and warrants that it will not
discriminate in any use made of the Buses and that its employees and passengers will be treated
equally without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital
status, familial status, sexual orientation, gender or gender identity or expression.
7. Responsibility: The City shall be solely responsible for all costs associated with or
related to the sale, conveyance, delivery, and transfer of title and its use of the Buses. The City
agrees that County and Palm Tran, Inc. have no responsibility or duty, of any kind or nature, to
any person or entity, relating to the Buses. The City expressly waives and releases County and
Palm Tran, Inc. from any and all responsibility or liability, of any kind or nature whatsoever, that
County or Palm Tran, Inc., had, has or may have to the City or any other person or entity, related
to County's conveyance of the Buses to the City or the City's ownership or the use, operation,
maintenance or possession of the Buses.
8. No Agency Relationship: County will transfer title to the Buses for the nominal sum of
One Dollar ($1.00), in accordance with FTA Circular 5010.11D and other applicable FTA
regulations or requirements, after receiving FTA approval. County is merely a donor of the
Buses. Neither the City nor any other entity or agency that may use or operate the Buses is an
agent, servant or employee of County or Palm Tran, Inc. Neither County nor Palm Tran, Inc. is
an agent, servant or employee of the City or any other agency, entity or third party with which the
City has or may have a relationship. The City acknowledges and agrees that neither County nor
Palm Tran, Inc. has any control over the actions, activities or decisions of the City or any agency,
entity, third party with which the City may have a relationship. Nothing contained herein shall
create an agency relationship between the City and County or the City and Palm Tran, Inc., or
any other agency or entity and County and Palm Tran, Inc.
9. The City shall not assign, transfer or otherwise encumber this Agreement, in whole or
in part, without first having obtained the prior written consent of County.
10. Hold Harmless and Indemnification: To the extent permitted by law, the City agrees
to protect, defend, reimburse, save, indemnify and hold County, Palm Tran, Inc., their successors
or assigns, and their respective directors, officers, servants, agents or employees, free and
harmless, at all times, from and against any and all suits, actions, damages, liabilities, interest,
attorney's fees, costs and expenses of any kind or nature, including all costs of appeals, arising
out of or related, in any manner whatsoever, to the City's acquisition, inspection, acceptance,
possession, use, operation or maintenance of the Buses, any intentional or negligent act or
omission of the City or any intentional or negligent act or omission of County or Palm Tran, Inc.
that relates, in any manner, to the City's acquisition, inspection, ownership, operation,
maintenance, possession or use of the Buses. The City expressly agrees that neither County nor
Palm Tran, Inc. has a duty to the City or any other agency or entity, the public, any member of the
public, any passenger being transported on one of the Buses, or any other third party to notify the
City or any other person or entity of any defect or dangerous condition or to correct any defect or
dangerous condition which may exist or affect, in any way whatsoever, the City's or any other
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agency's, entity's or third party's use, maintenance or operation of the Buses. The foregoing
indemnification shall survive the expiration or termination of this Agreement and shall remain in
effect at all times during which the City owns, possesses, uses, maintains or has an interest in the
Buses.
11. Remedies and Venue: This Agreement shall be governed by the laws of the State of
Florida and any and all legal action necessary to enforce this Agreement shall be held in Palm
Beach County, Florida. No remedy herein conferred upon any party is intended to be exclusive of
any other remedy, and each and every such remedy shall be cumulative and shall be in addition
to every other remedy given hereunder or now or hereafter existing at law or in equity or by
statute or otherwise. No single or partial exercise by any party of any right, power, or remedy
hereunder shall preclude any other or further exercise thereof.
12. No Third Party Beneficiaries Created: This Agreement is not intended to be a third
party beneficiary contract and creates no right in anyone other than the City, County and Palm
Tran, Inc. No other person or entity shall have any rights, interest, or claims against County or
Palm Tran, Inc. as a result of this Agreement or the City's acquisition, possession, ownership,
use, operation or maintenance of the Buses, or be entitled to any benefits under or on account of
this Agreement as a third -party beneficiary or otherwise. The City expressly acknowledges and
agrees that neither County nor Palm Tran, Inc. has a duty, of any kind or nature, to the City, any
agency, entity or third party as a result of the City's or any other agency, entity or third party's
acquisition, ownership, operation, maintenance, possession or use of the Buses.
13. Representations: The City acknowledges County's intent to convey the Buses to the
City in accordance with the requirements of Section 125.38, F.S. The City affirms its
representation to County that it is an entity eligible to receive personal property from County
under Section 125.38, F.S. To the extent permitted by law, the City shall save, defend, indemnify
and hold harmless County for any and all liability or responsibility that County had, has or may
have as a result of a determination that the City is not an entity eligible to receive personal
property from County under Section 125.38, F.S.
14. Notices: Any notice given pursuant to the terms of this Agreement shall be in writing
and hand delivered or sent by U.S. Mail. All notices shall be addressed to the following:
As to Palm Beach County:
Executive Director, Palm Tran
3201 Electronics Way
West Palm Beach, FL 33407
(561) 841 -4200
As to The City of Boynton Beach:
Recreation and Parks Director
The City of Boynton Beach
100 E. Boynton Beach Boulevard
P.O. Box 310
Boynton Beach, FL 33435 -0310
Phone: (561) 742 -6000
15. Waiver: No waiver of any provisions of this Agreement shall be effective unless it is
in writing and signed by the party against whom it is asserted. Any such written waiver shall only
be applicable to the specific instance to which it relates and shall not be deemed a continuing or
future waiver.
16. Inspector General Audit Requirements: Pursuant to Sections 2 -421 through 2 -440 of
the Palm Beach County Code, as it may be amended from time to time, Palm Beach County's
Office of Inspector General is authorized to review past, present and proposed County contracts,
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transactions, accounts, and records. The Inspector General's authority includes, but is not limited
to, the power to audit, investigate, monitor and inspect the activities of entities contracting with the
County, their subcontractors, and anyone acting on a contractor's or its subcontractors behalf, in
order to ensure compliance with contract requirements and to detect corruption and fraud.
Failure to cooperate with the Inspector General or interfering with or impeding any investigation is
a violation of the Palm Beach County Code and punishable, pursuant to Section 125.69, F.S., in
the same manner as a second degree misdemeanor The City agrees that it is subject to and that
it will fully cooperate with the Inspector General and all representatives of County and Palm Tran,
Inc. and that it shall provide full, open and unrestricted access to all of its records, places of
business and facilities. All of the City's records shall be maintained and kept in Palm Beach
County. The City shall include this provision in all subcontracts and other agreements related, in
any manner, to this Agreement.
17. Captions: The captions and section designations herein set forth are for
convenience only and shall have no substantive meaning.
18. Joint Preparation: The preparation of this Agreement has been a joint effort of the
parties and the resulting document shall not, solely as a matter of judicial construction, be
construed more severely against one of the parties than the other.
19. Severability: Should any section, paragraph, sentence, clause or provision hereof be
held by a court of competent jurisdiction to be invalid, such shall not affect the remaining portions
of this Agreement.
20. Entirety of Contract and Modifications: County and the City agree that this
Agreement sets forth the entire agreement between the parties, and that there are no promises or
understandings other than those stated herein. No modification, amendment or alteration in the
terms or conditions contained herein shall be effective unless contained in a written document
executed with the same formality and equality of dignity herewith.
21. Survivability: Any provision of this Agreement which is of a continuing nature or
imposes an obligation which extends beyond the term of this Agreement shall survive its
expiration or earlier termination.
(Remainder of Page Intentionally Left Blank)
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IN WITNESS WHERE OF, the parties have executed this Interlocal (Grant) Agreement
and it is effective on the. ,date first above written,
?
DEC 2 0
Palm Beach County, Florida, by its City of Boynton Beach, Florida
Board of County Commissioners
By:
C hair
Shadey kAana
By:
Attest:
Sharon R. Block, Clerk & Comptroller
"bep'ufy Clerk
Attest:
Mur�cipal Clerk
Approved as to Terms and Conditions
By'�?
thuck Executive Director
Palm Tran
Approved as to Form
and Legal Sufficiency
County Attorney
Approved as to Form
and Legal Sufficiency
iv
City Attorney