Loading...
ITEM 5.2 WCAT JPAIV ot�ly.l 0 MIN"ESOT�g DEPARTMENT INFORMATION Request for City Council Action ORIGINATING DEPARTMENT REQUESTOR: MEETING DATE: Administration City Administrator/ Finance Director Flaherty December 11, 2017 PRESENTER(s) REVIEWED BY: ITEM #: City Administrator/ Finance Director Flaherty City Attorney MacArthur 5.2 AGENDA ITEM DETAILS RECOMMENDATION: It is recommended by staff that the City Council approve the modifications to the Wright County Area Transportation (WCAT) Joint Powers Agreement and to appoint Board Representatives for the City of Otsego. ARE YOU SEEKING APPROVAL OF A CONTRACT? IS A PUBLIC HEARING REQUIRED? Yes No BACKGROUN D/J USTI FI CATION: The City joined WCAT in 2016 in order to provide a public transit option to Otsego residents. On July 11, 2016, the City Council adopted the WCATjoint powers agreement. WCAT membership currently only consists of Cities within Wright County and was formed after the dissolution of the River Rider program. Upon the resolution of legal issues with the River Rider program, Wright County became the recipient of a portion of the remaining funds from said program. These funds were restricted by MNDOT to be used for public transportation purposes within Wright County. During 2017, the WCAT Board made the decision to renew talks with Wright County on joining WCAT. Discussions have been ongoing, and ultimately successful. The modifications to the joint powers agreement are for the sole purpose of Wright County becoming a member of WCAT. The significant changes to the joint powers agreement include: - Section 4: Wright County will be providing $600,000 of operating capital which will be held in a reserve account by Trailblazer Transit. - Section 4: Going forward, Wright County will be contributing 50% of the WCAT local share. The County's contribution will increase by 10% each year, ultimately phasing out local share contribution requirements from member Cities. - Section 4: The member Cities will contribute the remaining portion of the local share each year, with a capped amount of $100,000 for operating and $100,000 for capital. Each member Cities pro - rata share of the local share contribution is determined by ridership within each respective City. - Section 7: Wright County will be entitled to 50% of the voting power of the WCAT Board. - Section 7: One of the two seats entitled to WCAT on the Trailblazer Transit Board will be filled with a representative appointed by Wright County. The other changes in the agreement are routine housekeeping changes. City Attorney MacArthur has reviewed the updated joint powers agreement and had no concerns. When the City joined WCAT in 2016, the City Council appointed Mayor Stockamp to serve as the Board Representative and the previous City Administrator as the Alternate Representative. Given the change in staffing, the City Council should appoint a new Alternate Representative. SUPPORTING DOCUMENTS ATTACHED: • WCAT Joint Powers Agreement— With Changes • WCAT Joint Powers Agreement - Clean POSSIBLE MOTION PLEASE WORD MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES: Motion to approve the modifications to the WCAT Joint Powers Agreement. Motion to appoint to serve as the Board Representative, and to serve as the Alternate Representative. BUDGET INFORMATION FUNDING: BUDGETED: Fund 101 —General Yes 101-41100-390 WRIGHT COUNTY AREA TRANSPORTATION JOINT POWERS AGREEMENT The parties to this Agreement are municipal corporations under the laws of the State of Minnesota and located in Wright County, Minnesota (the parties to this Agreement are hereafter referred to individually as a "City" or "Wright County" and collectively as the "Cities" or as "governmental units". RECITALS WHEREAS, Minnesota Statute §471.59 authorizes the joint and cooperative exercise of powers common to the 4;im� WHEREAS, the Q#e-, desire to provide for an agreement between and among them to establish a joint powers board for Transportation for the purpose of providing a coordinated service delivery and funding source for public transportation; and WHEREAS, each C4t-y has adopted a Resolution finding that it is in the best interests of the citizens of each G4y to enter into this Agreement. NOW THEREFORE, IT IS MUTUALLY AGREED AND UNDERSTOOD AS FOLLOWS: 1. General Purpose. Pursuant to the authority of the Joint Powers Act, the Q#e-5 units desire and intend to provide affordable Public Transportation to their communities. The goal of the Cities, governmental units is to provide people in their communities with mobility and access to employment, community resources, medical care and recreational opportunities, while reducing the impact of road congestion, travel times, air pollution, the cost of road maintenance and repair, and energy and oil consumption for their communities. 2. Joinder of Wright County Political Subdivisions. The undersigned C#ie-, hereby agree to join together for the purpose of coordinating the delivery of public transportation services and establishing a joint funding source for said services through establishment of a Wright County Area Transportation Joint Powers Board ("WCAT Board"). This AgFeemeRt shall beeem-e effeetive upeR adeptieR ef a Feselutien by the geverRing bedy ef Re less thaR thFee Cities, and shall he biRding 9H all the Cities whe have jeined thFaugh adeptien of a Feselution by theiF Fespeetive bedies threugh August 1, 2014, unless etheFwlse eXteRded or affleRded by the Pai4ies. Any P441 governmental unit seeking to join the WCAT Authority after August 1, 2014 JanuarV 1, 2018, shall do so only on an affirmative vote of a majority of the WCAT Board members. The WCAT Board shall determine voting authority and contribution requirements for any PaFties governmental units joining after August 1, 2014. January 1, 2018. 3. WCAT Board Composition. Each C#y shall appoint annually a representative to the WCAT Board. Each 9ty may appoint an alternate representative who may act in the place and stead of an absent representative from that P44y . Members to the board may be appointed or removed at the pleasure of the P,-HAy with each member serving until their successor is appointed and qualified as provided by each Ra� Each member shall serve without compensation, health or medical benefits provided by the WCAT Board. 4. Funding. The WCAT Board is authorized to procure such State and Federal funding as is available toward financing the costs of providing public transportation services for the Citie'; governmental units. a. Wright CountV shall provide the funding necessarV for the WCAT Board share of the Trailblazer Transit operating capital balance. For calendar Vear 2018, this amount is $600,000. Said amount shall be held in a reserve account e&er-ew bV Trailblazer Transit and shall be released from the reserve account only in accordance with the voting and other requirements of the Trailblazer Joint Powers Agreement. b. Wright CountV shall paV 50% of the WCAT Board's unfunded local share (operating expenses and capital expenditures) in 2018. For 2019, Wright County shall pay 60% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2020, Wright CountV shall paV 70% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2021, Wright CountV shall paV 80% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2022, Wright CountV shall pay 90% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). E- For each y I ear, each City agrees to pay a proportionate share (the "Pro Rata Share") of the WCAT Board's remaining unfunded operating expenses and capital expenditures, with a cap of $100,000 for the cities' contribution towards operating expenses and a cap of $100,000 for the cities' contribution towards capital expenditures for each year. The pro rata share for each City shall be based upon the number of rides originating in the City during the prior year as compared to the total number of rides originating in all of the Cities during the prior year (the "Ride Share"). Each Gity shall alse pay aR aRRHal fee to pFevide feF the pFepeF operations of the WCAT 9eaFd. gaeh City shall pay an in $1,900 fee to c=eveF the IAICAT R-A-ard's PFBjeEted expenses duF!Rg the fiFSt YeaF Of epeFatiE)R. Per 2015 enly, eperatiRg and capital expenses shall be based upen the prOje6ted A -f Fides duFing 2015 as deteFFnined by the WGAT- BE)aFd PFqeF te januaFy 1, 2015 and syeh expeRses shall he allecated pFepe4ieRately ameRg the Cities with each City payiRg its PrA- SlhaFe. Within 90 days a4eF DeEeMber 31, 204:9, the WGAT- ge@Fd shall pef4eFm a nQr-Anriliatien of epeFating @Rd eapital expenses based upon each Gity's aetual 2015 Rode ShaFe, and funds shall be payable fFam A -F reim—hursed- te each City based UpeR the diffe-re-Ap-e betweeR each C-ty's initial paymeRts and Feeeneiled 20IS Ride ShaFe ameyRts. The WCAT BeaFd may fFem time te tome adjust the epeFating and Capital expeRses as deems appFepFiate. 5. Meetings. The WCAT Board shall meet at least annually on a schedule determined by the WCAT Board. All meetings of the WCAT Board shall be conducted in a manner consistent with the Minnesota Open Meeting Law, Minn. Stat. §13D.01, et. seq., as amended. Special meetings may be called by the WCAT Board Chair or upon written request of three (3) or more members of the WCAT Board. Written notice of any special meetings shall be sent to all WCAT Board members and to the City Clerk or County Coordinator of each Qt -y to comply with posting requirements. 6. Powers and Duties. The powers and duties of the WCAT Board include, but are not limited to, expending funds for the purpose of establishing, funding, coordinating, administering and operating a public transportation service including: a. Apply for, receive and expend State and Federal funds available for said purpose, as well as funds from other lawful sources, including fares, donations or gifts for the purpose of providing public transportation services and such supplemental services deemed advisable by the WCAT Board. Approve an annual budget. Adopt and implement a management plan to carry out the WCAT Board's purpose. d. Enter into contracts with public or private entities as the WCAT Board deems necessary to accomplish the purpose for which the WCAT Board is organized, including, but not limited to, the hiring of any consultants. e. Obtain such insurance as the Board deems necessary for the protection of the WCAT Board, members of the WCAT Board, member cities, and its property. f. Exercise all other lawful powers necessary and incidental to the implementation of public transportation services and the purposes and powers set forth herein. h. The WCAT Board has no authority to obtain or operate an independent transit service without the express approval of a majority of the Parties. i. The WCAT Board has no authority to levy taxes or issue debt for operating capital or debt service purposes unless approved in writing by the governing body of all PaFtiesgovern mental u nits. The WCAT Board has no authority to issue debt that exceeds the term of this Agreement. 7. Voting. PFieF t9 januaFy 1, 2015, each PaFty shall have ene vote en the )A(G.A.T Board. Beginni-Ag januaFy County shall be entitled to 50% of the weighted voting power for the WCAT Board. The remaining 50% of the weighted voting power for the WCAT Board shall be apportioned among the Cities as follows: eEach P-&FWCity shall be entitled to one vote plus one additional vote per each 3,000 rides originating in that City during the previous year. Prior to the first meeting in March the Secretary of the WCAT Board shall determine the number of votes for each Party in accordance with this section and certify the results to the Chair. A quorum shall consist of a simple majority (51%) of representatives from the Gties . A simple majority vote, on a weighted basis, of the WCAT Board members present at the meeting with a valid quorum shall be required by the WCAT Board to take action unless otherwise provided in this Agreement or by law. WCAT currently has two seats on the Trailblazer Transit Board. One of these seats shall be filled by a representative appointed by Wright County. 8. Officers. There shall be a chair, a vice chair, and a secretary elected from the members of the WCAT Board at the initial meeting of each year. The officers shall be elected from different member C-itie&governmental units. The WCAT Board may elect or appoint such other officers as it deems necessary to conduct its meetings and affairs. 9. Effective Date/Termination. This Agreement shall become effective as of January 1, 2018 and in ... PaFagFaph 2 Gf thiS agFeement. This agFeement shall continue in effect through December 31, 2047922. This Agreement shall remain in effect for each respective pa#y until that paFty hereto gives notice to the WCAT Board of its intention to withdraw. Notice of withdrawal must be given by April 1 of a given year. If notice of withdrawal is given after April 1 of a given year the withdrawal shall be effective on December 31 of the following year. A withdrawing pa4y governmental unit shall be responsible for its respective share of any debts or liabilities outstanding as of the effective date of withdrawal. Termination will be effective at the conclusion of the fiscal year. This Agreement shall remain in effect as to the remaining members provided that there are three or more members who desire to continue operating the WCAT Board. The withdrawing member shall not be entitled to compensation or distribution of any assets of the WCAT Board. Intheeventof dissolution of the WCAT Board, any property owned or held by the WCAT Board shall be sold for fair market value. All remaining funds after satisfaction of all WCAT Board debt, payments and other financial obligations shall be returned to the PaFties governmental units in the same manner in which the PaFties governmental units contributed funding to the WCAT Board in the last full calendar year prior to dissolution. 10. NoWaiver. Nothing herein shall be construed to waive or limit any immunity from, or limitation on, liability available to any Qty whether set forth in Minnesota Statutes, Chapter 466 or otherwise. 11. Severability. If any section, subdivision or provision of this Agreement shall be held invalid or unenforceable for any reason, the invalidity or unenforceability of such section, subdivision or provision shall not invalidate or render unenforceable any of the remaining provisions. 12. Amendment. Any amendments to this Agreement must be in writing, signed by all of the Cities governmental units following approval of their respective Qty Ceuneils governing bodies. 13. Governing Law. This Agreement shall be interpreted in accordance with the laws of the State of Minnesota. 14. Liability and Insurance. Each C -4y shall be liable for its torts and the torts of its employees, agents and consultants in undertaking its respective individual responsibilities as described in this Joint Powers Agreement. Notwithstanding any language to the contrary, the C#ie�5 RniLs agree that liability arising out of the activities of the WCAT Board and the C4Les shall be subject to the requirements of Minnesota Statutes §471.59, Subdivision la. (b), as it may be amended. The Qtie-, intend that the WCAT Board be ORSUFed shall obtain insurance coverage for its tort liability and general liability as a Joint Powers Board. Nothing herein shall be construed to waive or limit any immunity from, or limitation on, liability available to any Gity,govern mental unit, whether set forth in Minnesota Statutes, Chapter 466 or otherwise. 15. Default. The failure by any P4" to observe or timely perform any covenant, condition, obligation or agreement herein shall constitute Default of the Agreement. Whenever a Default occurs, the WCAT Board shall provide thirty (30) days written notice to the defaulting P44y governmental unit of the default which notice includes the nature of the Default and the manner in which the Default may be cured. If the Default is not timely cured, the WCAT Board may take any action available, including legal, equitable or administrative action, to enforce this Agreement. 16. Disputes. The C#je& agree that they will submit any disputes under this Agreement to mediation prior to resorting to an action in Court. By signing this Agreement, the paFties governmental units herete certify that the same has been approved by their respective Gity Geuncils governing bodies. By Chair, County Board ATTEST: County Coordinator By Mayor ATTEST: City Administrator WRIGHT COUNTY AREA TRANSPORTATION JOINT POWERS AGREEMENT The parties to this Agreement are municipal corporations under the laws of the State of Minnesota and located in Wright County, Minnesota (the parties to this Agreement are hereafter referred to individually as a "City" or "Wright County" and collectively as the "Cities" or as "governmental units". RECITALS WHEREAS, Minnesota Statute §471.59 authorizes the joint and cooperative exercise of powers common to the governmental units; and WHEREAS,the governmental units desire to provide for an agreement between and among them to establish a joint powers board for Transportation for the purpose of providing a coordinated service delivery and funding source for public transportation; and WHEREAS, each governmental unit has adopted a Resolution finding that it is in the best interests of the citizens of each governmental unit to enter into this Agreement. NOW THEREFORE, IT IS MUTUALLY AGREED AND UNDERSTOOD AS FOLLOWS: 1. General Purpose. Pursuant to the authority of the Joint Powers Act, the governmental units desire and intend to provide affordable Public Transportation to their communities. The goal of the governmental units is to provide people in their communities with mobility and access to employment, community resources, medical care and recreational opportunities, while reducing the impact of road congestion, travel times, air pollution, the cost of road maintenance and repair, and energy and oil consumption for their communities. 2. Joinder of Wright County Political Subdivisions. The undersigned governmental units hereby agree to join together for the purpose of coordinating the delivery of public transportation services and establishing a joint funding source for said services through establishment of a Wright County Area Transportation Joint Powers Board ("WCAT Board"). Any governmental unit seeking to join the WCAT Authority after January 1, 2018, shall do so only on an affirmative vote of a majority of the WCAT Board members. The WCAT Board shall determine voting authority and contribution requirements for any governmental units joining after January 1, 2018. 3. WCAT Board Composition. Each governmental unit shall appoint annually a representative to theWCATBoard. Each governmental unit may appoint an alternate representative who may act in the place and stead of an absent representative from that governmental unit. Members to the board may be appointed or removed at the pleasure of the governmental unit, with each member serving until their successor is appointed and qualified as provided by each governmental unit. Each member shall serve without compensation, health or medical benefits provided by the WCAT Board. 4. Funding. The WCAT Board is authorized to procure such State and Federal funding as is available toward financing the costs of providing public transportation services for the governmental units. Wright County shall provide the funding necessary for the WCAT Board share of the Trailblazer Transit operating capital balance. For calendar year 2018, this amount is $600,000. Said amount shall be held in a reserve account by Trailblazer Transit and shall be released from the reserve account only in accordance with the voting and other requirements of the Trailblazer Joint Powers Agreement. Wright County shall pay 50% of the WCAT Board's unfunded local share (operating expenses and capital expenditures) in 2018. For 2019, Wright County shall pay 60% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2020, Wright County shall pay 70% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2021, Wright County shall pay 80% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For 2022, Wright County shall pay 90% of the WCAT Board's unfunded local share (operating expenses and capital expenditures). For each year, each City agrees to pay a proportionate share (the "Pro Rata Share") of the WCAT Board's remaining unfunded operating expenses and capital expenditures, with a cap of $100,000 for the cities' contribution towards operating expenses and a cap of $100,000 for the cities' contribution towards capital expenditures for each year. The pro rata share for each City shall be based upon the number of rides originating in the City during the prior year as compared to the total number of rides originating in all of the Cities during the prior year (the "Ride Share"). 5. Meetings. The WCAT Board shall meet at least annually on a schedule determined by the WCAT Board. All meetings of the WCAT Board shall be conducted in a manner consistent with the Minnesota Open Meeting Law, Minn. Stat. §13D.01, et. seq., as amended. Special meetings maybe called by the WCAT Board Chair or upon written request of three (3) or more members of the WCAT Board. Written notice of any special meetings shall be sent to all WCAT Board members and to the City Clerk or County Coordinator of each governmental unit to comply with posting requirements. 6. Powers and Duties. The powers and duties of the WCAT Board include, but are not limited to, expending funds for the purpose of establishing, funding, coordinating, administering and operating a public transportation service including: a. Apply for, receive and expend State and Federal funds available for said purpose, as well as funds from other lawfu I sources, including f a res, donations or gifts for the purpose of providing public transportation services and such supplemental services deemed advisable by the WCAT Board. Approve an annual budget. C. Adopt and implement a management plan to carry out the WCAT Board's purpose. d. Enter into contracts with public or private entities as the WCAT Board deems necessary to accomplish the purpose for which the WCAT Board is organized, including, but not limited to, the hiring of any consultants. Obtain such insurance as the Board deems necessary for the protection of the WCAT Board, members of the WCAT Board, member cities, and its property. f. Exercise all other lawful powers necessary and incidental to the implementation of public transportation services and the purposes and powers set forth herein. h. The WCAT Board has no authority to obtain or operate an independent transit service without the express approval of a majority of the Parties. i. The WCAT Board has no authority to levy taxes or issue debt for operating capital or debt service purposes unless approved in writing by the governing body of all governmental units. The WCAT Board has no authority to issue debt that exceeds the term of this Agreement. 7. Voting. Wright County shall be entitled to 50% of the weighted voting power for the WCAT Board. The remaining 50% of the weighted voting power for the WCAT Board shall be apportioned among the Cities as follows: Each City shall be entitled to one vote plus one additional vote per each 3,000 rides originating in that City during the previous year. Prior to the first meeting in March the 5ecretary of the WCAT Board shall determine the number of votes for each Party in accordance with this section and certify the results to the Chair. A quorum shall consist of a simple majority (51%) of representatives from the govern mental units. A simple majority vote, on a weighted basis, of the WCAT Board members present at the meeting with a valid quorum shall be required by the WCAT Board to take action unless otherwise provided in this Agreement or by law. WCAT currently has two seats on the Trailblazer Transit Board. One of these seats shall be filled by a representative appointed by Wright County. 8. Officers. There shall be a chair, a vice chair, and a secretary elected from the members of the WCAT Board at the initial meeting of each year. The officers shall be elected from different member governmental units. The WCAT Board may elect or appoint such other officers as it deems necessary to conduct its meetings and affairs. 9. Effective Date/Termination. This Agreement shall become effective as of January 1, 2018 and shall continue in effect through December 31, 2022. This Agreement shall remain in effect for each respective governmental unit until that governmental unit hereto gives notice to the WCAT Board of its intention to withdraw. Notice of withdrawal must be given by April 1 of a given year. If notice of withdrawal is given after April 1 of a given year the withdrawal shall be effective on December 31 of the following year. A withdrawing governmental unit shall be responsible for its respective share of any debts or liabilities outstanding as of the effective date of withdrawal. Termination will be effective at the conclusion of the fiscal year. This Agreement shall remain in effect as to the remaining members provided that there are three or more members who desire to continue operating the WCAT Board. The withdrawing member shall not be entitled to compensation or distribution of any assets of the WCAT Board. In the event of dissolution of the WCAT Board, any property owned or held by the WCAT Board shall be sold for fair market value. All remaining funds after satisfaction of all WCAT Board debt, payments and other financial obligations shall be returned to the governmental units in the same manner in which the governmental units contributed funding to the WCAT Board in the last full calendar year prior to dissolution. 10. No Waiver. Nothing herein shall be construed to waive or limit any immunity from, or limitation on, liability available to any governmental unit, whether set forth in Minnesota Statutes, Chapter 466 or otherwise. 11. Severability. If any section, subdivision or provision of this Agreement shall be held invalid or unenforceable for any reason, the invalidity or unenforceability of such section, subdivision or provision shall not invalidate or render unenforceable any of the remaining provisions. 12. Amendment. Any amendments to this Agreement must be in writing, signed by all of the governmental units, following approval of their respective governing bodies. 13. Governing Law. This Agreement shall be interpreted in accordance with the laws of the State of Minnesota. 14. Liability and Insurance. Each governmental unit shall be liable for its torts and the torts of its employees, agents and consultants in undertaking its respective individual responsibilities as described in this Joint Powers Agreement. Notwithstanding any language to the contrary, the governmental units agree that liability arising out of the activities of the WCAT Board and the governmental units shall be subject to the requirements of Minnesota Statutes §471.59, Subdivision la. (b), as it may be amended. The governmental units intend that the WCAT Board shall obtain insurance coverage for its tort liability and general liability as a Joint Powers Board. Nothing herein shall be construed to waive or limit any immunity from, or limitation on, liability available to any governmental unit, whether set forth in Minnesota Statutes, Chapter 466 or otherwise. 15. Default. The failure by any governmental unit to observe or timely perform any covenant, condition, obligation or agreement herein shall constitute Default of the Agreement. Whenever a Default occurs, the WCAT Board shall provide thirty (30) days written notice to the defaulting governmental unit of the default which notice includes the nature of the Default and the manner in which the Default may be cured. if the Default is not timely cured, the WCAT Board may take any action available, including legal, equitable or administrative action, to enforce this Agreement. 16. Disputes. The governmental units agree that they will submit any disputes under this Agreement to mediation prior to resorting to an action in Court. By signing this Agreement, the governmental units certify that the same has been approved by their respective governing bodies. By Chair, County Board ATTEST: County Coordinator B Mayor ATTEST: City Administrator