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HomeMy WebLinkAbout03-25.docJANUARY 28, 2003 03-25 RESOLUTION (CARRIED 7-0 LOST LAID OVER WITHDRAWN PURPOSE: INITIATED BY: APPROVE AGREEMENTS FOR TRANSPORTATION SERVICES WITH WINNEBAGO COUNTY; LAKESIDE PACKAGING PLUS, INC., ZION ELDERCARE AND RED CROSS TRANSPORTATION DEPARTMENT WHEREAS, the City of Oshkosh Transportation Department has recommended approval of the above agreements; (Agreements - As on file in the City Clerk's Office) NOW, THEREFORE, BE IT RESOLVED by the Common Council of the City of Oshkosh that the agreements between the City of Oshkosh, Winnebago County, Lakeside Packaging Plus, Inc., Zion Eldercare and Red Cross for transportation services are hereby approved and directed to enter into same. Money for this purpose is hereby appropriated from: Acct. No. 511-1728-6449-00000 -- Purchased Transportation AGREEMENT BETWEEN THE CITY OF OSHKOSH AND ZION ELDERCARE FOR THE PROVISION OF ELDERCARE TRANSPORTATION SERVICES WHEREAS, it has been determined to be beneficial to the City of Oshkosh and Zion Eldercare to have the City of Oshkosh assume the responsibility for the payment of transportation services provided for by Zion Eldercare. NOW, THEREFORE, IT IS AGREED by and between Zion Eldercare and the City of Oshkosh, that the City of Oshkosh will accept billing from Zion Eldercare for calendar year 2003 and will provide payment to Zion Eldercare for transportation services performed. Zion Eldercare agrees to pay the City of Oshkosh 70.0% of the transportation costs provided for and by Zion Eldercare. If the total cost of transportation services provided by or for Zion Eldemare Inc. in 2003 exceeds $45,000, Zion Eldercare shall pay 100% of the transportation costs up to a limit of $56,250. This agreement shall remain in effect during the calendar year 2003. That Zion Eldercare agrees to indemnifY and hold harmless the City of Oshkosh, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants~ fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. The City of Oshkosh agrees to indemnify and hold harmless zion Eldercare, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. Zion Eldercare agrees to maintain worker's compensation insurance in accordance with the statutory requirements of the State of Wisconsin. Zion Eldercare agrees to maintain during the life of its agreement such public liability, vehicle liability and property damage insurance as shall protect the City of Oshkosh and Zion Eldercare from all claims for damages, personal injury, including accidental death, as well as claims for property damages which may arise from operations under this agreement whether such operations be by Zion Eldercare or by others directly or indirectly employed by either of them, by naming them as additionally insured with respect to this program. The minimum of insurance shall be: $350,000 combined single limit per accident, as well as the required workman's compensation insurance with the City named as additional insured. The insurance specified above shall be an acceptable insurance company authorized to do business in the State of Wisconsin, and shall be taken out before work is commenced and kept in effect until all work is completed. The City shall be given a minimum of 30 days notice in the event of change or cancellation of any insurance requirements. The City shall be named "additionally insured" on all policies. Zion Eldercare agrees to be subject to the rules and regulations if the Wisconsin Department of Transportation (WlSDOT) and the Federal Transportation Administration 0eTA) under the provision of the Urban Mass Transportation Act of 1964, as amended. It includes the attachment "Supplement - Federal Regulations" except the term listed in paragraph 2 is amended to mn concurrently with the term of this agreement. Zion Eldercare agrees to be subject to Oshkosh Transit's drug and alcohol policy which is effective January 1, 1996 that is described in Attachment B. IT IS FURTHER AGREED by and between parties hereto that in consideration of the costs paid by the County, that Zion Eldercare shall collect and retain all user fees and fares which may be derived through the use of these routes. IN WITNESS THEREOF, the parties have caused this agreement to be executed by their respective proper officers and affixed their corporate seals hereto this day of 20 CITY OF OSItKOSIt Richard A. Wollangk City Manager Pamela Ubrig City Clerk :mESS F APPROVED BY: I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract. Warren P. Kraft Edward A. Nokes City Attorney Director of Finance AGREEMENT BETWEEN THE CITY OF OSHKOSH AND RED CROSS FOR THE PROVISION OF TRANSPORTATION SERVICES WHEREAS, it has been determined to be beneficial to the City of Oshkosh and Red Cross to have the City of Oshkosh assume the responsibility for the payment of transportation services provided for by Red Cross. NOW, THEREFORE, IT IS AGREED by and between Red Cross and the City of Oshkosh, that the City of Oshkosh will accept billing from Red Cross for calendar year 2003 and will provide payment to Red Cross for transportation services performed. Red Cross agrees to pay the City of Oshkosh 70.0% of the transportation costs provided for and by Red Cross. If the total costs of transportation services provided by or for Red Cross Inc. in 2003 exceeds $51,428, Red Cross shall pay 100% of the transportation costs. This agreement shall remain in effect during the calendar year 2003. That Red Cross agrees to ind~nify and hold harmless the City of Oshkosh, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, hnd other costs of defense, known or unknown, contingent or otherwise, ar/sing out of or in any way related to the provision of transportation services under this agreemenfincluding but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Bo Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any govermmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. The City of Oshkosh agrees to indemnify and hold harmless Red Cross, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising fi.om federal, state, or local law; Co Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. Red Cross agrees to maintain worker's compensation insurance in accordance with the statutory requirements of the State of Wisconsin. Red Cross agrees to maintain during the life of its agreement such public liability, vehicle liability and property damage insurance as shall protect the City of Oshkosh and Red Cross fi.om all claims for damages, personal injury, including accidental death, as well as claims for property damages which may arise fi.om operations under this agreement whether such operations be by Red Cross or by others directly or indirectly employed by either of them, by naming them as additionally insured with respect to this program. The minimum of insurance shall be: $350,000 combined single limit per accident, as well as the required workman's compensation insurance with the City named as additional insured. The insurance specified above shall be an acceptable insurance company authorized to do business in the State of Wisconsin, and shall be taken out before work is commenced and kept in effect until all work is completed. The City shall be given a minimum of 30 days notice in the event of change or cancellation of any insurance requirements. The City shall be named "additionally insured" on all policies. Red Cross agrees to be subject to the rules and regulations if the Wisconsin Department of Transportation (WISDOT) and the Federal Transportation Administration (FTA) under the provision of the Urban Mass Transportation Act of 1964, as amended. It includes the attachment "Supplement - Federal Regulations" except the term listed in paragraph 2 is amended to nm concurrently with the term of this agreement. Red Cross agrees to be subject t° Oshkosh Transit's drug and alcohol policy which is effective May 8, 2001 that is described in Attachment B. IN 'WITNESS TItEREOF, the parties have caused this agreement to be executed by their respective proper officers and affixed their corporate seals hereto this day of 20 ' CITY OF OSHKOSH RED CROSS Richard A. Wollangk City Manager Pamela Ubrig City Clerk WITNESS APPROVED BY: Warren P. Kraft City Attorney APPENDIX B THE OSHKOSH TRANSIT SYSTEM DRUG AND ALCOHOL TESTING PROGRAM AGREEMENT BETWEEN THE CITY OF OSHKOSH AND WINNEBAGO COUNTY: PROVISION OF CABULANCE SERVICE WHEREAS, Winnebago County desires to provide financial assistance to the City of Oshkosh in providing transportation services to disabled citizens within, the City of Oshkosh and Winnebago County: and VCHEREAS, the provision of a Grant to the City of Oshkosh by Winnebago County will enable the City of Oshkosh to provide transportation services to disabled citizens within the City of Oshkosh and Winnebago County. NOW, THEREFORE, IT IS AGREED between Winnebago County and the City of Oshkosh as follows: That Winnebago County agrees to provide a Grant to the City of Oshkosh in the amount of $35,400 during the 2003 calendar year for the purpose Of enabling the City of Oshkosh to provide disabled transportation (Cabulance) services within the City of Oshkosh during 2003. That Winnebago County shall be provided access to the records of the City of Oshkosh upon request so as to verify by audit or other means, that the Grant monies provided herein are being utilized for the purpose of providing transportation services to disabled citizens within the City of Oshkosh and Winnebago County during 2003. The City of Oshkosh agrees to indemnify and hold harmless Winnebago County, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines, causes of action, liabilities, settlements, damages, costs, and expenses including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Bo Any lawsuit brought or tkreatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any govermnentai authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. That Winnebago County agrees to indemnify and hold harmless; the City of Oshkosh, including its d/rectors, officers, employees, insurers, and successes from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Ao Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Do Any breach or violation of any contractual provision of whatever kind with any third party. .The intention of paragraphs 3 and 4 above is that each party shall be responsible for the actions of ~ts own employees and agents. Further this paragraph shall be construed liberally in favor of the party seeking indemnification hereunder. -2- IN WITNESS THEREOF, the parties have caused this agreement to be executed by their respective proper officers and affixed their corporate seals hereto this day of 20 CITY OF OSHKOSH R/chard A. Wollangk City Manager Pamela Ubrig City Clerk WINNEBAGO COUNTY "~l~E~xecutive County Clerk APPROVED BY: Warren P. Kraft City Attorney City of Oshkosh I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract. '~BY: C.o. rpor_a~on Couns~,,, WiTago County Edward A. Nokes Director of Finance -3- AGREEMENT BETWEEN THE CITY OF OSHKOSH AND WINNEBAGO COUNTY: PROVISION OF RURAL TRANSPORTATION SERVICES WltEREAS, Winnebago County desires to provide financial assistance to the City of Oshkosh in providing transportation services to disabled citizens within rural Winnebago County: and WHEREAS, the provision of a Grant to the City of Oshkosh by Winnebago County will enable the City of Oshkosh to provide 'transportation services to disabled citizens within rural Winnebago County. NOW, THEREFORE, IT IS AGREED between Winnebago County and the City of Oshkosh as follows: That Winnebago County agrees to provide a Grant to the City of Oshkosh to provide rural transportation services to disabled persons residing within rural areas of Winnebago County (including the townships of Neenah and Menasha) during the calendar year 2003. That pursuant to this agreement, Winnebago County shall provide a Grant to the City of Oshkosh in the amount of 39.2% of operating costs during the 2003 calendar year for the purpose of enabling the City of Oshkosh to provide rural disabled transportation within Winnebago County during 2003. Expenses are budgeted not to exceed $18,000. If the total cost exceeds $22,500, the City and Winnebago County will negotiate a new funding formula for the remainder of the contract period. That Winnebago County shall be provided access to the records of the City of Oshkosh upon request so as to verify by audit or other means, that the Grant monies provided herein are being utilized for the purpose of providing transportation services to disabled citizens of rural Winnebago County during 2003. The City of Oshkosh agrees to indemnify and hold harmless Winnebago County, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines, causes of action, liabilities, settlements, damages, costs, and expenses including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. That Winnebago County agrees to indemnify and hold harmless, the City of Oshkosh, including its directors, officers, employees, insurers, and successes from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and Any breach or violation of any contractual provision of whatever kind with any third party. The intention of paragraphs 4 and 5 above is that each patty shall be responsible for the actions of its own employees and agents. Further this paragraph shall be construed liberally in favor of the party seeking indemnification hereunder. -2- IN WITNESS THEREOF, the parties have caused this agreement to be executed by their respective proper officers and affixed their corporate seals hereto this day of 20 CITY OF OSHKOSH Richard A. Wollangk City Manager Pamela Ubrig City Clerk WINNEBAGO COUNTY County Clerk APPROVED BY: Lynn A. Lorenson Asst. City Attorney City of Oshkosh I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract. Corpoyfition Cot~sel W~bago Connt~ Edward A. Nokes Director of Finance -3- AGREEMENT BETWEEN THE CITY OF OSHKOSH, WINNEBAGO COUNTY AND LAKESIDE PACKAGING PLUS FOR PROVISION OF LAKESIDE PACKAGING PLUS INC TRANSPORTATION SERVICES. WHEREAS, Winnebago County has previously entered into agreements with Lakeside Packaging Plus Inc. for the provision of transportation services for its Oshkosh facility and other sites of client service within the City of Oshkosh; and WHEREAS, it has been determined to be beneficial to the City of Oshkosh and Winnebago County, to have the City of Oshkosh assume the responsibility for the payment of transportation services provided for by Lakeside Packaging Plus, Inc. NOW, THEREFORE, IT IS AGREED between Winnebago County and the City of Oshkosh, that the City of Oshkosh will accept billing from Lakeside Packaging Plus, Inc. for calendar year 2003 and will provide payment to Lakeside Packaging Plus, Inc. for transportation services performed. 1) Winnebago County agrees to pay the City of Oshkosh 70.0% of the transportation costs provided for and by Lakeside Packaging Plus, Inc. If the total cost of transportation services provided by or for Lakeside Packaging Plus, Inc. in 2003 exceeds $146,000, Winnebago County shall pay 100% of the transportation costs up to a limit of $175,516. This agreement shall remain in effect during the calendar year 2003. 2) That Winnebago County agrees to indemnify and hold harmless the City of Oshkosh, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees, investigation fees, court costs and litigation expenses, and other costs of defense, known or unknown, contingent or otherwise, arising out of or in any way related to the provision of transportation services under this agreement including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); Any lawsuit brought or threatened, settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands' of any governmental authorities; and Do Any breach or violation of any contractual provision of whatever kind with any third party. 3) The City of Oshkosh agrees to indemnify and hold harmless Winnebago County, including its directors, officers, employees, insurers and successors, from and against any and all claims, demands, penalties, fines causes of action, liabilities, settlements, damages, costs, and expense, including, without limitation, attorney's and consultants' fees; ...... : ~' - , ~v~ugatlon Ices, court costs and ~ituitga~t~°n e.xpenses, and o,ther .costs.of defense, known or unlmown, contingent or otherwise, afisin m or m any way relatecl to the provision of transportation services under this agreemeangt including but not limited to: Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); ' Any lawsuit brought or threatened settlement reached or local, state, or federal government or agency order, including, but not limited to claims, costs, liabilities, or expenses arising from federal, state, or local law; Any violation of laws, orders, regulations, requirements, or demands of any governmental authorities; and D. Any breach or violation of any contractual provision of whatever kind with any third party. 4) Lakeside Packaging Plus, Inc. agrees to maintain worker's compensation insurance in accordance with the statutory requirements of the State of Wisconsin. 5) Lakeside Packaging Plus, Inc. agrees to maintain during the life of its agreement such public liability, vehicle liability and property damage insurance as shall protect the City of Oshkosh and Lakeside Packaging Plus, Inc. from all claims for damages, personal injury, including accidental death, as well as claims for property damages which may arise from operations under this agreement whether such operations be by Lakeside Packaging Plus, Inc. by others directly or indirectly employed by either of them, by naming them as additionally insured with respect to this program. The minimum of insurance shall be: $350,000 combined single limit per accident, as well as the required workman's compensation insurance with the City named as additional insured. The insurance specified above shall be an acceptable insurance company authorized to do business in the State of Wisconsin, and shall be taken out before work is commenced and kept in effect until all work is completed. The City shall be given a minimum of 30 days notice in the event of change or cancellation of any insurance requirements. The City shall be named "additionally insured" on all policies. 6) Lakeside Packaging Plus, Inc. agrees to be subject to the roles and regulations of the W~sconsm Department of Transportation (WISDOT) and the Federal Transportation Administration (FTA) under the provision of the Urban Mass Transportation Act of 1964, as amended. Federal guidelines are specified in Appendix A, "Applicable Federal Regulations". -2- Lakeside Packaging Plus, Inc. agrees to be subject to Oshkosh Transit's drag and alcohol policy which is effective January 1, 1996 that is described in Attachment B. The intention of paragraphs 3 and 4 above is that each party shall be responsible for the actions of its own employees and agents. Further this paragraph shall be construed liberally in favor of the party seeking indemnification hereunder. IT IS FURTHER AGREED by and between parties hereto that in consideration of the costs paid bY the County, that Winnebago County shall collect and retain all user fees and fares which may be derived through the use of these routes. IN WITNESS TItEREOF, the parties have caused this agreement to be executed by their r~s0Pective proper officers and affixed their corporate seals hereto this day of CITY OF OSItKOSIt Richard A. Wollangk City Manager Pamela Ubrig City Clerk APPROVED BY: Lynn A. Lorenson Asst. City Attorney W~_B~AGO COUNTY Jane Vx-mdeHey ~o~ty~xecutive ~ue Ertmer County Clerk LAKESIDE PACKAGING PLUS, INC. Dr. David Brotski Executive Director I her.eb.y certify that the necessary prows~ons have been made to pay the liability which will accrue under this contract. WITNESS Edward A. Nokes Director of Finance -3- GRANT AGREEMENT Between WINNEBAGO COUNTY and OSHKOSH TRANSIT SYSTEM for Transportation to the Elderly COPY This GRANT AGREEMENT is made and entered into this 1st day of January, 2003 by and between WINNEBAGO COUNTY, hereinafter referred to as "COUNTY," and OSHKOSH TRANSIT SYSTEM, 926 Dempsey Trail,, Oshkosh, WI 54901, Transportation to the Elderly hereinafter referred to as "GRANTEE", for the period from January 1, 2003 through December 31, 2003. WITN ESSETH: WHEREAS, the COUNTY has applied for financial assistance to the Wisconsin Bureau of Aging and Long Term Care Resources for funds provided through the Federal Older Americans Act; and WHEREAS, the COUNTY has provided monies for development of programs to older adults; and WHEREAS, Winnebago County desires to provide financial assistance to GRANTEE in carrying out a service to older adults in Winnebago County; NOW, THEREFORE, in consideration of the mutual promises and covenants of the parties hereto, it is agreed as follows: SECTION I: RESPONSIBILITIES OF GRANTEE GRANTEE agrees to use monies provided through this GRANT AGREEMENT to undertake the aforementioned service program to older adults identified by name and generally as described in the Winnebaqo County's Plan for Services to The Elderly 2003-2005, which is hereby incorporated by reference into this GRANT AGREEMENT. GRANTEE agrees to obtain prior approval from the COUNTY if funds covered under this GRANT AGREEMENT are to be used for'purposes other than those described in Section Ill of the aforementioned Plan and Budget. GRANTEE shall adhere to Assurances of Compliance with Federal and State Regulations as described in Section IV of the aforementioned Plan and Budget. Page 2 of 5 Do SECTION I1: BUDGET & PAYMENT PROCEDURES ¥ COUNTY agrees to provide the GRANTEE with funding as follows: $118,201 Total GRANTEE agrees to provide at least the minimum matching share as follows: $0 In Kind Match and/or Cash Match The term "In-Kind Match" shall have a meaning as defined in the Wisconsin Aqinq Network Policies and Procedures Manual. Cash and In-Kind Match shall be applied toward the cost of Older Adult program(s) funded through this GRANT AGREEMENT. Insufficient match by GRANTEE may reduce the Federal and/or State funded amount. GRANTEE agrees to provide to COUNTY monthly fiscal reports within ten (10) working days of the end of each calendar month and to complete other reports as requested by COUNTY. COUNTY shall reimburse GRANTEE within ten (10) days of the report due date with payment based upon actual expenses reported by GRANTEE. GRANTEE agrees to submit a final year- end report, if applicable, by February 18, 2004. GRANTEE may in no case obligate Federal, State, or County monies provided through this grant agreement beyond December 31, 2003. Obligated funds not actually expended by GRANTEE must be returned to the COUNTY within thirty (30) days. Bo SECTION lie AUDIT AND RECORD DISCLOSURES GRANTEE shall maintain financial and accounting records, supporting documents, reports, and other materials pertinent to this GRANT AGREEMENT in accordance with the Wisconsin Department of Health & Family Services Allowable Cost Policies Manual and. shall retain such records and supporting documentation for a period of at least three years from the date of termination of this GRANT AGREEMENT. GRANTEE shall, upon request, allow representatives of the Federal Administration of Aging, Bay Area Agency on Aging, State of Wisconsin and/or COUNTY to have access to such records as may be necessary to confirm compliance with the specifications of this GRANT AGREEMENT. GRANTEE shall submit to COUNTY a certified annual financial and compliance audit report completed in accordance with the Department of Health & Family Services GRANTEE Aqency Audit Guide and (for governmental agencies) the Federal Government Office of Management and Budget OMB Cimutar A-128 or (for non-governmental agencies) the Federal Government Office of Management and Budget OMB Cimular A-133, if required by amount of funding. In order for the audit requirements to' be waived, COUNTY'S approval must be obtained prior to execution of this GRANT AGREEMENT. Page 3 of 5 GRANTEE shall submit to COUNTY complete copies of all management and internal control reports/letters prepared by the auditor. Copies of GRANTEE'S response to the reports/letters shall be submitted to COUNTY. These documents shall be submitted to the COUNTY within 30 days of receipt and/or completion by GRANTEE. In the event that the COUNTY determines that amounts are owed tp it by the GRANTEE subsequent to receiving the audit report, COUNTY is hereby authorized to deduct such sums from any funds approved for payment by COUNTY to GRANTEE. SECTION IV: HOLD HARMLESS GRANTEE agrees that it will at all times during the existence of this GRANT AGREEMENT indemnify and hold harmless COUNTY against any and all losses, damages and costs or expenses which COUNTY may sustain, incur or be required to pay as a result of GRANTEE'S acts or omissions in relationship to this GRANT AGREEMENT or in relationship to providing care or services pursuant to this GRANT AGREEMENT. In no event shall the making'of any payment required by this agreement constitute or be construed as a waiver by the COUNTY of any breach of the covenants of this agreement or a waiver of any default of the GRANTEE and the making of any such payment by the COUNTY while any such default or breach shall exist shall in no way impair or prejudice the right of the COUNTY with respect to recovery of damages or other remedy as a result of such breach or default. SECTION V: AFFIRMATIVE ACTION/CIVIL RIGHTS COMPLIANCE GRANTEE agrees to submit to the COUNTY a current copy of the Subrecipient Civil Rights Compliance (CRC) Action Plan for meeting equal opportunity requirements under Title VI of the Civil Rights Act of 1973, Title VI and XVI of the Omnibus Budget Reconciliation Act of 1981 and the Americans with Disabilities Act (ADA) of 1990. The GRANTEE shall submit its CRC Action Plan with this GRANT AGREEMENT. If an approved plan has been received during the previous calendar year, a plan update is acceptable. The plan may cover a two year pedod. In connection with the performance of work or the rendering of any services under this GRANT AGREEMENT, the GRANTEE agrees not to discriminate against any properly qualified employee, applicant for emplgyment, or client because of any status protected pursuant to s.111.321, Wisconsin Statutes, or developmental disability as defined in s. 51.05 (5), Wisconsin Statutes. This provision shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. GRANTEE agrees to post the Equal Opportunity Policy, the name of the Equal Opportunity Coordinator and the discrimination complaint process in conspicuous places available to applicants and clients of services, and applicants for employment and employees. The complaint process will be made available in languages and formats understandable to applJcanta, clients, and employees. Page 4 of 5 The GRANTEE agrees that through its normal selection of staff, it shall make an effort to employ staff with special language skills or find persons who are available within a reasonable time and who can communicate with non-English speaking clients; train staff in human relations techniques and sensitivity to cultural patterns; and making the programs and facilities accessible, as appropriate, through outstations, authorized representatives adjusted work hours, ramps, doorways, elevators, or ground floor rooms. B. C. D. SECTION VI: GRANT AGREEMENT REVISIONS AND/OR TERMINATIONS Failure to comply with any part of this GRANT AGREEMENT may be considered cause for revision or termination. GRANTEE shall return any grant funds to COUNTY not used for the intended purpose stated in this GRANT AGREEMENT. Revision of this GRANT AGREEMENT must be agreed to by COUNTY and GRANTEE by an addendum signed by the authorized representatives of both parties. GRANTEE shall notify COUNTY whenever it is unable to provide the required quality or quantity of services. Upon such notification, COUNTY and GRANTEE shall determine whether such inability will require a revision or cancellation of this GRANT AGREEMENT. If COUNTY finds it necessary to terminate the GRANT AGREEMENT prior to the GRANT AGREEMENT expiration date for reasons other than non-ped'ormance by the GRANTEE, actual cost incurred by the GRANTEE may be reimbursed for an amount determined by mutual agreement of both parties. F. This GRANT AGREEMENT can be terminated by 30-day written notice by either party. SECTION VII: CONDITIONS OF THE PARTIES OBLIGATIONS This GRANT AGREEMENT is contingent upon authorization of Wisconsin and United States laws and any matedal amendment or repeal of the same affecting relevant funding or authority of the COUNTY shall serve to terminate this GRANT AGREEMENT, except as further agreed to by the parties hereto. Nothing contained in this GRANT AGREEMENT shall be construed to supersede the lawful powers or duties of either party. It is understood and agreed that the entire GRANT AGREEMENT between the parties is contained herein, and that this GRANT AGREEMENT supersedes all oral agreements and negotiations between the parties relating to the subject matter thereof. GRANTEE shall comply with Wisconsin Administrative Code Chapters DHFS 12 and 13 and any related statutes in relationship to all persons employed or contracted with by GRANTEE to provide any services pursuant to this GRANT AGREEMENT and shall provide COUNTY with appropriate proof as to said compliance. Page 5 of 5 SECTION VIII: GRANTEE'S LEGAL STATUS GRANTEE warrants that it has complied with all necessary requirements to do business in the State of Wisconsin, and that the persons executing this agreement on its behalf are authorized to do so. GRANTEE shall notify COUNTY irrimediately, in writing, Of any change in address or GRANTEE'S legal status. SECTION IX: AUTHORIZA'[ION COUNTY enters into this GRANT AGp~EEMENT pursuant to and by authority of the Winnebago County Commission on Aging and Winnebago County Board of Supervisors. GRANTEE enters into this GRANT AGREEMENT pursuant to and by authority of its Board of Directors, City Council, or other governing body, which has legal authority to enter into contractual agreements. Dated at Oshkosh, Wisconsin, this dav c~f · 20, COUNTY WINNEBAGO COUNTY X~n~ebag~CountyExecutive ~e Ertmer County Clerk GRANTEE OSHKOSH TRANSIT SYSTEM Mark Huddleston Transportation Director