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Home My WebLink AboutAmerican Red Cross 1/4/2008AGREEMENT BETWEEN THE CITY OF OSHKOSH AND AMERICAN RED CROSS OF EAST CENTRAL WISCONSIN FOR THE PROVISION OF TRANSPORTATION SERVICES WHEREAS, it has been determined to be beneficial to the City of Oshkosh and American Red Cross of East Central Wisconsin to have the City of Oshkosh assume the responsibility for the payment of transportation services provided for by American Red Cross of East Central Wisconsin. NOW, THEREFORE, IT IS AGREED by and between American Red Cross of East Central Wisconsin and the City of Oshkosh, that the City of Oshkosh will accept billing from American Red Cross of East Central Wisconsin for calendar year 2008 and will provide payment to American Red Cross of East Central Wisconsin for transportation services performed. American Red Cross of East Central Wisconsin agrees to pay the City of Oshkosh 71.0% of the transportation costs provided for and by American Red Cross of East Central Wisconsin. If the total cost of transportation services provided by or for American Red Cross of East Central Wisconsin in 2008 exceeds $150,000, American Red Cross of East Central Wisconsin shall pay 100% of the transportation costs. This agreement shall remain in effect during the calendar year 2008. That American Red Cross of East Central Wisconsin 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: A. Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); B. 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; C. 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. The City of Oshkosh agrees to indemnify and hold harmless American Red Cross of East Central Wisconsin, 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: A. Any personal injury or bodily injury (including wrongful death) or property damage (real or personal); B. 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; C. 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 ply. American Red Cross of East Central Wisconsin agrees to maintain worker's compensation insurance in accordance with the statutory requirements of the State of Wisconsin. American Red Cross of East Central Wisconsin 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 American Red Cross of East Central Wisconsin 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 American Red Cross of East Central Wisconsin 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. American Red Cross of East Central Wisconsin 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 run concurrently with the term of this agreement. 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 4 day of 20 0S AMERICAN RED CROSS OF EAST CENTRAL WISCONSIN NEW- APPROVED BY: L 4enson Assis t City Attorney I hereby certify that the necessary provisions have been made to pay the liability which will accrue under this contract. Edward A. Nokes Director of Finance City of Oshkosh 3 CITY OF OSHKOSH FEDERALLY REQUIRED CONTRACT CLAUSES To be included in third party transit contracts .(Undated 11/02/2004) all subawards at all tiers (including subcontracts',' cooperative agreements) and that all su This assurance is a material representation of fact t ransaction was made or entered. into. Sub Missioj prerequisite foi making or entering into this trans, person' who makes a prohibited ex0enditu I re or . fai - disclosure f6rm shall be subject to - 'a 'c "pen . aity $100,000 for each such expenditure or failure. 5. Public Records Access It is the policy of the D epartment to maintain an submission, review,, and approval - 'of procurement . openingsare public unless otherwise specified. k inspection prior to issuance of the notice of , i ntent- T e cipient agrees e its t o re ir third party bon many tiers . of the Project as requi red to provide to Comptroller General of the United States, or the third party records as requested to conduct audits contract that have not been awarded on the basis improvement Project, as required by 49 U.S.C. § its third party contractors , and third party subconti required to provide sufficient access to third part3 with Federal re gulation' 'or 't' 6. Federal Chancfes . 3ubgrants,' and co'ii a Of C ct ma -ertify and disclose accordingly. a). icludifig inde quantities I in any year.-The Re I cip - ient agrees to comply and requii6in'e'n�'t's'lmpl[ementing the de an- Air dition Remedies Act of 1986 on the Reciv appropriate. B. The Recipient also acknowledges th or fraudulent claim, statement, subn under a contract connected with a pi assistance originallyawarded by FT Government reserves the right to im 5307(n)(1) on the Recipient, to t e F C. The Recipient agrees to include the whole or in part with Federal assista clauses shall not be modified, excep the provisions: 11. Termination A. The Department may terminate this that the Recipient or their subcontra the contract or has failed to fulfill'cc subcontractor to comply with the ter Provisions of this, Contract shall be t x B. The Recipient may terminate this Cc body for whatever reason such requ( C. Both parties agree that notice of inte through "return- receipt certified ma termination date. D. Upon termination of this Contract i Article, the Recipient agrees to c rolling stock, in accordance with instructions. 12. Government Debarment and Susnensior ,ral ;d in the )j ect to 11VJ for in their :)r the n� :)t tnms I /or ;C& Ins 5��7_'the All contracts in excess of 1 UU,UUU shall contain provisions or conditions w dies in instan administrative, contractual, or legal re me ,. ces where contractors ctors contract terms, and provide for such sanctions and penalties as may be 'appri include provisions for bonding, penalties for late or madequz liquidated damages or other appropriate measures: Disputes arising in the performance of this contract that are 'r parties shall be decided in writing by the authonzed represen support of its'poa dent will abide`bl' racts and subagreements 18. Incomoration of Federal Transit Administration (FTA) Terms All contractual` provisions required by the USDOT, as set forth in FTA Circular 4220.1D, dated April 15;1996 or any subsequent amendments, are hereby incorporated' by reference. Anything' to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions' contained in this Agreement. The Recipient shall riot - perform any act, fail to perform any act, or refuse to comply with any WisDOT requests that would cause WisDOT to begin violation of the FTA terms and conditions. 19'. Drue and Alcohol Testin a Barriers Comp e Board (U.S ATBCB) G.8. (34 Joint U.S. Architectural and Tr , Compliance - , I - an aggreg - . li ty by Public in n trds," A