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HomeMy WebLinkAboutCedar Falls-5/27/2014CITY OF WATERLOO Council Communication City Council Meeting: May 27, 2014 Prepared: May 16, 2014 Dept. Head Signature: Mayor Buck Clark # of Attachments: SUBJECT: Resolution approving 28E agreement between the City of Waterloo, Iowa and the City of Cedar Falls, Iowa forming the Metropolitan Transit Authority. Submitted by: Mayor Buck Clark Recommended City Council Action: Resolution approving 28E for the Metropolitan Transit Authority to provide a public transit service. Summary Statement: This agreement is replacing the previous agreement date June 9, 1981. Expenditure Required: Source of Funds Policy Issue Alternative Background Information: The agreement was approved by the Cedar Falls City Council on May 12, 2014. METROPOLITAN TRANSIT AUTHORITY OF BLACK HAWK COUNTY 1515 BLACK HAWK ST., WATERLOO, IOWA 50702 PHONE (AREA CODE 319) 234-5714 FAX (319) 234-6809 RECEIVE.iJ MAY 1 G 2014 May 16, 2014 Honorable Mayor Buck Clark and Waterloo City Council City of Waterloo 715 Mulberry Street Waterloo, IA 50703 Dear Mayor Clark and Council: Please find enclosed four copies of the 28E Agreement which outlines the service provided by MET Transit to the cities of Waterloo and Cedar Falls. Minor grammatical changes have been made to the previous version, and for the most part, the agreement satisfies the current standards of the Authority. Therefore, we are asking the city council to approve this agreement and authorize the Mayor to execute the agreement. Cedar Falls approved this agreement by resolution on May 12, 2014. Once approved and signed, please send three copies back to MET. I will then mail a copy to Cedar Falls and MET's attorney. If you have any questions or comments please feel free to contact me. Sincerely, Mark Little, CCTM General Manager 319-234-5714 #101 METROPOLITAN TRANSIT AUTHORITY AGREEMENT This Agreement is entered into individually and cooperatively by the cities of Waterloo, Iowa, and Cedar Falls, Iowa, which cities, by previous Agreement dated the 9th day of June, 1981, formed the Metropolitan Transit Authority (hereinafter called the "MET"), consisting of participating appointed trustees from the above cities. WITNESSETH: WHEREAS, the Cities of Waterloo and Cedar Falls desire to enter into a new Agreement, hereinafter set forth, which shall supersede and replace the previous Agreement dated the 9th day of June, 1981. NOW, THEREFORE, BE IT MUTUALLY AGREED AS FOLLOWS: I. AUTHORITY A. The Cities of Waterloo and Cedar Falls (the "Participating Cities"), comprise the area of jurisdiction of MET, and are signatories to this Agreement by virtue of the powers granted to them by Chapter 28E, Code of Iowa. II. PURPOSES A. The purposes for establishing MET are as follows: 1. To provide public transit service to the citizens of the Waterloo/Cedar Falls urbanized area. 2. To provide for the maintenance and operation of a coordinated urban transit system pursuant to the provisions of the Federal Transit Act, as amended, and related laws. 3. To establish a municipal transit system, which may be cooperatively financed by the Participating Cities through general funds, or through a transit levy pursuant to Section 384.12 (10) of the Code of Iowa (2013), at the discretion of each Participating City. III. ORGANIZATION A. The MET shall be govemed by a Board of Trustees (hereinafter the "Board"). 1. Board of Trustees a. Membership of the Board of Trustees (hereinafter the "Board") shall consist of thirteen (13) persons, who shall be appointed by the respective Mayors and approved by the respective City Councils of the Participating Cities. Members shall be appointed for staggered three (3) year fiscal year terms. Each year four (4) of the members' terms shall expire. Nine (9) members shall be appointed by the City of Waterloo, and four (4) members shall be appointed by the City of Cedar Falls. One Cedar Falls appointee shall be the duly elected President of the Northern Iowa Student Government, who shall serve for the duration of his or her term of office. Except for the Cedar Falls appointee who is President of the Northern Iowa Student Government, each member appointed by each Participating City shall be a resident of, and/or have a place of employment in, such respective Participating City. b. The Officers of the Board shall consist of a Chairman, a Vice Chairman, and Secretary. Officers shall serve annual terms and shall be elected by the Board at its first regular meeting of each calendar year. c. The powers and duties of the Board shall be those powers and duties authorized by Chapter 28E of the Code of Iowa, and shall include all rights, powers, privileges and immunities of cities related to the provision of mass transportation services, except the authority to incur bonded indebtedness. The Board shall have the power to transact business, adopt a budget, and assess transit operating and capital costs to the Participating Cities, enter into contracts, employ staff and review and make application for relevant State and Federal grant-in-aid programs on behalf of MET. In addition, the Board shall prepare and adopt by-laws, which shall govern its functioning aside from, but not superseding, the specific requirements of this agreement. d. Meetings of the Board shall be held monthly, with committee meetings to be held as needed, and shall be conducted in accordance with rules and procedures adopted in the official by-laws of the MET and the Code of Iowa. All meetings of the Board shall be public meetings, and the Board shall comply with all requirements of Chapter 21, Code of Iowa (2013), including the public notice requirements of such chapter. The affirmative vote of three-fourths (3/4) of all the members of the Board shall be required in order to adopt or amend the by-laws of the MET. A quorum of all meetings of the Board shall consist of fifty (50) percent of the members of the Board, and shall be required for each meeting of the Board. A majority vote of members present at the meeting shall be required to adopt all matters except as otherwise expressly provided for in this Agreement. Meetings of the Board shall be held in accordance with this Agreement and the provisions of the by-laws, provided, however, that the Chairman of the Board may at his or her discretion, or shall upon petition of twenty (20) percent of the members of the Board, call a special meeting of the Board. IV. FINANCING A. In the performance of its duties, the MET may cooperate with, contract with, and accept and expend funds from Federal, State, or local agencies, public or semi-public agencies, or private individuals or corporations, and may carry out cooperative undertakings and contracts. It may enter into other contracts, make expenditures for the purchase of required equipment and supplies, and exercise all other powers necessary to carry out the purposes of this Agreement. The expenditures of the MET, exclusive of gifts or grants to the MET from the State of Iowa or the United States Govemment, or MET's transit revenues, shall be within the amounts appropriated to the MET by the city councils of the Participating Cities, who are empowered to determine, agree upon, and appropriate funds for the payment of the expenses of the MET or their respective shares thereof. The Participating Cities shall cooperate with the MET and may aid the MET by furnishing staff, services, and property. B. Apportionment of Costs. The costs for maintaining the ongoing operation of the MET shall be assessed as follows: 1. The MET shall submit an annual request for appropriation to the Participating Cities for their respective share of the MET fiscal year budget, less that amount derived from transit revenues, and State or Federal grant-in-aid program funds, or special contract services. MET's request shall be based on the following: a. Fixed Route Costs — Shall be based upon that proportion of hours of fixed -route service annually provided within the corporate boundaries of each Participating City. In the event that either Participating City chooses to expand service, fixed route costs to each Participating City shall be recalculated based on the number of hours of fixed route service annually provided within each Participating City. b. Special Services Costs — Services funded from special sources shall be reimbursed on a basis agreed to by the Participating Cities, but shall not be included in the computations of Fixed Route Costs. c. Demand -Response Service Costs — Shall be based on a per capita share representing the population ratio of the Participating Cities, based upon the most current Federal census. d. Bus Replacement Costs — Bus replacement costs shall be reimbursed based upon the ratio of each Participating City's total participation in the total costs set forth in Section IV -B.1 (a). Bus replacement costs and other capital costs shall be defined as "any costs associated with the match funding required under capital grants or projects". Capital costs other than bus replacement costs shall be reimbursed by the individual Participating Cities on a basis agreed to by the Participating Cities. 2. The respective share of costs for each Participating City shall be determined annually by no later than March 15th, through the adoption of a MET budget for the succeeding July 1 — June 30 fiscal year and the appropriation of funds by the Participating Cities. V. MEMBERSHIP AND WITHDRAWL A. Any city located within the metropolitan area defined as the Waterloo / Cedar Falls urbanized area may become a member of the MET by adopting a resolution of its city council to so do. Said resolution shall approve and adopt the provisions of this Agreement, and shall be delivered to the Secretary of the Board for the purpose of enrollment. Such city shall thereupon become a "Participating City" for all purposes of this Agreement. B. Withdrawal. Any Participating City may withdraw its membership hereunder at any time by adopting a resolution of its city council to withdraw from this Agreement and by delivering a certified copy thereof to the Secretary of the Board. So far as active participation is concerned, such withdrawal shall be effective upon such delivery but shall not relieve the withdrawing city of its obligation to contribute its share of the costs provided for in this Agreement for the fiscal year in which the withdrawal occurs; provided, however, that if any such Participating City shall withdraw at any time within the last six months of the fiscal year, such withdrawing party shall contribute its share of the costs provided for in this Agreement for the following fiscal year. Any Participating City that does not timely contribute its share of costs provided by this Agreement may, by a vote of the Board, be deemed to have withdrawn as a Participating City. C. At the termination of this Agreement, all capital assets of MET shall be distributed to the Participating Cities on the basis of the respective contributions made by each such Participating City to the cost of each capital asset. Any remaining cash or other non -capital assets shall be distributed to the Participating Cities on the basis of the respective contributions made by each such Participating City to MET's budget for the fiscal year of MET's termination. VI. AMENDMENTS A. The terms and conditions of this Agreement may from time to time be amended by a majority vote of the members of the Board at any regular or special meeting and confirmed by resolution of each of the Participating Cities. VII. VALIDITY A. If any provision of this Agreement or the application thereof to any person or circumstances is held invalid by a court of competent jurisdiction, such invalidity shall not effect the other provisions of the Agreement, which may be given effect without the invalid provisions; and, to this end, the provisions of the Agreement are declared to be severable. VIII. TIME OF TAKING EFFECT — DURATION A. This Agreement shall take effect on the adoption by the respective city councils of each of the Participating Cities. B. This Agreement shall be perpetual except as provided under Article IX. IX. TERMINATION A. This Agreement may be terminated upon the adoption of a resolution of termination by the city council of each Participating City. This Agreement shall terminate at the conclusion of the applicable fiscal year, as provided for in Article V, Section B, when one or more Participating Cities have withdrawn, leaving only one Participating City as a party to this Agreement. X. FILING WITH SECRETARY OF STATE A. Before entry into force, this Agreement shall be filed, in an electronic format, with the Iowa Secretary of State in the manner specified by the Secretary of State. Any amendment, modification, or notice of termination of this Agreement shall be filed in the same electronic format with the Iowa Secretary of State within thirty (30) days of the effective date thereof, in the manner specified by the Iowa Secretary of State. B. In addition, the Board shall submit, in an electronic format, an initial report to the Iowa Secretary of State as prescribed by the Secretary of State, and shall include, as applicable, the name of the entity created, the Board members, whether the entity is exempt from publication requirements of Iowa Code Section 28E.6(3), a valid electronic mail address, and any additional information the Iowa Secretary of State deems appropriate. Following submission of the initial report, the Board shall submit, in an electronic format, a biennial report to the Iowa Secretary of State in the manner prescribed by the Secretary of State, by April 1 of every odd -numbered year. CITY OF WATERLOO, IOWA rnest Clark, Mayor CITY OF CEDAR FALLS, IOWA By: Jennifer Ro_eribeck, CPA, CPFO Fiance Manager/City Clerk John Runchey, Mayor Pro Tem STATE OF IOWA, COUNTY OF BLACK HAWK, ss: This instrument was acknowledged before me on this day of , 2014, By Ernest Clark, Mayor, and Susie Schares, City Clerk, of the City of Waterloo, Iowa. DeAnne Kobliska COMMISSION NO. 763995 MY COMMISSION EXPIRES —2(0 -/ (® STATE OF IOWA, COUNTY OF BLACK HAWK, ss: tary Public in an for the State of Iowa This instrument was acknowledged before me on this /3 day of , 2014, by John Runchey, Mayor Pro Tem, and Jennifer Rodenbeck, CPA, CPFO, inance Manager/City Clerk, of the City of Cedar Falls, Iowa. '_74 jr_ • o1r /. sR ': Commission Number 198449 My Commission Expires September 16, 2016 Iowa