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HomeMy WebLinkAboutAgt for maintenance and fuel 2023.08.29 - 9.18.2023AGREEMENT FOR VEHICLE MAINTENANCE AND FUEL The parties to the Agreement are the City of Waterloo, Iowa, a municipal corporation organized and existing under the laws of the State of Iowa (hereinafter "City"); and the Municipal Telecommunications Utility of the City of Waterloo, a municipal utility organized and existing under the laws of the Stategf IF ma(hereinafter "Utility"). This Agreement is effective from and after the 18th day of P 2023 (the "Effective Date"). RECITALS It is the intent of the parties through this Agreement to set out the terms by which the City will provide certain services to the Utility and to specify the compensation the Utility will pay for those services. NOW, THEREFORE, the parties mutually agree as follows: SCOPE OF CITY SERVICES. 1.1 City agrees to provide fuel cards for Utility vehicles, thus allowing use of the City fuel facility. 1.2 The City agrees to perform both scheduled and unscheduled service and repairs to Utility vehicles pursuant to a Preventive Maintenance Program. The Preventive Maintenance Program will include a schedule provided to Utility showing the vehicles entered into the Program and the dates of their scheduled maintenance. The City will perform scheduled maintenance on vehicles so they can continue to be operated safely. 2. REPORTS. The City will provide Utility a monthly report of fuel usage and vehicle maintenance completed during that period. Reports covering other time periods may be available. 3. COMPENSATION AND PAYMENT METHOD. 3.1 Utility will pay to the City, on a monthly basis, $.05 per gallon above the price paid by City departments for fuel. This fee will cover overhead, card management and a small part of the preventive maintenance costs associated with the fuel facility. 3.2 Utility will pay to the City, on a monthly basis, $56.00 per man-hour to cover costs associated with a Service Technician performing vehicle maintenance. 3.3 Payment by Utility to City shall be made within thirty (30) days of Utility's receipt of the monthly report documenting the fuel used and labor hours performed. 4. CHANGES/AMENDMENTS. The City reserves the right to annually re -negotiate pricing on fuel and labor rates as set out in Paragraph 3 above, to be effective on the Agreement anniversary date. Any changes or amendments to this Agreement shall be mutually agreed upon by Utility and the City and incorporated into a written amendment. 5. TERMINATION OF AGREEMENT. This Agreement may be terminated by either party by providing at least thirty (90) days' advance written notice to the other party. This Agreement may further be terminated at any time by mutual agreement of the parties in writing. In the event of termination, City shall be compensated for all services performed up to the termination date, together with reimbursable expenses then due. 6. DURATION. This Agreement is effective the as of the Effective Date and shall be valid for an initial term of 24 months, and will automatically renew for year -by -year, with the option to terminate by notice of non -renewal at least 90 days before the anniversary date. 7. SEPARATE ORGANIZATION. No separate organization is formed or contemplated by this Agreement. 8. PURPOSE. The purpose of this Agreement is to provide vehicle maintenance, service and fuel to Utility. 9. METHOD OF HOLDING PROPERTY. The parties do not contemplate that there will be joint ownership of any personal property, and each party shall retain its own personal property. There shall be no real estate purchased pursuant to this Agreement. 10. GOVERNING LAW. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Iowa now or hereinafter applicable hereto. 11. ENTIRE AGREEMENT. This Agreement contains the entire Agreement between the parties hereto related to vehicle maintenance, service and fuel and may not be changed except by an amendment in writing signed by the parties hereto. 12. AUTHORIZATION. Each party represents and warrants that, before execution, this Agreement has been duly approved by its governing body in accordance with Iowa law. 13. COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute the same instrument. 14. SEVERABILITY. In case any one or more of the provisions contained in this Agreement shall be declared invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. 15. COOPERATION. Each party shall cooperate in good faith with the other to implement the terms and intent of this Agreement. [signatures on following pages] 2 IN WITNESS WHEREOF, the City has caused this Agreement to be executed by its duly authorized officers as of September 18 , 2023. ATTEST: By: Keffey Eefchfe Kelley Felchle, City Clerk CITY OF WATERLOO, IOWA By: 62ue2iuz /'C Quentin Hart, Mayor 3 IN WITNESS WHEREOF, the Utility has caused this Agreement to be executed by its duly authorized officers as of September 18 , 2023. MUNICIPAL TELECOMMUNICATIONS UTILITY OF THE CITY OF WATERLOO, IOWA By: Andrew Van Fleet, Board Chair ATTEST: By: Xe(fey Te(ch(e _ Kelley Felchle, Board Secretary