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SR 03-21-2023 5B City Council Report City Council Meeting: March 21, 2023 Agenda Item: 5.B 1 of 4 To: Mayor and City Council From: Edward F King, Director, Department of Transportation, Community Engagement & Customer Experience Subject: Approval of First Modification to Contract #11059, Any Line Any Time Pass Program for Santa Monica College Recommended Action Staff recommends that the City Council: 1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines. 2. Authorize the City Manager to negotiate and execute a first modification to Contract #11059, the “Any Line, Any Time” unlimited ride transit program agreement with Santa Monica College (SMC), to extend the term of the agreement by one year through June 30, 2024, and to receive compensation in the amount of $1,129,000 from SMC for the remaining two contract years ending June 30, 2024. Summary The City of Santa Monica’s Department of Transportation (DoT) and Santa Monica College (SMC) have partnered since 2008 to provide unlimited bus access to any student, staff or faculty member utilizing the Any Line, Any Time unlimited ride program. Under the agreement between the parties, DoT charges SMC a fixed annual amount for all SMC customers with a valid, activated SMC identification card bearing a current semester sticker to ride Big Blue Bus (BBB). Staff recommends executing a first modification to Agreement #11059, which will reduce the FY22-23 compensation amount from $1,258,000 to $500,000 due to the impacts of the pandemic on ridership, and add an additional year through June 30, 2024, for which SMC will compensate DoT $629,000 in FY 2023-24. 5.B Packet Pg. 40 2 of 4 Discussion In 2007, before the Any Line Any Time program, SMC was the primary single- occupancy vehicle trip generator in Santa Monica with most of its 34,300 students and 1,700 staff commuting by automobile. Insufficient parking capacity at the campus led to the need for perimeter parking at the City’s beach lots and caused significant community safety and traffic concern. As a result, SMC and the City asked for DoT’s assistance in developing a comprehensive transportation solution. Since that time, DoT and SMC have worked together to refine the BBB service delivered to SMC and to closely coordinate the integration between the SMC shuttle, Big Blue Bus service, and LA Metro rail service, all geared toward getting people out of cars and onto public transit. The Any Line, Any Time agreement was most recently renewed in 2020 for a two-year term ending June 30, 2022. Based upon on-campus student enrollment and BBB ridership the parties agreed that SMC pay a fixed amount of $1,258,000 for FY2021-22. The option to extend the agreement FY2022-23 was not initially exercised because of the pandemic’s impact on the number of in-person classes offered by SMC and the resulting low utilization of BBB service by SMC students. In addition, SMC decided to participate in the new GoPass pilot program launched by LA Metro for K-12 and two- year college programs. Recently, DoT and SMC engaged in discussions on the importance of continuing the Any Line, Any Time program and concluded that the program should continue. Due to the permanent elimination of many onsite classes resulting in a reduced number of students, staff, and faculty physically attending SMC campuses, and with BBB staff evaluating ridership trends for the first six months of the fiscal year, the parties have agreed to a new financial structure that will benefit both organizations. The agreement acknowledges the gradual return in SMC ridership and therefore the compensation amount for FY2022-23 and FY2023-24 is less than the terms of the original agreement. DoT will use one-time federal funds to offset the short fall in 5.B Packet Pg. 41 3 of 4 revenue. The federal relief funds were allocated to Transit Agencies to address the adverse impact of the pandemic on transit operations and ridership. SMC will compensate DoT $500,000 for FY22/23 and $629,000 in FY23/24. Staff recommends entering into a first modification to the SMC Any Line Any Time contract for a two-year term to provide for sustained financial planning for both SMC and DoT, as well as acknowledging the success of the program in providing a reliable mobility option to SMC students, staff, and faculty. Past Council Actions Meeting Date Description 7/14/2020 (attachment A) Approval of Big Blue Bus Renewal of Any Line, Any Time Program for Santa Monica College Environmental Review The agreement for the transit program would have no possibility of significant effect on the environment, and therefore, is exempt pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines. Financial Impacts and Budget Actions Staff seeks authority for the first modification to the agreement for the “Any Line, Any Time” unlimited ride transit program between DoT and SMC for a two-year term ending June 30, 2024 in which SMC will reimburse the City for transit services in the amount of $500,000 for FY2022-23 and $629,000 in FY2023-24. FY2022-23 projected revenues are included in the FY2022-23 Adopted Budget and will be included in the FY2023-24 Proposed Budget. Contract Modification Request Agree- ment # Current Authorized Amount of Contract FY 2022-23 Budget Current Authorized Amount FY 2022-23 Budget Modified Request Amount Dept/CIP Account # Total Revised Contract Amount 11059 $3,016,000 (revenue) $1,258,000 (revenue) $500,000 (revenue) 60600002.409830 $2,887,000 (revenue) 5.B Packet Pg. 42 4 of 4 Prepared By: David Feinberg, Transit Government Relations Officer Approved Forwarded to Council Attachments: A. Approval of Big Blue Bus Renewal of Any Line, Any Time Program for Santa Monica College (Web Link) B. SMC_Agreement 2020_CCS11059_signed 5.B Packet Pg. 43 CONTRACT No. 11059 (CCS) PAYMENT AGREEMENT This Payment Agreement (“Agreement”) is entered into on this 1st day of July, 2020 by and between the City of Santa Monica (“City”), and SANTA MONICA COMMUNITY COLLEGE DISTRICT (“SMC”), with reference to the following: RECITALS: A. SMC desires to reduce automobile traffic to its campus and to encourage its students, staff and faculty to use mass transportation. B. SMC and City have implemented a SMC Transit Pass Program whereby the City’s Big Blue Bus accepts SMC identification cards with semester validation stickers (an “SMC Card”) in lieu of cash payment. SMC and City entered into a Payment Agreement in 2007 for the 2007/2008 academic year and continued the program for each subsequent academic year throughout the conclusion of the 2019/2020 academic year. C. SMC and City seek to enter into this Payment Agreement to establish terms and conditions of the SMC Transit Pass Program for the 2020/2021, 2021/2022 academic years, with an option to extend for one additional year by mutual agreement. NOW, THEREFORE, SMC and City agree as follows: TERMS AND CONDITIONS 1. Incorporation of Recitals. The above recitals are true and correct and are incorporated into this Agreement. 2. Term. This Agreement begins on July 1, 2020 and terminates on June 30, 2023, unless sooner terminated in accordance with Section 7 below. 3. Transportation Services. Any person who presents a valid SMC Card to the bus operator or who validates his or her card in an electronic farebox may ride the City’s Big Blue Bus without payment at the time of boarding (“Transportation Services”). 4. Fare Collection Technology. During the first twelve months of this agreement, the parties will work together to change the agreed upon fare product technology from the SMC card with magnetic stripe to a contactless fare payment technology. Currently utilized contactless technologies at BBB include TAP (Transit Access Pass), the Los Angeles Metro sponsored regional fare technology, and mobile ticketing through two smart phone apps, Token Transit, and Transit. This process would include a possible transition to either of these two above referenced technologies, or other contactless fare payment technologies. All other terms and DocuSign Envelope ID: 3E4E9582-B15A-49AA-AB57-3C72FA87DFDB 5.B.b Packet Pg. 44 Attachment: SMC_Agreement 2020_CCS11059_signed (5621 : First Modification of Contract 11059, SMC Pass Program) CONTRACT No. 11059 (CCS) conditions of this Agreement will remain unchanged in the event of a change in fare collection technology as contemplated under this Section 4. 5. Compensation. SMC agrees to pay the City for the Transportation Services in an amount not to exceed $3,016,000 (“Total Payment”), as outlined in Exhibit A of the Payment Agreement, payable within 30 days at the end of each quarter during the Term of this Agreement. 6. Notices. All payments, notices, demands, requests or approvals to be given under this Agreement must be in writing and will be deemed served when delivered personally or on the third business day after deposit thereof in the United States mail, postage prepaid, addressed as follows: 6.1 All notices, demands, requests or approvals to the City: City of Santa Monica Big Blue Bus 1660 7th Street Santa Monica, California 90401 Attention: Ed King, Director of Transit Services 6.2 All notices, demands, requests or approvals to SMC: Santa Monica Community College District 1900 Pico Boulevard Santa Monica, CA 90405 Attention: Dr. Kathryn E. Jeffery, Superintendent/President 7. Termination. 7.1 Termination for Cause. In the event either party fails to perform any of the provisions of this Agreement, that party shall be deemed to be in default of this Agreement. SMC’s failure to pay amounts due to the City shall be deemed to be a material default of this Agreement. The non- defaulting party shall give the defaulting party written notice of default and the steps necessary to cure the default. For a material default, the defaulting party is obligated to cure the default within five (5) calendar days upon receipt of written notice of default. For a non-material default, the defaulting party is required to cure the default within ten (10) calendar days upon receipt of written notice of default; however, if the nature of the non-material default required more than ten (10) calendar days to cure, the defaulting party shall have thirty (30) days to diligently pursue and complete a cure. If the defaulting party fails to cure a default of this Agreement as set forth above, the non-defaulting party is entitled to terminate this Agreement. Upon termination of this Agreement pursuant DocuSign Envelope ID: 3E4E9582-B15A-49AA-AB57-3C72FA87DFDB 5.B.b Packet Pg. 45 Attachment: SMC_Agreement 2020_CCS11059_signed (5621 : First Modification of Contract 11059, SMC Pass Program) CONTRACT No. 11059 (CCS) to this Section 7.1, SMC shall pay City all unpaid compensation for services due up to and including the date of termination. 7.2 Termination for Convenience. Either party may terminate this Agreement without cause by giving 30 days written notice to the other party. Upon termination of this Agreement pursuant to this Section 7.2, SMC shall pay City all unpaid compensation for services due up to and including the date of termination. 8. Independent Parties. Both parties to this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint ventures of one another. Neither the City nor SMC, or its officers or employees has any control over the conduct of the other. 9. Integrated Agreement. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties. Any preliminary negotiations and agreements of any kind or nature are merged into this Agreement. No oral agreement or implied covenant may be held to vary the provisions of this Agreement. This Agreement may be modified only by written agreement signed by City and SMC and approved as to form by the City Attorney. 10. Cost of Litigation. If any legal action is necessary to enforce any provision of this Agreement or for damages by reason of any alleged breach of any provision of this Agreement, the prevailing party is entitled to receive from the losing party all reasonable costs, disbursements, and expenses, and such amounts as the court may adjudge to be reasonable attorney’s fees. 11. Prohibition Against Transfers. SMC may not assign, hypothecate, or transfer this Agreement or any interest therein directly or indirectly, by operation of law or otherwise, without the prior written consent of City. Any attempt to do so without the City’s consent will be null and void, and any assignee, hypothecate, or transferee acquires no right or interest by reason of such attempted assignment, hypothecation, or transfer. 12. Waiver. A waiver of any breach of this Agreement may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Agreement. 13. Standard of Care. City agrees to provide the Transportation Services in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. 14. Governing Law. The laws of the State of California, without regard to any choice of law provisions, will govern this Agreement. 15. Venue and Jurisdiction. The City and SMC agree that the Transportation Services will take place in Los Angeles County. Any litigation arising out of this Agreement may only be brought in either the United States District Court, DocuSign Envelope ID: 3E4E9582-B15A-49AA-AB57-3C72FA87DFDB 5.B.b Packet Pg. 46 Attachment: SMC_Agreement 2020_CCS11059_signed (5621 : First Modification of Contract 11059, SMC Pass Program) CONTRACT No. 11059 (CCS) Central District of California, or the Superior Court of California, County of Los Angeles, West District, as appropriate. The parties agree that venue exists in either court, and each party expressly waives any right to transfer to another venue. The parties further agree that either court will have personal jurisdiction over the parties to this Agreement. 16. Counterparts. The City and SMC may execute this Agreement in one or more counterparts, each of which is an original, but all of which together constitute one and the same instrument. 17. Service Levels. The City agrees to resume service on route 44 (SMC Campus Connector) during January 2021, and on route 42 (SMC/17th St Station/Montana) in June 2021. The City also agrees to increase service on route 16 (Wilshire Blvd/Bundy Dr) from every 60 minutes to every 30 minutes on or before June 2021. The City also agrees to restore Rapid 7 service (Pico Blvd) on or before June 2021. These service levels will each be maintained for one year, and then reviewed for compliance with Big Blue Bus’ City Council approved service standards. Although substandard ridership is not expected, should ridership fall below that allowed under the service standards, the routes will be reviewed for reduction in service or elimination. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the day and year first above written. ATTEST: ______________________________ DENISE ANDERSON-WARREN City Clerk APPROVED AS TO FORM: ______________________________ GEORGE S. CARDONA Interim City Attorney CITY OF SANTA MONICA, a municipal corporation By: ______________________________ LANE DILG Interim City Manager SANTA MONICA COMMUNITY COLLEGE DISTRICT By: ________________________________ CHRISTOPHER BONVENUTO Vice President DocuSign Envelope ID: 3E4E9582-B15A-49AA-AB57-3C72FA87DFDB 5.B.b Packet Pg. 47 Attachment: SMC_Agreement 2020_CCS11059_signed (5621 : First Modification of Contract 11059, SMC Pass Program) CONTRACT No. 11059 (CCS) Exhibit A Budget Santa Monica College will issue the following payments over the next two academic years with one additional optional year. The payment schedule is as follows: 2020 – 2021 Academic Year July 1, 2020 – September 30, 2020: $62,500 October 1, 2020 – December 31, 2020: $62,500 January 1, 2021 – March 31, 2021: $187,500 April 1, 2021 – June 30, 2021: $187,500 2021 - 2022 Academic Year July 1, 2021 – September 30, 2021: $314,500 October 1, 2021 – December 31, 2021: $314,500 January 1, 2022 – March 31, 2022: $314,500 April 1, 2022 – June 30, 2022: $314,500 2022 - 2023 Academic Year July 1, 2022 – September 30, 2022: $314,500 October 1, 2022 – December 31, 2022: $314,500 January 1, 2023 – March 31, 2023: $314,500 April 1, 2023 – June 30, 2023: $314,500 DocuSign Envelope ID: 3E4E9582-B15A-49AA-AB57-3C72FA87DFDB 5.B.b Packet Pg. 48 Attachment: SMC_Agreement 2020_CCS11059_signed (5621 : First Modification of Contract 11059, SMC Pass Program)