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HomeMy WebLinkAboutReso 100-18 Approving a Memorandum of Understanding Between the City of Dublin and the Livermore Amador Valley Transit Authority for the Shared Autonomous Vehicle Testing Project in Dublin RESOLUTION NO. 100 — 18 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING A MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF DUBLIN AND LIVERMORE AMADOR VALLEY TRANSIT AUTHORITY FOR THE SHARED AUTONOMOUS VEHICLE TESTING PROJECT IN DUBLIN WHEREAS, The California Legislature enacted AB 1444, which provided Livermore Amador Valley Transit Authority (LAVTA) the ability for testing of Shared Autonomous Shuttle (SAV) in the City of Dublin (CITY) through May 1, 2018; and WHEREAS, The California Department of Motor Vehicles new regulations allow further testing along Public Streets beyond the May 1, 2018 sunset date of the AB1444; and WHEREAS, LAVTA is in the process of finalizing the testing plan and would like to initiate the SAV testing in the CITY; and WHEREAS, CITY and LAVTA are coordinating on the SAV testing project and have agreed to implement the SAV testing along Public Streets in the general vicinity of the East Dublin/Pleasanton BART Station (TESTING SITE); and WHEREAS, CITY received grant funding in the amount of $385,000 from Metropolitan Transportation Commission (MTC) through the Innovative Deployments to Enhance Arterials (IDEA) program to support the SAV testing and to enhance bicycle and pedestrian safety in the vicinity of the TESTING SITE; and WHEREAS, LAVTA represents that it has $966,000 in funds from the Bay Area Air Quality Management District committed and available for the implementation of the SAV testing in CITY and part of this funding will be used to acquire and make available the SAV for the testing. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin approves the Memorandum of Understanding and authorizes the City Manager to execute the MOU (Exhibit A) and make any non-substantive changes to carry out the intent of this Resolution as well as associated documents for the SAV testing project. PASSED, APPROVED AND ADOPTED this 18th day of September 2018, by the following vote: AYES: Councilmembers Goel, Gupta, Hernandez, Thalblum and Mayor Haubert NOES: ABSENT: ABSTAIN: Mayor ATTEST: Cu )1•Ti City Clerk Reso No. 100-18, Adopted 9/18/2018, Item No. 4.2 Page 1 of 1 14748587.1 MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF DUBLIN AND THE LIVERMORE AMADOR VALLEY TRANSIT AUTHORITY FOR THE SHARED AUTONOMOUS VEHICLE TESTING PROJECT THIS MEMORANDUM OF UNDERSTANDING (MOU) is entered into as of __________ 2018, by and between the CITY OF DUBLIN (CITY), a municipal corporation of the State of California, and the LIVERMORE AMADOR VALLEY TRANSIT AUTHORITY (LAVTA), a joint exercise of powers authority established pursuant to California Government Code Section 6500 et seq. RECITALS A. The California Legislature enacted AB 1444, which provided authority for testing Shared Autonomous Vehicle (SAV) in Dublin through May 1, 2018. B. The California Department of Motor Vehicles has adopted new regulations that have allowed further testing along public streets beyond the May 1, 2018 sunset date of AB1444. C. LAVTA is in the process of finalizing the testing plan for its SAV project and would like to initiate the testing. D. CITY and LAVTA have agreed to implement SAV testing along public streets in the general vicinity of the East Dublin/Pleasanton BART Station (the “TESTING SITE”). E. CITY received grant funding in the amount of $385,000 from Metropolitan Transportation Commission (MTC) through the Innovative Deployments to Enhance Arterials (IDEA) program to support the SAV testing and to enhance bicycle and pedestrian safety in the vicinity of the TESTING SITE. F. CITY and LAVTA, in cooperation with MTC, desire to implement SAV testing and coordinate on grant funded improvements at a total of six (6) signalized intersections (“PROJECT”). The PROJECT will allow signal equipment to communicate with SAVs, LAVTA buses, and other vehicles. G. The PROJECT will be implemented by CITY with coordination and support from LAVTA. H. LAVTA represents that it has $966,000 in funds from the Bay Area Air Quality Management District committed and available for the implementation of the SAV testing in CITY and part of this funding will be used to acquire and make available the SAV for the PROJECT. 14748587.1 I. MTC, in coordination with CITY, has prepared various PROJECT documents including a Scope of Work for a consultant to design and implement the PROJECT. J. LAVTA represents that it will support CITY in completing the PROJECT. K. City will waive encroachment permit fees associated with the PROJECT. L. LAVTA, as part of its participation in the PROJECT, is ready and able to contribute staff time and resources through the design, construction and operational phases of the PROJECT. NOW THEREFORE, the Parties hereby agree as follows: SECTION I PROJECT DESIGN, CONSTRUCTION AND ADMINISTRATION A. LAVTA AGREES: 1. To cooperate in reviewing PROJECT procurement documents, and the construction contract documents. 2. To designate a LAVTA representative, at its own expense, to work with CITY in coordinating all aspects of the PROJECT including planning, engineering, construction and installation work. 3. To cooperate in CITY’s implementation of the MTC’s IDEA grant , including any SAV vehicle testing data sharing as permitted by the law and as requested by CITY’s SAV consultant for the sole purpose of implementing the PROJECT. 4. To acquire and make available a SAV for the PROJECT. 5. To assist in implementing communications between the PROJECT equipment and the SAV. This may include testing of equipment at off -site facilities used by LAVTA for the SAV testing in CITY. B. CITY AGREES: 1. To pay for all costs associated with the design and construction of the PROJECT, except for the work that is being performed under MTC’s contract relating to the development, design, and construction of the PROJECT. 14748587.1 2. To cooperate with LAVTA and its staff, agents, in planning, designing, constructing, testing, and implementing the PROJECT. 3. To designate, at its own expense, a CITY representative to work with LAVTA in coordinating all aspects of the PROJECT including planning, engineering, construction and installation work. SECTION II MISCELLANEOUS PROVISIONS PARTIES MUTUALLY AGREE: 1. Upon CITY completing and accepting all work on the PROJECT under this MOU, ownership and title to materials, equipment and appurtenances in relation to the PROJECT installed on LAVTA buses will automatically vest in LAVTA. No further agreement will be necessary to transfer ownership. LAVTA will be the sole owner and will be responsible for operation and maintenance of all PROJECT equipment installed on LAVTA buses as part of the PROJECT. 2. Nothing in the provisions of this Agreement is intended to create duties or obligations to or rights in third parties, or affect the legal liability of either party to the Agreement by imposing any standard of care with respect to the development, design, construction, operation, improvement or maintenance of public facilities different or greater than the standard of care imposed by law. 3. Neither LAVTA, nor its directors, officers and employees, shall be responsible for any damage, loss, expense, costs or liability occurring by any act or om ission by CITY under or in connection with any work, authority or jurisdiction delegated to CITY under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, CITY shall fully defend, indemnify and save harmless LAVTA and its directors, officers and employees from all claims, suits or actions brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of any act or omission by CITY under or in connection with any work, authority or jurisdiction delegated to CITY under this Agreement. 4. Neither CITY, nor its officers and employees, shall be responsible for any damage, loss, expense, costs or liability occurring by reason of any act or omission by LAVTA under or in connection with any work, authority or jurisdiction delegated to LAVTA under this Agreement. It is understood and agreed that, pursuant to Government Code Section 895.4, LAVTA shall fully defend, indemnify and save harmless the CITY, and its officers and employees from all claims, suits or actions brought for or on account of injury (as defined in Government Code Section 810.8) occurring by reason of act or omission by LAVTA under or in connection with any work, authority or jurisdiction delegated to LAVTA under this Agreement. 14748587.1 5. The PARTIES shall work together in the spirit of good faith and cooperation to successfully implement this Agreement. To the extent there are disagreements between the CITY and LAVTA, those disagreements shall immediately be raised between the parties. Prior to initiating any legal action, the parties hereto agree to meet in good faith to attempt to resolve any dispute. 6. If any term or provision of this Agreement, or the application of any term or provision of this Agreement to a particular situation, shall be finally found to be void, invalid, illegal or unenforceable by a court of competent jurisdiction, then notwithstanding such determination, such term or provision shall remain in force and effect to the extent allowed by such ruling and all other terms and provisions of this Agreement or the application of this Agreement to other situations shall remain in full force and effect. Notwithstanding the foregoing, if any term or provision of this Agreement or the application of such material term or condition to a particular situation is finally found to be void, invalid, illegal or unenforceable by a court of competent jurisdiction, then the parties hereto agree to work in good faith and fully cooperate with each other to amend this Agreement to carry out its intent. 7. Either the CITY or LAVTA may terminate this Agreement upon 60 days prior written notice to the other party. 8. This Agreement and all work performed thereunder shall be interpreted under and pursuant to the laws of the State of California. 9. Neither party may assign or delegate any of its rights or obligations hereunder without first obtaining the written consent of the other. 10. This Agreement shall commence as of the date entered and shall continue in effect until the parties reach a mutually agreeable date for termination of the Agreement after all work required by this Agreement has been completed. 11. All of the terms, provisions and conditions of the Agreement hereunder, shall be binding upon and inure the parties hereto and their resp ective successors, assigns and legal representatives. 12. This Agreement represents the entire agreement of the parties with respect to the subject matter hereof, and all such agreements entered into prior hereto are revoked and superseded by this agreement, and no representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in other contemporaneous written agreements. This Agreement may not be changed, modified or rescinded except in writing, signed by all parties hereto, and any attempt at oral modification of this Agreement shall be void and of no effect. 14748587.1 LIVERMORE AMADOR VALLEY TRANSIT AUTHORITY CITY OF DUBLIN Christopher L. Foss City Manager RECOMMENDED FOR APPROVAL RECOMMENDED FOR APPROVAL Gary Huisingh Public Works Director APPROVED AS TO FORM APPROVED AS TO FORM General Counsel John Bakker City Attorney Dated: Dated: