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HomeMy WebLinkAboutRESOLUTION - 65-25 - 12/16/2025 - PACE TRANSPORTATION DIAL-A-RIDE AGREEMENTRESOLUTION NO. 65-25 A RESOLUTION AUTHORIZING THE MAYOR AND VILLAGE CLERK TO EXECUTE AN AGREEMENT BETWEEN THE VILLAGE OF ELK GROVE VILLAGE AND THE SUBURBAN BUS DIVISION (PACE) OF THE REGIONAL TRANSPORTATION AUTHORITY (DIAL -A -RIDE) NOW, THEREFORE, BE IT RESOLVED by the Mayor and Board of Trustees of the Village of Elk Grove Village, Counties of Cook and DuPage, State of Illinois as follows: Section 1: That the Mayor be and is hereby authorized to sign the attached documents marked: PARATRANSIT LOCAL SHARE AGREEMENT Village of Elk Grove a copy of which is attached hereto and made a part hereof as if fully set forth, and the Village Clerk is authorized to attest said document upon the signature of the Mayor. Section 2: That this Resolution shall be in full force and effect from and after its passage and approval according to law. VOTE: AYES: 5 NAYS: 0 ABSENT: 1 PASSED this 16 day of December 2025. APPROVED this 16 day of December 2025. Village of Elkgrove Village ATTEST: J nifg ahan, Village Clerk PARATRANSIT LOCAL SHARE AGREEMENT Village of Elk Grove Village This Paratransit Local Share Agreement ("Agreement") is between Pace, the Suburban Bus Division of the Regional Transportation Authority, an Illinois municipal corporation ("Pace"), and the Village of Elk Grove Village, an Illinois municipal corporation ("Sponsor"). Pace was established under the Regional Transportation Authority Act (70 ILCS 3615/1.01 et seq.) to aid and assist public transportation in the six -county northeastern Illinois area. Article VII, section 10 of the Constitution of the State of Illinois (Ill. Const. art. VII, § 10) authorizes units of local government to contract or otherwise associate among themselves in any manner not prohibited by law or ordinance. The Intergovernmental Cooperation Act (5 ILCS 220/1 et seq.) authorizes and encourages intergovernmental cooperation. The parties are units of local government within the meaning of article VII, section 10 of the Constitution of the State of Illinois (III. Const. art. VII, § 10) and have the power and authority to enter into this Agreement. In consideration of the foregoing recitals, the mutual promises in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: l . Effective Date. This Agreement will be in effect beginning on January 1, 2026. If a party signs this Agreement but fails to date its signature, the date that the other party receives the signing party's signature on this Agreement will be deemed to be the date that the signing party signed this Agreement. 2. Service Description. Demand response curb -to -curb paratransit service will be provided for eligible riders as described in Exhibit A ("Service"). The Service and its parameters are subject to change upon approval by Pace and Sponsor. 3. Term and Termination. This Agreement will remain in effect through December 31, 2026 unless earlier terminated by a party upon: (a) 90 days' advance written notice to the other party or (b) 30 days' advance written notice to the other party in the event sufficient funds have not been appropriated to cover the required financial contribution by Pace or Sponsor fails to make payment as required under this Agreement. 4. Service Provider. Pace will contract with one or more outside service providers to provide the Service ("contracted outside service provider(s)"). Pace will not be responsible for any failure to provide the Service due to circumstances beyond the reasonable control of Pace and/or Pace's contracted outside service provider(s). Pace shall make every reasonable effort to have the Service restored as soon as practical. No fees will be charged by any contracted outside service provider for Service not performed. Pagel of 8 5. Local Share Funding. Sponsor shall participate in the financial support of the Service by reimbursing Pace monthly for the local share incurred by Pace in providing the Service ("Local Share"). The Local Share will equal the total expense of the Service ("Total Expense") less any fare revenue from the Service less any Pace subsidy for the Service ("Pace Contribution") less any grants for the Service and will be calculated as follows (see Exhibit B for Projected Project Budget): (a) The Total Expense will equal the sum of the hourly Service expense and the per - trip Service expense. The hourly Service expense will be calculated by multiplying the number of vehicle revenue hours by the hourly rate charged to Pace by Pace's contracted outside provider(s) delivering the Service. The per -trip Service expense will be calculated on a trip -by -trip basis. The operating expense will be the aggregate of rates and/or fees charged to Pace by Pace's contracted outside service provider(s) delivering the Service. (b) The Pace Contribution will be limited to 75% of the actual operating deficit for the Service, not to exceed a maximum amount of $320,304, and a one-time additional subsidy of $48,046, for a total of $368,350. (c) The Pace Contribution will be calculated monthly on a year-to-date basis. (d) Sponsor shall pay Pace within 30 days of receiving the monthly bill for the Local Share. Sponsor shall mail payment to: Pace, the Suburban Bus Division of the Regional Transportation Authority 550 W. Algonquin Road Arlington Heights, IL 60005 Attention: Accounts Payable 6. Rej)orting. On a monthly basis, Pace shall provide Sponsor with a written summary report specifying the number of one-way trips and total miles. 7. Independent Relationship. Pace is an independent contractor and not an employee, agent, joint venturer, or partner of Sponsor, and nothing in this Agreement will be construed as creating any other relationship between Pace and Sponsor or between any employee or agent of Pace and Sponsor. Pace employees will at all times remain employees of Pace, and Pace will be solely responsible for all aspects of their employment, including, without limitation, compensation, benefits, payment or withholding of taxes, Social Security, Medicare, unemployment or other insurance, and workers' compensation. 8. Insurance. Pace shall require its contracted outside service provider(s) to obtain and maintain insurance coverage and furnish Pace with evidence of such coverage, including a certificate of insurance. Pace shall provide Sponsor with a copy of the certificate of insurance upon written request by Sponsor. 9. Indemnification. Sponsor shall indemnify, defend, and hold harmless Pace, the Regional Transportation Authority, and their respective officers, directors, employees, and agents from and against any and all liability, losses, damages, claims, suits, payments, settlements, judgments, Page 2 of 8 demands, awards, expenses, and costs, including attorneys' fees, resulting from Sponsor's intentional or negligent acts or omissions concerning the performance of any of Sponsor's obligations under this Agreement. Pace shall indemnify, defend, and hold harmless Sponsor and Sponsor's officers, directors, employees, and agents from and against any and all liability, losses, damages, claims, suits, payments, settlements, judgments, demands, awards, expenses, and costs, including attorneys' fees, resulting from Pace's intentional or negligent acts or omissions concerning the performance of any of Pace's obligations under this Agreement. No party will be liable for or be required to indemnify another party, entity, or person indemnified under this paragraph 9 for claims based upon the intentional or negligent acts or omissions of third persons. Upon written notice by a party, entity, or person claiming indemnification ("Claimant") to the indemnifying party ("Indemnitor") regarding any claim which Claimant believes to be covered under this paragraph 9, Indemnitor shall appear and defend all suits brought upon that claim and shall pay all costs and expenses related to that claim, but Claimant will have the right, at Claimant's option and expense, to participate in the defense of any suit, without relieving Indemnitor of Indemnitor's obligations under this paragraph 9. 10. Force Maieure. A party will not be held liable to another party for damages or be deemed to have breached this Agreement for failure or delay in performing any obligation under this Agreement if the failure or delay is caused by or results from causes beyond the reasonable control of and without the fault or negligence of the affected party, including war, fire, flood, other acts of God, civil disturbance, a terrorist act, pandemic, epidemic, or a labor strike or lockout. The affected party shall promptly notify the other party of those force majeure circumstances, specifying the cause and the expected duration of the delay, and shall promptly undertake all reasonable steps necessary to cure those force majeure circumstances. if a condition of force majeure continues for more than 30 consecutive days, Pace, in its sole discretion and after written notice to Sponsor, may immediately terminate this Agreement for convenience. Where an event of force majeure occurs after a party's failure or delay in performance, the breaching party will not be released from liability. 11. Compliance with Laws. The parties shall comply with all local, state, and federal laws, statutes, ordinances, regulations, and rules applicable to this Agreement, including but not limited to section 2-105(A)(4) of the Illinois Human Rights Act (775 ILCS 5/2-105(A)(4)). 12. Headings. The headings in this Agreement are for reference and convenience only and will not affect the meaning or interpretation of this Agreement. 13. Waiver. Failure of a party to exercise any right or pursue any remedy under this Agreement will not constitute a waiver of that right or remedy. 14. Binding Effect. This Agreement will be binding upon the parties and their respective directors, officers, employees, agents, representatives, successors, and approved assigns. 15. Entire Agreement. This Agreement, including the introductory recitals and attached exhibits, which are hereby incorporated into and made a part of this Agreement, constitutes the entire agreement between the parties and supersedes any prior written or oral understandings, agreements, or representations between the parties that may have related in any way to the subject matter of this Agreement, and no other written or oral warranties, inducements, considerations, promises, representations, or interpretations, which are not expressly addressed in this Agreement, will be implied or impressed upon this Agreement. Page 3 of 8 16. Conflict. In the event of a conflict or ambiguity between the terms and conditions of this Agreement and any exhibit to this Agreement, the terms and conditions of this Agreement will control. 17. Survival. Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement will be deemed to survive termination or expiration of this Agreement. 18. Severability. If any provision of this Agreement or amendment thereto is held invalid or unenforceable by an Illinois court of competent jurisdiction, that provision will be deemed severed therefrom, and the remaining provisions will remain in full force and effect. 19. Assienment. No party may assign, delegate, or otherwise transfer all or part of its rights and obligations under this Agreement without the prior written consent of the other party. 20. Amendment. No changes, amendments, or modifications to this Agreement will be valid unless they are in writing and signed by the duly authorized signatory of each party. 21. Notice. Any notice under this Agreement must be in writing and must be given in the following manner: (a) by personal delivery (deemed effective as of the date and time of delivery); (b) by commercial overnight delivery (deemed effective on the next business day following deposit of the notice with a commercial overnight delivery company); (c) by registered or certified mail, return receipt requested, with proper postage prepaid (deemed effective as of the third business day following deposit of the notice in the U.S. mail); or (d) by facsimile with confirmation of transmission (deemed effective as of the date and time of the transmission, except the effective date and time will be 8:00 a.m. on the next business day after transmission of the notice if transmitted during non -business hours). Business days are defined as Monday through Friday, excluding federal holidays. Business hours are defined as 8:00 a.m. to 5:00 p.m. Central Time on Monday through Friday, excluding federal holidays. The notice must be addressed as follows or addressed to such other address as either party may specify in writing: If to Pace: Pace, the Suburban Bus Division of the Regional Transportation Authority 550 W. Algonquin Road Arlington Heights, IL 60005 Attention: Executive Director Facsimile No.: (847) 228-4205 Page 4of8 If to Sponsor: Village of Elk Grove Village 901 Wellington Avenue Elk Grove Village, IL 60005 Attention: Craig B. Johnson Facsimile No.: (847) 357-4007 22. Governing Law Jurisdiction and Venue. This Agreement will be governed by and construed in accordance with the laws of the State of Illinois without regard to principles of conflicts of law, and the parties shall submit to the exclusive jurisdiction and venue of the state courts of Cook County, Illinois for any dispute arising out of or related to this Agreement. 23. Counterparts, This Agreement may be executed in counterparts, each of which when so executed and delivered will be deemed to be an original and all of which when taken together will constitute one and the same agreement. 24. Electronic Signatures. This Agreement may be executed through the use of electronic signatures. Electronic signatures and signatures scanned and transmitted via email will be deemed original signatures for purposes of this Agreement. 25. Authorization. The signatories to this Agreement represent and warrant that they have full authority to sign this Agreement on behalf of the party for whom they sign. _,,� The parties have caused this Agreement to be executed by signatory on the dates below. , PACE , Print Name: Melinda J. Metzger Print Title: Executive Director Date: ! /71 Z, u L4 Print Name: Print Title: Date: 12 Page 5 of 8 respectiv/ duly authorized Job Exhibit A SERVICE DESCRIPTION TYPE OF SERVICE Demand response curb -to -curb paratransit service. SERVICE OPERATED Pace shall contract with one or more public or private outside service providers to provide the BY Service. All such providers will beequipped with accessible vehicles. TRIP RESERVATION Call center reservation hours: METHOD Monday through Friday 6:00 a.m. to 6:00 p.m. Central Time Saturday, Sunday, and Holidays 8:00 a.m. to 5:00 p.m. Central Time Reservations will be accepted at the Pace call center at least one hour in advance of the Service. Reservations are on a first -come, first -served basis. Subscription service (as defined by Pace) is allowable. Riders are to contact the Pace call center to apply for subscription service. SERVICE AREA The service area consists of the Village of Elk Grove Village, excluding the industrial park area. Semi -scheduled transportation is also available between senior housing sites, the Senior/Community Center, and local grocery and shopping areas as mutually agreed upon by Sponsor and Pace. At Sponsor's request, the pre -scheduled transportation specified below will be provided free of charge and without advance reservations to residents of the Village Grove Apartments and/or other senior housing complexes as may be mutually agreed upon by Sponsorand Pace. The phone number to call is (847) 299-6212. Monday: Mallard Crossing Shopping Plaza Pick-ups beginning at 1:00 p.m. Central Time and return trips at 2:30 p.m. and 3:00 p.m. Central Time Tuesday: Mallard Crossing Shopping Plaza Pick-ups beginning at 10:00 a.m. Central Time and return trips at 11,30 a.m. and 12:00 p.m. Central Time Wednesday: Elks Crossing Plaza and Elk Grove Town Center Plaza Pick-ups beginning at 9.00 a.m. Central Time and return trips at 10.30 a.m. and l 1:00 a.m. Central Time Thursday: Elks Crossing Plaza and Elk Grove Town Center Plaza Pick-ups beginning at 10:00 a.m. Central Time and return trips at 11:30 a.m. and 12:00 p.m. Central Time SERVICE HOURS Monday through Friday 9:00 a.m. to 6:30 p.m. Central Time Saturday 9:00 a.m. to 4:00 p.m. Central time The Service will not operate on the following holidays observed by Sponsor: New Year's Day, Memorial Da , Independence Day, Labor Day, Thanksgiving Day, and Christmas Day. Page 6 of 8 ONE-WAY FARE I Full Fare $1.30 Reduced Fare $0.65 The following individuals are eligible for a reduced fare: children who are seven to 11 years of age, individuals who are 65 years of age or older, individuals with disabilities who have an RTA Reduced Fare Card or an RTA ADA Paratransit ID Card, and students (high school age or younger with proper identification) traveling to or from school. Children under the age of seven may only ride when accompanied by a fare -paying rider. The first two children under the age of seven ride free with each additional child paying the reduced fare. The fare structure may be changed by Sponsor. RIDER ELIGIBILITY I All members of the public Page 7 of 8 Exhibit B PROJECTED PROJECT BUDGET SPONSOR: VILLAGE OF ELK GROVE VILLAGE REVENUE $ 8,852 OPERATING EXPENSE $ 435,924 OPERATING DEFICIT $ 427,072 PACE SUBSIDY $ 320,304 ADDITIONAL ONE-TIME PACE SUBSIDY $ 48,046 OPERATING LOCAL SHARE $ 58,722 CALL CENTER EXPENSE* $ 0 CALL CENTER SUBSIDY* $ 0 CALL CENTER LOCAL SHARE $ 0 PROJECTED TRIPS 13,415 Pace subsidizes the call centerexpense at 100°!. Page 8 of 8