HomeMy WebLinkAboutSANDAG and North County Transit District; 2019-06-20;Memorandum of Understanding
ATTACHMENT A
SANDAG Contract No. 5005776
NCTD Document No. 2019-10
Between the City of Carlsbad, North County Transit District, and San Diego
Association of Governments for First/Last Mile Transportation Services
Partnering to Provide Key Links in Transportation Services
As the City of Carlsbad (Carlsbad) continues to be a major employment center for the region
and with state mandates to reduce greenhouse gas (GHG) emissions, the need to address
regional transportation issues through partnerships is imperative for continued growth and
economic prosperity for Carlsbad and the north county region. Acting as transportation partners,
Carlsbad, the North County Transit District (NCTD), and the San Diego Association of
Governments (SANDAG) hereinafter individually referred to as "Party" and collectively referred
to as "Parties", enter into this Memorandum of Understanding (MOU) for the express purpose of
del.ivering first/last mile transportation options to serve the needs of Carlsbad employers.
1. Background
Carlsbad, NCTD, and SANDAG wish to enter a new era of inter-agency collaboration to
promote, provide, and support transportation services that are needed at the municipal and
regional level. The Parties recognize that collaborating on first and last mile services from transit
centers will provide new transportation options that may assist Carlsbad in meeting state GHG
reduction targets and support continued growth and employee retention among Carlsbad
employers by offering commuting options other than driving alone. Furthermore, the Parties also
acknowledge that new services will support SANDAG's regional transportation goals that
include piloting the mobility hub concept as a means of increasing and sustaining long-term
transit ridership for NCTD. The Parties further realize that the regional transportation network
will be best served by active cooperation between transportation agencies and local
municipalities in the provision of first and last mile transportation services that will serve the
Carlsbad business community and ultimately the San Diego region.
The first/last mile problem is the inability to efficiently get from the start of a trip to major transit
service or from major transit service to a final destination. It is a significant barrier to mass transit
being a viable alternative transportation option and is a problem that many communities face that
have a predominantly suburban, automobile-oriented land use pattern. Offering solutions to the
first/last mile gap through services like shuttles or micromobility transportation devices can lower
barriers to accessing mass transit and offer a viable alternative mode of travel.
2. Purpose
The purpose of this MOU is to establish a formal working relationship between the Parties based
on the desire to work cooperatively to establish a pilot program for a first/last mile shuttle
program in Carlsbad (Pilot Program). The partnership allows the Parties to expand the breadth
and scope of the first/last mile services that each agency could provide on its own.
The Parties have collectively agreed upon a single shuttle vendor for the Pilot Program and that
the Pilot Program will operate a subsidized first/last mile shuttle service for a minimum period of
twelve consecutive months.
The Parties desire to establish the Pilot Program in order to determine the feasibility of
establishing and operating a longer term first/last mile shuttle program.
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The Parties also desire to use the Pilot Program to analyze data generated by the program,
including, but not limited to ridership and cost in order to determine long term funding and
partnership options should the Parties seek to establish a longer-term shuttle program following
the conclusion of the Pilot Program. This MOU is intended to cover the Pilot Program only; any
long-term funding or partnership would be encompassed in a separate MOU.
The Parties acknowledge that:
A. Employers in Carlsbad have expressed an interest on the part of employees to take transit
if there were more efficient options to get from COASTER train stops to major business
parks throughout Carlsbad;
8. Closing the gap between the first and last mile to major transit service is important for
transit to be a viable option for commuters to and from Carlsbad;
C. Effective January 1, 2019, NCTD and SANDAG entered into an agreement, SANDAG
Contract No. 5000710Addendum No. 18 Scope of Work No. 33, wherein SANDAG would
lead pilot projects at mobility hubs within NCTD's service geography, with one of the pilot
projects being first/last mile service from the Poinsettia COASTER Station (Mobility Hub
MOU);
D. Shuttle service may also provide alternative transportation options for tourist and mid-day
trips within Carlsbad;
E. Data collected through any services provided in accordance with this MOU jointly belong to
the Parties and will be shared in accordance with the Regional Micromobility Data Sharing
Requirements, currently available in draft form at www.sandag.org/micromobility; and
F. A technology-based shuttle service can nimbly meet the changing and varied needs of
Carlsbad employers and their respective employees.
3. Description of Responsibilities
Carlsbad agrees to:
a. Serve as the lead agency for the Pilot Program and execute and manage a contract with
the preferred shuttle provider during the Pilot Program.
b. Subsidize a portion of the Pilot Program costs in an amount not to exceed $250,000.
c. Invoice SANDAG for incurred expenses on a quarterly basis relating to the Pilot Program
and up to a maximum amount of $400,000.
d. Coordinate meetings among the Parties or delegate a meeting coordinator as agreed upon
by the Parties.
e. Collaborate with SANDAG and NCTD on Pilot Program marketing and conduct outreach
to Carlsbad employers.
f. Work with other transportation demand resources to facilitate analysis of the Pilot Program
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in coordination with other regional efforts and the Parties.
g. Share data and information from the Pilot Program with NCTD and SANDAG.
NCTD agrees to:
a. Subsidize a portion of the Pilot Program costs in amount not to exceed $200,000.
b. Support Carlsbad and SANDAG with Pilot Program marketing and outreach before and
during the Pilot Program .
c. Share periodic transit ridership data with Carlsbad and SAN DAG during the Pilot Program.
d. Allocate space for first/last mile shuttle operations at NCTD transit stations which do not
impede existing transit operations, subject to the sole discretion of NCTD.
SANDAG agrees to:
a. Subsidize a portion of the Pilot Program costs in an amount not to exceed $200,000.
b. Reimburse Carlsbad up to the maximum amount of $400,000 within 60 days of receipt of
invoice.
c. Leverage its iCommute resources to assist in marketing the new service before and during
the Pilot Program.
d. Represent the interests of NCTD by providing project management and administration on
behalf of NCTD in accordance with the executed Mobility Hub MOU.
e. Ensure that regional data sources (e.g ., demographic, employer outreach program,
regional trip pattern data) are available to Carlsbad, NCTD, and ultimately the Pilot
Program vendor and that data collected through the Pilot Program can contribute to a
regional assessment of the Pilot Program 's success.
The Parties agree to:
a. Work cooperatively to execute the Pilot Program, including attending scheduled meetings
and responding to information requests in a timely manner.
b. Make their best effort to come to consensus on the terms, design, operation, and
deployment of the Pilot Program. If consensus cannot be reached, the Parties shall meet
and confer on whether to continue the Pilot Program or to terminate this MOU.
c. Utilize marketing resources to promote the Pilot Program and maximize participation in
the Pilot Program in coordination with the shuttle provider. This includes website
coordination as well as on-site marketing at train stations and other public places where
employees in Carlsbad likely gather and can be informed of the Pilot Project.
d. Raise any issues or concerns as soon as reasonably known so that the Parties may work
to overcome any differences or challenges.
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e. Collectively evaluate . the Pilot Program while the Pilot Program is underway and
cooperatively decide whether to expand or terminate the Pilot Program.
f. Should the Parties decide to expand the Pilot Program in reach or duration of time, work
in a timely manner to develop a new MOU to continue the partnership.
4. Term
The term of this MOU shall commence upon the last signature date of this MOU and shall
continue through December 31, 2020.
5. Non-assignability
The MOU shall not be assigned by any Party without first obtaining the express written consent
of the Parties.
6. Notices
All notices or other communications required by this MOU or by law shall be in writing and shall
be deemed served and given when personally delivered to the Party whom directed or in lieu of
such personal services when deposited in the United States mail, postage pre-paid to:
City of Carlsbad
1200 Carlsbad Village Dr.
Carlsbad, CA 92008
Attn: City Manager
North County Transit District
810 Mission Avenue
Oceanside, CA 92054
Attn: Executive Director
7. Indemnification
SANDAG
401 B Street, Suite 800
San Diego, CA 92101
Attn: Director of Operations
No Party nor any officer thereof is responsible for any damage or liability occurring by reason of
anything done or omitted to be done by another Party under or in connection with any work,
authority or jurisdiction delegated thereto under this MOU. It is understood and agreed that,
pursuant to Government Code section 895.4, the Parties shall mutually defend, indemnify and
save harmless one another, including all officers and employees from all claims, suits or actions
of every name, kind and description brought for or on account of injury (as defined in
Government Code section 810.8) occurring by reason of anything done or omitted to be done by
any Party under or in connection with any work, authority or jurisdiction delegated thereto under
this MOU.
8. Legal Representation and Advice
Each Party shall rely upori and consult with its respective legal counsel regarding legal matters
or issues related to this MOU. In the event that a legal matter relates to two or more of the
Parties, said Parties shall meet and confer on appropriate legal representation of costs, if
applicable.
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9. Entire MOU
The Parties agree that this MOU constitutes the sole and only agreement between them in
relation to the Pilot Program and correctly sets forth their obligations and duties with respect to
each other. With exception of the Mobility Hub MOU, this MOU supersedes any prior
agreement, oral or written, and all other communications between Parties related to the subject
matter of this MOU. This MOU, nor any part of it, may not be ·changed, altered, modified, limited
or extended, orally or by an amendment between the Parties unless expressed in writing and
signed by the Parties.
10. Termination for Convenience
I
Any Party may, in its sole discretion, with or without cause, terminate its portion of the MOU
upon giving ten (10) days prior written notice to the other Parties. If such notice is given, the
MOU shall continue to be binding on the remaining Parties who have not formally withdrawn.
11. Subject Headings
The subject headings of the paragraphs in this MOU are included solely for the purposes and
references, and shall not be deemed to explain, limit, amplify or aid in the meaning, construction
or interpretation of any provision of this MOU.
12. No Interpretation Against Drafting
This MOU has been negotiated at arm's length between parties hereto. Accordingly, any rule or
law (including California Civil Code §1635 et seq .) or legal decisions that would require
interpretation of any ambiguities in this MOU against the Party that has drafted the applicable
provisions, is not applicable and is waived. The provisions of this MOU shall be interpreted in a
reasonable manner to effect the purpose of the Parties.
13.Governing-Law and Venue
This MOU shall be construed in accordance with and governed by the laws of the State of
California. If any action is brought to interpret or enforce any term of this MOU, the action shall
be brought in a state or federal court situated in the County of San Diego, State of California.
14. Counterparts
This MOU may be executed in counterparts, each of which shall be deemed to be an original,
but all of which, taken together, shall constitute one and the same agreement.
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IN WITNESS THEREOF, this MOU is executed as follows:
SAN DIEGO ASSOCIATION OF
GOVERNMENTS
RAY TRAYNOR
Director of Operations
APPROVED AS TO FORM:
PETER STEVENS
Legal Counsel I
CITY OF CARLSBAD
Mayor
APPROVED AS TO FORM:
Date
Date
a~ d~L-• " ./
CELIA A. BREWER
City Attorney
6
NORTH COUN1Y TRANSIT DISTRICT
MATTHEW O. TUCKER
Executive Director
LORI A. WIN FREE
General Counsel
June 11, 2019 Item #16 Page 13 of 52
IN WITNESS THEREOF, this MOU is executed as follows:
SAN DIEGO ASSOCIATION OF
GO ERNMEN S
APPROVED AS TO FORM:
PETER STEVENS
Legal Counsel I
CITY OF CARLSBAD
SCOTT CHADWICK
City Manager
APPROVED AS TO FORM:
CELIA A. BREWER
City Attorney
b
Date
Date
6
NORTH COUNTY TRANSIT DISTRICT
MATTHEW 0. TUCKER
Executive Director
APPROVED AS TO FORM:
LORI A. WINFREE
General Counsel
Date
June 11, 2019 Item #16 Page 14 of 52