Loading...
HomeMy WebLinkAboutRES.114.10-17-1984 . , , . BILL NO. 84-106 RESOLUTION N0. / A RESOLUTION AU�HORIZING THE CITY MANAGER TO ENTER INTO A CONTRACT WITH BARTON ATC, INC. FOR AIR TRAFFIC CONTROL SERVICES AT THE CAPE GIRARDEAU MUNICIPAL AIRPORT BE IT RESOLVED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU, MISSOURI, AS FOLLOWS: SECTION 1 . The City Manager on behalf of the City of Cape Girardeau, Missouri , is authorized to enter into a contract with Barton ATC, Inc. for air traffic control services at the Cape Girardeau Municipal Airport. A copy of this contract is attached to this resolution and made a part hereof. PASSED AND ADOPTED THIS � DAY OF �_, 1984. � � u/� MAYOR ATTEST: � � TY CLE K AGREEMENT OPERATION OF AIR TRAFFIC CONTROL TOWER AT CAPE GIRARDEAU MUNICIPAL AIRPORT THIS AGREEMENT, is hereby made and entered into this day of , 198 , by and between the City of Cape Girardeau, Missouri , here after referred to as "City" , and Barton ATC, Inc. , a Tennessee corporation whose principal address is 633 East Vine Street, Murfreesboro, Tennessee 37130, hereinafter referred to as "Company" . WITNESSETH: WHEREAS, City is the owner and operator of the Cape Girardeau Municipal Airport, hereinafter called "Airport" , located in Scott County, Missouri . WHEREAS, City in furtherance of the carrying out of its public purpose of the operation of the Airport desires to grant and the Company desires to enter into an agreement for the operation of the control tower located at Airport. WHEREAS, City seeks to provide a control tower operation equal to or comparable with the same type Airport Traffic Con- trol provided by the Federal Aviation Administration, here- inafter called FAA, and further desires that the Control Tower service provided be effective, efficient, safe and courteous . WHEREAS, City has entered into an agreement with the Federal Aviation Administration regarding operation of the con- trol tower at said airport. WHEREAS, City has invited bids for operation of a control tower, and received a bid from Company. P10W, THEREFORE, the parties in consideration of the cove- nants and agreements herein contained, do hereby agree as follows : ARTICLE I - Premises City, with the consent of the FAA, permits Company in ac- cordance with the provisions of this agreement to use the FAA Control Tower and tower equipment situated at Airport and des- cribed in th�, Contract Documents . Company will grant access to the tower and tower equipment to the FAA to perform main- tenance services . ARTICLE II - Contract Documents It is agreed between the parties to this Agreement that the following documents shall be and constitute integral parts of this Agreement as though set out in words and figures herein: Solicitation, Offer and Award, Solicitation No. DTFA09- 84-R-20054, and Award/Contract No. DTFA09-85-C-20307 entered into between the Department of Transportation, Federal Aviation Administration and City regarding furnishing of services for traffic control at Airport and amendments one and two thereto. Lease Agreement between United States of America and City pertaining to the traffic control tower at Airport. All FAA documents referenced in the aforementioned Solicitation, Offer and Award and Award/Contract . ARTICLE III - Term The term of this agreement is one ( 1 ) year commencing on the 17th day of December, 1984 and terminating on the 16th day of December 1985 . This agreement may, at the option of the City, be renewed under the same terms and conditions for ex- tended terms of one year or less . The total length of the con- tract, however, shall not exceed five ( 5) years . City shall exercise this option by giving Company thirty ( 30) days written notice of its intent to renew. City will renew the contract only if it first receives authorization from the FAA to exer- cise the option to renew. ARTICLE IV - Scope of Services Services to be performed by Company at Airport tower in- clude full air traffic control services . The Company agrees that, notwithstanding any other provisions of this agreement, it shall perform and comply with all of the requirements and obligations which the city is required to do pursuant to the Solicitation, Offer and Award which has been made a part of this document by reference, and that Company shall owe to the City all of the obligations and responsibilities which the City assumed in accordance with the Solicitation, Offer and Award. During the first thirty-one days of the contract term the Company shall , in regard to air traffic control services , only familiarize itself and its personnel with the equipment and procedures and shall prepare for the commencement of the actual -2- contract services , including obtaining all required cer- tifications from the FAA. ARTICLE V - Compensation City shall pay Company for its work performed under this contract, no more than the following amounts : First Month of Contract -$ 10,100. 00 AT Services Next Eleven Months of Contract -$ 111 , 100.00 AT Services Second Year of Contract -$ 128, 436 . 00 AT Services Third Year of Contract -$ 136, 176. 00 AT Services Fourth Year of Contract -$ 144, 410. 00 AT Services Fifth Year of Contract -$ 153, 228. 00 AT Services ARTICLE VI - Payment Payment to the Company for services performed will be made monthly in arrears for services performed during the previous month. The Company shall send its monthly invoice to: City Manager ' s Office 401 Independence P. 0. Box 617 Cape Girardeau, Missouri 63701 Monthly invoices shall show monthly costs for air traffic con- troller services performed during the month and a monthly total for services rendered. The City ' s obligation to make payment to Company for ser- vices rendered under this agreement is contingent upon the ap- propriation of funds by Congress to reimburse City for the cost of such service and upon the actual receipt by the City of such funds . If the FAA reduces the amount of its payment to the City because of any alleged deficiency in the performance of the contract services , City shall reduce its payment to Company in a like amount . ARTICLE VII -..Insurance & Save Harmless & Indemnity Agreement A. Neither City nor the FAA shall be responsible for damages to property or injuries to persons which may arise from or be incident to the performance of this agreement or for damages to the property of the Company, or for damages to the property or injuries to the person of the Company' s officers, -3- agents, servants, or employees , or others who may be on the premises at their invitation or the invitation of any one of them, arising from or incident to the performance of this agreement or any other cause, or arising from or incident to any other activities ; and the Company shall hold City and FAA harmless from any and all such claims and shall save and keep harmless and shall indemnify the FAA, City and its employees against any and all liability, claims , demands and cost of whatever kind and nature, for injury to or death of person or persons ; and for loss or damage to any property occuring in connection with or in any way incident to or arising out of acts or omissions of the Company' s officers, agents, servants or employees in the performance of this agreement; provided, however, that the provisions of this agreement do not apply where damage to property or injury to persons is proven to have arisen directly and exclusively from faulty City or FAA pro- perty used in connection with the performance of this agreement. B. The Company shall , during the entire term of this agreement, at its sole expense, maintain in force a com- prehensive general liability policy of insurance naming City and the FAA as additional insureds, in the following minimum amounts for the following functions performed pursuant to this agreement: Air Traffic Control $20, 000, 000. 00 Air traffic control insurance shall include personal injury coverage . Each applicable minimum shall apply to each occurrence. A certificate showing such insurance to be in full force and effect, which provides that both City and the FAA will be pro- vided at least thirty ( 30) days written notice of cancellation, shall be provided to City prior to the commencement of this agreement. ARTICLE VIII - Contractor Evaluation & Quality Control A. The FAA may, at any time observe and evaluate City or Company activities in the performance of this contract . The purpose shall be to insure compliance with terms and conditions of this contract and any standards, regulations, or clauses referenced herein. Any deficiencies noted will be brought to the attention of the Company in writing. The Company shall immediately take steps to remedy deficiencies as soon as pos- sible . Failure to remedy such deficiencies in a timely fashion may be cause for the FAA to terminate its contract with the City for default, in which event the City shall have the right to forthwith terminate all rights of Company in and to this agreement. -4- B. A quality control inspection system shall be provided by the Company to assure that all services are being properly performed. Areas and schedules of the inspections shall be established and records kept of corrective action . A written ' program shall be submitted for approval by City within sixty ( 60) days of award of contract. The Company shall make its records and project chief available for evaluation meetings between the Company and City on a quarterly basis . FAA per- sonnel may attend such meetings. The premises, all equipment and the records of Company shall be at all times open and available for inspection by either the City or the FAA. ARTICLE IX - Labor Conditions A, The Service Contract Act Clause (Clause 35 of FAA P-10) is applicable to this agreement. ARTICLE X - Scope of Services , Air Traffic Control A. The Statement of Work in the Solicitation, Offer and Award shall cover the requirements of the FAA for providing air traffic control and equipment maintenance of the operation at the Airport. B. The Company shall employ an on-site project supervisor (manager ) and he shall act as the point of contact for City. In absence of this project supervisor, an equally responsible or qualified representative shall be designated to act as pro- ject supervisor . A current list of all company employees shall be furnished to the City. C. The project supervisor shall meet with a represen- tative of the City at least once per week during the first month of the agreement. Meetings shall be as often as neces- sary thereafter and at the discretion of the City or FAA. D. The Company shall be responsible to provide at its expense commercial telephone expenses, but shall not be re- sponsible for other utility expenses . E. The Company shall ensure sufficient personnel coverage to meet daily and peak operating hours of air traffic service levels as outlined in the Statement of Work . No portion of air traffic control service shall be curtailed or delayed due to a lack of qualified personnel, i .e. , no services or aircraft handling shall be delayed because the controller is performing non-control duties . All radio, intercom, landline transmission operational telephone calls shall be responded to within thirty ( 30) seconds . F. The tower shall be operated seven ( 7) days per week from 6: 00 A,M, to 6 : 00 P.M. Company shall at all times be in -5- compliance with applicable FAA regulations governing the maximum working hours and safety standards . G. Traffic count figures shall be recorded daily, monthly and quarterly and furnished to City as required. H. The Company will provide to City, copies of operations Letters and Facility Memoranda prepared by or on behalf of the Company, needed by City to remain informed of its respon- sibilities and obligations in connection with the operation of an air traffic control facility. I. The Company shall provide a watch schedule showing, day of month and day of week, identifying how the different shifts will be covered and the schedule of the tower chief, and watch supervisors being appropriately identified . The con- trollers shall be trained and available to cover contingencies , i .e. , sickness, emergency leave, terminations, and programmed holidays and annual vacations . The floater positions , Watch Supervisor, and Chief Controller should provide a depth of per- sonnel to adequately plan vacation and holiday time and provide training. J. In its operation, the Company, in the use of Airport, covenants that it will not on the grounds of race, color, creed, religion, sex or national origin, discriminate or permit discrimination against any person or group of persons in any manner prohibited by Title 49, Code of Federal Regulations, Department of Transportation, Sub-title A, Office of the Secretary, Part 21 ; and in the event of such discrimination, the Company agrees that City has the right to take such action against the Company as the Government ( FAA) may direct to enforce this covenant. K. At the termination period and subsequent to a renewal , a "Phase Out" period of thirty ( 30) days shall be provided, which will permit a new contractor to audit operations and make necessary arrangements for an orderly transition between pre- sent and future operations of the facility. ARTICLE XI - Sublease The City, subject to FAA's prior approval , does herewith sublease to Company, commencing concurrent with the term of this agreement, the air traffic control tower at Airport, sub- ject to all of the terms and conditions of the lease agreement entered into between the United States of America and the City. Company agrees to and does hereby assume all obligations and responsibilities of City in such lease agreement and shall comply with all of the terms and conditions thereof to the same extent as if Company were the original lessee. Company shall hold City harmless from any obligation it has with the FAA in accordance with such lease. This sublease, and all rights of -6- Company in the lease and leased premises , shall terminate forthwith upon the termination of this agreement . ARTICLE XII - Performance Bond. Company agrees to file with the City a bond with corporate surety for the faithful performance of this contract in an amount equal to the maximum amount it could be paid for ser- vices performed during the first year of this Agreement. ARTICLE XIII - Miscellaneous A. Company agrees that the provisions of this agreement are nonassignable to any other party unless the consent of the City is first obtained in writing. Further , City is under no obligation to render its consent to any requested assignment. B. The Company, its officers, agents , employees and any other persons over which the Company has control , shall comply with all lawful rules and regulations and amendments or sup- plements thereto governing or relating to the use of the Air- port, or the Company's exclusive premises , or as may from time to time be promulgated by the City in the interest of health, safety, sanitation and good order which are not inconsistent with applicable rules and regulations of any Federal, State, or local governmental bodies and rules and regulations lawfully promulgated thereunder, whether or not of the type enumerated, applicable to or affecting the City and its operations and ac- tivities in or on the City's exclusive premises or elsewhere at the Airport not inconsistent with the provisions of this agreement. C. The Company, notwithstanding any other provisions hereof, does herewith assume all obligations of the City in all Contract Documents , including the exhibits thereto; and the Company shall owe to City the same duty as the City in such documents owes to the Government (FAA) . Company agrees to in- demnify and hold City harmless from any claim or demand by Government (FAA) growing out of the Company's operation pur- suant to this agreement . D. Notwithstanding any other provision hereof, if the Government (FAA) for any reason terminates its contract with the City for the operation of the Airport Tower, then the City may at its option concurrently terminate this agreement with Company. E. If any term or provision of this agreement or any ap- plication thereof shall be invalid or unenforceable, the re- mainder of this agreement and any other application of such -7- term or provision shall not be affected thereby. Neither this agreement nor any term or provision hereof may be changed, waived, discharged or terminated orally but only by an instru- ment in writing, signed by the party against which the enforce- ment of the change, waiver, discharge, or termination is sought. The captions in this agreement are for convenience or reference only and shall not define or limit any of the terms or provisions hereof. This agreement may be executed in several counterparts, each of which shall be an original , but all of which shall constitute but one and the same instrument. The terms and provisions of this agreement shall be binding upon the Company, its successors and assigns , and shall inure to the benefit of City and FAA, its successors and assigns . ARTICLE XIV - Notices Notices required or permitted under this agreement shall be given by first class mail to the respective parties at the fol- lowing addresses : City Manager President City of Cape Girardeau Barton ATC, Inc. 401 Independence 633 East Vine Street P. 0. Box 617 Murfreesboro, Tennessee 37130 . Cape Girardeau, MO 63701 Each party may change its address to which notices are to be sent by so notifying the other party in writing. IN WITNESS WHEREOF, the parties have hereunto set their hands and signature, the day and year first above mentioned . CITY OF CAPE GIRARDEAU, MISSOURI Gary A. Eide, City Manager ATT EST: CITY CLERK BARTON ATC, INC. Robert W. Lynch, Jr . , President ATT EST: � -8-