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4101 Schedule A - Transportation Pilot Grant AgreementCOMMUNITY TRANSPORTATION PILOT GRANT PROGRAM TRANSFER PAYMENT AGREEMENT AMENDING AGREEMENT No. 1 THIS AMENDING AGREEMENT No. 1 to the Community Transportation Pilot Grant Program Transfer Payment Agreement (this "Amending Agreement No.1 ") made in quadruplicate and effective as of March 31, 2017. BETWEEN: Her Majesty the Queen in right of the Province of Ontario as represented by the Minister of Transportation for the Province of Ontario the "Province") and - Town of Tillsonburg the "Recipient") BACKGROUND: The Parties entered into the Community Transportation Pilot Grant Program Transfer Payment Agreement effective as of the 16th day of July, 2015 (the "Agreement'). The Parties wish amend the Agreement, pursuant to section 34.1 (Modification of Agreement) of the Agreement and in the manner set out in this Amending Agreement No. 1, to extend the term of the Agreement and make changes to the Budget, including the addition of certain operating costs, and other changes. CONSIDERATION: In consideration of the mutual covenants and agreements contained in this Amending Agreement No. 1 and for other good and valuable consideration, the receipt and sufficiency of which are expressly acknowledged, the Parties agree as follows: 1. Capitalized terms used but not defined in this Amending Agreement No. 1 have the meanings ascribed to them in the Agreement. 2. The "BACKGROUND" of the Agreement is amended by deleting "to plan and implement' in the first paragraph and replacing this wording with "to plan, implement and operate". 3. Section 1.2 (Definitions) of the Agreement is amended by adding the following definition in alphabetical order: Amending Agreement No. V means this Amending Agreement No. 1, entered into between the Province and the Recipient, to the Agreement and includes all of the appendices listed in section 21 of this Amending Agreement No. 1. 4. Section 1.2 (Definitions) of the Agreement is amended by deleting the definitions of Completion Date" and "Maximum Funds" and replacing them with the following: Completion Date" means March 31, 2018. Maximum Funds" means $150,000.00. 5. Section 3.1 (Term) of the Agreement is amended by deleting "2017" and replacing it with 2018" to reflect the new Expiration Date. 6. Paragraph 4.1(b) of the Agreement is deleted and replaced with: b) provide the Funds to the Recipient in accordance with Schedule "D" (Payments); and 7. Paragraph 4.3(d) of the Agreement is deleted and replaced with: d) not use the Funds to cover any specific cost that has or will be funded or reimbursed under any other funding program or by any third party, including other ministries, agencies and organizations of the Government of Ontario. 8. Section 4.5 (No Changes) of the Agreement is deleted and replaced with "Intentionally Deleted". 9. Section 30.1 (Schedules) of the Agreement is amended by deleting clauses (i) and (ii) of paragraph 30.1 (d). 10. Section 30.1 (Schedules) of the Agreement is amended by adding the following clauses to paragraph 30.1 (e): iv) Sub -schedule "E.4" - Interim Financial Report on Operating Expenses 2017-18; and v) Sub -schedule "E.5" - Final Financial Report on Operating Expenses 2017-18. 11. Section 34.1 (Modification of Agreement) of the Agreement is deleted and replaced with: Subject to, as applicable, the provision entitled "Amending Agreement for Minor Changes to the Project Description and Timelines" in Schedule "A" (Project Description and Timelines) and section B.2.2 (Amending Agreement for Minor Changes to the Project Budget) in Schedule "B" (Budget), the Agreement may only be amended by a written agreement duly executed by the representatives of the Parties who executed the Agreement or, if any, their respective authorized delegates. Page 2 of 20 12. Schedule "A" (Project Description and Timelines) of the Agreement is amended by adding, after the table entitled "Table 1: Project Workplan", two new parts entitled, respectively, "DESCRIPTION OF COMMUNITY TRANSPORTATION SERVICE APRIL 1, 2017 TO MARCH 31, 2018" and "CHANGES TO THE PROJECT DESCRIPTION AND TIMELINES" and described in Appendix A to this Amending Agreement No. 1. 13. Schedule "B" (Budget) of the Agreement is deleted and replaced with Appendix B to this Amending Agreement No. 1. 14. Schedule "C" (Eligible and Ineligible Costs) of the Agreement is deleted and replaced with Appendix C to this Amending Agreement No. 1. 15. Schedule "D" (Payments), Sub -Schedule "D.1" (Payment Plan) and Sub -schedule "D.2" Claim and Payment Procedures) of the Agreement are deleted and replaced with Appendix D to this Amending Agreement No. 1. 16. Schedule "E" (Reporting") of the Agreement is deleted and replaced with Appendix E to this Amending Agreement No. 1. 17. The Agreement is amended by adding Sub -schedule "E.4" (Interim Financial Report on Operating Expenses 2017-18) and Sub -schedule "E.5" (Final Financial Report on Operating Expenses 2017-18) both respectively attached to this Amending Agreement No. 1 as Appendix F and Appendix G. 18. This Amending Agreement No. 1 is conditional upon, on or before the effective date of this Amending Agreement No. 1 described at the top of this Amending Agreement No. 1, the Recipient providing the Province with: a) a certificate of insurance, or other proof as may be requested by the Province, that confirms the insurance coverage as provided for in section 11.1 (Recipient's Insurance); and b) a copy of the by-law(s) and, if applicable, any council resolution(s) authorizing this Amending Agreement No. 1 and naming the authorized representatives of the Recipient for it. 19. Except for the amendments provided for in this Amending Agreement No. 1, all provisions in the Agreement shall remain in full force and effect. 20. Section 24.1 (Governing Law) of the Agreement applies to this Amending Agreement No. 1 with any necessary modifications. Page 3 of 20 21. This Amending Agreement No. 1 includes appendices A, B, C, D, E, F, and G to this Amending Agreement No. 1. IN WITNESS WHEREOF, the Parties have executed the Agreement on the dates set out below. 7/-3 /Zd Date Date Date HER MAJESTY THE QUEEN IN RIGHT OF ONTARIO as represented by the Minister of Transportation for the Province of Ontario by- Name: y: Name Title: TOWN OF TILLSOMBURG Name: SA—e Ter, r--\ o lrv.,-c— Title: a -y 0 r -- I have authority to bind the Recipient by: Name: 1:N ©n (.J LlS o Title: hoc„ j C Le r (c I have authority to bind the Recipient. Page 4 of 20 APPENDIX A DESCRIPTION OF COMMUNITY TRANSPORTATION SERVICE APRIL 1, 2017 TO MARCH 31, 2018 T:GO Call -N -Ride will provide low-cost rides to residents within Tillsonburg. The T:GO bus will operate from 6:00 am to 5:00 pm, Monday to Friday, except holidays. The service is available for all residents to access recreation, retail shopping, community services and social events. The bus will operate as flex -route, with route deviation that enables door-to-door service for riders with mobility limitations. The service is mainly in -town Private taxi services will be integrated into the broader Community Transportation Service in order to reduce wait times and to facilitate point to point service delivery not available via the T:GO under its license, or due to lack of capacity. Taxicabs will also be used for service calls in the evenings and weekends. The taxi companies' current arrangement with partner organization, Community Advocates Tillsonburg, for service in the evenings and weekends will continue, and taxicabs will also be utilized for some out of town rides." CHANGES TO THE PROJECT DESCRIPTION AND TIMELINES Minor Changes to the Project Description and Timelines. Subject to the provision below Amending Agreement for Minor changes to the Project Description and Timelines), the Parties agree that minor changes, as determined by the Province at its sole discretion, may be made to the Project description and timelines. Amending Agreement for Minor Changes to the Project Description and Timelines. Any change made to the Project description and Timelines, pursuant to the above provision (Minor Changes to the Project Description and Timelines), must be requested by the authorized representative of the Recipient and consented to by the authorized representative of the Province listed below. The request and consent are considered Notices and must be must be made and provided in accordance with the Notice provisions in Article 18.0 (Notice) of the Agreement. For the Recipient: Community Transportation Project Coordinator For the Province Manager, Municipal Transit Policy Office Page 5 of 20 APPENDIX B SCHEDULE "B" BUDGET B.1.0 PROJECT BUDGET B.1.1 Project Budget. The Recipient will carry out the Project within the Budget described in Table B.1.1 (Community Transportation 2015-16 and 2016-17 Budget for the Project) and Table B.1.2 (Community Transportation 2017-18 Operating Budget for the Project). Table B.1.1: Community Transportation 2015-16 and 2016-17 Budget for the Project fundutg Breakdown Amount by Source)-- Other Sources Province Recipient (Identify Funding Source) Professional & Consulting 73,500 73,500 Services — Coordinator Wages Equipment, Supplies & 5,950 5,950 Materials —Transportation Coordinating Software Public Outreach and 5,000 5,000 Communications Materials and Activities — Advertising and Marketing Public Outreach and 450 450 Communications Materials and Activities — Website Purchase and Development Event -Related Expenses — 1,600 1,600 Grand Opening / Launch Party Other—Accessible Van 13,5001 13,500 Total 100,0001 100,000 N/A N/A 2015-16 Funding Year Total 90,000.00 2016-17 Funding Year Total 10,000.00 Page 6 of 20 Table B.1.2: Community Transportation 2017-18 Operating Budget for the Project Item and Description . Cost - Driver/staff Salaries $93,256.00 Benefits 11,132.00 Fuel 9,600.00 Insurance 1,500.00 I Taxi Fees 1 $11,000.00 1 Other Fees F $250.00 Vehicle MaintenanceI 4,000.00 Vehicle Lease I $13,500.00 Out-of-town Coverage 34,500.00 Marketing Website $2,500.00 Fundraising Costs $700.00 Coordination Software $5000.00 Other Expenses $1,000.00 Total $187,938.00 2017-18 Funding Year Total Province Recipient 31,500.00 13,500.00 1 5,000.00 50,000.00 50,000.00 5000.00 1,500.00 11,000.00 4,000.00 1,000.00 22,500.00 Other Sources Identify Funding Source) 37,500.00 Gas Tax) 11,586.00 Employment Ontario) 12,670.00 Gilvesy Foundation) 6,132.00 Fares) 9,600.00 Fares_) 250.00 Donations) 28,000.00 United Way) 6,500.00 Gilvesy Foundation) 1,850.00 Fares) 650.00 Donations) 700.00 Donations) 115,948.00 1 Page 7 of 20 B.2.0 CHANGES TO THE PROJECT BUDGET B.2.1 Minor Changes to the Project Budget. Subject to section B.2.2 (Amending Agreement for Minor Changes to the Project Budget), the Parties agree that minor changes, as determined by the Province at its sole discretion, may be made to the Budget for the Project. B.2.2 Amending Agreement for Minor Changes to the Project Budget. Any change made to the Budget for the Project, pursuant to section B.2.1 (Minor Changes to the Project Budget), must be requested by the authorized representative of the Recipient and consented to by the authorized representative of the Province listed below. The request and consent are considered Notices and must be must be made and provided in accordance with the Notice provisions in Article 18.0 (Notice) of the Agreement. For the Recipient: Community Transportation Project Coordinator For the Province Manager, Municipal Transit Policy Office Page 8 of 20 APPENDIX C SCHEDULE "C" ELIGIBLE COSTS AND INELIGIBLE COSTS C.1.0 ELIGIBLE COSTS C.1.1 Eligible costs are the costs that are directly related to and necessary for the successful completion of the Project and that are incurred and paid after the Effective date of the Agreement and prior to the Completion Date. No expenditures incurred outside of this period will be eligible for payment under the Program. C.1.2 Eligible costs must be documented through paid invoices or original receipts, or both. C.1.3 Provided that the above -noted general eligibility criteria are met, Eligible Costs may include: a) Salary and benefits of a coordinator responsible for planning or operating community transportation services; b) Consultant services to assist the applicant municipality and community organization(s) in implementing or operating coordinated services (e.g., to assist in the implementation of information technology or the facilitation of cooperative initiatives between the municipality and community organizations); c) Purchase, implementation or operation of a contact number or website, or both; d) Purchase and implementation/installation or licensing of software or hardware, or both; e) Acquisition of community transportation services (e.g., vehicles, drivers, booking and dispatch services) that are part of the Project; f) Legal services for the drafting of legal agreements; g) Costs of holding and facilitating meetings/consultation events/workshops with community transportation organizations for the Project,- h) roject; h) Training costs related to the implementation and operation of the Project; i) Ontario -only travel and accommodation costs directly related to the planning and implementation of the Project. Expenses must align with the Government of Ontario's Travel. Meal and Hosoitalitv Expenses Directive; j) Facilities costs of centralizing functions; Page 9 of 20 k) Public outreach, communications materials and activities to promote the Project and service; 1) Equipment, supplies and materials associated with the implementation and operation of the Project; and m) Other costs not indicated in the Budget that are, in the opinion of the Province, considered necessary for the completion of the Project, and have been approved in writing prior to being incurred. C.2.0 INELIGIBLE COSTS The following costs are Ineligible Costs: C.2.1 Cash prizes or direct subsidies to individuals, including multi -use transit passes for services that are not related to the Project; C.2.2 Food and beverages; C.2.3 Refundable goods and services tax, pursuant to the Excise Tax Act, R.S.C. 1985, c. E. 15, as amended, or other refundable expenses; C.2.4 Costs associated with obtaining necessary approvals, licences or permits where the Recipient is the entity providing the approval, licence or permit; C.2.5 Litigation costs incurred by the Recipient in any legal proceedings; C.2.6 For costs under Table B.1.1 (Community Transportation 2015-16 and 2016-17 Budget for the Project), the costs incurred before the Effective Date and after the Completion Date of the Agreement; C.2.7 For costs under Table B.1.2 (Community Transportation 2017-18 Operating Budget for the Project), the costs incurred before the April 1, 2017 and after the Completion Date of the Agreement. C.2.8 Other costs which are not specifically listed as Eligible Costs under this Schedule "C" Eligible Costs and Ineligible Costs) and which, in the opinion of the Ministry, are considered to be ineligible. Page 10 of 20 APPENDIX D SCHEDULE "D" — PAYMENTS D.1.0 CLAIMS D.1.1 Claim. The submission of the documents listed for each milestone in Table D.2.2 Payment Plan for Milestones) constitutes a claim under that milestone. D.2.0 SUBMISSION OF CLAIMS AND PAYMENT PLAN D.2.1 Timing for Claims and Payment Amounts. The milestones for the submission of and the payment amount for each of the claim under the Agreement are set out in Table D.2.2 (Payment Plan for Milestones). D.2.2 Claim Payments. Subject to the terms and conditions set out in the Agreement, including annual appropriations, the Province will use its reasonable efforts to make a payment to the Recipient, if due and owing under the terms of the Agreement, within 30 days of receipt, to the Province's satisfaction, of a claim fully submitted in accordance with this Schedule "D" (Payments), including Table D.2.2 (Payment Plan for Milestones), and upon receipt of evidence that a Project milestone has been completed. Table D.2.2 Payment Plan for Milestones MILESTONES FOR GENERAL BUDGET FOR THE PROJECT MILESTONE MILESTONE DOCUMENTS TIMING PAYMENT AMOUNT Receipt of the following: Within 60 days of Up to $50,000.00 the Effective Certificate of Date insurance; and 1 By-law or resolution designating signing officer and authorizing the Project. Receipt, of the following 2 Reports from the Recipient: Within 60 days of completion of 75% of the Project Up to $40,000.00 Page 11 of 20 the Project Status Report (see Sub - schedule "E.1"); and the Interim Financial Report (see Sub - schedule "E.2") Receipt of the following Reports from the Recipient: the Final Financial Status Report (see Sub -schedule "E.2"); 3 and the Report on Coordinated Community Transportation Services (see Sub - schedule "E.3") Within 60 days of Up to $10,000.00 May 31, 2017 MILESTONES FOR 2017-18 OPERATING BUDGET FOR THE PROJECT MILESTONE MILESTONE DOCUMENTS TIMING PAYMENT AMOUNT Receipt of any required Within 60 days of Up to $25,000.00 4 insurance certificate of the effective date insurance, by-law(s) and of this Amending resolution(s) Agreement No. 1 Receipt of the Interim Within 60 days of Up to $20,000.00 Financial Report on October 10, 5 Operating Expenses 2017 (see Sub - 2017 -18 schedule "E.4") Page 12 of 20 Receipt of the Final Within 60 days of Up to $5,000.00 6 Financial Report on May 1, 2018 Operating Expenses (see Sub - 2017 -18 schedule "E.5") D.2.3 Time Limit for Submission of Claims. In addition to the requirements in section D.2.2 Claim Payments), the Recipient will submit all claims for payment within 180 days of the Completion Date. The Ministry will have no obligation to pay a claim after this date. D.2.4 No liability. The Province will under no circumstance be liable for interest for failure to make a payment within the timelines set out in section D.2.2 (Claim Payments). D.3.0 ADDITIONAL INFORMATION D.3.1 Additional Information upon Ministry's Request. The Ministry may request additional information from the Recipient prior to processing a payment and the Recipient will make every effort to provide the information within 30 days of the request. Page 13 of 20 APPENDIX E SCHEDULE "E" REPORTING The table below lists the reports the Recipient must submit to the Province and their respective submission dates. Name of Report -Due- Date (within 60 days of) 1. Project Status Report 2. Interim Financial Report 3. Final Financial Report Completion of 75% of the Project Implementation Completion of 75% of the Project Implementation May 31, 2017 4. Report on Coordinated Community May 31, 2017 Transportation Services 5. Interim Financial Report on October 10, 2017 Operating Expenses 2017-18 6. Final Financial Report on May 1, 2018 Operating Expenses 2017-18 7. Reports, including records and On a date or dates specified by the documentation, specified from time Province to time 8. Participation in program evaluation To be specified by the Province Note: For greater clarity, the Province reserves the right to request additional financial information on the Project as it may deem necessary. E.1.0 PROJECT STATUS REPORT The Recipient will prepare a report on the implementation of the Project that confirms 75% completion and indicates the relevant milestones completed. The report must reflect the work plan in Schedule "A" (Project Description and Timelines). Page 14 of 20 E.2.0 FINANCIAL REPORTS E.2.1 Types of Financial Reports. The Recipient will prepare an Interim Financial Report and a Final Financial Report containing a statement of Project expenditures incurred and paid to date, the Funds received, interest earned, other funding sources, if any, broken down by category. The financial reports will reflect actual Project expenditures and will provide an explanation for any variances. See Schedule "E.2" (Interim and Final Financial Status Report) for details. E.2.2 Revised Forecast. The Interim Financial Report should, if there are variances or changes in the Budget or the Project expenditures, include a revised forecast of the Budget up to the Completion Date. See Schedule "E.2" (Interim and Final Financial Status Report) for details. E.2.3 Additional Detailed Financial Reporting. Additional detailed financial reporting may also be required from the Recipient to reflect the amount of Funds received for the Project and the Project expenditures that occurred during the Funding Year. E.3.0 REPORT ON COORDINATED COMMUNITY TRANSPORTATION SERVICES & PARTICIPATION IN PROGRAM EVALUATION E.3.1 Report on Coordinated Community Transportation Services. The Recipient will be required to submit a report on the Project implementation and the resulting coordinated community transportation services. See Sub -schedule "E.3" (Report on Coordinated Community Transportation Services) for details. E.3.2 Participation in Program Evaluation. The Recipient will, if requested by the Province, participate in any program evaluation events or activities after March 31, 2017. This may include: Completing a survey on the Program, the Project and outcomes of the Project; and Participating in information sessions on community transportation to report on the Project, Recipient's experiences, and lessons. E.4.0 FINANCIAL REPORTS ON OPERATING EXPENSES 2017-18 E.4.1 Types of Reports. For 2017-18, the Recipient will prepare an Interim Financial Report on Operating Expenses 2017-18 and a Final Financial Report on Operating Expenses 2017-18. The financial reports will reflect actual Project operating expenses incurred and paid to date broken down by category, the Funds received, and other funding sources, if any, broken down by category. Financial reports will provide an explanation for any variances from the operating Budget. If funding from other sources is received, the financial reports will need to indicate that different funding sources are covering different expenses, or portions of a total expense, and specify them. Both reports will contain the actual capital and operating spending for 2015-17 as submitted in the Final Financial Report that is required in the Agreement. Page 15 of 20 E.4.2 Interim Financial Report on Operating Expenses 2017-18. The Interim Financial Report on Operating Expenses for 2017-2018 will contain a statement of expenditures for operating the community transportation service from April 1, 2017 to September 29, 2017. See Schedule "E.4" (Interim Financial Report on Operating Expenses 2017-18) for details. E.4.3 Final Financial Report on Operating Expenses 2017-18. The Final Financial Report on Operating Expenses for 2017-2018 will contain a statement of expenditures for operating the community transportation service from April 1, 2017 to March 31, 2018. See Schedule "E.5" (Final Financial Report on Operating Expenses 2017-18) for details. Page 16 of 20 APPENDIX F SUB -SCHEDULE "E.4" INTERIM FINANCIAL REPORT ON OPERATING EXPENSES 2017-18 Financial Report for All Costs from Start of Pilot to March 31. 2017 1) 2) 3) 4) 5) 6) Initial Recipient Item and Operating Total Provincial and Other Description Cost Spending Portion Funding Source 7 (8) Variance Explanation Sub -Total Interim Financial Report for Operating Costs from April 1, 2017 to September 29. 2017 9) (10) (11) I (12) (13) (14) (15) (16) Initial Recipient RevisedItemandC g Variance Total Provincial and Other Operating ExplanationDescription " Cost y Spending Portion Funding CostSource Sub -Total TOTAL' 2015 - Sept 29, 2017 Columns 1 to 8 Complete Columns 1 to 8 using information submitted in your Final Financial Report required in the Agreement. Include both capital and operating expenses. Do not complete Column 6. Column 12 In Column 12, indicate the amount of additional funding from the Community Transportation Pilot Grant Program used to pay the operating cost in Column 10. Page 17 of 20 Column 13 In Column 13, indicate both other amounts of funding, if any, and the funding sources used to pay the operating cost in Column 10. Funding sources include other funding programs, such the Dedicated Gas Tax Fund, and fare revenues. Add additional columns, as necessary. Column 14 If the forecasted initial operating cost in Column 10 is/are revised, indicate the revised operating cost. Column 15 The variance, if any, is the initial operating cost in Column 10 less the revised operating cost in Column 14. Column 16 Provide an explanation for the variance and how it will be resolved. In the last row of the table, provide total sums from the start of the pilot to September 29, 2017. Page 18 of 20 APPENDIX G SUB -SCHEDULE "E.5" FINAL FINANCIAL REPORT ON OPERATING EXPENSES 2017-18 Financial Report for All Costs from Start of Pilot to March 31. 2017 1) 2) 3) (4) (5) (6) (7) Initial Recipient Item and Operating Total Provincial and Other Variance ExplanationDescription Cost Spending Portion Funding Source Sub -Total Final Financial Report for Operating Costs from April 1. 2017 to March 31. 2018 8) (9) 9w (10) (11) (12) (13) _ (14) Item and Initial Total Description Operating SpendingCost Sub -Total TOTAL` 2015 - March 31, 2018 Recipient Provincial and Other Variance ' ExplanationPortionFunding Source Columns 1 to 7 Complete Columns 1 to 7 using information submitted in your Final Financial Report required in the Agreement. Include both capital and operating expenses. Column 11 In Column 11, indicate the amount of additional funding from the Community Transportation Pilot Grant Program used to pay the operating cost in Column 9. Page 19 of 20 Column 12 In Column 12, indicate both other amounts of funding, if any, and the funding sources used to pay the operating cost in Column 9. Funding sources include other funding programs, such as the Dedicated Gas Tax Fund, and fare revenues. Add additional columns, as necessary. Column 13 The variance, if any, is the initial operating cost in Column 9 less the total spending in Column 10. Column 14 Provide an explanation for the variance and how it was resolved. 2 In the last row of the table, provide total sums from the start of the pilot to March 31, 2018. Page 20 of 20