3.02 3.2
AGREEMENTS\GLENS FALLS TRANSIT-2023-2024-12-05-2022
RESOLUTION AUTHORIZING TRANSPORTATION AGREEMENT
BETWEEN CITY OF GLENS FALLS -GREATER GLENS FALLS TRANSIT
SYSTEM AND TOWN OF QUEENSBURY FOR 2023/2024
RESOLUTION NO.: 92022
INTRODUCED BY:
WHO MOVED ITS ADOPTION
SECONDED BY:
WHEREAS, the City of Glens Falls operates a public mass transportation system known as the
Greater Glens Falls Transit System (Transit System) which provides transit bus service within portions
of Saratoga, Warren and Washington Counties, and
WHEREAS, the Town of Queensbury's current Transportation Agreement with the Transit
System will expire as of December 31', 2022 and the Transit System has submitted a new
Transportation Agreement for January 1, 2023 through December 31, 2024 to the Town for approval,
and
WHEREAS, such Agreement provides for the continuance of an Advisory Transportation
Committee consisting of two members from the Transit System and two members from each
participating community, and historically the Town of Queensbury's two representatives have been the
Town Supervisor and Senior Planner, and
WHEREAS, the Town Board believes that this public transportation service benefits and
serves the public interest of Town residents, and
WHEREAS, a copy of the Agreement has been presented at this meeting,
NOW, THEREFORE, BE IT
RESOLVED, that the Queensbury Town Board hereby approves the Transportation
Agreement between the City of Glens Falls' Greater Glens Falls Transit System and Town of
Queensbury presented at this meeting for an amount of$61,525 annually for 2023 and the amount for
2024 will be set by the Advisory Committee in 2023 (on which the Town has two representatives), to
be paid from the appropriate account, and
BE IT FURTHER,
RESOLVED, that the Town Board further approves of the appointment of the Town
Supervisor and Senior Planner as the Town of Queensbury's representatives on the Greater Glens Falls
Transit System Advisory Transportation Committee, and
BE IT FURTHER,
RESOLVED, that the Town Board authorizes and directs the Town Supervisor to execute the
Agreement and the Town Supervisor, Senior Planner and/or Budget Officer to take such other and
further actions necessary to effectuate the terms of this Resolution.
Duly adopted this 5t'day of December, 2022,by the following vote:
AYES
NOES
ABSENT:
II� 495 Queensbury Avenue
Queensbury, New York 12804
(518)792-1086 792-7952 fax
November 17, 2022
John Strough
Supervisor, Town of Queensbury
Queensbury Town Hall
742 Bay Rd .
Queensbury, N .Y. 12804
Re. 2023/2024 GGFT Operating
Agreement
Dear Supervisor Strough ;
Enclosed please find two (2) copies of the above referenced Agreement.
You , or another authorized municipal official , must sign each copy and return them
our offices. This agreement will enable the continuation of GGFT transit services
to your community in 2023f24, It is consistent with the agreements that have been
signed in the past. Included in the agreement is a table that shows the amount of
your municipality's 2023 contribution .
If you have any questions, please contact me at 792-1086 . If you do not have any
questions, please return all copies signed by you to our offices at the above
address, After the Glens Falls Mayor has signed the agreements, one copy will be
returned to your office along with a formal invoice for services in 2023 .
Thank you for your cooperation and continued support. Please let me know
if i can be of any further assistance to you .
Sincerely,
Scott Sopcz-yk.-C
Transportation Director
enc.
TRANSPORTATION AGREEMENT
Between
THE CITY OF GLENS FALLS . NEW YORK
And
THE TOWN OF QUEENSBURY, NEW YORK
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TRANSPORTATION AGREEMENT
AGREEMENT, entered into as of the day of
2022 by and between the City of Glens Falls, New York, a municipal corporation
organized and existing under the laws of the State of New York, (hereinafter
referred to as the "CITY") and the Town of Queenshury, New York, a municipal
corporation organized and existing under the laws of the State of New York,
(hereinafter referred to in various contexts as "PARTICIPANT"),
WITNESSETH :
WHEREAS , the CITY operates a public mass transportation system ,
known as the Greater Glens Falls Transit System (as hereafter referenced shall
include both regular public transit and the seasonat Trolley System ), which
presently provides transit bus service within portions of Saratoga , Warren and
Washington Counties, New York, and
WHEREAS , the parties hereto desire for their mutual benefit to make
provision for the delivery of regular, public surface transportation to, through , and
among their respective corporate limits and locations for a period of two (2 )
years , and
WHEREAS , the Parties recognize the need for making contractual
provision for the operation , funding , and management of such a service in the
manner contemplated in Article 5-G of the New York General Municipal Law.
NOW THEREFORE , in consideration of the mutual covenants and
agreements herein below set forth , the Parties hereto agree as follows_
ARTICLE I : TERM OF AGREEMENT
The term of this Agreement shall be for a period of two (2 ) years commencing
January 1 . 2023 through December 31 , 2024-
ARTICLE II : LEAD AGENCY
The City of Glens Falls shall be the lead agency in all matters pertaining to the
Transit System , having applied for funding and having been designated grantee
by both New York State and the Federal Government. The lead agency shall
have the authority and duty to establish and implement all policies governing the
operation of the Transit System , including the establishment of the budget, the
number of participants included in the Transit System , setting of fares,
establishing schedules and routes , determine the amount and type of advertising
and promotion ; determine the areas to be serviced by the Transit System ;
establish and implement accounting procedures and all other matters pertaining
to the use, management and operation of the Transit System ; however the CITY
shall take no action , which would conflict with PARTICIPANT'S right under the
terms of this Agreement_
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ARTICLE III : GENERAL DUTIES OF PARTICIPANT
During the life of this Agreement the PARTICIPANT shall be responsible to--
1 Cause to be erected Transit System bus stop signs, to be provided by the
CITY following acquisition with System funds, at such locations within the
corporate limits or location of PARTICIPANT as shall be designated by
CiTY and approved by NEW YORK STATE DEPARTMENT OF
TRANSPORTATION (DOT).
2 . Grant easements to the CITY for the erection of such bus stop shelters as
may be provided by the CITY at locations designated by PARTICIPANT
and approved by the CITY. The PARTICIPANT may erect such additional
shelters at its own cost and expense as it deems appropriate to its
respective needs, subject to approval by CITY and DOT. Any Such
shelters, which may be erected , shall remain the separate property of the
party, which erects them. In addition , all advertising revenues generated
by the leasing of advertising space at or upon such shelters shall be
,payable to and retained by the CITY and applied to the operations budget
of the Transit System .
3 In the event that any approval , referendum , permit, notice, or other action
or proceeding is requisite under applicable law to enable PARTICIPANT to
enter into this Agreement or to participate in the system hereby
undertaken , or to execute any of the provisions of this Agreement.
PARTICIPANT will expeditiously cause ail such actions necessary with
respect to any such requisite matters to be initiated and completed in the
manner provided by law.
4 . Cooperate with the CiTY and toward the accomplishment of all things
necessary or desirable to the furtherance of the aims of this Agreement.
5. Refrain from providing or undertaking the procurement of services similar
to , or competing with , the services procured pursuant to this Agreement,
except as may be allowed by the CITY.
6 . Pay to the CITY an initial payment of $61 ,525 towards anticipated
operation general expenses and capital expenses, for the base year of
this agreement covering the period January 1 , 2023 through December
317 2023, as set forth in the attached Base Year table . PARTICIPANTS
shall thereafter pay to the CITY , in advance and in annual installments , it's
proportionate share of each annual capital and expense budget. The
CITY shall allocate the funds to the capital budget and operations budget
of the Transit System in such proportions as it shall consider necessary in
carrying out the purposes of this Agreement.
7 Contribute to the payment of all other reasonable and necessary liabilities
including financing expenses, incurred by the CITY in connection with the
management, operation and/or discontinuance of the activities of the CITY
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in its capacity as lead agent for the project undertaken by the parties
pursuant to this Agreement. The share amount of contribution by
PARTICIPANT pursuant to this section shall be computed and determined
according to the same percentage applicable to the computation of the
PARTICIPANT expense budget share . Contribution amounts shall be due
and payable to the CITY immediately upon communication of demand
therefore by the CITY to the PARTICIPANT.
8 Authorize the CITY to act on behalf of PARTICIPANT with respect to the
effecting of all matters necessary or desirable to the accomplishment of
the purposes of this Agreement.
ARTICLE IV: DUTIES OF THE CITY
The CITY agrees to perform , and shall have the exclusive authority to perform ,
the following duties in connection with this Agreement:
1 . To carry out the local duties and responsibilities pertaining to the
municipal protect grant-in-aid program for the funding of the Transit
System as required by the State of New York and the United States
Government under the Federal Transit Act as amended through the term
of this agreement and New York Transportation Law 14.
2 . To enter into funding agreements with the New York State Dept. of
Transportation (DOT), which agreements will be in the form approved by
DOT.
3 To provide all reasonably necessary accounting , management, and
operational services during the life of this Agreement.
4 To execute and deliver all contracts, documents, and agreements as shall
be necessary or desirable for the accomplishment of the purposes of this
Agreement, including contracts with designated carriers and transportation
consultants for the provision of mass surface transportation services and
related mobility with marketing and advertising representatives for the
provision of such services.
5 To acquire , receive , hold , maintain , operate, and manage all Transit
System funds and property, and expend , liquidate , and dispose of the
same in accordance with the provisions of this Agreement.
6 To acquire and maintain motor vehicles (buses ), bus garage , equipment
shelters , signs and related equipment necessary to carry out the purposes
of this Agreement.
ARTICLE V. EXPENSE CONTRIBUTIONS
Immediately following adoption of the expense budget by the CITY not fewer
than thirty ( 30 ) days prior to the commencement of the impending fiscal year, the
CITY shall certify to the PARTICIPANT the local budget requirement for funding
of anticipated operational and maintenance general expenses together with the
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share of that amount allocated to the PARTICIPANT. The allocated percentage
funding share of the PARTICIPANT shall generally be based on annual bus
miles. PARTICIPANT's percentage of the funding is subject to change in the
event its share of annual bus miles for the system is significantly changed .
ARTICLE VI : SCOPE OF CONTRACTOR SERVICES
The parties understand , acknowledge, and mutually agree that the general
purpose and objective of this entire Agreement is to procure in the manner herein
provided certain transportation and complementary mobility services. Examples
of such mobility services include, but may not be limited to ride sharing and bike
sharing programs. In addition , it is understood and agreed that certain
management, advertising and marketing services designed to advance the
success of the Transit System may be contractually procured through a provider
other than the CITY.
ARTICLE VII : TITLE TO PROPERTY
Legal title to all funds and property received or acquired for the Greater Glens
Falls Transit System shall be taken in the name of the City of Glens Falls, and
shall be held for the benefit of the Parties to this Agreement, to be utilized ,
managed , maintained , liquidated , or disposed of in accordance with the terms of
this Agreement or in such other manner as may be provided by law. Anything to
the contrary, notwithstanding , the bus garage facility and the City property upon
which it is constructed shall be utilized , managed and maintained for the benefit
of the parties to this Agreement during the term hereof; however, PARTICIPANT
shall have no interest therein and said property will at all times remain exclusively
the CITY'S and shall not be subject to the provisions of this Agreement pertaining
to liquidation or disposition upon termination .
,ARTICLE Vlll : FUTURE CAPITAL EXPENSE
1 _ It is recognized that portions of the property and equipment of the Transit
System including , but not limited to motor vehicles ( buses ) will wear out,
Insofar as such replacement constitutes more than normal maintenance,
the CITY will pay for such cost with moneys available from Federal and
State grants, if any , and from a "Transit Capital Reserve Fund " to be
established by the CITY. Transit Capital Reserve Fund items subject to
replacement rather than normal maintenance shall be those items, the
aggregate cost of which would cause the budget line items for routine
repair and reconstruction to be exceeded .
2 The Transit Capital Reserve Fund shall be an interest bearing fund
established solely for the purpose of providing moneys for such
replacement. The CITY will transfer, as received , all payments of
surcharges to the Transit Capital Reserve Fund . Moneys may be
withdrawn from the Transit Capital Reserve Fund as needed to pay for
replacement or reconstruction. The Mayor of the City of Glens Falls will
designate the banking institution in which the funds will be deposited and
the CITY will provide PARTICIPANT with an annual report on the balance
and investments of the Transit Capital Reserve Fund _
Page S cff 12
3 The CITY shall prepare as necessary a schedule of all significant
components of The Transit System with estimated costs for replacement
of each component together with estimate of available Federal and State
funding for replacement.
4 The CITY shall establish a percentage surcharge (the "Operating Cost
Surcharge") to all PARTICIPANTS such that, if such surcharge remained
applicable from year to year, it would provide sufficient funds for
replacement or reconstruction as needed from the Transit Capital Reserve
Fund . The CITY may use reasonable assumptions regarding anticipated
aggregate user charges, interest levels and inflation , and the availability of
Federal and State funding in establishing the surcharge. The CITY shall
adjust the surcharge at least annually as needed to maintain adequate
funding of the Transit Capital Reserve Fund . The share of the surcharge
shall be based on its percentage share of operating costs as set forth in
Article V hereof.
ARTICLE IX : REMEDIES ON BREACH
1 . Upon the occurrence of any event of default, on the part of
PARTICIPANT, in addition to all other remedies at law or in equity
afforded to the CITY, PARTICIPANT in default shall :
A . Become immediately liable for the payment to the CITY of that sum
of money equal to 50% of the preceding annual expense
contribution paid to the CITY by the party in default.
B . Be subject to such restriction , modification , and/or cessation of
transportation services to , from , and within its corporate limits or
location provided hereunder as the CITY may in its absolute
discretion by resolution provide.
ARTICLE X : RESOLUTION ON DISPUTES
The assignment of specific duties and authority to the respective Parties is made
under this contract with the intent to avoid major differences among the Parties in
the conduct of the service undertaken by this Agreement; and the Parties intend
that contract terms shall control the Parties authority and decisions with the
respect to operations of service. But as to matters not specifically controlled by
the terms of this Agreement, and all claims, disputes and other matters in
question between the Parties to this Agreement, arising out of or relating to this
Agreement or the breach thereof, the Parties Agree to submit to the Transit
Division of the New York State Department of Transportation for mediation and
assistance . In the event that any such matter is not resolved within thirty ( 30 )
Days after submission to DOT, the parties agree to submit the matter for
determination and award to an arbitrator designated and appointed in
accordance with the rules of the American Arbitration Association . The duties of
said arbitrator and the conduct of the arbitration proceedings shall be governed
by Civil Practice Law and Rules 7501 et sec
Page 6 of 12
Notice of a demand for arbitration by either Party shall be filed in writing
with the Clerk of the other Party and with the American Arbitration Association,
The demand shall be made within a reasonable time after the claim , dispute,
controversy, or other matter in question has arisen . In no event shall the demand
for arbitration be made after the date when the institution of legal or equitable
proceeding based upon such claim , dispute or other matter in question would be
barred by the applicable statute of limitations.
The award rendered by the arbitrator following arbitration of the dispute
pursuant to this article shall be final, and judgment may be entered upon it in
accordance with the applicable provisions of the Civil Practice Law and Rules.
ARTICLE XI : DURATION, TERMINATION AND LIQUIDATION
1 This Agreement shall remain in effect for a period of two ( 2 ) years From
January 1 , 2023 , unless thereafter extended or sooner terminated by
mutual agreement of the Parties, or otherwise as herein provided .
2 The Transit System shall be terminable upon the unanimous election of all
PARTICIPANTS listed in the attached Appendix A upon the occurrence of
any of the following events:
A_ Lapse or abatement of project funding from all state and/or federal
sources to any level below 50% of the total operational expense
budget requirements for any current or immediate future fiscal year.
B . Disruption or discontinuance of transit services in substantial part for a
period ninety ( 90 ) or more days as a result of strikes , fuel or materials
shortages, war, natural disaster. state or federal governmental action ,
or other circumstances of legal or physical impossibility.
3 In event of termination of the Transit System , the CITY shall , consistently
with the requirements of law and the directives of the New York State
Commissioner of Transportation , cause the transit services provided
hereunder to cease , direct the system manager to undertake all
reasonable necessary steps to effect the conclusion of the business,
operations, and affairs of the system , and cause the liquidation by any
appropriate (awful means of all assets held by the CITY and acquired
pursuant to the provisions of this Agreement, including all accounts
receivable and sums owing to the CITY or accruing during liquidation ,
but exclusive of City owned real property including the bus garage and
related facilities,
4 Upon the conclusion of the liquidation process, the sums thereby realized
shall be applied in whole or in part as the case may be , to the payment of
all indebtedness, all costs incurred in the liquidation process and to the
payment of all additional costs and liabilities incurred by the CITY
pursuant to this Agreement then outstanding .
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5 In the event that, following all such payments, there remains an
unexpended balance of funds realized from liquidation , the CITY shall
divide such balance into as many shares as there then exist
PARTICIPANTS in the Transit System not in default on the date of
termination . The CITY shall fund each such share by allocation of that
percentage of the liquidation surplus as equals the percentage rate of
expense budget contribution , which would be borne by each of said
Parties were they to continue operation of the Transit System without the
participation of the party or parties in default. Upon funding of each such
surplus share, the CITY shall pay over the share amounts to the
respective Parties.
6 In the event that, following all such payments for which system funds are
available, there exists a deficiency of funds necessary to retire remaining
obligations or indebtedness incurred pursuant to this Agreement, the CITY
shall certify to all PARTICIPANTS the amount of said deficiency.
Thereafter and not later than thirty (30) Days following such certification
each PARTICIPANT shall pay to the CITY an amount equal to that
percentage of the deficiency as equals their respective rates of expense
budget contribution , which would be in effect if all Parties were to continue
operations in accordance with the terms of this Agreement.
ARTICLE XII : ADVERTISING
The CITY shall have the exclusive right to advertising displayed on or upon the
Transit system 's buses and bus stop shelters . All advertising revenues
generated by the leasing of advertising space on or upon such buses and
shelters shall be payable to and retained by the CITY and applied to the
operations budget of the Transit System .
ARTICLE XIII : TRANSPORTATION ADVISORY COMMITTEE
1 . GENERAL -The CITY and PARTICIPANT agree to the continuance of
an Advisory Transportation Committee during the term of this Agreement,
and any renewals or extensions thereof. The Transportation Committee
shall consist of fourteen ( 14 ) members: two (2 ) members shall be City
Residents, two (2 ) members shall be residents of the Town of
Queensbury, and one ( 1 ) member shall be from each of the other
participating communities , i,e . Village of Fort Edward , Village of Hudson
Falls , Village of South Glens Falls , Village of Lake George, and Town of
Fort Edward , Town of Moreau , Town of Lake George , Town of Bolton ,
Town of Kingsbury and the Fourteenth member shall be a representative
from the New York State Department of Transportation . Said
Transportation Committee shall act in an advisory capacity to their
respective municipalities relating to the subject matter of this Agreement.
The Transportation Committee shall meet on a regular basis, but not less
than two times per year.
2 TROLLEY SERVICE — It is recognized that seasonal trolley transportation
Services shall be operated for the benefit of those Participants that make
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contributions toward that service. These Participants shall form the
primary advisory council for this mode of service .
ARTICLE XIV: MISCELLANEOUS PROVISIONS
1 Renewal of Agreement
This Agreement shall be renewed after the initial two-year term an a year to
year basis unless either party notifies the other in writing of its election to
terminate the Agreement 90 days in advance of the anniversary date of this
Agreement. Such written notice shall be signed by the Chief Executive
Officer or Corporation Counsel , and shall be delivered to the Office of the
Chief Executive Officer and to the Office of the Clerk of the other municipality.
2 Amendment
This Agreement may only be amended by the subsequent written agreement
of the Parties hereto duly executed by and through their respective
authorized representatives following approval by each of the Parties'
respective governing bodies and the satisfaction of all other legal
requirements as may relate thereto.
3 Entire Agreement
This Agreement represents the entire and integrated agreement among all of
the Parties and supersedes all prior negotiations, representations , or
agreements, with respect to its subject matter, either written or oral ,
4 Separabilitv
In the event that any portion , term , or provision of this Agreement shall be
finally determined to be void , unlawful , invalid or unenforceable, in whole or in
part, by any court or other tribunal having competent jurisdiction either at law
or pursuant to the terms of this Agreement, said determination shall not affect
or impair the validity or enforceability of the remaining provisions of this
Agreement.
5 Governing Law
Unless otherwise specified or provided , this Agreement shall be construed ,
governed , and enforceable in all its provisions under and in accordance with
the laws of the State of New York or, where supervening, the laws of the
United States of America .
6 Organizational Changes
The Capital District Transportation Authority (CDTA ) is currently in
discussions to begin servicing the area coverer} by this agreement. In the
event such public transit operating authority is granted to CDTA, this
agreement will become null and void . It is the understanding of all parties that
CDTA intends to enter into discussions with affected parties regarding the
maintenance of public transit service within the area covered by this
agreement.
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IN WITNESS WHEREOF , the Parties have executed this Agreement by
and through their respective authorized representatives effective the day and
year first above written .
CITY OF GLENS FALLS , NY TOWN OF QUEENSBURY, NY
By: By:
Bill Collins, Mayor John Shrough, Supervisor
Patyr 10 of 12
GREATER GLENS FALLS TRANSIT SYSTEM
Distribution of Service
Base Year Table 2023
MUNICIPALITY LOCAL SHARE
01 /01 /2023 — 12/31 /2023
City of Glens Fails $ 59,025
Town of Queensbury 613525
Village of Hudson Falls 6 ,842
Village of South Glens Falls 6.664
Village of Fort Edward 7, 928
Town of Moreau 51075
Town of Fort Edward 31665
Town of Lake George 9, 782
Village of Lake George 91782 ' ,
Town of Bolton 2 , 158
Town of Kingsbury 31664
$ 176, 110
� Includes contribution for Village Trolley local match
Page I 1 of 12
Appendix A
GREATER GLENS FALLS TRANSIT
Operating Budget and Assistance
Year 2023
A . 2023 Operating Budget $ 29279,4.4q
B . Farebox and Other Revenue ( Projected )
Farebox Revenue $200 .000
Interest Earnings 250
Other Programs 35,000
Advertising 207000
$ 255,250
C. Federal Operating Assistance $ 110463000
D_ NY State Transportation Operating
Assistance $ 795 ,000
E . Municipal Contributions $ 176 , 110
Reserve Contrib $ 7, 084
TOTAL REVENUES $ 21279,444
NOTE : Figures include revenues and expenses for trolley services
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