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MEMORANDUM OF UNDERSTANDING FOR CITY/UNIVERSITY PARKING PROGRAM BETWEEN UNIVERSITY OF IDAHO AND CITY OF MOSCOW, IDAHO THIS MEMORANDUM OF UNDERSTANDING FOR CITY/UNIVERSITY PARKING PROGRAM (hereinafter "MOU") is made by and between City Of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "CITY"), and The Regents Of The University Of Idaho, a public corporation, state educational institution and body politic and corporate organized and existing under the Constitution and laws of the State of Idaho, P 0 Box 443168, Moscow, Idaho, 83844-3168, (hereinafter ''UNIVERSITY''). WHEREAS, CITY and UNIVERSITY are interested in continuing the CITY /UNIVERSITY Parking Program to allow UNIVERSITY to provide parking enforcement services for CITY on ce11ain CITY streets and public rights-of-way as identified on the attached map; and WHEREAS, Moscow City Council has taken action allowing UNIVERSITY to enforce parking regulations of ce11ain CITY streets and public rights-of-way; THEREFORE, in consideration of the mutual promises below, CITY and UNIVERSITY agree as follows: 1.0 UNIVERSITY'S OBLIGATIONS 1.1 Scope of UNIVERSITY's Authority UNIVERSITY shall administer pennits and enforcement of UNIVERSITY parking program on CITY streets and public rights-of-way within the area in and around UNIVERSITY and as identified on the map incorporated as Attachment Upon mutual written agreement, CITY and UNIVERSITY may amend Attachment 1.2 UNIVERSITY's Parking Regulations UNIVERSITY's parking regulations, incorporated as Attachment detail UNIVERSITY's process and rules for enforcement, collection, and issuance of parking permits in the areas covered by this MOU. Pem1its issued by UNIVERSITY for CITY streets and public rights-of-way will be Purple, Blue and Red and such pem1it holders shall be subject to all UNIVERSITY parking regulations applicable to other UNIVERSITY permit holders, except as discussed hereinbelow. Upon mutual written agreement, CITY and UNIVERSITY may amend Attachment CITY or Moscow/UNIVERSITY or IDAIIO PARKING PROGRAM MEMORANDUM or UNOERSTANDINCi PAGE I OF6 2DD<6·lDD ---PAGE BREAK--- 1.2.1. Exemptions to the Purchase of Penn its The following vehicle and property owners or occupants are not required to purchase UNIVERSITY pennits in order to park in the Purple parking areas: 1.2.1.1 All properly marked Federal, State, and CITY vehicles on official business. 1.3 Dedicated CITY Streets UNIVERSITY acknowledges that this MOU is not intended to be construed in any way to void, limit or restrict CITY's jurisdiction, control, or authority over dedicated CITY streets or public rights-of-way. 1.4 Collections and Use of Revenue UNIVERSITY agrees to pay CITY twenty thousand dollars ($20,000) per year for use of CITY streets for UNIVERSITY parking. UNIVERSITY shall collect revenues associated with regulation and enforcement of the CITY /UNIVERSITY Parking Program, as described in this MOU, on dedicated CITY streets and public rights-of-way. UNIVERSITY agrees that revenues generated from parking enforcement encompassed by this MOU shall be specifically accounted for and used exclusively on public transportation or maintenance and improvement of CITY streets and public rights-of-way as directed by CITY. 1.5 Parking and Traffic Control Signs UNIVERSITY shall install and maintain traffic and parking control devices on designated CITY streets and public rights-of-way described in accordance with the Manual on Unifonn Traffic Control Devices and applicable State and local laws. CITY Director of Public Works shall approve regulatory traffic and parking devices on CITY streets and public rights-of way before being posted by UNIVERSITY. UNIVERSITY shall correct any inadequate or improper signage or markings at the direction of CITY Director of Public Works. 1.6 LIABILITY COVERAGE PROVISIONS 1.6.1. Each party to this MOU shall be responsible for the negligent acts or omissions of its own employees, officers, or agents in the perfonnance of this MOU. Neither party shall be considered the agent of the other and neither party assumes any responsibility to the other party for the consequences of any act or omission of any person, firm, or corporation not a party to this MOU. 1.6.2 Subject to the limits of liability specified in Idaho Code Sections 6-901 through 6-929, known as the Idaho Tort Claims Act, UNIVERSITY shall indemnify and hold CITY and its agents and assigns hannless from and/or against any and all claims, damages, and CITY OF Moscow/UNIVERSITY OF IDAHO PARKING PROGRAM MEMORANDUM OF UNDERSTANDING PAGE2 OF6 ---PAGE BREAK--- liabilities (including reasonable attorney's fees) that may be suffered or incurred and that mise as a direct result of and which are caused by UNIVERSITY's performance under this MOU. I .6.3 Indemnitee shall notify the University of Idaho, Attn: Risk Management Officer, P 0 Box 443162, Moscow, Idaho, 83 844-3162, of any such claim of which it has knowledge and shall cooperate fully with UNIVERSITY or its representatives in the defense of the same. 1.6.4 UNIVERSITY's liability coverage is provided through a self-funded liability program administered by the State of Idaho Office of Insurance Management. Limits of liability, and this indemnification, are five hundred thousand dollars ($500,000) Combined Single Limits, which amount is UNIVERSITY's limit of liability under the Idaho Tort Claims Act. 1.6.5 UNIVERSITY shall indemnify, defend and hold CITY and the State of Idaho harmless from and against any and all claims, losses, damages, injuries, liabilities and all costs, including attorneys fees, court costs and expenses and liabilities incurred in or from any such claim, arising from any breach or default in the performance of any obligation on UNIVERSITY's part to be performed under the terms of this MOU, or arising from a11y act, negligence or the failure to act of UNIVERSITY, or any of its agents, subcontractors, employees, invitees or guests. UNIVERSITY, upon notice from CITY, shall defend CITY at UNIVERSITY's expense by counsel reasonably satisfactory to CITY. UNIVERSITY, as a material part of the consideration of CITY, hereby waives all claims in respect thereof against CITY. 1. 7 Reporting Obligations 1. 7.1 UNIVERSITY shall provide a report to CITY of any such claim of which it has knowledge, and shall cooperate fully with CITY or its representatives in the defense of the same. 1. 7.2 UNIVERSITY shall provide an annual report to CITY summarizing the following: number of parking permits sold for CITY streets and public rights-of-way; revenue from permits sold for CITY streets and public rights-of-way; revenue generated from collection of citations for CITY streets and public rights-of-way; total citations issued on CITY streets and public rights-of-way by University, total citations dismissed or voided, total collected/paid citations and total of citation revenue collected (*this amount is estimated based on assumed amount collected for that year. CITY oF Moscow/UNIVERSITY OF IDAHO PARKING PROGRAM MEMORANDUM OF UNDERSTANDING PAGE3 OF6 ---PAGE BREAK--- 2.0 CITY'S OBLIGATIONS Grant of Authority UNIVERSITY employees are hereby granted the authority to issue pennits and citations and to enforce UNIVERSITY parking regulations on all CITY streets and public rights-of-way shown on Attachment in the same manner as it does for all other parking areas regulated by UNIVERSITY. 3.0 GENERAL TERMS 3.1 Additional Acts Except as otherwise provided herein, the parties to this MOU shall perfonn, execute and/or deliver or cause to be performed, executed and/or delivered any and all such further acts and assurances as any party to this MOU may reasonably require to execute the promises in this MOU. 3.2 Notices Any notice under this MOU shall be in writing and be delivered in person or by public or private courier services (including U.S. Postal Service Express Mail) or certified mail with return receipt requested or by facsimile. All notices shall be addressed to the parties at the following addresses or at such other addresses as the parties may from time to time direct in writing: UNIVERSITY: Copy to Liaison: CITY: Vice President for Finance and Administration University of Idaho P 0 Box 443168 Moscow, ID 83844-3168 Phone: (208) 885-6174 FAX: (208) 885-5504 A VP Auxiliary Services Wallace Complex P 0 Box 442014 Moscow, ID 83844-2014 Phone: (208) 885-5500 FAX: (208) 885-5904 Director of Public Works CITY ofMoscow P 0 Box 9203 Moscow, 10 83843-1703 Phone: (208) 883-7028 FAX: (208) 883-7033 CITY or Moscow/UNIVERSITY or- IDAHO PARKING PROGRAM MEMORANDUM OF UNDERSTANDING PAGE40F6 ---PAGE BREAK--- 3.3 Term The term of this MOU shall commence on the date it is executed by both parties and extend for 5 years. This Agreement shall renew annually unless notification of tem1ination is provided subject to paragraph 3.4, Tennination. 3.4 Tennination Either party may tenninate this MOU by providing written notice one year in advance of the proposed tennination. Such notice shall occur by June 1st in the year prior to the termination date. 3.5 Modification This MOU may be modified or amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. 3.6 Headings The headings contained in this MOU are for reference purposes only and shall not in any way affect the meaning or interpretation hereof. 3.7 Entity Authority Each individual executing this MOU on behalf of a party hereto represents and warrants that he or she is duly authorized to execute and deliver this MOU on behalf of said party in accordance with duly adopted organizational documents or agreement and, if appropriate, a Resolution of the party, and that this MOU is binding upon said party in accordance with its tenns. UNIVERSITY Christopher ohnson Director, Contracts CITY Of Moscow/UNIVERSITY Of IDAHO PARKING PROGRAM M OF UNDERS'I ANDING CITY City of Moscow PAGE 5 OF 6