FIN 2020-02-10 Item 1B - Contract - ORCA Business Passports with King County Metro

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DocuSign Envelope ID: 2AD3F796-721447FA-941B-50EF046CB431 1111 W11115MI&I.- 'A 1 c1:2"i"I Agreement for Purchase of ORCA Business Cards and ORCA Business Passport Products THIS AGREEMENT (hereinafter, "Agreement") is made and entered into by and among City of Tukwila ('Business Account') and King County Metro ("Lead Agency") on behalf of the following agencies, individually referred to as the "Agency" and collectively as the "Agencies" in this Agreement. The Snohomish County Public Transportation Benefit Area ("Community Transit') The City of Everett ("Everett Transit') The King County Metro Transit Department ("King County Metro") The Kitsap County Public Transportation Benefit Area ("Kitsap Transit") Pierce County Public Transportation Benefit Area Corporation ("Pierce Transit') The Central Puget Sound Regional Transit Authority ("Sound Transit") The Washington State Department of Transportation, Ferries Division ("Washington State Ferries") IN CONSIDERATION of the mutual covenants contained herein, the sufficiency of which is hereby acknowledged, the Parties agree as follows: 1.0 PURPOSE 1.1 This Agreement establishes the terms under which certain fare payment -related services, referred to herein as "ORCA Services," will be provided to the Business Account, including but not limited to the prices and terms under which the Business Account may purchase and distribute ORCA Business Cards loaded with a Business Passport Product to its Eligible Business Cardholders. Such ORCA Business Cards may be used to access certain Transportation Services of the Agencies. The specific ridership privileges applicable to the Business Passport Product provided under this Agreement are specified in Attachment 1, Products, Pricing and Terms, which is incorporated in this Agreement by this reference, and are subject to Sections 6 and 17 below. 1.2 Attachment 1 also establishes the terms under which specific optional products and services (e.g. use of an ORCA Business Card on vanpool; a guaranteed ride home program), if any, shall be provided by one or more individual Agencies. 1.3 This Agreement also enables the Business Account to purchase Business Choice Products from the Agencies, via the Business Account Website, at the prices and terms in effect at the time of purchase. 1.4 The Business Account understands and agrees that this Agreement applies to its use of ORCA Services including, but not limited to, its purchase of ORCA Business Cards and ORCA Products. This Agreement does not constitute a contract for transportation services. The Agencies have no obligation to the Business Account or any other entity or person to provide any particular level, frequency or routing of transportation service. 2.0 TERM OF AGREEMENT AND CONTACT PERSONS 2.1 This Agreement shall take effect upon the effective date specified in Attachment 1. Unless terminated in accordance with Section 13, this Agreement shall expire on the last day of the Program Term specified in Attachment 1, or an Amended Attachment 1 that has been signed by a person authorized to bind the Business Account. 2.2 The Business Account shall designate a Primary Contact Person in Attachment 2, Designated Representatives, which is incorporated in this Agreement by this reference. This Primary Contact Person shall be ORCA Passport Agreement City of Tukwila - BAID: January 1, 2020 - December 31, 2020 Page 1 of 23 K