HomeMy WebLinkAbout2024-022 Agrnt - RVTDRV TD
3200 Crater Lake Ave
Medfor3200 Crater Lake Ave
Medford, OR 97504
(541) 779-5821
Fax (541) 773-2877
THIS MERCHANT AGREEMENT ("Agreement") Is made and entered Into as of this 4/10/2024
, by and between Rogue Valley Transportation District ("RVTD") and the City of
Ashland.
1. Work and/or Service to be Provided
All goods and/or services provided hereunder shall In all respects comply with the description of
services as outlined in the "Scope of Work", labeled Exhibit A, which is attached to and
Incorporated herein.
2. Term of Agreement
The services which are being procured herein shall be effective from this point forward upon
execution of this agreement and shall remain enforced until agreement is terminated.
3. Compensation and Payment
The City of Ashland shall compensate RVTD for all completed services pursuant to this
agreement as per terms of the attached Payment Schedule and based on all applicable items
listed in this agreement In reference to what is considered a sale. Invoice Information will be
obtained from the City of Ashland Umo Merchant Portal (Reseller Account) monthly based on
the fare that was sold or distributed for the month by the Merchant and billed to the City of
Ashland accordingly. Invoices are to be paid in full. The merchant will review the invoice
statements and promptly notify RVTD Accounts Receivable if there Is a discrepancy. RVTD
Accounts Receivable can be contacted at accountsreceivable@rvtd.org
4. Designated Merchant Manager and Managing Merchant Users
The Merchant designates [Designated Merchant Manager's Full Name, Email] as the designated
Merchant Manager responsible for managing and overseeing the addition or removal of
Merchant Portal Users on the Merchant Reseller Account.
(a) The designated Merchant Manager shall be the sole authorized individual to request
the addition of new Merchant Portal Users to the Merchant Reseller Account.
(b) The designated Merchant Manager shall also be responsible for notifying RVTD
promptly when a Merchant Portal User needs to be removed from the Merchants
Reseller Account. This includes Instances where a Merchant Portal User is no longer
employed by the Merchant or for any other reason necessitating removal.
S. Termination
RVTD reserves the right to stop its relationship with the merchant at any given time with or
without any reason.
It Is understood and agreed, however, in the event that RVTD has evidence that the City of
Ashland is in default upon any of its obligations hereunder, RVTD shall be entitled to either
suspend the agreement until an acceptable remedy Is established, or to terminate the
agreement,
The City of Ashland reserves the rights to stop its relationship with RVTD at any given time with
or without any reason, however notice must be given in writing and the City of is to receive a
written acknowledgment by RVTD that the notice has been received.
6. Acceptance of Llablilty
The City of Ashland and all Its principals accept full liability for any losses that RVTD sustains as a
result of Ashland Senior Center's actions or non-compliance such as but not limited to the City
of Ashland allowing non -approved creation of Reduced Fare, Youth Fare, or Valley Lift fare
Types.
7. Indemnification
To the extent provided under ORS 30.260-30.330 (Oregon Tort Claims Act), the City of Ashland
agrees to Indemnify and hold harmless RVTD, Its affiliates, and Its respective officers, directors,
agents and employees from any and all claims, demands, losses, causes of action, damage,
lawsuits, judgments, including attorney's fees and costs, arising out of, or relating to, the City of
Ashland services under this Agreement. This provision shall survive the duration of this
Agreement.
The City of Ashland agrees to defend against any and all claims, demands, causes of action,
lawsuits, and/or judgments arising out of, or relating to, the City of Ashland's services under this
Agreement, unless expressly stated otherwise by RVTD, in writing.
THIS AGREEMENT Is executed by the parties hereto as evidence of their agreement to the terms
and conditions as referenced above and the provisions of any exhibits which are incorporated
Into said Agreement.
Rogue Valley Transportation District The City of Ashland
Julie Brown, General Manager Works D rector
Date AI/15� /� aa?s� Date A. iL24