Loading...
HomeMy WebLinkAboutReso 1979-9692Revised 7-2.5-79 ,, RESOLUTION NO. 9692 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA AWARDING CONTRACT AND APPROVING AGREEMENT BETWEEN COMMUNITY TRANSIT SERVICES AND THE CITY OF CHULA VISTA FOR MANAGEMENT AND OPERATION OF SPECIALIZED TRANSPORTATION SYSTEM (HANDYTRAN5) FOR CHULA VISTA ELDERLY AND/OR HANDICAPPED, AND AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT The City Council of the City of Chula Vista does hereby esolve as follows: WHEREAS, requests for proposals for management and peration of Chula Vista's proposed specialized transportation ervice (Handytrans) for area elderly and/or handicapped were sent ut to 45 private and public transportation providers in Southern alifornia, and WHEREAS, four bids were received by staff and one was ~ "No Bid" and after detailed discussions with the remaining >idders regarding project operation and required equipment, the Following revised bids were received: Mac's Hack $171,604 Chula Vista, CA. Community Transit Services $172,171 (CTS) Anaheim, CA. Taylor Bus Service $138,165 Anaheim, CA. WHEREAS, based upon written responses to the RFP, oral terviews and reference checks, it has been recommended that uncil award the Handytrans contract to Community Transit Services. NOW, THEREFORE, BE IT RESOLVED that the City Council of he City of Chula Vista does hereby award the contract for manage- ent and operation of specialized transportation system (Handytrans) or Chula Vista elderly and/or handicapped to Community Transit ervices. BE IT FURTHER RESOLVED that that certain agreement etween the City of Chula Vista and Community Transit Services or Handytrans, dated the 24th day of July , 1979, a copy f which is attached hereto and incorporated erein by reference s if set forth in full be, and the same is hereby approved. BE IT FURTHER RESOLVED that the Mayor of the City of hula Vista be, and he is hereby authorized and directed to xecute said agreement for and on behalf of the City of Chula ista. resented by Approved as to form by ,`D _ ' ~. J. R ens, e e Zent George D Lindberg, City Attor 'ervices Administrator ADOPTED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF CHULA V STA, CALIFORNIA, this 24th day of July , 197 9 , by the following vote, to-wit: AYES: NAYES: ABSTAIN ABSENT: Counei Zmen Scott, Gillow, Cox, Hyde, McCandliss Counei Zmen None Counei Zmen None Counei Zmen None LJ,:z~e ~ ~ Mayor of the City of Chula Vista ATTEST ,~.i ~wy- v - v -- Deputy City Clerk STATE F CALIFORNIA ) COUNTY OF SAN DIEGO ) ss. CITY 0 CHULA VISTA ) I, JANE A. DIEDRICHS, DEPUTY CITY CLERK of the City of Chula Vista, CaZifo nia, DO HEREBY CERTIFY that .-the above and foregoing is a full, true and co reet copy of and that t e same has not been amended or repealed. DATED Deputy City Clerk -660 (a (SEAL) ~~ 2 ~. w r .~ AGREEMENT THIS AGREEMENT is made this 24th day of July, 1979, by nd between the CITY OF CHULA VISTA, hereinafter referred to s "City," and COMMUNITY TRANSIT SERVICES INC., hereinafter eferred to as "M&O (Management and Operations). WITNESSETH: WHEREAS, M&O has the management and technical personnel, pertise, and other assets useful for the support of City's ansportation project; and WHEREAS, City is desirous of obtaining such services or said project; and WHEREAS, M&0 is desirous of providing such service; NOW THEREFORE, in consideration of the foregoing recital nd covenants and agreements of each of the parties herein et forth, the parties hereto do agree as follows: 1. Purpose: City hereby contracts with M&O to provide ransportation management and operations services upon the erms and conditions hereinafter set forth. 2. Scope of Work: M&O will provide the services to be rendered as set forth in Exhibit "A" (Request for Proposal - RFP) attached hereto and by reference incorporated herein and made a part hereof. If there is any variance between the scope of work as stated in this agreement and the RFP, the terms of this agreement will be adhered to by City and 3. Time Period: The term of this agreement shall be from October 8, 1979, to October 18, 1980, inclusive. M&O shall commence service operations of City's transportation project on October 22, 1979, and continue operation through October 18, 1980, within the budget defined under the heading "Maximum Obligation." Time period may be modified depending upon vehicle availability but, in any event, the contract shall be for a 54 week period (52 weeks for management and operations and two weeks for startup and training). 4. Maximum Obligation: City agrees to pay M&0 in consideration for its services described herein. The maximum price to be paid by City to M&0 shall not exceed $172,171.00. The cost shall not exceed $159,169.00 and the fixed fee, $13,002.00, for a total maximum obligation of $172,171.00. q6y PAGE ?. A breakdown of the budget is set orth in Exhibit "B" (Breakdown of Estimated Costs). 5. Price Formula: This Agreement shall be a cost- plus-fixed-fee type based on the following formula: cost equals direct labor, plus fifty (50) percent overhead and fringe benefits, plus direct-charge purchases, plus travel and living allowance expenses. Foe shall be ten (10) percent of_ cost, less the vehicle lease costs. Price shall be cost plus fee. No additional markup or handling charges shall be added . M&0 shall receive payment for allowable costs, as outlined below, for the performance of the work under this Agreement. Allowable costs are the direct and indirect costs incurred in or allocable to the performance of the services under this Agreement. These allowable costs shall include the following: (a) Diretit Labor: M&0 shall be compensated for the services of those personnel employed a.s required in the performance of the Agreement on the basis of actual salaries of record paid to said personnel, without markup, for the time such personnel are utilized in connection with the work necessary to fulfill the terms of this Agreement. (b) Direct-Charge Purchases: The cost of other material and services as may be required hereunder but which are not normally provided as part of the overhead of M&0 shall be reimbursed to MS~O. Such other material and services may include, but not be limited to, the following: maps and charts; bus washing and cleaning supplies; uniforms; report reproduction; dispatch office supplies; equipment maintenance; maintenance parts and supplies; tires; lubricants; project telephones; and repairs due to accidents. (c) Travel and Living Allowances: M&0 shall pay and City shall reimburse M&0 for actual costs for travel expenses and living allowance where such expenses are directly related to the performance of this Agreement. M&0 shall be reimbursed for transportation costs not co exceed the cost of travel by the most direct, economical i^oute. Transportation~b p~r,~i,(vate automobile shal]_ be reimbursed at the rate of 5~ew'"~~".."(,cents (50.~?'~per mils in lieu of actual costs incurred by M&0's personnel. (dl Overhead and Fringe Benefits: In addition to the payments as 'zereinbefore provided, City agrees to pay MS~O a prorat.~d portion of the overhead costs incurred by M&0 during the term of this Agreement. This overhead includes such items as sacial security, unemployment insurance, licenses, severance and termination, indirect labor, c~b92 PAGE ?, relocation, vacations, holidays, postage, dues and seminars, legal, accounting, business permits, safety awards, bonuses, Workers' Compensation, fidelity bonding, group medical insurance, OSHA, general insurance, indirect travel, bank charges, sick pay, etc. M&O shall provide dispatch office facilities, radios and vehicles (as specified in RFP) , garage and parking facilities, .f.uel, and vehicle and radio maintenance, for which M&O shall pay directly to the supplier. ~. Invoices: M&0 shall submit monthly invoices to City. Labor costs shall be directly traceable and supported by the weekly bank payroll-check listing and/or time cards, copies of which shall be attached to the invoice. The overhead rats and fee defined under. the heading "Price Formula" shall be added to the direct wages of the employees. Other direct charges including direct-charge purchased items and expenses shall be billed with charges directly traceable to receipts, bills, etc., copies of which shall be attached. 7. Payment: All payments by City shall be made in arrears, after the service has been provided. Payment shall be made by City no more than forty-five (45) days from City's receipt of invoice. City has the right to withhold payment or because of later discovered evidence, nullify any certificate for payment to M&~O, when in the opinion of the City, expressed in writing to M&0: a) M&O performance, in whole or in part, either has not been caried out or is insufficiently documented; b) M&O has neglected, failed or refused to furnish information or refused to cooperate with any inspection, review or audit of its program, work, or records; c) M&0 has failed to sufficiently itemize or document its invoices for payment. IE City disputes any items on an invoice for a reasonable cause, City may deduct that disputed item from the payment, but shall not delay payment f_or the undisputed portions. The amounts and reasons for such deletions shall b' documented to M&0 within thirty (~0) working days after receipt of invoice to City. City shall assign a sequential reference number to each deletion. Payments shall be by voucher or check payable to and mailed first class to: Accounts Receivable COMMUNITY T:2-'~NSIT SERVICES, INC. ?_1?_1 West Crescent Avenue, Suite D Anaheim, C.A 92801 46ez PAGE City has the right to withhold 250 of last payment until 15 days after completion of contra~:t: subject to City's review of M&0 adherence to all contractual requirements. 8. Operating Revenues: Fares collected are the responsibility of M&0. Fares shall be deposited by M~0 with the City at least once each ~f~eelc. Reports on tha rev enuos collected znd deposited shall be provided to City on a -nonthly basis by the 15th day following the month during which the service was performed by M&0. 9. Charter Services: Charter services will be provided by M&0 upon request by City's authorized employees as follows: (?) When charter-services fall entirely within normal service hours and City directs that normal operating personnel should be used to provide the ciZarter service, such service will be provided at the regular cost as defined in the "price Formula" but at the expense of a lower level of service for normal operations. Such charter services are considered a part of this Agreement. (b) Charter services outside normal operating hours and charter services within but in addition to normal operation shall be considered extra services. The costs will be determined on an individual-trip basis at the regular cost as defined in the "Price Formula" and billed separately from this contract, and shall be treated as a change to this Agreement as defined under "Changes," and shall b-a in excass of the maximum Arica defined in the "Maximum Obligati.on," M&O's charter service rate shall be $28.35/hr . 1~. Control: (a) All services to be rendered by M&0 under. this Agreement shall be subject to the control of City, M&0 shalt advise City of matters of importance and make recommendations when appropriate; however, final authority shall rest with City, (b) City shall not interfere with the management of M•k0's normal internal business affairs and shall not attempt Y_o c9irectly discipline or terminate M&0 employees. City m~.y advise M&0 of any employee's inadequate performance which has a negative effect on the service being provided, and ?~&0 shall talca prompt action to remedy the situation. In e:~ctrerne cases, City may demand removal of an M&0 ernployae . 11. '~anagement: During the Corm of this Agreement, M&0 shall provide sufficient exer.u`ive and administrative X69 PAGE 5 personnel as shall be necessary and required to perform its duties and obligations under the terms hereof. 1?. Medical Assistance to Passengers: M&0's employees shall not be required to perform any medical or quasi- medical functions for passengers. In the event of illness on board a vehicle, the driver shall advise the dispatcher by radio and may proceed immediately to a medical facility for help. 1.3. Uniforms: M&J shal'_ purchase uniforms for employees and shall require the employees to wear them. The design, type, and logo of the uniforms shall be subject to City's approval . 14. Changes: In tha went City orders changes from the list of work shown in F,~~t~ibit "A" (RFP) or for other causes orders additional M&C work not contemplated hereunder, additional com pensation shall be allowed for such extra work according to tha !nethod defined under the heading "Price For.mula." City shall promptly notify M&0 in writing by change order of all changes in scope. Change order shall specify a cost limit or shall be subject to subsequent negotiation. 15. Renewals: The parties to this cor~tr~~ct shall meet at least sixty (~0) days before the expiration date of this agreement to notify the other party of its intention to renew the contract for some additional time period. The negotiated renewal agreement must be executed thirty (30) days prior to the end of the contract year, otherwise, should the City decide to continue operation of the system, eligible operators will be asked to bid on the contract. 15. Qualification for Future Contracts: As a result of having entered into this Agreement, M&0 shall not be inhibited, penalized, or disqualified from bidding subsequent transportaL-ion management and operation programs under t11e jurisdiction of City. 17. Succession: M&0 and City shall not assign, transfer, convey or sublet or otherwise dispose of the contract rights, titles or interests in or to the same, or any part thereof without the previous consent in writing of t~Ze other party. 18. Disputes: (a) Any controversy or claim arising out of or relating to the provisions of this Agreement, or the breach thereof, shall be settled by arbitration at the election of either party in accordance with the Rules of the American Arbitration Association at Los Angeles, CA and judgment upon c~~$z PAGE ~, the award rendered by the arbitrators may be entered in any court having jur. isdic:tion thereof. (b) The Federal Procurement Regulations sha7.l be used where applicable to define, resolve, and settle procurement issues. 19. Stop Work: City may stop work on City`s transportation system upon forty-eight (~8) hours written notice to M&0. pity shall be liable for all relevant costs incurred prior to the stop-work period and for restart, if_ any. City shall be obligated for the costs including severance for personnel assigned to City's transportation system for a period not to exceed four (4) weeks after the stop work goes into effect. M&0 shall make all reasonable efforts to minimize costs to City. ?.0. Termination: (a) The City or M&0 may terminate the contract upon a finding that the other party has not carried out the terms as set forth in the contract or has otherwise failed to comply with the provisions of_ the contract. Termination shall be by written notice specifying the reasons for termination and giving the other party thirty (30) days to correct the default. If the City files for termination, the City shall be the sole judge as to whether M&0°s corrective measures are adequate. (b) The contract may also be terminated if the City and M&0 agree that continuation of t'ne system would not produce beneficial results commensurate with the further expenditure of funds. (c) If this Agreement is terminted by City subject to conditions listed in (a) and (b) above, the City shall be liable for costs and a prorate of the fee as specified under the heading "Price Formula" accrued to date of termination and for all other termination costs. In the event the Agreement is terminat-od, all pertinent data prepared for the project shall be made available to City without additional cost. (d) In the event City is delinquent in paying M&0 as stated in ~~7, by more than fifteen (15) calendar days and has received a statement by certified mail of the delinquency from M&0, then M&0 may serve, by certified mail, a notice of its intent to suspend operations at least severe (7) calendar days subs--~quent to the receipt of note..^e by City, If City does not correct the delinquency or if the parties do not agree to arbitrate the dispute under the provisions of this Agreement, then M&0 may suspend op~~r~tions without further notice or penalty on the date indicated by the notice. ~?6 9 PAGE 7 (e) Stipulations of termination shall not be ' withstanding the provisions of paragraph #? of this Agreement . 21. Communications: All notices hereunder and communications with respect to this Agreement shall be effective upon the mailing thereof by registered or certified mail, return receipt requested, and postag e prepaid to the persons named below: If to M&0: Contract Administrator COMMUNITY TRANSIT SERVICES, INC. Suite D 2121 West Crescent Avenue Ana~heF"im, CA 92801 With c o py t o : Wee"' President , O~e~-~e~ COMMUNITY TRANSIT SERVICES, INC. Suite D 2.121 West Crescent Avenue Anaheim, CA 92801 If to City: Transit Coordinator CITY OF CHULA VISTA 276 Fourth Avenue Chula Vista, CA 92010 2~. Information and Documents: All information, data, reports, records, maps, survey results as are existing, available, and necessary for carrvinq out the work as outlined in Exhibit "A" hereof, shall be furnished to M&0 without charge by City, and City shall cooperate in every way possible in the carrying out of the work without undue delay. 23. Proprietary Rights: All inventions, improvements, discoveries, proprietary rights, patents, and copyright made by M&0 under this Agreement shall be with no royalties, charges, or other owned by M&0. All manuals prepared Agreement shall be made available to shall be owned by M&0 and shall not released by City or City's represent made available to City costs, but shall be by M&0 under this City at no charge but be copied , disclosed , or ative or participating organization without prior written consent of M&0. Reports are excluded from this provision, and shall be owned by City. M&0, however, shall have the right to print and issue copies of these reports. M&0 may make presentations and releases relating to the project. Papers and other formal publications shall be approved by City before they are released. gb9iz PAGE 8 2~. Force Majeure: (a) M&0 shall not be held responsible for losses, delays, failure to perform, or excess costs caused by events beyond the control of M&0. Such events may include, but are not restricted Y_o, the following: Acts of God; fire, epidemics, earthquake, flood, or other natural disaster; acts of the government; riots, strikes, war, or civil disorder; unavailability of fuel. (b) The Agreement shall be subject to immediate renegotiation for an equivalent price increase and/or red uction in scope in the event that the inflation rate, as measured by the San Diego Standard Metropolitan Statistical Area Cost of Living Index, exceeds a rate of ten (10) percent per year, only after six (~) months of M&0 service provision under this Agreement has expired. (c) The Agreement shall be subject to immediate renegotiation for an equivalent price decrease should the City reduce the scope of work and/or provide services and/or equipment necessary to accomplish the project. 25. Shortages and Delays: In the event that City fails to provide or delays providing items as herein provided, in the number and size required, then M&0 shall not be responsible for any delays or resulting decline in the quality of service. 2~. Emergency Procedures: In the event of a major emergency such as an earthquake, dam failure, or manmade catastrophe, M&0 shall make transportation and communication resources available to the degree possible for emergency assistance. If the normal line of direct authority from City is intact, M&0 shall follow instruction of City. M&0 must attempt to contact responsible City officials and if contact cannot reasonably be made, M&0 shall make best use of transportation resources following to the degree possible the cirection of the City. Emerg ency uses of transportation ma.y include evacuation, transportation of injured, and movement of people to food and shelter. M&0 shall be reimbursed in accordance with the normal "Price Formula" and "Payment" or, if the normal method does not cover the types of emergency services involved, then on the basis of fair, equitable, and prompt reimbursement of M&0's actual costs. Reimbursement for such emergency services, only undertaken under direction of_ the City, shall be over and above "Maximum Obligation" of this contract. Immediately after the emergency condition ceases, M&0 shall reinstitute normal transportation services. 27. Audit: M&0 shall permit the authorized representatives of City, the San Diego Metropolitan Transit Development Board, the San Diego Comprehensive Planning Organization, the State, and the U. S. Department of Gb 9 PAGE 9 Transportation, and the Comptroller General of the United States to inspect and audit all data and records of the contractor relating to performance under this Agreement. M&0 operates on a four-four-five week accounting cycle which is acceptable to City. 23. Transportation Data Reporting: M&0 shall report transportation data to City in accordance with Level C of the Uniform Financial Accounting and Reporting Elements (FARE) as required under Section 15 of the Urban Mass Transportation Act of 1964 as amended and the California Public Utilities Code, Chapter 4, Section 99?.43. M&0 shall also prepare the operating records as set forth in Exhibit A (listed uner responsibilities of contractor). 29. Licenses: A license and a Certificate of Public Convenience and Necessity to operate in accordance with this Agreement are hereby granted to M&0. Any franchise or business license fees that City might ordinarily require for operation in accordance with this Agreement are hereby expressly waived by City. 3Q. Workers' Compensation: M&0 certifies that it is aware of the provisions of the Labor Code of the State of California which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and it certifies that it will comply with such provisions before commencing the performance of the work of this Agreement. 31. General Insurance: Throughout the term of this Agreement, M&O shall procure and maintain a Five Million Dollar (55,000,000) general business liability and umbrella insurance policy. M&0 shall name City and State as additional insureds on this policy and shall provide City with a copy. The policy or certificate shall not be cancelled or altered without giving City thirty (30) days written notice of such cancellation or alteration. 32. Vehicle Insurance: (a) M&0 shall take out and maintain during the life of this contract such public liability and property damage insurance covering the four vehicles to be used in this operation as to protect the City, its elective and appointive boards, officers, agents and employees, from claims or damages for personal injury including death, as well as claims f_or property damage which may arise from M&0's or any subcontractor's operations under this contract, whether such operations be by M&0 or by any subcontractor or anyone directly or indirectly employed by either M&0 or any other subcontractor. M&0 shall provide comprehensive r~6el z PAGE 10 automotive liability in single limit and bodily liability. Coverage wi comprehensive, fire and $1,000 deductible. M&0 deductible. the amount of $1,000,000 combined injury and property damage 11 also include automobile theft and automobile collision with will be responsible for paying the (b) M&0 shall submit to the City evidence of having obtained the required insurance in the form of a Certificate of Insurance. The certificate shall state that the entities named on Exhibit A, Item ~.(', are included as additional insureds. The certificate shall also provide that the City will be given thirty (30) days written notice of any modification, cancellation or expiration of insurance coverage. 33. Fidelity Bond: During the period of time this Agreement shall be in effect, M&0 shall cause its staff personnel to be covered under an appropriate bond protecting City from employee theft up to the amount of Fifty Thousand Dollars ($50,000) with respect to any one occurrence by M&0 employees. 34. Nondiscrimination: (a) In connection with the execution of this Agreement, M&0 shall not discriminate against any employee or applicant for employment because of age, race, religion, color, sex, or national origin. M&0 shall take affirmative actions to insure that applicants are employed, and that employees are treated during their employment, without regard to their age, race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following : employment, upgrad ing , demotions or transfer; recruitment or recruitment advertising; layoff or termination; rate of pay or other forms of compensation; and seJ_ection for training, including apprenticeship. (b) M&0 shall also comply with the requirements of Title VI of the Civil Rights Act of 1954 (P.L. 85-352) and with all applicable regulations, statutes, laws, etc., promulgated pursuant to the civil rights acts of the state and federal government now in existence or hereafter enacted. Further, M&0 shall also comply with the provisions of Section 1735 of the California Labor Code. 35. Minority Business Enterprise: In connection with the performance of this contract, M&0 will cooperate with City in meeting City's commitments and goals with regard to the maximum utilization of minority business enterprises and will use its best efforts to insure that minority business enterprises shall have the maximum practicab)..e opportunity to compete for subcontract work under this contract. 3i. Cross-Hiring of Employees, Officers, Members: ~~~j2 PAGE 11 (a) During the term of this Agreement, M&O shall not hire any supervisory employee of City, or former supervisory employee of City without prior written approval of City. City shall not hire any employee or former employee of M&0 without prior approval of M&0. Only former employees who have terminated their employment with one of the parties within a year prior period shall be a "former employee" or a "former supervisory employee" as referrd to above . (b) During the the term of this Agreement, neither party shall hire a.ny present or former officer, shareholder, or member of the other party without the express written approval of the other party. (c) After the expiration or termination of this Agreement, City or M&0's successor, shall be permitted to hire any M&0 employee previously employed on this program. At that time, in hiring an M&0 employee or a former M&0 employee, City shall insure and require that employment process fairly treat the ex-M&0 employee as a member of the general public with no discrimination, no waiver of job advertising, no consideration of M&O employee's seniority, and no other privilege different from that accorded to members of the general public. 37. Interest of Members of or Delegates to Congress: No member of or delegate to the Congress of the United States shall be admitted to any share or part of this contract or to any benefit arising therefrom. 3f3. Prohibited Interest: No member, officer, or employee of City during his/her tenure or one year thereafter shall have any interest, direct or indirect, in this contract or the proceeds thereof. 39. Conflict of Transportation Interests: M&0 shall not divert any revenues, passengers, or other business from City's project to any taxi or other transportation operation of M&0. 40. Transfer of Title to Equipment: Equipment and supplies purchased by M&O as a direct-charge item in connection with the performance of this Agreement shall become the property of City upon payment of invoice for that equipment and supplies submitted by M&0. 41. Headings: The headings or titles to sections of this Agreement are not part of the Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement. ~ to R PAGE t 2 Q69 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective officers thereunto duly authorized on the date written below their signatures. CITY OF CHULA VISTA COMMUNITY TRANSIT SERVICES, INC. ' ~ Mayor T tle Date: July 24, 1979 ATTEST: ~E~ ~ - ~/~o~~~~ uty City Clerk v - r Date: ~1 "~"1 ~- Date : July 24, 1979 Date : 7 ~a Approved as to form: ,~~~~ , City A rney Date : July 24, 1979 EXHIBIT A Request For Proposal DEFINITION OF TERMS Whenever in the proposal or contract documents the following terms are used, the intent and meaning shall be interpreted as the following: OFFEROR: Firm submitting a proposal to operate City of Chula Vista elderly and handicapped transportation system. DAR: Dial--a-ride. CITY: The City of Chula Vista. CnNTRACTOR: The successful firm submitting a proposal to whom a contract is awarded. REP: Request f_or proposal. STATE: The State of California. PAYMENT Payment shall be made to the contractor on a monthly basis within fifteen (15) days following receipt by the City of appropriate invoices. No payments shall be made in advance of work performed unless approved by City Transit Coordinator. The City will pay 1000 of accepted and approved invoices for the first eleven months of the contract term within 15 days after receipt. The last month of the contract term, the City will pay 750 of accepted and approved invoices within 15 days after receipt and the final 25~ within thirty (30) days after receipt upon satisfaction that contractor is in compliance with all terms of the contract. PAYMENTS WITHHELD The City may withhold any payment, or because of later discovered evidence nullify any certificate for payment, to such extent and period of time only as may be necessary to protect the City from loss because of: 1. Claims filed or reasonable evidence indicating probable filing, or 2. Failure to properly pay subcontractors for material or labor, or PAGE 2 3. Reasonable doubt that the work can be completed for the balance then unpaid, or 4. Damage to another contract, or 5. Damage to the City other than damage due to delays. The City shall. use reasonable diligence to discover and report to the contractor, as the work progresses, the materials and labor which are not satisfactory to it, so as to avoid necessary trouble or cost to the contractor in making good any defective work. If the contractor at any time refuses or neglects without fault to the City or its agents, to supply sufficient materials or employees to fulfill his contractual obligations for a period of three (3) days or more after written notice thereof by the City, the City may furnish same and deduct reasonable expenses thereof from the contract. LIQUIDATED DAMAGES In the event that any scheduled service is not provided for reasons of equipment failure, operator failure or other reasons not beyond the control of the contractor, the contractor will provide for liquidated dam ages for categories of non-performance where actual dam ages are difficult or impossible to assess. Failure to provide the backup equipment necessary to avoid service interruption of over 30 minutes is subject to liquidated dam ages of $50 per occurrence and termination of the contract for three or more violations over five consecutive days of service. These liquidated damages will be assessed only after observation of the incident by one of the City's authorized monitors to be named later. Repeated offenses, unless they are for causes reasonably beyond control of the contractor, shall be cause for termination of the contract. INFRINGEMENT OF PATENTS The contractor will, at his own expense, defend all suits or proceedings instituted against the City or State and pay any award of dam ages assessed against the City or State in such suits or proceedings, insofar as the same are based on any claim that the materials or equipment, or any part thereof, or any tool, article or process used in the manufacture thereof constitutes an infringement of any patent of the United States provided the City gives to the contractor prompt notice in writing of the constitution of the suit or proceeding and permits the contractor through his legal counsel to defend the same and gives the contractor all ~q2 PAGE 3 (~4 needed information, assistance and authority to enable the contractor to do so. ASSIGNMENT The contractor shall not assign, transfer, convey or sublet or otherwise dispose of the contract rights, titles or interests in or to the same, or any part thereof, without previous consent in writing of the City. WITHDRAWAL OF PROPOSAL A proposal may be withdrawn by telegraph, by letter or in person by the offeror or an authorized representative. Withdrawal action of any type must be done before the date and time specified for opening of proposals. TERMINATION The term of the contract shall be for a period of one year from the beginning date of operation. The City or contractor may terminate the contract upon a finding that the other party has not carried out the terms as set forth in the contract or has otherwise failed to comply with the provisions of the contract. Termination shall be by written notice specifying the reasons for termination and giving the other party 30 days to correct the default. If the City files for termination, the City shall be the sole judge as to whether contractor's corrective measures are adequate. The contract may also be terminated if the City and the contractor agree that continuation of the system would not produce beneficial results commensurate with the further expenditure of funds. OPTION TO RENEW Each party to the contract must notify the other party 60 days prior to the end of the contract of its intention to renew the contract for some additional time period. There is the possibility that the City will be able to secure funds to continue operation of the system after the first year of operation. The negotiated renewal agreement must he executed 3~ days prior to the end of the contract year, otherwise, should the City decide to continue operation of the system, eligible operators will be asked to bid on the contract. NO EXCLUSIVE RIGH'T'S By awarding a contract, the City confers no special or exclusive right or interest in any service and no such rights shall accrue to the contractor as a result of the contract or exercise thereof. PAGE 4 REPRESENTATIONS AND CERTIFICATES 1. Review and Inspection of Records: The offeror shall permit the authorized representatives of the City of Chula Vista to inspect all data and records of offeror relating well as his performance under the contract. 2. Prohibited Interest: Offeror covenants that no present director, officer, member or employee of the City of Chula Vista, or for one year after his tenure in office, shall have any interest, direct or indirect, in any agreement resulting from this proposal. 3. Equal Employment Opportunity: If awarded an agreement resulting from this offer, offeror shall not discriminate against any employee or aplicant from employment because of race, religion, color, sex, or national origin. The offeror shall take affirmative action to insure that applicants are given equal opportunity of employment and that employees are treated during their employment, without regard to their race, religion, color, sex, or national origin. Such actions shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay, or other forms of compensation; and selection for training, including apprenticeship. 4. Minority Business Enterprise: If awarded an agreement resulting from this offer, offeror will cooperate with the City of Chula Vista in meeting commitments and goals with regard to the maximum utilization of minority business enterprises and will use its best efforts to insure that minority business enterprises shall. have the maximum practicable opportunity to compete for subcontract work under such contract. 5. Liability: If awarded an agreement resulting from this offer, offeror shall indemnify, keep and save harmless the City and State, their agents, officials and employees, against all suits or claims that may be based on any injury to persons or property and that may occur, or that may hae been alleged to have occurred, in the course of the performance of this contract by the contractor, whether or not it shall be claimed that the injury was caused through a negligent act qty PAGE 5 or omission of the contractor or his employees; and the contractor shall, at his own expense, defend any and all. such actions, and shall, at his own expense pay all charges of attorneys and all costs and other expenses arising therefrom or occurred in connection therewith; and if any judgment shall be rendered against the City or State in any such action, the contractor shall at his own expense, satisfy and discharge the same. The above will apply to all suits or claims, except a suit that is based on interference with exclusive franchise based on contract which the City will defend. ~~aZ CHULA VISTA ELDERLY & HANDICAPPED TRANSPORTATION SYSTEM SPECIFICATIONS Bidders shall adhere to all performance specifications listed herein which are intended to set forth the 1.eve1 of performance required by the City of Chula Vista for operation of an elderly and handicapped demand-responsive transportation system. I. Scope of Work It is the City's intent to provide the service described below. The description is given primarily for the bidder to be able to assess the work intended. Any demographic information is provided without any guarantee of its accuracy for the limited purpose of acquainting bidders with tYie service area. After the service begins, the City reserves the right to implement modifications as the demand dictates. The primary purpose of this one-year demonstration project is to investigate the feasibility, efficiency and cost effectiveness of providing centralized, coordinated transportation services for certified elderly and mobility impaired persons in the greater Chula Vista. area. This project will serve as a model transportation project in the State of California in attempting to coordinate transportation services under a centralized, public agency. A growing number of the area's social service agencies have assumed the responsibility of transporting their clients resulting in duplicate and inefficient resource investment. This project will create an alternative for these agencies and will develop techniques to successfully coordinate the transportation services of social service agencies through the City of Chula Vista. Service will also be extended to eligible persons who are not agency affiliated and it is anticipated that the overall mobility of the elderly and handicapped will be greatly increased. The City desires to contract for a curb-to-curb pick up and delivery service for certified elderly and mobility impaired (and their companions). The contractor shall provide the equipment as well as management, technical and operating personnel necessary to operate an elderly and handicapped transportation system in the many-to- many demand responsive mode. Management of the day-to- day operations of the system will be vested in the contractor. ~~9 PAGE 2 Eligible riders will be asked to call contractor at least ?_4 hours in advance to make a trip reservation. The contractor will arrange origin to destination transportation in a manner designed to accommodate the greatest number of passengers over the shortest feasible route. Dispatching of vehicles may take place with less than 24-hour reservation should time and availability permit. II. Service Area The project will be conducted in the general area of the City of Chula Vista with minor excursions into contiguous areas (see Chula Vista Transit map, following page) . The City may direct that semi- schedul.ed trips be made outside the service area after the start of project operations. Frequency of such service would be based on demand. The project will serve an area of approximately 20 square miles with an elderly and handicapped population of roughly 13,20(1. III. Days and Hours of Operation The proposed service will be available eight (8) hours per day (8:30 a.m, to 4:30 p.m.) five days per week (.Monday through Friday). The service will not operate on legal holidays which are designated to be New Year's Day, President's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving, and Christmas Day. The City anticipates expanding service as demand dictates within the contract period to include limited evening and Saturday service. Bids should only reflect an eight- hour operating day, five days per week service. IV. System Operation The DAR patrons will call in their requests for service at least 24 hours in advance of their requested trip to dispatching office by telephone. Patrons will be requested to give point of origin, point of destination, and number of persons in the party. Patrons will be advised of time of pick up. Contractor, by radio, will dispatch a vehicle to tY~e point where service is requested. Records shall be kept by contractor showing the time calls are received and the time vehicles arrive at the address to provide service. If additional call(s) on a demand basis are received for pick ups in the vicinity of the first call or near the routing of patrons in the vehicle, and capacity permits, vehicle shall deviate from routing to pick up additional passenger(s). Contractor shall do everything possible to avoid any undue delay of any patron, either at the point of pick up or enroute. Patrons shall not, however, have any control over the ~~ti • • PAGE 3 route selected. Pick up of patron shall occur sometime within three (3) minutes before the time indicated by the dispatcher and not more than seven (7) minutes after the scheduled pick up time. DAR vehicles shall not wait for the patrons more than two (2) minutes at any point after sounding horn. No animals may be transported by the system, except for seeing-eye dogs. System will transport patrons only within the service area. Drivers shall assist to a reasonable degree in the loading and unloading of elderly and handicapped passengers, parcels, and personal effects. Contractor's drivers shall report to the site Supervisor any hazardous public right--of-way conditions (e.g, broken pavement, trees, and signs) in their service area. Site Supervisor, in turn, shall immediately notify the appropriate governmental authority of such condition(s). V. Vehicles Contractor shall be responsible for providing four vehicles of the following types (with exceptions granted by City after mutual M&0 and City concurrence): 2 vans each equipped with a wheelchair lift, two tiedown stations as well as capacity for at least seven other passengers. 1 12-passenger van witYiout a wheelchair lift. 1 van/bus equipped with a wheelchair lift, three tiedown stations as well as capacity for at least nine other passengers. If this one-year demonstration transportation program is judged a success by the City, the State, and two regional planning agencies, it is anticipated that sufficient funding will be available for a second year of operation. It is recommended that the contractor lease the vehicles for a two-year period with an option to cancel at the end of one year. The vehicles shall conform to the following general specifications and be equipped as follows: Fareboxes: Contractor shall be responsible for purchasing one ~ locked farebox for each vehicle and installing it in a C~bq PAGE 4 secure manner near the front passenger entrance door in each vehicle. The farebox vaults shall be interchangeable. Radios: Each vehicle shall be equipped with a two-way radio provided by the contractor with a FCC licensed frequency approved by the City. Radios shall be operational on the first day of service. Engine Specifications: Each vehicle shall be equipped with a heavy-duty battery, a heavy--duty alternator and a heavy-duty cooling system with recovery system. Grab Rails: Grab rails shall be located on the interior of each vehicle to provide adequate assistance to passengers. Lifts. The lifts on lift-equipped vehicles shall be automatic or semi-automatic electro-hydraulic side interior wheelchair lifts. The lifts shall have a minimum- tested net-load capacity of at least 700 pounds. The platform shall have a barrier at its outer end to prevent the wheelchair from rolling off the platform. This barrier shall form a ramp to facilitate rolling the wheelchair onto the platform when the lift is at ground level. The overall depth of the lift assembly in the stowed position shall not exceed l4 inches when measured at floor level from the double doors in the closed position. There shall be no shear points on the lift that could cause injury to the lift platform occupant. The interior frame of the lift shall be fully padded and insulated to insure a safe and quiet operation while loading , unloading , and transporting passengers. The wheelchair lift entrance doors shall be double-side doors immediately behind the front entrance door with a clear opening to accommodate the lift mechanism. Side doorway height shall be at least h2". ~ ~,ti The City reserves the right in its sole discretion to reject temporarily or permanently by notice to the contractor any lift the contractor proposes to use or /J, subsequently utilize which the City deems unacceptable. PAGE 5 Wheelchair Restraints: Each wheelchair station shall be equipped with a secure restraint device that will secure the wheelchair to the vehicle and the wheelchair passenger in his/her wheelchair. These devices shall be adjustable to accommodate varying track width wheelchairs. Interior Headroom: Each vehicle shall have interior headroom of at least 70". Front Passenger Door: Each vehicle shall have a right front door entrance equipped with a driver control mechanism with reinforced door and instrument mounting areas. The exterior entrance step shall have a non-skid surface and shall be no more than 14" from the ground. A portable step must be carried if the height from the first step to the ground is greater than ZO". The front passenger door shall be at least ~2" in height from the floor of the vehicle. Seating Seating for ambulatory passengers in lift-equipped vehicles shall be perimeter seating on bench-type seats. Flip-type seats shall be provided above wheelchair stations where feasible although these seats should not be included in achieving City vehicle seating capacity requirements. All permanent seats shall have full foam backs and cushions. Noise: The contractor shall certify in writing that each lift- equipped vehicle meets the following noise standards. The maximum noise generated by the complete wheelchair lift assembly, as installed on the vehicle, shall not exceed ?5 dBA measured at a fixed point located 48" above the center of the lift platform in its horizontal position with a 700-pound load evenly distributed over the entire platform surface while the platform is cycled from vehicle floor level to ground and return to floor level. During this noise test, the vehicle engine and all accessories shall be off. All vehicles capable of transporting more than ten persons including the driver and wheelchair passengers, shall meet all the requirements in the California Vehicle Code for a bus. All parts of the vehicle and all equipment mounted on or in the vehicle shall ~~yZ PAGE 6 conform to the provisions of the California Vehicle Code, Federal Motor Vehicle Safety Standards and the California Administrative Code, Title 13, with particular attention directed to the California Highway Patrol Motor Carrier Safety Regulations. All vehicles shall have affixed to the driver-door post or outer door edge, a certification that the vehicle meets or exceeds all State and Federal requirements as of the date of manufacture. Offerors shall supply a description (including a schematic diagram and a written description) of the vehicles they propose to utilize. A written description of the wheelchair lifts should also be incl uded . The contractor must furnish vehicles in good-working condition, both operationally and appearance-wise. Each used vehicle must have a proven performance history. The City reserves the right in its sole discretion to reject temporarily or permanently by notice to the contractor, any vehicle the contractor proposes to use or subsequently utilizes, which the City deems unacceptable. VI. Responsibilities of City - Responsibilities of Contractor The City will be responsible for providing the following: A. Determining eligibility of riders and issuing identification cards. B. Providing marketing support, advertising and promotional material. The contractor shall cooperate with promotion efforts as may be reasonably required. C. Supplying tickets enabling DAR passenger to transfer to Chula Vista Transit and San Diego Transit. Proposals will be considered whereby the City provides the dispatch facility, and all major vehicle maintenance and upkeep, including storage and interior and exterior cleaning, but excluding fuel and oil and whereby the contractor will provide such services. Contractor will definitely be responsible for the following: A. Management and operation of the service which will include vehicle operators, scheduling personnel, phone lines, day-to-day supervision, fare accounting and depositing with the City and general administrative and management support. R~~ PAGE 7 B. Maintaining the following operational records: 1. Daily ridership by vehicle. 2. Daily ridership of wheelchair- bound passengers. 3. Daily mileage by vehicle. 4. Daily revenue by vehicle. 5. Trip log for each vehicle operator. h. Dispatch records showing times for: a. receipt of service request. b. pick up assignment made. c. actual pick up. d, variance between promised and actual pick up times. e. actual delivery of passenger. 7. Daily record of stated trip purpose. S. Daily record of service requests not met and the reasons they were not met. C. Compiling monthly reports which shall summarize the data collected daily, giving mileage, revenue and operating cost figures. Also included shall be statements of problems with proposed solutions and suggestions for future improvements in service. All reports prepared by contractor shall be made available to the City at no charge and shall be owned by the City. Contractor may make presentations and releases pertaining to the transportation system with the permission of the City. Papers and other formal publications shall be approved by the City before they are made public. Contractor will provide any other reports deemed necessary by the City. D. Providing uniforms for vehicle operators in conformance with standards mutually agreed upon by the City and the contractor. E. Fares collected are the responsibility of the contractor and shall be deposited by the qb9 ". ~ •~ PAGE 8 contractor at J.east weekly with the City. No change need be made by driver. F. Distributing Y_ickets to all passengers transferring to Chula Vista Transit and San Diego Transit fixed routes. Contractor will honor any transfers from CVT or SDTC. G. Painting the vehicles to be used in the system to City specifications. The painted vehicles will consist of a simple design mutually agreed upon by the contractor and the City. The bid price shall include the cost for painting the four vehicles. H. All personnel furnished shall be subject to approval by the City. The City shall have the right, contingent upon the contractor's personnel policy guidelines, to ask for the removal temporarily or permanently by notice to the contractor for any reasonable cause, any personnel furnished by the contractor including any personnel previously accepted by the City. City requests offerors to submit a copy of their personnel policy g uidelines with their proposal. All personnel shall be employees of the contractor and the contractor shall be solely responsible f_or payment of all employees' wages and benefits. Contractor, without any expense to the City, shall faithfully comply with the requirements of all applicable state enactments with respect to employee liability, worker's compensation, unemployment insurance and other forms of social security. Contractor shall also be responsible for withholding of income tax at its source from employees" wages and, furthermore, contractor shall indemnify and hold harmless the City of Chula Vista and the State of California from any liability, damages, claims, costs and expenses of any nature arising from alleged violation of such enactments or from any claims of_ subrogation provided in such enactments or otherwise. I. Insuring that all operators are competent valid California Class II licensed drivers qualified under all applicable Federal, State, and local regulations for the operation of_ the type of vehicles to be used. .J. Providing thorough training for all his personnel for the proper performance of their duties. Contractor must have a training program encompassing the National Safety Council Defensive Driving Course and instruction in First Aid and CPR provided by a qualified Red Cross instructor. This program should also direct itself to dealing ~~ y •, ~ ' • •I PAGE 9 specificall with trans ortin Y p g the elderly and mobility impaired. All new employees shall receive proper training and instruction at the time of hiring and prior to being assigned to the service. This training program must be described fully and submitted to the City for review as part of bidder's technical proposal section. Any proposal submitted without a fully described training program will not be considered a valid proposal. K. Providing a site supervisor/dispatcher with at least one year of experience in demand-responsive transportation. Resumes of contractor's key personnel should be included in offeror's technical proposal section. Site supervisor must be available during all hours of system operation. L. If contractor is to maintain vehicles, he will be responsible for keeping them in a clean, orderly, and safe condition including exterior washing and interior window washing at least weekly. Vehicles shall be swept or vacuumed and all dirt and debris removed daily. Safety and mechanical equipment, including wheelchair lifts, shall be maintained by the contractor in accordance with all applicable vehicle laws and regulations, including Title 13, Article 2 of the California Administrative Code (Motor Carrier Safety Regulations) and Division 12 of the California Vehicle Code (Equipment of Vehicles). Contractor shall provide the City with copies of the semi-annual California Highway Patrol Reports. The City reserves the right to make periodic inspections of the contractor's equipment. M. Contractor shall adequately equip the dispatch control center, for the efficient dispatching of vehicles as well as handling all telephone calls. Dispatch control center shall have a local telephone number with a 420-427, 429, or 575 prefix. Center personnel shall be responsible for coordinating rides between the Elderly and Handicapped System and local fixed route transit. N. Contractor shall be responsible for paying any and all business taxes that may be required for the operation of the service within the City of Chula Vista and the County of San Diego. 0. On signing the contract, contractor must give the ~~ PAGE 10 City either a Certificate of Consent to Self Insure issued by the Director of Industrial Relations or a Certificate of Worker's Compensation insurance issued by an admitted insurer or an exact copy or duplicate thereof certified by the Director or the insurer. Contractor will be aware of and will comply with Labor Code Section 3700 and the Worker's Compensation Law. Contractor shall procure and maintain at all time during its agreement with the City at a comprehensive liability of one million dollars for each occurrence and property damage liability of $.100,000 for damage to the property of each occurrence naming as additional insureds the City of Chula Vista and the State of California and their officers, employees, and agents while acting in such a capacity and their successors or assigns as they now or as they may thereafter be constituted, singly, jointly, or severally. The insurer shall agree that its policy will be for the full amount of any loss up to and including the total limit of liability without right of contribution from any other insurance affected by the City of Chula Vista or the State of California. Inclusion of the City of Chula Vista and the State of California shall not in any way affect their right as respects any claims, demands, suit, or judgment made, brought, or recovered against the City or State. The personal injury and property damage liability insurance as required above shall stipulate that the policy shall not be canceled until at least thirty (30) days prior written notice thereof has been given to the City. The City and State will not be responsible for the payment of premium or assessments. VII. Vehicle Service Hour - DEFINITION For purposes of this proposal, a vehicle service hour will be any period of time that a Contractor's vehicle is in DAR service, excluding one (1) hour per day for driver lunches, deadhead time, and other non--revenue producing time periods. City will pay contractor for all operating hours that vehicle(s) are i.n service. City will guarantee contractor a minimum of seven (7) vehicle service hours per day five (5) days per week per operating vehicle. ~~ ~ i,z EYHIBIT B COST BREAKDO[JN LABOR ATanagement Controllers Drivers Total Direct Labor Indirect Labor Subtotal OPERATING COSTS Radios Vehicle Maintenance Painting Fuel Fireboxes Uniforms Utilities Travel/Petty Cash Telephones Vehicle Cleaning & Supplies Facilities Vehicle Insurance Physicals Subtotal STARTUP AND TRAINING Labor: Direct Indirect Subtotal Piaterials Control Center Equipment Physicals Uniforms Advertising Training Supplies Travel and Living Maps Subtotal Total :~1&0 Cost Fee Cost of Vehicles Price $15,400 11,873 23,000 $50,273 25,136 $ 1,960 18,360 800 9,180 600 400 200 500 1,800 2,372 2,000 8,000 250 $ 3,034 1,517 $ 2,000 150 400 100 150 742 $ 75,409 46,422 4,551 3,642 $130,024 13,002 29,145 $172,171 9r~5Z