HomeMy WebLinkAbout05. PSA with Zagster Inc for establishment of a new Bike Share ProgramPPROVED
HONORABLE •`�r •' • IBY
•
1
FROM -OF
r• E. SCHINDLER,DIRECTOR OF • DEVELOPMEN
DATE:
• • •
ESTABLISHMENT • rEDUCATION
PROGRAM
That the City Council approve a Professional Services Agreement with Zagster Inc. (Zagster) for
the implementation and management of a new Bicycle Share and Safety Education Program.
DISCUSSION
In February 2016, the City applied, competed, and was awarded an Active Transportation Grant
(ATP) through Metro, in the amount of $180,000, allowing the establishment of a Bicycle Share
and Safety Education Program. The grant covers all capital improvements for a bicycle share
program, including: bicycles, bicycle equipment, racks, and signage. The establishment of such
a program is part of the City's efforts to further the Bicycle Master Plan's goals to enable
increased access to bicycles, encourage bicycling in the city, and maximize connectivity within
the community.
The proposed Bicycle Share program will provide 35 bicycles, distributed evenly at three (3)
central locations. Generally, these locations have been identified as: The Downey Transit
Center, Downtown Downey, and the Columbia Space Center. In addition to bicycles, each
location will include dedicated bicycle share racks, instruction signage on how to use the bicycle
share system, and an accompanying rental cellular phone application (App). Additionally, the
program includes all maintenance, balancing and program management costs, marketing of the
system, and the promotion of a bicycle safety component, including cycling education, outreach
and advocacy.
In May 2018, staff sent requests for proposals (RFP's) to 7 firms to establish, operate and
maintain a three-year Bicycle Share and Safety program. The firms that received the RFP were:
CycleHop, Bicycle Transit Systems, Zagster Inc., Social Bicycle, Motivate, On Bike Share, and
Lime Bike. In response, staff received one proposal from Zagster Inc. The scope of work
defined in the RFP, included: building, maintaining, operating, and marketing a complete bicycle
share and safety program, and providing monthly reports with the appropriate ridership
measures and data.
Based on a review of the submitted proposal and completion of this solicitation, it is staff's
opinion that Zagster Inc. is a qualified firm to undertake this endeavor. Zagster's project team
BIKE SHARE PSA — ZAGSTER IN]
JULY 24, 2018
PAGE 2
has established, and managed several other bicycle share programs, both in the private sector,
and public municipalities, such as the cities of Bishop and Eureka, California, as well as
Rochester, New York. Their understanding and expertise of the subject, in addition to their
experience with various jurisdictions, impressed staff.
The bicycle type that is to be used for this program, is equipped with a smart lock that allows for
a bicycle ride to start, and end, only at the share racks. A cable lock on the bicycle can be
utilized throughout a ride, to securely lock the bicycle while in use, but a ride must always end at
a shared rack. Bicycle rides are proposed to be free for the first 30 minutes of a user's trip, and
$1 per 30 minutes thereafter. Unlimited passes are also available through the App.
If approved, the bicycle share stations and bicycles shall be installed in a single phase and are
proposed to be completed by October 2018. Once the system is in place,_Zagster will market
the program and will work closely with staff in educating the community regarding cycling and
safety through social media and pop-up events.
Wa •
Efficiency & Adaptability
Quality of Life, Infrastructure & Parks
FISCAL IMPACT
An ATP grant will fully fund the $179,999.75 cost for the proposed Bicycle Share and Safety
Program, for a three (3) year service term.
ATTACHMENTS
Atachment A — Zagster Professional Services Agreement
CITY OF DOWNEY
PROFESSIONAL SERVICES AGREEMENT
WITH ZAGSTER INCORPORATED
FOR BIKE SHARE AND SAFETY EDUCATION SERVICEl
1. PARTIES AND DATE.
This Agreement is made and entered into this day of yan
between the City of Downey, a California municipal corporation and charter c ty wit ts
principal place of business at 11111 Brookshire Avenue, Downey California 90241
and Zagster, Incorporated, a Delaware Corporation, with its principal place of business at 50
Milk Street, 5th Floor, Boston, Massachusetts, 02109 ("Consultant"). City and Consultant are
sometimes individually referred to as "Party" and collectively as "Parties."
2. RECITALS.
Consultant desires to perform and assume responsibility for the provision of certain
professional Bicycle Share and Safety Education services required by City on the terms
and conditions set forth in this Agreement. Consultant represents that it has demonstrated
competence and experience in providing Bicycle Share and Safety Education services to
public clients, is licensed in the State of California, and is familiar with the plans o ty.
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City desires to enQaae Consultant to render such services for the Bicycle Share an
Safety Education proje�t �Project") as set forth in this Agreement. i
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scoibe of Servigg§il Consultant promises and agrees to furnish
to City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional Bicycle Share and Safety
Education services necessary for the Project ("Services"). The Services are more
particularly described in Exhibit "N' attached hereto and incorporated herein by reference.
Services shall be subject to, and performed in accordance with, this Agreement, the exhibits
attached hereto and incorporated herein by reference, and all applicable local, state and
federal laws, rules and regulations. I
Attachment "A"
3.1.2 Term. The term of this Agreement shall be from July 11, 2018 to
December 31, 2021 unless earlier terminated as provided herein. Consultant shall complete
the Services within the term of this Agreement, and shall meet any other established
schedules and deadlines. The term of this Agreement may be extended by written
amendment to this Agreement signed by the City Manager and the Consultant.
3.2.1 Control and Payment of Subordinates Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will
determine the means, methods and details of performing the Services subject to the
requirements of this Agreement. City retains Consultant on an independent contractor basis
and not as an employee. Consultant retains the right to perform similar or different services
for others during the term of this Agreement. Any additional personnel performing the
Services under this Agreement on behalf of Consultant shall also not be employees of City
and shall at all times be under Consultant's exclusive direction and control. Consultant shall
pay all wages, salaries, and other amounts due such personnel in connection with their
performance of Services under this Agreement and as required by law. Consultant shall be
responsible for all reports and obligations respecting such additional personnel, including, but
not limited to: social security taxes, income tax withholding, unemployment insurance,
disability insurance, and workers' compensation insurance.
In the event that Consultant or any employee, agent, or subcontractor of Consultant
providing services under this Agreement claims or is determined by a court of competent
jurisdiction or the California Public Employees Retirement System (CalPERS) to be eligible
for enrollment in CalPERS as an employee of City, Consultant shall indemnify, defend, and
hold harmless CITY for the payment of any employee and/or employer contributions for
CalPERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as
well as for the payment of any penalties and interest on such contributions, which would
otherwise be the responsibility of City.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "A° attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform
the Services in conformance with such conditions. In order to facilitate Consultant's
conformance with the Schedule, City shall respond to Consultant's submittals in a timely
manner. Upon request of City, Consultant shall provide a more detailed schedule of
anticipated performance to meet the Schedule of Services. The parties acknowledge that the
Schedule of Services may be amended by mutual agreement due to changes in
circumstances, including changes in the performance schedules of other third parties
performing work for the City on the Project, which affect the timing of Consultant's
performance of the Services.
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3.2.8 Standard ofCare- P6rfornjance ofEmpt6yee& Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in
the State
• California. Consultant represents and maintains that it is skilled in the
professional calling necessary to perform the Services. Consultant warrants that all
employees and subcontractors shall have sufficient skill and •' to perform the
Services assigned to them. Finally, Consultant represents that it, its employees and
subcontractors have all licenses, permits, qualifications and approvals • whatever nature
that are legally required to perform the Services, including a City Business License, and that
such licenses and approvals shall •' '• throughout the term of this Agreement. As
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provided for in the indemnification provisions of this Agreement; Consultant shall perform, at
its own cost and expense and without reimbursement from the City, any services necessary
to correct errors or omissions which are caused by the Consultant's failure to comply with the
standard of care provided for herein. Any employee of the Consultant or its sub -consultants
who is determined by the City to be uncooperative, incompetent, a threat to the adequate or
timely completion of the Project, a threat to the safety of persons or property, or any
employee who fails or refuses to perform the Services in a manner consistent with the
standard of care set forth herein, shall be promptly removed from the Project by the
Consultant and shall not be re-employed to perform any of the Services or to work on the
Project.
3.2.9 LaWs�6hd BqgUl6fibns. Consultant shall keep itself fully informed Of an•
in compliance with all applicable local, state and federal laws, rules and regulations in force
the time the Services are performed by Consultant and in any manner affecting the
performance of the Project or the Services, including all applicable Cal/OSHA requirements,
and shall give all notices required by law. Consultant shall be liable for all violations of such
laws and regulations in connection with Services. If the Consultant performs any work
knowing it to be contrary to such laws, rules and regulations and without giving written notic
to the City Consultant shall be solely responsible for all costs arising therefrom. Consultant
shall defer�d, indemnify and hold City� its officials, directors, officers, employees and agents
free and harmless, pursuant to the applicable indemnification provisions of this Agreement,
from any claim or liability arising out of any failure or alleged failure to comply with such law
rules or regulations. Consultant's violation of such laws, rules and regulations shall also
constitute a material breach o this Agreement.
3.2.10 Insurance,
3.2.10.1 Time for Cg��. Consultant shall not commence the
Services or the Project under this Agreement until it has provided evidence satis actory to t 'I
City that it has secured all insurance required under this section. In addition, Consultant sha
not allow any subcontractor to commence work on any subcontract until it has provided
evidence satisfactory to the City that the subcontractor has secured all insurance required
under this section. The City reserves the right to modify these requirements, including limits
based on the nature of the risk, prior experience with insurer, coverage or other special
circumstances.
3.21 0.2 Minimum, Consultant shall, at its expens
procure and maintain for the duration of the Agreement insurance against claims for injurie
to persons or damages to property which may arise from or in connection With the
performance of the Agreement, the Services or the Project by the Consultant, its agents,
representatives, employees or subcontractors. Consultant shall also require all of its
subcontractors to procure and maintain the same insurance for the duration of the
Agreement. Such insurance shall meet at least the following minimum levels of coverage�
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Consultant, including materials, parts or equipment furnished in connection with such work,
Services. Project or operations; and (2) the insurance coverage shall be primary insurance as
respects the City, its directors, officials, officers, employees, agents and volunteers, or if
excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled
underlying coverage. Commercial General Liability insurance coverage may be provided in
the form of an endorsement to the Consultant's insurance (at lease as broad as ISO Form
CG 20 10 11 85 or both CG 20 1 O� CG 20 26, CG 20 33 or CG 20 38; and CG 20 37 forms if
later revisions are used).
(B) Oigatibn, Consultant hereby grants to City a
waiver of any right to subrogation which any insurer of said Consultant may acquire against
the City by virtue of the payment of any loss under said insurance policies set forth herein.
Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of
subrogation, but this provision applies regardless of whether or not the City has received a
waiver of subrogation endorsement from the insurer.
(C) All Q��Laas. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voidedi
reduced or canceled except with written notice by certified mail, return receipt requested to
the City; and (B) any failure to comply with reporting or other provisions of the policies,
including breaches of warranties, shall not affect coverage provided to the City, its directors,
officials, officers, employees, agents and volunteers.
3.2.105 Primpa Covergge. For any claims related to this
Agreement, the Consultant's insurance coverage shall be primary insurance and primary
coverage at least as broad as ISO CG 20 01 04 13 with respect to the City, its directors,
officials, officers, employees, agents and volunteer& Any insurance or self-insurance
maintained by the City, its directors, officials, officers, employees, agents and volunteers shall
be excess of the Consultant's insurance and shall not be called upon to contribute with it in
any way. I
3.2.10.6 All
insurance required by this Section shall contain standard separation of insureds provisions
In addition, such insurance shall not contain any special limitations on the scope of protectio
afforded to the City, its directors officials, officers, employees, agents and volunteers. I
3.2.10.7 Deductibles and Self�ln§drah6e Rdtehlibhs. Any
ieductibles Or self-insured retentions must be declared to and approved by the City. City ma
require Consultant to provide proof of ability to pay losses and related investigations, claim
2dministration and defense expenses and costs within the retention. The policy language
shall provide or be endorsed to provide that the self-insured retention may be satisfied by
-ither the named insured or City.
3.2.10.8 Acceotabilitv of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than A:VII, authorized to do business in
California, and satisfactory to the City.
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3.2.10 .9 Verification Of Covera �e. Consultant shall furnish City with
original certificates of insurance, including all required amendatory endorsements (or copies
of the applicable policy language effective coverage required by this provision) and a copy of
the Declarations and Endorsement Page of the Commercial General Liability policy listing all
policy endorsements to the City before the commencement of work under this Agreement.
However, failure to obtain the required documents prior to the commencement of work under
this Agreement shall not waive the Consultant's obligation to provide them to the City. The
City reserves the right to require complete, certified copies of all required insurance policies,
including endorsements, at any time.
3.2.10.10 Claims -Made Policies. If any of the policies provide
coverage on a claims -made basis,
(A) The retroactive date must be shown and must be before the date of this
Agreement or the date work commences under this Agreement, whichever is earliest;
(B) Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Services provided under this
Agreement;
(C) If coverage is canceled, non-rehewed, and hot replaced with another
claims -made policy form with a retroactive date prior to the effective date of this Agreement
or the date work commences under this Agreement, whichever is earliest, the Consultant
must purchase extended reporting coverage for a minimum of five (5) years after completion
of the Services under this Agreement.
3.2.11 Safety� Consultant shall execute and maintain its wor so as to avol•
injury or damage to any person or property. In carrying out its Services, the Consultant shall
at all times be in compliance with all applicable local, state and federal laws, rules and
regulations, and shall exercise all necessary precautions for the safety of employees
appropriate to the nature of the work and the conditions under which the work is to be
performed. Safety precautions as applicable shall include, but shall not be limited to: (A)
adequate life protection and life-saving equipment and procedures; (B) instructions in
accident prevention for all employees and subcontractors, such as safe walkways, scaffolds,
fall protection ladders, bridges, gang planks, confined space procedures, trench ng an
shoring, equipment and other safety devices, equipment and wearing apparel as are
necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for
the proper inspection and maintenance of all safety measures.
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3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbor all Services rendered under this Agreement at the rates set
forth in Exhibit "B" attached hereto and incorporated herein by reference. The total
compensation shall not exceed ONE HUNDRED, SEVENTY NINE THOUSAND, NINE
HUNDRED AND NINETY NINE DOLLARS AND SEVENTY-FIVE CENTS ($179,999.75)
without written approval of the City. Extra Work may be authorized, as described below, and
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if authorized, said Extra Work will be compensated at the rates and manner set forth in this
Agreement.
3.3.2 NWh6ht bf Cothp&hs�bh Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant, The statement shall describe the amount of Services and supplies provided
since the initial commencement date, or since the start of the subsequent billing periods, as
appropriate, through the date of the statement. City shall, within thirty (30) days of receiving
such statement, review the statement and pay all approved charges thereon.
3.3.3•Expenses. Consultant shall not be reimbursed for
any expenses unless authorized in writing by City -
3.3.4 EAra'Wdrk. At any time during the term of this Agreement, ity may
request that Consultant perform Extra Work. As used herein, "Extra Work" means any work
Which is determined by City to be necessary for the proper completion of the Project, but
which the parties did not reasonably anticipate Would be necessary at the execution of this
Agreement. Consultant shall not perform, nor be compensated for, Extra Work without
written authorization from the City Manager,
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3.4 Accounting Records.
3.4.1 Mbintenance aM lq�pedjon. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred under this Agreement. All
such records shall be clearly identifiable. Consultant shall allow a representative of City
during normal business hours to examine, audit, and make transcripts or copies of such
records and any other documents created pursuant to this Agreement. Consultant shall allow
inspection of all work, data, documents, proceedings, and activities related to the Agreement
for a period of three (3) years from the date of final payment under this Agreement.
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3.5.1 Termination of Agreement.
Grounds for tinkafign. City may, by Written notice to
Consultan ermina e the whole or any part of this Agreement at any time either for cause or
for the City s convenience and without cause by giving written notice to Consultant of such
termination, and specifying the effective date thereof, at least seven (7) days before the
effective date of such termination. Consultant may only terminate this Agreement for cause
upon giving the City not less than seven (7) calendar days'written notice.
Upon termination, Consultant shall be compensated only for those services which
have been adequately rendered to City, and Consultant shall be entitled to no further
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compensation. The City shall within fifteen (15) calendar days following termination pay the
Consultant for all services adequately rendered and all reimbursable costs incurred by
Consultant up to the date of termination, in accordance with the payment provisions of this
Agreement.
The following reasons shall constitute 00cause" for which either party may terminate thl
Agreement as provided herein: I
Substantial failure by the other party to perform in accordance with the terms of
this Agreement and through no fault of the terminating party;
I�Jl Pill 11111111111i
111111 Jill
Suspension of the Project or the Consultant's Services by the City for more than
ninety (90) calendar days, consecutive or in the aggregate, without good cause;
Material changes in the conditions under which this Agreement was entered
into, the Scope of Services or the nature of the Project, and the failure of the
parties to reach agreement on the compensation and schedule adjustments
necessitated by such changes.
3.5 i 1 �2 Effect of Tetdj!bkj�d. if this Agreement is terminated as
provided herein, City may require Consultant to provide all finished or unfinished Documents
and Data and other information of any kind prepared by Consultant in connection with the
performance of Services under this Agreement. Consultant shall be required to provide such
Documents and Data and other information within fifteen (115) days of the City's request.
3.5.1.3 Additional Services, In the event this Agreement is
terminated in Whole or in part as provided herein, City may procure, upon such terms and i
such manner as it may determine appropriate, services similar to those terminated. I
3.5.2 Delivery oM6l All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such oth
address as the respective parties may provide in writing for this purpose: I
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Zagster, Inc.
50 Milk Street, 5t" Floor
Boston, Massachusetts 02109
Phone: (617)999-2887
Attn: Timothy Ericson, Chief Executive Officer
City:
City of Downey
9
11111 Brookshire Avenue
Downey, California 90241
Phone: (562) 904-7286
Fax: (562) 622-4816
Attn: City Manager
City of Downey
City Attorney's Office
11111 Brookshire Avenue
Downey, California 90241
Such notice shall be deemed made When personally delivered or when mailed, forty-
eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to
the party at its applicable address. Actual notice shall be deemed adequate notice on the
date actual notice occurred, regardless of the method of service.
D• i i r P6pq . This
Agreement creates a non-exclusive and perpetual license for City to copy, use, modify,
reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied
in plans, specifications, studies, drawings, estimates, and other documents or works of
authorship fixed in any tangible medium of expression, including but not limited to, physical
drawings or data magnetically or otherwise recorded on computer diskettes, which are
prepared or caused to be prepared by Consultant for City under this Agreement ("Documents
& Data"). Consultant shall require all subcontractors to agree in writing that City is granted a
non-exclusive and perpetual license for any Documents & Data the subcontractor prepares
under this Agreement. Consultant represents and warrants that Consultant has the legal
right to license any and all Documents & Data. Consultant makes no such representation
and warranty in regard to Documents & Data which were prepared by design professionals
other than Consultant or provided to Consultant by the City. City shall not be limited in any
way in its use of the Documents and Data at any time, provided that any such use not within
the purposes intended by this Agreement shall be at City's sole risk.
15.12 Confidentiali!y. All ideas, memoranda, specifications,
plans, procedures,•rawings;•escriptions, is er program a a, npu recor ata, wr en
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by Consultant.
Such materials shall not, without the prior written consent o ty, e use•by if tant or
any purposes other than the performance of the Services. Nor shall such materials be
disclosed to any person or entity not connected with the performance of the Services or t e
Project. Nothing furnished to Consultant which is ot erwise known to Consultant or is
generally known, or has become known, to the related industry shall be deemed confidential.
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Consultant shall not use City's name or insignia, photographs of the Project, or any publicity
pertaining to the Services or the Project in any magazine, trade paper, newspaper, television
or radio production or other similar medium without the prior written consent of City.
3.5.4 Cbbo6rafi��n-ftirthqr,,Aqt
Parties shall fully cooperate with o
another, and shall take any additional acts or sign any additional documents as may be
necessary, appropriate or convenient to attain the purposes of this Agreement. I
3.5.5 Attorney's Ek��. In the event of any litigation, whether in a court of la
administrative hearing, arbitration, or otherwise, arising from or related to this Agreement 1
o
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the services provided under this Agreement, the prevailing party shall be entitled to recove
�1
from the non -prevailing party all reasonable costs incurred, including staff time, court costs
attorneys' fees and all other related expenses in such litigation. 1
3 � 5.6.2 • The provisions of this subdivision
3.5.6.2 shall apply only in the event that Consultant is a "design professional" within the
meaning of California Civil Code section 2782.8(c). If Consultant is a "design professional"
within the meaning of Section 2782.8(c), then, notwithstanding subdivision 3.5.6.1 above, to
the fullest extent permitted by law (including, without limitation, Civil Code sections 2782 and
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shall be construed simply, according to its fair meaningd • strictly for or .• any
Party. Any term referencing time, days or period for performance shall be deemed calendar
it and • work days. All references to • include all personnel, employees,
acients, and subcontractors of Consultant, except as otherwise specified in this Agreement.
All references
• City include its elected officials, • employees, agents and volunteers
except as otherwise specified in this Agreement. The captions of the various articles and
paragraphs are for convenience and ease of reference only, and do not define, limit,
augment, or describe the scope, content, • • • this Agreement.
3.5.14 Ami8odrnent; Modififc�Albn.
• supplement, modification, • arriendme
of this Agreement shall be binding unless executed in writing and signed by both R I
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any oth
default or breach, whether of the same or other covenant or condition. o wa VE I
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3.5.201gtgLL�g��. By its signature hereunder, Consultant certifies that
it is aware of the provisions of Section 3700 of the California Labor Code which require every
employer to be insured against liability for Worker's Compensation or to undertake self-
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.5.21 Aut r N to I f AgteeLnght. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each
Party warrants that the individuals who have signed this Agreement have the legal power,
right, and authority to make this Agreement and bind each respective Party.
3.5.22 Counterb 'aft. This Aareement may be executed in counterparts, each
which shall constitute one and the same instrument. I
In the event of any conflict, inconsistency, or incongruity between any provision of this
Agreement, any of its exhibits, attachments, purchase order, or notice to proceed, the provisions of this
Agreement will govern and control.
3.6 Subcontracting.
3.6.1 kor Consultant shall not subcontract any portion
the Work required by this Agreement, except as expressly stated herein, without prior written
approval of City, which shall not be unreasonably withheld, conditioned or delayed.
Consultant shall require and verify that all subcontractors maintain insurance meeting all of
the requirements set forth in this Agreement. Consultant shall ensure that City is an addition
insured as required in Sectibn 12.10,4. Subcontracts, if any, shall contain a provision
making them subject to all provisions stipulated in this Agreement, I
M,
CITY • DOWNEY, Zagster, Inc.
a California municipal corporation a Delaware CorporatiorL
• charter city
By: By:
Mayor Ted Bronstein
Its:
Vice President of Expansion
City Clerk
CAVAttorney
OW -M
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Table of Contents
1. Cover Letter
2.WorkPlan
2A. Methodology and Scope of Work
2B. Project Schedule
2C. Qualifications and for Experience
2D. Conflict of Interest
3. Company Data
4. Resources to be Provided bythe City
5.Insurance
Cost Proposal Included (See: Separate Sealed Envelope)
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2
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Zagster, Inc. 1 May 2018
J. ` sl 1 , •. IL 1 1 / ': 1 / '^ 1 i ` 1 1 r ♦ •, i r
pppp-
provider by October 2018 to launch a bike share program will1' a healthy,f l(1 and safe
transportation option for tourists and residents of the city.
We are pleased to 1. t irri f rr- r f r 1 Ir
bike sharing,F more than 200 programs in 35 states — m/ other provider — we have s proven
track record of building;operating, 1 1 growing bike shares forf t 1 nationwide.
:: J.. mission is to make the bike the mostloved form of transportation,and we aim to 1i that by i
bike sharingsimple, accessible and enjoyable. pioneered the smartbikeplatform t{:.t reduced the.: 1 ifs
complexity of bike sharing, enabling systems to reach new riders and flourish in communities both big and
' If 11 1 t skmdem-eL.♦ I x 1 1 ll. PeR4 f: 1 i 1/ r•
developed a uniquer:'e L 1' for how1 best 1: bike shares to meet communitygoals.
Which is why today,proud i offer a uniqueoffers all the best in modem bike sharing, backed
r. f 1• f
gives users a familiarexperience1 1 -
Pace is a dockless bike share service, but unlike other dockless bike share services, Pace is managed safely and
responsibly. donot justprovide bike share bikes also providebike shareparking infrastructure. Our
bikes don't : L 1 also lock to bike racks or 1 object to park bikes In
Downey today.Our model both industry leading tech and a proven operations model honed
throughA
y ars of exverience. i ii .::1 i / ♦ /- - 'i.. f' 1r>• 1 blYe stgdTV,
i" i 1 r ► ' r' L i 1 7 1 1 '•..7 1 1 r.. 1 i. 1 I 1 r.. /
• / : i :. / 1 i I r 1 . II / r ♦ Lf 1 L 1 1 " 1':.
1 ♦rr '. ir' r f ,': r" r YI l - I: 1 / :. 1. 1: 7•
to discuss with you soon.
Sincerely,
Ted Bronstein Za ster, Inc.
Dire President 50 Milk Street
roposal Contact Boston, MA
617.999.2887
Timothy Ericson ted@Zagster.com
CEO $Co -Founder
Zagster, Inc,
This proposal shall remain valid for a period of no less than 120 calendar days from the date o f submittal
Zagster, Inc. 2 May 2018
Zagster would like to offer the City of Downey a premium bike share service to pr• de a
transportation and recreation solution to residents, students, and visitors.
We understand the vision to implement a system that services the City, by being conveniently locate
at three central locations. We understand the goal to make bicycling a more integral form of transit i
Dod bebg opoe oe
wney, anlieve that y focusinn the imrtancf saf• bicycling d od
an•prviing trips in the
community for free are major near term steps towards that goal. Pace can meet this vision on day onel
City follows its approximate timelines, Pace bike share will be on the ground in Downey by October
2018.
1public subsidies — and had flaws that prevented bike sharing from reaching more than a small
Lwercentage of the population: steep annual fees, cumbersome bikes, and the inconvenience that
comes with being limited by trips from station to station.
0
Q0
J
High cost Low density Not convenien
.We.-1?rgwM1 - -•I . .. YJ• I
by dumping bikes in cities and allowing users to start and end rides anywhere. While this
don't lock to anything, dockless bikes are made with the expectation of faster wear and tear, theft and
vandalism. Made cheaper, these bikes provide a low -quality and potentially unsafe experience for
riders.
There are even bigger issues with deploying bikes that don't lock to anything. For users, it is hard to
establish a transportation routine without consistent places to find their bikes; it's like having to
X-Iwm I q4.2
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and unsightly ways that impede pedestrian right of way and blight the streetscape. Bike share is
supposed to compete with single occupancy vehicles, not with pedestrians.
Zagster, Inc. 3 May 2018
zagster, Inc 6 May 2018
4mr se2rAce jrlrv�ies l#c2ti*xf2t2,,AvXicX 7,2iref NNftX 2cc*v-zOQx2x2ge7Aext-2&f seNtce f2t2,
yr*-%ttes 2 feytI tf t2t2 ive pr444e tt 1#11 systeiu-L 2tnij-istr2t#rs 21t )ilrbLers. Yelftw is 2:L
overview of some of the data we track and provide:
*
Trip and route rer)orts
• Number 01 DIMS in service
• Rider location data
• Total number of trips/month
• Total monthly users
• Average duration of trips
• Average and total approximate distance of trips
• Cause of repair needs
• Repair types
• List of all incidents
• Stolen/Missing Bicycles
• Amount of customer support requests
iUser ees
Pace rides are just $1 per 30 minutes, and in Downey, CA, the first 30 minutes of each trip will be
free.
Unlimited passes are available for $29/month, or $15/month through partnering organizations. All
credit card types are accepted
0 0 V a 0
Zagster plans to partner with local organizations to best engage the community to make the service
successful. After the three year period, there is the possibility for these partnerships (as well as user
fees) can fully subsidize the cost of future years of the bike share system.
Zagster, Inc. 7 May 2018
Lk .' R�� II 1MMINIPIRM,
universities, corporate campuses, and multifamily properties across the U.S. and Canada. Our team
hastheexiDerience Dassion and member -first Dhilosoi)h1ito create an excellent Down Bi a
I M =- CTM no U rom I I $I to I
In the last 36 months, Zagster has launched the majority of all bike share programs in the U.S. and
Canada. There are more than 90 full-time Zagster employees dedicated to developing technology and
implementing and operating bike share programs, and more than 200 mechanics maintaining our
bike share programs across the continent.
With decades of transportation sharing experience, Zagster takes a highly consultative approach to
bike share planning and design, and includes a complete and comprehensive service with each bike
from leading tech and transportation companies including Google, Amazon, Lyft, Zipcar, Spotify, and
Wayfair.
Zagster, Inc. 8 May 2018
Agreement Execution
City Council Approval
M M VNZA
... .... ....... . .....
Local Partner Meetings
September 1
Permitting/Licensing Approvals
September 14
Press Plan Finalization
- - ---- ---- - - -----
September 24
Installation
- -- -------------- - - --------
September 26
Launch Date
October 1
Lk .' R�� II 1MMINIPIRM,
universities, corporate campuses, and multifamily properties across the U.S. and Canada. Our team
hastheexiDerience Dassion and member -first Dhilosoi)h1ito create an excellent Down Bi a
I M =- CTM no U rom I I $I to I
In the last 36 months, Zagster has launched the majority of all bike share programs in the U.S. and
Canada. There are more than 90 full-time Zagster employees dedicated to developing technology and
implementing and operating bike share programs, and more than 200 mechanics maintaining our
bike share programs across the continent.
With decades of transportation sharing experience, Zagster takes a highly consultative approach to
bike share planning and design, and includes a complete and comprehensive service with each bike
from leading tech and transportation companies including Google, Amazon, Lyft, Zipcar, Spotify, and
Wayfair.
Zagster, Inc. 8 May 2018
....... .....
Timothy Ericson
Ho
Ted Bronstein
VP, Expansion
V P, Mar k e t i n g
• Shields
. ............... - -- - ------------
VP, Market Engagement
Elana Boehm
VP, Operations
— -------- - -------- -------- - ---------
Tim Alborg
in BIT M-rome
Our on the ground operations team in Downey will be led by an Operations Specialist, who will report
to the Pace Regional Market Manager. The Operations Specialist will be supported by an operations
team that will consist of both Zagster employees and contractors in Los Angeles County in support of
three main operations goals:
• Bikes are where riders want to use them: This inclu es retrieving 1 s an re a ancing
bikes to their stations, and active dialogue with the City and business leaders about
opportunities to potentially expand the system footprint.
• Bikes are regularly maintained and safe. Our operations team will ensure all bikes are in
working order and promptly fix any maintenance issues.
Wil't �11190MIRT11 11111
19L
mechanic staff-
• Check tire pressure and adjust air as needed;
• Check handlebars, headset bearings, and full handlebar range of motion;
• Check seat, seat post, and ensure seat adjustment is fully functional;
• Check brake function;
• Check grips for wear and brake levers for tightness and damage;
• Check bell for tightness and correct function;
• Check front basket for tightness and damage;
• Check for proper gear and shifter function;
• Check fenders (front and rear) for damage and cleanliness;
• Check tires for damage and wear;
• Check wheels for broken or bent spokes, proper attachment to the Bicycle frame, and any
damage;
• Check all lights and reflectors for function, proper placement, and any damage;
• Check pedals and cranks for tightness and proper function;
Zagster, Inc. 9 May 2018
• Check kickstand for damage and proper function;
• Lubricate, clean, and inspect the chain for proper function
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171-j%&ffi dam 2 -&Ml• CA
Below is an overview of select partners, with reference information and performance packagm Please
note that Zagster's "Pace" brand was launched beginning in December of 2017. Therefore, some images
depict older bikes without Pace branding. Rest assured that Downey will be launched with the latest
technology, branding, and service.
)f R C,
• Dates of Service May 2017 - Present
• Name of Organization and Contact City of Rochester, Erik Frisch
• Title of Contact Transportation Planner
• Address 30 Church St., Rochester, NY 14614
• Telephone Number and email erikftisch@cityofrochester.gov, (585) 428-6709
• System Scope 350 Bikes, 50 Stations
Zagster, Inc. 10 May 2018
• Dates of Service
May 2015 - Present
• Name of Organization and Contact
Rio Metro Transit District, Val Hermanson
• Title of Contact
Director of Transportation
• Address
Rio Metro Transit District
Albuquerque, NM 87102
• Telephone Number and email
vhermanson@mrcog-nm.gov, (505) 724-3611
• System Scope
250 Bikes, 50 Stations
Zagster, Inc. 11 May 2018
f Zagster, 00
i. 0 Milk St, 5th Floor,Boston • 09
Ericson,1. Timothy Executive Officer
Nicholas2. i ChiefOfficer
f Zagster is not a sole proprietorship and is not doing business underanother
name. Pace is a productf.
c. Federal Employer ID Number: 45-5413401
♦:TimothyEricson,Officer
Timothyi. Ericson,Floor, Boston, i 02109 ,♦;
ii. There • - nolimitstoTimothy • authority
e' Zagster has never failed or refused to complete any contracts
f. Zagster has been in business since 2007 and has been operating under the
name Zagster since2012
g' Zagster has been providing similar services since 2012
h. Zagster is not owned b • business organization '• • i • is
P,O"s1t an
es itfi
equivalentProgram General business point of contact for Zagster.
admini, rator or Manage contract negotiation and renewal.
Receive data • reports and distribute to City staff accordingly.
feedback,Share to improve program performance,advising
on potential •, . r opportunities.
memberg staff Help connect Zagster to any applicable landowners where stations . I be sited.
• be sited• public space,p process any applicable pe
documentation.
zagster, inc. 12 May 2018
Zagster, Inc. 13 May 2018
ExHIBIT "B"
Fd"
Ulr'!EDULE PACE BIKE SHARE SERVICE
1. MS. . N. N. #
Ploilloigli NOW, 11 WIN NON
Downey Bike Share Purchase $5,142.85 35 $179,999.75
-Annual expense
35 Pace Bikes with Smart locks
Modular Racks: 3 stations, including up to 70 parking spots
3 Station Signs
IMEMME=
NERME3=2
INCLUDES:
a Dedicated launch team & success manager
6 System planning consultation
4 Marketing consultation & material production
0 Bike delivery, setup & installation
0 Station sign production & station installation
e Ongoing bike maintenance & parts replacement
4 Ongoing marketing & account support
i Staffed phone & email support for riders
* Access to analytic dashboards
6 Liability coverage for bikes & stations
GENERAL LIABILITY C VERAGE
caycz t a r__ I'll . rh4acv
• $4,000,000 General Aggregate
• $4,000,000 Each Occurrence
• $4,000,000 Product Liability
• $4,000,000 Umbrella Coverage
• $2,000,000 Personal/Advertising Injury Limit
• $2,000,000 Employer's liability coverage
$0.00 3
Total Three Year
Cost
Ted Bronstein I Vice President of Expansion I ted@zagster.com 1 617-999-2887
M
CO2018Zagster1nc Zagster'