HomeMy WebLinkAbout11. Approve Agmt w-MV Transportation Inc for Operations of DowneyLink & Dial-A-Ride Svcs & Terminate PSA for Temp PersI rTl
•: HONORABLE MAY• - AND MEMBERS OF THE CITY COUNCIL
` • OFFICE OF ,
BY: PAMELA J. PASSOW, DIRECTOR OF PARKS & RECREATION
D2018
APPROVALSUBJECT: AN OF THE TRANSIT SERVICES AGREEEMENT WITH MV
TRANSPORTATION INC. FOR THE OPERATION OF THE DOWNEYLINK AND
THE DIAL -A -RIDE SERVICES
RECOMMENDATION
That the Council approver
1. The Transit Services Agreement with MV Transportation, Inc. for the Operation of the
DowneyLink and Dial -a -Ride Services and authorize the Mayor to execute the
Agreement;
2. Authorize the Director of Parks & Recreation to terminate the Professional Services
Agreement with MV Transportation, Inc. for Temporary Personnel Services dated
November 14, 2017 with termination effective September 30, 2018.
BACKGROUND
In 2015, an analysis of the Downey's Transit services was prepared by Transit Consultant Mark
Stanley. In the report, it was recommended to look at the inefficiencies of Transit services and
look at potential opportunities for more optimal transit operations.
In 2015, with City Council direction, staff started to explore the possibility of adding in taxi
service, but in 2017 after reviewing the service, opted to instead reduce mid-day fixed route
service. The combined routes has been in effect and working well since May 2017.
Another option recommended in the Transit analysis was the outsourcing of all transit services;
therefore, the City released a Request for Proposal for the operation of transit services in
Downey in May 2018, including DowneyLink and Dial -A -Ride.
The DowneyLink provides approximately 260,000 passenger trips per year. DowneyLink
operates daily from 6:30 a.m. to 6:30 p.m., within the boundary of the City of Downey, with four
(4) circulating routes (Northeast, Southeast, Southwest, and Northwest) and service on
weekdays with the exception of designated holidays. During the highest volume of service,
otherwise known as "peak times", six (6) buses are operated with two "tripper" buses adding
additional support to the two busiest routes. During off peak times (9:00 a.m. to 2:00 p.m),
South and North routes combine for a total of two (2) buses. The City of Downey has operated
the Dial -A -Ride senior and disabled paratransit service since 2007. Dial -A -Ride is a curb -to -
curb reservation -based transportation service available to residents who are at least 65 years of
AGREEMENT BETWEEN MV TRANSPORTATION INC. AND THE CITY OF DOWNEY TO
OPERATE DOWNEYLINK FIXED ROUTE AND DOWNEY DIAL -A -RIDE TRANSIT
AUGUST 28, 2018
age or disabled residents of any age that prohibits the use of public transportation. In general,
there are approximately 2,981 Dial -A -Ride registrants and about 2,826 active riders.
DISCUSSION
The City received four proposals from reputable transit companies. Three of the proposals were
accepted and one was deemed non-compliant. The City reviewed the proposals and rated them on
the following criteria: background, affirmations, certifications, and financial sustainability;
qualifications and technical capacity; and price proposal, incentives, and staffing plan. After careful
review and in-person interviews, MV Transportation, Inc. scored the highest.
The City entered into an agreement with MV Transportation in 2002 to operate the City's fixed route
transit service, the DowneyLink, with their agreement ending on September 30, 2018. MV
Transportation Inc. has proven to be a valued vendor who has provided quality services to the City.
The benefits of outsourcing include a cost savings to the City, reduced risk management, and
reduced staffing hours needed for the maintenance of the Dial -A -Ride vehicles. Currently, there are
four full time staff and five part time transit staff. MV Transportation, Inc. has offered each current
employee employment pending passing their driving test and background check.
The new Agreement will allow MV to perform the transit operation from the City's Transit Depot.
Buses will be leaving approximately every fifty-two (52) minutes. The fare for DowneyLink and
Dial -A -Ride is currently 50 cents per ride. MV Transportation, Inc. will maintain the vehicles at
their facility in Paramount, as well as general administration. Dial -A -Ride operations would be
housed at the Downey Transit Depot, which has been incorporated in the agreement.
The new Agreement for the operation of transit services is for seven years with three one-year
options, for a total of ten years. Fuel costs would be paid for as a pass through to the City. The new
Agreement also has stringent standards for customer service, expectations, and maintenance for
both DowneyLink and Dial -A -Ride in order to continue providing quality transit services to the
Downey community.
The City will also need to terminate the Temporary staffing agreement effective September 30,
2018 since the new operations agreement will include the services of drivers and support transit
staffing.
CITY COUNCIL PRIORITIES
Fiscal Responsibility
Efficiency & Adaptability
FISCAL IMPACT
No general funds would be used. Fund 55 Proposition A and C fund the Transit program. The
total program cost for DowneyLink is $886,425 and for Dial -A -Ride is $571,496, which includes
$28,688 start-up costs, for a grand total of $1,457,921. Fare box revenue collected annually is
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AGREEMENT BETWEEN MV TRANSPORTATION INC. AND THE CITY OF DOWNEY TO
OPERATE DOWNEYLINK FIXED ROUTE AND DOWNEY DIAL -A -RIDE TRANSIT SERVICE
AUGUST 28, 2018
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CITY OF DOWNEY
TRANSIT SERVICES AGREEMENT
FOR OPERATION OF THE DOWNEYLINK AND DIAL -A -RIDE SERVICES
1. PARTIES AND DATE:
This Transit Services Agreement ("Agreement") is made and entered into this 1st
day of October, 2018 by and between the City of Downey, a California municipal
corporation and charter city with its principal place of business at 11111 Brookshire
Avenue, Downey California 90241 ("City") and MV Transportation, Inc., a California
Corporation with its principal place of business at 2711 N. Haskell Avenue, Ste. 1500,
LB2, Dallas, Texas, 75204 ("Contractor"). 'City and Contractor are sometimes
individually referred to as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Purpose
2.1.1. Pursuant to applicableprovisions of law, City is permitted to
expend certain funding, including federal funding, for transportation services.
The City Council of the City of Downey has determined that the public interest,
convenience and necessity require that residents and visitors to the City of
Downey should be provided with means of transportation that is reasonably
affordable, flexible and able to provide convenient and timely public
transportation within the city limits and to selected destinations outside of the
City of Downey.
2.1.2.The City has solicited proposals from qualified companies to
manage and operate the City of Downey transit services and to provide such
transportation services. The City has determined that Contractor is qualified to
perform such services and has agreed to provide the same subject to the terms
and conditions of this Agreement.
2.2 Contractor..
Contractor desires to perform and assume responsibility for the provision of
certain transit services required by City on the terms and conditions set forth in this
Agreement. Contractor represents that it has demonstrated competence and
experience in providing transit services to public clients, is licensed in the State of
California, and is familiar with the transportation plans of City.
2.3 Project.
City desires to engage Contractor to render such services for the City of
Downey Dial -A -Ride and DowneyLink Transit Services ("Project") as set forth in this
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Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Contractor promises and agrees to
operate the City of Downey Transit Depot and to furnish to City all labor, materials,
tools, equipment, vehicles services, and incidental and customary work necessary to
fully and adequately supply the Downey Dial -A -Ride and Downeyl-ink transportation
services necessary for the Project ("Services"). The Services are more particularly
described in Exhibit "A" attached hereto and incorporated herein by reference. All
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.
3.1.2 Term. The term of this Agreement shall be from October 1, 2018 to
September 30, 2025, unless earlier terminated as provided herein. Contractor shall
complete the Services within the term of this Agreement, and shall meet any other
established schedules and deadlines.
3.1.3 Extension Periods. This Agreement may be extended by mutual
agreement of the City and Contractor for up to three option periods of one (1) year
each as follows:
Option Period 1: October 1, 2025 through September 30, 2026
Option Period 2: October 1, 2026 through September 30, 2027
Option Period 3: October 1, 2027 through September 30, 2028
It is mutually understood and agreed that City is under no obligation whatsoever to
exercise any or all of these options and that no representations have been made by City
committing it to such exercise of this option, and that City may procure any such option
requirements elsewhere. Such option exercise may be by amendment hereto or by
issuance of a new Agreement as mutually agreed by City and Contractor.
3.2 Responsibilities of Contractor..
3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Contractor or under its supervision. Contractor will
determine the means, methods and details of performing the Services subject to the
requirements of this Agreement. City retains Contractor on an independent contractor
basis and not as an employee. Contractor retains the right to perform similar or
different services for others during the term of this Agreement. Any of Contractor's
employees performing the services under this Agreement on behalf of Contractor shall
also not be employees of City. Contractor shall conduct criminal background checks of
new employees in accordance with applicable state and federal laws. Contractor 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. Contractor
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.
3.2.2 Schedule of Services.
Contractor shall perform the Services expeditiously, within the term of
this Agreement, and in accordance with any schedule of services set forth in Exhibit
"A" attached hereto and incorporated herein by reference... Contractor represents that
it has the professional and technical personnel required to perform the Services in
conformance with such conditions. In order to facilitate Contractor's conformance with
any schedule of services, City shall respond to Contractor's submittals in a timely
manner. The parties_ acknowledge that the schedule of services may be amended by
mutual agreement due to changes in circumstances, including changes in the
performance schedule of other third parties performing work for the City on the Project,
which affect the timing of Contractor's performance of the Service.
3.2.3 Conformance to Applicable Requirements.
All services and work rendered by Contractor shall be subject to the
requirements set forth in this Agreement.
3.2.4 Substitution of Key Personnel.
Contractor has represented to City that certain key personnel will perform
and coordinate the Services under this Agreement. Should one or more of such
personnel become unavailable, Contractor may substitute other personnel of at least
equal competence upon written approval of City. In the event that City and Contractor
cannot agree as to the substitution of key personnel, -City _shall be entitled to terminate
this Agreement for cause. As discussed below, any personnel who fail or refuse to
perform the Services in a manner acceptable to the City, or whoaredetermined by the
City to be uncooperative, incompetent, a threat to the adequate or timely completion of
the Project or a threat to the safety of persons or property, shall be promptly removed
from the Project by the Contractor at the request of the City.
3.2.5 City's Representative.
The City hereby designates the Director of Parks and Recreation, or his
or her designee, to act as its representative for the performance of this Agreement
("City's Representative"). City's Representative shall have the power to act on behalf
of the City for all purposes under this Agreement. Contractor shall not accept, direction
or orders from any person other than the City's Representative or his or her designee.
3.2.6 Contractor's Representative.
Contractor hereby designates Judie Smith, Regional Vice President, or
his or her designee, to act as its representative for the performance of this Agreement
("Contractor's Representative"). Contractor's Representative shall have full authority to
represent and act on behalf of the Contractor for all purposes under this Agreement.
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The Contractor's Representative shall supervise and direct the Services, using his or
her best skill and attention, and shall be responsible for all means, methods,
techniques, sequences and procedures and for the satisfactory coordination of all
portions of the Services under this Agreement.
3.2.7 Coordination of Services.
Contractor agrees to work closely with City staff in the performance of
Services and shall be available to City's staff, contractors and other agents at all
reasonable times.
3.2.8 Standard of Care; Performance of Employees.
Contractor 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 of California. Contractor
represents and maintains that it is skilled in the professional calling necessary to
perform the Services. Contractor warrants that all employees and subcontractors shall
have sufficient skill and experience to perform the Services assigned to them. Finally,
Contractor represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to
perform the Services, including a City Business License, the California Highway Patrol,
and Public Utilities Commission and any other governmental agency relating to
transportation of the elderly and disabled passengers, and that such licenses and
approvals shall be maintained throughout the term of this Agreement. As providedfor
in the indemnification provisions of this Agreement, Contractor 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. Contractor's failure to comply with
the standard of care provided for herein. Any employee of the Contractor or its sub-
contractors 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 Contractor and shall not be re-employed to perform any of the
Services or to work on the Project.
3.2.9 Lawsand Regulations.
Contractor shall keep itself fully informed of and in compliance with all
applicable local, state and federal laws, rules and regulations in force at the time the
Services are performed by Contractor 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. Contractor shall be liable for all violations of such laws
and regulations in connection with Services. If the Contractor performs any work
knowing it to be contrary to such laws, rules and regulations and without giving written
notice to the City, Contractor shall be solely responsible for all costs arising therefrom.
Contractor shall defend, indemnify and hold City, its officials, directors, officers,
employees and agents free and harmless, pursuant to the indemnification provisions of
this Agreement, from any claim or liability arising out of any failure or alleged failure to
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comply with such laws, rules or regulations. Contractor's violation of such laws, rules
and regulations shall also constitute a material breach of this Agreement.
3.2.10 Insurance:
3.2.10.1 Time for Compliance.
Contractor shall not commence the Services under this Agreement
until it has provided_ evidence satisfactory to the City that it has secured all insurance
required under this section. In addition, Contractor shall 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 the insurer, coverage and other special
circumstances.
3.2.10.2 Minimum Requirements.
Contractor shall procure and maintain for the duration of the
Agreement insurance against claims for injuries to persons or damages to property
which may arise from or in connection with this Agreement and the performance of the
work hereunder by the Contractor, its agents, representatives, or employees.
Coverage shall be at least as broad as:
i. Commercial General Liability (CGL): Insurance Services Office
Form CG 00 01 covering CGL on an "occurrence" basis, including products and
completed operations, property damage, bodily injury and personal and advertising
injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit
applies, either the general aggregate limit shall apply separately to this Project/location
(ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required
occurrence limit.
ii. Automobile Liability: Insurance Services Office Form Number
CA 0001 covering, Codel (any auto), or if Contractor has no owned autos, Code 8
(hired) and 9 (non -owned), with limit no less than $2,000,000 per accident for bodily
injury and property damage.
iii. Workers' Compensation Insurance: As required by the State of
California with Statutory Limits, and Employer's Liability Insurance with limit of no less
than $1,000,000 per accident for bodily injury or disease.
iv. If the Contractor maintains broader coverage and/or higher
limits than the minimums shown above, the City requires and shall be entitled to the
broader coverage and/or higher limits maintained by the Contractor. Any available
insurance proceeds in excess of the specified minimum limits of insurance and
coverage shall be available to the City.
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3.2.10.3 [Reserved];
3.2.10.4 Insurance Endorsements.
The insurance policies shall contain the following provisions, or
Contractor shall provide endorsements on forms approved by the City to add the
following provisions to the insurance policies: Additional Insured Status.
The City, its officers, officials, employees, and volunteers are to be
covered as additional insureds on the Commercial General Liability policy with respect
to liability arising out of work, services or Project performed by or on behalf of the
Contractor including materials, parts, or equipment furnished in connection withsuch
work, services or Project. Commercial General Liability coverage can be provided in
the form of an endorsement to the Contractor's insurance (at least as broad as ISO
Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG
20 37 forms if later revisions used).
3.2.10.5 Primary Coverage.
For any claims related to this Agreement, the Contractor's
insurance coverage shall be primary insurance primary coverage at least as broad as
ISO CG 20 01 04 13 with respect totheCity, its officers, officials, employees, and
volunteers. Any insurance or self-insurance maintained by the City, its officers,
officials, employees, or volunteers shall be excess of the Contractor's insurance and
shall not contribute with it.
3.2.10.6 Notice of Cancellation.
Each insurance policy required above shall state that coverage
shall not be canceled, except with notice to the City. Contractor agrees to oblige its
insurance agent or broker and insurers to provide to City with a sixty (60) day notice of
cancellation (except for nonpayment for which a ten (10) day notice is required) or
nonrenewal of coverage for each required coverage. This cancellation must be
provided through "NOTIFICATION TO OTHERS OF CANCELLATION
ENDORSEMENT".
3.2.10.7 Waiver of Subrogation.
Contractor hereby grants to City a waiver of any right to
subrogation which any insurer of said Contractor may acquire against the City by virtue
of the payment of any loss under such insurance. Contractor 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.
3.2.10.8 Self -Insured Retentions.
Self-insured retentions must be declared to and approved by the
City. The City may require the Contractor to provide proof of ability to pay losses and
related investigations, claim administration, and defense expenses within the retention.
The policy language shall provide, or be endorsed to provide, that the self-insured
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retention may be satisfied by either the named insured or City=
3.2.10.9 _Acceptability of Insurers.
Insurance is to be placed with insurers authorized to conduct
business in the State of California with a current A.M. Best's rating of no less than
A:VII, unless otherwise acceptable to the City.
3.2.10.10 Claims Made Policies.
If any of the required policies provide coverage on a claims -made
basis:
i. The Retroactive Date must be shown and must be before the
date of the Agreement or the beginning of Agreement work.
ii. Insurance must be maintained and evidence of insurance must
be provided for at least five (5) years after completion of the Agreement of work.
Iii If coverage is canceled or non -renewed, and not replaced with
another claims -made policy form with a Retroactive Date prior to the Agreement
effective date, the Contractor must purchase "extended reporting" coverage for a
minimum of five (5) years after completion of Agreement work.
3.2.10.11- Verification of Coverage.
Contractor shall furnish the City with original Certificates of
Insurance including all required amendatory endorsements (or copies of the applicable
policy language effecting coverage required by this clause) and a copy of the
DeclarationsandEndorsement Page of the Commercial General Liability policy listing
all policy endorsements to City before work begins. However, failure to obtain the
required documents prior to the work beginning shall not waive the Contractor's
obligation to provide them. The City reserves the right to require complete, certified
copies of all required insurance policies, including endorsements required by these
specifications, at any time.
3.2.10.12 Subcontractors.
Contractor shall require and verify that all subcontractors maintain
insurance meeting all the requirements stated herein, and Contractor shall ensure that
City is an additional insured on insurance required from subcontractors.
3.2.10.13 Safety.
Contractor shall execute and maintain its work so as to avoid injury
or damage to any person or property. In carrying out its Services, the Contractor 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 ofemployees
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,
equipment and wearing apparel as are necessary or lawfully required to prevent
accidents or injuries; and (C) adequate facilities for the proper inspection and
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maintenance of all safety measures. Contractor shall provide evidence that it complies
with Cal -OSHA Illness and Injury Program, Title 8 of the California Code of Regulations
(TBCCR) section 3203.
3.3 Fees and Payments.
3.3.1 Compensation.
Contractor shall receive compensation, including authorized
reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit "B" attached hereto and incorporated herein by reference. Extra Work may
be authorized, as described below, and if authorized,_ said Extra Work will be
compensated at the rates and manner set forth an amendment to this Agreement.
3.3.2 Payment of Compensation.
Contractor shall submit to City a monthly itemized statement which
indicates the number of service hours for DowneyLink and the number of trips for Dial -
A -Ride rendered by Contractor. The statement shall describe the Services 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 Reimbursement for Fuel Costs.
Contractor shall submit to City a monthly itemized statement of fuel costs
for Dial -A -Ride and DowneyLink vehicles. Contractor shall not be reimbursed for any
other expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement,- City
may request that Contractor 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. Contractor shall not perform, nor be compensated for,
Extra Work without written consent of the City's representative prior to the work being
performed.
3.3.5 Request for Rate Adjustment.
Contractor may submit a request for a rate adjustment and the City shall
consider such request- in good faith in the event Contractor's revenues decrease or
operating costs increase as a result of any of the following:
3.3.5.1 The City requests a material change to the services to be
provided by the Contractor;
3.3.5.2 Changes to local, state and/or Federal laws regarding wages and
benefits of the employees during the term of this Agreement, and which become law
after the submission date of Contractor's proposal; or
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3.3.5.3 A local, state or federal government entity with jurisdiction over
the Contractor adopts any law, rule, regulation or order which has the effect of
increasing Contractor's costs to deliver the services hereunder.
If the parties are unable to agree on a rate adjustment within thirty (30) days of
Contractor's request, then either party may terminate the Agreement upon 120 days
written notice to the other party pursuant to Section 3.6.2 herein.
3.3.6 Compensation in Option Periods.
In the event that either or all of the three, one-year option periods are
exercised by the City with the agreement of Contractor,_ Contractor compensation will
be negotiated between the parties.
3.4 Accounting Records,
3.4.1 Maintenance and Inspection.
Contractor shall maintain complete and accurate records with respect to
all costs and expenses incurred under this Agreement. All such records shall be clearly
identifiable. Contractor 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. Contractor 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.
3.4.2 Contractor shall allow the authorized representatives of the U.S.
Department of Transportation, the Comptroller General of the United States, the State
of California, and the County of Los Angeles to inspect and audit all data and records
of the Contractor relating to the performance under this Agreement._ Such audit shall
be allowed upon reasonable notice of any aforementioned agency. Further, Contractor
shallmaintainall required recordsforthree (3) years after final payment under this
Agreement and until all other pending matters are closed.
3.5 License of the City of Downey Transit Depot,
3.5.1. City hereby grants a non-exclusive license to Contractor to use the
approximately 12,000 square foot City of Downey Transit Depot located at 8150 Nance
St, Downey, CA 90241 (the "Premises") owned by the City, for the purpose of
dispatching, transportation services, supervising transit employees, communicating with
the general public in-person and by phone regarding the City's transit services and to
store the city -owned Dial -A -Ride vehicles and for no other purpose, for the term of this
Agreement. The Premises are depicted in Exhibit "C" attached hereto and
incorporated by reference herein.
3.5.2. Contractor shall provide City with reasonable access to the
Premises during normal business hours. With prior notice to Contractor, City will be
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permitted to access the Transit Depot conference room for meetings and city -related
activities.
3.5.3 Contractorshall be responsible for the cost of all utilities, janitorial
services, maintaining the Premises in a clean and safe condition and maintaining any
equipment or facilities owned by the City within the Premises that Contractor is
authorized to use, in good repair and working order. Contractor shall be responsible for
the maintenance and repair of the roof, exterior structural components of the Premises,
and foundation of the Premises. Contractor shall use its own computers, telephones,
office supplies and equipment necessary for the provision of Services under this
Agreement as set forth in Exhibit "A". At its own cost, City will provide the equipment
necessary for dispatching at the Transit Depot, and _provide TripSpark software
updates.
3.5.4. To the best of City's knowledge, the Premises has not been used
as a land fill to receive solid waste, whether or not hazardous, and has not been used
for the disposal, storage or treatment of any waste, trash, garbage, industrial by-
product, chemical or hazardous substance of any nature, including without limitation
radioactive materials, PCBs, asbestos, pesticides, herbicides, pesticide or herbicide
containers, untreated sewage, industrial process sludge or any "hazardous substance
as such term is defined in the following sources as amended from time to time; (i) the
Resource Conservation and Recovery Act of 1976, 42 U.S.C. § 6901, et seq.
("RCRA" ); (ii) the Hazardous Materials Transportation Act, 49 U.S.C. § 1801, et seq.;
(iii) the Comprehensive Environmental Response Compensation and Liability Act of
1980, 42 U.S.C. § 9601, et seq. ("CERCLA"); (iv) applicable laws of the jurisdiction
where the Premises is located, and (v) any federal, state or local statutes, regulations,
ordinances, rules or orders issued or promulgated under or pursuant to any of those
laws or otherwise by any department, agency, or other administrative, regulatory or
judicial body. To the best of City's knowledge, the Premises does not contain asbestos
insulation or electrical transformers cooled by phenylchlorobezene or polychlorinated
biphenyls. City is responsible for all cost of remediation required as _a result of a
preexisting environmental condition or previous breach of any of the any environmental
statute, regulation, ordinance, rule or order discussed herein occurring prior to
Contractor's occupancy of the Premises. City hereby agrees to defend, indemnify and
hold Contractor harmless for any liability, cost, damage, loss, claim, expense, cause of
action, or enforcement or regulatory action (including but not limited to reasonable
attorney's and experts' fees and court costs) incurred by or threatened _against
Contractor as a result of a preexisting environmental condition or previous breach of
any environmental statute, regulation, ordinance, rule or order discussed herein
occurring -prior to Contractor's occupancy of the Premises, and proximately resulting
from the acts or omissions of the City.
3.5.5. Contractor hereby agrees to defend, indemnify and hold CITY, its
officials, officers, employees and employees harmless for any liability, cost, damage,
loss, claim, expense, cause of action, or enforcement or regulatory action (including but
not limited to attorney's and experts' fees and court costs) incurred by or threatened
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against City as a result of the release of any hazardous substance, or other
environmental condition or breach of any environmental statute, regulation, ordinance,
rule or order, following, and proximately resulting from, Contractor's use or occupancy
of the Premises.
3.6 General Provisions.
3.6.1 Termination of Agreement.
3.6.1.1 Grounds for Termination.
City may, by written notice to Contractor, terminate 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 Contractor of such termination, and
specifying the effective date thereof, at least sixty (60) days before the effective date of
such termination. Contractor may only terminate this Agreement for cause upon giving
the City not less than sixty (60) calendar days' written notice. This Agreement may also
be terminated at any time upon mutual agreement of both Parties.
Upon termination, Contractor shall be compensated only for those services
which have been adequately rendered to City, and Contractor shall be entitled to no
further compensation. The City shall within fifteen (15) calendar days following
termination pay the Contractor for all services adequately rendered and all
reimbursable costs incurred by Contractor up to the date of termination, in accordance
with the payment provisions of this Agreement
For up to sixty (60) days prior to and following the effective date of the
termination or expiration of this Agreement, Contractor shall provide to either the City
or any future contractor selected by City, full cooperation in the transition to the
successor contractor. This shall include, at a minimum, consultation regarding
operational matters, and access to maintenance records and all Downey Transit
operating records.
The following reasons shall constitute "cause" for which either party may
terminate this Agreement as provided herein:
Substantial failure by the other party to perform in accordance with the
terms of this Agreement and through no fault of the terminating party;
• Assignment of this Agreement or transfer or subcontract of the
Services, the Project or this Agreement by either party to any other
entity without the prior written consent of the other party;
• City may terminate this Agreement upon ninety (90) days written notice to
Contractor that insufficient funding is available to City to fund this
Agreement;
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• Suspension of the Project or the Contractor's Services by the City for
more than sixty (60) 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.
The (a) appointment of a receiver to take possession of all or substantially
all of the assets of Contractor; or (b) general assignment by Contractor for
the benefit of creditors; or (c) act or any matter taken by or any event
suffered by Contractor under any insolvency or bankruptcy act.
3.6.1.2 Effect of Termination.
If this Agreement is terminated as provided herein, City may
require Contractor to provide all finished or unfinished Documents and Data and other
information of any kind prepared by Contractor in connection with the performance of
Services under this Agreement. Contractor shall be required to provide such
Documents and Data and other information within fifteen (15) days of the City's
request.
3.6.1.3 Additional Services.
In the event this Agreement is terminated in whole or in part as
provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.6.1.4. Force Majeure
Except for the duty to make payments hereunder when due,
neither party shall be liable to the other party for any losses, expenses, or damages
resulting from any delay in performance or from non-performance caused by
circumstances beyond the reasonable control of the party affected, including but not
limited to acts of God, fire, flood, explosion, war, terrorism, sabotage, strike, or labor
dispute. The affected party shall use reasonable commercial efforts to avoid or remove
those causes of nonperformance. In the event that either party is unable to perform its
obligation under this Agreement by reason of force majeure, it shall immediately give
notice thereof as provided for herein to the other party.
3.6.2 Liquidated Damages.
The relationship between the City and the Contractor is one of
partnership. There is an expectation that both parties will provide exceptional support
and service to each other and the public. There is an expectation on the City's part
that the Contractor has taken due care in preparing its estimate of costs so as not to
degrade the quality of any one aspect of the Agreement provisions during the life of
the Agreement.
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The Contractor will strive at all times to provide service in a
manner which will ensure responsive service to transit customers, while at the same
time maximizing service reliability and safety. In order to identify key areas of concern
to the City, various performance standards are described below for which liquidated
damages may be assessed at the City's discretion when service falls below the
specified standard.
Any breach of this Agreement by Contractor could result in substantial
damages and injury to the public and City in amounts which are difficult to
ascertain with specificity at this time. Therefore, the following dollar amounts are
established here for the identified standards. Liquidated damages will be waived if
failure is due to a manufacturer defect existing in a vehicle or series of vehicles or to
conditions beyond the control of Contractor. The liquidated damage clauses
described below may be instituted by the City no sooner than two months after the
initiation of the service, with the exception of the Service Start-up and the Service
Failure liquidated damage clauses described below.
3.6.2.1 Service Start -Up..
Service will commence on October 1, 2018 the startup of the
DAR service will be coordinated with the Contractor. The liquidated damages to be
paid hereunder will not be required where it is determined by City that a failure to
commence timely service is solely as a result of actions by City, as solely determined
by City.
Liquidated damage: Ten thousand dollars ($10,000) for each day service is delayed
until the service is started.
3.6.2.2 Key Personnel Retention.
The "key personnel", as outlined in Contractor's Staffing Plan, are
crucial to the day-to-day operations which will be provided under this Agreement. The
City is requiring that these people be dedicated solely to this Project for the initial
Agreement term of five (5) years.
Liquidated damage: Ten thousand dollars ($10,000) per
occurrence, if the General Manager/Project Manager, is reassigned or promoted to
another position by the Contractor, without City consent, during the initial term of the
Agreement.
Liquidated damage: Ten thousand dollars ($10,000) per
occurrence, if Maintenance Manager/Supervisor, as proposed in the Contractor's
Staffing Plan, is reassigned or promoted to another position by the Contractor, without
City consent, during the initial term of the Agreement.
3.6.2.3 Drug Free Workplace and Drug & Alcohol Program. The
Contractor must provide a program for drug testing of operations, maintenance
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and other personnel in compliancewith the U.S. Department of Transportation. City
will determine compliance by reviewing Contractor's documentation.
Liquidated damage: Two thousand dollars ($2,000) per
occurrence, if Contractor is out of compliance.
3.6.2.4 Service Failure.
Service will be provided by Contractor to the City at all times
during the term of this Agreement, except during specified holidays noted herein.
Liquidated damage: Ten thousand dollars ($10,000) per day, for
each day City is without the services provided by Contractor from the date of the
breach to and including the date the services are replaced.
3.6.2.5 Service Quality.
On -Time Performance: The City has set an on-time performance
level of 90 percent for fixed route. The City will base the on-time performance on
random field observations, and information reported by the Contractor.
Liquidated damage: Two hundred fifty dollars ($250) per month,
for each full or partial percentage point below the 90% performance target.
Missed Trip: The City has set a tripcompletiontarget of 90% for
fixed route. The City will base the missed trip performance on field observations and
information reported by the Contractor.
Liquidated damage: One thousand dollars ($1,000) per month,
for each full or partial percentage point below the 90% performance target.
3.6.2.6 Vehicle Maintenance Liquidated Damages.
3.6.2.6.1 Mechanic Certifications.
Maintenance performed on the revenue vehicles used for this
Agreement must be performed by mechanics which have the proper training and
certifications. The City will monitor compliance through semi-annual reviews of the
mechanic certifications as submitted by the Contractor.
Liquidated damage: Five thousand dollars ($5,000) each
reporting period, if the Contractor does not have maintenance staff with the required
certifications.
3.6.2.6.2 Scheduled & Preventive Maintenance.
Contractor will be responsible for providing precise scheduled
maintenance and preventive maintenance inspections as specified by the vehicle
manufacturer and City. The City will randomly inspect vehicle and equipment records
for compliance.
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Liquidated damage: Five hundred dollars ($500) for each vehicle
that has missed any on-time preventive maintenance service.
3.6.2.6.3 ADA Equipment & Use.
The Contractor must assure that all ADA equipment on all
vehicles is operating properly. The City will determine compliance through Contractor
reports and pull-out inspections.
Liquidated damage: Five hundred dollars ($500) per occurrence,
if any ADA equipment is not operating properly.
3.6.2.6.4 Vehicle Appearance.
The Contractor must maintain the appearance of the interior and
exterior of all revenue vehicles as indicating in the Vehicle Maintenance Specification
of the Agreement. The City will determine compliance through pullout inspections.
Liquidated damage: One hundred dollars ($100) per vehicle per
occurrence, if a vehicle does not meet the requirements.
3.6.2.6.5 City Inspection Failure.
To ensure a quality operation, the Contractor will be expected to
pass all third party and City inspections.
Liquidated damage: Five hundred dollars ($500) for each vehicle
which fails a third party or City vehicle inspection or re -inspection for safety.
3.6.2.6.6 CHP Inspection Failure.
To ensure a quality operation, the Contractor will be
expected to pass all California Highway Patrol terminal and bus inspections.
Liquidated damage: Two thousand five hundred dollars ($2,500)
for each vehicle placed out-of—service during a CHP vehicle inspection or re-
inspection.
Liquidated damage: Five thousand dollars ($5,000) for failure to
receive a satisfactory determination of the Contractor's bus terminal during ,a CHP
terminal inspection or re -inspection.
3.6.2.7 Administrative Liquidated Damages.
3.6.2.7.1 Customer Service Forms.
The City desires to respond to customer complaints in a timely
manner. Integral to the response process is the amount of time the Contractor uses to
respond to a complaint. The City will track all requests to determine compliance.
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Liquidated damage: One hundred dollar ($100) per late
response to Customer Service Request as specified.
3.6.2.7.2 Complaints.
City -verified service complaints may be no more than eight (8)
within a calendar month, exclusive of customer questions, comments or suggestions.
Multiple reports of the same occurrence will only count as one complaint. The City will
determine compliance by tracking customer service requests. The City will make the
ultimate determination if a complaint is valid.
Liquidated damage: One thousand dollars ($1,000) per month, if
the number of verifiable service complaints, as determined by City, is more than eight
(8) per month.
3.6.2.7.3 Service Data Collection and Reporting.
The Contractor and City are obligated to report to regulatory
agencies in a timely manner. The- Contractor is required to submit the reports as
specified in the Agreement documents.
Liquidated damage: Five hundred dollar ($500) per late report
per occurrence.
3.6.3 Delivery of Notices.
All notices permitted or required under this Agreementshall be given to
the respective parties at the following address, or at such other address as the
respective parties may provide in writing for this purpose:
Contractor:
City:
Legal Department
MV Transportation, Inc.
2711 N. Haskell
Suite 1500, LB -2
Dallas, TX 75204
City of Downey
11111 Brookshire Avenue
Downey, California 90241
Phone: (562) 904-7284
Fax: (562) 923-6388
ATTN: City Manager
With a Courtesy Copy to:
City of Downey
City Attorney's Office
11111 Brookshire Avenue
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Downey, CA 90241
Fax: (562) 923-6388
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.
3.6.4 Ownership of Materials and Confidentiality.;.
3.6.4.1 Documents & Data; Licensing of Intellectual Property.
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 Contractor under this Agreement ("Documents & Data"). Contractor 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. Contractor represents and warrantsthatContractor has the legal right to
license any and all Documents & Data. _Contractor makes no such representation and
warranty in regard to Documents & Data which were prepared by design professionals
other than Contractor or provided to Contractor 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.
Exception will be granted to Contractor for report formatting and content options
proprietary to contractor, including but not limited to non-standard, unique and special
reports prepared by Contractor or on Contractor's behalf.
3.6.4.2 Confidentiality.
All ideas, memoranda, specifications, plans, procedures,
drawings, descriptions, computer program data, input record data, written information,
and other Documents and Data either created by or provided to Contractor in
connection with the performance of this Agreement shall be held confidential by
Contractor. Such materials shall not, without the prior written consent of City, be used
by Contractor for 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 the Project. Nothing furnished to Contractor which is
otherwise known to Contractor or is generally known, or has become known, to the
related industry shall be deemed confidential. Contractor 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.
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3.6.5 Cooperation; Further Acts.
The Parties shall fully cooperate with one 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.
3.6.6 Attorney's Fees.
In the event of any litigation, whether in a court of law, administrative
hearing, arbitration, or otherwise, arising from or related to this Agreement of the
services provided under this Agreement, the prevailing party shall be entitled to
recover from the non -prevailing party all reasonable costs incurred, including staff time,
court costs, attorneys' fees and all other related expenses in such litigation.
3.6.7 Indemnification.
To the fullest extent permitted by law, Contractor hereby agrees, at its
sole cost and expense, to protect, indemnify, and hold harmless the City of Downey,
and its elected officials, officers, attorneys, agents, employees, designated volunteers,
successors, and assigns (collectively "Indemnitees") from and against any and all
damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings,
expenses, judgments, penalties, liens, and Josses of any nature whatsoever, including
fees of accountants, attorneys, or other professionals and all costs associated
therewith (collectively "Liabilities"), resulting from any act or omission, wrongful or
negligent act, failure to act,_ or omission of Contractor oranyof its officers, agents,
servants, employees, subcontractors,- materialmen, suppliers or their officers, agents,
servants or employees, arising or claimed to arise, directly or indirectly, out of, in
connection with, resulting from, or related to this Agreement or the performance or
failure to perform any term, provision, covenant, or condition of the Agreement,
including this indemnity provision. This indemnity provision is effective regardless of
any prior, concurrent, or subsequent passive negligence by Indemnitees and shall
operate to fully indemnify Indemnitees against_ any such negligence. This indemnity
provision shall survive the termination of the Agreement and is in addition to any other
rights or remedies which Indemnitees may have under the law. Payment is not required
as a condition precedent to an Jndemnitee's right to recover under this indemnity
provision, and an entry of judgment against the Contractor shall be conclusive in favor
of the Indemnitee's right to recover under this indemnity provision. Contractor shall pay
Indemnitees for any attorneys' fees and costs incurred in enforcing this indemnification
provision. This indemnity is effective without reference to the existence or applicability
of any insurance coverages which may have been required under this Agreement or
any additional insured endorsements which may extend to Indemnitees.
Contractor, on behalf of itself and all parties claiming under or through it,
hereby waives all rights of subrogation and contribution against the Indemnitees, while
acting within the scope of their duties, from all claims, losses and liabilities arising out
of or incident to activities or operations performed by or on behalf of the Contractor
regardless of any prior, concurrent, or subsequent non-active negligence by the
Indemnitees.
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3.6.8 Entire Agreement.
This Agreement and the attachments and documents incorporated by
reference, if any, constitutes the entire Agreement of the parties with respect to the
subject matter hereof, and supersedes all prior representations, negotiations,
understandings or agreements. This Agreement may only be modified by a writing
signed by both parties.
3.6.9 Governing Law.
This Agreement shall be governed by the laws of the State of California.
Venue shall be the courts in Los Angeles County.
3.6.10 Time of Essence.
Time is of the essence for each and every provision of this Agreement.
3.6.11 City's Right to Employ Other Contractors.
City reserves right to employ other Contractors in connection with this
Project.
3.6.12 Successors and Assigns.
This Agreement shall be binding on the successors and assigns of the
parties.
3.6.13 Assignment or Transfer.
Neither party shall assign, hypothecate, subcontract or transfer, either
directly or by operation of law, this Agreement, the performance of services hereunder
or any interest, rights or obligations herein without the prior written consent of the City
Council, which consent shall not be unreasonably withheld. The consent of the City to
an assignment involving the performance of any obligations pursuant hereto _shall
require the City Council to find by competent evidence that the proposed assignee is
fully capable of performing those services proposedtobe assigned. In the event of
such assignment, the City Council may condition the same sous to ensure compliance
with the provisions of this Agreement.
Any attempt to assign, hypothecate, subcontract or transfer without the
City's consent shall be null and void, and any assignees, hypothecates or transferees
shall acquire no right or interest by reason of such attempted assignment,
hypothecation or transfer.
3.6.14 Construction; References; Captions.
Since the Parties or their agents have participated fully in the preparation
of this Agreement, the language of this Agreement shall be construed simply,
according to its fair meaning, and not strictly for or against any Party. Any term
referencing time, days or period for performance shall be deemed "calendar days and
not work days. All references to Contractor include all personnel, employees, agents,
and subcontractors of Contractor,_ except as otherwise specified in this Agreement. All
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references to City include its elected officials, officers, 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, or intent of this
Agreement.
3.6.15 Amendment; Modification.
No supplement, modification, or amendment of this Agreement shall be
binding unless executed in writing and signed by both Parties.
3.6.16 Waiver.
No waiver of any default shall constitute a waiver of any other default or
breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party
any contractual rights by custom, estoppel, or otherwise.
3.6.17 No Third Party Beneficiaries.
There are no intended third party beneficiaries of any right or obligation
assumed bythe -Parties.
3.6.18 Invalidity; Severability.
If any portion of this Agreement is declared invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions shall
continue in full force and effect.
3.6.19 Prohibited interests.
Contractor maintains and warrants that it has not employed nor retained
any company or person, other than a bona fide employee working solely for
Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has
not paid nor has it agreed to pay any company or person, other than a bona fide
employee working solely for Contractor, any fee, commission, percentage, brokerage
fee, gift or other consideration contingent upon or resulting from the award or making
of this Agreement. For breach or violation of this warranty, City shall have the right to
rescind this Agreement without liability. For the term of this Agreement, no member,
officer or employee of City, during the term of his or her service with City, shall have
any direct interest in this Agreement, or obtain any present or anticipated material
benefit arising therefrom.
3.6.20 Equal Opportunity Employment.
Contractor represents that it is an equal opportunity employer and it shall
not discriminate -against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age. Such
non-discrimination shall include, but not be limited to, all activities related to initial
employment, upgrading, demotion, transfer, recruitment or recruitment advertising,
layoff or termination. Contractor shall also comply with; all relevant provisions of any
City Minority Business Enterprise program, Affirmative Action Plan or other related
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programs or guidelines currently in effect or hereinafter enacted.
3.6.21 Labor Certification.
By its signature hereunder, Contractor 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.
3.6.22 Authority to Enter Agreement.
Contractor 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.
3.6.23 Counterparts.
This Agreement may be executed in counterparts, each of which shall
constitute an original.
3.7 Subcontracting.
3.7.1 Prior Approval Required.
Contractor shall not subcontract any portion of the work required by this
Agreement, except as expressly stated herein, without prior written approval of City.
Subcontracts, if any, shall contain a provision making them subject to all provisions
stipulated in this Agreement.
CITY OF DOWNEY IVIV TRANSPORTATION,
a California municipal corporation a California Corporation
• charter city
Dated: Dated:
By: By:
Mayor Gary Richardson, Chief Financial Officer
Attest. By:
Ted Navitskas; General Counsel
City Clerk
Approved as to Form: k
VY Attorney
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A. DoWneyLink and •':-Management,• • Operating,
Staffing,Maintenance, andCustomer
Staffing
Contractor shall provide the necessary management, administrative, operations,
maintenance, and customer service personnel with expertise to customary industry
standards for the DowneyLink and DAR services. Contractor shall manage services
in accordance with the guidelines and parameters established herein.
The Contractor shall take all steps necessary to ensure that its employees performing
transit services conduct themselves in a professional workmanlike manner. All such
employees shall at all times of employment be dressed in clean uniforms with
suitable identification. No employee may remove any portion of his or her uniform
while working. The style and appearance of employee uniforms shall be subject to
the approval of the City.
2 Vehicle Maintenance
Contractor shall ensure that its employees, support vehicles and contractor
equipment meet all applicable laws, codes,_ and safety standards as set by Federal,
State and local governments. The Contractor is responsible to maintain and keep all
DowneyLink and DAR vehicles in excellent mechanical condition. All maintenance
and repair of vehicles shall be completed to original equipment manufacturers'
specifications and standards, and shall be subject to approval by the City.
Contractor, at its sole cost and expense, shall provide labor, parts, replacement
materials, repairs, paint, supplies, towing services, and all other necessary
equipment and services required for the maintenance and operation of the vehicles
and equipment utilized in providing the transit services. Major vehicle components
are limited to engines, transmissions, and differentials or other major mechanical
components as determined by the City will be repaired or replaced at City cost as a
direct pass through as long as all vehicles have received appropriate on time
preventive maintenance as documented in the third party vehicle inspections.
Vehicle Maintenance services will be performed at Contractor's facilities located at
7209 Rosecrans Avenue in Paramount, CA.
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3. Facilities and Equipment
The Contractor, of its sole cost and expense, shall provide labor, supplies, and all
other necessary equipment required for non -vehicle maintenance. Non -Vehicle
Maintenance involves all activities associated with facility operations and facility
maintenance, shop and other facility equipment, maintenance of fare collection and
counting equipment, and maintenance of communication systems as defined by the
National Transit Database (NTD) program. Contractor shall ensure that Contractor's
facilities, and equipment meets all applicable laws, codes, and safety standards as
set by Federal, State and local governments.
i. Operations, Dispatch and Maintenance Facility
The Contractor will provide an adequate facility for supporting the operation and
maintenance of DowneyLink and DAR vehicles provided under this Agreement.
The maintenance area will be fully equipped with all equipment required to
maintain all vehicles in accordance with the specifications and manufacturer's
warranty and preventive maintenance programs. The Contractor shall assure
that any and all electronic and/or mechanical diagnostic and repair equipment
required or recommended by the Original Equipment Manufacturer (OEM) bus
builder or component manufacturer are provided to service the vehicles subject
to this Agreement.
The maintenance and operating facility shall be kept clean and safe at all times
throughout the term of the Agreement. The Contractor will be responsible for
obtaining and complying with all required building, occupancy, or other
governmental permits and must abide by OSHA safety standards.
The Contractor will perform all routine maintenance and support service at
Contractor's facility, located at 7209 Rosecrans Avenue in Paramount, CA.
Dispatching and operations for Dial -A -Ride will be performed at the Downey
Transit Depot, located at 8150 Nance St, Downey, CA 90241.
ii. Communications System
The Contractor is responsible to provide on -board radio communications system
and any base stations or handheld radios needed for operations. The Contractor
is responsible for obtaining, and paying for, the necessary frequencies for the
radio system. The cost of proper upkeep of the radios and replacement, if
damaged, is the sole responsibility of Contractor. Currently, the DAR drivers
utilize two-way radios that are owned by the City. Contractor may use the two-
way radios, but will be responsible for upkeep and replacement of radios as
needed.
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The communications system shall enable operators to communicate directly with
a dispatcher during allhoursof service. The Contractor's dispatcher must have
direct access to a land -line telephone at all times. The radio communication
system must cover, without dead spots, the routes of services, the operations
facility, any other storage or maintenance facilities, and the dispatch location.
iii. Farebox Equipment
The Contractor shall repair and maintain the Fareboxes and all related fare
collection equipment to Original Equipment Manufacturer (OEM) Standards.
Fareboxes shall at all times accept fare media supplied by the City. The
Contractor shall also be responsible for the proper operation, training, and
maintenance of all diagnostic equipment and spare parts; and probing
(downloading ridership data), collecting fare revenue at the end of daily revenue
operation on every Revenue Vehicle used, and ensuring that the data received is
accurate and timely.
The Contractor will be responsible for performing "demand" maintenance on the
fareboxes as the vehicles are in Revenue Service. Demand maintenance
includes removing jams in the bill validator and coin mechanism, and swapping
system components such as the bill validator and system board.
The Contractor will perform routine and ongoing farebox audits each month to
assure that coin mechanisms, bill validators, vaulting systems and data collection
systems are operating properly.
The Contractor will submit a monthly report showing the farebox functionality and
status of any needed repairs.
iv. Return of City Equipment and Equipment Maintenance Files
In addition to the obligations set forth herein, in the event the initial Agreement
term or any extension thereafter is terminated, Contractor shall immediately
surrender and deliver the City equipment and equipment records. Contractor is
responsible for returning equipment in an acceptable appearance and
mechanical condition. Equipment records must be up to date and provided in file
storage boxes or file cabinets.
4. Customer Comments & Complaints
Customer comments or complaints received by the Contractor shall be
responded within 24 hours by the Contractor. Results of investigations
undertaken will be submitted by email noting the customer complaint and the
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action taken by the Contractor._ Contractor shall submit customer complain
tracking system to the City for review and approval.
The City may invoke liquidated damages for failure to respond within the
specified time as indicated above, and also for excessive quantity of verified
complaints received.
5. Advertising/Promotion
The City will be responsible for advertising and promoting DowneyLink and DAR
services and will provide the funds and materials necessary to carry out this
responsibility. The Contractor shall cooperate in the City's marketing and
advertising (such as through the installation and removal of all interior and
exterior signage and decals, including interior bus cards, advertising signs, rider
alerts, newsletters, and bus scheduling information) at no additional expense to
the City.
The Contractor shall be responsible for ensuring proper care, protection,
handling, storage, and maintenance of the maps and schedules, and for ensuring
that there is an adequate supply of maps and schedules on -board each Revenue
Vehicle at all times during Revenue Service.
The Contractor will distribute promotional materials or assist in public relations
activities from time to time and only at the request of the City.
6. Adjustments to Service
DowneyLink and/or DAR service may be adjusted throughout the term of the
Agreement to better serve our clients. The City may elect, at its discretion, to
modify or change the service criteria. Modifications may include, but are not
limited to adding or deleting service areas; and increasing, decreasing, or
changing operating hours, service hours or days of operation.
Any service change proposed by the City shall be transmitted to the Contractor in
writing, identifying the change and specifying the effective date. Within 15 days
after receipt of a written service change notice from the City, the Contractor shall
provide a written response identifying any feasibility problems the Contractor
believes would be created by the proposed change. The proposed change shall
thereafter be accepted or modified through negotiations between the Contractor
and the City. In the event such changes materially increase Contractor's costs
to perform the service or materially decrease Contractor's revenues, Contractor
may seek an equitable adjustment to its rates pursuant to Section 3.3.5 of the
Agreement.
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The Contractor shall be provided schedule changes 30 days in advance of their
effective date for service that will change by more than three trips or more than
one bus line; provided that a period of shorter notice may be provided in the
event of a declared emergency.
The Contractor may suggest alternatives to any service changes proposed by the
City, and may also propose service changes it believes are appropriate for more
efficient or improved services under this Agreement.
General
Utilizing the City -furnished revenue vehicles and equipment specified herein, the
Contractor shall provide all facilities, other equipment, supplies, insurance,
services, and personnel necessary to operate DowneyLink service unless
specifically identified in this Agreement.
The Contractor shall coordinate, manage, and control all activities necessary to
perform the Scope of Work and carry out its responsibilities under this
Agreement, which include, but are not limited to, the following: providing an
operations and maintenance facility; maintaining all revenue vehicles;_ providing
any support vehicles needed; providing operators, mechanics, technicians, and
all other project personnel; training all personnel as necessary for their duties;
developing and implementing administrative procedures, providing data and
financial controls, records and reporting; participate in service planning; and
developing methods to improve effectiveness and maximize service efficiency.
In providing services under this Agreement, emphasis will be placed on
providing outstanding customer service to passengers, conducting adequate
training, implementation of policies designed to minimize employee turnover and
maximize on-time performance, providing well- maintained and mechanically
safe vehicles, and providing readily available spare vehicles in an expeditious
manner in the event of breakdowns and other service -related items that affect the
reliability of service and otherwise carrying out all contractual obligations in a
safe and reliable manner.
2. -Service
The general public DowneyLink fixed route service includes four separate fixed
route services: the Southeast, Southwest, Northwest, and Northeast.
DowneyLink operates Monday through Friday 6:30 a.m. to 6:30 p.m., with
combined service of two separate fixed routes (Monday through Friday from 9
26
a.m. to 2 p.m. for the South and North routes, and Saturdays between
Thanksgiving and Christmas with approximately 45 minute headways, and
Trippers service scheduled during high peak times. DowneyLink may also
operate during City sponsored special events. The predominant users are
middle and high school students, senior citizens who are transit dependent.
DowneyLink provides a total of 11,831 vehicle revenue service hours annually.
Special services providing transportation to City meetings may also be requested
during the agreement period. The DowneyLink has approximately 13 riders per
hour, the monthly ridership is 15,000 passengers.
3. Expectations
As an integral part of providing DowneyLink services, the Contractor shall at all
times:
a. Take all steps necessary to ensure the safety and reasonable comfort and
convenience of the public utilizing these services;
b. Charge only such fares as may be directed by the City;
C. Comply with all policies, practices, procedures, terms, and conditions as
may be directed by the City with regard to collection, security for, and
disposition of fares, and any other service revenues;
d.; Comply with all policies, practices, procedures, terms, and conditions as
may be directed by the City with regard to matters such as passes, tickets,
coupons, tokens, transfers, transfer systems, interconnections between
different modes of transportation, and interconnections between different
transportation agencies;
e. Comply with all policies, practices, procedures, terms, and conditions as
may be directed by the City with regard to the availability and distribution
of printed material related to the DowneyLink service and related
transportation services, including distribution of such printed materials on
vehicles or by mail;
f: Conduct such services, and its business and operations as they relate to
such services, in a safe, sound, economical, and efficient manner and
comply with all City efforts to improve efficiency;
g. Assure that all Contractor personnel are responsible for knowledge of the
DowneyLink, Downey DAR,_ Metro, Access, Metrolink and Amtrak transit
service within the service area; and
K Maintain a courteous attitude, answering to the best of their ability any
questions from the public regarding the provision of service. Customer
service training must include a focus on passenger relations.
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4. Non -Service Holidays
DowneyLink does not operate on the following holidays.-
a.
olidays:
a. New Year's Day (first day of January)
b. Memorial Day (last Monday of May) Independence Day (July 4)
c. Labor Day (first Monday of September) Thanksgiving Day (fourth Thursday of
November)
d. Christmas Eve (December 24)
e. Christmas Day (December 25)
5 Service Quality
a. The Contractor shall adhere to the following standards,
Vehicles shall be operated with due regard for the safety, comfort, and
convenience of passengers and the general public.
b. On -Time Performance;:
The Contractor shall maintain a minimum of 90% on-time performance in
accordance with published schedules.
6. Missed Trips
The Contractor will complete 99% of all scheduled trips in accordance with
published schedules.
7. Proper Service at Bus Stops
The Contractor will have bus operators properly service all bus stops and
stations during all revenue hours. Proper service of a stop means that when any
person is standing at or near a bus stop, the bus operator will properly stop the
bus in the bus zone with the front door at an ADA compliant boarding area and
open the doors for any person whether or not they board the vehicle. Buses on
Discharge Only are exempted from servicing stops up until the point that
standing room for one person becomes available on the vehicle.
At rail stations, proper service of a stop means that operators must wait the
designated wait time to board passengers from all the assigned arriving trains for
that trip.
28
8. ADA Bus Equipment/Features
ADA Bus Equipment/Features will be fully operable during all revenue hours.
Operability includes adequate sound levels of interior and exterior voice
announcements and correct head sign language.- Liquidated damages may be
assessed for non-compliance.
9. Non -Revenue Support Vehicles
All support vehicles for bus operatorrelief and field supervision may be no more
than five years old at the start of the Agreement_. Vehicles may be no more than
12 years old during the term of the Agreement. All vehicles will have an
identifying number visible from the side and rear, and be identified with the
DowneyLink logo and Contractor identification.
10. Required Bus Operator Services
In addition to taking the passenger to and from their destination, DowneyLink bus
operators are required to perform the following functions:
a. Smile and greet passengers as they board,
b. Operate kneeling bus features as often as practical to assure ease of
boarding for and always upon request of any passenger,
c. Operate wheelchair ramp upon request except at designated stops where the
ramp may be damaged by deployment, secure wheelchair passengers, and,
as needed, guide wheelchair passengers to curb area when alighting,
d. Collect appropriate fares,
e. Distribution and collect on -board passenger surveys as needed,
f. Distribution of printed transit materials, service notifications, and other
promotional materials as needed,
g. Complete and submit an "Incident Report" on each occasion that an out -of -
ordinary incident arises during service, and accurately and completely submit
any other required operating reports each day; and
h. Maintain interior cleanliness of the bus during revenue service. The bus
operator's area shall be clean at all times and not used to store personal
items. Other than an approved beverage container, each bus operator's
personal items should be kept in a secure area and out of sight. Bus operator
must walk through bus on each layover to remove large pieces of litter and
make sure passenger seating area is clean for service.
11. Bus Operator Training
29
a. New bus operators. Contractor shall provide all prospective bus operators
with a minimum fifty (50) hours of formal structured classroom training and a
minimum of sixty (60) hours of structured behind the wheel training.
b. Annual Bus Operator Training. A minimum of twelve (12) hours of refresher
training is required per operator per year. In addition, each bus operator will
receive a minimum one hour on -board ride check to evaluate their skills and
habits and will result in a written evaluation that may indicate additional
training requirements.
c. Post Collision Training. Additional retraining for operators must be provided
after each non -preventable collision.
City staff will work with Contractor training staff to ensure that necessary
topics are included in new employee orientation and, if requested by
Contractor, may participate on a periodic basis in the orientation sessions
and/or safety meetings to review such policies or present changes in policies
that impact bus operators.
12. Revenue Vehicle Fueling
Contractor is responsible for fueling of all Revenue vehicles. Fueling will be
billed monthly as a pass-through for the City to pay.
Contractor shall insure that each vehicle is fueled at the end of each service day
so that it is ready for service the following day.
13. Fare Collection
The DowneyLink vehicles will have Genfare (GFI) Fareboxes. The Contractor
shall be familiar with collection and maintenance of fareboxes comparable to GFI
fareboxes. Total farebox revenues (cash receipts) are to be deposited intact into
a separate bank account, for farebox revenues only, maintained by the
Contractor. Farebox revenue shall be documented and retained by Contractor
and deducted from the monthly invoice billed to the City
The City will review any and all procedures relating to the collection, recording,
depositing, and reporting of all cash receipts. The Contractor shall maintain
copies of all deposit slips listing all currency and coin by type and denomination
and shall provide a copy of the monthly bank statement. Contractor shall be
responsible for providing security over collected funds, equipment in service, and
all inventoried fareboxes and associated equipment. Contractor shall develop,
place into service, and monitor procedure controls and security devices that will
prevent theft or expose pilferage. Should there be any discrepancies between
30
the actual revenue counts and the estimated revenue counts from the ridership
data, and an investigation proves failure to adequately protect City's revenues by
Contractor, then Contractor is responsible for monetary reimbursement to City.
On a monthly basis, contractor will audit Farebox functionality to assure quality
fare collection and data processing.
14. Vehicle Collisions and Transit Service Incidents
Collision Reporting: In the event of a collision involving a DowneyLink vehicle,
Contractor will notify the City within 10 -minutes and submit all necessary reports
to City within a twenty-four hour period on forms required by the City.
Incident Reporting: In the event of an incident during DowneyLink service,
Contractor will notify the City within 1 hour. The City will determine any
additional reporting required on a case-by-case basis depending on severity of
incident.
15. Replacement Services
In the event that the Contractor is unable, due toga strike, work stoppage, or other
event not caused by the City and not covered by force majeure in the Agreement,
to provide services in full compliance with the requirements of the Agreement,
then the City may, in lieu of finding the Contractor in default, obtain the services
of a replacement operator or provide the services with its own resources
(collectively referred to as "replacement services"), The City may utilize such
replacement service as a substitute for all or any part of the Contractor's
services, and may maintain such replacement services in effect until the
Contractor is able to resume performance in full compliance with the Agreement.
Prior to implementing replacement services, the City shall notify the Contractor in
writing and provide the Contractor with 3 days to cure its noncompliance.
If the City utilizesreplacementservices under this Section, the Contractor shall
be liable to the City for the actual amount by which the cost of such replacement
services exceeds the amount that would have been payable under this
Agreement for comparable services including any expenses (including internal
administrative costs) incurred by the City in soliciting and obtaining those
replacement services. In addition, the only compensation due and payable to the
Contractor by the City during any period in which replacement services are being
provided shall be for any hours of service actually provided by the Contractor.
Any actions taken by the City pursuant to this Section by reason of the
Contractor's failure to perform shall not preclude the City from subsequently
finding the Contractor in default for the same or any related failure to perform.
31
16. Operational Reporting
The Contractor will maintain dispatch and service records that enable the
Contractor to provide necessary data to the City upon request. The Contractor
will readily produce a variety of operational reports to City as required by
different regulatory agencies, as well as other reports the City may, from time to
time, request related to service operations. The following reports must be
submitted as shown:
a. Incident Report Summary (Daily, as Needed) An Excel spreadsheet
indicating nature of any passenger incident, road call where vehicle is
delayed or pulled from service, or minor collision (i.e. mirror) within one hour
of incident or as requested. Spreadsheet will be maintained cumulatively on
an annual basis.
b. Vehicle Collisions (Daily, as Needed) —Verbal report to City staff of any
collision with in 15 minutes of collision; followed up with written accident
report and police report number within 24 hour period.
c. Bus Assignment List (Daily) — Listing of buses, run assignment or
maintenance assignment, and bus operators for daily service.
d. Bus Equipment List (Daily) — Reports operability of critical bus components at
time of pullout.
e. Operations Staffing Schedule (As Needed)—weekly schedule of managerial,
road supervisor and dispatcher staffing showing required daily coverage.
17. Service Data Collection and Reporting
Contractor will collect all operational data with a process that provides an
auditable data trail. The process must enable the Contractor to readily produce a
variety of data reports to City as required by different regulatory agencies, as well
as other reports the City may, from time to time, request related to operating
performance. The following reports must be submitted as shown:
a. Service Data Report(Monthly)The Contractor will provide service data by
producing a monthly and YTD cumulative electronic report that includes
service data by route, by Weekday, Saturday, Sunday/Holiday for the
following data categories: Number of passengers boarded by fare category,
Number of wheelchair hoardings, total vehicle miles and hours, Deadhead
miles and hours, Revenue vehicle miles and hours, Scheduled route miles,
Passengers per revenue vehicle hour, Total passenger miles, Federal Safety
and Ridership Report (Monthly) - The Contractor will collect, report, and
submit data for the monthly NTD Ridership and Safety Report. Reporting is
32
conducted through the Federal NTD web based application. Monthlyreports
are due by the last day of the subsequent month.
b. NTD Passenger Mile Random Survey Report (Monthly) - The Contractor will
collect, report, and submit data for the monthly passenger Mile Random
Survey Report.
c. Federal National Transit Database Report (Annual) - The Contractor shall
collect and produce data for reporting in a format consistent with the annual
NTD report. Contractor reporting must be completed by August 1 for each
City fiscal year. The City will complete and submit the final NTD report.
At a minimum, the Contractor is required to provide data for the following NTD
forms: Transit Agency Service Non -Rail (5-10), Revenue Vehicle Inventory,
Vehicle Miles (A-30), Operating Expenses by Function (F-30).
d. Provide Contractor's profit and loss statement for July 1 — June 30, to support
operating expenses provided in price proposal and subsequently reported in
annual NTD forms.
The Contractor is subject to liquidated damages per report for late reporting.
18. DowneyLink Fleet
The City of Downey will furnish the City -owned revenue vehicles as specified in
"DowneyLink Fleet List" attached hereto as Exhibit "ll)". Contractor shall use
and operate all City equipment only in accordance with the terms and provisions
of this agreement and all applicable federal, state, and local laws and regulations
and solely for the purpose of providing transit services on behalf of the City.
I . •
1. General
The City of Downey has operated the DAR senior and "disabled paratransit service since
2007. DAR is a curb -to -curb reservation -based transportation service available to
residents who are at least 65 years of age or disabled residents of any age that
prohibits the use of public transportation. In general, there are approximately 2,981
DAR registrants and about 2,826 active riders.
The City of Downey is responsible for all policy decisions and activities relative to
Downey DAR, including but not limited to days and hours of operation, preparation of
planning documents, budgets, grant applications and related documentation, and other
such activities to overall system administration.
2. Service
33
a. Hours of Operation. Service shall operate seven days a week, fifty-two weeks
per year, between the hours of 6:30 am to 6:30 pm Monday through Friday,
8:00 am to 3:30 pm Saturday and 7:30 am to 1:00 pm Sundays. The
following holidays are excluded (no operation days) New Year's Day, Martin
Luther King, Jr. Day, President's Day, Memorial Day, Independence Day,
Labor Day, Veteran's Day, Thanksgiving Day, Day after Thanksgiving,
Christmas Eve, Christmas Day.
b. Eligible Users. The DAR shall be available to City of Downey Residents who
are: (a) At least sixty-five (65) years of age; or (b) Disabled with a physician
completed form. The term disabled is intended to include all who are unable
to use public transit because of illness, injury, age, or other permanent
disability.
c. Identification. Riders will be issued an identification card from the City. The
card issued by City shall be used to transport customers at a discount.
Eligible recipients are seniors over the age 65 or a qualified disabled persona
d: Dispatching: All DAR service reservations and dispatching operations shall
be performed by the Contractor. Contractor shall provide detailed ridership
information including active users, trip distance, trip times, and volume of
riders per hour generated.
e. Dedicated Telephone Number. The Contractor shall maintain at all times
during operations a telephone number for the exclusive use of the City of
Downey DAR users and answers the line with the words "Downey Dial -A -
Ride".
Calling for a Ride. When a rider embarks on DAR trip, he or she must
telephone for a ride and report their identification number to the Contractor's
dispatcher. When the rider begins the ride, the rider must show the driver
their identification card to confirm their eligibility. Failure to identify himself or
herself as an eligible rider of the DAR to either the dispatcher or driver means
that the traveler must pay the full fare, and the City will not pay for any portion
of the trip.
g. Head Time in Calling for a Ride. Riders will be responsible for calculating
when they will need the vehicle to arrive. Requests for same day service are
sometimes granted but not always available.
34
h.- Response Time. A DAR vehicle will arrive sometime during a thirty (30)
minute "response window". -Ideally, the DAR vehicle will arrive within the
midpoint of the 30 -minute window. An example is the window of time is
between 1:00 pm and 1:30 pm. The ideal time for arrival is 1:15 pm.
L Pick=up and Drop-off Standards. Vehicles will offer curb -to -curb service. In
curb- to -curb cases, because DAR vehicles will arrive during a thirty (30)
minute response window, riders may not be standing at the curb; in these
cases, the driver will beep the horn gently to signal arrival, if needed. Drivers
are not expected to carry groceries into a dwelling._ Riders are limited to two
carryon bags weighing no more than 25 pounds.
, Reservation Service. Riders may reserve a trip up to one day in advance for
regular service and up to seven days in advance for medical appointments,
specifying the time of pick-up and destination for a one-way trip and whether
a return will be requested.
k. Aides for the Senior/Disabled. One aide may accompany each
senior/disabled rider and shall not pay a fare. When reporting service data,
the Contractor shall report aides separately from eligible, registered riders.
I. Service Area. Eligible riders may be picked up and transported within all
incorporated areas of the City of Downey. In addition they may be picked up
from or transported to:
1) _Designated Satellite Facilities as authorized by the City.
2) Medical appointments if the origin or destination is within two -miles of the
City limits. Requires return reservation at the time of appointment for
known location of transport outside city limits and within two miles of City
of Downey's borders.
m. Fareboxes. The Dial -A -Ride vehicles will have GFI Fareboxes. The
Contractor shall be familiar with collection and maintenance of fareboxes
comparable to GFl fareboxes. Total farebox revenues (cash receipts) are to
be deposited intact into a separate bank account, for farebox revenues only,
maintained by the Contractor. Farebox revenue shall be documented and
retained by Contractor and deducted from the monthly invoice billed to the
City.
n. The City will review any and all procedures relating to the collection,
recording, depositing, and reporting of all cash receipts. The Contractor shall
35
maintain copies of all deposit slips listing all currency and coin by type and
denomination and shall provide a copy of the monthly bank statement.
Contractor shall be responsible for providing security over collected funds,
equipment in service, and all inventoried fareboxes and associated
equipment. Contractor shall develop, place into service, and monitor
procedure controls and security devices that will prevent theft or expose
pilferage. Should there be any discrepancies between the actual revenue
counts and the estimated revenue counts from the ridership data, and an
investigation proves failure to adequately protect City's revenues by
Contractor, then Contractor is responsible for monetary reimbursement to
City.
o. On a monthly basis, Contractor will audit Farebox functionality to assure
quality fare collection and data processing.
p. Shared Riders. The Contractor will make every reasonable effort to create
shared rides in order to minimize costs to the City.
q. DAR Telephone Number and Phone System. The Contractor will assume
financial and operational responsibility for all telecommunications equipment
and the existing DAR customer service/reservations telephone number (562)
904-7215.
r. The DAR reservation/customer service phone number shall be attended 30
minutes before first published daily pickup and 60 minutes after last published
daily pickup. All reservations, scheduling, and dispatch staff must be able to
clearly communicate in English. There must always be one staff member
immediately available who is fluent in Spanish and Armenian. Additionally,
Contractor shall provide the capability for dispatch staff to communicate with
callers speaking other languages through Language Line or similar services.
s. All telephone calls must be answered within three rings. Customers shall not
be put on hold for longer than three minutes.
t. Registration Database. Registration for the DAR service will be handled by
Contractor. The registration process includes determination of applicant
eligibility and entering approved applicant data into the Contractor provided
on-line reservation/scheduling/dispatch software program. The current
electronic database of DAR registrants will be provided by the incumbent
Contractor.
36
u. The Contractor will be responsible for maintaining the integrity of the
database and making a daily backup copy. The Contractor shall provide
Downey staff web -based access to the database so that registrant records
may be added, modified, or deleted by City Staff.
v. DAR Reservations, Scheduling and Dispatch. Contactor shall provide the
necessary staff to ensure efficient and timely administration of reservations,
scheduling and dispatch of DAR trips in accordance with the service
schedules and policies set forth by the City.
w. Contractor will utilize Trapeze TripSpark Novus Version 2.1.26.6 for
reservations, scheduling, dispatching and reporting.
3. City -Owned Revenue Vehicles
The City of Downey will furnish the City -owned revenue vehicles as specified in
"Downey DAR Fleet List" attached hereto as Exhibit"D". Contractor shall use
and operate all City equipment only in accordance with the terms and provisions
of this agreement and all applicable federal, state, and local laws and regulations
and solely for the purpose of providing transit services on behalf of the City.
4. Vehicle Requirements
The City will supply seven paratransit vehicles for Contractor's use. These
vehicles are listed in chart Downey Dial -A -Ride Fleet List (see Exhibit "D"). The
Contractor will also propose the number and type of support vehicles required to
meet the performance indicators. Support vehicles may be shared with other
services as long as they are available when needed for Downey DAR.
Vehicle inventories for the proposed support vehicles must be provided by
Contractor to the City on July 1 of each year. The City reserves the right to reject
any vehicle that by virtue of age, mileage, or physical condition, is not
appropriate for the purpose being proposed.
Title to the service vehicles and equipment are registered in the name of City and
at all times remain the sole property of the City of Downey. Support vehicles will
remain the sole property of Contractor and registered under the Contractor.
Contractor shall not permit any of the vehicles to become subject to any lien,
charge, or encumbrance. The City shall retain duplicate sets of keys for all
service vehicles. City shall have access to all Downey DAR vehicles at the
Contractor's facilities in the event of an emergency.
37
The Contractor is required to operate and maintain the City supplied vehicles as
shown below to ensure that effective vehicle life is maximized and
manufacturer's warranties are preserved. The fleet is fueled with fuel that meets
the California Air Resources Board (CARD) fleet standards.
The City of Downey is responsible for the scheduled replacement of the ten (10)
revenue vehicles according to the schedule in Exhibit "D" provided to
Contractor for operating the DAR service. The City does not supply non -revenue
vehicles or fuel.
38
f
DowneyLink rate:
*Based on 11,831 Annual Revenue Hours
Extra Work as defined in this Agreement for DowneyLink services would be paid at the above
hourly rates.
Dial -A -Ride rate:
Year Term Per T
One October 1, 2018 -September 30, 2019 $30.6
Two
October 1, 2019 -Se tember 30, 2020
$31.22
Three
October 1, 2020 -September 30, 2021
$34.77
Four
October 1, 2021 -Se tember 30, 2022
$35:39
Five
October 1, 2022 -September 30, 2023
$36.02
Six
October 1, 2023 -Se tember 30, 2024
$36.45
Seven
October 1,;2024 -Se tember 30, 2025
$37.20
*Based
on 17,728 Annual Trips
Rate Estimated Annual Cost*
$542,899+ $28,688=
$571,587 (includes Start-up
Ex enses
$553,496
$616,422
$638,475
$646,252
$659.445
Extra Work as defined in this Agreement for Downey Dial -A -Ride services would be paid at the
below hourly rates:
39
City of Downey Transit Depot 81 5o Nance Street, Downey, CA 90241
A PARCEL OF LAND SITUATE IN THE COUNTY OF LOS ANGELES, CALIFORNIA, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
THAT PORTION OF LANDS DESCRIBED IN THE DEEDS FROM VENABLE TO THE
CONTRACT AND FINANCE COMPANY, RECORDED JULY 1, 1873, IN BOOK 25, PAGE 148,
AND RECORDED JULY 7, 1873, IN BOOK 25, PAGE 218, BOTH OF DEEDS, IN THE OFFICE
OF THE COUNTY RECORDER OF SAID COUNTY, BOUNDED AS FOLLOWS: TO THE
NORTH BY THE SOUTH LINE OF NANCE STREET, AS SHOWN ON THE MAP OF RECORD
OF SURVEY, FILED IN BOOK 89, PAGE 17 OF RECORD OF SURVEYS; TO THE EAST BY
THE WEST LINE OF DOWNEY AVENUE, 80 FOOT WIDE, AS SHOWN ON THE MAP OF
SAID RECORD OF SURVEY; TO THE SOUTH BY A LINE THAT IS PARALLEL WITH AND
DISTANT NORTHERLY 25.00 FEET, MEASURED AT RIGHT ANGLES FROM THE
CENTERLINE OF 100 FOOT WIDE STRIP OF LAND, DESCRIBED IN SAID DEED TO THE
CONTRACT AND FINANCE COMPANY, RECORDED ON JULY 1, 1873, IN BOOK 25, PAGE
140 OF DEEDS; AND TO THE WEST BY THE EASTERLY LINE AND ITS SOUTHERLY
PROLONGATION OF LAND DESCRIBED IN DEED TO NORTHWESTERN PACIFIC
RAILROAD COMPANY, RECORDED FEBRUARY 22, 1972, INSTRUMENT NO. 4219, IN
BOOK D5361, PAGE, OFFICIAL RECORDS, IN THE OFFICE OF RECORDER OF SAID
COUNTY.
CONTAINING AN AREA OF 1.4949 ACRES, MORE OR LESS.
40
Total square footage of property=12,000
Depot Building=2,087 square feet
Adjacent Parking Lot for Dial -A -Ride Vehicles
41
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