HomeMy WebLinkAboutC-4087 AMENDMENT NO. 3
TO PROFESSIONAL SERVICES AGREEMENT
FOR TRANSPORTATION SERVICES
BY AND BETWEEN
THE CITY OF ARCADIA AND FIRST TRANSIT, INC.
This Amendment No. 3 ("Amendment") is hereby entered into by and between the City
of Arcadia ("City"), a charter city organized under the Constitution and laws of the State
of California, and First Transit, Inc. ("Consultant"), a California corporation, with respect
to that certain Professional Services Agreement between the parties dated October 18,
2017, as amended by Amendment No. 1 dated December 5, 2018 and Amendment No.
2 dated June 16, 2021 ("Agreement").
The parties agree as follow:
1. Pursuant to Section 3.1 .2 of the "Agreement", the term is hereby extended to
October 29, 2022 ("Extended Term").
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof the parties have executed this Amendment No. 3 on the date set
forth below.
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CITY OF ARCADIA FIRS TRANSIT, INC.
By: 0— By:
Dominic Lazzare ignature
City Manager
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Date: \1 i t'7 Print Nam and Title
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Date: Ouk 6'( I 20L1
ATTEST:
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A ozeU By.
City Clerk ignature
APPROVED AS TO FORM: cUllc C-)CSSf &irdielcComms. Kwoll
Print Name and TitleSrAlthAs4
64A76114 Date: Q(*()1 -€) 112
Stephen P. Deitsch
City Attorney
CONCUR:
son Kruckeberg
Assistant City Manager/D velopment
Services Director
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AMENDMENT NO. 2
TO PROFESSIONAL SERVICES AGREEMENT
FOR TRANSPORTATION SERVICES
BY AND BETWEEN
THE CITY OF ARCADIA AND FIRST TRANSIT, INC.
This Amendment No. 2 ("Amendment") is hereby entered into by and between the City
of Arcadia ("City"), a charter city organized under the Constitution and laws of the State
of California, and First Transit, Inc. ("Consultant"), a California corporation, with respect
to that certain Professional Services Agreement between the parties dated October 18,
2017, as amended by Amendment No. 1 dated December 5, 2018 ("Agreement").
The parties agree as follow:
1. Pursuant to Section 3.1.2 of the "Agreement", the term is hereby extended to
October 29, 2021 ("Extended Term").
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof the parties have executed this Amendment No. 2 on the date set
forth below.
[SIGNATURES ON NEXT PAGE]
CITY OF ARCADIA FIRST�TRANSIT, INC.
/
By: � A
�� By:
Dominic Laza '. ature
City Manager
' W IN A 'ho i Pr&si d-ent
Date:'sv s,_. l o+ 2.1:D2J Print Name End Title
Date:l 1 IX/V 115 7.0)
ATTEST L
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d .: i`— }y By:_,,e( 7------2-
ity Clerk Signature
APPROVED AS TO FORM: , I�IOIr k WI I II MS,. CFO Sur flairalrIS I
Print Name and Title
;<F------ -,, ;? 1 -e�� '/fin I S 2 OZ
Date: Y Y I(,�/1 1 1
Stephen P. Deitsch
City Attorney
CONCUR:
Jason ruckeberg
Assistant City Manager/Development
Services Director
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AMENDMENT NO. 1
TO PROFESSIONAL SERVICES AGREEMENT
FOR TRANSPORTATION SERVICES
BY AND BETWEEN
THE CITY OF ARCADIA AND FIRST TRANSIT, INC.
This Amendment No. 1 ("Amendment") is hereby entered into by and between the City
of Arcadia ("City"), a charter organized under the Constitution and laws of the State of
California, and First Transit, Inc. ("Consultant"), a California corporation, with respect to
that certain Professional Services Agreement between the parties dated October 18,
2017 ("Agreement").
The parties agree as follow:
1. Exhibit C, Compensation of the Agreement is hereby replaced in its entirety with
Exhibit C-1 which reflects the addition of 2,080 hours to the Dial-A-Ride Annual
Service Hours for each contract year.
2. All of the remaining terms and provisions of the Agreement are hereby
reaffirmed.
In witness whereof the parties have executed this Amendment No. 1 on the date set
forth below.
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CITY OF ARCADIA FIRST TRANSIT, INC.
By: 400
By:
ominic Lazzaretto n. re
City Manager
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Date: 12- ' S ' If Print Name and Title
Date: I I Z:7 - 17
ATTEST:
1074 l 421
City lerk I Signature
APPROVED AS TO FORM: _ t G, ``' s vPL�
Print Name and Title
,,, V '• ��k ; Date: //72,?-//
Stephen P. Deitsch
City Attorney
CONCUR:
air
Jason Kr eberg
Assistant City Manager/D- elopment
Services Director
• R
Exhibit "C-1"
COMPENSATION
Line Item Operating Budget
Year 4 Year 5
Dial A Ride Year 1 Year 2 Year 3 (Optional) (Optional)
Annual Vehicle Service Hours 16,080 16,080 16,080 16,080 16,080
FIXED OVERHEAD EXPENSES
Overhead Expenses $222,440 $238,256 $246,996 $246,448 $255,648
Profit or Fee $22,193 $23,749 $25,218 $26,480 $28,079
TOTAL FIXED EXPENSES $244,633 $262,005 $272,214 $272,928 $283,727
VARIABLE EXPENSES
Hourly Expenses $425,140 $461,728 $497,459 $534,847 $571,006
Mileage Expenses(Maintenance) $152,185 $155,869 $164,335 $172,976 $185,241
TOTAL VARIABLE EXPENSES $577,325 $617,597 $661,794 $707,823 $756,247
TOTAL OPERATING EXPENSE $821,958 $879,602 $934,008 $980,751 $1,039,974
Total Operating Cost $4,656,293
Cost per Vehilce Service Hour
(Variable) $35.90 $38.41 $41.16 $44.02 $47.03
(Variable+Fixed Cost) $51.12 $54.70 $58.09 $60.99 $64.68
*Projected Annual Fuel Consumption
(Gallons of Gasoline) 31,025 31,025 31,025 31,025 31,025
Year 4 Year 5
Fixed Route Year 1 Year 2 Year 3 (Optional) (Optional)
Annual Vehicle Service Hours 15,000 15,000 15,000 15,000 15,000
FIXED OVERHEAD EXPENSES
Overhead Expenses $217,447 $233,020 $241,542 $240,822 $249,788
Profit or Fee $19,998 $21,389 $22,713 $23,859 $25,304
TOTAL FIXED EXPENSES $237,445 $254,409 $264,255 $264,681 $275,092
VARIABLE EXPENSES
Hourly Expenses $367,626 $399,130 $430,709 $464,686 $496,742
Mileage Expenses(Maintenance) $135,586 $138,272 $145,838 $154,189 $165,432
TOTAL VARIABLE EXPENSES $503,212 $537,402 $576,547 $618,875 $662,174
TOTAL OPERATING EXPENSE $740,657 $791,811 $840,802 $883,556 $937,266
Total Operating Cost $4,194,092
Cost per Vehilce Service Hour
(Variable) $33.55 $35.83 $38.44 $41.26 $44.14
(Variable+Fixed Cost) $49.38 $52.79 $56.05 $58.90 $62.48
*Projected Annual Fuel Consumption
(Gallons of Gasoline) 31,709 31,709 31,709 1 31,709 31,709
TOTAL OPERATING COST
Dial A Ride+ Fixed Route $8,850,385
*Fuel cost will be reimbursed to Consultant on a monthly basis in accordance with Section 5.26 of
Scope of Services
100- C.)
CITY OF ARCADIA
PROFESSIONAL SERVICES AGREEMENT REGARDING
TRANSPORTATION SERVICES
1. PARTIES AND DATE.
This Agreement is made and entered into this I T day of QCtcher
2017 by and between the City of Arcadia, a charter city organized under the
Constitution and laws of the State of California with its principal place of business at 240
West Huntington Drive, Arcadia, California 91066-6021 ("City") and First Transit, Inc., a
California corporation, with its principal place of business at 280 Silver Eagle Way,
Vacaville, California 95688 ("Consultant"). City and Consultant are sometimes
individually referred to as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of
certain professional services required by the City on the terms and conditions set forth
in this Agreement. Consultant represents that it is experienced in providing
transportation services, such as the local Arcadia Transit Dial-A-Ride system, to public
clients, is licensed in the State of California, and is familiar with the transportation plans
of City.
2.2 Project.
City desires to engage Consultant to render such services for the professional
transportation service for the operation, maintenance, and management of Arcadia
Transit Dial-A-Ride project ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1 .1 General Scope of Services. Consultant promises and agrees to
furnish to the City all labor, materials, tools, equipment, services, and incidental and
customary work necessary to fully and adequately supply the professional
transportation services for the operation, maintenance, and management of Arcadia
Transit Dial-A-Ride system 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
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1
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 29, 2017
to October 29, 2020, unless earlier terminated as provided herein. Consultant shall
complete the Services within the term of this Agreement, and shall meet any other
established schedules and deadlines. At the end of the said term, City may exercise
the option to extend the Agreement for two one-year terms.
3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates; Independent Consultant.
The Services shall be performed by Consultant or under its supervision. Consultant will
determine the means, methods and details of performing the Services subject to the
requirements of this Agreement. City retains Consultant on an independent Consultant
basis and not as an employee. Consultant retains the right to perform similar or
different services for others during the term of this Agreement. Any additional personnel
performing the Services under this Agreement on behalf of Consultant shall also not be
employees of City and shall at all times be under Consultant's exclusive direction and
control. Consultant shall pay all wages, salaries, and other amounts due such
personnel in connection with their performance of Services under this Agreement and
as required by law. Consultant shall be responsible for all reports and obligations
respecting such additional personnel, including, but not limited to: social security taxes,
income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "B" attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to
perform the Services in conformance with such conditions. In order to facilitate
Consultant's conformance with the Schedule, City shall respond to Consultant's
submittals in a timely manner. Upon request of City, Consultant shall provide a more
detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the prior written approval of City.
3.2.4 Substitution of Key Personnel. Consultant 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, Consultant
may substitute other personnel of at least equal competence upon prior written approval
of City, which approval shall not be unreasonably withheld or delayed. In the event that
City and Consultant 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 who are
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determined 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 Consultant at the request of the City,
provided, that City shall make such request in writing, state the reasons therefore. The
key personnel for performance of this Agreement are as follows:
• Heidi Miller— General Manager
• Narcisa Silva — Project Manager
3.2.5 City's Representative. The City hereby designates Jason
Kruckeberq, Assistant City Manager/Development Services Director, or his 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. Consultant shall not accept direction or
orders from any person other than the City's Representative or his designee.
3.2.6 Consultant's Representative. Consultant hereby designates Nick
Promponas, Senior Vice President, or his designee, to act as its representative for the
performance of this Agreement ("Consultant's Representative"). Consultant's
Representative shall have full authority to represent and act on behalf of the Consultant
for all purposes under this Agreement. The Consultant's Representative shall supervise
and direct the Services, using his 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. Consultant agrees to work closely with
City staff in the performance of Services and shall be available to City's staff,
Consultants and other staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall
perform all Services under this Agreement in a skillful and competent manner,
consistent with the standards generally recognized as being employed by professionals
in the same discipline in the State of California. Consultant represents and maintains
that it is skilled in the professional calling necessary to perform the Services. Finally,
Consultant represents that it, its employees and subConsultants have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to
perform the Services, including a City Business License, and that such licenses and
approvals shall be maintained throughout the term of this Agreement. As provided for in
the indemnification provisions of this Agreement, Consultant shall perform, at its own
cost and expense and without reimbursement from the City, any services necessary to
correct errors or omissions which are caused by the Consultant's failure to comply with
the standard of care provided for herein. Any employee of the Consultant or its sub-
Consultants who is determined by the City to be uncooperative, incompetent, a threat to
the adequate or timely completion of the Project, a threat to the safety of persons or
property, or any employee who fails or refuses to perform the Services in a manner
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acceptable to the City, shall be promptly removed from the Project by the Consultant
and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of
and in compliance with all local, state and federal laws, rules and regulations in any
manner affecting the performance of the Project or the Services, including all Cal/OSHA
requirements, and shall give all notices required by law. Consultant shall be liable for all
violations of such laws and regulations in connection with Services. If the Consultant
performs any work knowing it to be contrary to such laws, rules and regulations and
without giving written notice to the City, Consultant shall be solely responsible for all
costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials,
directors, officers, and employees 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 comply with such laws, rules or regulations.
3.2.9.1 Immigration Reform and Control Act. Consultant
acknowledges that Consultant, and all subConsultants hired by Consultant to perform
services under this Agreement, are aware of and understand the Immigration Reform
and Control Act ("IRCA"). Consultant is and shall remain in compliance with the IRCA
and shall ensure that any subConsultants hired by Consultant to perform services under
this Agreement are in compliance with the IRCA. In addition, Consultant agrees to
indemnify, defend and hold harmless the City, its directors, officials, officers and
employees, from any liability, damages or causes of action arising out of or relating to
any claims that Consultant's employees, or the employees of any subConsultant hired
by Consultant, are not authorized to work in the United States for Consultant or its
subConsultant and/or any other claims based upon alleged IRCA violations committed
by Consultant or Consultant's subConsultant(s).
3.2.10 Insurance.
3.2.10.1 Time for Compliance. Consultant shall not
commence Work under this Agreement until it has provided evidence satisfactory to the
City that it has secured all insurance required under this section. In addition, Consultant
shall not allow any subConsultant to commence work on any subcontract until it has
provided evidence satisfactory to the City that the subConsultant has secured all
insurance required under this section; provided, however, that in lieu thereof, the
Consultant may provide evidence to the City that all subConsultants are additional
insureds under the Consultant's policies of insurance.
3.2.10.2 Minimum Requirements. Consultant shall, at its
expense, 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 the performance of the Agreement by the Consultant, its agents,
representatives, employees, subConsultants and volunteers. Consultant shall also
name and obtain insurer's consent to naming City, its directors, officials, officers, and
employees as an additional insured with proof of certificate of insurance that they are an
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additional insured. Such insurance shall meet at least the following minimum levels of
coverage:
(A) Vehicle Liability Insurance. Throughout the term of
this Agreement, Consultant shall provide vehicle liability insurance in the amount of Ten
Million Dollars ($10,000,000) combined single limit Bodily Injury and Property Damage.
Coverage may be provided through one or more policies and shall include: Uninsured
Motorist (UM) and Personal Injury Protection (PIP) with coverage limits as required by
law; Medical Payments with coverage limits of Five Hundred Dollars ($500) per person
per occurrence.
(B) General Liability and Protection and Indemnity
Insurance. Consultant shall procure and maintain during the life of this Contract
General Liability Insurance on a commercial form with a minimum of Ten Million Dollars
($10,000,000) covering all legal liability for personal injury, bodily injury, death and
property damage to the vehicle maintenance facility and any applicable endorsement or
rider for the storage, handling, transportation and disposal of Hazardous Substances
that may arise out of Consultant's performance under this Contract except as may be
covered by insurance coverage provided by the City, as described elsewhere in the
Contract.
(C) Vehicle Physical Damage. With respect to the
vehicles to be used under the terms of this Contract, Consultant shall maintain in full
force and effect insurance covering vehicles against physical damage from
comprehensive and collision, in an amount equal to the vehicles' actual cash value.
Any deductible shall not exceed Ten Thousand Dollars ($10,000) per Incident, must be
stated in writing to the City and shall be the sole responsibility of the Consultant.
(D) Workers' Compensation and Employer's Liability
Insurance. Consultant shall procure and maintain during the life of this Contract
Workers' Compensation Insurance in conformance with the laws of the State of
California and with the laws of the United States and Employers' Liability Insurance with
a minimum amount of One Million Dollars ($1,000,000).
3.2.10.3 Subrogation Waiver. Each of the foregoing policies shall
expressly waive subrogation against CITY only to the extent that covered claims or
damages are caused by Consultant's own negligence or willful conduct.
3.2.10.4 Failure to Secure. If Consultant at any time during the
term hereof should fail to secure or maintain the foregoing insurance, City shall be
permitted to obtain such insurance in the Consultant's name or as an agent of the
Consultant and shall be compensated by the Consultant for the costs of the insurance
premiums plus interest at the maximum rate permitted by law computed from the date
written notice is received that the premiums have been paid. Consultant shall indemnify
and hold harmless City from the failure to place, the failure to maintain, or the failure of
any of the insurance policies required above.
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3.2.10.5 Additional Insured. The City, its directors, officials,
officers, and employees shall be named as additional insured under all insurance
coverage, except Workers' Compensation, required by this Contract. An additional
insured named herein shall not be held liable for any premium, deductible portion of any
loss, or expense of any nature on this policy or any extension thereof. Any other
insurance held by an additional insured shall not be required to contribute anything
toward any loss or expense covered by the insurance provided by this policy.
3.2.10.6 Primary Insurance. Endorsement(s) shall be provided
which states that the coverage is Primary Insurance and that no other insurance
affected by the City will be called upon to contribute to this coverage.
3.2.10.7 Other Insurance Provisions. The general liability and
automobile liability policies are to contain, or be endorsed to contain, the following
provisions:
(A) The City, its directors, officials, officers, and employees are to
be covered as insured as respects; liability arising out of activities performed by or on
behalf of the Consultant; products and completed operations of the Consultant;
premises owned, occupied or used by the Consultant; or automobiles owned, leased
hired or borrowed by the Consultant. The coverage shall contain no special limitations
on the scope of protection afforded to the City, its officers, officials, employees, agents
or volunteers.
(B) For any claims related to this project, the Consultant's coverage
shall be primary insurance as respects the City, its officers, officials, employees, agents
and volunteers. Any insurance or self-insurance maintained by the City, its officers,
officials, employees, agents or volunteers shall be excess of the Consultant's insurance
and shall not contribute with it.
(C) Any failure to comply with reporting or other provisions of the
policies including breaches of warranties shall not affect coverage provided to the City,
its officers, officials, employees, agents or volunteers.
(D) The Consultant's insurance shall apply separately to each
insured against whom claim is made or suit is brought, except with respect to the limits
of the insurer's liability.
(E) Each insurance policy required by this clause shall be endorsed
to state that coverage shall not be suspended, voided, canceled by either party,
reduced in coverage or in limits except after thirty (30) days' prior written notice by
certified mail, return receipt requested, has been given to the City.
3.2.10.8 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating of no less than A:VII.
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3.2.10.9 Verification of Coverage. Consultant shall furnish the City
with original endorsements effecting coverage required by this clause. The
endorsements are to be signed by a person authorized by that insurer to bind coverage
on its behalf. The endorsements are to be on forms provided by the City. All
endorsements are to be received and approved by the City before work commences.
As an alternative to the City's forms, the Consultant's insurer may provide complete,
certified copies of all required insurance policies, including endorsements affecting the
coverage required by these specifications.
3.2.10.10 SubConsultants. Consultant shall include all
subConsultants as insured under its policies or shall furnish separate certificates and
endorsements for each subConsultant. All coverage for subConsultants shall be
subject to all of the requirements stated herein.
3.2.10.11 Professional Liability. Consultant shall procure and
maintain, and require its sub-Consultants to procure and maintain, for a period of three
(3) years following completion of the Project, errors and omissions liability insurance
appropriate to their profession. Such insurance shall be in an amount not less than One
Million Dollars ($1,000,000) per claim, and shall be endorsed to include contractual
liability.
3.2.10.12 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms
supplied or approved by the City to add the following provisions to the insurance
policies:
(A) General Liability. The general liability policy shall be endorsed
to state that: (1) the City, its directors, officials, officers, and employees shall be
covered as additional insured with respect to the Work or operations performed by or on
behalf of the Consultant, including materials, parts or equipment furnished in connection
with such work; and (2) the insurance coverage shall be primary insurance as respects
the City, its directors, officials, officers, employees, agents and volunteers, or if excess,
shall stand in an unbroken chain of coverage excess of the Consultant's scheduled
underlying coverage. Any insurance or self-insurance maintained by the City, its
directors, officials, officers, employees, agents and volunteers shall be excess of the
Consultant's insurance and shall not be called upon to contribute with it in any way.
(B) Automobile Liability. The automobile liability policy shall be
endorsed to state that: (1) the City, its directors, officials, officers, and employees shall
be covered as additional insureds with respect to the ownership, operation,
maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed
by the Consultant or for which the Consultant is responsible; and (2) the insurance
coverage shall be primary insurance as respects the City, its directors, officials, officers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain of
coverage excess of the Consultant's scheduled underlying coverage. Any insurance or
self-insurance maintained by the City, its directors, officials, officers, employees, agents
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and volunteers shall be excess of the Consultant's insurance and shall not be called
upon to contribute with it in any way.
(C) Workers' Compensation and Employers Liability Coverage. The
insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, and employees for losses paid under the terms of the insurance policy
that arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended,
voided, reduced or canceled except after thirty (30) days prior written notice by certified
mail, return receipt requested, has been given to the City; and (B) any failure to comply
with reporting or other provisions of the policies, including breaches of warranties, shall
not affect coverage provided to the City, its directors, officials, officers, employees,
agents and volunteers.
3.2.10.13 Separation of Insureds; No Special Limitations. All
insurance required by this Section shall contain standard separation of insureds
provisions. In addition, such insurance shall not contain any special limitations on the
scope of protection afforded to the City, its directors, officials, officers, employees,
agents and volunteers.
3.2.10.14 Deductibles and Self-Insurance Retentions. Any
deductibles or self-insured retentions must be declared to and approved by the City.
Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall
reduce or eliminate such deductibles or self-insured retentions as respects the City, its
directors, officials, officers, employees, agents and volunteers; or (2) the Consultant
shall procure a bond guaranteeing payment of losses and related investigation costs,
claims and administrative and defense expenses.
3.2.10.15 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than A:VII, licensed to do business in
California, and satisfactory to the City.
3.2.10.16 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by
this Agreement on forms satisfactory to the City. The certificates and endorsements for
each insurance policy shall be signed by a person authorized by that insurer to bind
coverage on its behalf, and shall be on forms provided by the City if requested. All
certificates and endorsements must be received and approved by the City before work
commences. The City reserves the right to require complete, certified copies of all
required insurance policies, at any time.
3.2.10.17 Safety. Consultant shall execute and maintain its
work so as to avoid injury or damage to any person or property. In carrying out its
Services, the Consultant shall at all times be in compliance with all applicable local,
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state and federal laws, rules and regulations, and shall exercise all necessary
precautions for the safety of employees appropriate to the nature of the work and the
conditions under which the work is to be performed. Safety precautions as applicable
shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subConsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang
planks, confined space procedures, trenching and shoring, equipment and other safety
devices, equipment and wearing apparel as are necessary or lawfully required to
prevent accidents or injuries; and (C) adequate facilities for the proper inspection and
maintenance of all safety measures.
3.2.10.18 Material Breach. Lack of insurance does not negate
Consultant's obligations under this Agreement. Maintenance of proper insurance
coverage is a material element of this Agreement and failure to maintain or renew
coverage or to provide evidence of renewal may be treated by the City as a material
breach of the Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
reimbursements which receive the City's prior written authorization, for all Services
rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and
incorporated herein by reference. The total compensation shall not exceed eight million
two hundred forty eight thousand seventy eight dollars ($8,248,078) without written
approval of the City Manager. Extra Work may be authorized, as described below, and
if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a
monthly itemized statement which indicates work completed and hours of Services
rendered by Consultant. The statement shall describe the amount of Services and
supplies provided since the initial commencement date, or since the start of the
subsequent billing periods, as appropriate, through the date of the statement. City
shall, within forty-five (45) days of receiving such statement, review the statement and
pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed
for any expenses unless prior written authorization is obtained from the City.
3.3.4 Extra Work. At any time during the term of this Agreement, City
may request that Consultant perform Extra Work. As used herein, "Extra Work" means
any work which is determined by City to be necessary for the proper completion of the
Project, but which the parties did not reasonably anticipate would be necessary at the
execution of this Agreement. Consultant shall not perform, nor be compensated for,
Extra Work without prior written authorization from City's Representative.
Re%i.cd.0 I?
9
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete
and accurate records with respect to all costs and expenses incurred under this
Agreement. All such records shall be clearly identifiable. Consultant shall allow a
representative of City during normal business hours to examine, audit, and make
transcripts or copies of such records and any other documents created pursuant to this
Agreement. Consultant shall allow inspection of all work, data, documents, proceedings,
and activities related to the Agreement for a period of three (3) years from the date of
final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice
to Consultant, terminate the whole or any part of this Agreement at any time and without
cause by giving written notice to Consultant of such termination, and specifying the
effective date thereof, at least seven (7) days before the effective date of such
termination. Upon termination, Consultant shall be compensated only for those services
which have been adequately rendered to City, and Consultant shall be entitled to no
further compensation. Consultant may not terminate this Agreement except for cause.
A termination without cause by City shall not act as or be deemed a waiver of any
potential known or unknown City claims associated with Consultant's performance prior
to the date of termination.
3.5.1.2 Effect of Termination. If this Agreement is terminated
as provided herein, City may require Consultant to provide all finished or unfinished
Documents and Data and other information of any kind prepared by Consultant in
connection with the performance of Services under this Agreement. Consultant shall be
required to provide such document and other information within fifteen (15) days of the
request.
3.5.1.3 Additional Services. In the event this Agreement is
terminated in whole or in part as provided herein, City may procure, upon such terms
and in such manner as it may determine appropriate, services similar to those
terminated.
3.5.1.4 Force Majeure. In the event Contractor is unable
to provide the transportation services as specified in this Agreement because of any act
of God, civil disturbance, fire, riot, war, terrorism, picketing, strike, labor dispute, labor
shortages, governmental action or any other condition or cause beyond Contractor's
control, City shall excuse Contractor from performance under this Agreement, but only
for the period that such cause prevents Contractor's performance.
Revised 04,13
10
3.5.2 Delivery of Notices. All notices permitted or required under this
Agreement shall 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:
Consultant: First Transit, Inc.
7581 Willow Drive, Suite 102
Tempe, AZ 85283
Attn:
Nick Promponas
Senior Vice President
With a copy to:
FirstGroup America
600 Vine Street, Suite 1400
Cincinnati, OH 45202
Attn: General Counsel
City: City of Arcadia
240 West Huntington Drive
Arcadia, CA 91007
Attn: Jason Kruckeberg
Assistant City Manager/Development Services Director
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.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 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 Consultant under
this Agreement ("Documents & Data"). Consultant shall require all subConsultants to
agree in writing that City is granted a non-exclusive and perpetual license for any
Documents & Data the subConsultant prepares under this Agreement. Consultant
represents and warrants that Consultant has the legal right to license any and all
Documents & Data. Consultant makes no such representation and warranty in regard
to Documents & Data which were prepared by design professionals other than
Consultant or provided to Consultant by the City. City shall not be limited in any way in
its use of the Documents and Data at any time, provided that any such use not within
the purposes intended by this Agreement shall be at City's sole risk.
R.mecl 13 I z
Ii
3.5.3.2 Confidentiality. Except as otherwise required by
California law, 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 Consultant in connection with the
performance of this Agreement shall be held confidential by Consultant. Such materials
shall not, without the prior written consent of City, be used by Consultant 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 Consultant which is otherwise known to Consultant or
is generally known, or has become known, to the related industry shall be deemed
confidential. Consultant shall not use City's name or insignia, photographs of the
Project, or any publicity pertaining to the Services or the Project in any magazine, trade
paper, newspaper, television or radio production or other similar medium without the
prior written consent of City.
3.5.4 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.
3.5.5 Indemnification.
3.5.5.1 To the fullest extent permitted by law, Consultant shall
defend, indemnify and hold the City, its officials, officers, and employees free and
harmless from any and all claims, demands, causes of action, costs, expenses, liability,
loss, damage or injury, in law or equity, to property or persons, including wrongful death,
in any manner arising out of or resulting from any alleged acts, omissions or willful
misconduct of Consultant, its officials, officers, employees, agents, Consultants and
subConsultants arising out of or resulting from the performance of the Services, the
Project or this Agreement, including without limitation the payment of all consequential
damages and attorney's fees and other related costs and expenses. Notwithstanding
the foregoing, to the extent Consultant's Services are subject to Civil Code Section
2782.8, the above indemnity shall be limited, to the extent required by Civil Code
Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of the Consultant. Consultant shall defend with
Legal Counsel of City's choosing, at Consultant's own cost, expense and risk, any and
all such aforesaid suits, actions or other legal proceedings of every kind that may be
brought or instituted against City, its directors, officials, officers, and employees.
Consultant shall pay and satisfy any judgment, award or decree that may be rendered
against City or its directors, officials, officers, and employees, in any such suit, action or
other legal proceeding arising from Consultant's performance of the Services, the
Project or this Agreement; except to the extent that liability is caused by the active
negligence or willful misconduct by the City or its directors, officials, officers, and
employees or Consultant's good faith adherence to City's directives and policies and
procedures. Consultant shall reimburse City and its directors, officials, officers, and
employees, for any and all legal expenses and costs incurred by each of them in
Revised 04/13
12
connection therewith or in enforcing the indemnity herein provided. Consultant's
obligation to indemnify shall not be restricted to insurance proceeds, if any, received by
the City, its directors, officials, officers, and employees, and shall take effect
immediately upon execution of this Agreement.
3.5.5.2 The duty to defend and to hold harmless, as set forth
above, shall include the duty to defend as established by Section 2778 of the California
Civil Code, and the duty to defend shall arise upon the making of any claim or demand
against the City, its respective officials, officers, agents, employees and representatives,
notwithstanding that no adjudication of the underlying facts has occurred, and whether
or not Consultant has been named in the claim or lawsuit.
3.5.6 Entire Agreement. This Agreement contains the entire Agreement
of the Parties with respect to the subject matter hereof, and supersedes all prior
negotiations, understandings or agreements. This Agreement may only be modified by
a writing signed by both Parties.
3.5.7 Attorney's Fees. If either party commences an action against the
other party, either legal, administrative or otherwise, arising out of or in connection with
this Agreement, the prevailing party in such litigation shall be entitled to have and
recover from the losing party reasonable attorneys' fees and all other costs of such
action.
3.5.8 Governing Law. This Agreement shall be governed by the laws of
the State of California. Venue shall be in Los Angeles County.
3.5.9 Time of Essence. Time is of the essence for each and every
provision of this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to
employ other Consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the Parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate,
or transfer, either directly or by operation of law, this Agreement or any interest herein
without the prior written consent of the City. Any attempt to do so 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.
3.5.13 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 Consultant include all
Rc%,,cd )4 I i
13
personnel, employees, agents, and subConsultants of Consultant, except as otherwise
specified in this Agreement. All references to City include its elected officials, officers,
and employees 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.
3.5.14 Amendment; Modification. No supplement, modification, or
amendment of this Agreement shall be binding unless executed in writing and signed by
both Parties.
3.5.15 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.
3.5.16 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.5.17 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.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has
not employed nor retained any company or person, other than a bona fide employee
working solely for Consultant, to solicit or secure this Agreement. Further, Consultant
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 Consultant, 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.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an
equal opportunity employer and it shall not discriminate against any subConsultant,
employee or applicant for employment because of race, religion, color, national origin,
handicap, ancestry, sex, sexual orientation 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.
Consultant shall also comply with all relevant provisions of City's Minority Business
Enterprise program, Affirmative Action Plan or other related programs or guidelines
currently in effect or hereinafter enacted.
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3.5.20 Labor Certification. By its signature hereunder, Consultant certifies
that it is aware of the provisions of Section 3700 of the California Labor Code which
require every employer to be insured against liability for Worker's Compensation or to
undertake self-insurance in accordance with the provisions of that Code, and agrees to
comply with such provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power
and authority to conduct its business and to execute, deliver, and perform the
Agreement. Each Party warrants that the individuals who have signed this Agreement
have the legal power, right, and authority to make this Agreement and bind each
respective Party.
3.5.22 Counterparts. This Agreement may be signed in counterparts,
each of which shall constitute an original.
3.5.23 Exhibits and Recitals. All Exhibits and Recitals contained herein
are hereby incorporated into this Agreement by this reference.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any
portion of the work required by this Agreement, except as expressly stated herein,
without prior written approval of City, which approval shall not be unreasonably withheld
or delayed. Subcontracts, if any, shall contain a provision making them subject to all
provisions stipulated in this Agreement.
Revised 04/13
15
In witness whereof the Parties have executed this Professional Services
Agreement on the date set forth below.
CITY OF ARCADIA FIRST TRANSIT, INC.
By ' By
Dominic Lazzaret at re
City Manager
Date: Oc,-rnp2. 1$, ZOn A- -tV,j NN51 Pre�tic x
Print Ne and Title
ATTEST: Date:
I �l'
City Clerk P y By u
Signature
APPROVED AS TO FORM: MIG �Ge 1 ?C'iIVLUl 5c ft40(v
Print Name and Title
Pme-ftfA,1 l Date: 9-7, 17
Stephen P. Deitsch
City Attorney
CONCUR:
C --°34r '''<ru9keberg
Assistant City Manager/D elopment
Services Director
Revised 04/13
16
EXHIBIT "A"
SCOPE OF SERVICES
CONSULTANT shall provide the services listed below as part of this Agreement:
1. OPERATIONS — Arcadia Transit Dial-A-Ride Service
Arcadia Transit Dial-A-Ride Service provides curb-to-curb shared transportation to
seniors and persons with disabilities residing in the City of Arcadia, and serves
destinations within Arcadia city limits. Eligibility is available for senior residents who are
62 or more years old, or residents younger than 62 years, but with disabilities. Pre-
registration is required in order to ensure the passengers' eligibility.
Dial-A-Ride service hours are:
Monday-Friday: 7:00 a.m. - 9:00 p.m.
Saturday & Sunday: 7:00 a.m. - 7:00 p.m.
Dial-A-Ride service is not available on the following holidays: New Year's Day,
Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.
CONSULTANT will provide "standard Dial-A-Ride trips" for which CONSULTANT will
take customer trip reservations at least 24-hours in advance, but not more than 7-days
in advance. Same-day reservation may be honored based on resource availability.
Reservations will be accepted from 7:00 a.m. to 9:00 p.m., Monday through Friday, and
7:00 a.m. to 7:00 p.m. on Saturdays and Sundays. CONSULTANT will provide a
scheduler to review the next day's trips to ensure service efficiency and compliance with
CITY policies on ride times. The designated scheduler must also provide CITY with a
copy of the Daily Manifest. On the day of service, CONSULTANT will dispatch and
provide the scheduled rides. CONSULTANT will be responsible for handling any
questions from the passengers about provision of service, including policies, fares and
vehicle arrival and departure times.
CONSULTANT must have available enough Paratransit Operators, plus additional
"back-up" operators at all times, to operate the number of vehicles necessary to meet
daily service demands. A zero tolerance is in effect for denial of a "reservation trip"
request.
CONSULTANT will be authorized to have up to ten (10) vehicles in Dial-A-Ride service
at any given time depending on fluctuations in the demand for service. CONSULTANT
will be responsible to hold revenue hours within approved monthly ceilings by
maintaining or exceeding minimum hourly productivity standards, while not denying
reservation trip requests or falling below minimum on-time performance standards. In no
event will the total annual service hours billed to CITY exceed 14,000 in FY 2018 and
thereafter, without prior written authorization by CITY's Transportation Services
Manager.
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CONSULTANT will prepare and provide all monthly management and operations
reports required by CITY to meet all the city, State and Federal ADA Paratransit
reporting requirements. All required reports will be submitted to CITY within 10 business
days of the end of the reporting months.
CONSULTANT will meet on a regular basis with CITY's Transportation Services
Manager to discuss and resolve operational challenges and policy support that
CONSULTANT may require from CITY to operate a productive and high quality service,
while effectively managing demand and revenue hours. A meeting schedule will be
developed at CITY's discretion.
2. OPERATIONS — Arcadia Transit Fixed-Route Service
With the implementation of the Metro Gold Line light rail service in March 2016, CITY
modified the transit services to provide both fixed-route and dial-a-ride services. At that
time, Arcadia Transit began operation of the Green Line, a fixed-route service operating
from the new Arcadia Metro Gold Line rail station. In June 2016, Arcadia Transit
implemented two additional fixed-route bus routes, the Blue and Red Lines. All three
routes operate from the Arcadia Metro Gold Line station and access various activity
centers, major shopping areas, recreation facilities, neighborhoods, and a number of
schools within CITY.
CONSULTANT will operate a fixed route service within the City of Arcadia on schedules
and routes provided by CITY. Currently, there are three fixed-route bus routes:
• Green Line (Huntington Drive / Baldwin Avenue)
Green Line connects the Metro Gold Line Arcadia Station with Santa Anita Park,
the City Hall, Methodist Hospital, Westfield Santa Anita Mall and Los Angeles
County Arboretum.
• Blue Line (Holly Avenue / Duarte Road)
Blue Line runs east-west along Duarte Road and north-south along Holly
Avenue, connecting communities in the southwest Arcadia to many local activity
centers and the Gold Line Arcadia Station.
• Red Line (First Avenue / Sixth Avenue)
Red Line runs north-south along First Avenue and Sixth Avenue connecting
communities in the east of Arcadia to many local activity centers and the Gold
Line Arcadia Station.
Fixed-route service presently operates daily except he following holidays: New Year's
Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas
Day.
The fixed-route service is under observation for its first year service performance.
Currently, the ridership is low on the weekends and along certain stretches of the
routes. The City Council has directed to modify the service hours/routes if the service
performance does no show improvement at the end of the first year of operation. Thus,
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it should be noted that the fixed route service performance will be re-evaluated
periodically. Based on the service performance, the service hours and/or routes may be
modified. It is possible that the service hours may be reduced significantly.
TABLE 1: ARCADIA TRANSIT FIXED-ROUTE SERVICE CHARACTERISTICS
Line Days of Service Span Daily Vehicle Revenue Hours
Service
Weekday Saturday Sunday
Green M-SU Weekday: 7:10 a.m. -6:21 p.m. 14.4 13.8 13.8
Line Weekends: 9:20 a.m. -6:21 p.m.
Blue M-SU Weekday: 6:30 a.m. - 7:26 p.m. 12.3 10.0 10.0
Line Saturday: 7:00 a.m. -6:16 p.m.
Red MSU Weekday: 7:16 a.m. - 8:10 p.m. 11.7 9.5 9.5
Line Saturday: 7:46 a.m. - 7:00 p.m.
CONSULTANT will prepare and provide all monthly management and operations
reports required by CITY to meet all the city, State and Federal transit reporting
requirements. All required reports will be submitted to CITY within 10-days of the end of
the reporting months.
3. DESCRIPTION OF CITY'S RIGHTS AND RESPONSIBILITIES
3.1. PLANNING
CITY will have the exclusive right to plan the general operation of CITY's Dial-A-Ride
and Fixed-Route transit system, including, but not necessarily limited to, the right to
determine and modify from time to time the following matters:
a. Establishing revenue hour maximums
b. Service delivery parameters including routes, trip assignment policies and stop
locations
c. Times of day services are to be rendered
d. Service areas in which Arcadia Transit service is to operate
e. Data collection and data reporting procedures and formats, preparation of planning
documents, budgets, grant applications and related documentation
f. Advertising, promotion, public information, and customer feedback process
g. Street furnishings
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h. CITY will have the right to increase or decrease the levels of service by fifteen
percent (15%), based on annual vehicle revenue hours, without renegotiating with
CONSULTANT the proposed Vehicle Revenue Hour Rate or any other term or condition
of the Contract.
i. Performance standards to which CONSULTANT shall either strive to achieve or be
held responsible by CITY within reason.
j. Introduce and implement supplemental service contract(s) to provide backup capacity
on an as required basis. (For example, in the event of break downs, accidents,
Paratransit vehicles running late, unavailability of CONSULTANT Operators, or peak
overloads. Supplemental contracts would be considered in close consultation with
CONSULTANT. Supplemental service contractors could serve as contractors directly to
CITY or as a subcontractor to CONSULTANT.
3.2. OPERATIONS AND MANAGEMENT SUPERVISION
CITY reserves certain rights with respect to oversight and monitoring of the
performance of CONSULTANT:
a. CITY reserves the right to monitor the process by which records and reports, as
required by CITY and the contract, are developed, maintained and retained by
CONSULTANT.
b. CITY reserves the right to monitor the performance and conduct of employees
performing the duties related to the provision of Dial-A-Ride and Fixed-Route service,
as required by CITY and the contract.
c. CITY reserves the right to monitor the maintenance and use of all equipment and
vehicles utilized in providing Dial-A-Ride and Fixed-Route service, as well
CONSULTANT's adherence to a preventive maintenance plan that is compliant with all
applicable state and federal regulations.
d. CITY may install on any vehicles any equipment or accessories deemed necessary
or appropriate by CITY, such as video equipment, to monitor the quality of service
delivered by CONSULTANT.
e. CITY will establish written operational rules with CONSULTANT that are reasonable
for operation of the Dial-A-Ride and Fixed-Route system. To help ensure that the
service delivered by CONSULTANT is in compliance with the ADA and the terms of the
Contract, and the operational rules may be amended with any changes to any
state/federal laws governing paratransit service.
f. CITY may require daily manual passenger counts and/or other special counts/surveys
to be conducted by vehicle operators or other appropriate staff, per applicable state and
federal regulations (i.e. NTD).
g. CITY will require that CONSULTANT complete all operations, management, and/or
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performance reports required by state and federal (NTD) regulations governing Dial-A-
Ride and Fixed-Route service and the use of applicable equipment/vehicles for its
provision, unless otherwise directed by CITY. Reports must be submitted to CITY within
the first ten (10) days of each month. Retention of all materials required for completing
such reports must be maintained by CONSULTANT for at least 4 years from the
expiration/termination of the contract. CITY shall inform CONSULTANT of key deadlines
for submitting required reports prior to the effective date of the Contract and reserve the
right to change the dates with reasonable, prior notice.
h. CITY reserves the right to reject any subcontractors proposed or utilized by
CONSULTANT to carry out the terms of the Contract.
3.3. EQUIPMENT
CITY shall provide CONSULTANT with the vehicles and equipment set forth in Table 2.
These vehicles and their associated equipment shall be used only in activities directly
related to Arcadia Transit service unless otherwise authorized, in writing, by CITY.
CITY reserves the right to change the vehicle fleet as necessary. It is possible that
some vehicles may be replaced with vehicles with different passenger capacity. It is
also a possibility that the vehicles may be switched to alternative fuel powered vehicles.
CITY shall work with CONSULTANT if vehicle fuel type changes.
CITY equips Arcadia Transit vehicles with radio communications. This system is
provided solely for the use of Arcadia Transit. CONSULTANT shall comply with all
applicable federal statutes and regulations in connection with such use.
CITY provides the farebox equipment with Arcadia Transit vehicles. CONSULTANT
shall be responsible for the maintenance of all farebox equipment. In addition,
CONSULTANT shall record all fares collected and monthly provide proof of deposit to
CITY.
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TABLE 2: ARCADIA TRANSIT VEHICLES
Mileage
Fleet Model Pass. Vehicle I.D. Number License The City, as of
No. Make/Model Year Cap (VIN) Number Asset# '7/31/2017 Condition
30 Ford - El Dorado 2009 18 1FDFE45S99DA43038 1329339 80256 133108 Good
31 Ford - El Dorado 2009 18 IFDFE45 S09DA43039 1329340 80257 146635 Good
32 Ford - El Dorado 2009 18 1FDFE45S79DA43040 1329341 80255 121634 Good
33 Ford - El Dorado 2009 18 1FDFE45S79DA47198 1329342 80254 135606 Good
34 Ford - El Dorado 2009 18 1FDFE45S99DA47199 1329343 80262 119806 Good
35 Ford - El Dorado 2009 18 1FDFE45S 19DA47200 1329344 80261 127768 Good
36 Ford - El Dorado 2009 18 1FDFE45S39DA47201 1329345 80260 105912 Good
37 Ford - El Dorado 2009 18 1FDFE45 S79DA50960 1329346 80259 100571 Good
38 Ford - Elkhart Coach 2012 20 IFDFE4FS7CDB30412 1381192 80313 73628 Good
39 Ford - Elkhart Coach 2012 20 IFDFE4FS3CDB30410 1381191 80311 96532 Good
40 Ford - Elkhart Coach 2012 20 IFDFE4FS6 CDB30417 1381190 80317 87369 Good
41 Ford - Elkhart Coach 2012 20 1 FDFE4FS2CDB30415 1391914 80318 80051 Good
42 Ford - Elkhart Coach 2012 20 1 FDFE4FS5CDB30408 1381189 80309 77360 Good
43 Ford - Elkhart Coach 2012 20 1 FDFE4FS7CDB30409 1381188 80310 97830 Good
44 Ford - Elkhart Coach 2012 20 1 FDFE4FS5CDB30411 1381187 80312 91053 Good
45 Ford - Elkhart Coach 2012 20 1 FDFE4FS9CDB30413 1381186 80314 64602 Good
46 Ford - Elkhart Coach 2012 20 IFDFE4FS4CDB30416 1381193 80316 87749 Good
47 Ford - Elkhart Coach 2012 20 IFDFE4FSOCDB30414 1381185 80315 79771 Good
3.4. PUBLIC INFORMATION SYSTEM
CITY will assume all responsibility for 1) printing, obtaining and producing brochures,
schedules, passes, tickets and like materials required for the operation of Arcadia
Transit service, and; 2) promotions, advertising and public outreach efforts. CITY will be
responsible for the preparation, placement, scheduling and costs for all advertising and
promotional materials designed to inform Arcadia Transit operations and to promote
ridership. CONSULTANT shall distribute and disseminate such materials in accordance
with the direction of CITY.
CITY actively solicits information from customers for the purpose of continually
improving customer satisfaction with Arcadia Transit service. CONSULTANT'S
Contract Manager shall attend meetings scheduled by CITY to solicit feedback from
customers as well as any other meetings as required by CITY. A designated
representative may attend on occasion, in place of the Contract Manager, with prior
approval from CITY.
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3.5. MODIFICATION OF SERVICE AND FARES
CITY will give thirty (30) days prior written notice to CONSULTANT from the effective
date of a modification to the fare or service delivery structure. In the event of an
emergency or natural disaster as declared by CITY, the 30-day provision shall not
apply, and CONSULTANT shall use its best efforts to modify the existing service or
provide additional service as requested and directed by appropriate CITY emergency
response officials to respond effectively to the emergency.
3.6. ADVERTISING
CITY may utilize the interior of all vehicles used to provide service under this contract
for the display of any written or printed advertising, promotional material, or public
information notices at CITY's sole cost. CONSULTANT will display only the city-issued
material on either the interior of Arcadia Transit vehicles. No advertising or other
material is to be displayed on the exterior of vehicles used to provide service under this
contract.
3.7. STREET FURNISHINGS
CITY shall be responsible for the purchasing and maintenance of all transit related
street furnishings with CITY limits. CONSULTANT and its employees shall cooperate
with CITY by advising CITY of any such irregular conditions to street furnishings
observed during Arcadia Transit operations.
4. DESCRIPTION OF CONSULTANT'S RIGHTS AND RESPONSIBILITIES -
OPERATIONS
4.1. SERVICE PROVIDED BY CONSULTANT
CONSULTANT shall perform the duties and accept the responsibilities set forth below in
connection with its operation of Arcadia Transit. The omission of a duty or responsibility
herein below shall not relieve CONSULTANT of its obligation to perform such duty or
accept such responsibility, so long as it is usual, customary, and generally accepted
within the public transportation industry as being an integral element of operating a Dial-
A-Ride and Fixed-Route public transportation system of a kind and character such as
Arcadia Transit.
CONSULTANT shall provide the necessary management, technical, and operating
services for the operation of Arcadia Transit services as specified by CITY.
CONSULTANT shall assist and cooperate with CITY in meeting the objectives of
providing quality transportation services. CONSULTANT shall establish and maintain
close liaison activities, coordination, and cooperation with CITY on matters relating to
operations, monitoring, reporting and service performance measurements.
All facilities, equipment and services required in the operation and management of
Arcadia Transit shall be furnished by CONSULTANT unless CITY specifically identifies
an element of equipment or aspect of service to be its responsibility.
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4.2 SERVICE PERFORMANCE STANDARDS
CONSULTANT shall strive at all times to provide service in a manner that will maximize
productivity and, at the same time, maximize customer service. Recognizing that the
goals of productivity and customer service levels may conflict, the following standards
are intended to be reasonably attainable by CONSULTANT, fair to the customer, and
consistent with CITY's expectations. At the option of CITY, CITY may enforce the
penalties indicated for substandard performance. Failure to enforce any penalty for any
such substandard performance shall not serve to invalidate said criteria nor preclude
future enforcement of that penalty. CITY agrees that penalty for Productivity [#1] will not
be enforced for the first 90 days of this Agreement.
CONSULTANT and CITY shall periodically meet to evaluate performance of the system
based upon these standards. If the standards are not fulfilling their intended purpose,
they shall be adjusted based upon recommendations made by CONSULTANT with
concurrence and final decision by CITY. Should it be found that CONSULTANT's
performance has contributed to CONSULTANT's failure to achieve these standards,
CONSULTANT shall take all reasonable actions requested by CITY to correct
deficiencies in performance. Should deficiencies persist, CITY may take whatever
additional action is necessitated by the circumstances and provided for in the
AGREEMENT of which this Scope of Services is a part.
TABLE 3: ARCADIA TRANSIT SERVICE STANDARDS
Performance Criteria Standard Penalt
(Dial-A-Ride)Annual Average of
3.0 Passenger Trips per Vehicle Reduction of compensation by
Service Hour $1.00 per VSH for each
1. Service Productivity (Fixed-Route)Annual Average of 0.1 VSH of the month in which
2.4 Passenger Trips per Vehicle performance is below the
Service Hour standard.
$100 for each month that
2. On-Time Performance 98%or better performance is less than
standard.
3. Wait Time for Immediate 50% of requests to be fulfilled within 30 $100 for each month that
Response minutes; 100%of requests to be fulfilled performance is less than
within 60 minutes. standard.
Minimum of 90 seconds after on-time $100 per incident of failing to
4. Failure to Wait vehicle arrival wait at least 90 seconds.
5. Missed Trip Arrival at pick-up location more than $50 per incident
60 minutes late or not at all
6. Vehicle Cleanliness As defined in SOW $100 per incident
7. Vehicle Maintenance As defined in SOW $100 per incident
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More than 5 legitimate complaints in a $100 for each month that
8. Complaints calendar month performance is less than
standard.
9. Driver Uniform As defined in SOW $50 per incident
State and Federal as well as the City's $100 for each month that
10. Report Submission reporting is submitted late or
required reporting incomplete.
4.3 OPERATIONS MANAGEMENT
CONSULTANT shall provide operations management at a level and capability sufficient
to oversee its functions and employees.
CONSULTANT shall designate and provide the services of a full-time Project Manager,
subject to the approval of CITY, who shall provide overall management and supervision
of Arcadia Transit operations under the terms of the contract. The Project Manager
must have a minimum of five years' experience in public transportation operations and
at least three years' supervisory experience. A bachelor's degree in a transportation or
related field is preferred but not required.
The Project Manager shall work cooperatively with CITY's Transportation Services
Manager in matters relating to service quality, providing operational and other data as
described in this Scope of Services, responding to comments from Arcadia Transit and
the general public, and responding to specific requests for other assistance as the need
arises.
CONSULTANT shall assure CITY that the Project Manager designated for this project
will not be replaced without the written consent of CITY. Should the services of the
Project Manager become unavailable to CONSULTANT, the resume and qualifications
of the proposed replacement shall be submitted to CITY for approval as soon as
possible, but in no event later than five (5) working days prior to the departure of the
incumbent Project Manager, unless CONSULTANT is not provided with such notice by
the departing employee. CITY shall respond to CONSULTANT concerning acceptance
of the candidate for replacement Project Manager. Should the position of Project
Manager remain unfilled for a period of thirty (30) days or more, CITY may deduct the
Project Manager's compensation from CONSULTANT's payments.
The CONSULTANT shall further designate one or more Operations Supervisor(s) to
assist the Project Manager in carrying out all activities relative to Arcadia Transit
operations.
The office of the Project Manager will be physically located at Arcadia Transit's
operations facility in Arcadia or another mutually agreed upon location. The Project
Manager will be expected to remain at the facility or otherwise within the Arcadia Transit
service area as appropriate to the maximum extent possible. At all times, the Project
Manager or an Operations Supervisor designated to act for the Project Manager, shall
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be available either by phone or in person to make decisions regarding day-to-day
Arcadia Transit operations and provide coordination as necessary, and shall be
authorized to act on behalf of CONSULTANT regarding all matters pertaining to this
Scope of Services.
4.4 EMPLOYEE SELECTIONS AND SUPERVISION
CONSULTANT shall be responsible for the employment and supervision of all
employees necessary to perform Arcadia Transit operations. Such responsibilities shall
include employee recruitment, screening, selection, training, supervision, employee
relations, evaluation, retention and termination.
CONSULTANT shall use appropriate driver screening and selection criteria in order to
employ drivers. These criteria will include Department of Motor Vehicles license check
and physical examination sufficient to meet all applicable requirements for Arcadia
Transit vehicle operations.
CONSULTANT shall develop, implement, and maintain an employee substance
abuse/alcohol abuse-testing program, subject to CITY approval, for all employees in
safety-sensitive positions including personnel engaged in the operation, and control of
Arcadia Transit vehicles and equipment. Such program will meet all applicable federal
requirements promulgated to implement the Omnibus Transportation Employee Test
Act of 1991 and related supplements and amendments.
CONSULTANT shall make all reasonable efforts to ensure that employees having
contact with the public in the course of their duties are of good moral character. Any
such employee who is convicted of a felony or a crime involving moral turpitude before
or during the time of his/her employment shall not be permitted to continue to hold a
position of employment involving contact with the general public.
CONSULTANT shall be responsible to recruit a sufficient number of multi-lingual
employees and/or to provide multi-language assistance to the public to ensure that the
Limited English Proficiency Compliance requirement under Title VI of the Civil Rights
Act of 1964 is met.
CONSULTANT shall at all times comply with applicable state and federal employment
laws, including section 1735 of the California Labor Code and Title VI of the Civil Rights
Act of 1964, as amended.
Nothing in this section shall be construed by either CONSULTANT or CITY to be in
conflict with the language and intent of Article 4, Independent CONSULTANT, of the
AGREEMENT.
4.5 TRAINING OF DRIVERS AND OPERATIONS PERSONNEL
CONSULTANT shall develop, implement, and maintain a formal training and retraining
program that shall be subject to review and approval by CITY.
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An outline of the training program, including periodic updates, shall be submitted to
CITY within 60 days of the AGREEMENT execution and shall be on file in the office of
CITY's Transportation Services Manager. All drivers, dispatchers, telephone information
personnel, and supervisors shall participate in the program.
CONSULTANT shall implement and maintain a specific training and retraining program
for all drivers. The program must provide a fixed minimum number of hours of training
for new employees, including classroom instruction, behind the wheel training under
supervision of a certified instructor, and in-service training. The program shall include,
but not be limited to, instruction covering applicable laws and regulations and defensive
driving practices, Arcadia Transit operating policies and procedure, employee work
rules, vehicle safety inspection, equipment care and maintenance, customer relations
and passenger conduct. Drivers shall be trained to operate all vehicle types, wheelchair
lifts and lock systems, and other equipment that may be expected to be used in Arcadia
Transit Dial-A-Ride and Fixed-Route services.
All drivers shall be certified as having completed CONSULTANT's formal training course
for new drivers as approved by CITY, and be licensed with a valid California Class B
operator's license with appropriate certification(s) and medical card. Drivers shall meet
all applicable requirements as established by the California Highway Patrol (CHP).
CONSULTANT shall prepare and furnish to CITY for approval prior to initiation of
service an Employee Handbook. The Employee Handbook will be provided to all
drivers, dispatchers, telephone operators, and supervisors and shall include, at a
minimum, the following subject areas: driver's rules; accident/incident policies; radio
policies and procedures; farebox policies and procedures; fog and inclement weather
policy; vehicle inspection, care and maintenance policy and procedures, reporting
procedures and pertinent sample forms; federal mandated Drug and Alcohol/Drug Free
Work Place Policies.
CONSULTANT shall prepare and furnish to CITY for approval prior to initiation of
service a Customer Service and Sensitivity Training Program. Dispatchers, telephone
operators, supervisors, and any other personnel who may from time to time be assigned
to provide telephone information on the Dial-A-Ride telephone reservation lines shall be
trained and annually re-trained in customer relation skills, telephone manners,
accident/incident procedures, fares, Dial-A-Ride reservation procedures, Access
Services information numbers, and operating policies. Operations control personnel
assigned to Dial-A-Ride trip scheduling and vehicle dispatching duties shall have a
detailed knowledge of applicable procedures and professional techniques.
4.6 DRIVER'S RESPONSIBILITIES
Drivers will, when requested by CITY, hand out notices to passengers or otherwise
render assistance in CITY's customer relations, promotion, monitoring, and supervisory
functions.
Drivers will be required to honor special passes; collect, cancel and/or validate passes
and tickets as determined by CITY. Drivers will verify cash fares deposited in farebox,
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but will not handle money. Drivers will record ridership information in accordance with
National Transit Data (NTD) reporting procedures.
Drivers shall maintain a working timepiece at all times (The time on his/her timepiece
must be synchronized with dispatcher daily).
4.7 UNIFORMS
Drivers and other operating staff shall be in uniform at all times while in service or
otherwise on duty. CONSULTANT shall provide driver uniforms to its employees. The
design, type, and logo of the uniforms shall be subject to CITY'S approval, and must be
unique to Arcadia Transit. Uniforms cannot be generic to CONSULTANT's company.
Drivers shall be required to maintain a neat and clean appearance at all times while on
duty.
CONSULTANT employees shall not transact other than incidental personal business
while in uniforms identifying them as Arcadia Transit staff and shall not purchase,
possess or consume intoxicating beverages while in uniform.
4.8 SAFETY AND SECURITY PROGRAM
CONSULTANT shall assume full responsibility for assuring that the safety of
passengers, operations personnel, and CITY's vehicles and equipment are maintained
at the highest possible level throughout the term of this AGREEMENT. CONSULTANT
shall comply with all applicable FTA, CHP and OSHA requirements.
CONSULTANT shall develop, implement, and maintain in full compliance with California
Law (SB 198) a formal safety illness and injury prevention program including periodic
safety meetings, participation in safety organizations, safety incentives offered by
CONSULTANT to drivers and other employees, and participation in risk management
activities under the auspices of CONSULTANT's insurance carrier or other organization.
CONSULTANT shall provide a copy of said Safety Program, including evidence of
compliance with SB-198, and subsequent program update as well as safety meeting
notice/minutes and safety communications to CITY.
CONSULTANT shall participate in the State of California Department of Motor Vehicles
"Employer Pull Program" for appropriate monitoring of employer driver license activity.
CONSULTANT will require all drivers, control room personnel, vehicle maintenance
mechanics, and supervisors to participate in the safety program.
CONSULTANT shall develop, implement and maintain Security and Emergency
Management Program in accordance with the State and Federal provisions.
CONSULTANT shall provide a copy of said Security and Emergency Management
Program prior to initiation of service, and provide program updates to CITY
subsequently.
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4.9 ROAD SUPERVISION
CONSULTANT shall provide road supervision as necessary to monitor drivers and
vehicles and assist drivers in revenue service.
4.10 ACCIDENT, INCIDENT AND COMPLAINT PROCEDURES
Prior to initiating services under this agreement, CONSULTANT shall develop,
implement and maintain formal procedures, subject to CITY review and approval, for
response to accidents, incidents, service interruptions, and complaints. Such
occurrences to be addressed include, but are not limited to: vehicle accidents,
passenger injuries, passenger disturbances, in-service vehicle failures, lift failures of
vehicles in service, and Dial-A-Ride and Fixed-Route vehicles operating more than thirty
(30) minutes behind promised schedule. All traffic accidents involving transit system
vehicles, irrespective of injury, shall be reported to the Arcadia Police Department or
Highway Patrol, as appropriate. CONSULTANT will advise such agency of the accident
and request a police unit to investigate the accident.
CITY Transportation Services Manager shall be notified in writing by CONSULTANT of
all accidents and incidents resulting in loss or damage to CITY property or involving
minors within 24 hours. In cases involving injury, CONSULTANT shall notify CITY
Transportation Services Manager. In the event CITY Transportation Services Manager
is not available, CONSULTANT shall notify CITY Development Services Director
immediately upon receipt by CONSULTANT of such information.
4.11 VEHICLE SCHEDULING AND DISPATCHING
CONSULTANT shall utilize a systematic, computer-assisted method to schedule and
transport passengers using Dial-A-Ride vehicles. The method should be capable of
accommodating both advanced reservations and requests for immediate service and of
integrating all demand for service into efficient vehicle tours that maximize productivity
and assure service quality to levels prescribed in this Scope of Services.
CONSULTANT shall provide an adequate fixed number of persons to staff the Dial-A-
Ride scheduling and system vehicle dispatching functions. These persons shall also be
responsible for maintaining radio control with all vehicles in service and for maintaining
the daily dispatch log to be proposed by CONSULTANT.
4.12 OPERATIONS AND MAINTENANCE FACILITY
CONSULTANT shall be responsible for securing, establishing and maintaining a facility
for the operation, maintenance and administration of Arcadia Transit. With the approval
of CITY, such facility may be shared with operation of similar services for another client
agency.
At a minimum any Arcadia Transit operations and maintenance facility shall have the
following:
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• Secure facility housing the operations/dispatch center, vehicle storage yard
and administrative offices. A facility that is located in the City of Arcadia or a
reasonable distance outside the city limits which has been agreed to in writing
by CITY.
• An enclosed workspace sufficient to allow maintenance personnel to service
at least three (3) 25' transit vehicles and be protected from weather.
• A paved shop floor capable of withstanding the weight of the Arcadia Transit
vehicles.
• Adequate area to clean the vehicles in accordance with the Agreement.
• Adequate secured storage area for tools, equipment and parts.
• A security-fenced, paved and lighted area for overnight vehicle parking with
adequate space for all vehicles.
• Adequate appropriately equipped space for administrative personnel,
dispatching and information staff, driver lounge or ready room, and
training/safety meetings.
• A furnished control room, including maps, cue boards, time clock, adequate
desks, tables, chairs and other equipment as may be appropriate.
4.13 TELEPHONE RESERVATION AND INFORMATION SYSTEM
CONSULTANT shall provide telephone equipment and all telephone information and
dispatch personnel necessary to effectively respond to incoming calls at a quality and
level consistent with Arcadia Transit patron demand, and in strict accordance with the
operating days and hours set forth in the "Service Guide" attached hereto, or any
revisions thereto.
CONSULTANT shall make special efforts to respond to telephone service and
information requests from deaf or non-English speaking patrons of Arcadia Transit.
CONSULTANT will provide TDD equipment for communications with deaf patrons, and
will provide bilingual telephone information personnel or assistance for at least eight
hours per operating day. An answering machine shall be available for recording trip
requests for the Dial-A-Ride service when the administrative and dispatch offices are
closed.
CONSULTANT will provide its own telephone system using the current Arcadia Transit
reservations number of (626) 445-2211 and an ITD number of (626) 445-2522. Upon
termination of the AGREEMENT of which this Scope of Services is a part, CITY
reserves the rights to the Arcadia Transit telephone numbers as indicated above herein,
and CONSULTANT agrees to transfer of said telephone numbers.
CONSULTANT will be required to provide an Automatic Call Sequencer unit which will
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answer all service request calls, hold the calls in a queue if they cannot be immediately
answered by a reservation agent or scheduler, and cause the calls in queue to be
answered in the order in which they were received. The Sequencer unit shall capture
and allow for the reporting of data on telephone system performance, including, but not
limited to: total calls received; total of abandoned calls; average time on hold; and
maximum time on hold, which shall be reported monthly to CITY.
4.14 FARES AND FARE COLLECTION
CITY shall establish all fares of any kind or character to be paid by Arcadia Transit
patrons. CONSULTANT shall ensure that each patron pays the appropriate fare prior to
being provided transportation service. All cash fares will be paid by patrons in the exact
amount due for their appropriate fare classification and shall be deposited by patrons in
fareboxes provided by CITY with each vehicle. CONSULTANT will collect or otherwise
process in the manner directed by CITY all non-cash fares (transfers, passes and like).
All fares collected are the sole property of CITY.
CONSULTANT shall, in accordance with a procedure specified by CITY, account for
revenues collected on transit vehicles and deposit such revenues on an acceptable
basis into a local bank account approved by CITY for that purpose. CITY reserves the
right to audit fare revenue collection and accounting at reasonable times without prior
notification to CONSULTANT.
4.15 TICKET SALES
CITY may elect to sell or provide tickets to Arcadia Transit patrons. CONSULTANT shall
collect, record, and deposit ticket sales according to instructions of CITY.
4.16 BOOKS, RECORDS, AND REPORTS
CONSULTANT shall maintain all books, records, documents, accounting ledgers, and
similar materials relating to work performed for CITY under this AGREEMENT on file for
at least three (3) years following the date of final payment to the CONSULTANT by
CITY. Any duly authorized representative(s) of CITY shall have access to such records
for the purpose of inspection, audit, and copying at reasonable times, during
CONSULTANT's usual and customary business hours. CONSULTANT shall provide
proper facilities to CITY representative(s) and CITY shall be permitted to observe and
inspect any or all of CONSULTANT's facilities and activities during CONSULTANT's
usual and customary business hours for the purposes of evaluating and judging the
nature and extent of CONSULTANT's compliance with the provisions of this
AGREEMENT. In such instances, CITY's representative(s) shall not interfere with or
disrupt such activities.
CONSULTANT shall collect, record, and report to CITY on a quarterly basis all
accounting data for the Arcadia Transit operation in accordance with Level C of the
Uniform Financial and Reporting Elements (FARE) as required under National Transit
Database (formerly Section 15) of the Federal Transit Act, and Section 99243 of the
California Publics Utilities Code, as each of the foregoing are now in force or may
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hereafter be amended. All worksheets and detail information used to prepare these
reports shall be available to CITY within one month after the close of the applicable
quarter.
CONSULTANT shall collect, record, and report on a monthly basis all operational data
required by CITY in a format approved by CITY. Such data shall include, but is not
limited to: statistics required under the National Transit Database (NTD) of the Federal
Transit Act, as amended; for both fixed-route and Dial-A-Ride services passenger count
data by fare category, vehicles hours, vehicle miles, vehicle revenue hours, vehicle
revenue miles, passengers per hour, wheelchair boarding and Dial-A-Ride passenger
no-shows, trip denied, and cancellations. CONSULTANT shall provide passenger mile
sampling data in accordance with a method approved by the FTA for NTD purposes.
Information concerning vehicle activity for Dial-A-Ride and Fixed-Route service shall be
collected daily on the driver's log, route drivers report, dispatch log, and/or other forms
as developed by CONSULTANT and approved by CITY, and shall be summarized daily
on the Operations Summary.
The operations data shall be collected and compiled daily, weekly, monthly, quarterly,
and annually; and shall provide reports according to the individual routes, modes and
total system. Individual totals shall be provided for peak-hour services, Bus System
Improvement Plan (BSIP) services, weekdays, Saturdays and Sundays.
Daily logs, reports, and summaries shall be available for CITY review at the operations
facility by 3:00 PM of the next business day following data collection. Farebox
revenue/actual cash count reconciliation reports shall be available for CITY review by
10:00 a.m. of the next business day following data collection. Monthly reports shall be
forwarded to CITY no later than the 10th of the following month.
4.17 SYSTEM PROMOTION
CONSULTANT shall not be responsible to undertake any advertising or promotional
activities on behalf of Arcadia Transit of any kind or character. CONSULTANT shall,
however, cooperate with CITY in any such activities initiated by CITY by making
available needed equipment, facilities, and personnel at no cost or expense to CITY.
CONSULTANT also shall dispense Arcadia Transit informational publications, respond
to patron requests for information, act as liaison and provider of information with and to
community agencies and groups, and do all other things to assist and support CITY's
advertising and public informational efforts.
4.18 SYSTEM RECOMMENDATIONS
CONSULTANT shall continually monitor Arcadia Transit operations, facilities, and
equipment; and shall, from time to time and as warranted, advise CITY and make
recommendations to it based upon observed deficiencies and needed improvements.
CITY shall retain all authority, however, to make determinations and to take action on
such recommendations.
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4.19 EMERGENCIES; NATURAL DISASTERS
In the event of an emergency or natural disaster, CONSULTANT shall make available,
to the maximum extent possible, Arcadia Transit vehicles and facilities to assist CITY in
ameliorating such incidents. To the extent CITY requires CONSULTANT to provide
such emergency vehicles and facilities, CONSULTANT shall be relieved of the
obligation to fulfill the duties and responsibilities to operate Arcadia Transit hereinabove
contained.
5. DESCRIPTION OF CONSULTANT'S RIGHTS AND RESPONSIBILITIES -
MAINTENANCE
CITY's maintenance goals and objectives include extending vehicle life, reducing the
frequency of road calls, reducing safety risks, and meeting state and federal
requirements. CONSULTANT shall perform the duties and accept the responsibilities
set forth below in connection with the maintenance of Arcadia Transit vehicles and
equipment. The omission of a duty or responsibility herein below shall not relieve
CONSULTANT of its obligation to perform such duty or accept such responsibility, so
long as it usual, customary and generally accepted within the public transportation
industry as being an integral element of operating a Dial-A-Ride and Fixed-Route public
transportation system of a kind and character such as Arcadia Transit.
5.1 MAINTENANCE - GENERAL
CONSULTANT shall perform maintenance activities in accordance with the
Maintenance Program provided to CITY prior to the initiation of the services, which
includes CITY's maintenance goals. CONSULTANT shall update the Maintenance
Program and provide a copy to CITY whenever a mix of new vehicles or new
technology occurs. CONSULTANT shall be responsible for the maintenance of all
vehicles, communication systems, farebox system, and all other equipment, furnishings,
and accessories required in connection with its operation of Arcadia Transit in a clean,
safe, sound, and operable condition at all times, and fully in accordance with any
manufacture-recommended maintenance procedures and specifications, as well as with
the applicable requirements of any federal or state statutes or regulations.
CONSULTANT shall comply with ADA requirements by performing daily inspection and
repair of lifts and accessibility equipment, and monthly reporting deficiencies or
breakdowns as well as mitigating actions. In this regard, CONSULTANT shall provide all
labor, repairs, parts, supplies, maintenance tools and equipment, lubricants, solvents,
service facilities and such other components, and services which may be required to
fulfill its maintenance responsibilities, at CONSULTANT's sole cost and expense.
5.2 VEHICLES AND EQUIPMENT
Upon commencement of this AGREEMENT, CITY will delivercity-owned vehicles and
equipment as identified in TABLE 2, Arcadia Transit Vehicles, to CONSULTANT at an
agreed upon location ready for use, fully equipped with no deferred maintenance or
damage. The Turnover Procedure outlined herein below shall be followed during this
turnover period.
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In the event that CITY provides CONSULTANT with additional vehicles and/or
equipment at future times, TABLE 2 shall be amended in the manner provided
hereinabove for amendments to this AGREEMENT and CONSULTANT shall
acknowledge receipt of such additional items upon their delivery to and acceptance by
CONSULTANT.
CONSULTANT shall, at its sole expense, repair and replace any city-owned equipment
that may be damaged or lost by reason of collision, negligence, abuse, vandalism, or
other like cause. However, in no event shall CONSULTANT's liability exceed actual
cash value of vehicle(s) and equipment so damaged.
Upon termination of the AGREEMENT, CONSULTANT shall return all city-owned
vehicles and equipment to CITY's Maintenance Service Yard for use, with no deferred
maintenance or damage. The Turnover Procedure outlined herein below shall be
followed during this turnover period. In the event that CONSULTANT returns Arcadia
Transit vehicle(s) and/or equipment to CITY with deferred maintenance or damage,
CITY shall determine the cost to correct such deficiency(s) and CITY may, at its
discretion, use withheld funds from CONSULTANT's final payment. CITY may, at its
discretion, use withheld funds to correct and resolve deferred maintenance and damage
as necessary to bring fleet into compliance with acceptable standards for turnover.
5.3 MAINTENANCE AND OPERATIONS FACILITY
CONSULTANT shall establish and maintain an operations and maintenance facility as
detailed in Section 4.12 herein. In addition to those requirements, said facility shall, at a
minimum, provide the following requirements to support the maintenance of Arcadia
Transit vehicles:
• Maintenance pit or lifts so maintenance personnel can service and inspect
the undercarriage of the vehicles.
• A compressed air supply
• Tire changing equipment
• Battery maintenance equipment
• Lubrication equipment
• Engine diagnostic equipment
• All tools and equipment necessary to perform periodic repairs and the
preventive maintenance activities for gasoline powered vehicles.
• All tools and equipment necessary to perform periodic service and
adjustments and make mechanical repairs.
• Facilities and equipment necessary to clean the vehicles and equipment in
accordance with the specifications.
5.4 MAINTENANCE MANAGEMENT AND PERSONNEL
5.4.1 Maintenance Management
CONSULTANT shall designate and provide the services of a qualified Maintenance
Manager, subject to the approval of CITY. This individual may be the lead mechanic
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and shall be assigned to Arcadia Transit maintenance operations on an acceptable fleet
to mechanic ratio.
The Maintenance Manager shall provide proactive resource management including but
are not limited to: preventive maintenance scheduling and supervision, repair
supervision, technical training, and such other activities as may be necessary to ensure
the performance of CONSULTANT maintenance duties and responsibilities.
The Maintenance Manager shall have a minimum of three years' experience managing
the maintenance functions of a transportation system similar in size and complexity to
the services herein described.
The Maintenance Manager shall have a minimum of five years' journeyman level
experience with gasoline engines, air conditioning systems, wheelchair lifts, and farebox
systems. This experience shall include work on Dial-A-Ride type gasoline vehicles
operated on both fixed-route and Dial-A-Ride services.
The Maintenance Manager shall have experience supervising the work of other
Maintenance Personnel.
Should the services of the Maintenance Manager become unavailable to
CONSULTANT, the resume and qualifications of the proposed replacement shall be
submitted to CITY for approval as soon as possible, but in no event later than five (5)
working days prior to the departure of then incumbent Maintenance Manager, unless
CONSULTANT is not provided with such notice by the departing employee. CITY shall
respond to CONSULTANT within three (3) working days following receipt of these
qualifications concerning acceptance of the candidate for replacement Maintenance
Manager.
5.4.2 Maintenance Personnel - General
Maintenance personnel assigned to work on the city-owned vehicles and equipment
shall have thorough knowledge of:
• Engines, transmissions, and related mechanical equipment.
• Methods and procedures used in servicing mechanical equipment.
• Vehicle chassis and bodies.
• Tools, precision, instruments, equipment, and procedures used in general
repair and maintenance of vehicle equipment.
• Decimals, fractions, and specifications related to vehicle mechanics.
• Specialized areas such as painting, upholstering, brakes, air conditioning,
wheelchair lifts, fareboxes and electronics.
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5.4.3 Maintenance Personnel Skills
Maintenance Personnel shall have the following skills:
• Conduct preventive maintenance inspections and complete associated
paperwork.
• Inspect vehicle engines, transmissions, and other mechanical, electric, and
electric parts and components.
• Diagnose vehicle engine, transmission, electrical and electric component
system problems.
• Repair vehicle engines, transmissions, and other mechanical, electric, and
electronic parts and components.
5.5 ENVIRONMENTAL COMPLIANCE
For the purposes of this Section:
"Applicable Environmental Laws" means any and all laws concerning the
protection of human health and the environment which include, but will not
be limited to, the Comprehensive Environmental Response,
Compensation and Liability Act, 42 U.S.C. §§ 9601 et seq.; the Resource
Conservation and Recovery Act, 42 U.S.C. §§ 6901, et seq.; the Federal
Water Pollution Control Act, 33 U.S.C. §§1251 et seq.; the Clean Air Act,
42 U.S.C. §§ 7401 et seq.; the Hazardous Materials Transportation Act,
49 U.S.C. §§ 1471 et seq.; the Toxic Substances Control Act, 15 U.S.C.
§§ 2601 through 2629; and the Safe Drinking Water Act, 42 U.S.C. §§
300f through 300j; as they have been or will be amended from time to
time, and the regulations implementing such statutes; and any similar
state, county, municipal or other local laws and ordinances concerning
the protection of human health and the environment and the regulations
implementing such statutes.
"Hazardous Substance(s)" means any substance, material, chemical or
waste that is or will be listed or defined as hazardous, toxic or dangerous
under any Applicable Environmental Law, or any petroleum products, or
any substance, material, chemical or waste which is or may become,
directly or indirectly, by chemical reaction or otherwise, hazardous, toxic or
dangerous to life, health, property or the environment by reason of toxicity,
flammability, explosiveness, corrosivity or any other reasons.
In performing its maintenance obligations under this AGREEMENT, Consultant shall be
responsible for the proper storage, handling, use, transportation and disposal of all
Hazardous Substances in accordance with Applicable Environmental Laws, including
without limitation, all lubricants, solvents, motor oil and other petroleum products.
CONSULTANT shall only dispose of such materials at facilities which are permitted or
licensed in accordance with Applicable Environmental Laws. Furthermore, in the event
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that CONSULTANT engages the services of a disposal company for the transportation
and disposal of any Hazardous Substances, CONSULTANT shall ensure that such
company is properly licensed and that it transports and disposes of Hazardous
Substances in accordance with the terms of this AGREEMENT. CONSULTANT shall
maintain procedures for its employees and any sub-consultants who handle Hazardous
Substances and shall retain records regarding compliance with the responsibilities
contained herein.
5.6 MAINTENANCE TECHNICAL TRAINING
CONSULTANT shall provide technical training of maintenance personnel necessary to
insure a consistent level of current, thorough knowledge in the maintenance and repair
of the several types of vehicles and equipment used in operation of local fixed-route and
Dial-A-Ride service, including air conditioning systems, wheelchair lifts, and other
ancillary equipment.
5.7 PREVENTIVE MAINTENANCE
CONSULTANT shall document and submit a proactive, preventive maintenance
program for review and approval by CITY prior to the effective date of this
AGREEMENT. As a minimum, CONSULTANT's preventive maintenance program shall
adhere to the preventive maintenance schedules and standards of the industry, and
shall be sufficient so as not to invalidate or lessen warranty coverage of any Arcadia
Transit vehicle or associated equipment. Adherence to preventive maintenance
schedules shall not be regarded as reasonable cause to defer maintenance in specific
instances where CONSULTANT'S employees observe that maintenance is needed in
advance of scheduled maintenance.
CONSULTANT shall not defer maintenance for reasons of shortage of maintenance
staff or operable vehicles, nor shall service be curtailed for the purpose of performing
maintenance without prior written consent of CITY. Preventive maintenance and running
repairs shall receive first priority in the use of CONSULTANT's maintenance resources.
CONSULTANT shall adjust the work schedules of its employees as necessary to meet
all scheduled services and complete preventive maintenance activities according to the
schedule mandated by the federal and state.
5.8 "LATE" AND "MISSED" PREVENTIVE MAINTENANCE INSPECTIONS
CONSULTANT shall maintain stated intervals between inspections and between "Like"
inspections. Should the CONSULTANT'S PMI schedule consist of a 3k inspection, 6k
inspection, 12k inspection and 24k inspection, then the distance between one 6k and
the next consecutive 6k constitutes the distance between "Like" inspections.
Any PMI inspection completed more than 500 miles past PMI Mileage interval is
considered "Late". Any PMI inspection completed more than 500 miles past its "Like"
PMI mileage interval is considered "Late".
Any PMI inspection completed more than 750 miles past PMI Mileage interval is
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considered "Missed". Any PMI inspection completed more than 750 miles past its "Like"
PMI mileage interval is considered "Missed".
"Missed" PMI's shall result in that vehicle being "non-serviceable" and all days operated
in revenue service under such condition shall be considered non-revenue days for the
vehicle with the "Missed" PMI.
5.9 MECHANICAL MAINTENANCE PROGRAM
CONSULTANT shall be responsible for the safe and efficient maintenance of all
equipment required in connection with its operation of Arcadia Transit in a clean, safe,
sound, and operable condition at all times, and fully in accord with any Original
Equipment Manufacturer (OEM) Specifications and Requirements, in strict conformity to
CONSULTANT's CITY Approved Preventive Maintenance Program, applicable
requirements of any federal or state statute, and CHP regulations and orders. CITY
equipment includes, but is not limited to, the following:
• Vehicles and equipment
• Communication systems
• Farebox equipment
CONSULTANT's duty and responsibility to maintain all vehicles and equipment shall not
be delegated to any other person, firm or corporation without written agreement from
CITY.
All parts, materials, tires, lubricants, fluids, oils and procedures used by CONSULTANT
on all Arcadia Transit vehicles and equipment shall meet or exceed OEM Specifications
and requirements. All parts installed by CONSULTANT on Arcadia Transit vehicles and
equipment shall become property of CITY.
The Maintenance Manager shall implement a proactive Quality Assurance Plan, subject
to the approval by CITY, to verify the quality of work performed.
CONSULTANT, at its sole cost and expense, shall provide all:
• Labor
• Repairs
• Parts
• Supplies
• Maintenance tools and equipment
• Lubricants
• Maintenance
• Cleaning
• Major Components
• Component rebuilding and replacement
• Service facilities and such other components, facilities, and services that may
be required to fulfill its maintenance responsibilities pursuant to this contract.
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5.11 GENERAL MAINTENANCE POLICIES
• All wheelchair lift-related equipment shall be inspected, serviced and
lubricated at intervals necessary to ensure that the wheelchair lifts are fully
operational whenever the vehicle is used in revenue service.
• Brake inspections and adjustments shall be performed at intervals that insure
the safe and efficient operation of the braking system.
• All components of the vehicle bodies, appurtenances, and frames shall be
maintained in a safe, sound and undamaged condition at all times. Damage
(including body, glass, and all appurtenances) shall be repaired in a
professional manner within three weeks (21 calendar days) of occurrences.
• All mechanical, electrical, fluid, air, and/or hydraulic systems shall be
maintained in a safe and fully functional, as designed, condition at all times.
• The interior passenger compartment shall be free of exhaust fumes from the
engine, engine compartment, and exhaust system of the vehicle.
• Heating, ventilation and air conditioning (HVAC) systems shall be maintained
and used to ensure that the passenger compartment temperature is
comfortably maintained under all climatic conditions at all times on all in-
service hours. CONSULTANT shall maintain the A/C systems in an operable
condition throughout the entire year.
• Seats and seatbelts shall be maintained in proper operating condition at all
times. All rips, tears, cuts, gum, graffiti and other damage shall be cleaned or
repaired in a professional manner immediately upon their discovery.
CONSULTANT shall replace seat covers that are worn or cannot be
professionally repaired, using materials that are identical in design and color
as those materials being replaced.
• Farebox systems shall be maintained in proper operating condition at all
times.
5.12 VEHICLE REPAIR
All repairs to Arcadia Transit vehicles shall be performed by CONSULTANT or other
vendors and suppliers who are subject to prior approval by CITY. Repairs shall include,
but are not limited to, work to correct loss or damage; adjustments due to normal wear
and tear; and overhaul, rebuilding or replacement of components. Repair work shall be
conducted as soon as practicable upon learning that such work is required.
CONSULTANT shall perform repair work expeditiously in response to identification of
problems by drivers or other staff members. CONSULTANT shall assure CITY that
required repairs shall not be deferred beyond a reasonable time.
CONSULTANT shall be familiar with vehicle and equipment warranties and shall comply
with all warranty provisions in the conduct of its maintenance functions.
5.13 PARTS INVENTORY
CONSULTANT shall establish and maintain an ongoing parts inventory sufficient to
minimize vehicle downtime and ensure that peak vehicle requirements are met.
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5.14 TOOLS AND EQUIPMENT
All tools and equipment used for Arcadia Transit maintenance shall be provided and
maintained by CONSULTANT
5.15 VEHICLE TOWING
In the event that towing of any Arcadia Transit vehicle is required due to mechanical
failure or damage, CONSULTANT shall be responsible to provide such towing at
CONSULTANT'S sole expense.
5.16 EMISSIONS CONTROL PROGRAMS
CONSULTANT shall perform and certify such tests of equipment required to meet CITY,
other local, State, and Federal requirements related to exhaust smoke and engine
emissions.
CONSULTANT shall be responsible to maintain any applicable California Air Resources
Board (CARB) Voluntary Compliance Program objectives subject to Arcadia Transit
operations.
CONSULTANT shall be responsible for administration of a Smog Check program for
Arcadia Transit vehicles. CONSULTANT shall be responsible for emissions testing, and
shall further be responsible to conduct repairs as required to meet emissions standards.
5.17 DAILY VEHICLE SERVICING
CONSULTANT shall perform daily vehicle servicing to all Arcadia Transit vehicles and
equipment used in revenue service. For purposes of this contract, daily servicing shall
include, but will not be limited to:
• Fueling
• Engine oil, coolant, water and transmission fluid check/add
• Farebox check
• Wheelchair lift check
• Brake check
• Light and Flasher check
• Interior sweeping and dusting
• Exterior and interior visual inspection
• Check all vehicle performance defects reported by drivers to identify potential
safety and reliability items requiring immediate attention.
CONSULTANT shall develop, implement, and maintain a written checklist of items
including in the daily servicing of each vehicle. The checklist shall be utilized and kept
on file for CITY and California Highway Patrol review. This checklist requirement may
incorporate or supplement CHP required driver's pre-trip safety inspections.
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5.18 DAILY DRIVER'S INSPECTION
13 CCR 1234 lists the records required by regulation to be kept by motor vehicle
carriers. Section 1234, 13 CCR reads, in part: (e) Daily Vehicle Inspection Reports:
Motor carriers shall require drivers to submit a documented daily vehicle inspection
report pursuant to section 1215(b). Reports shall be carefully examined, defects shall be
corrected before the vehicle is driven on the highway, and carriers shall retain such
reports for at least one month.
13 CCR 1215 (a) reads: "Prior to operation, the driver shall inspect each vehicle daily to
ascertain that it is in safe condition, it is equipped as required by all provisions of law,
and all equipment is in good working order." The requirement to perform a daily pre-trip
inspection applies to all drivers of all vehicles listed in 34500 CVC, without exception.
There is no legal provision for this task to be delegated to someone other than the
driver, such as to a mechanic who may arrive at work early to start all of the vehicles
and "check them out'.
The Drivers Daily Vehicle Inspection Report is not required to be submitted or otherwise
documented until the end of the driver's work period. This is so that any defects that
become apparent during the course of the work period can be included in the report.
This report is required whether or not any defects are found.
5.19 VEHICLE CLEANING
CONSULTANT shall maintain Arcadia Transit vehicles in a clean and neat condition at
all times.
The interior of all vehicles shall be kept free of litter and debris to the maximum
practicable extent throughout the operating day. Vehicles shall be swept and dusted
daily. Interior panels, windows, and upholstery shall be cleaned of marks as necessary.
The interiors of all vehicles shall be thoroughly washed at least once per week,
including all windows, seats, floor, stanchions and grab rails. All foreign matter such as
gum, grease and dirt shall be removed from interior surfaces during the interior cleaning
process. Any damage to seat upholstery and graffiti shall be repaired/removed
immediately upon discovery. Ceilings and walls shall be thoroughly cleaned at least
once per month, or more often as necessary.
Exteriors of all Arcadia Transit vehicles shall be washed as required to maintain a clean,
inviting appearance and in no event less than once per week. Exterior washing shall
include vehicle body, all windows and wheels. Rubber or vinyl exterior components
such as tires, bumper fascia, fender skirts and door edge guards shall be cleaned and
treated with a preservative at least once per month, or as necessary to maintain an
attractive appearance.
Vehicles shall be kept free of vermin and insects at all times. CONSULTANT shall
exterminate all vermin and insects from all vehicles immediately upon their discovery,
utilizing safe and non-hazardous materials.
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5.20 MAINTENANCE EVALUATIONS
CONSULTANT shall allow CITY to access to CONSULTANT'S facilities and records to
monitor CONSULTANT'S maintenance performance, as CITY deems necessary. CITY
may perform regular, unannounced maintenance inspections of vehicles and equipment
maintained by CONSULTANT that are used in this project using both CITY personnel
and independent consultants to assist in determining CONSULTANT'S maintenance
performance. CITY shall be permitted to view and copy any vehicle maintenance
records, inspect vehicles and equipment, and request CONSULTANT personnel to drive
vehicles as is necessary to evaluate the condition of vehicles and equipment used in the
performance of this AGREEMENT.
CITY may also periodically perform a review of one fleet vehicle and all associated
maintenance records for that vehicle for the purpose of a compliance inspection. A
qualified vehicle service technician, employed by CITY or independent consultants will:
• Visually inspect the vehicle.
• Review all maintenance records for said vehicle.
• Confirm that all scheduled Periodic Maintenance has been accomplished in
accordance with Original Equipment Manufacturer (OEM) standards.
• Confirm that all parts and components on the vehicle are OEM or acceptable
equivalent and have been installed to OEM standards.
• Confirm that Daily Vehicle Inspections have been accomplished. Review
driver-noted defects and assure that they were addressed.
CONSULTANT will be notified which vehicle to provide for the compliance review two
days in advance of the scheduled day of the review. Upon completion of the review, a
compliance form will be included in the maintenance binder for that vehicle.
5.21 OUT-OF-SERVICE DESIGNATION
A vehicle shall be designated as unfit for revenue service if, upon inspection, any of the
following conditions are found:
• Brakes out of adjustment
• Loose steering components
• Wheelchair lift and related equipment not functioning properly
• Air conditioner unable to maintain a temperature 20 degrees Fahrenheit lower
than an ambient 72 degree Fahrenheit
• Heating or defrosting inoperable
• "Missed" Preventive Maintenance Inspection
• Tires with tread depth of less than 2/32"
• Failure to clean each vehicle as outlined above
• Failure to repair vehicle body damage within twenty-one days of the date
damage occurred
• Inoperable Emergency Exits/Doors/Windows
• Inoperable two-way radio
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• Inoperable farebox
• Failure to achieve a satisfactory rating in any category of the annual California
Highway Patrol Safety Compliance report (CHP 343)
• Removal from road-worthy status by CHP of any vehicle used under this
AGREEMENT
• Any condition not in compliance with ADA
• Any condition not in compliance with applicable Federal or State Regulations
Vehicles shall continue to have the Out of Service Designation until it is brought into
compliance, subject to approval by CITY.
CONSULTANT shall not be paid for hours operated in Arcadia Transit revenue service
by vehicles that are in an Out of Service condition. CITY may, at its sole discretion,
correct any unresolved Out of Service condition, and withhold the costs related to such
correction(s) from payment to the CONSULTANT.
5.22 MAINTENANCE RECORDS AND REPORTS
CONSULTANT shall prepare, maintain, make available to CITY, and reduce to written
form, records and data relative to Arcadia Transit vehicles and equipment maintenance.
Maintenance records shall be maintained on all vehicles indicating all warranty work,
preventive maintenance, and repairs performed on each vehicle. All such records and
reports shall be prepared and maintained in such a manner so as to fulfill any applicable
State or federal requirements, as well as any needs of CITY to enable it to accurately
evaluate CONSULTANT'S maintenance performance and the operating expense
associated with various vehicles and equipment.
Records of all maintenance and inspections shall be made available to CITY, the CHP
and/or such other regulatory agencies with jurisdiction when requested. CITY maintains
the right to inspect, examine and test, at any reasonable time, any vehicles used in
performance of this AGREEMENT and any equipment used in the performance of
maintenance work in order to ensure compliance with this AGREEMENT. Such
inspection shall not relieve the CONSULTANT of the obligation to continually monitor
the condition of all vehicles and to identify and correct all substandard or unsafe
conditions immediately upon discovery.
CONSULTANT shall transport any or all vehicles and equipment to any required
inspection facilities when requested. In the event that the CONSULTANT is instructed
by CITY or any other regulatory agency to remove any equipment from service due to
mechanical reasons, CONSULTANT shall make any and all specified corrections and
repairs to the equipment and resubmit the equipment for inspection and testing before it
is again placed in service.
CONSULTANT shall prepare maintenance records and reports in a form and according
to a schedule approved by CITY. Such records and reports shall include, but not be
limited to, the following:
• Daily vehicle inspection and servicing checklist
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• Work orders for all maintenance inspections, warranty repairs and other
vehicle repairs including materials, parts and labor consumed.
• Road call reports, or work order, for each road call identifying date and time,
vehicle number, problem and mileage of vehicle.
• Monthly summary to be attached to CONSULTANT'S invoice listing each
vehicle, vehicle mileage, vehicle mileage since last preventive maintenance
inspection, vehicle fuel and lubricants consumption, and vehicle road calls.
• Semi-annual fleet summary listing each vehicle; vehicle mileage; vehicle
year-to- date total miles; vehicle year-to-date fuel consumption and miles per
gallon; vehicle year-to-date maintenance costs and cost per mile; route
service total road calls and miles per road call; CONSULTANT'S summary of
maintenance problems, particularly components with high incidences of in-
service failures, and steps taken or recommendations to reduce such
problems and in-service failures.
Fuel usage reports shall be submitted by CONSULTANT to CITY on a monthly basis.
These reports shall be submitted prior to the 10th day of the following calendar month.
CONSULTANT shall submit to CITY copies of the California Highway Patrol (CHP)
Annual Safety Compliance Report (CHP 343), Vehicle Inspection Reports (CHP 343a)
and associated certificate. CONSULTANT shall attain satisfactory rating in each
category of the Safety Compliance Report (maintenance records, driver records,
regulated equipment and terminal). CONSULTANT shall expeditiously correct any
deficiencies noted on any CHP vehicle inspection report.
A Monthly Management Report of operations and maintenance matters shall be
submitted by the CONSULTANT which shall include all maintenance work performed on
vehicles and equipment during that month including:
• The status of each vehicle condition including miles per gallon of fuel and
miles per quart of engine oil added.
• A description of any maintenance and/or repair work performed. Monthly
report submission shall be to CITY prior to the 10th day of the following
calendar month.
5.23 VEHICLE MAINTENANCE RECORD KEEPING
CONSULTANT shall maintain an up-to-date vehicle file for each vehicle containing, at a
minimum, the following information:
• Make
• Model
• Serial number/CITY fleet number
• CITY property ID number and serial number of installed CITY-Owned
equipment
• License number
• Date received
• Date placed in service
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• Life miles
• Major vehicle repairs
• Preventive Maintenance Inspection Reports
• Daily "Vehicle Condition" Reports
• Work Orders
The "Preventive Maintenance Inspection" Reports shall be kept for two years. Daily
"Vehicle Condition" Reports shall be kept for the period required by the CHP.
Copies of the "Preventive Maintenance Inspection" Reports shall be made available to
CITY upon request. Including, all work accomplished with the manufacturer's
instructions and warranty conditions, and daily "Vehicle Condition" Reports.
CONSULTANT shall submit the entire vehicle file to CITY upon request.
5.24 FAREBOX SYSTEM
CONSULTANT shall install, operate, and perform all required maintenance of farebox
system to ensure no disruptions in service. CONSULTANT shall maintain farebox
system in accordance with manufactures recommended maintenance procedures and
specifications.
5.25 TURNOVER PROCEDURE
This procedure is designed to determine the condition of Arcadia Transit vehicles and
equipment at the time of turnover between CONSULTANTS. This Turnover Procedure
shall be implemented toward the end of the current contract term and prior to the
commencement of the new contract. At CITY's option, a Turnover Inspection may be
implemented with or without a change in CONSULTANTS.
5.25.1 Pre-Audit Meeting
Current CONSULTANT, Successful PROPOSER, and CITY shall meet 30-60 days prior
to turnover. All parties shall be represented by authorized personnel at this Pre-Audit
Meeting. The purpose of the Pre-Audit Meeting shall be to set guidelines for procedure
during the Initial Audit. Procedures shall be agreed upon and confirmed in writing by all
parties within 5 working days of the Pre-Audit Meeting.
5.25.2 Initial Audit
Current CONSULTANT, Successful PROPOSER, and CITY shall meet 30-60 days prior
to turnover at the CONSULTANT's facility. All parties shall be represented by authorized
personnel at this Initial Audit. CONSULTANT shall make available their current facility
and such personnel necessary to move vehicles and operate hoists. CONSULTANT
shall make available records, daily driver inspections, and other records as appropriate.
CONSULTANT, Successful PROPOSER, and CITY shall cooperate fully during the
Initial Audit as set forth in the guidelines determined at the Pre-Audit Meeting.
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At this time, CITY shall examine every vehicle listed in TABLE 2, Arcadia Transit
Vehicles, and determine its current condition. CONSULTANT shall make available
adequate facilities and equipment dedicated to accommodate the Initial Audit as well as
provide a table for records inspection. All parties shall be provided the draft results of
this inspection at the conclusion of the Initial Audit.
After the Initial Audit CONSULTANT and CITY shall meet to determine a plan and
timeline for resolution of defects found during the Initial Audit. CONSULTANT shall
furnish CITY with timeline and specific plan for resolution of deferred maintenance prior
to turnover. The `Resolution Plan" shall be submitted no less than thirty days prior to
expected turnover date.
5.25.3 Turnover Audit
Several days prior to turnover, CITY, CONSULTANT, and Successful PROPOSER,
shall meet to physically re-examine every vehicle. Records shall be kept, and made
available to CITY, documenting items that have been repaired since the Initial
Inspection. Current condition of every vehicle shall be determined. All parties shall be
provided draft results of this inspection at the conclusion of the Turnover Audit.
5.26 FUEL
CONSULTANT shall purchase fuel required for the operation of all Arcadia Transit
vehicles utilizing a system that accurately records purchase of all fuel by CONSULTANT
for billing purposes and to allow CITY to reconcile all fuel transactions by date and
vehicle number. CITY expressly reserves the right in its sole discretion to establish
fueling procedures as determined by CITY to be in CITY's best interest.
CONSULTANT shall be responsible, on behalf of CITY for its Arcadia Transit operation,
to obtain state and federal tax exemptions applicable to the purchase and consumption
of fuel for use in public transit vehicles. In this regard, CONSULTANT shall obtain
required permits and administer fuel transactions in a manner that fully complies with all
applicable state and federal requirements.
CONSULTANT shall maintain accurate records of all fuel utilized for fueling Arcadia
Transit vehicles. On a monthly basis, CONSULTANT shall invoice CITY for the
documented cost of fuel used in the operation of Arcadia Transit and provide a monthly
report to CITY detailing gallons dispensed and miles per gallon for each Arcadia Transit
vehicle for the previous month and for the year to date.
6. SPEICAL SERVICES
In addition to regular Arcadia Transit operations, CONTRACTOR may from time to time
upon receiving specific written authorization by CITY, provide special transportation
services within the Los Angeles Urbanized Area using Arcadia Transit vehicles,
provided that such special services are determined by CITY to be in the public interest,
do not interfere with regular Arcadia Transit operations, and are in compliance with
applicable federal and state statutes. CONTRACTOR shall be entitled to compensation
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beyond the established maximum obligation for such services at the normal rate per
vehicle service hour specified in the AGREEMENT.
7. MISCELLANEOUS
Per the proposal, CONSULTANT shall provide an appropriate automatic vehicle
location (AVL) technology and associated tools to improve on-time performance and
prevent off-route deviations. The technology will also include real time transit
information featuring location-based arrival time, stop locations, arrival notifications, and
route and schedule information. The information will be available to the public via mobile
phone application.
Per the proposal and subsequent negotiations, CONSULTANT shall provide a
scheduling system for the dial-a-ride service, including features such as Day Before
reminder and confirmation, and Status Notification prior to arrival.
8. DEFINITIONS
As used throughout the Contract, Scope of Services, exhibits and attachments, the
following terms shall have the meanings set forth below:
Advanced Reservation - Describes the process of requesting trips and receiving trip
confirmation prior to the day service is requested.
Americans with Disabilities Act of 1990 (ADA) - Federal civil rights legislation which
mandates accessibility for people with disabilities. Included is a requirement that all
public transit agencies operating fixed route bus service provide complementary
paratransit service to persons functionally unable to use accessible fixed route systems.
CITY - Shall indicate CITY of Arcadia.
CONSULTANT - Shall signify vendor selected and under contract with CITY to provide
transportation services.
Curb-to-Curb Service - A type of paratransit service where, on both the origin and
destination of the trip, the driver gets out of the vehicle and assists the passenger
between the vehicle and a sidewalk or other waiting area no more than 15 feet from the
vehicle.
Deadhead - Refers to either miles or hours when a vehicle is not in revenue service
including travel from the yard to the first pick-up or first assigned fixed-route bus stop,
from the last drop-off or last assigned fixed-route bus stop back to the yard when
released by the dispatcher and travel during driver breaks and other "out of service"
times. The travel between scheduled pickups and drop offs, regardless of whether a
passenger is on board, is not deadhead.
Demand Responsive - Describes a service that does not require advance reservation
and trips can be requested the same day [also referred to as "same day," "real-time" or
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"immediate response"].
Door-to-Door Service - A type of paratransit service where, on both the origin and/or
destination of the trip, the driver gets out of the vehicle and meets/escorts the
passenger to the door of the main lobby, residence, or building. The driver is
responsible for assisting the passenger throughout the trip. Drivers are not allowed to
enter a residence and must keep the vehicle in sight at all times.
Dwell Time - The amount of time spent by vehicle and driver at each pick-up and drop-
off waiting for the passenger(s) to appear, during passenger boarding, deboarding and
wheelchair securement. Dwell time is included in the Vehicle Service Hour computation.
Federal Transit Administration (FTA) - A branch of the U.S. Department of
Transportation (USDOT) established to improve transportation throughout the nation.
The FTA provides funding and assistance to regional transportation agencies, among
various other programs.
Fixed-Route Service — Describes a service that operates along designated streets on a
pre-determined routing with a designated daily schedule for pickup at established stop
locations.
Holidays - The official city holidays are: New Year's Day; Memorial Day; Independence
Day; Labor Day; Thanksgiving Day; and Christmas Day. In addition, CITY may direct a
reduced level of services on unofficial holidays and during holiday periods.
Late Cancellation - A scheduled passenger calls Arcadia Transit to cancel the trip less
than one (1) hour before the scheduled pick-up time.
Missed Trip - Any scheduled trip on which the vehicle arrives more than 60 minutes
after the scheduled pick up time regardless of an actual trip taken, or does not arrive at
all.
No-Show - A scheduled passenger who does not appear at the designated location for
vehicle boarding within three (3) minutes of an on-time vehicle arrival.
On-Time Pickup - For paratransit services, a vehicle shall be on-time if it arrives at the
designated pickup location no more than 15 minutes prior to the scheduled pickup time
or no more than 15 minutes after that time.
Service Area - The service area for Arcadia Transit includes all locations within the City
of Arcadia.
Subscription Service - Paratransit trips to and from the same origin and destination at
the same time and day at least once a week. Subscription services do not require the
passenger to call in their request for each trip; call only to cancel for one or more days.
Vehicle Service Hour - A Vehicle Service Hour shall be defined as any sixty-minute
increment of time a vehicle is available for passenger transport within Arcadia Transit's
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established hours of service. A vehicle is available for passenger transport from the time
it arrives at its first pick-up address or first assigned fixed-route bus stop and ends when
it has completed its last passenger drop-off or last assigned fixed-route bus stop, and is
released from service by the dispatcher, excluding any meal breaks, service breaks,
mechanical breakdowns and time a vehicle is down due to an accident. For paratransit,
if the first scheduled pick-up is a no-show, the vehicle arrival time shall still be used for
computation of vehicle service hours, however, this rule shall not apply to late trip
cancellations. Vehicle service hours are also known as "revenue service hours."
Vehicle Service Miles - The mileage incurred by a vehicle while operating a Vehicle
Service Hour.
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Exhibit "B"
SCHEDULE OF SERVICES
Consultant shall provide professional transit services for the operation, maintenance,
and management of the Arcadia Transit system, as outlined in the Scope of Services.
The period of services is for three (3) years. City may choose to exercise two (2)
optional one-year extensions.
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Exhibit "C"
COMPENSATION
Line Item Operating Budget
Year 4 Year 5
Dial A Ride Year 1 Year 2 Year 3 (Optional) (Optional)
Annual Vehicle Service Hours 14,000 14,000 14,000 14,000 14,000
FIXED OVERHEAD EXPENSES
Overhead Expenses $218,188 _ $233,690 $242,147 $241,371 $250,270
Profit or Fee $19,322 $20,667 $21,945 $23,052 $24,448
TOTAL FIXED EXPENSES $237,510 $254,357 $264,092 $264,423 $274,718
VARIABLE EXPENSES
Hourly Expenses $352,093 $382,382 $412,745 $445,416 $476,235
Mileage Expenses(Maintenance) $126,032 $129,084 $136,354 _ $144,049 $154,496
TOTAL VARIABLE EXPENSES $478,125 $511,466 $549,099 $589,465 $630,731
TOTAL OPERATING EXPENSE $715,635 $765,823 $813,191 $853,888 $905,449
Total Operating Cost $4,053,986
Cost per Vehilce Service Hour
(Variable) $34.15 $36.53 $39.22 $42.10 $45.05
Projected Annual Fuel Consumption
(Gallons of Gasoline) 27,012 27,012 27,012 27,012 27,012
Year4 Year5
Fixed Route Year 1 Year 2 Year 3 (Optional) (Optional)
Annual Vehicle Service Hours 15,000 15,000 15,000 15,000 15,000
FIXED OVERHEAD EXPENSES
Overhead Expenses $217,447 $233,020 $241,542 $240,822 $249,788
Profit or Fee $19,998 $21,389 $22,713 $23,859 $25,304
TOTAL FIXED EXPENSES $237,445 $254,409 $264,255 $264,681 $275,092
VARIABLE EXPENSES
Hourly Expenses - $367,626 $399,130 $430,709 $464,686 $496,742
Mileage Expenses(Maintenance) __$135,586 _ $138,272 $145,838 $154,189 $165,432
TOTAL VARIABLE EXPENSES $503,212 $537,402 $576,547 $618,875 $662,174
TOTAL OPERATING EXPENSE $740,657 $791,811 $840,802 $883,556 $937,266
Total Operating Cost $4,194,092
Cost per Vehilce Service Hour
(Variable) $33.55 $35.83 $38.44 $41.26 $44.14
Projected Annual Fuel Consumption
(Gallons of Gasoline) 31,709 31,709 31,709 31,709 31,709
TOTAL OPERATING COST
Dial A Ride+ Fixed Route $8,248,078
`Fuel cost will be reimbursed to Consultant on a monthly basis in accordance with Section 5.26 of
Scope of Services
C-1