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HomeMy WebLinkAboutC-1140ARCADIA DIAL -A -RIDE AGREEMENT This Agreement is made and entered into on October 9, 1991 by and between the City of Arcadia, a municipal corporation hereinafter referred to as City and San Gabriel Transit, Inc., a California corporation, hereinafter referred to as Contractor. In consideration of the mutual promises and covenants of the parties, it is agreed as follows: SECTION 1 - SYSTEM DESCRIPTION The Contractor shall provide public transportation services related to the Arcadia Dial -A -Ride hereinafter referred to as System, for the City. Services shall include dispatching vehicles, operating all system vehicles, maintaining all system vehicles, and collecting and maintaining data related to system operations. Services shall be rendered to any individual requesting system services within the legal boundaries of the City. Upon request of the Contractor and approval of the City, the two parties shall meet to discuss system operations and other performance standards as set forth in this Agreement. The System will operate as follows: A. Passengers requesting service will contact the Contractor through a telephone number which shall be published and maintained by the Contractor. B. The dispatcher will request that passengers requesting service provide their point of origin, point of destination, number of persons in their party and their telephone number. The dispatcher will advise passengers of the approximate pick -up time. C. The dispatcher shall be required to dispatch the appropriate vehicle(s) needed to meet the amount of passenger demands so that the average pick -up time does not exceed thirty (30) minutes at any point throughout the service day. The dispatcher shall also do everything possible to avoid lengthy rides after a passenger has been picked up. D. The Contractor shall be responsible to govern all vehicle staging, routing and operation. Said responsibilities shall be handled in such a manner so that only the minimum number of vehicles needed to provide service shall be utilized at any given time.. 1 E. The Contractor shall not discriminate against any individual seeking to utilize the system. All dispatching of vehicles shall be conducted so that passengers receive service on a first call first served basis whenever such service lends itself to efficient vehicle operations. F. Under no conditions shall Contractor provide service at any location outside of the City limits. G. System vehicles will not wait for passengers for more than ninety (90) seconds at any point of pick -up. Exceptions will be made for seniors and handicapped persons who must present themselves and /or be enroute to the vehicle within the allowable time. H. Except for emergency situations, drivers will not stray more than ten (10) feet from vehicles. I. Drivers shall assist in loading and unloading of senior citizen and disabled rider's packages not exceeding twenty -five (25) pounds. J. No passenger shall be permitted to ride with a discounted fare without utilization of a discount ticket. System drivers may require proof of age to be shown before accepting a discount ticket. K. No animals may be transported by the System except for seeing eye dogs. SECTION 2 - VEHICLES AND EQUIPMENT The City shall provide Contractor with all vehicles (see Attachment A) necessary to operate the System with the exception of Contractor owned vehicles which may be used to meet peak demand periods during the day. All City vehicles utilized shall remain the property of the City and as such shall at all times be kept clean and in good repair to the satisfaction of the City. The Contractor shall be required to participate in all preventive maintenance inspections, and complete all vehicle repair procedures, and vehicle maintenance procedures as set forth in Attachment B of this Agreement. All vehicle repair and maintenance costs shall be borne by the Contractor. The City shall assume costs for conducting preventive maintenance inspections as set forth in Attachment B. Contractor agrees to maintain each recommended in the manual provided vehicle, and to take such vehicle authorized dealer for all service manufacturer's warranty. leased vehicle in the manner by the manufacturer of such to an appropriate factory - and repairs under the All City owned System vehicles shall be used solely and exclusively for providing Dial -A -Ride service as set forth in this Agreement. Vehicles may not be used to provide cab services for Contractor cab operations or to provide partial service for other Dial -A -Rides which may be operated by the Contractor. In the event that Contractor vehicles are used to provide service during peak hours, said vehicles shall be identified as being Arcadia Dial -A -Ride vehicles through the use of signs placed on each side of the vehicle as approved by the City. SECTION 3 - VEHICLE INSPECTION In addition to all vehicle inspections as required in Attachment A of this Agreement, the City may cause any System vehicle to be inspected at any time and in such manner as may be appropriate to determine that such vehicle is being maintained in compliance with the provisions of this Agreement, the Arcadia Municipal Code and the California Vehicle Code. Contractor shall assume all responsibility to assure that vehicles conform with all safety and operational standards that may be required by the state and federal government or other bodies of applicable jurisdiction. SECTION 4 - HOURS AND DAYS OF OPERATION The Contractor shall accept service calls for the System from 7:00 a.m. to 9:30 p.m. on weekdays and from 7:00 a.m. to 7:00 p.m. on weekends unless changed by the City. The City shall notify Contractor in writing at least thirty (30) days prior to changing any operation schedule and Contractor shall be required to comply with City established schedules. The System shall not operate on New Year's Day, Memorial Day, July 4, Labor Day, Thanksgiving day and Christmas Day. SECTION 5 - OPERATING COSTS The Contractor shall maintain and operate the System at its expense. Said operating costs shall include but not be limited to vehicle fuel, vehicle maintenance and repair, system insurance, personnel wages, taxes, and fringe benefits, licensing, dispatching, radio equipment, training, supervision, data collection, management, storage and parking charges and fines. All vehicle replacement parts, equipment and all repairs shall be provided by the Contractor at Contractor's expense. Contractor shall keep accurate records of all transactions and maintain continuing liaison with the appropriate City departments in the operation of the System. All data collection methods and procedures shall be in accordance to the policies approved by the City. 3 SECTION 6 - COMPENSATION TO CONTRACTOR Contractor shall provide all services as set forth in this contract for the sum of $24.25 per vehicle hour for each vehicle used to provide service for each week that the System is operating at or above 5.2 passengers per vehicle hour. For each week that the Contractor operates at less than 5.2 passengers per vehicle hour, the base rate of $24.25 will be reduced, for that week, by $1.00 per vehicle hour for each one -tenth of a point less than the 5.2 passenger per vehicle hour base. The City shall have the sole authority to accept or reject any request made by the Contractor. For the purpose of this Agreement, vehicle hours shall be defined as the total time that any system vehicle is providing service to passengers except that vehicle hours shall not include the time that: a) Any system vehicle is parked for a period in excess of ten (10) minutes awaiting dispatch; and b) Any system driver is conducting required vehicle inspections; and C) Any system driver is completing system trip sheets outside of the vehicle; and d) Any system vehicle is being used to provide transportation or accommodations for driver breaks and lunch periods. As utilized in the Agreement, the passenger per hour figure will be defined as the aggregate total for the entire week to be computed by dividing the total number of passengers during that week by the total number of revenue vehicle hours operated during the same week. The City shall reimburse Contractor for each minute that the vehicle is used to provide service to the System. Said compensation rate shall remain in effect for this Agreement or until changed which must be agreed to in writing by both the City and the Contractor. The Contractor shall bill the City on a bi- weekly basis with an itemized invoice in a form approved by the City. The City shall pay the Contractor no later than fifteen (15) days from the date of receipt of invoice. SECTION 7 - MINIMUM WAGE REQUIREMENT Throughout the term of this agreement, drivers shall be paid at least the following wage rates: Drivers (In training) $4.75 per hour (Training wages will be paid until a driver passes the 4 General Public Paratransit Vehicle (GPPV) Drivers Test.) Drivers (with GPPV Certificate) $5.00 per hour SECTION 8 - FARES Each Dial -A -Ride trip shall be supported by System fares in amounts approved by the City. System drivers shall be responsible to collect all fares and Contractor shall return all fare revenue to the City on a bi- weekly basis. The Contractor shall also be required to collect all S & D discount tickets utilized and return said tickets to the City on a bi- weekly basis. Fare structures will be established by the City and City shall be required to notify Contractor in writing at lease thirty (30) days prior to any changes in fares. All discount tickets shall be provided by City at no cost to Contractor. SECTION 9 - REPORTS REQUIRED The Contractor shall be required to maintain reports and to keep the City informed regarding the activities of the System. The following reports shall be completed on an ongoing basis as indicated below. 1) Traffic Violation Report. Submitted within twenty -four (24) hours after receipt of any traffic violation. 2) Vehicle Accident Report. Submitted within twenty -four (24) hours after any System vehicle accident. 3) Vehicle Repair Report. Submitted within thirty (30) working days after submittal of a vehicle accident report. 4) Bi- weekly Vehicle Maintenance Summary. Submitted on a bi- weekly basis in conjunction with Contractor invoices. 5) Preventive Maintenance Report. Submitted in accordance with the City's vehicle preventive maintenance program. 6) Daily Vehicle Operations Summary. Submitted every two weeks in conjunction with Contractor invoices. 7) Weekly Vehicle Activity Report. Submitted every two weeks in conjunction with Contractor invoices. 8) Daily Vehicle Inspection Forms. Submitted every two weeks in conjunction with Contractor invoices. 9) System Dispatch Summary Report. Submitted every sixty days. 10) System Hourly Operations Report. Submitted every sixty days. 11) Fiscal Year Certified Audit. Within sixty (60) days after the end of the City fiscal year, Contractor shall provide the City with a certified audit performed by a C.P.A. licensed in the State of California, as selected by the City, consisting of, but not limited to, a statement of revenues and expenses and corresponding balance sheet. This certified audit shall include the Arcadia Dial -A -Ride portion of revenue and expenses of San Gabriel Transit, Inc. and any overhead allocation to the Arcadia Dial -A -Ride system by the Contractor. City shall bear all costs for the certified audit. 12) Vehicle Major Breakdown Report. Submitted within twenty -four (24) hours after any system vehicle breakdown. System vehicles must be repaired within thirty (30) days of a breakdown. 5 All report formats and requested information shall be provided by the City to Contractor. All reports are due at the time specified in this Agreement. If due dates fall on Saturdays, Sundays or legal holidays, reports are due the first working day immediately following the Saturday, Sunday or holiday. SECTION 10 - PENALTIES In the event that Contractor fails to submit any of the above reports in accordance with the above schedules, or as amended by the City Manager or his designee the City shall have the right to withhold one percent (1 %) from the Contractor's bi- weekly service payment for each and every delinquent report occurring during the billing period. The City shall notify Contractor in writing of the cause of the withholding and of the specific billing period that the funds will be withheld. Contractor shall haven seven (7) days from receipt of letter to submit the said reports. If the reports are not received by City in seven (7) days, the sums withheld shall automatically become property of the City. If, while any Dial -A -Ride vehicle in active service is without four (4) proper hubcaps properly affixed, as verified by the City Manager or his designee the Contractor shall pay the City $100 for each infraction. The City will notify the Contractor of the alleged vehicle and the Contractor must immediately dispatch the vehicle to City Hall for verification of the infraction. The City Manager or his designee may remove a vehicle from active service if the vehicle shows excessive vehicle body damage. The Contractor shall bring it to a City approved vendor for a repair estimate of the damage. If the estimate is over $600 the City may fine the Contractor $100 per vehicle so identified. All damaged vehicles may not be placed back into service until the body work has been completed. SECTION 11 - INSURANCE The Contractor shall file with the City Clerk and shall thereafter, during the entire term of this Agreement, maintain in full force and affect, in a form satisfactory to the City Attorney, general liability insurance in an amount not less than $1.5 million combined single limit for bodily injury, including accidental death and property damage. The Contractor shall also maintain an automobile liability insurance policy in the amount of $3 million which shall include uninsured motorist coverage. Said insurance shall not be cancelled, altered or allowed to lapse without at least thirty (30) days prior written notice to the City Clerk by the insurer. The City shall be named as an 0 additional insured in said policy of insurance. Failure to file or maintain said policy of insurance shall automatically terminate this Agreement. Contractor shall insure all vehicles, and assumes the risk of and shall be responsible for any loss of or damage to any of said vehicles, at no cost to the City. Contractor shall bear all risk of uninsured loss or damage to the leased vehicles or loss or damage resulting from the operation of said vehicles. SECTION 12 - HOLD HARMLESS It is expressly understood by the parties hereto that the Contractor is an independent Contractor and agrees to assume all responsibility and liability and shall hold the City, its officials, agents and employees free and harmless and shall defend them from all claims for injury or damages to persons or property which may be caused or alleged to have been caused by the Contractor's performance or nonperformance of the terms of this Agreement. The City makes no warranties to Contractor or to anyone else for any loss or damage of any kind whatsoever, whether caused by a leased vehicle, or by the operation, maintenance, repair, or equipment thereof, or by any failure thereof or interruption of services caused thereby. City shall, however, make available to Contractor any manufacturer's or similar warranty applicable to any leased vehicle. SECTION 13 - WORKERS' COMPENSATION INSURANCE The Contractor shall at all times keep fully insured, at its own expense, all persons employed by it in connection with the performance of this Agreement as required by the provisions of the Labor Code of the State of California relating to Workers' Compensation and Insurance and shall hold the City free and harmless from all liability arising by reason of injuries of any employee of the Contractor incurred in course of employment hereunder. The Contractor shall file and maintain certificated with the City Clerk showing said Agreement. No work shall be done by the Contractor during any period when it is not covered by insurance as herein required. SECTION 14 - RIGHTS RESERVED TO THE CITY At all reasonable times, the Contractor shall permit the City Manager or his designate to examine, during normal business hours, all premises of the Contractor, system vehicles, and to examine and transcribe any and all records kept or maintained by the Contractor under its control which pertain to this Agreement. Neither this Agreement nor any provision hereof shall constitute a waiver or bar to the exercise of any governmental right or power of the City. VA The City Council may do all things which are necessary and convenient in the exercise of its jurisdiction under this Agreement, and may determine any question of fact which may arise during the existence of this Agreement. It is agreed and understood that the Arcadia Dial -A -Ride Program was initiated by the City to provide low -cost public transportation within its boundaries and all rights relating to the name of the program, its concept and operation are exclusively vested in the City of Arcadia. In the event of termination of this Agreement, for any cause, the Contractor agrees that any and all rights in the Arcadia Dial -a -Ride Program and the operation thereof shall remain vested in the City of Arcadia, and that the Contractor shall have no interest therein following such termination. Upon termination of this Agreement, all leased vehicles shall be surrendered and delivered to City, and City may take possession of such vehicles wherever they may be found, with or without due process of law, and in so doing, may enter on the premises of Contractor. Upon termination, neither Contractor or any successor in interest of Contractor, whether by operation of law or otherwise, shall have any right, title, or interest in the leased vehicles or the possession of use thereof, and City shall retain all rights with respect to all such vehicles. The rights and remedies of City hereunder are not exclusive, but cumulative and in addition to all other rights and remedies provided by law. Failure of City in any one or more instances to insist on strict performance of any of the terms of this Lease shall not thereafter be construed as a waiver of the right to insist on such performance, nor shall the waiver of any breach of any terms of this Lease be thereafter construed as a waiver of such terms, which shall continue in force as if no such waiver had occurred. SECTION 15 - PROMOTION, PUBLICITY AND TICKETS Any promotion or publicity which the City desired concerning the Dial -A -Ride program shall be provided by City or other persons with the Contractor being under no obligation to expend any sums for such promotion or publicity. SECTION 16 - OFFICE INQUIRIES The Contractor shall have at all times during the hours of System operation, an employee at the Contractor's office to answer inquiries and to receive and resolve complaints. The contractor shall maintain a written record of all complaints received including the name and address of the customer, a description of the complaint, the time the complaint was D received, the action taken in response to the complaint and the time the response action was taken. Said record shall be kept at the Contractor's office and shall be available for inspection or duplication at all reasonable times by the City Manager or his designate. SECTION 17 - TERM This Agreement shall remain in effect unless terminated by either party without cause or for any reason by a ninety (90) day prior written notice of such termination to the other party's address set forth hereinafter. SECTION 18 - DEFAULT The City Manager, with authorization from the City Council, may terminate this Agreement at any time with or without cause subject to ninety (90) days written notice. SECTION 19 - INTERRUPTION OF SERVICE No payment shall be made by the City to the Contractor for such time the service is not provided. Acts of God or acts of persons or combinations thereof over which the Contractor has no control and which preclude the Contractors ability to perform can be cause for interruption of service. SECTION 20 - AUDIT The Contractor shall permit the City authorized auditors to inspect and audit all data and records of Contractor relating to performance under this Agreement. SECTION 21 - LICENSES Any franchise or business license fee that the City may ordinarily require for operation in accordance with this Agreement, are hereby expressly waived by City. SECTION 22 - EQUAL OPPORTUNITY EMPLOYMENT In providing service for the City, the Contractor shall not discriminate against any employee or applicant for employment because of race, creed, color, sex or national origin, and shall take affirmative action to ensure such non - discrimination. SECTION 23 - DRIVERS FINGERPRINTED All drivers used by the Contractor to provide System service shall be fingerprinted by the Arcadia Police Department prior to their employment, and the Contractor shall permit no driver to perform such duties if in the opinion of the City, the criminal 7 background and driving record, to present a hazard to life or terms of the responsibilities SECTION 24 - NON - ASSIGNABILITY if any, of such driver is such as property in the City of Arcadia in and duties of the driver. This Agreement shall not be assigned, sold, transferred or disposed of, in whole or part, voluntarily or otherwise, without the prior approval of the City Council expressed by resolution. SECTION 25 - LEGAL REQUIREMENTS The Contractor shall obtain all permits and licenses required and shall comply with all applicable laws of the City, County and State. Time shall be of the essence of this Agreement. The Contractor shall not be relieved of its obligation to comply promptly with any of the provisions of this Agreement by any failure of the City to enforce prompt compliance. SECTION 26 - NOTICES All notices required to be given under this Agreement shall be given by placing such notices in the United States mail, postage prepaid, addressed as follows: In the case of notice to the City, City of Arcadia, 240 West Huntington Drive, Arcadia, California 91007, Attention: City Clerk; in case of notice to the Contractor, San Gabriel Transit, 180 West Live Oak Avenue, Arcadia, California 91007. SECTION 27 - VEHICLE LEASING The City hereby leases to the Contractor on the terms and conditions hereinafter set forth, the motor vehicles, hereinafter referred to as "vehicles ", as identified in Attachment "B" attached hereto and by reference incorporated herein and made a part hereof. Said vehicles are for the sole use of providing Dial -A -Ride service for the City pursuant to the terms and conditions of this Agreement. Contractor shall inspect all system vehicles upon delivery by City, and shall notify City in writing within three (3) days of any defects or other objections to the vehicle. If City receives no such written notice within such period, Contractor shall be conclusively presumed to have accepted the vehicles in good condition and repair. Contractor shall return said vehicles to the City of Arcadia, City Hall, 240 W. Huntington Drive, Arcadia, in the same condition as provided, less ordinary wear and tear, within M twenty -four (24) hours of the termination of this Agreement, or within twenty -four (24) hours of receipt of the City's written request. In the event that any system vehicle is involved in an accident and /or experiences a mechanical breakdown to the extent that it becomes inoperable, Contractor shall reimburse the City for the fair market value of the vehicle as determined by the Contractor's insurance carrier. Title to vehicles and equipment shall be registered in the name of the City. The vehicles shall be stored at the Contractor's facility, at 180 West Live Oak, Arcadia, and shall not be stored at any other location without City Manager's prior written consent. Vehicles shall not be used: a. In any race, test or contest; b. In a negligent or improper manner; C. In violation of any law, ordinance, or regulation; d. So as to avoid any insurance covering the same. e. To propel or tow any vehicle, trailer, or other project. Contractor shall not permit any leased vehicle to become subject to any lien, charge, or encumbrance. SECTION 28 - CONDITIONS In the event that federal and /or state grant assistance needed to meet Dial -A -Ride capital or operating expenses requires the Contractor to meet certain conditions, the Contractor hereby agrees to comply with any such conditions. Said conditions shall include but not be limited to those contained in Attachment C. This Agreement shall bind and insure to the benefit of both parties, their heirs, executors, administrators, successors, and assigns except as may otherwise by provided herein. SECTION 29 - EMERGENCY PROCEDURES In the event of a catastrophic emergency such as an earthquake, dam failure, fire or man -made catastrophe, the Contractor shall make transportation and communication resources available to the City, to the degree possible, for emergency assistance. If the normal line of direct authority from the City is intact, the Contractor shall follow their instruction. If the normal line of direct authority is broken, and for the period while it is broken, the Contractor shall make best use of transportation resources following, to the degree possible, the direction of an organization such as the Red Cross, National Guard, or other 11 emergency assistance group which appears to have assumed responsibility. Emergency uses of transportation may include evacuation, transportation of injured, and movement of people to food and shelter. The Contractor shall be reimbursed in accordance to the normal "per hour rate" and "payment" or, if the normal method does not cover the types of emergency services involved, then on the basis of fair, equitable, and prompt reimbursement of the Contractor's actual costs. Immediately after the emergency condition ceases, the Contractor shall resume normal transportation services. SECTION 30 - SEVERABILITY If any section, subsection, sentence, clause or phrase of this Agreement is for any reason held illegal, invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions hereof. SECTION 31 - EFFECTIVE DATE This agreement shall become effective and operative on October 9, 1991 and on said date shall supersede all prior agreements heretofore executed by and between the parties covering any portion of the subject matter hereof, and shall operate as a discharge of all obligations incurred by either party under any agreements thus superseded with the exception of any liability claims defended by Contractor or Contractors insurer arising out of said agreements, or any claim arising during the time frame of any prior agreement. 12 IN WITNESS WHEREOF, said City has caused its corporate name and seal to be hereunto subscribed and affixed by the Mayor and City Clerk, both thereunto duly authorized, and said Contractor has hereunto subscribed its name by its duly authorized representative. ATTEST: J Alford, C 6v Cl'6rk APPROVED AS TO FORM: Mi6hael H. Miller, City Attorney 13 CITY OF ARCADIA A Municipal Corporation B Charles E. Gilb, Mayor SAN G W IEL TRANSIT, INC. Ca A c ,I ,,4�;'fornia corporation ald N. Walker, President ATTACHMENT A 1. 1986 Chevrolet Caprice VIN - 1G1131-691-17GX163055 Mileage - 157,174 License # - (E) 476631 Vehicle # - 85 2. 1986 Chevrolet Caprice VIN - 1G1BL69H6GX163211 Mileage - 129,403 License # - (E) 476633 Vehicle # - 82 3. 1986 Chevrolet Caprice VIN - 1 G1 BL69H3GX163019 Mileage - 132,548 License # - (E) 471169 Vehicle # - 84 4. 1986 Chevrolet Caprice VIN - 1 G1 BL69H7GX162925 Mileage - 137,012 License # - (E) 471168 Vehicle # - 80 5. 1986 Chevrolet Caprice VIN - 1 G1 BL69H8GX163047 Mileage - 143,031 License # - (E) 476629 Vehicle # - 86 6. 1986 Chevrolet Caprice VIN - 1 G1 BL69HOGX163057 Mileage - 156,755 License # - (E) 476630 Vehicle # - 81 7. 1987 Ford Econoline Van with wheelchair lift VIN - 1 FTJ535L4HHA76658 Mileage - 101,864 License # - (E) 079689 Vehicle # - 79 8. 1987 Ford Econoline 350 Van with wheelchair lift VIN - 1 FTJ53LOHHA76656 Mileage - 124,543 License # - (E) 079688 Vehicle # - 78 -14- 9. 1987 Ford Econoline Van with wheelchair lift VIN - 1 FTJ535L9HHA76655 Mileage - 105,454 License # - (E) 079687 Vehicle # - 77 10. 1988 Chevrolet Caprice VIN - 1 G1 BL51 H8JR201278 Mileage - 85,686 License # - (E) 101774 Vehicle # - 90 11. 1988 Chevrolet Caprice VIN - 1G1BL5jH5JR201271 Mileage - 101,000 License # - (E) 101773 Vehicle # - 91 12. 1988 Chevrolet Caprice VIN - 1 G1 BL51 H8JR202060 Mileage - 84,612 License # - (E) 101770 Vehicle # - 92 13. 1988 Chevrolet Caprice VIN - 1 G1 BL51 H7JR202065 Mileage - 78,352 License # - (E) 101768 Vehicle # - 93 14. 1988 Chevrolet Caprice VIN - 1 G1 BL51 H7JR201482 Mileage - 95,587 License # - (E) 101789 Vehicle # - 94 15. 1989 Dodge Van Wide One VIN - 2B7KB31Z6KK386720 Mileage - 58,210 License # - (E) 272902 Vehicle # - 67 16. 1989 Dodge Van Wide One VIN - 2B7KB31 Z8KK386721 Mileage - 58,345 License # - (E) 272903 Vehicle # - 68 -15- 17. 1989 Dodge Van Wide One VIN - 2B7KB31ZXKK386719 Mileage - 52,190 License # - (E) 272904 Vehicle # - 69 FAW WT-44 91141_ of NEW VEHICLE INSPECTION 1. All Dial -A -Ride vehicles will be subject to a Preventive Maintenance Inspection every three (3) months. It is the responsibility of San Gabriel Transit, Inc. to flag each vehicle every three (3) months for its Preventive Maintenance Inspection. All vehicles must be inspected within one week of three (3) months from the previous inspection. Such inspection will take place at a location designated by the City. Such inspection will be logged on the Preventive Maintenance Report form by the mechanic performing the inspection. All items of the form will be inspected by the mechanic and wither approved or cited as being in need of repair or adjustment. All items cited for repair or adjustment will be logged on the summary sheet that is attached to the form. One copy of the Preventive Maintenance Report form will be given to San Gabriel Transit, Inc. and one to the City. Any item that has been identified as in need of repair or adjustment must be corrected by San Gabriel Transit, Inc. at their own expense. San Gabriel Transit, Inc. will have one (1) week to make the repair or adjustment as identified on the Preventive Maintenance Report. When the item has been repaired or adjusted, San Gabriel Transit, Inc. will supply the City with repair invoices or documented proof of completion. No Dial -A- Ride vehicle may be put into service until final approval has been given on all items listed on the Preventive Maintenance Report form. 2. All Dial -A -Ride vehicle are subject to an unannounced spot maintenance check periodically during the year. The dispatcher will be notified by the City at least one hour before the spot check is to be held. The vehicle will be required to report at the time and place designated by the City. The vehicle inspection will be in accordance with the Preventive Maintenance Report form. The approximate time that the vehicle will be out of service will be one (1) hour. After the vehicle inspection, the vehicle will be available to be returned to service if the inspection does not identify any defects. Should any defects be detected, they will be logged on the Preventive Maintenance Report form and returned to the driver. The vehicle will not be available for service until the defect has been corrected and the vehicle has been reinspected by the City Yard. 3. All Dial -A -Ride vehicles must be maintained and remain in compliance with the provisions of this Agreement, the Arcadia Municipal Code and the California Vehicle Code. 16 VEHICLES AND EQUIPMENT 1. All Dial -A -Ride vehicles will operate on tires that are of the same size, rating, design and manufacturer as those tires that were on the vehicles when San Gabriel Transit, Inc. took delivery of the vehicle from the City of Arcadia. Any deviation from the specification of the original tires must be approved by the City of Arcadia. Once the tire wear bars are visible, the tires must be replaced. 2. When new front tires are installed on any Dial -A -Ride vehicle, the vehicle will undergo a complete front end alignment with the new tires in place. Such alignment must take place within 250 miles after installation of the new tires. 3. All Dial -A -Ride vehicles will use the same prescribed weight of motor oil as specified in the original owner's manual of the vehicle. 4. A. Each Dial -A -Ride vehicle's exterior must be: 1. Washed twice weekly. Receipt of payment for each wash, shall be included with each billing. 2. Waxed every other month. Receipt of payment for each wax shall be included with each billing. B. Each Dial -A -Ride vehicle's windows, interior and exterior, must be cleaned every day before the vehicle is put into service. C. Each Dial -A -Ride vehicle's interior, trunk and passenger compartment must be: 1. Swept out daily. (Every Dial -A -Ride sedan must be equipped with i small hand broom to be used in sweeping the vehicle. Every Dial -A -Ride van must be equipped with a standard broom to be used io sweep the vehicle.) 2. Vacuumed thoroughly once a week. 3. Dial -A -Ride vans must have their interior floor damp mopped once a week. 5. Contractor must notify the City whenever any of the Dial -A- Ride vehicles are out of service for twenty -four (24) hours or more because repairs are needed. the City must be notified the day the vehicle will be taken out of service and the estimated downtime needed to complete the repairs. 17 6. Contractor must notify the City monthly, in writing, of the odometer readings of each vehicle and of the amounts of motor oil, automatic transmission fluid and gasoline that is consumed by each Dial -A -Ride vehicle. Such notification is due to the City within three (3) working days after the last day of each month. 7. Contractor must send copies of all receipts for all work performed on Dial -A -Ride vehicles to the City. Copies should be forwarded to the City with the Bi- Weekly Vehicle Maintenance Summary Report. 8. Any exterior or interior damage or any mechanical breakdown to the Dial -A -Ride vehicles must be repaired by Contractor, at their expense, within thirty (30) days after the date the damage or mechanical breakdown occurred. 9. All Dial -A -Ride vehicles must be readily identifiable by vehicle number from the sides and rear of the vehicle. Vehicle numbers will be places on the front fenders and rear deck lid of the vehicles. "Arcadia Dial -A- Ride" must be displayed on the right and left sides of all Dial -A -Ride vehicles. 10. All Dial -A -Ride vehicles, while in possession of San Gabriel Transit, Inc., will be maintained as when delivered to San Gabriel Transit, Inc., by the City. All operating equipment (i.e. air conditioner, heater, windows, gauges) must be maintained and operational while the vehicle is in service,unless otherwise approved by the City. 11. All Dial -a -Ride vehicles must have their motor oil changed every 3,000 miles. 12. All Dial -a -Ride vehicles must have a complete engine tune -up every 8,000 miles. ATTACHMENT C During the performance of this contract, the contractor, for itself, its assignees and successors in interest (hereinafter referred to as the "Contractor ") agrees as follows: 1. COMPLIANCE WITH REGULATIONS. The Contractor shall comply with the regulations relative to nondiscrimination in federally - assisted programs of the Department of Transportation (hereinafter, "DOT ") title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this contract. 2. NONDISCRIMINATION. The Contractor, with regard to the work performed by it during the contract, shall not discriminate on the grounds of race, color, sex or national origin in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The Contractor shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program set forth in Appendix B of the Regulations. 3. SOLICITATIONS FOR SUBCONTRACTS, INCLUDING PROCUREMENT OF MATERIALS AND EQUIPMENT. In all solicitations either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurement of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Contractor of the Contractor's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, sex or national origin. 4. INFORMATION AND REPORTS. The Contractor shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the Urban Mass Transportation Administration (UMTA) to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information is required or a contractor is in the exclusive possession of another who fails or refuses to furnish this information, the Contractor shall so certify to the Recipient, or the Urban Mass Transportation, as appropriate, and shall set forth what efforts it has made to obtain the information. 5. SANCTIONS FOR NONCOMPLIANCE. In the event of the Contractor's noncompliance with the nondiscrimination provisions of this contract, the Recipient shall impose such contract sanctions as it or the Urban Mass Transportation Administration 19 may determine to be appropriate, including, but not limited to: a. Withholding of payments to the Contractor under the contract until the Contractor complies, and /or b. Cancellation, termination or suspension of the contract, in whole or in part. 6. INCORPORATION OF PROVISIONS. The Contractor shall include the provisions of paragraph (1) through (6) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto. The Contractor shall take such action with respect to any subcontract or procurement as the Recipient or the Urban Mass Transportation Administration may direct as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that, in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the Contractor may request the Recipient to enter into such litigation to protect the interests of the Recipient, and, in addition, the Contractor may request the United States to enter into such litigation to protect the interests of the United States. we