HomeMy Public PortalAboutAgreement_2011-07-01_First Transit Corp_Dial A RideCONSULTANT SERVICES AGREEMENT
By and Between
THE CITY OF TEMPLE CITY,
a municipal corporation
and
FIRST TRANSIT
a corporation
WE AECEMM
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JUL 06 2011
TEMPLE CITY
CITY CLERK
AGREEMENT FOR CONSULTANT SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
FIRST TRANSIT, INC.
This Agreement for Consultant Services ("Agreement") is entered into as of this 1 s` day of
July 2011 by and between the City of Temple City, a municipal corporation ("City") and First
Transit, Inc., a corporation ("Consultant"). City and Consultant are sometimes hereinafter
individually referred to as "Party" and hereinafter collectively referred to as the "Parties."
RECITALS
A. City has sought, by issuance of a Request for Proposals, the performance of the
services defined and described particularly in Section 2 of this Agreement.
B. Consultant, following submission of a proposal for the performance of the
services defined and described particularly in Section 2 of this Agreement, was selected by the
City to perform those services.
C. Pursuant to the City of Temple City's Municipal Code, City has authority to enter
into this Consultant Services Agreement and the City Manager has authority to execute this
Agreement.
D. The Parties desire to formalize the selection of Consultant for performance of
those services defined and described particularly in Section 2 of this Agreement and desire that
the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by
the Parties and contained here and other consideration, the value and adequacy of which are
hereby acknowledged, the parties agree as follows:
SECTION 1. TERM OF AGREEMENT.
Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement,
the scope of services set forth in Exhibit "A" "Scope of Services" shall be provided for three (3)
years beginning July 1, 2011 and concluding on June 30, 2014. Agreement can be renewed for
an additional two years upon approval of both parties.
SECTION 2. SCOPE OF SERVICES.
Consultant agrees to perform the services set forth in Exhibit "A" "Scope of Services"
and made a part of this Agreement.
SECTION 3. ADDITIONAL SERVICES.
RN #4835-1307-1625 v1 _ 1 _
Consultant shall not be compensated for any services rendered in connection with its
performance of this Agreement which are in addition to or outside of those set forth in this
Agreement or listed in Exhibit "A" "Scope of Services," unless such additional services are
authorized in advance and in writing by the City Council or City Manager of City. Consultant
shall be compensated for any such additional services in the amounts and in the manner agreed to
by the City Council or City Manager.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
Subject to any limitations set forth in this Agreement, City agrees to pay Consultant
the amounts specified in Exhibit "B" "Compensation" and made a part of this Agreement.
The total compensation, including reimbursement for actual expenses, shall not exceed ONE
MILLION FORTY -THOUSAND FOUR HUNDRED AND TWENTY-TWO DOLLARS
($1,040,422.00), unless additional compensation is approved in writing by the City Council or
City Manager.
(b) Each month Consultant shall furnish to City an original invoice for all work
performed and expenses incurred during the preceding month. City shall independently review
each invoice submitted by the Consultant to determine whether the work performed and expenses
incurred are in compliance with the provisions of this Agreement. In the event that no charges or
expenses are disputed, the invoice shall be approved and paid according to the terms set forth in
subsection (c). In the event any charges or expenses are disputed by City, the original invoice
shall be returned by City to Consultant for correction and resubmission.
(c) Except as to any charges for work performed or expenses incurred by Consultant
which are disputed by City, City will use its best efforts to cause Consultant to be paid within
forty-five (45) days of receipt of Consultant's correct and undisputed invoice.
(d) Payment to Consultant for work performed pursuant to this Agreement shall not
be deemed to waive any defects in work performed by Consultant.
SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant's work under this Agreement,
either during performance or when completed. City shall reject or finally accept Consultant's
work within sixty (60) days after submitted to City. City shall reject work by a timely written
explanation, otherwise Consultant's work shall be deemed to have been accepted. City's
acceptance shall be conclusive as to such work except with respect to latent defects, fraud and
such gross mistakes as amount to fraud. Acceptance of any of Consultant's work by City shall
not constitute a waiver of any of the provisions of this Agreement including, but not limited to,
sections 16 and 17, pertaining to indemnification and insurance, respectively.
SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data,
notes, computer files, files and other documents prepared, developed or discovered by Consultant
in the course of providing any services pursuant to this Agreement shall become the sole property
of City and may be used, reused or otherwise disposed of by City without the permission of the
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Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn
over to City all such original maps, models, designs, drawings, photographs, studies, surveys,
reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any
maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer
files, files or other documents prepared, developed or discovered by Consultant in the course of
providing any services pursuant to this Agreement, Consultant's guarantees and warrants related
to Standard of Performance and found in Section 9 of this Agreement shall not extend to such
use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes,
computer files, files or other documents.
SECTION 7. CONSULTANT'S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or
relating to Consultant's performance of services pursuant to this Agreement. Consultant shall
maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other
documents or records evidencing or relating to work, services, expenditures and disbursements
charged to City pursuant to this Agreement. Any and all such documents or records shall be
maintained in accordance with generally accepted accounting principles and shall be sufficiently
complete and detailed so as to permit an accurate evaluation of the services provided by
Consultant pursuant to this Agreement. Any and all such documents or records shall be
maintained for three years from the date of execution of this Agreement and to the extent
required by laws relating to audits of public agencies and their expenditures.
(b) Any and all records or documents required to be maintained pursuant to this
section shall be made available for inspection, audit and copying, at any time during regular
business hours, upon request by City or its designated representative. Copies of such documents
or records shall be provided directly to the City for inspection, audit and copying when it is
practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and
records shall be made available at Consultant's address indicated for receipt of notices in this
Agreement.
(c) Where City has reason to believe that any of the documents or records required to
be maintained pursuant to this section may be lost or discarded due to dissolution or termination
of Consultant's business, City may, by written request, require that custody of such documents or
records be given to the City and that such documents and records be maintained by the requesting
party. Access to such documents and records shall be granted to City, as well as to its
successors -in -interest and authorized representatives.
SECTION 8. STATUS OF CONSULTANT.
(a) Consultant is and shall at all times remain a wholly independent contractor and
not an officer, employee or agent of City. Consultant shall have no authority to bind City in any
manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City,
whether by contract or otherwise, unless such authority is expressly conferred under this
AGREEMENT or is otherwise expressly conferred in writing by City.
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(b) The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant's exclusive direction and control. Neither City,
nor any elected or appointed boards, officers, officials, employees or agents of City, shall have
control over the conduct of Consultant or any of Consultant's officers, employees, or agents
except as set forth in this Agreement. Consultant shall not at any time or in any manner represent
that Consultant or any of Consultant's officers, employees, or agents are in any manner officials,
officers, employees or agents of City.
(c) Neither Consultant , nor any of Consultant's officers, employees or agents, shall
obtain any rights to retirement, health care or any other benefits which may otherwise accrue to
City's employees. Consultant expressly waives any claim Consultant may have to any such
rights.
SECTION 9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities
necessary to properly perform the services required under this Agreement in a thorough,
competent and professional manner. Consultant shall at all times faithfully, competently and to
the best of its ability, experience and talent, perform all services described herein. In meeting its
obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted
standards and practices utilized by persons engaged in providing services similar to those
required of Consultant under this Agreement.
If and to the extent that City utilizes for any purpose not related to this Agreement any
maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer
files, files or other documents prepared, developed or discovered by Consultant in the course of
providing any services pursuant to this Agreement, Consultant's guarantees and warranties
related to Standard of Performance shall not extend to such use of the maps, models, designs,
drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other
documents.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND
LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and
local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this
Agreement. Consultant shall obtain any and all licenses, permits and authorizations necessary to
perform the services set forth in this Agreement. Neither City, nor any elected or appointed
boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a
result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Consultant that California prevailing wage laws do not
apply to this Agreement because the Agreement does not involve any of the following services
subject to prevailing wage rates pursuant to the California Labor Code or regulations
promulgated thereunder: Construction, alteration, demolition, installation, or repair work
performed on public buildings, facilities, streets or sewers done under contract and paid for in
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whole or in part out of public funds. In this context, "construction" includes work performed
during the design and preconstruction phases of construction including, but not limited to,
inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race,
color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or
marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal
Immigration and Nationality Act, S U.S.C.A. §§ 1101, et seq., as amended, and in connection
therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ
such unauthorized aliens for the performance of work and/or services covered by this Agreement,
and should the any liability or sanctions be imposed against City for such use of unauthorized
aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or
sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or
shall acquire any interest, directly or indirectly, which would conflict in any manner with the
interests of City or which would in any way hinder Consultant's performance of services under
this Agreement. Consultant further covenants that in the performance of this Agreement, no
person having any such interest shall be employed by it as an officer, employee, agent or
subcontractor without the express written consent of the City Manager. Consultant agrees to at all
times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of
City in the performance of this Agreement.
(b) City understands and acknowledges that Consultant is, as of the date of execution
of this Agreement, independently involved in the performance of non -related services for other
governmental agencies and private parties. Consultant is unaware of any stated position of City
relative to such projects. Any future position of City on such projects shall not be considered a
conflict of interest for purposes of this section.
(c) City understands and acknowledges that Consultant will, perform non -related
services for other governmental agencies and private parties following the completion of the
scope of work under this Agreement. Any such future service shall not be considered a conflict
of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION.
(a) All information gained or work product produced by Consultant in performance of
this Agreement shall be considered confidential, unless such information is in the public domain
or already known to Consultant. Consultant shall not release or disclose any such information or
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work product to persons or entities other than City without prior written authorization from the
City Manager, except as may be required by law.
(b) Consultant, its officers, employees, agents or subcontractors, shall not, without
prior written authorization from the City Manager or unless requested by the City Attorney of
City, voluntarily provide declarations, letters of support, testimony at depositions, response to
interrogatories or other information concerning the work performed under this Agreement.
Response to a subpoena or court order shall not be considered "voluntary" provided Consultant
gives City notice of such court order or subpoena.
(c) If Consultant, or any officer, employee, agent or subcontractor of Consultant,
provides any information or work product in violation of this Agreement, then City shall have the
right to reimbursement and indemnity from Consultant for any damages, costs and fees,
including attorneys fees, caused by or incurred as a result of Consultant's conduct.
(d) Consultant shall promptly notify City should Consultant , its officers, employees,
agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition,
request for documents, interrogatories, request for admissions or other discovery request, court
order or subpoena from any party regarding this Agreement and the work performed thereunder.
City retains the right, but has no obligation, to represent Consultant or be present at any
deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to
provide City with the opportunity to review any response to discovery requests provided by
Consultant. However, this right to review any such response does not imply or mean the right by
City to control, direct, or rewrite said response.
SECTION 16. INDEMNIFICATION.
(a) Indemnification for Professional Liability. Where the law establishes a
professional standard of care for Consultant's Services, to the fullest extent permitted by law,
Consultant shall indemnify, protect, defend and hold harmless City and any and all of its
officials, employees and agents ("Indemnified Parties") from and against any and all losses,
liabilities, damages, costs and expenses, including attorney's fees and costs to the extent same are
caused in whole or in part by any negligent or wrongful act, error or omission of Consultant, its
officers, agents, employees or sub -consultants (or any entity or individual that Consultant shall
bear the legal liability thereof) in the performance of professional services under this Agreement.
(b) Indemnification for Other than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law, Consultant shall
indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and
agents from and against any liability (including liability for claims, suits, actions, arbitration
proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any
kind, whether actual, alleged or threatened, including attorneys fees and costs, court costs,
interest, defense costs, and expert witness fees), where the same arise out of, are a consequence
of, or are in any way attributable to, in whole or in part, the performance of this Agreement by
Consultant or by any individual or entity for which Consultant is legally liable, including but not
limited to officers, agents, employees or sub -contractors of Consultant.
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(c) General Indemnification Provisions. Consultant agrees to obtain executed
indemnity Agreements with provisions identical to those set forth here in this section from each
and every sub -contractor or any other person or entity involved by, for, with or on behalf of
Consultant in the performance of this Agreement. In the event Consultant fails to obtain such
indemnity obligations from others as required here, Consultant agrees to be fully responsible
according to the terms of this section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a waiver of any
rights hereunder. This obligation to indemnify and defend City as set forth here is binding on the
successors, assigns or heirs of Consultant and shall survive the termination of this Agreement or
this section.
(d) Limitation of Indemnification. Notwithstanding any provision of this Section 1.6
[Indemnification] to the contrary, design professionals are required to defend and indemnify the
City only to the extent permitted by Civil Code Section 2782.8, which limits the liability of a
design professional to claims, suits, actions, arbitration proceedings, administrative proceedings,
regulatory proceedings, losses, expenses or costs that arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of the design professional. The term "design
professional," as defined in Section 2782.8, is limited to licensed architects, licensed landscape
architects, registered professional engineers, professional land surveyors, and the business
entities that offer such services in accordance with the applicable provisions of the California
Business and Professions Code.
(e) The provisions of this section do not apply to claims occurring as a result of City's
sole negligence. The provisions of this section shall not release City from liability arising from
gross negligence or willful acts or omissions of City or any and all of its officials, employees and
agents.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the term of this
Agreement the insurance policies set forth in Exhibit "C" "Insurance" and made a part of this
Agreement. All insurance policies shall be subject to approval by City as to form and content.
These requirements are subject to amendment or waiver if so approved in writing by the City
Manager. Consultant agrees to provide City with copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this
Agreement. City has an interest in the qualifications of and capability of the persons and entities
who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In
recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion
of this Agreement or the performance of any of Consultant's duties or obligations under this
Agreement without the prior written consent of the City Council. Any attempted assignment
shall be ineffective, null and void, and shall constitute a material breach of this Agreement
entitling City to any and all remedies at law or in equity, including summary termination of this
Agreement. City acknowledges, however, that Consultant, in the performance of its duties
pursuant to this Agreement, may utilize subcontractors.
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SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of
Consultant's staff and subcontractors, if any, assigned to perform the services required under this
Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors,
if any, assigned to perform the services required under this Agreement, prior to and during any
such performance.
SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving
thirty (30) days written notice of termination to Consultant. In the event such notice is given,
Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30)
days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this
Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this
Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property
belonging exclusively to City which is in Consultant's possession shall be returned to City.
Consultant shall furnish to City a final invoice for work performed and expenses incurred by
Consultant, prepared as set forth in Section 4 of this Agreement. This final invoice shall be
reviewed and paid in the same manner as set forth in Section 4 of this Agreement.
SECTION 21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall
not have any obligation or duty to continue compensating Consultant for any work performed
after the date of default. Instead, the City may give notice to Consultant of the default and the
reasons for the default. The notice shall include the timeframe in which Consultant may cure the
default. This timeframe is presumptively thirty (30) days, but may be extended, though not
reduced, if circumstances warrant. During the period of time that Consultant is in default, the
City shall hold all invoices and shall, when the default is cured, proceed with payment on the
invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the
outstanding invoices during the period of default. If Consultant does not cure the default, the
City may take necessary steps to terminate this Agreement under Section 20. Any failure on the
part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver
of the City's legal rights or any rights arising out of any provision of this Agreement.
SECTION 22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused
by delay in performance or failure to perform due to causes beyond the control of Consultant.
Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal,
state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes,
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and unusually severe weather. The term and price of this Agreement shall be equitably adjusted
for any delays due to such causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to
City as public records, and which are necessary for carrying out the work as outlined in the
Exhibit "A" "Scope of Services," shall be furnished to Consultant in every reasonable way to
facilitate, without undue delay, the work to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and
shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return
receipt requested, addressed as follows:
To City: City of Temple City
9701 Las Tunas Drive
Temple City, CA 91780
Attn: Cathy Burroughs
To Consultant: First Transit
3007 White Rock Drive
Austin, TX 78757
Attn: Chuck Barnes
Notice shall be deemed effective on the date personally delivered or transmitted by
facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States
Postal Service.
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and
warrants that he/she/they has/have the authority to so execute this Agreement and to bind
Consultant to the performance of its obligations hereunder.
SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her
designated representative, following approval of this Agreement by the City Council. The City
Manager shall have the authority to issue interpretations and to make minor amendments to this
Agreement on behalf of the City so long as such actions do not materially change the Agreement
or make a commitment of additional funds of the City. All other changes, modifications, and
amendments shall require the prior approval of the City Council.
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SECTION 27. BINDING EFFECT,
This Agreement shall be binding upon the heirs, executors, administrators, successors and
assigns of the parties.
SECTION 28. MODIFICATION OF AGREEMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing
and approved by the Consultant and by the City Council. The parties agree that this requirement
for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION 29. WAIVER
Waiver by any party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by
any party of any breach of the provisions of this Agreement shall not constitute a waiver of any
other provision nor a waiver of any subsequent breach or violation of any provision of this
Agreement. Acceptance by City of any work or services by Consultant shall not constitute a
waiver of any of the provisions of this Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the
State of California. In the event of litigation between the parties, venue in state trial courts shall
lie exclusively in the County of Los Angeles, California. In the event of litigation in a U.S.
District Court, venue shall lie exclusively in the Central District of California, in Los Angeles.
SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision
of this Agreement, the prevailing party in such litigation or other proceeding shall be entitled to
an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to
which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits "A" through "C", is the entire, complete,
final and exclusive expression of the parties with respect to the matters addressed therein and
supersedes all other Agreements or understandings, whether oral or written, or entered into
between Consultant and City prior to the execution of this Agreement. No statements,
representations or other Agreements, whether oral or written, made by any party which are not
embodied herein shall be valid and binding. No amendment to this Agreement shall be valid and
binding unless in writing duly executed by the parties or their authorized representatives.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any
court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of
R1V #4535-1307-1625 v1 -10-
this Agreement shall not be affected thereby and the Agreement shall be read and construed
without the invalid, void or unenforceable provision(s).
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first -above written.
ATTEST:
m &ALz P 4
City Clerk
APPROVED AS TO FORM
By:
City Attorney
CITY OF TEMPLE CITY
By:
CitZv ager
FIKS i[ T N}SIT, INC
BY:
Drized Officer)
Title 5Z Nii -e-
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Print Name
M.
(Auli iorized Officer)
Title
Print Name
NOTE: CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND
APPROPRIATE ATTESTATIONS SHALL BE INCLUDED, AS MAY BE REQUIRED
BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO DEVELOPER'S BUSINESS ENTITY.
RIV #4835-1307-1625 v1 _ 11 _
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF
On before me, , personally appeared , proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER
❑ INDIVIDUAL
❑ CORPORATE OFFICER
RIV 114835-1307-1625 vl
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
TITLES)
❑
PARTNER(S) ❑ LIMITED
❑ GENERAL
❑
ATTORNEY-IN-FACT
❑
TRUSTEE(S)
❑
GUARDIAN/CONSERVATOR
❑
OTHER
SIGNER
IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
RIV 114835-1307-1625 vl
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY OF
On before me, , personally appeared , proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER
❑
INDIVIDUAL
❑
CORPORATE OFFICER
TITLE(S)
❑
PARTNER(S) ❑ LIMITED
❑ GENERAL
❑
ATTORNEY-IN-FACT
❑
TRUSTEE(S)
❑
GUARDIAN/CONSERVATOR
❑
OTHER
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
RIV 119835-1307-1625 vl
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
6876 vi
EXHIBIT "A"
SCOPE OF SERVICES
1. Consultant will perform the following services and deliver the following work product,
reports, etc.:
Consultant shall provide complete dial -a -ride transportation services for and on behalf of
the City, as identified in the Request for Proposal and as stated in the proposal submitted
by the Consultant dated May 13, 2011 ("Proposal"), which is attached hereto as Exhibit
"D" and incorporated herein by this reference.
1. Consultant shall furnish services to eligible elderly (over 60 years of age) and eligible persons
with disabilities of any age and their escorts at such times within operating hours and places as
may be requested within the City limits and within the city limits of Arcadia, El Monte,
Rosemead and San Gabriel to hospitals, doctor's offices, medical facilities, adult day care
facilities, convalescent homes, government buildings and churches for the purpose of visiting
these facilities. Service shall also be provided to the Westfield Shopping Town in Arcadia.
2. The operating hours shall be 7 a.m. to 8 p.m., Monday through Friday, 10 a.m. to 5 p.m.,
Saturdays, and 9 a.m. — 5p.m. on Sundays, for 52 weeks per year; and 10 a.m. to 5 p.m. on
the following holidays: New Year's Day, Memorial Day, Fourth of July, Labor Day,
Thanksgiving and Christmas Day.
3. Consultant agrees to operate prime and backup vehicles, as stated in the Proposal, in
providing the Dial -A -Ride system. Consultant shall operate a sufficient number of vehicles
to accommodate a minimum of 2.0 passengers per service hour.
4. Consultant shall report transportation data to City on a monthly basis. Monthly reports are to be
submitted to the City on or before the 10th day of the following month. Reports shall include,
but not be limited to, ridership statistics including the number of regular riders and the number
of riders with disabilities transported within the City limits and the number of regular riders and
the number of riders with disabilities transported outside the City limits, service hours, service
miles, fares collected, on time performance, no shows/cancellations and Section 15 reports.
5. All accidents involving Consultant's equipment or personnel while operating with City
passengers shall be reported to City within twenty-four (24) hours of the incident.
6. Consultant shall provide all vehicles necessary for service. Regular preventative maintenance,
as recommended by the vehicle's manufacturer, shall be practiced on all vehicles and shall be
provided by the Consultant at no additional cost to the City. Maintenance of vehicles shall be
done at a time that will ensure maximum availability of vehicles for City's Dial -A -Ride service.
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6876 vi
Preventive maintenance procedures as outlined in Consultant proposal shall be followed for all
vehicles used in the City's Dial -A -Ride service.
7. Consultant shall provide a minimum of three (3) vehicles for the exclusive service of City and
shall bear the wording "Temple City Dial -A -Ride". All vehicles shall be wheelchair accessible
per Americans with Disabilities Act guidelines. All vehicles shall have mobile communication,
boxes for fares and heating and air conditioning systems. Vehicles shall be painted similar
colors with design and colors approved by the City.
One or more back-up vehicles of appropriate size, and meeting all government safety and
accessibility requirements shall be provided by the Consultant, at no additional cost to City, so
that they may be substituted for regularly assigned vehicles, if needed, without delay in services.
Extra vehicles may be assigned at the discretion of the City, subject to Consultant's availability,
for special event transportation and additional services. Reimbursement shall be over and
above the maximum obligation of this contract. Reimbursement shall be for actual time used.
8. Consultant shall provide regular and continuous formal safety instruction and sensitivity
training for all operating personnel assigned to perform any activities under this agreement.
9. Consultant shall provide uniforms for drivers and shall require the employees to wear them.
The color, design, type and logo of the uniforms shall be subject to City's approval.
10. Consultant's employees shall not be required to perform any medical or quasi -medical
functions for passengers. Consultant shall have the right to refuse any or all passengers if
passenger activity will in any way impair safe operation of the vehicle.
H. AMENDMENT
The Scope of Services, including services, work products, and personnel, are subject to
change by mutual Agreement. In the absence of mutual Agreement regarding the need to change
any aspects of performance, Consultant shall comply with the Scope of Services as indicated
above.
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EXHIBIT "B"
COMPENSATION
I. The CITY shall pay CONTRACTOR to perform the services provided for herein as
follows:
Year 1
$41.76 per hour not to exceed $336,548 per year
Additional services as required by CITY shall be provided at a rate of: $41.76 per hour
Year 2
$43.10 per hour not to exceed $347,392 per year
Additional services as required by CITY shall be provided at a rate of.$43.10 per hour
Year 3
$44.23 per hour not to exceed $356,482 per year
Additional services as required by CITY shall be provided at a rate of. $44.23 per hour
II. The City will compensate Consultant for the Services performed upon submission of a
valid invoice.
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EXHIBIT "C"
INSURANCE
A. Insurance Re uirements. Consultant shall provide and maintain insurance,
acceptable to the City Manager or City Counsel, in full force and effect throughout the term of
this Agreement, against claims for injuries to persons or damages to property which may arise
from or in connection with the performance of the work hereunder by Consultant, its agents,
representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's
rating of no less than ANII. Consultant shall provide the following scope and limits of
insurance:
1. Minimum Scope of Insurance. Coverage shall be at least as broad as:
(1) Insurance Services Office form Commercial General Liability
coverage (Occurrence Form CG 0001).
(2) Insurance Services Office form number CA 0001 (Ed. 1/87)
covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or
equivalent forms subject to the written approval of the City.
(3) Workers' Compensation insurance as required by the Labor Code
of State of California and Employer's Liability insurance and covering all persons providing
services on behalf of the Consultant and all risks to such persons under this Agreement.
(4) Professional liability insurance appropriate to the Consultant's
profession. This coverage may be written on a "claims made" basis, and must include coverage
for contractual liability. The professional liability insurance required by this Agreement must be
endorsed to be applicable to claims based upon, arising out of or related to services performed
under this Agreement. The insurance must be maintained for at least 3 consecutive years
following the completion of Consultant's services or the termination of this Agreement. During
this additional 3 -year period, Consultant shall annually and upon request of the City submit
written evidence of this continuous coverage.
2. Minimum Limits of Insurance. Consultant shall maintain limits of
insurance no less than:
(1) General Liability: $1,000,000 general aggregate for bodily injury,
personal injury and property damage.
(2) Automobile Liability: $1,000,000 per accident for bodily injury
and property damage. A combined single limit policy with aggregate limits in an amount of not
less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth
above.
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(3) Workers' Compensation and Employer's Liability: Workers'
Compensation as required by the Labor Code of the State of California and Employers Liability
limits of not less than $1,000,000 per accident.
(4) Professional Liability: $1,000,000 per occurrence.
B. Other Provisions. Insurance policies required by this Agreement shall contain the
following provisions:
1. All Policies. Each insurance policy required by this Agreement shall be
endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either
party to this Agreement, reduced in coverage or in limits except after 30 days' prior written
notice by Certified mail, return receipt requested, has been given to City.
2. General Liability and Automobile Liability Coverages.
(1) City, and its respective elected and appointed officers, officials,
and employees and volunteers are to be covered as additional insureds as respects: liability
arising out of activities Consultant performs; products and completed operations of Consultant;
premises owned, occupied or used by Consultant ; or automobiles owned, leased, hired or
borrowed by Consultant. The coverage shall contain no special limitations on the scope of
protection afforded to City, and their respective elected and appointed officers, officials, or
employees.
(2) Consultant's insurance coverage shall be primary insurance with
respect to City, and its respective elected and appointed, its officers, officials, employees and
volunteers. Any insurance or self insurance maintained by City, and its respective elected and
appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute
with, Consultant's insurance.
(3) 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.
(4) Any failure to comply with the reporting or other provisions of the
policies including breaches of warranties shall not affect coverage provided to City, and its
respective elected and appointed officers, officials, employees or volunteers.
3. Workers' Compensation and Employer's Liabilijy Coverage. Unless the
City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of
subrogation against City, and its respective elected and appointed officers, officials, employees
and agents for losses arising from work performed by Consultant.
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C. Other Requirements. Consultant agrees to deposit with City, at or before the
effective date of this contract, certificates of insurance necessary to satisfy City that the insurance
provisions of this contract have been complied with. The City Attorney may require that
Consultant furnish City with copies of original endorsements effecting coverage required by this
Section. The certificates and endorsements are to be signed by a person authorized by that
insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified
copies of all required insurance policies, at any time.
1. Consultant shall furnish certificates and endorsements from each
subcontractor identical to those Consultant provides.
2. Any deductibles or self-insured retentions must be declared to and
approved by City. At the option of City, either the insurer shall reduce or eliminate such
deductibles or self-insured retentions as respects City or its respective elected or appointed
officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing
payment of losses and related investigations, claim administration, defense expenses and claims.
3. The procuring of such required policy or policies of insurance shall not be
construed to limit Consultant's liability hereunder nor to fulfill the indemnification provisions
and requirements of this Agreement.
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EXHIBIT "D
PROPOSAL
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First Co Transit
Methodology for Assessing On-time Performance
Our Road Supervisors conduct road observations and time point checks to ensure on-time performance and
schedule adherence. Daily, our supervisors observe driving practices for safety and on-time performance,
vehicle appearance and passenger interaction. Additionally, the dispatchers check in with drivers throughout
via the radio to ensure they are on schedule. With time point checks, our supervisors monitor schedule
adherence. Drivers having difficulty meeting on-time performance are counseled and given additional training
when necessary.
Late buses, on-time performance, and missed trips are operational issues that can occur based on internal
and external influences. We believe the root causes of such issues include:
• Signalized intersection delays
• Mechanical vehicle delay/accident/incident
• Over -crowded bus trips
• Traffic
• Driver training issues
First Transit's Plan to Address Late Buses and On-time
Performance
Road supervisors will be assigned to monitor on-time pull-out, complementing the dispatchers' efforts to
monitor the on-time check-in of drivers at the dispatch window each day, thus ensuring that our vehicles
leave the yard in a timely manner. Our General Manager, and/or Road Supervisor will be present at peak
deployment times to observe pull-outs on a regular basis, giving them an opportunity to greet operators
during these peak pull-out times.
Once vehicles are deployed in service, two types of checks will be performed: road observation and time
point. Road -observation and time point checks will be conducted by the road supervisor in the field and the
dispatchers. These unscheduled and scheduled (time point) checks will be conducted to monitor on-time
performance, prevent vehicle bunching, check vehicle cleanliness, and observe safe -driving practices.
Road -observation checks will be conducted daily. Time point checks will be conducted by the dispatcher
frequently throughout each day. Operators will be required to contact the dispatcher if they start running
behind schedule. Operators that have difficulty delivering on-time service are counseled and/or go through
retraining. Behind -the -Wheel Instructors will be used for observation to identify operating issues and to
retrain as needed. Schedule timing issues are also highlighted by the regular time checks.
In cases where there is an on-time performance issue which may involve route scheduling issues, we will
perform a route or schedule analysis in concert with City staff. The result of this system or route review is the
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First Transit
development of a Line Segment Running Time Analysis report illustrating the scheduled speeds along
segments of each route that was reviewed. This report helps establish accurate running times in order to
have the most efficient, on-time operation. This value-added service is a part of First Transit's corporate
support and eliminates the need to possibly have to bring in an outside consultant to perform route analysis
at an additional expense. Chronically late trips that appear to be due to insufficient running times or
traffic/signalization issues will be reported to City Scheduling for review and possible adjustment.
We will work with the Our standby buses can be deployed when needed if passenger loads
City to identify any exceed standing room capacity on specific bus trips or when a
late/missed trip has been identified. Similarly, we will take advantage of
traffic improvements buses en -route back to the yard at the end of their regular assignment to
or re-routing. "pick up" trips as might be necessary.
Missed trips may involve the following common incidents:
• Very late bus
• Missed bus trip due to very late service, accident and/or traffic delay
• Passenger at wrong bus stop location (not at designated stop)
First Transit knows how important it is to deliver on-time performance to our City passengers. Through our
road supervision staff, we focus on the positive things our drivers do and provide genuine feedback to
improve weaknesses. Our Road Supervisors will be out on the street to support everyone's efforts to provide
on-time performance through recommendations for improved service and helpful reinforcement of our
mission to continually improve driver's performance. All First Transit staff are empowered to make decisions
within constraints to facilitate improved service.
Our Road Supervisors are assigned various time points within their area to monitor routes/services,
scheduled timepoints and pick-up/drop-off locations, as well as ensuring that drivers remain on their
scheduled routes. They assist with vehicle breakdown issues, like lift and ramp failures, or transport
passengers when necessary.
In-service Failures
Although First Transit strives for no mechanical breakdowns, issues do arise that require us to respond in a
timely and effective manner. With over 54 years of transit experience operating fixed -route service, we are
prepared to respond effectively to breakdowns. Road supervisors are our first responders to breakdowns.
They will help make the call as to how best to quickly ensure that service is not unduly interrupted. Service
will quickly be restored by inserting a spare bus, responding with a replacement bus from the facility or to
"pick up" the trip with a bus that would otherwise be returning to the facility.
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Unusual Traffic Conditions
First ri Transit
Our supervisors will have direct communication capability with the dispatchers and will use that feedback to
help drivers be prepared to focus on a particular part of a route. This will allow drivers to prepare for
changing road conditions, including increased traffic, planning for alternate routes, and even inclement
weather. This interaction with the dispatcher is an important tool in preventing loss of performance or in the
rapid response to issues.
Other Events that Impact Routine Service Delivery
Driver Performance
First Transit has as our goal, the continual improvement of our driver's performance through our thorough
training, honest feedback and accountability. When issues arise that indicate an employee is having issues in
delivering less than outstanding performance, we consider it extremely important to spend additional time
with the employee. The type of issues that might arise include:
• Absenteeism
• Late dispatch check in
• Not meeting on-time performance
• Passenger complaints
• Safety concerns
When these issues come to our attention, our supervisors and managers spend time with the employee to
find out what might be causing the decline in performance. The employee might be having personal issues or
there may be a misunderstanding of expectations. Once we understand what is behind the performance
issue, we jointly develop an action plan with the employee to help them improve. While it is our goal to help
every employee improve, sometimes we must provide progressive discipline in order to hold them
accountable and to document our expectations. Our General Manager remains closely involved when
discipline is needed. Regardless of the issue, our management staff has, as one of their goals, the
improvement in employee performance. If it does become necessary, progressive discipline is issued that
may eventually lead to termination.
Our road supervision efforts are very important to supporting our drivers. Often times, a driver just needs
feedback on their performance to help them understand how they are doing relative to City or First Transit
expectations. All of our supervisors have been drivers, many of them with many years experience. Our Road
Supervisors understand the issues our drivers face and can offer genuine solutions to tough situations.
Vehicle Appearance
Our supervisory staff randomly checks buses each day at our lot or when they are on the street for
cleanliness and overall condition. Daily, our Service Worker will actively monitor vehicle cleanliness as they
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First O® Transit
come off the service line and will not allow a bus to be parked on the lot for subsequent service until it is
acceptable. Road Supervisors observe vehicles on the street to ensure appropriate appearance.
Fare Disputes
Fare disputes are handled by informing the passenger of the appropriate fare and reporting the incident to a
dispatcher or supervisor. Recurring problems from the same passenger may require a directive from the City.
Fare disputes and their resolution will be discussed with the City to ensure compliance with all established
policies and procedures. This topic is also covered during the employees' initial training when hired, and we
discuss this issue periodically at our monthly safety meetings. At a minimum, First Transit's procedures will
include that we ask the passengers for the correct fare and notify City when a dispute arises. At our
dispatcher's direction, the driver will attempt to resolve the issue. If the passenger is still not satisfied, a Road
Supervisor will be sent to meet the bus and attempt to resolve the passenger's issue.
Proposed Technology for On -Time Performance
Networkfleet, Inc.
Networkfleet, Inc. is a leading provider of wireless fleet management services that improve fleet efficiency by
reducing fuel use, emissions, and maintenance expenses. The company's technology combines vehicle
diagnostic monitoring with an online GPS fleet tracking system.
y Networkfleet gives fleet managers online power to access near real
t twi VVU1 ANI It= time information on virtually any aspect of fleet operations. Fleet
managers can log on day or night through a secure, easy-to-use
web application to view specific vehicle data such as current location, fuel use, precise mileage, exact
speed, and idle time.
Website access will be made available to the City of Temple City for monitoring service vehicles.
NETWORKFLEET GPS Fleet Tracking
Track Your Vehicles Anytime, Anywhere
Networkfleet merges GPS technology with affordable wireless coverage from AT&T. The result is easily
accessible GPS Fleet Tracking that improves efficiency and reduces cost. With Networkfleet you can count
on:
• Industry longevity: founded in 1999, Networkfleet provides GPS to more than 120,000 vehicles
around the U.S. and Canada. Networkfleet has more than 50 patents issued or pending surrounding
remote diagnostics, and manufacture their products in the USA.
• Easy to use: Networkfleet hardware devices are easy to install and implement in fleets of 5 or 1000
vehicles. Online access to your fleet is available 24/7 via our modern, intuitive web interface.
• Installation network: Networkfieet nationwide network of installers are certified, and they get the job
done right the first time.
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First 6� Transit
Training: Networkfleet offers ongoing live webinars, training videos, and a have a world-class,
responsive, and quality -driven Customer Care team.
Please see additional information on Networkfleet is available online at http://www.networkfleet.corii/, and as
an Attachment.
Radio Equipment
First Transit is proposing to install and use digital radio technology with the City of Temple City service. The
Project General Manager, Heidi Miller, will be responsible for ensuring all communications -- whether between
First Transit dispatch/supervisors and drivers; between operations and maintenance staff; or with the City of
Temple City staff. First Transit has had successful experience with Mobile Relay Associates through radio
use at our recent LACMTA fixed route contract and is pleased to propose a two-way digital radio system for
the City services that will include 5 radios, 2 portables with a base station and will be purchased from the
Mobile Relay Associates company. After the radio system is purchased the dispatch base control station,
mobile bus vehicle units and portable radios will be maintained by Mobile Relay Associates as needed to
ensure operational communication at all times.
Please see Attachments for a complete description of our proposed radio system.
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First ro Transit
Fare Collection and Reconciliation Activities
We have developed and tested farebox collection procedures that guarantee the full accounting for all fare
revenues. We will provide City with a monthly written report indicating the revenue collected, reconciled, and
deposited daily, as well as cash summary sheets. The monthly report will track all cash and other fare media.
Our revenue collection and reconciliation procedures are designed to minimize the potential for abuse. This is
in response to our responsibility to safeguard our client's financial resources. Our system, as described
below, is based upon the principles of limited access, specific individual accountability, and joint
responsibility of monies prior to deposit. We will monitor daily fare collection activity from the route driver
through bank deposit. Each element of the system will be reconciled against total revenues to ensure that no
losses occur. Should reconciliation identify losses, we will act immediately to identify the source of the loss
and apply appropriate measures to correct the situation.
Fare revenue is a crucial element of our operation. In Temple City, we will ensure fares are secured and ready
for deposit into the City's bank account, or fares will be credited on our invoice to the City of Temple City.
Fares will be charged to passengers as specified by City. All revenue is to be controlled and accounted for in
accordance with standard cash handling, fare retrieval and accounting practices. Periodic audits will be
conducted, including the annual farebox audit.
Reconciliation procedures and use of farebox information are the basic controls for ensuring that on bus
revenue is accounted for completely and accurately. It is essential that operational management have an
overview of this process and take responsibility for the information.
Our revenue collection and reconciliation procedures are designed to safeguard the City's financial resources
and to minimize the potential for abuse. Our system, as described below, is based on the principles of limited
access, specific individual accountability, and joint responsibility of monies up to individual vault dumping and
collection of receiver vault by armored car for counting and deposit into the City's revenue account. We
monitor daily fare collection activity from the Bus Operator through the bank deposit. Each element of the
system is reconciled against total revenues to ensure that no losses occur. We will ensure that monies are
transported to and from bank facilities in a secure manner.
Responsibilities
Our General Manager will review and approve all policies and procedures with regard to farebox collection
equipment and revenue collection processes. Our General Manager is the primary key control person and
oversees preparation of daily and monthly required reports for the City.
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Cash and Pre -Paid Media
First �o Transit
First Transit will follow the fare schedule set forth in the City RFP, or as modified during the course of the
contract. First Transit will also fully comply with efforts toward the implementation of new fare media.
Security Key Control
Key control is the responsibility of the General Managers. Vault keys are inventoried and stored in a safe
place. They are issued to authorized personnel controlled by authorized access lists. A daily inventory is
required for the vault keys. No vault keys will be permitted to be taken off the property. The vault keys must
be signed for by personnel on the access list.
Revenue Counting Procedures
Farebox Revenue Retrieval, Reconciliation, and Accounting Procedures
Revenue Retrieval
All fare boxes are to be emptied once a day, Monday through Friday, unless otherwise directed by the City.
Weekday procedures are listed below. To do this, they will need the following supplies:
• coin bags
• pre-printed label
• farebox keys (must be signed out and in on key control log)
• Vehicle Vault sheet
• Fine tip black marker and black ink pen
• Armored car service book or bank deposit slip, as applicable
Weekday Procedure
After the end of the AM shift each bus is vaulted while parked. Two employees retrieve the cashboxes from
each bus. All cashboxes are then taken to counting area. Once inside, the employees will open cashboxes
and the revenue will be counted and documented by route. The Supervisor will note on the Vehicle Vault
Sheet with a black ink pen the number of the bus, the corresponding route and the amount of revenue.
The Supervisor will empty out the collected fares (i.e. cash fares, coupons, transfers, tokens, etc.,) into the
appropriate route coin bag. This same bag will be sealed and numbered with a label attached. Using a fine
tip black marker, the Supervisor will note the following information on the tag:
• Date
• Route/Block Number
• Company Name
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First �o Transit
All sealed route coin bags are to be secured in the safe until the City of Temple City's contracted armored
car service arrives and/or two employees are able to take the City of Temple City's deposit to the bank.
Specific procedures will be discussed for each City.
When the collection and securing of all fares is done, the Supervisor will leave the completed Vehicle Vault
Sheet with the dispatcher on duty. This sheet will be forwarded to the General Manager's office the next
morning, along with the Dispatch Log Sheet and other operational paperwork.
Audits
Management conducts revenue control audits on a random basis to ensure positive revenue control; i.e.,
placing marked money in vaults, pre -counting money in the bin, etc.
Personnel Security Background Checks
Background checks are conducted on all personnel performing duties involving access to revenue.
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First 65P Transit
Data Collection, Record Keeping, and Reporting
For operations data, First Transit operations supervisors under the direction of the General Manager and staff
will input all required operations, safety, and drug and alcohol testing data into the system on a regular basis.
This data will have been tracked on our internal web based safety systems as well as from manual reports
prepared daily and weekly by our operations personnel.
NTD information will be gathered and input based in the following manner:
We receive Quarterly Survey Assignments from the City which tell us on which route, date and time,
each survey should be conducted.
• Surveys are assigned to drivers to gather all information requested on each survey sample.
• The survey samples submitted by the drivers at the end of their shift
• The information is compiled onto an electronic spreadsheet to roll up into monthly, quarterly and
annual formats.
The City receives reviews & enters all information into their main database.
As part of First Transit's reporting system, we offer the following information describing the in-depth
capabilities regarding reporting.
National Transit Database Data Collection and Reporting
Section 5307 (formerly Section 9) recipients fully appreciate the need to have confidence in their contractors
to produce reliable and timely National Transit Database (NTD) information. This information covers not only
the incentive tier of funding with passenger miles, but most importantly, vehicle revenue miles. It is vital for
the contractor to know the NTD definitions and FTA recommended sampling procedures. Our staff is very
familiar with NTD requirements and knows how to produce accurate information on a timely basis. We have
been familiar with NTD reporting requirements and the FTA Uniform Accounting and Reporting system for
many years. This type of data collection and reporting has been implemented in our contracts throughout the
country.
FTA Reporting
First Transit is current with FTA reporting standards. This experience will ensure the City that they will receive
the full funding available to them.
Operations Data
Day-to-day operational data such as scheduled, actual, and revenue miles as well as hours are important,
not only for NTD reporting purposes, but also efficiency monitoring.
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Accuracy
First ro Transit
Our staff is accustomed to producing these and more reports for both First Transit staff and contract clients
to aid in the monitoring as well as evaluation of service for continuous improvement. Our staff must produce
accurate and timely reports. We fully realize that accurate and timely data is one of the keys to successfully
providing a high quality service, because without such data, decisions may not be correct. In addition, as
specified in the RFP, we will report to the City all required daily, weekly, and monthly data in a legible,
accurate, and timely manner.
A sample Monthly Report has been provided as an Attachment.
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Monitoring Project Operations
Field Supervision Program
First �® Transit
The Road Supervisor, observes and evaluates drivers on schedule adherence, safety skills, and
performance, as well as customer service, and recommends corrective action, if necessary. In addition to
driver performance, the Supervisor observes and evaluates vehicle appearance and cleanliness.
To ensure smooth road operations, the Road Supervisor retains familiarity with company policies, state
driving laws and the City's system procedures, and keeps current with changing public transportation
regulations and laws. The Road Supervisor maintains an exemplary driving record, sets a positive example
and completes all reports in a timely manner.
Additionally, the Road Supervisor aids our General Manager in accident investigation, retraining activities and
resolves passenger disturbances.
Performance and Functions of all Supervisory Personnel
The Road Supervisor:
• Provides on -street presence and supervision for operators, passengers and public to ensure bus
services are being provided in safe and effective manner.
• Assists dispatchers to ensure buses operate on-time at key time points.
• Advise operators and dispatchers of street conditions such as hazards, traffic congestion, accidents,
etc.
• Provide immediate response to accidents, injuries and mechanical breakdowns involving buses.
• Performs time checks of routes on a random and non-random basis.
• Assists management in troubleshooting and quality assurance including vehicle tours, vehicle
bunching and passenger issues.
• Assist dispatch with ensuring timely facility pull-outs and pull -ins
Road Supervisor Qualifications
The Road Supervisor will supervise operators to maximize their ability to provide timely service. In addition,
Road Supervisors will be used to correct customer problems, evaluate operators on the road, and respond
to accidents and incidents.
The Road Supervisor should possess a high school diploma or equivalent. At least two to three years in
transit supervisory capacity or equivalent successful transit bus operation is preferred. The Road Supervisor
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First rr Transit
should be computer literate and have a working knowledge of Microsoft Word and Excel. Familiarity with
basic vehicle mechanical processes is preferred. Supervisory experience with hourly employees is helpful.
Ability to effectively prioritize tasks and manage time effectively is required. This position requires an individual
who can effectively interact with all levels of employees, from vehicle operators to Senior Management, and
with clients and the general public. Previous personnel or training experience is helpful. The Road Supervisor
must be able to perform the following tasks, among others:
• Clearly communicate job requirements and operator responsibilities to operators.
• Conduct on -the -scene accident investigations, assist operators in preparing accident reports, safety
reports, and document safety violations.
• May design and deliver driver training and safety courses; train new operators and retrain those
involved in accidents.
• Conduct observance of operators on the road, correcting safety problems on the scene and
documenting violations.
• Provide liaison between company/clients and the operators to assist in quality customer service.
Interpret and monitor operator performance to ensure safety, labor, and legal compliance.
• May assist in dispatching, and miscellaneous clerical tasks as required.
• Must be able to obtain required license to operate the vehicles at the project location, maintain that
license, and if necessary, drive a route.
• Must be able to board vehicles in order to inspect vehicle condition.
• Work extended hours on a regular basis.
• Must be willing to work schedules that include weekend days.
• Demonstrate regular and consistent attendance and punctuality.
• Manage personnel effectively.
• Oversee and monitor all safety issues.
• Prioritize tasks and manage time effectively.
• Travel as needed to conduct company business.
• Monitor on-time performance and overloading issues.
• Conduct interviews with drivers and administer discipline when required.
• Investigate and evaluate customer complaints.
• Evaluate and monitor service requirements and document/submit recommendations to improve the
quality/ efficiency of service.
• Monitor and evaluate routes for possible service disruptions or possible detours.
• Ensure that support vehicles are well maintained, tidy and an acceptable appearance.
• Ensure that passenger with special needs are accommodated in a safe and professional manner.
• Respond, investigate and evaluate passenger disturbances to ensure minimal disruption to service.
• Enforce policies and procedures
• Complete additional duties as assigned.
The Road Supervisor functions as a day-to-day contact with our drivers.
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Implementation Plan
Transition Experience
First C® Transit
First Transit has extensive relevant experience and capability in the management, and operation, small to
medium sized transit service. This experience includes starting up and transitioning projects from either the
ground up, from another vendor, or through a conversion of a publicly operated project to private enterprise.
As our numerous clients can attest, First Transit honors its commitments during the implementation and
transition phase.
First Transit's transition model includes coordination of all activities by a dedicated, on-site Transition
Manager. Subject experts from First Transit's West Region are also key members of our transition team,
spending significant time on-site leading up to the start-up and ensuring initial success.
While we work to be a trusted partner with the City, we will be mindful of our specific role and responsibility
as a contractor; that is to meet or exceed the scope of the contract and do so in a safe and cost-effective
way. We have learned that the most effective and seamless transition of public transit service requires a
number of specific and fundamental steps.
These are:
1. Obtaining a thorough understanding of the work to be transitioned and the service expectations as
measured by detailed performance indicators.
2. Establishing a formal transition schedule that has measurable milestones. This schedule must be
transparent to the customer and there must be regular and open communications around this issue.
3. The contractor must commit sufficient resources to the transition in the form of an experienced staff,
financial support, and proven procedures and practices to assure a successful transition.
4. Developing a positive working relationship with the employees in order to understand their interests.
This will require regular and open communications.
5. Preparing for the unexpected and having sufficient resources to anticipate them and respond to
them if necessary.
6. Bringing our General Manager on-site immediately to work in conjunction with our Region staff to
support the start-up efforts and to serve as a resource to our customer and staff.
As more thoroughly described in the sections below, First Transit will be able to provide a virtually seamless
transition to the new contract.
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Transition and Start-up
First 0o Transit
Upon contract award, First Transit is dedicated to providing the smoothest possible transition for the City.
We understand that the relative ease in this transition is a strong deciding factor in contract award and a
smooth, orderly service continuation is critical. As an experienced service provider and an industry leader,
First Transit can provide a seamless transition to the new contract.
Each one of our operations begins with a transition process of some sort, whether in the form of taking over
a contract from a competitor, through an acquisition, or a negotiated procurement with an agency operating
its own service. In fact, similar transitions take place day to day in each contract we operate. Each time we
add service, revise routes, add new employees, replace a key management individual, roll out a new policy,
add new equipment, etc., steps are taken to accommodate the change while maintaining consistent quality
service to the public. In any case, a fundamental and well developed process is always applied.
One of our firm's greatest strengths, our West Region management support team of Nick Promponas, Eric
Estell, Jesse Roach, Margie Michael, Joyce Dilley and Grant Hendrick, can also be counted on to provide
guidance and assistance for a smooth start-up and transition for the City transit services.
Understanding of the City's Requirements
Our work plan and response to the RFP requirements include roles and obligations we believe to be key to a
successful transition to a new contract with the City in 2011.
1. Operate and maintain the City transit service.
2. Ensure the safety of passengers and the general public with well-maintained equipment and safe
operating procedures diligently monitored by supervisors, dispatchers, and all managers.
3. Adhere to budgetary estimates and continually seek efficiencies without impacting service quality.
4. Ensure adequate availability of highly qualified and well-trained operators and an adequate supply of
safe, well maintained buses for service requirements.
5. Recruit, hire and train a full contingent of all positions required to operate, maintain, and manage the
service, keeping turnover at a minimum.
6. Consistently maintain a safe fleet to meet daily service requirements and to maintain the City assets
for maximum life cycle.
7. Provide excellent customer service to passengers, general public, and City staff.
B. Supervise facility upkeep, and stewardship of City assets and facilities.
9. Operate all services with well-trained employees.
10. Implement and follow sustainable business and operating practices throughout the functions and
tasks of the contract.
11. Eliminate unsafe driving acts and reinforce the "5 keys": get the big picture, aim high in steering,
keep eyes moving, leave yourself an out, and make sure they see you.
12. Minimize passenger inconvenience by eliminating missed trips
13. Treat passengers with respect, using proper passenger assistance techniques and sensitivity.
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First Fol' Transit
14. Perform frequent and consistent service monitoring, reporting, quality control, and quality assurance.
15. Recruit, hire, and train all operators, utility workers, dispatchers, road supervisor, managers, and
clerical staff.
16. Complaint resolution, including ADA and no shows.
17. Enforce a robust Safety Security and Emergency Management Plan.
18. Data gathering and reporting with an emphasis on timeliness and accuracy.
19. Partner with the City to facilitate the selected vehicle communication and management system.
20. Audits of risk management, environmental, and maintenance program
21. Provide flexibility to the City when service adjustments are made.
22. Vehicle/employee accident and injury investigation and Workers Compensation claim management.
23. Substance abuse prevention policy and plan.
24. Operations during declared emergency and other extraordinary events.
25. Follow the City's Lost and Found and customer service procedures.
26. Ensure all required insurance is provided.
27. Communicate operational issues with full transparency to the City staff.
Start-up Schedule
First Transit will provide the smoothest possible transition with no disruption to the City ridership. Our initial
focus will be in reviewing and evaluating all existing operations, maintenance, and administrative policies and
procedures, assessing current employees for retention, preparing fleet and facility transition processes,
ordering and receiving non -revenue vehicles and equipment, and recruiting/hiring/training new employees
and retraining existing employees as needed. These tasks will be performed by high-level managers
empowered to implement the contract and complete tasks in a timely manner and consistent with the City
direction. Each transition requires a concentration on human resources, accounting, safety/security, labor
relations, facility management, asset management and administration.
Transition Manager and Team
First Transit will use a Transition Manager for this project who will act as a single point of contact for the City
and lead the efforts of the entire management team to facilitate a smooth start-up. Jesse Roach, a transit
veteran, will be responsible for providing the experience and technical expertise to fulfill this role and will be
dedicated full-time for the transition. Supporting Jesse will be our team of West Region professionals as well
as our corporate support staff who will be on site at key points during the transition to provide technical
assistance. Jesse will work on leading and facilitating every step of the transition, including responsibility for
maintaining morale and dedication during what can be a very stressful time for the system and its
employees. Our General Manager reports will begin working full-time on the project within weeks of the
award, before the actual start-up of service.
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Key Tasks
First Co Transit
There are many tasks that must be completed to ensure a successful transition; however, there are several
that are critical in nature and time sensitive, which require special emphasis.
Developing First Year Goals and Objectives
During the start-up period, First Transit and the City will clarify service goals and objectives for the first year of
operation, which will serve as the basis for the City to monitor and evaluate our performance.
Coordination with the City
A smooth and seamless transition/start-up begins with the establishment of effective communications and a
sensible transition plan. Upon contract award, First Transit's Region Vice President Eric Estell, Director of
Operations the City and our proposed General Manager will meet with the City to finalize the transition/start-
up plan, which will include identifying key personnel; timelines for completion of tasks; and roles and
responsibilities. We will also establish a schedule for weekly (or more frequent) meetings to monitor progress
and resolve any issues and concerns throughout the transition period.
Transitioning Employees and New Staff Recruitment
At First Transit, we recognize that our best resources at any new location are the employees already proudly
working there. The transition of these employees enhances our ability to provide a seamless transition and
an experienced workforce. We have assumed approximately 90 percent of the current workforce will make
the transition to First Transit services. Initial emphasis will be placed on recruiting existing employees.
Early in the transition process, we will conduct orientation meetings with existing employees and labor
representatives to provide information about First Transit and our wage and benefit package. All interested
employees will be requested to submit applications and complete the screening, interview and background -
check process. Upon successful completion of the drug and alcohol tests, existing employees will be
offered employment with First Transit.
In conjunction with recruiting existing employees, if necessary, we will implement strategies to recruit, hire
and train new employees. These include advertising in local newspapers as well as web sites that focus on
the service area. Another valuable resource that First Transit provides is the ability to advertise internally at
our other transit system operations as well as those operating locations of our sister companies, First Vehicle
Services and First Student. Recruiting, hiring, and training are discussed in detail in the appropriate sections
of our proposal.
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First C® Transit
Tom Secrest is a labor attorney and First Transit's Vice President of Labor Relations responsible for
negotiation of labor contracts and ongoing labor relations and is responsible for directing the efforts of the
team in establishing all human resource programs. Tom along with First Transit corporate staff including our
West Region Human Resource Director, Joyce Dilley, will lead the effort to hire and recruit existing and new
employees as needed.
First Transit's Human Resources and Labor Relations team will work closely with our management team to
complete the following primary tasks:
• Orientation meetings with the transitioning employees;
• Administrative tasks such as creating new -hire packets and creating files on the transitioning
employees;
• Recruiting, interviewing and hiring new employees;
• Ensuring benefits plans are in place and available;
• Performing background checks; and
• Drug and alcohol testing and compliance.
Hiring, Training and Certifying
First Transit will determine which existing employees meet our hiring qualifications and assess their skills.
These employees will generally have a shorter training period, which will take place outside of their normal
working hours, minimizing impact on the current service being provided. First Transit will also begin training
classes for new hires as necessary. These classes will be staggered so that the training is provided
efficiently and effectively and to ensure that a sufficient number of operators are trained and ready on our first
day of service. Existing contractor employees will receive a minimum of 16 hours of training.
The 16 hours of training to each transitioning driver will include defensive driving, customer service,
passenger assistance, injury prevention, First Transit policies and procedures, and new technologies
including the use of, radio communication Dispatchers and supervisors will also receive training on First
Transit policies and procedures, injury prevention, customer service, and new technologies. Each new
vehicle operator will receive a minimum of 80 hours of training for operators.
West Region Senior Safety Manager, Margie Michael, will provide assistance to our transition team. The
safety team specializes in organizing medical and training files for new employees, creating training manuals,
insurance coverage, accident/incident paperwork, and training new hires.
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Administrative Functions
Fust ra Transit
Administrative functions, such as opening and maintaining detailed employee files, creating and keeping an
extensive library of training materials and setting up payroll, are sometimes easily overlooked. First Transit,
however, is aware of the importance of such administrative concerns to a smooth start-up and to the
continued operation of a system.
Vehicle Transition
First Transit has tremendous experience in the process of transitioning a revenue fleet between contractors.
The objective is to hold the outgoing contractor to a specified standard established by the agency confirming
all needed repairs by a third party inspector. Once the results of the inspection are provided to the outgoing
contractor a time allotment for completing repairs should be firmly established. Generally this is by the date
of the commencement of the new contract. A follow-up inspection is again critical to ascertain repairs have
been made, and made properly. Any open items remaining after the follow-up inspection would become the
responsibility of the incoming contractor to repair, reimbursable by the agency. Here again a specific time
period should be established and agreed upon by the agency and incoming contractor based upon the
number of open items and the complexity or severity of those items, including potential issues with obtaining
required parts or specialized services.
Also agreed upon at this time is the rate per hour, parts cost mark up and any administrative overhead
charges. As repairs are completed, either on-going or at the end of all work, the agency should re -inspect as
was done with the outgoing contractor's repairs. Appropriate work orders and/or parts purchase order(s)
documentation should be available at the completion of repairs, as well as during this inspection. All repairs
that are deemed completed will then be invoiced to the agency by the incoming contractor. It is the agency's
decision on how to pay for these final repairs but the common practice is to withhold an estimated amount
from the outgoing contractor's final payment from which the agency reimburses the incoming contractor.
Any funds not used are refunded to the outgoing contractor. Again it is best to have pre -determined time
allotments for these repairs to be accomplished, to include reimbursements and refunds. First Transit will be
available for primary and secondary vehicle inspections with the City, the current contractor, and third party
inspector.
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Transition Timeline
First 0a Transit
Based upon the information provided in the City's RFP, as well as our experience with and understanding of
transit services, we have included a summarized schedule for the transition of the City transit services.
Task Begin Date End Date
Transltiona.l Timel{ne and Scope of Service Review 04
Contract recommendation from the City I May 2011
Notice to Proceed issued to First Transit — ; May, 2011
Initial operational meeting with First Transit and the City staff - - May 2011 - -On _going
Contract approved and signed by the City and First Transit May 2011
Scope of.Service Implementatlan -With Mont Ravlew (as needed)
Understanding of service standards new contract
Review recruiting/hiring/training standards, if necessary
R%ruitmant, Training and Staffing Requirernanl.s
May 2011
May 201
Review current staffing requirements I April 201
Review personnel/training/medical files, licenses, etc. May 201
Conduct supervisor re-training and staff orientation, meetings May 2011 June 2011
Facility Related Issuea - -
Review environmental assessment of facility June 2011
Review contractual facility requirements with the CityMay 2011
Review office layout/parking changes May 201
Vets de Maintenance Setup.
Review shop layout, safety and regulatory criteria
Order new shop equipment, if necessary
Review vehicle records condition and with the City staff
Begin facility maintenance and equipment transition
Administrative Furlctiona and Office Setup
Review "call down" list to supervisors, management, region
Review and order office supplies and equipment
Review/order shop equipment, as necessary
Oustomer Service Standwds
May 2011
May 2011
May 2011 June 2011
— I -- April 2011 May 2011
June 2011
May 2011 June 2011
May 2011 June 2011
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Re-review procedures and process for customer comments
Re-review response time guidelines with the City
Review operational emergency plans with the City
Driver Scheduling
Review runcut, driver shifts and assignments based on new service
levels; prepare and conduct new driver bid
BervJce Mart
Transition Team Meetings — Weekly
Follow-up meetings with the City on any open issues
Initiate Revenue Services
First 0o Transit
Begin Date End Date
May 2011
May 2011
May 2011
- May 201 "
June 2011
May 2011 June 2011
May 2011 June 2011
July 1, 2011
A more detailed, task -by -task transition plan will be developed and produced during the Best and Final Offer
and subsequent negotiations, reflecting updated status of key decisions on labor negotiations, fleet and
equipment needs, and value-added options the City may wish to implement.
We look forward to working with the City under the new contract. First Transit has evaluated the operational
needs, created a workable schedule, and has the staff available needed for a smooth transition.
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