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HomeMy Public PortalAbout08) 7E Third Amendment with Southland Transit for Dial-A-Ride ServicesDATE: TO: FROM: PARKS AND RECREATION DEPARTMENT MEMORANDUM June 19, 2018 The Honorable City Council Bryan Cook , City Manager By : Cathy Burroughs , Director of Parks and Recreation AGENDA ITEM 7.E. SUBJECT: APPROVAL OF THIRD AMENDMENT TO AGREEMENT WITH SOUTHLAND TRANSIT, INC. FOR DIAL-A-RIDE TRANSPORA TION SERVICES RECOMMENDATION: The City Council is requested to : 1. Approve the Third Amendment to the Agreement to Provide Services with Southland Transit, Inc. (S TI) for Dial -A-Ride (DAR) transportation serv ices (Attachment "A "); 2. Direct staff to return to City Council with a plan on how a Request for Proposals (RFP) will be structured integrating Dial-A-Ride and on-demand local public transportation for residents by the December 18, 2018 meeting ; and 3. Based on City Coun cil discussion and direction , on December 18, 2018, direct staff to develop and issue a Request for Proposals (RFP ) for DAR and other transportation programs in January 2019 . BACKGROUND: 1. On May 6 , 2014, the City Council approved a three -year Agreement (Agreement) with STI to provide DAR transportation services through June 30 , 2017 . The Agreement allows for an additional two years , at one-year intervals , upon mutual agreement by both parties . 2 . On August 4 , 2015 , the City Council approved the First Amendment to the Agreement to provide DAR transportation services with STI to cover the additional costs associated with extending the hours of operation of the City's DAR transportation program on Saturdays and Sundays as recommended by the Parks City Council June 19 , 2018 Page 2 of 3 and Recreation Commission . 3 . On June 6 , 2017 , the City Council approved the Second Amendment to the Agreement with STI which amended Section 4 (a) to provide that the compensation for year four (one-year extension) would be $59 .30 per hou r, not to exceed $480 ,923 ; Section 16 to modify the indemn ification terms so that they complied with new standards required of the City by its insurers ; and Sect ion 17 to modify certain language related to insurance to comply with current City st andards . 4 . On January 29 , 2018 , STI provided a quote to the City for DAR transportation services for Fiscal Year (FY ) 2018-19 . 5 . On June 5 , 2018 , the City Council considered the Third Amendment to the Agreement with STI which would amend Section 4 (a) to provide t hat the compensation for year four (one -year extension) would be $64 .84 per hour, not to exceed $525,000. The Council directed staff to return w ith a revised Amendment extending the term of the Agreement to six-months , with a month-to-month opt ion after the six months up to a maximum of one-year. 6. On June 6 , 2018 , staff contacted STI regarding the si x-month extension . STI indicated they were agreeable to the revised term . ANALYSIS: During the regular City Council meeting on June 5, 2018 , the City Council requested the term of the proposed Third Amendment to the Agreement to Prov ide Services with STI be changed from a one-year extension to a six-month extension with the condit ion that after the six months the Agreement could be extended on a month-to-month bas is up to a maximum of one year as authorized by the City Manager. City staff is researching various options to enhance transportation services for the community including a subsidized on-demand transportation program . Staff will bring an item to the City Council at the July 17 , 2018 meeting to provide additional direction on an on-demand transportation program . An RFP must be developed and issued i n early 2019 in order to continue with a DAR program after June 30 , 2019 . CITY STRATEGIC GOALS: Approval of this Third Amendment to the Agreement with STI will further the City 's Strategic Goals of Good Governance and Qual ity of Life . City Council June 19 , 2018 Page 3 of 3 FISCAL IMPACT: Approval of th i s item is not expected to have an impact on the proposed FY 2018-19 budget. Sufficient funds have been proposed to cover this expense . ATTACHMENT: A. Third Amendment to Agreement to Provide Services -Southland Transit , Inc. ATTACHMENT A THIRD AMENDMENT TO AGREEMENT TO PROVIDE SERVICES by an d b etween the CITY OF TEMPLE CITY and SOUTHLAND TRANSIT, INC. Dated ______ , 20_ RIV #4840-1 328-257 1 v i THIRD AMENDMENT TO AGREEMENT TO PROVIDE SE RVI CES This Third Amendment to Agreement to Provide Services ("'Third Amendment'"), which is dated for reference as indicated on the cover page, is hereby entered into by and between the C ITY OF TEMP LE CITY, a California charter city ("City"), and SOUTHLAND TRANSIT, INC., a corporation ("Service Provider"), as follows: RECITALS A. City and Servi ce Provider en te red in a three-year Agreement to Provide Services on May 6, 2014 ("Agreement"). The Agreement provides that Service Provider will provide complete Dial-A-Ride transpo rtation services for and on behalf of C it y from Jul y 1, 2014 through June 30, 20 17. B. Section 1 of the Agreement (TERM OF AGREEMENT) provides that the Scope of Services, set fort h in Exhibit "A " shall be completed pursuant to the schedule spec ified in Ex hibit "A". Exhibit "A" allows for the Agreement to be extended for an additional two years, at one-year intervals upon mutua l agreement by both parties . C. City and Service Pro vider approved a First Amendment to the Agreem ent on August 4, 20 15 to cover a dditi onal costs assoc iated with extending the hours of operation of the City's DAR transportatio n program on Saturdays and Sundays. D. Cit y and Servi ce Provider approved a Second Amendment to the Agreement on June 6, 20 17 amending Section 4 (a) to provide that the compensation for year four (o ne-year extensi on) wi ll be $59.30 per hour, n o t to exceed $480,923; Section 16 to modify the indemnification terms to comply w ith current C ity standards; and Section 17 to modify certain language related to in surance to comply w ith current Ci ty standards. E. This Third Amendment amends Section 4 (a) to provide that the compensation for ye ar fi ve (fi nal one-year extension) wi ll be $64.84 per ho ur , not to exceed $525 ,000 . F. This Third Amendment al so amend s Exhibi t A to reflect the parties' agreement on the manner in which th e fifth and fina l year (last one-year ex te ns ion) of the term of t he Agreement wi ll be carried ou t. OPERATIVE PROVISIONS NOW, T HEREFORE, in consideration of the promises made and recited he rei n, the parties do hereby enter into this Third Amendment w hich modifies and amends the Agreement as fo ll ows: 1. AMENDMENT. The Agree me nt is h ereby modified and amended as follow s : 1.1 Compensation and Method of Payment. Section 4 (a) of the Agreement is hereby amended as fol lows: RIV 114840-1328-2571 v i -2- Subject t o any limi tations set fo rth in thi s A gree me nt, Ci ty agrees t o pay Servic e Prov id e r the amount specified in Ex hib it "B" Compe n sat ion and ma de a part of thi s Ag reem e nt. The to ta l co mpensati on , includ ing reimbursem e nt f or a ctu a l ex pe nses shall n o t exceed $525 ,000 un less a dditi o na l co mpens ati o n is a pproved in writing b y the Ci ty Cou nc il o r City M an age r. 1.2 Term of Agr eem e nt. Ex hibit "A'' [Scope of Serv ic es] of the Agreement is h ereby am e nd e d a s follo ws: Serv ic e Provid er shall pr ovid e co mplete d ia l-a -ride trans po rtatio n serv ices for and o n behalf of th e C ity, as id e ntifi e d in t he Re qu est fo r Proposa l and a s st a ted in the proposal s ubmi tted by the Service Provid er d ate d March 7, 20 14 , w h ic h i s incorporated by thi s refe re nce. Scope of Services, including serv ic es, wo rk pro duct s, and personn e l , are s ubj ect to chan ge by mutua l agre ement. Serv ice Prov ide r s ha ll p e rfo rm thi s Scope o f Services fo r th e fi fth and fin a l yea r of the Agreem en t for a period o f no less than s ix (6) months. T h er eafter , the Agreeme nt w i ll conve rt to a m o nth-to -m o nth t e rm for the re m a inde r of the co n t ract year and the C ity will hav e th e o ption t o te rmin ate th e c ontract for its conve n ie nce and to c ance l an y remaining m o nt hs by giv ing thirt y (30) day s' n oti ce. T he C it y Manager is authorized to a ct on th e C ity's beha lf in gi v in g s uch notice. The C ity places a s trong e mphas is o n customer satisfa c tio n as m a ny u ser s d e p e nd on these serv ices for m ob ili ty. Servic e Provider i s ex p ect e d to provide excellent and h e lpful customer service at all levels. Service Provide r s h a ll keep records of all complaints (whether d e termined to be valid or not) and s hall prov id e to the C i ty, on a monthly basis, a lo g detailin g at a minimum the n ature of t h e complaint, Service Provid er 's inves ti ga ti on and findings in regard to the complaint, and Service Provid e r 's follow-up/respon se to the complaint. Service Provi der s hall meet with C ity staff at leas t one time each yea r of the contract period to discu ss trends, ongoing issues and concerns, and custome r satis faction. 2. GENERAL PROVISIONS. 2.1 Remainder U nchanged . Exce pt as s pecifi cally modified and amend e d in thi s Third A me ndment, the Agreeme nt rem a in s in fu ll force and effect a nd bi nd ing upo n the parties. 2.2 Integration . Thi s Third Ame ndme nt cons ists of pages I throu gh 4 inc lu s iv e , w hich c onsti tute the entire und e rs tanding a nd ag reem ent of th e part ies and s upersedes all negoti a ti o n s o r prev ious a gr eeme nts be tween th e pa rti es w ith respect to a ll o r any part of the t ran sactio n d isc ussed in thi s Thi rd A mendme nt. RI V #484 0-1 328-257 1 v I -3- 2 .3 Effectiv e D at e. T h is Th ird A m e ndme nt s h all be n ot becom e effective un ti l th e d a te it has bee n fo rm all y a pproved b y th e C i ty Counc il and executed by the appropri ate a ut hor it ies ofth e C ity and Service P rovider. 2.4 A pplicable Law. The laws of th e State of Ca lifo rn ia s hall govern the inte rpre tatio n a nd e nfo rcemen t of thi s T h ird Ame ndme nt. 2.5 References . A ll refe rences to th e Agr ee m en t in c lu de a ll thei r respective te r m s and provis io n s. A ll defin e d te rm s ut ili zed in thi s T hird Am endment have t he sam e m ean i ng as provid e d in the Agreem e nt, u nl ess expressly st a ted to the contra ry in t hjs Th ird Ame ndme n t. [continu ed on next pa ge ] RIV #4840-1328-257 1 v i -4- IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment to the Agreement on the date and year first written above. ATTEST: Pe ggy Kuo , City Clerk APPROVED A S TO FORM E ri c S. Vail , City Attorney C ITY : TH E CITY OF T EMPLE CITY B y:~---=-~~-------­Bryan Cook, City Manager SERVICE PROVIDER: SO UT HLAND TRANSIT, INC. By: ____________ _ Name:. ___________ _ Title : ___________ _ By:. _____________ _ Name:. ___________ _ Title:. __________ _ NOTE: SERVI CE PROVIDER'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, RIV 11484 0-132 8-257 1 v i -5- OR OTHER R ULES OR REGULATIONS APPLICABLE TO SERVICE PROVIDER'S BUS INESS ENTITY. RI V #4840-1328-257 1 v i -6- A notary public or other o ffi ce r completing thi s cert ifi cate verifies on ly the id entity of the individ ual who s igned the docum en t to whic h th is certificate is attached , and not the truthful ness , acc urac , or va li d i of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA COUNTY OF LOS ANGELES On 20 --------------------~~-------------------------------------------------- beforeme, __ ~------------------------------------------~~~~~----~------1 Date Name And Title Of OffiC8f (e g ·Jane Doe, Notary Pubhc") personally appeared ------------------:-:---:-=----:--:----------- Name of S 1gner(s) who proved to me on the basis of satisfactory evidence to be the person(s ) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he /s he/they executed the same in his/her/thei r authorized capacity(ies ), and that by h is/her/their s ign ature (s) on the in strument 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 forego i ng paragraph is true and correct. WITNESS my hand and official seal. Signature of Not ary Public OPTIONAL Though thi s section is optiona l, comp leting this in formation can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES) CLAIMED BY SIGNER(S) S igner's Nam e : 0 Individual 0 Corporate Officer T itl e(s) 0 Partner(s) 0 Attorney-In-Fact 0 T rustee(s) 0 Guardian/Conservator 0 Other: Signer is representing : Name Of Person(s) Or Entity(i es ) 0 Lim ited 0 Genera l DESCRIPTION OF ATTACHED DOCUMENT Title or T ype of Document Number O f Pages Date Of Document Signer(s) Other Than Named Above A notary pub li c or other offic er co mpleti ng th is ce rtificate veri fies only the iden tity of the ind ividua l who s igned th e document to which thi s cert ificate is att ac hed, and not th e truthfulness, accurac , or validi of that docu ment. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) On 20 before me , __ ~----------------------------------------------~~~------------' Date Name And Tille Of Officer (e g "Jane Doe, Notary Public") personally appeared --------------.,--:---:-=:---:-.,----------- Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person (s) whose name(s ) is/a re subs cribed 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 th e instrument the person(s), or the entity upon behalf of wh ich the person (s) acted, executed the instrument. I certify unde r PENALTY OF PERJURY under the laws of the State of Californ ia that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signatu re of Notary Publ ic OPTIONAL T hough thi s se ction is optional, com pl eting this info rmatio n ca n dete r alte rna t ion of t he document or fraudu lent reattachmen t of this fo rm to an uninten ded document. CAPACIT(IES) CLAIMED BY SIGNER(S) Si gn er's Name : 0 In div idual 0 Co rp ora te Officer Title(s) 0 Pa rtner(s) D Attorney-In -Fa ct 0 T r ustee (s) D G uardia n/Conserva tor D Other: Sign er is rep res ent ing : Name Of Person(s) Or Entity(ies) 0 Limited 0 Gene ral DESCRIPTION OF ATTACHED DOCUMENT Title or Type of Do cu me nt Number Of Pages Date Of Document S igner(s) Other Than Named Above EXHIBIT "A" SCOPE OF SERVICES-DIAL-A-RIDE SERVICES Service Provider (So uthland Transit, Inc.) shall provide complete d ia l-a-ride transportation servic es for and on behalf of the City, as identified in the Request for Proposal and as stated in the propo sal submitted by the Service Provider dated March 7, 2014, which is incorpo rated by this reference. Scope of Serv ices, including serv ices, work products, and personnel , a re su bject to change by mutual agreement. Service Provider shall perform this Scope of Services for the fifth and final year of the Agreement for a period of no less than six (6) months . Thereafter, the Agreement wi ll convert to a month-to-month term and the City will have the option to cancel any remaining months by giving thirty (30) days' notice of its electio n to cancel. The City Manager shall b e authori zed to act on the City's behalf in giving such notice. The City places a strong emphasis on customer satisfaction as many users depend on these services for mobility. Service Provider is expected to provide excellent and helpful customer service at all levels. Service Provider shall keep records of all complaints (whether determined to be valid or not) and shall provide to the City, on a monthly basis, a log detailing at a minimum the nature of the complaint, Service Provider's investigation and findings in regard to the complaint, and Service Provider's follow-up/response to the complaint. Service Provider shall meet with City staff at least one time each year of the contract period to discuss trends, ongoing issues and concerns, and customer satisfaction .. ---------------------------------- EXHIBIT "B" COMPENSATION I. The City will compensate Service Provider for the Services performed upon submiss ion of a valid invoice. Each invoice is to include: A. Li ne item s work performed in cluding the number of hours worked and the hourly rate. B. Line items for all supplies properly ch arged to the Services. C . Li ne it ems for all equipment properl y charged to the Services . II. The City shall pay Service Prov ider to perform the services provided for herein as follow s: $64 .84 per hour not to exceed $522 ,579 per year Additional services as required by C ity , up to 40 h ours per year, shall be provided a t a rate of: $64.84 per h our n ot to exceed $ 2 ,421 per year The total compensation for Services s hall not exceed $525,000.