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HomeMy WebLinkAbout6539RESOLUTION NO. 6539 A RESOLUTION AWARDING THE SERVICE AGREEMENT FOR 1990/1991 SPECIALIZED TRANSPORTATION SERVICE, (PTC 89 -01) AND AUTHORIZING THE PRESIDENT OF CITY COUNCIL TO EXECUTE THE SAME. WHEREAS, proposals for 1990/1991 Specialized Transportation Service (PTC 89 -01) have been received and examined; and WHEREAS, the proposal of Pueblo Senior Citizens Resource Development and Coordinating Agency, Inc., of Pueblo, Colorado was the lowest of those bids determined to be responsible; now therefore, EE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, COLORADO, that.: SECTION 1. A service agreement. for 1990/1991 specialized transportation service (PTC 89 -01) be, and the same is hereby awarded to said bidder in the amount of 532.25 per service hour in 1990 and not to exceed $70,000.00. In 1991 contingent upon funding by City Council the hourly amount shall be $33.00 per service hour not to exceed $120,000.00. The awarding of the service agreement for the project set forth herein shall be subject t the filing of sufficient sureties to be approved by the Director of.' Transportation of said City. SECTION 2. The President of City Council be, and he is hereby authorized to execute contract on behalf of Pueblo, a Municipal Corporation and the Pueblo Transportation Company, and the City Clem shall affix the seal of the City thereto and attest the same. SECTION 3. Funds for said project shall be paid from the 013 -400- 410 - 000 -030 -0020 Transportation Company operations fund. INTRODUCED: April 2 3 , 1990 By: _ SAMUEL CORSENTIN Councilman APPROVED: A, --- a - eZ -- e- AZ,�,,4 - Pr s'dent of the Council ATTEST: Cit Clerk SERVICE AGREEMENT FOR SPECIAL TRANSPORTATION SERVICES THIS AGREEMENT, is made and entered into this 23 ; p day of R /,L 1990 by and between the PUEBLO TRANSPORTATION COMPANY, hereinafter referred to as the "COMPANY ", duly created and existing under the laws of the State of Colorado, and PUEBLO SENIOR CITIZENS RESOURCE DEVELOPMENT AND COORDINATING AGENCY, INC. hereinafter referred to as "SRDA", a corporation duly created and existing under the laws of the State of Colorado. WITNESSETH : WHEREAS, the COMPANY has solicited proposals from qualified persons to provide certain special transportation services in the City of Pueblo, Colorado; and WHEREAS, the COMPANY has determined and selected SRDA as the most responsive Proposer of such services; and WHEREAS, the COMPANY desires to engage the services of SRDA as provider of the special transportation services more fully described in the Agreement; and WHEREAS, SRDA represents that it is qualified, experienced and willing to provide such services to the COMPANY in accordance with the terms and conditions of this Agreement; and WHEREAS, the COMPANY and SRDA agree to accept the terms and conditions of this Agreement. 1 NOW THEREFORE, in consideration of the above and foregoing recitals, the mutual promises and covenants hereinafter contained, and for other good and valuable consideration, the parties hereto agree as follows: 1. CONTRACT DOCUMENTS. The Contract Documents which are applicable to this Agreement are as follows: a) The COMPANY'S Request for Proposal No. PTC 89 -01 dated November 9, 1989; and b) SRDA'S response to the COMPANY'S Request for Proposal No. PTC 89 -01 dated November 9, 1989. The hereinabove stated Contract Documents are hereby incorporated by reference as if fully set forth herein. Whenever the term "Respondent" or "Contractor" is used in the Contract Documents, it shall mean and include SRDA. Whenever the term "PTC" is used in the Contract Documents, it shall mean and include COMPANY. The provisions of this Agreement shall control over all Contract Documents. In the event of any ambiguity or inconsistency, the same shall be resolved by reference first to the language of this Agreement and then to the Contract Documents in the order above set forth. 2. TERM. The initial term this Agreement shall be for a period commencing on June 4, 1990 and ending December 31, 1991, unless sooner terminated as herin provided. 2 3. SCOPE OF SERVICES. SRDA shall undertake and perform the special transportation services required under this Agreement in manner and sequence satisfactory to the COMPANY. SRDA shall perform the services in an efficient, cost effective, responsive and safe manner maximizing the number of trips furnished within given budgetary allowances consistent with the terms and conditions of this Agreement. The special transportation services to be performed by SRDA hereunder shall consist of transportation services to the disabled elderly and handicapped persons as prequalified by the COMPANY in and about the City of Pueblo, Colorado and shall be operated as a door -to -door service consisting of demand responsive trips, scheduled by advance appointment, for any purpose within the City of Pueblo. The Scope of Services is more particularly described in the Section titled "Special Services Transportation " of the COMPANY'S Request for Proposal No. PTC 89 -01. 4. COMPENSATION. Subject to the availability of funds. COMPANY shall compensate SRDA for services rendered during the first seven (7) months of the term of this Agreement at a unit price of 91 Thirty -Two Dollars and Twenty -Five cents (832.25) per hour of service less revenue generated by SRDA for such services. Compensation for last twelve (12) month or the term of this Agreement shall be at a unit price of Thirty -three dollars ($33.00) per hour of service less revenue generated by SRDA for such service subject also to the availability of funds. Compensation for the first seven (7) months of this Agreement shall not exceed 870,000. Compensation for the last twelve (12) months of the term of this Agreement shall not exceed a sum to be hereafter determined by COMPANY. Payments, shall be made once monthly to SRDA upon submittal of a documented invoice of service rendered to the COMPANY. The COMPANY will not compensate or be liable to SRDA or any third person or entity for any expense or obligation incurred by SRDA in the performance of this Agreement. 5. EQUIPMENT, FACILITIES AND SUPPLIES. COMPANY shall make available to SRDA three (3) 12 passenger, lift equipped mini -buses necessary to provide the required service in "AS IS" condition. Two (2) of the 3 units will be made available on the effective date of this Agreement. The third unit 4 will be made available as the demand for service dictates. SRDA shall maintain the mini -buses in good condition and state of repair and upon termination of this Agreement shall surrender Possession thereof to COMPANY in the same condition as received, reasonable wear and tear, excepted. Neither COMPANY nor the City of Pueblo make any REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE MINI -BUSES OR EQUIPMENT, WHETHER AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER MATTER. SRDA shall provide all other support vehicles and all other equipment, facilities, and supplies necessary for the performance of this Agreement, including, but not limited to 2 -way radios, insurances, fuels, oils, tires and lubricants. 6. PERSONNEL. SRDA shall provide drivers, dispatchers and other personnel necessary for the performance of services required hereunder. SRDA accepts full responsibility for payment of unemployment insurance, worker's compensation, and social security as well as all income tax deductions and any other taxes, payroll deductions required by law for SRDA employees in the performance of work under this Agreement. 5 7. PERFORMANCE BOND. SRDA, upon execution and for the duration of this Agreement, shall provide the COMPANY with a performance bond equal to the amount of this Agreement. The bond shall be made payable to the COMPANY and the City of Pueblo and shall be held by the COMPANY throughout the term of this Agreement. Should it become necessary to terminate this Agreement due to the failure of SRDA to provide the special transportation services required under the terms of this Agreement, costs incurred by the COMPANY or the City of Pueblo for providing an alternative method of furnishing such services shall be deducted from the amount of the performance bond. 8. INSURANCE. SRDA shall be required to maintain and carry in force for the duration of this Agreement, insurance coverage of the types and minimum liability limits as set forth below: a) Comprehensive General Liability 8500,000 combined single limit per occurrence for bodily injury, personal injury and property damage. The policy shall include: 1. Premises and Operations 2. Broad Form Contractual 3. Personal Injury with employee exclusion deleted 4. Products /Completed Operations S. Broad From Property Damage 6. Independent Contractors 6 b) Worker's Compensation Worker's Compensation Statutory (include all states endorsement) c) Automobile Liability $500,000 combined single limit per occurrence for bodily injury and property damage d) Umbrella Liability $1,000,000 Upon entering into this Agreement, SRDA shall furnish to the COMPANY a Certificate of Insurance verifying such coverage and identifying the City of Pueblo and COMPANY, their officers commissions, agents, and employees as additional insured. This inclusion shall not make the COMPANY a partner or joint venture with SRDA in its operations hereunder. The certificate holder on the Certificate of Insurance shall be as follows: Pueblo Transportation Company 350 South Elizabeth Street Pueblo, Colorado 81003 The City's Request for Proposals No. PTC 89 -01 shall be referenced on the Certificate of Insurance. Prior to any material change or cancellation of insurance, COMPANY will be given thirty (30) days advanced written notice by certified mail to its address. COMPANY will also be immediately notified of any reduction or possible reduction in 7 aggregate limits of any such policy where such reduction, when added to any previous reductions, would exceed 25% of the aggregate limits. In the event of an occurrence, it is further agreed that any insurance maintained by the COMPANY or the City shall be in excess of and not contribute with insurance described in this Agreement. 9. INDEMNIFICATION. SRDA will protect, indemnify, defend and hold the COMPANY, and their officers, employees and agents free and harmless from and against any and all losses, penalties, damages, liabilities, claims, expenses (including, but not limited to, attorney and expert witness fees) resulting from or directly or indirectly arising out of any error, omission or negligent acts of SRDA, its officers, employees, Contractors or agents related to this Agreement or to SRDA's performance or nonperformance under this Agreement. However, it is understood and agreed that SRDA will not idemnify, defend or hold the COMPANY or the City, or its officers, employees, Contractors or agents free and harmless from and against any claim or loss arising out of any error, omission or negligent act of the COMPANY or the City, or their officers, employees, Contractors or agents. 8 10. RECORDS. SRDA shall permit authorized representatives of the COMPANY and the City to inspect and audit all data and records of SRDA relating to its performance under this Agreement. To the extent that federal or state funds are involved, the right to inspection shall extend to authorized representatives of the United States Department of Transportation, the Comptroller General of the United States and any applicable state and local offices, if any. SRDA agrees not to reveal or release any information provided to it or to which it or any of its employees or representatives may have access which is or may be as to COMPANY or the City confidential or proprietary information. SRDA shall maintain all records for at least three (3) years from the date of final payment or until all pending matters are closed. whichever date occurs last. 11. NO OBLIGATION TO THIRD PARTIES. Neither COMPANY or the City shall be obligated or liable under this Agreement to any third party or subcontractor. SRDA shall secure at its own expense all personnel necessary in performing the services required under this Agreement. Such personnel, if any, shall not be deemed employees of or have any contractual relationship with the COMPANY or the City. 9 12. AGREEMENT STATUS. This Agreement is and shall be deemed an independent contract for services and SRDA shall be deemed as an independent contractor and not an employee, department or agency of the COMPANY or the City and shall not be entitled to COMPANY or City employee benefits. SRDA retains the right to exercise full control and supervision over its employees, their compensation, employment and discharge, and will be solely responsible for all matters relating to payment of its employees, including compliance with social security, withholding and all other regulations governing such matters. 13. ASSIGNMENT. This Agreement shall not be assigned, transferred or pledged in whole or in part by SRDA. 14. NON- DISCRIMINATION. In connection with carrying out of this Agreement, SRDA shall not discriminate against any employee or applicant for employment because of race, creed, color, sex, age, disability or national origin. SRDA will take affirmative action to promote employment and treatment during employment, without regard to race, creed, color, sex, age, disability or national origin. Such action shall include, but not be limited to, the following: employment and promotion; demotion or transfer; recruitment or 10 recruitment advertisement; layoff or termination; rates of pay; other forms of compensation; and selection for training including apprenticeship. The applicable provisions of Presidential Executive Order No. 11246, as amended, relating to Equal Employment Opportunity are incorporated by reference herein. 15. AMENDMENT. This Agreement may be amended only by supplemental agreement in writing signed by the parties hereto. 16. RENEWAL. This Agreement may be renewed for one (1) additional one year period at the option of COMPANY upon the same terms and conditions. COMPANY shall exercise its option by giving written notice thereof to SRDA at least sixty (60) days prior to the expiration of the initial term of this Agreement. 17. NOTICES. Notices pursuant to this Agreement shall be given by personal service or by deposit of the same in the custody of the United States Postal Service, Certified Mail, postage prepaid addressed as follows: COMPANY: Pueblo Transportation Company 350 South Elizabeth Street Pueblo, Colorado 81003 SRDA: Pueblo SRDA 228 North Union Avenue Pueblo, Colorado 81003 11 18. TERMINATION. This Agreement may be terminated by either party upon ninety (90) days advance written notice to the other party and may be terminated by COMPANY as follows: (a) COMPANY may terminate this Agreement for its convenience without the required ninety (90) days advance written notice, and COMPANY shall negotiate and pay reasonable termination costs. (b) COMPANY may terminate this Agreement for cause, default or negligence on the part of SRDA upon five (5) days written notice specifying the cause of termination. (c) If funds are not appropriated or not otherwise made available to support continuation of performance in a subsequent fiscal year of COMPANY, this Agreement may be terminated by COMPANY. 19. FORCE MAJEURE. SRDA shall not be liable to the COMPANY for any failure, delay, or interruption of service or for any failure or delay in the performance of any obligation under this Agreement due to strikes, walkouts, acts of God, government restrictions, enemy action, civil commotion, 12 unavoidable casualty, unavailability of fuel or parts, or other similar acts beyond the reasonable control of SRDA. 20. APPLICABLE LAW. This Agreement shall be governed by and be enforced and construed in accordance with the laws of the State of Colorado. 21. SEVERABILITY. All provisions, clauses and covenants contained herein are severable, and in the event any of them shall be held to be unconstitutional, invalid or unenforceable, the remainder of this Agreement, shall be interpreted, construed, and enforced as if such unconstitutional, invalid or unenforceable provisions, clauses and covenants were not contained herein. 22. ENTIRE AGREEMENT. This Agreement, unless supplemented in writing signed by both parties, shall constitute the entire agreement between the parties and supersedes any previous understandings, representations, commitments or agreements, whether oral or written. 13 Signed the day and year first above written. SRDA CITY OF PUEBLO Mi el Occhiato President, Pueblo City Council ATTEST: Ma n Mead, City Clerk APPROVED AS TO FORM: City Attorn 14