HomeMy WebLinkAbout1996-09-24 - AGENDA REPORTS - ACCESS SERVICE INC CONTRACT (2)AGENDA REPORT
City Manager Approv
Item to be presented
CONSENT CALENDAR
DATE: September 24, 1996
SUBJECT ACCESS SERVICE, INC. CONTRACT
DEPARTMENT: Public Works
BACKGROUND
Ron Kilcoyne
The ADA requires that complimentary dial -a -ride service be provided with 3/4 mile of each fixed
route transit route during all hours that the fixed route operates. Throughout Los Angeles County,
Access Service, Inc. (ASI) has responsibility to provide this service utilizing Proposition C funds
earmarked for this purpose. Instead of initiating a completely separate dial -a -ride operation, as has
been done elsewhere in the county, ASI is contracting with Santa Clarita Transit to provide the ADA
mandated paratransit service. Santa Clarita Transit will enhance its existing dial -a -ride service to be
fully compliant with the ADA. ASI will reimburse Santa Clarita Transit for all costs incurred as a
result of becoming fully compliant.
City Council authorize staff to negotiate and execute a contract for reimbursement of costs associated
with enhanced dial -a -ride service necessary for compliance with the Americans with Disability Act
with Access Services, Inc., upon approval of the City Attorney,
ATTACHMENT
Draft copy of contract between City of Santa Clarita and Access Services Inc.
Contract is available for review in the City Clerk's reading file.
CONTRACT
between w u
City of Santa Clarita
25663 Avenue Stanford
Santa Clarita, CA 91355-1103
Contract No. ASI - 148
and
Access Services Incorporated Term: 10/1/96 through 9/30/1997
P.O. Box 71684
Los Angeles, CA 90071-0684
for
ACCESS SERVICES SPECIALIZED TRANSPORTATION SERVICE PROVIDERS
ACCESS SERVICES INCORPORATED
TABLE OF CONTENTS
1.0 SCOPE OF WORK...............................:..................................................1
2.0 PERIOD OF PERFORMANCE.........................._...................................... 30
3.0 PERMITS............................................................................................ 31
4.0 CHANGES IN SCOPE OF WORK............................................................. 31
5.0 UNAUTHORIZED WORK...................................:..:............................... 32
6.0 NO WAIVER........................................................................................ 32
7.0 INSPECTION OF SERVICES. ACCEPTANCE ............................... .a .............. . 32
8.0 PAYMENT OF CSC.............................................................................. 32
9.0 PAYMENT OF TAXES.......................................................................... 34
10.0 AUDITS..............................................................................................34
11.0 DISPUTES...........................................................................................34
12.0 TERMINATION................................................................................... 36
13.0 INSURANCE................:...................................................................... 37
14.0 INDEMNIFICATION....................................................._....................... 39
15.0 NOTIFICATION................................................................................... 39
16.0 ASPS TECHNICAL REPRESENTATIVE.................................................... 40
17.0 KEY PERSONNEL................................................................................ 40
18.0 RIGHTS IN TECHNICAL DATA.............................................................. 40
19.0 STANDARD OF PERFORMANCE ............................... .......................... 41
Contract No. ASI -148 09/11/96
20.0 EEO/AFFIRMATIVE ACTION................................................................. 42
21.0 CSC'S STATUS/SUBCONTRACTORS... ................................................ .... . 42
22.0 PROHIBITED INTERESTS...................................................................... 43
23.0 CSC'S INTERACTION WITH THE MEDIA AND THE PUBLIC ...................... 44
24.0 CONFIDENTIALITY.............................................................................44
25.0 PUBLIC RECORDS ACT........................................................................ 44
26.0 COMPLIANCE WITH LAW.................................................................... 45
27.0 GOVERNING LAW............................................................................... 45
28.0 SEVERABILITY................................................................................... 45
29.0 ENTIRE AGREEMENT.......................................................................... 46
30.0 SUCCESSORS AND ASSIGNS.. ............................................................... 46
This Contract is dated as of this 1st day of October 1996 by and between Access Services
Incorporated, with offices in Los Angeles, California or its successor entity, (hereinafter called
"ASI") and the City of Santa Clarita (hereinafter called "CSC").
RECITALS
WHEREAS, ASI, a California Non -Profit, Public Benefit Corporation, has been designated the
Los Angeles County Consolidated Transportation Services Agency pursuant to Section
15975.0 et. sea. of the California Government Code;
WHEREAS, CSC, is a California Public Joint Powers Authority of the City of Santa Clarita
and the County of Los Angeles;
WHEREAS, ASI requires the services of CSC to provide the professional services as described
in the Scope of Work;
WHEREAS, ASI has determined that CSC is qualified to perform the required services;
WHEREAS, CSC is able and willing to perform the required services under the terms and
conditions of this Contract;
Contract No. ASI - 148 09/11/96
NOW, THEREFORE, for the consideration hereinafter stated, the parties agree as follows:
1.0 SCOPE OF WORK
CSC will perform the services and related tasks (hereinafter described as the
"Services") as more particularly described as follows and as incorporated herein.
The service will be implemented in a phased manner beginning with limited service miles
and hours of operation. As certification continues and more individuals are certified for
service, miles and hours will increase slowly.
AREA NUMBER 7 - CITY OF SANTA CLARITA
CSC shall be responsible to provide service for Area 7 - the City of Santa Clarita. The City of
Santa Clarita has approximately 150,000 people with approximately 1,400 ADA Paratransit
Eligible. The service area boundaries for the City of Santa Clarita are those areas within 1/4 of
mile of CSC local fixed -route service:
Initiation of Service October 1996
Estimated Daily Riders at One Year 50
Estimated Daily Riders at System Maturity 125
Vehicles to be determined
Mini -buses 2
Total Number of ASI Provided Vehicles 5
TASKS
CSC is responsible for the effective completion of the following tasks as more particularly
described herein:
TASK I. ACQUIRE/PROVIDE PERSONNEL
TASK II. PROVIDE TRAINING AND SAFETY SUPPORT
TASK III. PROVIDE VEHICLE OPERATIONS
TASK IV. ACQUIRE/PROVIDE FACILITY
TASK V. ACQUIRE/PROVIDE VEHICLES
TASK VI. PROVIDE VEHICLE MAINTENANCE
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Contract No. ASI - 148 09/11/96
TASK VII. PROVIDE SCHEDULING AND DISPATCH
TASK VIII.. MAINTAIN, PREPARE AND SUBMIT RECORDS AND REPORTS
EXPLANATION OF TASKS
TASK I. ACQUIRE/PROVIDE PERSONNEL
CSC, through its contractor, shall provide all personnel, subcontractors, supplies and services
needed to successfully manage this Contract.
REQUIREMENTS:
CSC shall comply with the requirements of the employee liability, worker's compensation,
employment insurance, and social security, and any other mandated or optional employee
benefits.
CSC shall be solely responsible for payment of all CSC employees' wages and benefits. CSC
shall be solely responsible for the payment and actions of any and all subcontractors and
subcontractors' employees when performing duties under this Contract.
CSC shall ensure that all required state and local permits are provided, and ensure that all drivers
are properly licensed for the service which they are providing.
All personnel assigned to the project shall be knowledgeable about the project and the ADA, and
maintain a professional, courteous attitude toward all passengers and individuals transported for
the Access Services program.
A sufficient number of personnel who answer customer calls shall be bilingual in both English
and Spanish.
CSC shall adhere to all policies and regulations as defined and communicated to CSC from ASI
regarding the Access Services project..
ASI retains the right to review the personnel policies and lists of personnel assigned to the
Access Services contract at any time upon 24 hours notice.
Proposed changes in "key personnel incumbents and job duties shall be subject to review and
approval by ASI prior to implementation of changes. Key personnel include the Paratransit
Manager, Road Supervisor and Maintenance Supervisor.
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Contract No. ASI - 148 09/11/96
A. PARATRANSIT MANAGER
CSC, through its contractor, shall assign a Paratransit Manager. The manager must be on
site during normal working hours and be available by telephone or pager at other times.
Documentation of the time spent on this Contract during working hours will be required.
Supervision of the demand responsive and service route day-to-day operations shall be
vested in CSC. The Paratransit Manager will ensure that the operations meet ASI's
objective under this Contract.
CSC shall supply the phone numbers of two (2) management individuals with decision
making authority to ASI, so that in the event of an emergency, these individuals may be
contacted on a 24-hour basis. A manager with decision making responsibility shall
respond in person to any emergency or accident involving extensive property damage or
injuries, as defined by ASI, during or after the operational hours of the system.
The responsibilities of the Paratransit Manager shall include, but not be limited to, the
following:
1. The Paratransit Manager shall demonstrate, by decision and action, competency in all
aspects of ASI's system;
2. line supervision of all project staff and management of the project's accounts and
operating records;
3. available by telephone or in person during all hours of the operational day to make
decisions or provide coordination as necessary at the request of ASI;
4. scheduling and training of all regularly assigned personnel and vehicles;
5. arranging the assignment of back-up personnel and vehicles;
6. distribution and/or collection of daily operating reports, transfer trips and fares;
7. unscheduled, periodic inspection of vehicles;
8. preparation of monthly reports from the daily operational data;
9. maintenance of project accounts;
10. preparation of monthly invoices which will document all charges; and
11. immediate responsibility for any operational problems, accidents and/or passenger
complaints, accurately reporting these problems to ASI or the Customer Service
Center within twenty-four hours of less, as appropriate.
B. ROAD SUPERVISOR
CSC shall assign a Road Supervisor to assist the Paratransit Manager in carrying out all
activities related to Access Services Inc. operations. The Road Supervisor shall be
expected to supervise the daily activities of all drivers and other personnel necessary to
support the system operations in the provision of safe, reliable, courteous transit service.
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Contract No. ASI - 148 09/11/96
C. MAINTENANCE SUPERVISOR
CSC shall assign an on-site Maintenance Supervisor to ensure that ASI's maintenance
standards are followed and met. This position shall be separate from the Paratransit
Manager and Road Supervisor. The Maintenance Supervisor must be on site during
regular maintenance hours. The Maintenance Supervisor may also perform line
maintenance functions.
The Maintenance Supervisor must have a minimum of two years experience in vehicle
maintenance supervision.
D. TRAINER
A designated trainer shall conduct classroom, behind the wheel training and conduct
refresher training programs, as needed. The trainer will be certified as competent and
shall possess a Transportation Safety Institute (TSI), or equivalent, transit training
certification.
E. VEHICLE OPERATORS
Vehicle operators must meet the following standards:
1. Prior to beginning revenue service, drivers are subject to a criminal background
check performed by a Los Angeles County law enforcement agency. The
background checks shall include all types of felony and misdemeanor arrests and
convictions, not just vehicular ones and shall meet the standards of the City of Los
Angeles Department of Transportation Taxicab Rules in Board Order 471
Sections: 607, 608, 609, 614, and 615,
2. A valid California Class B or Class C driver's license, as appropriate, and current
medical examination certificate for all drivers regardless of vehicles operated, as
well as any other license required by applicable federal, state, and local
regulations are required when operating any vehicle assigned under this Contract.
3. Drivers are required to treat all passengers with respect and courtesy. ASI may
require that any driver be removed from transporting ASI passengers for excessive
complaints, rudeness or other inappropriate behavior or appearance.
4. In addition to CSC's corporate appearance policy, drivers will be required to
adhere to the following appearance standards:
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Contract No. ASI - 148 09/11/96
a. All drivers are required to wear uniforms when performing their duties
under this Contract. Uniforms will be of CSC's design, but shall, at a
minimum, consist of a shirt blouse, long pants and a lightweight jacket.
b. Uniforms are to be neat, clean and pressed, in good condition and fit
properly.
C. All drivers shall wear an identification badge which will include a picture
of the employee and a badge number. Badges will be of a design
approved by ASI and will contain a large print unduplicated number for
each employee. Badges will be surrendered upon employee termination.
d. Drivers are expected to maintain a professional standard of appearance..
CSC shall provide a copy of their corporate appearance policy to ASI for
approval. ASI reserves the right to add additional requirements if the
CSC's policies appear inadequate.
F. PERSONNEL POLICY
1. CSC, and its subcontractors, shall have in effect personnel policies that conform
to all state and federal laws including, but not limited to, all regulations
concerning Equal Employment Opportunity, compensation, Worker's
Compensation and other regulations as appropriate.
2. While working for the ASI program, employees may not have weapons on their
person or in ASI vehicles.
3. Purchasing or consuming alcoholic beverages or illegal substances while in
uniform or wearing an ID badge will not be allowed. It will be CSC's
responsibility to immediately remove any employee from ASI service observed
doing so by CSC or ASI staff.
4. It is CSC's obligation to see that drivers' uniforms remain in good repair and do
not appear old or worn out.. Uniforms that are not in good repair must be
replaced.
G. DRUG AND ALCOHOL TESTING
CSC shall comply with the requirements of the Drug Free Work Place Act of 1988 and
the U. S. Department of Transportation drug testing regulations (49 CFR Parts 653 an
654, Drug and Alcohol Testing Programs) and any plan adopted by CSC shall be revised
to reflect any amendments to these statutes and regulations.
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Contract No. ASI - 148 09/11/96
CSC shall prepare a detailed plan describing all tasks necessary for
compliance with the Drug and Alcohol Testing regulations. The plan shall
be approved by ASI.
2. The aforementioned regulations include requirements for pre-employment,
post accident and for cause testing of employees as well as random testing
for fifty percent (50%) of the covered pool of employees in safety
sensitive positions, including dispatchers, maintenance personnel and first
line supervisors. Additionally, subcontractors, including warranty shops
and other maintenance providers performing safety sensitive tasks, are
subject to the regulations.
3. Unless CSC's own policy or requirements of state, Federal or local law
now or hereafter are more stringent, CSC shall enforce these standards.
a. CSC employees returning from rehabilitation will not be allowed
to resume ASI duties if their blood alcohol level is tested at or
above .04, or they tested positive for any illegal substance.
b. Any employee in a safety sensitive position who tests at or above
.02, shall not be permitted to perform safety sensitive functions for
eight hours, at which time he/she must be retested. Upon retesting,
the individual's blood alcohol level must not be at or above .02.
C. Any employee testing above .02 but less than .04 three or more
times during the term of the Contract shall be permanently
removed from ASI service.
H. PREPARATION OF REPORTS AND FORMS
CSC shall ensure that all personnel who are required to prepare forms (including trip
sheets) or reports be trained to properly prepare such documents.
TASK - H. PROVIDE TRAINING AND SAFETY SUPPORT
CSC shall ensure ongoing training which will prepare all employees assigned to the ASI project
to function in a manner that conforms with all federal, state and local laws and ensure that ASI
contractual and operational objectives are met. CSC shall establish and document a training
program which will ensure the following:
A. The provision of service which is safe, reliable and meets ADA requirements;
B. the provision of service which will maximize customer acceptance; and
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Contract No. ASI - 148 09/11/96
C. the provision of service in a manner which will minimize cost while providing quality
service.
REQUIREMENTS:
A. The driver training program shall meet the requirements of the program required by the
California state statutes. This will consist of each driver successfully completing a
minimum of 40 hours of instruction, which includes the following:
1. applicable laws and regulations;
2. 20 hours of behind the wheel driver training;
3. 8 hours of the Defensive Driver Program developed by the National Safety
Council;
4. a minimum of 8 hours of sensitivity training which teaches disability awareness
and communication skills with disabled individuals with the curriculum of the
ASI Sensitivity Training Program or equivalent;
5. safe vehicle operations;
6. ASI policies and procedures for ADA service;
7. applicable retraining for repeated and accumulated minor infractions;
S. working with mobility assistive devices which teaches the driver how to safely
deploy vehicle equipment and secure passengers;
9. knowledge of primary service area street network and regional boundaries;
10. map reading;
11. fare collection and passenger counting;
12. operation and usage of contractor -provided two way radios and mobile digital
terminal (MDT) equipment (if used) in accordance with company policies and
federal regulations;
13. American Red Cross CPR and first aid training;
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Contract No. ASI - 148 09/11/96
B. Safety Support
CSC shall provide training and safety support by ensuring and providing the following:
1. Department of Motor Vehicles (DMV) background check and Commercial
Vehicle medical certifications, for all drivers including taxi and sedan drivers
assigned to Access Services service;
2. a safe driving awards program;
3. annual checks of driver's record and driver's license using DMV printouts
including removal or reassignment of drivers whose licenses are invalid or who
have a poor driving safety record;
4. possession of an appropriate driver's license by all drivers while operating an ASI
vehicle; and
5. continual reinforcement of driving and safety principles.
TASK III. PROVIDE VEHICLE OPERATIONS
CSC shall provide all ASI vehicle operations for trips requested by eligible riders for service
originating in CSC's assigned service area.
REQUIREMENTS:
A. DRIVERS' EQUIPMENT
CSC shall ensure that drivers possess all necessary operating equipment.
Driver equipment shall include, but not be limited to, a current Thomas Guide Map Book
of the operating area, clipboard, pencils, an operable, accurate time piece, and at the
discretion of ASI, a transfer punch.
B. HOURS OF OPERATION
Transportation service under this Contract shall be provided from 5:30 a.m. to 10:00 p.m.
Monday through Friday and 7:00 a.m. to 8:00 p.m. Saturdays and Sundays,
C. FARES
The fare policy shall be determined by ASI. Until such time'as ASI notifies CSC in
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Contract No. ASI - 148 09/11/96
writing of a change in fare, the fare shall be $1.50 per passenger per one way trip within
the City of Santa Clarita. Trips to the Sylmar area of the San Fernando Valley will have a
fare of $5.00. Trips to the Antelope Valley will have a fare of $6.00. No other fares may
be charged, with the exception of those trips designated by ASI, or its designee. CSC
will retain the cash farebox and deduct such value from the monthly ASI invoice.
Any noncash fare media will not be deducted from the monthly ASI invoice, but returned
to ASI.
Tips and gratuities shall not be accepted or encouraged. Drivers accepting tips, gratuities
or unauthorized fares for ASI trips shall be removed from ASI service immediately..
D. NO SMOKING POLICY
Smoking will not be allowed during ASI trips or in ASI owned vehicles at any time by
either the passengers or ASI drivers. Drivers found to be smoking in or near ASI vehicles
shall be removed from ASI service.
TASK IV. ACQUIRE/PROVIDE FACILITY
CSC will establish an operations facility at 25663 Avenue Stanford in the City of Santa Clarita.
Any out -parking or satellite facilities must be approved by ASI.
REQUIREMENTS:
A. CSC shall provide an operations facility with the following:
a secured, paved and striped parking lot in which all ASI provided vehicles may
be stored when not in service;
2. space suitable to accommodate the personnel necessary for operating the ASI
service and to maintain and keep all necessary ASI data and records;
a dispatch area for assigning trips and vehicles to drivers;
4. a maintenance area that includes a covered garage for performing preventive
maintenance inspections (PMI's) and all necessary mechanical repairs;
a sufficient area designed to ensure the efficient staging of ASI vehicles;
6. the area where ASI vehicles are parked and staged will be kept free of debris and
trash;
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Contract No. ASI - 148 09/11/96
7. all equipment and tools to provide maintenance to ASI vehicles;
8. adequate administrative -clerical office space for the ASI program including all
furniture, furnishings and equipment including telephones, sufficient telephone
lines to receive ride requests, at least .one business phone line not under the name
of ASI, a telecommunications device for the deaf (TDD), telephone line and
equipment and computer terminals to operate ASI service out of the office space,
and interconnect to the Customer Service Center.
Additionally, CSC shall:
9. provide adequate maintenance bay space to ensure proper provision of all vehicle
maintenance;
10. keep the Maintenance Facility safe, clean and in compliance with all federal, state
and local regulations;
11. provide suitable maintenance working/repair space that will accommodate two or
more vehicles and out of direct contact with the elements;
12. ensure that the facility is made and maintained both interior and exterior in an
acceptable, clean, and safe condition;
13. be responsible for disposal of any hazardous waste generated by its operation in
compliance with all E.P.A. and California Department of Health Services
regulations;
14. be responsible for compliance with E.P.A. storm water runoff regulations and
permits; and
15. be in compliance with any other Federal, state or local safety, hazardous waste
and environmental regulations.
TASK V. ACQUIRE/PROVIDE VEHICLES
ASI will provide 2 1995 Supreme Candidates and three additional vehicles, to be delivered no
later than January, 1997, known collectively as the "ASI Vehicles". CSC may, if it chooses,
provide ASI service in its own or subcontracted vehicles in addition to the ASI provided
vehicles. CSC will receive no additional payment if it chooses to utilize non -ASI provided
equipment.
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Contract No. ASI - 148 09/11/96
ASI shall be responsible for obtaining registration, vehicle licenses and shall pay all registration
and licensing fees for ASI owned vehicles.
REQUIREMENTS:
A. ASI OWNED VEHICLE DESCRIPTION
ASI shall provide CSC with the vehicles previously listed. These vehicles shall be
leased by CSC from ASI for $1.00 per vehicle per month during the term of this Contract.
This payrrlent shall be deducted from the monthly ASI invoice. This contract shall
constitute the vehicle lease and terms. These vehicles were built to meet, ADA
specifications for ASI service.
CSC is permitted to paint ASI provided vehicles in CSC colors providing the ACCESS
SERVICES identifying logo is applied to both sides of the vehicle. CSC shall repaint and
decal the vehicles to ACCESS SERVICES colors at the termination of the contract.
B. RETURN OF ASI VEHICLES
Vehicles returned to ASI at the termination of the contract shall be in good repair and
condition, normal wear and tear excepted, with serviceable tread life on tires, and with all
repair and scheduled maintenance work completed. ASI or its designee will inspect
vehicles at the termination of the Contract. Cost of repairs for all damage or deferred
maintenance identified by said inspector shall be deducted from CSC's final payment.
C. CONTRACTOR PROVIDED VEHICLES
If CSC chooses to provide ASI service with subcontractors, or in a non -dedicated
manner, CSC shall provide additional vehicles needed to ensure that ASI trips are not
refused due to capacity constraints. Any vehicles used to provide ASI service shall be
individually identified and shall bear two ASI logos, one on each side of the vehicle. It is
the responsibility of CSC to procure or provide any vehicles needed, if they desire to
provide non -dedicated service operations, in addition to those services provided to ASI.
CSC shall be responsible for all registration and licensing of CSC or subcontractor -
owned vehicles used in ASI service and shall pay all fees associated with owning and
operating the non -ASI vehicles.
All non -ASI provided vehicles shall be subject to approval and periodic inspection by
ASI. CSC shall identify these vehicles by manufacturer, model and year, mileage,
specific type and size of lift or ramp, if any. CSC, upon approval of ASI, may utilize
both ASI provided and self provided vehicles in non -ASI service, however, sufficient
vehicles must be available at all times to meet ASI demand.
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Contract No. ASI - 148 09/11/96
All vehicles used in ASI service shall be certified as meeting the criteria established by
ASI. A qualified, approved representative of CSC shall individually certify vehicle
condition. ASI will provide training to the designated staff of CSC on the expectations
ASI has for the vehicle inspection/certification. The designated staff member will be
responsible for the inspection/certification of all non -ASI provided vehicles, including
subcontractors vehicles, to be used for providing ASI service. ASI will randomly audit
certified vehicles to ensure compliance. If vehicles are found to be operating in ASI
service, but not meeting the minimum standards, the vehicle will be immediately
removed from service and any trips provided in this vehicle in the previous seven day
period will not be reimbursed by ASI. Repeated non-compliance may result in a detailed
fleet audit being performed by ASI or its designee. Used vehicles are acceptable if they
meet the following standards and are individually approved:
1. vehicles must be free of obvious body damage;
2. vehicles may not exceed 100,000 miles of previous life when placed into Access
Services service, unless they pass a detailed inspection and are approved by ASI.
3. vehicles must have interiors of reasonably uniform or matching "calors and must
be free of tears, damage or graffiti;
4. vehicles shall have full maintenance records and such records should demonstrate
vehicle reliability; and
5. vehicles shall have fully functioning:
-air conditioners
-heaters
-defrosters
-speedometers
-fuel gauges
-doors and windows
-serviceable tires
-safety and securement belts
-flashers
-lights
-windshield washers/wipers
-mirrors
-wheel chair lifts/ramps
6. CSC shall submit in writing at least thirty (30) days prior to the vehicle beginning
ASI service (unless mutually agreed) the following information for each vehicle:
make, model, year, vehicle identification number, and owner. This information
must be submitted for vehicles not owned by ASI to be used in ASI service by
CSC or a subcontractor.
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Contract No. ASI - 148 09/11/96
7. CSG or subcontractor provided vehicles may use CSC or subcontractor's
corporate colors as long as a ASI logo is placed on both sides of the vehicle.
TASK VI. PROVIDE VEHICLE MAINTENANCE
CSC is responsible for properly maintaining all vehicles provided by ASTand for maintaining
vehicles provided by CSC, or subcontractors, for use in ASI service.
REQUIREMENTS:
A. MAINTENANCE HOURS
All maintenance and repairs of vehicles shall be completed in accordance with ASI
specified standards, whether performed by CSC or authorized subcontractors.
Maintenance of ASI equipment shall be done at a time that will ensure maximum
availability of vehicles for ASI.. It is not the intent of this requirement to preclude
necessary maintenance during normal hours, it is only to ensure that the maximum
number of vehicles will be available for service during the peak periods.
B. VEHICLE INSPECTION BY ASI
ASI, or its designee, may inspect the vehicles at any time either at CSC's or
subcontractor's location or while the vehicle is in service within the assigned ASI service
area. If, in ASI's opinion, the vehicle does not meet the cleanliness or safety standards, it
may be "red tagged," thereby preventing it from going into service, or it may be taken out
of revenue service until such time as the problems associated with it have been resolved.
C. DAILY INSPECTION
Each driver shall do a daily pre -operational inspection that shall comply with all state
requirements for buses, before taking any ASI vehicle out of the yard (such reports will
be performed on all revenue vehicles including sedans, mini -vans, buses and mini -buses).
If there are any defects noted, the driver must note such on the pre -trip inspection card.
If no defects are noted, the driver must sign the pre -trip inspection card indicating such.
Pre -trip inspection cards shall be replaced on a daily basis.
Vehicles with pre -trip inspection cards showing defects must be inspected and
appropriate action taken on items noted on the card. The mechanic must sign the pre -trip
inspection card and the information must be transferred to a Shop Work Order. Pre -trip
inspection cards showing defects must be dated and filed in chronological order for
inspection and verifications purposes (both for the California Highway Patrol [CHP] and
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Contract No. ASI - 148 09/11/96
ASI). Pre -trip inspection cards showing defects shall become a permanent part of the
vehicle file and must be made available for inspection at all times.
D. REPAIR AND MAINTENANCE
I. ASI requires that all vehicles used in the ASI service, regardless if they are
provided by ASI or CSC, are subject to preventive maintenance inspections
(PMI's) every 3,500 miles or 45 day intervals, whichever occurs sooner with a
500 mile (not less than 3,000 or more than 4,000 miles) between preventive
maintenance window. The work to be performed shall meet manufacturer's
minimum requirements. The originals of the reports shall be kept in the
individual vehicle file as reference for future PMI's and inspection by ASI.
2. PMI report forms are subject to the approval of ASI.
3. ASI provided vehicles shall not be placed in service if the vehicle has traveled
more than 4,000 miles or 45 days since the last PMI. If the vehicle is operated
beyond the 4,000 mile or 45 day limit, the service hours and miles operated will
not be compensated by ASI.
4. CSC shall use materials which meet or exceed the original manufacturer's
specifications when doing any repairs to the vehicles. The lubricants used shall
meet or exceed the standards specified by the manufacturer.
5. CSC shall perform all necessary and required maintenance and repair work to ASI
owned vehicles. CSC is responsible for all parts, consumables, maintenance
labor, tires and other items necessary to maintain ASI vehicles.
6. The contractor shall utilize a Shop Work Order Form, of its own format, subject
to the approval of ASI. The work orders shall be filed in the individual vehicle
records file.
The information on this form shall be accurate, including: date, description of
work done, labor hours, employee name or clock number, mileage of vehicle at
time of repairs and parts utilized for such repairs. The parts section on the work
order shall include: quantity, part description, unit costs and other charges.
7. The Maintenance Supervisor shall review and verify all work performed and labor
utilized and will make sure that all information needed has been entered on to the
work order.
8. The cost of all preventive, routine, and major maintenance and repairs shall be the
responsibility of CSC.
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Contract No. ASI - 148 09/11/96
E. SMOG TESTING
ASI vehicles will be emission tested on a biennial basis, or as required by law. CSC will
be responsible for the completion of inspection of all assigned vehicles. CSC is
responsible for all costs associated with the inspection and necessary repairs.
Any vehicle, CSC or ASI owned vehicle, producing excessive smoke or visible emissions
shall be removed from service and will not be permitted to operate until repaired.
F. VEHICLE CLEANING
Vehicles shall be cleaned on a daily basis. The vehicle exteriors shall be washed as
necessary to maintain cleanliness. Daily cleaning will consist of the following:
clean all windows, removing all dust, fingerprints and head prints;
2, remove all dust from seats, dashboards, wheel wells, rails and ledges;
3. sweep or vacuum all floor areas; mop or clean all liquid spills;
4. vehicle must be free of all paper and debris;
5. repair all damaged seats; and
6. remove graffiti.
Vehicles will be subject to spot checks for cleanliness.
All vehicles shall display the ASI logo on both sides of the vehicle when in ASI service.
Only vehicles approved by ASI may display the ASI logo.
G. CALIFORNIA HIGHWAY PATROL (CHP) INSPECTIONS
Every 12 months each ASI vehicle may be inspected by the CHP as part of the annual
CHP terminal inspection. CSC will be responsible for all repairs required to maintain
vehicle certification. CSC will request a terminal inspection with the CHP and notify
ASI of the inspection. If a vehicle fails to pass inspection, that vehicle will not be used
until approved and/or passed by the CHP or ASI.
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Contract No. ASI - 148 09/11/96
H. INSPECTION DISCREPANCY REPORTS
From time to time ASI will inspect ASI vehicles. Vehicles in an unsafe or unacceptable
condition will be red tagged and removed from service. Vehicles with minor defects will
be issued an Inspection Discrepancy Report, When Inspection Discrepancy Reports are
submitted to CSC by ASI, all noted open repair items shall be completed within 45 days
or at the next PMI, whichever occurs first. The completed discrepancy sheet shall be
returned to ASI when work has been performed. The PMI will be incomplete if items
listed on discrepancy sheets are not corrected. Any hours or miles operated by a vehicle
with an incomplete PMI will not be reimbursed.
I. ACCIDENT REPAIR
Damaged vehicles shall be promptly repaired by CSC. An accident repair log shall be
kept by CSC.
Body damages are the sole responsibility of CSC and shall be repaired' within one (1)
month from the date of the accident. Vehicles with significant body damage or any safety
damage shall not be used in ASI service.
J. MAINTENANCE TRANSPORTATION
If maintenance or warranty repairs are to be performed at locations other than the
contractor's premises, CSC shall transport the vehicle, at its cost, to and from the repair
location.
CSC shall also be responsible for the transportation of replacement parts from retail
outlets.
TASK VII. PROVIDE SCHEDULING AND DISPATCH
CSC shall schedule, verify trip eligibility and dispatch vehicles to all individuals approved for
Access Services service utilizing the PASS software. ASI shall procure the PASS system
(software and some hardware) as described in Attachment A. The PASS system shall be fully
implemented by the contract start date of October 14, 1996. ASI shall own all PASS software
licenses and hardware, as defined in Attachment A. CSC shall, during the term of the Contract,
be responsible for system and software maintenance, and shall upon termination of contract
deliver PASS software and hardware, listed in Attachment A, in good working order minus
normal wear and tear, to ASI.
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Contract No. ASI - 148 09/11/96
REQUIREMENTS:
a
SCHEDULING A TRIP
Once the individual has been notified by the ASI Customer Service Center that he or she
is eligible for ASI service, he or she may request a ride at anytime. The individual is
instructed to call the ASI provided toll free 800 ride number. The call is automatically
routed to the appropriate service provider by the telephone number prefix of the caller. If
the call originates in Area 7 the call will be routed to the CSC facility in the City of Santa
Clarita.
CSC shall provide a telephone call sequencer which provides statistical reports on phone
calls. The sequencer shall answer calls within two (2) rings and 95% of all calls shall not "
be put on hold, without talking to a real person, for more than 45 seconds from the time
the call is originally answered.
CSC shall receive calls for the following periods::
I A customer may request a ride up to 14 days in advance of the trip.
2. All requests for transportation service, including 14 day advance trips, must be
scheduled or confirmed with CSC no earlier than two (2) hours before the
scheduled time for pickup. Service shall not be given unless a confirmed request
has been received by CSC.
3. For trip requests before 8:00 a.m. Monday through Friday and 10:00 a.m. on
Saturdays the reservation may be placed the previous day, and a confirmation call will
not be necessary.
CUSTOMER VERIFICATION
CSC will be provided information on all Access Services eligible riders.
be available on-line through the PASS - (On -Line Data Products)
information provided will include the following:
Passenger Name
Identification number
Address
Phone (including TDD, if applicable)
Disability applicable to service
Emergency information - name, address, phone, special comments
Gender
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Contract No. ASI - 148 09/11/96
This data will
software. The
Primary language
Eligibility status
Restriction on use of system (if any)
First date of service
Date of expiration (including temporary)
Personal care attendant permitted
Special equipment instructions
Driver's instructions
Date notification letter (and ID) sent
When an individual calls for a ride, CSC shall determine if the individual is eligible for
Access Services service by checking the aforementioned data. If the individual is
eligible, then the data file will indicate the type of eligibility - unconditional, conditional,
trip -by -trip, and temporary. The definitions are as follows:
1) UNCONDITIONAL - Unconditional eligibility is given to individuals if they are
unable to independently use the fixed route service. Individuals given
unconditional eligibility may take any ADA eligible trip on ASI.
2) TRIP -BY -TRIP - Trip -by -trip eligibility is given to individuals if they are capable
of taking some trips on a fixed route rail or bus service. Individuals are restricted
from using ASI service for those trips that they can take on the fixed route service.
Fixed route information will be provided for those trips that can be taken on the
fixed route service.
3) CONDITIONAL - Conditional eligibility is given to individuals if their mobility
impairment, which prevents their use of regular transit, is episodic, changes from
day to day or trip by trip. Individuals granted conditional eligibility will
determine for themselves whether they need ASI or if they can use a fixed route
bus for a particular trip.
4) TEMPORARY - Temporary eligibility is given to individuals who, for a limited
time, cannot independently use fixed route service. Temporary eligibility may be
given for a period of up to eighteen months. Visitors are considered temporarily
eligible for up to 21 days beginning on the day of their first trip.
If the individual is eligible for ASI service, CSC shall determine if the particular trip is
eligible.
C. TRIP VERIFICATION
Once CSC has determined that the passenger is eligible for ASI service, CSC must verify
that each particular trip request is eligible. That is, CSC must deiermine that:
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Contract No. ASI - 148 09/11/96
1. The trip begins and ends within the ASI service area for the time the passenger is
traveling; and
2. If the passenger's eligibility is conditional or trip -by -trip, that the requested trip
does not violate the particular restriction. Examples of restrictions are:
• Eligible for all trips when smog levels are unhealthy
• Eligible for all trips when temperature exceeds 80 degrees Fahrenheit
• Eligible for all trips except between (blank) and (blank) and within (blank)
blocks of the fixed route.(Example: Except between residence at 2025
Bonita Avenue, La Verne and work, 1821 Third Street, and within three
blocks of the fixed route which serves those locations.)
• Eligible for trips after sunset and before sunrise.
If Temporary eligibility is given, CSC must determine if the trip requested is within the
date of eligibility.
If the trip is eligible, then the trip is to be scheduled.
D. DISPATCHING DEMAND RESPONSIVE SERVICE
CSC shall be responsible to dispatch, or arrange for the dispatch, of all trips originating in
Area 7. CSC shall be responsible for all dispatch records. CSC shall ensure that it
operates ASI service on real time scheduling, e.g. all trips, except those previously
specified, must be requested or confirmed within two hours of the requested pickup time.
CSC shall be responsible to provide the following:
For immediate service requests, a vehicle shall be dispatched so that a pick-up can
be completed within 45 minutes of the request for service.
2. For scheduled service requests (trips scheduled between 46 minutes to 2 hours
ahead of scheduled pick-up), vehicles shall be dispatched so that pick-ups can be
completed no more than 5 minutes early to 15 minutes late for requests.
The maximum dwell time for a vehicle at a pickup location is to be five (5)
minutes. If the customer requests a call immediately prior to pick-up, the
dispatcher will call the passenger to notify them that the vehicle is waiting or will
arrive shortly.
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Contract No. ASI - 148 09/11/96
E. TRANSFERS
There shall be three types of transfers required of Access Services riders: paratransit
intercounty transfers, Access Services to Access Services Intercounty Transfers and
Access Services to Fixed Route Transfers.
1. CSC will provide service from the City of Santa Clarita into the area defined as
follows: the east side of I-5 and north of Highway 118.
2. All transfers from the City of Santa Clarita to the Los Angeles basin, and trips from
the Los Angeles basin to the City of Santa Clarita, will occur at the Sylmar Metrolink -
station.
3. The originating provider will collect the fare plus transfer charge of $.70, if
applicable, when the passenger boards. The driver will then issue a transfer if the
individual is transferring to an Access Services vehicle. Transfers to the fixed route
system are free.
F. SERVICE ROUTES
In addition to the demand -responsive service, CSC shall utilize small buses, vans or taxis
for those qualified individuals with regular, recurrent trips who are capable of waiting at a
designated point for service. This service shall be entitled Service Routes. Individuals
who are considered capable of taking service routes will be relatively self-sufficient;
however, vehicle operators will still be required to give assistance upon boarding and
disembarking, including assistance for individuals using lifts or ramps.
CSC shall review trip patterns and develop service routes in consultation with ASI;
however, ASI reserves the right to review, approve, create or cancel service routes. The
routes are planned to be stable for at least three (3) months. CSC shall prepare a printed
schedule for each service route.
CSG shall be responsible for ensuring that operators assigned to the service routes
provide the service on a designated, regular scheduled pattern. The operators will drive
the routes to a set schedule, stopping only at designated locations within 0 minutes early
to five minutes after the scheduled pickup time. The dwell time shall be no longer than it
takes for the passenger(s) to board. If the passenger is not at the designated location at
the designated time, the vehicle will continue without the passenger. Riders who miss the
scheduled stop may call for demand -responsive service; however, they are not to be
given any priority for service.
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Contract No. ASI - 148 09/11/96
G. CUSTOMER SATISFACTION AND OUTREACH
CSC shall work to ensure customer satisfaction with the service provided.
CSC shall cooperate with ASI in any outreach activities directed by ASI. The Customer
Service Center shall provide informational and outreach materials to be used or
distributed as directed.
CSC shall keep ASI apprised of any operational and personnel problems that have an
effect on ASI as they occur. CSC will not develop any standard forms or letters without
obtaining approval of ASI before using such forms or letters.
CSC will not develop or procure promotional materials or items without prior approval of
ASI, including those for personal use by CSC's staff.
From time to time ASI may ask CSC to provide transportation service for and participate
in promotional activities. CSC will be compensated for direct labor, fringes, and
overhead for all approved promotional activities.
H. SPECIAL TRIPS
CSC may be requested to provide special trips to individuals involved in special ASI
activities outside of the contractor's designated service area. These may include, but are
not limited to, advisory committee meetings, public hearings, other special activities.
CSC shall transport individuals or groups of individual approved by ASI at a rate
negotiated by CSC and ASI.
I. CERTIFICATION TRIP REQUESTS
The ADA requires each individual to be certified that they are ADA Paratransit Eligible
for ASI service and that costs involved in the certification process are to be free to the
requester.
Certification trips will be reimbursed at the rates listed in this Contract. CSC shall not
charge, nor collect, a fare for certification trips.
The Customer Service Center shall schedule transportation service with CSC to transport
the certification applicant to and from the certification locations without charge to the
applicant or the applicant's personal care attendant.
CSC shall transport the applicant in the same manner as an eligible passenger except the
scheduling requirement that a confirmation call shall be waived and no fare will be
collected. The applicant riders shall count as a revenue passenger.
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Contract No. ASI - 148 09/11/96
J. DENIAL OF CUSTOMER SERVICE
In the event that a customer is verbally or physically aggressive with CSC's employees or
other passengers, CSC may request ASI to authorize the suspension of passenger service.
CSC may not suspend service to a customer without written approval from ASI.
TASK VIII. MAINTAIN PREPARE AND SUBMIT RECORDS, REPORTS
CSC shall provide monthly reports outlining and detailing ASI service characteristics, analyzing
and interpreting the statistics and projecting future service trends.
REQUIREMENTS:
A. RECORDS AND REPORTING
1_ CSC shall provide for the following:
a. CSC shall maintain all permanent project records as requested by ASI.
b. CSC shall maintain all books, records, documents, accounting ledgers, and
similar materials relating to work performed for ASI under this Contract
on file for at least three (3) years following the date of final payment to
CSC by ASI. The above records retention requirement shall include daily
drivers logs, trip tickets, as well as other books, recordsand documents.
Any duly authorized representatives of ASI shall have access to such
records for the purpose of .inspection, audit and copying at reasonable
times during the CSC's usual and customary business hours.
C. All project records prepared by CSC shall be owned by ASI and shall be
made available to ASI at no additional charge.
d. Operating and financial summary reports in the format of Attachment C,
shall be provided monthly to ASI.
e. CSC shall certify as accurate all information given to ASI.
f. All revenues received and expenses incurred in the performance of this
Contract shall be recorded in an account separate from those used for other
business activities of CSC and will be subject to audit.
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Contract No. ASI - 148 09/11/96
g. The invoice for services rendered shall be prepared in a format approved
by ASI. All relevant back up documentation must be included and
submitted by the 15th of the month. Invoices will not be paid until
monthly operating data is submitted and accepted by ASI.
B. MAINTENANCE DATA COLLECTION AND REPORTING REQUIREMENTS
CSC is to develop, with the approval of ASI, the following forms:
1. Pre -trip Inspection Card;
2., Preventive Maintenance Inspection Reports;
3. Shop Work Order;
4. Daily Passenger and Vehicle Trip Logs;
5. Dispatch Logs;
6. Monthly Operations Summary;
7. Report of Trouble (Road Call) Reports;
8. Performance Standard Monitoring Report;
9. Monthly Maintenance Summary;
CSC is to submit the following Maintenance Report at the end of each month:
Summary, by vehicle, of the total maintenance hours, parts purchased, associated
costs and subcontractors work performed on all ASI vehicles. This information,
as well as requested vehicle data, shall be submitted to ASI along with the
monthly report.
10. Retention Schedule
a. Report 1 (above): Reports from the drivers showing vehicle defects shall
be a permanent part of the vehicle file. Reports about vehicles without
defects will be kept for a minimum of 30 days.
b. Reports 2, 3, and 4 (above): Copies will be a permanent part of the
vehicles files.
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Contract No. ASI - 148 09/11/96
All forms to be developed by CSC shall be submitted to ASI for approval prior to use.
C. DAILY RECORDS
Daily passenger and vehicle trip logs shall be maintained by the drivers and shall include,
but not be limited, to the following information:
1.. driver name and vehicle number;
2. daily passenger counts for ASI service with total by city of origin and by
passenger category;
3. exact passenger pick-up and drop-off times and locations for ASI service shall be
recorded on trip logs;
4. mileage recorded for each vehicle used in ASI service by passenger pick-up and
drop-off as well as daily mileage by vehicle, including mileage leaving and
returning to base., For ASI provided vehicles, this information shall be reported
for subsidized (ASI) and non -subsidized (NON -ASI) trips;
5. revenue hours of operation for service routes from the start of the route until the
end of the route;
6. payment shall not be made for incomplete driver Daily Record forms.
D. MONTHLY REPORTS
CSC shall prepare and submit to ASI monthly reports. The report shall be submitted
within fifteen (15) calendar days after the end of the operating month to receive
reimbursement for service provided during prior months. The format to be used for the
operating reports and monthly summaries shall be subject to approval of ASI.
Elements of the report shall include:
1. A summary of operations, including significant achievements and problems,
vehicles/maintenance including vehicle performance and maintenance practices,
number of preventive maintenance inspections (PMI's), average mileage on ASI
owned vehicles and other related issues, customer satisfaction including a
summary of complaints/commendations, significant issues and a summary of
recommended actions to improve service, solve problems, etc.
2. Statistical information including but not limited to total passengers, total trips,
total service hours/miles, revenue service hours/miles, passengers per revenue
hour, total operating cost, operating cost per passenger, fares/coupons, average
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Contract No. ASI - 148 09/11/96
weekday/weekend passengers, average miles per trip, accidents/roadcalls, on time
performance, average wait time, average ride time, trips refused, no shows,
cancellations. Additionally, information on vehicles and maintenance shall
include total number dedicated vehicles, total number named non -dedicated
vehicles, average mileage by vehicle type, total number preventive maintenance
inspections, average miles between PMI's, average mileage between roadcalls,
fuel consumption, total roadcalls. Customer complaint information including
total number of complaints, number determined valid, total commendations, total
accidents per passenger, and incidents and accidents by FTA category.
All reports shall be sent to ASI in hard copy with a backup disk in MS Word format.
E. SECTION 15 REPORTS
CSC shall report all data related to Access Services in the Section 15 report submitted for
CSC.
F, ACCIDENT REPORTING
CSC shall notify ASI immediately of any incident or accident that results in property
damage exceeding $5,000 or bodily injury that results in referral to a medical facility or
hospital or any fatality, regardless of the hour or day.
CSC shall notify ASI Executive Director or program manager for CSC's area within 24
hours of any less serious accidents or incident including:
1. collisions between a vehicle and another vehicle, person or object;
2. passenger accidents, including falls to vehicle passengers who are entering,
occupying or exiting the vehicle;
3. disturbances, ejectments, fainting, sickness, deaths or assaults;
4. accidents the driver witnesses;
5. vandalism to the vehicle while in service;
6. passenger complaints of injury or property damage or other circumstances likely
to result in the filing of claims against CSC, the Customer Service Center,
certification providers, or ASI; and
7. any passenger, driver and service complaint that arises from an accident.
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Contract No. ASI - 148 09/11/96
TASK IX ATTAIN PERFORMANCE STANDARDS
CSC is required to attain certain levels of performance. Failure to achieve the performance
levels, as outlined in this section, may result in the termination of the Contract.
A. PERFORMANCE STANDARDS
CSC shall strive at all times to provide service in a manner which will maximize
productivity and at the same time maximize customer service. Recognizing that the goals
of the productivity and customer service may conflict, the following standards are
intended to be reasonably attainable by CSC, fair to the customer and consistent with ASI
expectations:
I. Service shall be provided as scheduled or according to any adjusted schedule
established by ASI. When so directed by ASI program manager or official
government authority, e.g., police, etc., CSC shall not be held responsible for the
failure to provide service due to conditions beyond CSC's control as listed in
2.0.C.
CSC shall provide a telephone call sequencer which provides statistical reports on
phone calls. The sequencer shall answer calls within two (2) rings and 95% of all
calls shall not be put on hold, without talking to a real person, for more than 45
seconds from the time the call is originally answered.
CSC shall contact the rider to advise them of the circumstances and renegotiate a
pickup time, if appropriate.
II. ASI has established the following minimum standards:
1. Average of 2.5 passengers per hour for demand responsive and service
routes.
2. Air conditioning shall be used whenever the ambient outdoor temperature
reaches 75 degrees Fahrenheit or the passenger requests the air
conditioning be used.
3. Demand Responsive Service
a) For immediate service requests, pick-ups shall be within 45
minutes for 85% of all requests.
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Contract No. ASI - 148 09/11/96
b) For scheduled service requests, (trips scheduled between 46
minutes and 2 hours ahead of scheduled pick-up), 94% of all
requests shall be picked up within 5 minutes early to 15 minutes
late.
c) Maximum dwell time shall not exceed 5 minutes. An exception
would be a customer who is within the eye sight of the vehicle
operator and is clearly making his/her way to the vehicle. The
dwell time is to be extended for the passenger to board the vehicle.
d) Service will be curb to curb.
e) Boarding and disembarking assistance will be provided to any
passenger.
f) It is ASI's intention to provide transfers to fixed route and other
Paratransit services. These transfers will be provided free and
encouraged.
g) If a customer requests, the customer shall be called and informed
when the vehicle is five (5) minutes from the pick up location.
Trips requested within 45 minutes of the rider's call time shall be considered
immediate service requests. Trip requests for pick-up 46 minutes to 2 hours from
call time shall be considered scheduled trips.
4. Service Routes
a) Pick up within 0 minutes early to 5 minutes late of scheduled stop.
b) No dwell time, except as required to load and unload riders.
c) Preset schedules.
5. Road Calls
In the event of a vehicle failure, CSC shall immediately deploy a vehicle to
transport the passengers aboard the failed vehicle. All breakdowns shall be
handled to ensure maximum availability of vehicles.
Road Call Report
A Road Call Report of CSC's design shall be used each time a vehicle has to be
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Contract No. ASI - 148 09/11/96
exchanged due to a malfunction or a technical problem. The maintenance
personnel attending the road call shall complete the pertinent information on the
Road Call Report, the report shall be signed and the information entered on a
Shop Work Order. Copies of these reports shall be filed with the individual
vehicle records.
6. Trip Acceptance/Rejection
All trips within the service area are to be accepted and delivered regardless of the
trip length, origin or destination or trip purpose and without prioritization by
CSC. It is recognized that any one provider cannot meet all trip requests at all
times. However, it is ASI's desire that refusal of trips be less than 2%. An
inventory of refused trips, the date and time(s) of trips requested and reason for
refusal, shall be kept and submitted to ASI with the monthly report.
7. Complaints
Complaints shall be resolved as soon as possible but no later than two days.
Complaints are to be routed through the ASI Customer Service Center. CSC shall
resolve complaints within two (2) working days of being informed of such a
complaint.
In the event that a complaint is received by CSC, CSC shall take the complaint
and forward such information to the Customer Service Center within the same
working day.
2.0 PERIOD OF PERFORMANCE
A. The term of performance under this Contract shall be for a one year term
commencing on October 1, 1996 and ending on September 30, 1997, unless the
date for completion is extended, for one year, by mutual agreement by both
parties in writing.
B. CSC shall commence performance of the Services on October 1, 1996, and shall
complete the performance of the Services by September 30, 1997, unless the
date for completion is extended by mutual agreement of the parties in writing.
C. Neither parry hereto shall be considered in default in the performance of its
obligations with respect to schedule, to the extent that the performance of any
such obligation is prevented or delayed by an excusable delay. Should CSC's
services be delayed by an excusable cause, CSC's schedule for completion of
tasks affected by such delay may be extended. Excusable delays may include,
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Contract No. ASI - 148 09/11/96
but are not limited to, Acts of God or acts or failures to act of government
agencies or ASI in either their sovereign or contractual capacities; fires, floods,
earthquakes, epidemics, quarantine restrictions, strikes, civil disturbance; but,
in every case, the failure to perform must be reasonably beyond the control, and
without the fault or negligence of CSC.
D. Within 30 days after the last day of delay, CSC shall furnish ASI with detailed
information concerning the circumstances of the delay, the number of days
actually delayed, the appropriate Contract references, and the measures taken to
prevent or minimize the delay. Failure to submit such information shall be
sufficient cause for denying the delay claim.
3.0 PERMITS
Except for any permits furnished by ASI, CSC shall be fully responsible for identifying
and obtaining, at its own expense, all necessary licenses and permits required for the
timely provision of the Services.
4.0 CHANGES IN SCOPE OF WORK
A. ASI may, at its discretion, make changes in Article 1 - Scope of Work under
this Contract, through an amendment provided such amendment shall not
modify the overall purpose of this Contract.
B. At any time during the term of this Contract, ASI may order Additional Services
by an amendment to be performed by CSC. Additional Services are defined as
Services which were not contained in this Contract; is determined by ASI to be
necessary; and bears a reasonable relation to the Services originally described in
this Contract.
C. If any change under this Article causes an increase or decrease in CSC's cost of,
or the time required for the performance of any part of the Services, an
equitable adjustment in the compensation and schedule will be made in the
amendment, which shall be incorporated into this Contract by written
amendment. CSC shall not be entitled to make any changes in the Services or
perform any Additional Services unless authorized in advance by written
amendment. Upon receipt of an amendment approved by ASI, CSC shall
continue performance of the Scope of Work as modified by the amendment.
D. ASI recognizes that the pricing structure is dependent on the contractor utilized
by CSC. Thus, at the end of the current contractors term, September 30, 1997,
it may be necessary to adjust the pricing structure set forth in this contract.
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Contract No. ASI - 148 09/11/96
E. Except as otherwise expressly provided in this Contract, when costs are a factor
in any determination of a contract price adjustment, such costs shall be in
accordance with the applicable cost principles of Subpart 31.2 of the Federal
Acquisition Regulations ("FAR") in effect on the date of this Contract.
5.0 UNAUTHORIZED WORK
Any services not required by the terms of this Contract that are performed without
written authority from ASI, will be considered as unauthorized and at the sole expense
of CSC. Services so performed will not be paid for, and no extension in the period of
performance shall be granted on account thereof.
6.0 NO WAIVER
None of the provisions of this Contract shall be considered waived by either party
hereto unless such waiver is reduced to writing and signed by both parties. No such
waiver shall be construed as a modification of any of the provisions of this Contract or
as a waiver of any past or future default or breach hereof, except as expressly stated in
such waiver.
7.0 INSPECTION OF SERVICES, ACCEPTANCE
A. ASI reserves the right to inspect all and every part of the Services at any time
during the performance and after completion, as it may see fit.
B. If the Services or any part thereof have not been performed in accordance with
this Contract, CSC will be notified in writing that such Services are rejected.
Thereupon, CSC shall take the necessary corrective action. ASI shall not be
obligated to make any inspections, however, and neither the inspection of the
Services, nor the lack thereof, shall relieve CSC of its responsibility for
performing and providing the Services in accordance with the terms of this
Contract.
C. ASI shall not be deemed to have accepted CSC's performance of the Services
unless ASI or its designated representative has given written notice of final
acceptance of the Services to CSC. No payment in whole or in part shall be
construed to be an acceptance of the Services.
8.0 PAYMENT TO CSC
By the 7th working day of the month, CSC shall invoice for the previous month's fixed
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Contract No. ASI - 148 09/11/96
price per revenue hour and the current month's fixed monthly fee. ASI shall pay all
properly documented and executed invoices submitted by CSC within 30 days of
receipt.
If ASI disputes a portion of a submitted invoice, ASI shall pay the non -disputed
portions as provided herein. Disputes shall be resolved as provided for in Section 12.0.
A. For the period October 1, 1996 to September 30, 1997, CSC shall submit a
monthly invoice for the period of $48.05 per revenue service hour operated.
B. Request for payment for Firm Fixed Price per revenue hour must be
documented by a minimum of daily driver trip sheets and dispatch log.
Revenue Hours: The total amount of time passenger vehicles are used for
transportation services while in transit revenue service. It excludes hours
traveled to and from storage facilities, other dead -head travel time, time spent
with no ASI passengers in the vehicle and hours spent in NON -Access Services
service.
CSC shall bill a flat rate of $10 for each trip that is a no show.
D. CSC agrees that the price for the Services contained in this Contract, whether
firm fixed price, unit price or otherwise, shall be considered as total
compensation to CSC for the Services performed. For periods where CSC
operates less than one full month, the fixed monthly fee shall be prorated by the
number of days operated in that month.
E. CSC's request for payment submitted to ASI shall reference the contract
number, contain a description of services performed, be signed by CSC,
submitted in triplicate on CSC's pre-printed invoice, include one copy of
supporting documentation and be sent to the following address:
Access Services Incorporated
P.O. Box 71684
Los Angeles, CA 90071-0684
F. CSC shall notify ASI when the cumulative compensation payable under this
Contract has reached 75% of the maximum contract award of $320,000. If at
any time CSC has reason to believe that total cost to ASI for the performance of
this Contract will be greater or substantially less than the Award Price, CSC
shall notify ASI in writing to that effect and give its revised estimate of the total
cost for the performance of this Contract. The notice shall state the estimated
amount of additional funds required to continue performance for the remainder
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Contract No. ASI - 148 09/11/96
of the Contract term. In no event is CSC authorized to exceed the Award Price
without express prior written change order or written modification of this
Contract.
If, after such notification, additional funds are not allotted within forty-five (45)
days or another agreed upon date, ASI will, upon written request by CSC, either
suspend performance of the Services, or terminate this Contract on such date. If
CSC in the exercise of its reasonable judgment, estimates that the funds
available will allow it to continue to discharge its obligations hereunder for a
period extending beyond such date, it shall specify the later date in its request,
and ASI, in its discretion, may either suspend performance of the Services or
terminate this Contract on that later date.
9.0 PAYMENT OF TAXES
CSC shall pay all taxes and duties applicable to and assessable against any work,
equipment, materials, services, processes, and operations incidental to or involved in
this Contract, including but not limited to retail sales and use, transportation, export,
import, business, and special taxes. CSC is responsible for ascertaining and
acquainting itself with such taxes and making all necessary arrangements to pay them.
The prices established in this Contract shall include compensation for any taxes CSC is
required to pay by laws and regulations in effect on the date the Proposal was
submitted. CSC will maintain auditable records subject to ASI reviews, confirming that
tax payments are current at all times.
10.0 AUDITS
CSC shall keep and maintain full and complete records and books of account of its costs
and expenses relating to the performance of the Services, in accordance with the FAR
Sections 31 et• sea. and generally accepted accounting practices. Such records and
accounts shall permit CSC to furnish ASI, upon written notice, an accurate written
allocation of the costs to the various elements of the Services, as may be required by
ASI. Upon reasonable advance written notice ASI or its representatives shall have the
right to examine, any books, records, accounts, and other documents of CSC directly
pertaining to costs when such costs are the basis of a claim or of reimbursement to CSC
hereunder. ASI will make reasonable efforts to assure that any such representative is
not a competitor of CSC to which the disclosure of such cost information would have a
detrimental effect on CSC's business. CSC shall keep and preserve all such books,
records, accounts, and other documents for a period of at least three (3) years from and
after completion of the Services after Final Payment or if this Contract is terminated in
whole or in part after the final termination agreement.
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Contract No. ASI - 148 09/11/96
11.0 DISPUTES
Claims or disputes by CSC regarding meaning and intent of this Contract or arising
from this Contract shall be submitted in writing to the ASI Executive Director for a
written decision. The ASI Executive Director shall respond to CSC in writing with a
decision, by the tenth day following receipt by the ASI Executive Director.
Pending final decision of a dispute hereunder, CSC and ASI shall proceed diligently
with the performance of this Contract and the dispute or claim shall be temporarily
resolved in accordance with the direction of the ASI Executive Director, until final
resolution of the question or claim. Failure of ASI to comply precisely with the. time
deadlines under this section shall give CSC the right to appeal directly to arbitration.
In the event CSC disagrees with any determination or decision of the ASI Executive
Director, CSC may, within fifteen days of the date of such determination or decision,
appeal such decision or determination to a third party arbitrator as follows:
1. If the amount in controversy is less than $100,000
A. One arbitrator shall be selected by the American Arbitration Association
selection procedures.
B. There shall be no deposition discovery.
C. There shall be an exchange of documents at least 60 days before the date of
the arbitration.
D. Briefs shall be due before the documentation.
E. American Arbitration Association (AAA) rules shall apply.
F. CSC and ASI may designate a record by transcription no later than seven days
before the arbitration.
G. Post arbitration briefs shall be due within 30 days after the record is delivered.
H. The arbitrators shall be held in Los Angeles County.
2. If the amount of controversy is $100,000 or greater, the procedures above shall
apply with the exception of the following:
A. There shall be three arbitrators.
B. 120 days shall be allowed to take no more than 6 depositions exclusive of
35
Contract No. ASI - 148 09/11/96
expert witnesses.
C. Discovery shall be governed by Federal Rules of Civil Procedure.
D. Parties shall exchange documents and identify witnesses pursuant to the
standard of Fed. R. Civ. P. 26(a)(1) within 30 days after notice of intent to
arbitrate has been mailed by the AAA to the adverse parry.
E. Failure to follow any contractual guideline will prevent the use of non -
disclosed witnesses or exhibits.
F. Arbitrator shall be held in Los Angeles County.
12.0 TERMINATION
A. ASI may, by written notice to CSC, terminate this Contract in whole or in part at
any time, with or without cause and such action by ASI is final and not subject to
dispute resolution procedure specified in Section 12.0. Upon receipt of such notice,
CSC shall: (a) immediately discontinue all services affected (unless the notice
directs otherwise), and (b) deliver to ASI all data, vehicles and other equipment
which are the property of ASI, summaries and such other information and material
as may have been prepared or developed by CSC or its subcontractor in performing
this Contract, whether completed or in process. Termination of this Contract shall
be as of the date of receipt by CSC of such notice. If CSC is determined to have
grossly violated its contractual obligations, specifically failure to maintain
insurance, failure to pay employees and vendors, bankruptcy, loss of operating
authority (shutdown by CHP or other cognizant authority), ASI reserves the right to
terminate the Contract for cause without prior notice. If CSC has violated its
contractual obligations in a less than gross manner, such as failure to meet
minimum performance standards, failure to have paratransit manager assigned,
failure to wash or adequately maintain vehicles and other types of less serious
failures, ASI shall notify CSC in writing of said failure and provide 30 days for
CSC to rectify the failure. If CSC does not rectify the failure by the conclusion of
the 30 day period, ASI reserves the right to terminate the Contract for failure to
fulfill contract obligations.
B. If the termination is for the convenience of ASI, CSC shall submit a final invoice
within 60 days of termination and upon approval by ASI, ASI shall pay CSC a
percentage of the total Contract price based on the percentage of the Services
completed prior to the effective date of termination and other costs reasonably
incurred by CSC to implement the termination..
C. If the termination is due to the failure of CSC to fulfill its Contract obligations, ASI
may take over the Services, and complete the Services by contract or otherwise. In
36
Contract No. ASI - 148 09/11/96
such case, CSC shall be liable to ASI for any reasonable costs or damages
occasioned to ASI thereby. If such costs and expenses are in excess of the sum
which otherwise would have been payable to CSC, then CSC shall promptly pay the
amount of such excess to ASI upon notice of the excess so due, The expense of
completing the Services, or any other costs or damages otherwise resulting from
failure of CSC to fulfillits obligations, will be charged to CSC and will be deducted
by ASI out of such payments as may be due or may at any time thereafter become
due to ASI.
D. If, after the notice of termination for failure to fulfill Contract obligations, it is
determined that CSC has not so failed, the termination shall be deemed to have been
effected for the convenience of ASI. In such event, adjustment shall be made as
provided in paragraph B of this Article.
E. CSC shall not be entitled to anticipatory or consequential damages as a result of any
termination under this Article. Payment to CSC in accordance with this Article
shall constitute CSC's exclusive remedy for any termination hereunder. The rights
and remedies of ASI provided in this Article are in addition to any other rights and
remedies provided by law or under this Contract.
13.0 INSURANCE
CSC, either individually or through its service contractor, shall purchase and maintain
with an insurer or insurers, licensed to do business in California with a Best rating of
A- or better, policies of insurance which will protect CSC, and ASI from claims which
may arise from CSC's acts or omissions or from the acts or omissions of CSC's
subcontractors or other agents.
During performance hereunder and throughout the term of this agreement, CSC shall
maintain the following insurance, which shall be full coverage not subject to self
insurance (except as permitted in writing by ASI), and CSC shall not, of its own
initiative, cause such insurance to be canceled or materially changed during the term of
the agreement. All insurance shall be occurrence based. "Occurrence" means any
event or related exposure to conditions which result in bodily injury or property
damage.
A. CSC COVERAGE'S
1, Workers' Compensation insurance for CSC, and its subcontractors, employees
with the limits established and required by the State of California.
2. Comprehensive General Liability insurance, to include Premises/Operations,
Contractual and Personal Injury liability with at least the following limit of
liability:
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Contract No. ASI - 148 09/11/96
Combined single limits of liability for Primary Bodily Injury and Primary
Property Damage of Ten Million Dollars ($10,000,000) per occurrence.
3. Comprehensive Automobile Liability insurance to include owned, hired and
non -owned vehicles, with at least the following limit of liability:
Primary Bodily Injury of Ten Million per person and occurrence, and Primary
Property Damage of Ten Million per occurrence.
4. Vehicle Collision insurance covering the actual cash value of each vehicle.
The insurance carriers of CSC, or its subcontractors, shall be obligated to
cover all collision losses exceeding Five Thousand Dollars ($5,000) per
occurrence, (ASI provided vehicles only). CSC shall cover all losses less than
$5,000 per occurrence.
5. Vehicle Comprehensive insurance covering the actual cash value of each
vehicle. The insurance carriers of CSC, or its subcontractors, shall be
obligated to cover all comprehensive losses exceeding five thousand dollars
($5,000) per occurrence (ASI provided vehicles only). CSC shall cover all
losses less than $5,000 per occurrence.
B. CSC REQUIREMENTS
Ten days before service starts, CSC shall furnish ASI a company -issued certificate
of insurance showing that the required insurance coverage's for CSC and any
subcontractors are in place and that:
1. ASI, its officers, agents, and employees are insured on the Comprehensive
General Liability and Comprehensive Automobile Liability insurance with
respect to CSC performance hereunder; and
2. The coverage shall be primary and noncontributory as to any other ASI
insurance with respect to performance hereunder; and
3. Thirty (30) days prior to cancellation or material change in insurance coverage
written notice shall be given to CSC and ASI.
4. Within thirty (30) days from the effective date of this agreement, CSC shall
furnish to ASI a copy of the actual policy endorsement(s) naming ASI as
insured as specified in subparagraph 1 of this section. Each endorsement
shall state the insurance policy number, the policy__term and the insurance
coverage for which ASI is insured.
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Contract No. ASI - 148 09/11/96
14.0 INDEMNIFICATION
A. CSC shall indemnify, defend and hold harmless ASI, its officers and directors,
agents and employees from and against any and all liability and expenses including
defense costs and legal fees and claims for damages of any nature whatsoever,
arising out of the performance of the Services described herein, caused in whole or
in part by any act or omission of CSC, any subcontractor, anyone directly or
indirectly employed by any of them or anyone for whose acts any of them may be
liable including, without limitation, any costs or liability on account of (1) bodily
injury, death or personal injury of any person or for damage to or loss of use of
property (including property of ASI); (2) ASI's reliance upon or use of data or other
information provided or delivered by the CSC pursuant to this Contract; (3) any
claim against ASI made by any CSC employee, agent, independent contractor,
subcontractor, and/or any employee of CSC's subcontractors.
B. This indemnification shall apply even in the event of the act, omission, fault or
negligence, whether active or passive, of the party or parties to be indemnified, but
shall not apply to liability, expenses, claims or damages arising from the sole
negligence or willful misconduct of the party or parties to be indemnified. This
indemnity shall survive termination of this Contract or final payment hereunder.
C. This indemnification is in addition to any other rights or remedies which ASI may
have under the law or under this Contract. In the event of any claim, or demand
made against any party which is entitled to be indemnified hereunder, ASI may, at
its sole discretion, reserve, retain, or apply any moneys due to CSC under this
Contract for the purpose of resolving such claims; however, ASI may release such
funds if CSC provides ASI with reasonable assurance of protection of ASI's
interest. ASI shall, at its discretion, determine whether such assurance is
reasonable.
15.0 NOTIFICATION
All notices hereunder and communications regarding interpretation of the terms of this
Contract or changes thereto shall be effected by the mailing thereof by registered or
certified mail, return receipt requested, postage prepaid and addressed as follows:
To ASI:
Access Services Incorporated
P.O. Box 71684
Los Angeles, CA 90071-0684
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Contract No. ASI 148 09/11/96
To CSC:
City of Santa Clarita
25663 Avenue Stanford
Santa Clarita, CA 91335-1103
16.0 ASI'S TECHNICAL REPRESENTATIVE
Shelly Lyons shall be ASI's technical representative for all technical aspects related to
the performance of this Contract. CSC shall make such oral or written reports to ASI's
Technical Representative with an information copy to ASI's Contract Administrator as
may be requested by ASI or as specifically required by this Contract.
17.0 KEY PERSONNEL
A. The following are the key personnel assigned to perform the Services and their, roles
under this Contract: Paratransit Manager, Road Supervisor and Maintenance
Supervisor.
B. CSC shall not reassign such key personnel to other projects without ASI's prior
written approval and until a satisfactory replacement has been approved by ASI.
CSC shall secure the prior written approval of ASI for any change or reassignment
of the key personnel, submitting written documentation of the new individuals'
qualifications.
C. CSC's Paratransit Manager shall supervise and direct the Services, and have overall
responsibility for the Services in accordance with this Contract. CSC shall be
solely responsible for implementation of all services, means, methods, techniques,
sequences, and procedures and for coordination of all portions of the Services under
this Contract.
18.0 RIGHTS IN TECHNICAL DATA
A. All documents and materials prepared or developed by CSC and its subcontractor
pursuant to this Contract shall become the property of ASI without restriction or
limitation on their use and shall be made available upon request, to ASI at any time.
Original copies of such shall be delivered to ASI upon completion of the Services or
termination of the services. CSC shall be permitted to retain copies of such items
for the furtherance of its technical proficiency; however, publication of this material
is subject to the written approval of ASI:
B. No material or technical data prepared by CSC under this Contract is to be released
by CSC to any other person or agency except as necessary for the performance of
the Services. All press releases or information to be published in print or electronic
media, shall be distributed only after first being authorized by ASI.
Contract No. ASI - 148 09/11/96
C. ASI shall have the right, to use, duplicate, modify or disclose the technical data and
the information conveyed therein, in whole or in part, in any manner whatsoever,
and to have or permit others to do so.
D. CSC shall agree to grant to ASI and to its officers, agents, and employees acting
within the scope of their official duties, a royalty -free license to publish, translate,
reproduce, deliver, and use as they deem fit all technical data covered by copyright
supplied for this Contract. No such copyrighted matter shall be included in
technical data furnished hereunder without the written permission of the copyright
owner for ASI to use such in the manner herein described.
E. CSC warrants that the processes, design, equipment, materials, or devices supplied
by CSC or its subcontractor used in providing the Services shall be delivered free of
any rightful claim of any third party for infringement of any United States patent or
copyright. The vehicles provided by ASI shall not be covered by this warranty. If
a suit or proceeding based on a claimed infringement of a patent or copyright is
brought against ASI, CSC shall, at its own expense, defend or settle any such suit
or proceeding [if authorized to do so in writing by ASI], and indemnify and hold
hamlless ASI, its subsidiaries, agents and employees from all liability, damages,
costs, and expenses associated therewith, including, without limitation, defense
costs and attomeys' fees; provided CSC shall have sole control.
19.0 STANDARD OF PERFORMANCE
A. CSC shall perform and require its Subcontractor to perform the Services in
accordance with the requirements of this Contract and in accordance with
professional standards of skill, care, and diligence adhered to by firms recognized
for their expertise, experience and knowledge in performing services of a similar
nature. CSC shall be responsible for the professional quality, technical accuracy,
completeness, and coordination of the Services, it being understood that ASI will be
relying upon such professional quality, accuracy, completeness, and coordination in
utilizing the Services. The foregoing obligations and standards shall constitute the
"Standard of Performance" for purposes of this Contract.
B. All workers shall have sufficient skill and experience to perform the work assigned
to them. ASI shall have the right, in its absolute discretion to require the removal
of CSC's personnel at any level assigned to the performance of the Services at no
additional fee to ASI, if ASI considers such removal necessary in its best interests
and requests such removal in writing. Further, an employee who is dismissed for
any of the above reasons shall not be re-employed on this Contract.
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Contract No. ASI - 148 09/11/96
C. CSC shall carefully study this Contract; shall verify all figures in this Contract
Document before performing the Services; shall promptly notify ASI of all errors,
inconsistencies, and/or omissions that it discovers; and, in instances where such
non -conformities are discovered, shall obtain specific instructions in writing from
ASI before CSC's proceeding with the Services. Any Services affected which are
performed prior to ASI's decision shall be at CSC's risk. CSC or ASI shall not take
advantage of any apparent non -conformity that may be found in this Contract. ASI
shall be entitled to make such corrections therein and interpretations thereof as it
may deem necessary for the fulfillment of the intent of this Contract., Omissions or
misdescription of any Services that are manifestly necessary to carry out the intent
of this Contract, or that are customarily performed, shall not relieve CSC from
performing such Services at no additional expense and/or delay, and such Services
shall be performed as if fully and correctly set forth in this Contract.
20.0 EEO/AFFIRMATIVE ACTION
In connection with the execution of this Contract, CSC shall not discriminate against
any employee or applicant for employment because of race, age over 40, religion,
color, sex, sexual orientation, national origin, ancestry, disability (including AIDS),
cancer related medical condition, or marital status. CSC shall take affirmative action to
insure that applicants are employed, and that employees are treated during employment,
without regard to their race, religion, color, sex, sexual orientation, age, national origin
or disability status. Such action shall include, but not be limited to, the following:
employment upgrading, demotion or transfer, recruitment or recruitment advertising,
layoff or termination, and selection for training, including apprenticeship. CSC shall
comply with all applicable Federal, State and local directives and executive orders
regarding nondiscrimination in employment, the Fair Employment and Housing Act
(Gov. Code Section 12900 et. se and the applicable regulations promulgated
hereunder. CSC shall include the provisions of this Article in all of CSC's subcontracts
with respect to work under this Contract, unless exempted by the Regulations.
21.0 CSC STATUS/SUBCONTRACTORS
A. CSC represents that it is fully experienced and properly qualified to perform the
class of Services required for this Contract and that it is properly licensed,
equipped, organized, and financed to perform the Services. CSC shall be an
independent contractor. CSC is not an agent of ASI in the performance of this
Contract, and shall maintain complete control over its employees and its
Subcontractors and Suppliers of any tier.. Nothing contained in this Contract or
any Subcontract awarded by CSC shall create any contractual relationship
between any Subcontractor and ASI. CSC shall perform the Services in
accordance with its own methods, in compliance with the terms of the Contract.
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Contract No. ASI - 148 09/11/96
FIV4II
B. Services to be furnished hereunder shall be deemed to be unique personal
services and except as herein provided, CSC shall not assign, subcontract,
transfer or otherwise substitute its interest in this Contract or its obligations
hereunder without the prior written consent of ASI. This consent shall in no
way relieve CSC from its primary responsibility for performance of the
Services. Any such assignment without said consent shall be void and
unenforceable.
C. ASI reserves the right of prior approval of all subcontractors and retains the
right to request CSC to terminate any subcontractors, for any reason deemed
appropriate by ASI, by so notifying CSC in writing. Should said notification be
submitted to CSC, it shall terminate said subcontractor immediately. ASI has
approved of CSC's subcontractors and suppliers identified in Attachment F.
ASI shall have no liability to any subcontractor(s) for payment for services
under this Contract or other work performed for CSC, and any subcontract
entered into by CSC under this Contract shall be advised in writing that the
responsibility for payment for the technical services or any other services
performed shall be the sole responsibility of CSC.
A. CSC warrants that it has not employed or retained any company or person,
other than a bonafide employee working solely for CSC, to solicit or secure this
Contract and that is has not paid or agreed to pay any company or person, other
than a bonafide employee working solely for CSC, any fee, commission,
percentage, brokerage fee, gifts or any other consideration, contingent upon or
resulting from the award or making of this Contract. For breach of this
warranty, or violation of any other prohibition in this Article, ASI shall have
the right to terminate this Contract for failure of CSC to fulfill its Contract
obligations.
B. CSC agrees that, for the term of this Contract, no member, officer, or
employee of ASI, during their employment and for one (1) year thereafter, or
member or delegate to the Congress of the United States, shall have any
interest, direct or indirect, in this Contract, or to any benefit arising thereof as
prohibited by Government Code Sections 1090 et. sea. and 87100 et. sea.
C. The employment by CSC of personnel on the payroll of ASI for the
performance of Services under this Contract will not be permitted, even though
such employment may be outside of the employee's regular working hours or
on Saturdays, Sundays, holidays, or vacation time. The employment by CSC
of personnel who have been on ASI payroll within one (1) year prior to the date
of Contract award, where such employment is caused by and/or dependent
43
Contract No. ASI - 148 09/11/96
upon CSC securing this Contract or a related contract with ASI, is also
prohibited.
23.0 CSC'S INTERACTION WITH THE MEDIA AND THE PUBLIC
A. ASI shall review and approve all ASI -related copy proposed to be used by CSC
for advertising or public relations purposes prior to publication. CSC shall not
allow ASI -related copy to be published in its advertisements and public
relations programs prior to receiving such approval. CSC shall ensure that all
published information is factual and that it does not in any way imply that ASI
endorses CSC's firm, service, and/or product.
B. CSC shall refer all inquiries from the news media to ASI, and shall comply
with the procedures of ASI staff regarding statements to the media relating to
this Contract or the Services.
C. CSC shall designate a staff person acceptable to ASI to keep ASI informed of
all impacts on the community resulting from the Services of this Contract. This
designated staff person may be CSC's paratransit manager or other employee
acceptable to ASI; the person does not need to be full time.
D. If CSC receives a complaint from a citizen or the community, CSC shall
inform ASI about what action was taken to alleviate the situation.
24.0 CONFIDENTIALITY
CSC agrees that for and during the entire term of this Contract, any information, data,
figures, records, findings and the like received or generated by CSC in the performance
of this Contract, shall be considered and kept as the private and privileged records of
ASI and will not be divulged to any person, firm, cooperation, or other entity except on
the direct authorization of ASI. Further, upon termination of this Contract for any
cause, CSC agrees that it will continue to treat as private and privileged any
information, data, figures, records and the like, and will not release any such
information to any person, firm, corporation or other entity, either by statement,
deposition, or as a witness, except upon direct written authority of ASI.
25.0 PUBLIC RECORDS ACT
A. To the extent required by law all records, documents, drawings, plans,
specifications and other material relating to conduct of ASI's business,
including materials submitted by CSC in its Proposal and during the course of
performing the Services under this Contract shall become the exclusive property
44
Contract No. ASI - 148 09/11/96
unconstitutional, or otherwise unenforceable, such determination, declaration, or
adjudication shall in no manner affect the other Articles, sections, Subarticles,
paragraphs, sentences, clauses, or phrases of this Contract, which shall remain in full
force and effect as if the Article, section, Subarticle, paragraph, sentence, clause, or
phrase declared, determined, or adjudged invalid, illegal, unconstitutional, or otherwise
unenforceable, was not originally contained in this Contract.
29.0 ENTIRE AGREEMENT
This Contract, and any attachments or documents incorporated herein by inclusion or
by reference, constitutes the complete and entire agreement between ASI and CSC and
supersedes any prior representations, understandings, communications, commitments,
agreements or proposals, oral or written
Nothing in this Agreement, whether expressed or implied, is intended to confer any
rights or remedies under or by reason of this Agreement on any persons other than the
parties to it, their respective successors and assigns, nor is anything in this Agreement
intended to relieve or discharge the obligation or liability of any third persons to any
party to this Agreement. This agreement is not assignable without the ,prior written
consent of ASI.
30.0 SUCCESSORS AND ASSIGNS
This Contract shall be binding upon and inure to the benefit of the parties hereto and
their successors and assigns. Contractor shall not transfer, assign or delegate its duties,
rights and obligations under the terms of the Contract without the prior written consent
of ASI.
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Contract No. ASI - 148 09/11/96
IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed on the
date shown below, but effective on the date first hereinabove written.
The City of Santa Clarita
Date
Tax I.D. No.
47
Contract No. ASI - 148 09/11/96
Date
Access Services Incorporated
Attachment A
On -Line Data Products (PASS) System Specifications:
Area 7 - City of Santa Clarita
1 PARATRANSIT AUTOMATED SCHEDULING SYSTEM (PASS)
Includes:
1) GRAPHIC MAP INTERFACE (First license)
2) DIGITAL MAP for ONE county.
3) STANDARD REPORT MODULE
4) CRYSTAL REPORT WRITER W/ASSOCIATED REPORTS
4 ADDITIONAL CONCURRENT SCHEDULER/DISPATCHER
STATIONS* ($2,450.00 EA.)
*NOTE: This additional charge is for additional concurrent workstations accessing
reservations, scheduling and dispatching functions, and includes the required
MapInfo graphical map interface license. Any number of stations may be
concurrently accessing the other modules of PASS including reporting and
inquiry capability of the system at any time at no additional charge.
ASI will pay for two of the concurrent scheduler/dispatcher stations and invoice
CSC for the cost of the addition stations ($5,000).
INSTALLATION AND STAFF TRAINING COSTS
TRAINING & TRAINING
All inclusive costs for 14 days training and installation from On -Line Data staff.
Any training deemed necessary by ASI or CSC staff will be paid by CSC at a
rate of $450 per day plus $150 per diem per day.
TRAVEL & EXPENSES
Total of expenses including 2 round-trip airfares.. Additional airfare will be the
responsibility of SCC, and will be billed at the actual cost.
Contract No. ASI - 148 09/11/96
NETWORK SOFTWARE AND HARDWARE
ASI will provide the following software and hardware:
1 Novell NetWare v3,12, 10 user License
1 16 Port 10 Base -T Concentrators
CSC is responsible for providing the following software and hardware:
1 28.8 Baud Modem w/PC Anywhere Software
Network Cabling to support 10 user network
1 2Gb DAT Tape Backup
1 Uninterrupted Power Supply 900 Watt or greater, Novell Approved
1 H.P. Laserjet IV Plus Printer, or equivalent'
Contract No. ASI - 148 09/11/96
WORKSTATIONS
CSC will provide a total of three workstations meeting the following specifications. ASI will
provide CSC with a File Server, two workstations and a concentrator meeting the
specifications outlined below.
HARDWARE SPECIFICATIONS
FILE SERVER
PENTIUM 66 Mz Processor
32 MB RAM Memory
1.44 MB 3.5 Floppy Disk Drive
270 MB or greater Boot Hard Drive
101 Keyboard
SVGA Graphics Card w/1 MB
14 inch SVGA Monitor, 1024x768 Resolution
(1) 16 Bit Network Card
MS-DOS Operating System v6.22
2 Gb Network Hard Drive
WORKSTATIONS
PENTIUM 133Mz Processor
2 Serial/1 Parallel Ports
16 MB RAM Memory
1.44 MB Floppy Disk Drive
1.2 Gb or greater Hard Drive
101 Keyboard
SVGA PCI Buss Graphic Card w/ 1 MB
14 inch SVGA Monitor .28 Dot 1024x768 Resolution
16 Bit PCI Buss Network Card
MS-DOS Operating System v6.22.
Microsoft Mouse
Contract No. ASI - 148 09/11/96
ATTACHMENT D
CERTIFICATION FOR REQUEST FOR PAYMENT
I hereby certify, to the best of my knowledge and belief, that --
1. The amounts requested are only for performance in accordance with the terms and
conditions of Contract No. ASI - 148;
2. Payments to subcontractors and suppliers have been made from previous payments
received under Contract No. ASI - 148, and timely payments will be made from the
proceeds of the payment covered by this certification, in accordance with subcontract
agreements.
3. This request for progress payments does not include any amount which the Contractor
intends to withhold or retain from a subcontractor or supplier in accordance with the
terms and conditions of the subcontract.
(Signature)
(Name)
(Title)
(Company)
(Date)
Contract No. ASI - 148 09/11/96