1996-0210_ORANGE COUNTY TRANSPORTATION AUTHORITY_Agreement No. C-96-352 AGREEMENT NO. C-96-352
1 AGREEMENT
2 THIS AGREEMENT, is entered effective July 1, 1996, by and between the City of San Juan
3 Capistrano ("CITY") and the Orange County Transportation Authority, a public corporation of the state
4 of California ("AUTHORITY").
5 WHEREAS, AUTHORITY is experienced in the transportation of seniors, and persons with
6 disabilities, and
7 WHEREAS AUTHORITY is a provider of mass transportation services to meet the special
8 needs of persons with disabilities; and
9 WHEREAS, AUTHORITY shall enter into an Agreement with a third party contractor
10 ("CONTRACTOR") to provide transportation services for the elderly pursuant to the Older Americans
11 Act of 1965, as amended; and
12 WHEREAS, AUTHORITY reimburses CONTRACTOR with funds pursuant to Article 4.5 of the
13 Transportation Development Act of 1972 amongother funds to support p transportation services in the
14 county; and
is WHEREAS, CITY is desirous of purchasing "Social Services" transportation service from
16 AUTHORITY.
17 NOW THEREFORE, in consideration of the respective and mutual covenants and promises
18 hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto
19 agree as follows:
20 1. AUTHORITY, through its Agreement with CONTRACTOR, assumes all responsibility for the
21 operation, scheduling and maintenance of any vehicles which are to be operated in the
22 performance of this Agreement and cost thereof except to the extent this Agreement provides
23 otherwise.
24 2. AUTHORITY and/or CONTRACTOR, shall obtain and maintain all licenses, registrations and
25 accreditations from agencies governing its operation, which are necessary for AUTHORITY to
26 perform its obligations under this Agreement.
DP CF
AG6352.DOC
Page 1 of 6
•
AGREEMENT NO. C-96-352
1 3. AUTHORITY shall ensure that CONTRACTOR obtain at its sole cost and file with CITY, prior
2 to exercising any right or performing any obligation pursuant to this Agreement and maintain
3 for the period covered by the Agreement, the following insurance, which shall be full-coverage
4 insurance not subject to self-insurance conditions:
s (1) Comprehensive General Liability insurance with at least One Million Dollars
6
($1,000,000.00) per occurrence; and
(2) Comprehensive Automobile Liability insurance of combined single limit Primary
8 Bodily Injury and Primary Property Damage in an amount not less than Two Million Dollars
9
($2,000,000.00) per occurrence.
to (3) Workers' Compensation insurance with limits established and required by the
11 State of California.
12 Each policy of insurance required in subsections (1) and (2) shall name CITY as an additional
13 insured with respect to performance hereunder. Should any of the above described policies be
14 canceled before the expiration date thereof, the issuing company will endeavor to mail 30 day
is written notice to the certificate holder named.
16 4. AUTHORITY, through its agreement with the CONTRACTOR, shall employ only qualified
17 drivers to operate any vehicles in performance of this Agreement. Prior to employment,
18 CONTRACTOR shall review the records maintained and made available by the Department of
19 Motor Vehicles regarding each of said drivers. Each of said drivers shall possess and maintain
20 any licenses or certificates required by law and necessary for their individual performances on
21 behalf of CONTRACTOR under this Agreement. AUTHORITY, through its agreement with
22 CONTRACTOR shall be solely responsible for the supervision of said drivers in the
23 performance of their duties.
24 5. Notwithstanding any other provision of this Agreement, AUTHORITY and CITY agree to
25 comply with all applicable federal, state and local laws and regulations.
26
DP CF
AG6352.DOC
Page 2of6
AGREEMENT NO. C-96-352
1 6. AUTHORITY shall ensure that CONTRACTOR establishes, maintains, and preserves records
2 which include and substantiate costs of all labor and materials related to the performance of
3 this Agreement and documentation which substantiates CONTRACTOR's
g performance of
4 transportation services pursuant to this Agreement. AUTHORITY, through its agreement with
5 CONTRACTOR, shall make all of the above records available, upon reasonable prior notice, to
6 CITY during regular business hours.
7 7. AUTHORITY shall indemnify, defend and save harmless CITY, its officers, directors,
8 employees and agents from and against any and all claims (including attorney's fees and
9 reasonable expenses for litigation or settlement) for any loss or damages for bodily injuries,
10 including death or loss of, damage to or loss of use of property caused by the negligent acts,
11 omissions or willful misconduct by AUTHORITY, its officers, directors, employees, agents,
12 subcontractors or suppliers in connection with or arising out of the performance of this
13 Agreement.
14 8. CITY shall indemnify, defend and save harmless AUTHORITY, its officers, directors,
15 employees and agents from and against any and all claims (including attorney's fees and
16 reasonable expenses for litigation or settlement) for any loss or damages for bodily injuries,
17 including death or loss of, damage to or loss of use of property caused by the negligent acts,
18 omissions or willful misconduct by CITY, its officers, directors, employees, agents
19 subcontractors or suppliers in connection with or arising out of the performance of this
20 Agreement.
21 9. CONTRACTOR shall pick up, transport and deliver such passengers at and to such locations
22 and at such times as are described in EXHIBIT A - STATEMENT OF SERVICES - attached
23 hereto and by this reference incorporated herein.
24 10. The term of this Agreement shall be one (1) year, commencing July 1, 1996, and expiring at
25 the end of business or 5:00 p.m. whichever occurs last on June 30. 1997.
26 /
DP-CF
AG6352.DOC
Page 3 of 6
AGREEMENT NO. C-96-352
1 11. For services provided by AUTHORITY under this Agreement, CITY shall pay AUTHORITY the
2 amount of One Dollar and Fifty-Four Cents ($1.54) per passenger trip up to but not to exceed
3 the amount of Six Thousand, Nine Hundred Thirty Dollars ($6,930.00), which would be the
4 amount equivalent to the provision of the maximum number of passenger trips specified in
5 EXHIBIT A - STATEMENT OF SERVICES. AUTHORITY shall submit quarterly invoices to
6 CITY for payment pursuant to this Agreement within 30 days after the close of each of the
7 following periods: for period July 1, 1996, through September 30, 1996; for the
period
8 October 1, 1996, through December 31, 1996; for the
g period January 1, 1997, through
9 March 31, 1997; and for the period April 1, 1997, through June 30, 1997. Failure of CITY to
to pay AUTHORITY amount due under this contract within 60 days from date of invoice shall
11 entitle AUTHORITY to, in addition to any other legal remedies available to AUTHORITY,
12 suspend or diminish its performance under this Agreement if it so elects.
13 12. Availability of Funds
14 a. It is mutually understood between the parties that this Agreement may have been
15 written before ascertaining the availability of congressional or legislative appropriation
16 of funds, for the mutual benefit of both parties in order to avoid program and fiscal
17 delays which would occur if the Agreement were executed after that determination was
18 made.
19 b. This Agreement is valid and enforceable only if sufficient funds are made available to
20 the State by the Congress or the Legislature for the Fiscal Year 1996-97, for the
21 purposes of this program. In addition, this Agreement is subject to any additional
22 restrictions, limitations, or conditions or any statute enacted by the Congress or the
23 Legislature which may affect the provisions, terms, or funding of this Agreement in any
24 way.
25 /
26 /
DP CF
AG6352.DOC
Page 4 of 6
AGREEMENT NO. C-96-352
•
1 c. It is mutually agreed that if the Congress or the Legislature does not appropriate
2 sufficient funds for this program, this Agreement shall be amended to reflect any
3 reduction in funds.
4 d. In the event that insufficient funds are appropriated, this Agreement may be canceled
5 at any time by either party, by giving thirty (30) days written notice to the other party.
6 e. AUTHORITY has the option to void this Agreement under the thirty (30) day
7 cancellation clause or to amend the Agreement to reflect any reduction of funds.
8 13. All notices pertaining to this Agreement, and any communications from the parties may be
9 made by delivery of said notices in person or by depositing said notices in the U.S. Mail,
10 registered or certified mail, return, receipt requested, postage prepaid and addressed as
11 follows:
12 To CITY: To AUTHORITY:
13 City of San Juan Capistrano Orange County Transportation Authority
14 31421 La Matanza Street 550 South Main Street
15 San Juan Capristano, CA 92675 P.O. Box 14184
16 Attention: Linda Evans Orange, CA 92613-1584
17 (714/443-6390) Attention: Contracts Administrator
18 (714/560-5614)
19 14. Any of the parties may cancel this Agreement by giving thirty (30) days written notice of said
20 cancellation to the other party. In the event of termination or cancellation for any reason, CITY
21 shall pay AUTHORITY for services rendered up to the effective date of such termination.
22 15. This document fully expresses all understandings of the parties concerning all matters covered
23 and shall constitute the total Agreement. No prior written or oral provisions or understanding,
24 between the parties shall have any force or affect. No addition to or alteration of the terms of
25 this Agreement shall be valid unless made in writing and formally adopted in the same manner
26 as this Agreement.
DP CF
AG6352.DOC
Page 5 of 6
AGREEMENT NO. C-96-352
1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first
2 above written.
3 CITY OF S _ AN C ' 'ISTRANO
4
By
5 G-.rge .4111°:0'o • , Cit anager
6
By
7
8
9 B ORANGE
COUNTY TRANSPORTATION AUTHORITY
10 y Stan Oftelie
11 Chief Executive Officer
12 APPROVED AS TO FORM:
13 By
Kennard R. Smart, Jr.
14 General Counsel
15
16
17
18
19
20
21
22
23
24
25
26
DP CF
AG6352.DOC
Page 6 of 6
AGREEMENT C-96-352
CITY OF SAN JUAN CAPISTRANO
SENIOR TRANSPORTATION
STATEMENT OF SERVICES
1 . The AUTHORITY shall provide special agency transportation service to the
following senior centers for the purpose of community meals and related activities:
San Juan Capistrano Senior Center
2. Service shall commence on July 1 , 1996 if a contract is executed between the
AUTHORITY and the contracting city. Contracts not executed shall result in an
interruption of service.
3. The AUTHORITY shall schedule and operate a vehicle or vehicles Monday through
Friday within normal business hours for senior participation. The service level will
be determined by annual number of trips budgeted for the site.
4. The AUTHORITY at its discretion shall assign vehicles it deems necessary for this
transportation. The model and configuration of the vehicle may vary from time to
time. The vehicles are not for the sole purpose of the senior transportation and
there may be ACCESS rides booked on the routes if the addition can be made
without compromising the group route.
5. The AUTHORITY shall assign any equipment it feels appropriate for the needs of
the client and we reserve the right to reassign both equipment and driver as
needs may occur either for the passenger or for OCTA scheduling.
6. The AUTHORITY shall deny transportation to any passengers who may pose a
danger to themselves, other passengers or the drivers or who may require special
handling beyond the scope of the driver's responsibility and/or training.
7. All rides provided by the AUTHORITY shall be on a space available basis and
within the budgeted amount of service for the center. Geographic considerations
may affect the AUTHORITY's ability to schedule riders. The AUTHORITY will
determine the number of individuals assigned to a given route to ensure maximum
service quality and routing integrity.
8. Participants attending the senior center must reside in the same city as the center
unless it is determined that no senior center is available within their city. In that
case special arrangements will be made.
Page 1 of 2
AGREEMENT C-96-352
9. The AUTHORITY requires that all passengers be ready for the transportation
vehicle at the scheduled pick up time. The drivers shall wait only five minutes
after the scheduled time. If the passenger is not ready within this time the driver
must proceed to the next location and the passenger will be recorded as a "No
Show" and the city will be billed for this trip.
10. A Cancellation/No Show policy is in effect and will be adhered to. Cancellations
must be made by 5:00 pm on the day prior to the trip. We will no longer take
same day cancellations.
11 . Service will be provided to the center/s within your city based on the budgeted
number of passenger trips your city's subsidy allows. The city of San Juan
Capistrano has budgeted $6,930.00 for the FY 96-97 FY. This equates to 4,500
passenger trips. The amounts used each month will be monitored carefully and
adjustments will be made to the service as necessary. The AUTHORITY does not
guarantee that all trips budgeted will be provided. This is used as a not-to-exceed
amount.
12. Invoicing for the service will be on a quarterly basis within twenty days after the
service month ends. Payments must be made to OCTA within 60 days to ensure
uninterrupted service.
13. The AUTHORITY contacts for this service shall be:
Invoicing and Payments Pam McKeon 560-5641
Contractual Issues Donna Pagel 560-5614
Service Issues Carolyn Furgeson 560-5918
Scheduling Issues Tim Wilcox 560-5949
ADA Eligibility Lisa Molnar 560-5956
Any changes to the above structure will be provided to you in writing.
AG6352A.AG5 CF Page 2 of 2