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HomeMy WebLinkAboutR-2005-165 Provident Services Contract (re: dial-a-ride eligibility)RESOLUTION NO. R-2005- 165 A RESOLUTION authorizing and directing the City Manager of the City of Yakima to execute the Dial -A -Ride Eligibility Consultant Services Contract with Provident Services. WHEREAS, the City of Yakima currently provides and intends to continue to provide paratransit transportation services in Yakima to persons with disabilities through a program known as Dial A -Ride, as required by the American with Disabilities Act (ADA) to use existing transportation services. WHEREAS, the City requires specialized Americans with Disabilities Act Eligibility Determination assistance to aid City staff in ensuring clients eligible for Dial - A -Ride Paratransit service provided through the Transit Division are qualified for such services and to what degree they are eligible; and WHEREAS, Provident Services has the experience and expertise necessary to perform the specialized services required by the City; and WHEREAS, the Council Transit Committee has reviewed the request at its October 19, 2005 meeting and endorses staff's recommendation to adopt the resolution authorizing execution of the Dial -A -Ride Eligibility Consultant Services Contract with Provident Services; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager of the City of Yakima is hereby authorized and directed to execute the attached and incorporated Dial -A -Ride Eligibility Consultant Services Contract with Provident Services and all necessary documentation to allow assistance to aid City staff in ensuring clients' eligibility for Dial A -Ride Paratransit services provided in conjunction with the Dial A -Ride program of the City Transit Division. ADOPTED BY THE CITY COUNCIL this 1st of Novembep2905. ATTEST: Paul George, Mayor J.4 City Clerk Provident Services ADA Eligibildy DIAL -A -RIDE ELIGIBILITY CONSULTANT SERVICES CONTRACT THIS DIAL -A -RIDE ELIGIBILITY CONSULTANT SERVICES CONTRACT (hereinafter "Contract") is made and entered into by and between the City of Yakima, a Washington municipal corporation (hereinafter "City"), and Provident Services, (hereinafter "Contractor".) WHEREAS, the City requires specialized Americans with Disabilities Act Eligibility Determination assistance to aid City staff in ensuring clients eligible for Dial -A -Ride Paratransit service provided through the Transit Division are qualified for such services and to what degree they are eligible. WHEREAS, Contractor has the experience and expertise necessary to perform the Eligibility Determination assistance required by the City NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements set forth herein, it is agreed by and between the City and Contractor as follows: 1. Term. This Agreement shall commence upon execution and shall terminate June 30, 2006, unless terminated earlier by either party in accordance with section 25 of this Agreement. 2. Scope of Services. Contractor shall provide the City with services in conjunction with the Dial -A - Ride program of the City Transit Division and in accordance with the attached and incorporated Exhibit "A". 3. Compensation. A. Compensation for Services. As consideration for the services performed pursuant to this Agreement, the City agrees to compensate Contractor at the rate of $ 50.00 per hour, plus mileage at the current Federally established rate per mile (currently 48.5 t per mile). This amount covers any and all costs of training including but not limited to in-kind costs of Contractor's staff, salaries and salary -related costs, travel, overhead, taxes, insurance, telephone, materials, supplies, and other expenses. C. Payment for Compensation. Contractor shall provide the City with an itemized invoice/billing no later than thirty (30) calendar days after services are provided. No vouchers shall be made for amounts claimed that are found by Yakima Transit to be non -compensable under the Agreement. The amount due may be reduced for overpayment or increased for underpayment with respect to preceding invoices or vouchers. The monthly invoice submitted by the Contractor must be itemized per client to 1 show the number of hours spent and services rendered in performance of the contract. The City shall make payment to Contractor within thirty (30) calendar days upon receipt of each invoice/billing. Said payment is expressly conditioned upon the Contractor providing services hereunder which are satisfactory to the City. D. Source of Funds. The source of funds for this Agreement is through the City of Yakima, Transit Department Paratransit budget. E. Payment in the Event of Termination. In the event that either party terminates this Agreement pursuant to Section 25, Contractor shall be compensated on a pro -rata basis for all satisfactory services provided to the City under this Agreement up to the effective termination date. F. Disallowed Expenses. Should any expense or charge for which payment has been made by the City be subsequently disallowed or disapproved as a result of any auditing or monitoring by the City, Washington State Department of Transportation (WSDOT), or any other state or federal agency, Contractor shall refund such amount to the City within fifteen (15) calendar days of receipt of written notice specifying the amount disallowed. Refunds of disallowed costs may not be made from any funds received from the City. 4. Reporting Requirements. All necessary reporting to be submitted to Yakima Transit personnel within seven (7) calendar days to facilitate eligibility determinations being made within the 21 day time window specified by the American's with Disabilities Act . Any deviation from this seven day timeline must be specifically approved by Yakima Transit staff prior to the timeline expiration. 5. Resolution of Conflicting Language. Any inconsistencies or conflicts between the language of this Agreement and the Proposal submitted by Contractor shall be resolved in the following order: the language of this Agreement shall prevail over the language of the Proposal. 6. Coordination of the Work. The City designates the City of Yakima Transit Manager or his/her designee as its representative authorized to act on its behalf in the direction of the work under this Agreement. This authority does not extend to issuing directives outside the scope of or contradictory to the provisions of this Agreement. Contractor shall designate a representative to act on its behalf. Said representative shall have full authority to direct all affairs in respect to the work performed under this Agreement. 2 7. Independent Contractor Status of Contractor. Contractor and the City understand and expressly agree that Contractor and its employees are independent contractors in the performance of each and every part of this Agreement. Contractor, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing the services required under this Agreement. Additionally, and as an independent contractor, Contractor and its employees shall make no claim of City employment nor make any claim against the City for any related employment benefits, social security, retirement benefits or benefits of any kind that are normally an incident of employment. Nothing contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between Contractor or any officer, employee or agent of Contractor and the City. 8. Taxes and Assessments. Contractor shall be solely responsible for compensating its employees and for paying all related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, Contractor shall pay the same before it becomes due. 9. Compliance With Law. Contractor agrees to perform all services under and pursuant to this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local, or otherwise. Contractor shall have all applicable and necessary permits, licenses and approvals of any federal, state, and local government or governmental authority. 10. Federal Requirements And Changes. The Contractor shall at all times comply with all applicable Federal Transit Administration (FTA) regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement (Form FTA MA (6) dated October 1, 2001) between Yakima Transit and FTA, as they may be amended or promulgated from time to time during the term of this Agreement. The Contractor's failure to so comply shall constitute a material breach of this Agreement 11. No Insurance. It is understood the City is not required to and will not maintain liability insurance for Contractor and/or its officers, employees, agents, instructors, and/or subcontractors and that such insurance is the sole responsibility of Contractor. 12. Indemnification and Hold Harmless. A. Contractor agrees to protect, defend, indemnify, exonerate, and hold harmless the City, its elected officials, agents, officers, employees from any 3 and all claims, demands, losses, liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) resulting from Contractor's performance and/or nonperformance of this Agreement. B. In the event both the Contractor and the City are negligent, the Contractor's liability for indemnification of the City shall be limited to the contributory negligence for any resulting suits, actions, claims, liability, damages, judgments, costs, and expenses (including reasonable attorney's fees) that can be apportioned to the Contractor, its officers, employees, agents, and/or subcontractors. C. Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party. 13. No Obligation by the Federal Government. A. The City and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underling contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the City, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. B. The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. 14. Commercial Liability Insurance. Before this Agreement is fully executed by the parties, the Contractor shall provide the City with a certificate of insurance as proof of commercial liability insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) per occurrence combined single limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00) general aggregate. The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when the policy and provisions provided are in effect. Said policy shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of 'but failure to mail such notice shall impose no obligation or liability of any kind upon the company" shall be crossed out and initialed by the insurance agent). The insurance shall be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the State of Washington. If the City is 4 damaged by the failure of Contractor to maintain the above insurance or to so notify the City, the Contractor shall bear all costs attributable thereto. 15. Delegation of Professional Services. The services provided for herein shall be performed by Contractor, and no person other than regular associates or employees of Contractor shall be engaged upon such work or services except upon prior written approval of the City. 16. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by Contractor to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and liabilities of Contractor stated herein. 17. Ethics. A. Code of Ethics. Contractor agrees to maintain a written code or standards of conduct that shall govern the performance of its officers, employees, board members, or agents engaged in the award and administration of contracts. The code or standards shall provide that the Contractor's officers, employees, board members, or agents may neither solicit nor accept gratuities, favors, or anything of monetary value from any present or potential contractor or subrecipient. Contractor may set minimum rules where the financial interest is not substantial, or the gift is an unsolicited item of nominal intrinsic value. These codes or standards shall prohibit the Contractor's officers, employees, board members, or agents from using their positions for a purpose that constitutes or presents the appearance of personal or organizational conflict of interest or personal gain. As permitted by state or local law or regulations, such code or standards shall include penalties, sanctions, or other disciplinary actions for violations by the Contractor's officers, employees, board members, or agents, or by subcontractors or subreceipients or their agents. 1. Personal Conflict of Interest. Contractor's code or standards shall prohibit the Contractor's employees, officers, board members, or agents from participating in the selection, award, or administration of a contract supported by state funds if a real or apparent conflict of interest would be involved. Such a conflict would arise when any of the parties set forth below has a financial or other interest in the firm or entity selected for award: a. The employee, officer, board member or agent; b. Any member of his or her immediate family; c. His or her partner; or d. An organization that employs, or is about to employ, any of the above. 5 2. Organizational Conflict of Interest. Contractor's code or standard of conduct must include procedures for identifying and preventing real and apparent organizational conflicts of interest. An organizational conflict of interest exists when the nature of the work to be performed under a proposed third party contract may, without some restrictions on future activities, result in an unfair competitive advantage to the third party contractor or impair its objectivity in performing the contract work. 18. Program Fraud And False Or Fraudulent Statements And Related Acts A. The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. #3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 CFR Part 31, apply to its actions pertaining to this procurement. Upon execution of this Agreement, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to this Agreement or the FTA assisted project for which this Agreement is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, Yakima Transit tement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. B. The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, Yakima Transit tement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. #5307, the Government reserves the right to impose the penalties of 18 U.S.C. #1001 and 49 U.S.C. #5307 (n)(1) on the Contractor, to the extent the Federal Government deems appropriate. C. The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. 19. Federal Privacy Act Requirements. The Contractor agrees to comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 U.S.C. #552(a). The Contractor agrees to obtain the express consent of the Federal Government before the Contractor or its employees operate a system of records on behalf of the Federal Government. The Contractor understands that the requirements of 6 the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of this Agreement. The Contractor also agrees to include these requirements in each subcontract to administer any system of records on behalf of the Federal Government financed in whole or in part with Federal assistance provided by FTA. 20. Civil Rights. The Contractor shall comply with all applicable civil rights statutes and implementing regulations including, but not limited to: A. Nondiscrimination - Title VI of the Civil Rights Act. Contractor agrees to comply, and assure compliance by each third party contractor at any tier, with all requirements prohibiting discrimination on the basis of race, color, or national origin, pursuant to Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. 2000d; and USDOT regulations, 'Nondiscrimination in Federally Assisted Programs of the Department of Transportation -Effectuation of Title VI of the Civil Rights Act," 49 CFR Part 21. B. Equal Employment Opportunity. Contractor agrees to comply, and assures compliance by each third party contractor at any tier, with all requirements of Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e, and 49 U.S.C. §5332 and any implementing requirements FTA may issue. These equal employment opportunity (EEO) requirements include, but are not limited to, the following. 1. Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, sex, disability, age, or national origin. Contractor agrees to take affirmative action to ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, creed, sec, disability, age, or national origin. Such action shall include, but not be limited to, employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. C. Nondiscrimination on the Basis of Sex. Contractor agrees to comply with all applicable requirements of Title IX of the Education Amendments of 1972, as amended, 20 U.S.C. §11680 et seq.; with U.S. DOT regulations, "Nondiscrimination on the Basis of Sex in Educational Programs or Activities Receiving Federal financial Assistance, 49 C.F.R. Part 25; and with any implementing directives that U.S. DOT or FTA may promulgate, which prohibit discrimination on the basis of sex. 7 D. Nondiscrimination on the basis of Age. Contractor agrees to comply with applicable requirements of the Age Discrimination Act of 1975, as amended, 42 U.S.C. §§6101 et seq., and implementing regulations, which prohibits discrimination on the basis of age. E. Disabilities -Employment. In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. §12112, Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. Disabilities -Access. Contractor agrees to comply with the requirements 49 U.S.C. § 5301(d) which state the Federal policy that the elderly and persons with disabilities have the same rights as other persons to use mass transportation service and facilities, and that special efforts shall be made in planning and designing those services and facilities to implement said policy. Contractor also agrees to comply with all applicable requirements of section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. §794, which prohibit discrimination on the basis of handicap; with the Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. §12101 et seq., which requires the provision of accessible facilities and services; and with the Federal regulations, including any amendments thereto following: U.S. DOT regulations, "Transportation Services for Individuals with Disabilities (ADA)," 49 C.F.R. Part 37; U.S.DOT regulations, "Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefiting from Federal Financial Assistance," 49 C.F.R. Part 27; Joint U.S. Architectural and Transportation Barriers Compliance Board U.S. DOT regulations; "Americans with Disabilities (ADA) Accessibility Specifications for Transportation Vehicles," 36 C/F/R/ apart 1192 and 49 C.F.R. Part 38; U.S. DOJ regulations, "Nondiscrimination on the Basis of Disability in State and Local Government Services," 28 C.F.R. Part 35; U.S. DOJ regulations "Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities," 28 C.F.R. Part 36; Handicapped and Any other nondiscrimination statute(s) that may apply to the Project. F. Other Nondiscrimination Statutes. Contractor agrees to comply with all applicable requirements of any other nondiscrimination statute(s) that may apply to the Project. 21. Energy Conservation and Environmental Requirements. A. Energy Conservation. Contractor shall comply with the mandatory standards and policies relating to energy efficiency standards and policies within the Washington State energy conservation plan issued in compliance with the Energy Policy and Conservation Act, 42 U.S.C. §6321 et seq., and any amendments thereto. 8 B. Environmental Protection. Contractor agrees to comply with all applicable requirements of the National Environmental Policy Act of 1969, as amended, 42 U.S.C. §4321 et seq. 22. Rights In Data And Copyrights/Patents. The Contractor, without exception, shall indemnify and save harmless Yakima Transit and its employees from liability of any kind, including cost and expenses for or on account of any copyrighted, patented, or unpatented invention, process, or article manufactured or used in the performance of this Agreement, including its use by Yakima Transit. If the Contractor uses any design, device, or materials covered by letters, patents, or copyright, it is mutually agreed and understood without exception that the proposal prices shall include all royalties or cost arising from the use of such design, device, or materials in any way involved in the work 23. Accounting Records. A. Project Accounts. Contractor agrees to establish and maintain for the Project either a separate set of accounts or separate accounts within the framework of an established accounting system that can be identified within the contract. Contractor agrees that all checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to the contract shall be clearly identified readily accessible and available to Yakima Transit and/or City of Yakima upon request, and, to the extent feasible, kept separate from documents not pertaining to the contract. B. Documentation of Contract Costs and Income. Contractor agrees to support all costs charged to the contract, including any approved services contributed by the Contractor or others, with properly executed payrolls, time records, invoices, contracts, or vouchers describing in detail the nature and propriety of the charges. Contractor also agrees to maintain accurate records of all program income derived from implementing the contract. 24. Access To Records The Contractor agrees to provide Yakima Transit, the City of Yakima, or any of their duly authorized representatives access to any books, documents, papers, and records of the Contractor that are directly pertinent to this Agreement for the purposes of making audits, examinations, excerpts and transcriptions. The Contractor agrees, pursuant to 49 CFR 633.17 to provide the FTA Administrator or his/her authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined in 49 U.S.C. 5302 (a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309, or 5311. The Contractor also agrees to permit any of the foregoing parties (at their costs) to reproduce by any means whatsoever any excerpts and transcriptions as 9 reasonably needed, and to permit said parties to interview Contractor's employees during work hours on the job. The Contractor agrees to maintain all books, records, accounts and reports required under this Agreement for a period of not less than three (3) years after the date of termination or expiration of this Agreement, except in the event of litigation or settlement of claims arising from the performance of this Agreement, in which case the Contractor agrees to maintain same until Yakima Transit, the FTA Administrator, the Secretary of Transportation, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. 25. Audits, Inspection, and Retention of Records A. Submission of Proceedings, Contracts, and Other Documents. During the course of the contract and for six years thereafter, Contractor agrees to retain intact and to provide any data, documents, reports, records, contracts, and supporting materials relating to the Contract as the City of Yakima may require and contract closeout does not alter these recording and record- keeping requirements. Should an audit, enforcement, or litigation process be commenced, but not completed, during the aforementioned six-year period then the Contractors obligations hereunder shall be extended until the conclusion of that pending audit, enforcement, or litigation process. B. General Audit Requirements. Contractor agrees to obtain any other audits required by the City of Yakima. Contract closeout will not alter the Contractor's audit responsibilities. C. Inspection. Contractor agrees to permit the City of Yakima, the State Auditor, or their authorized representatives, to inspect all Contract work materials, payrolls, and other data, and to audit the books, records, and accounts of the Contractor and its contractors pertaining to the Project. Contractor agrees to require each third party to permit the City of Yakima, and the State Auditor or their duly authorized representatives, to inspect all work, materials, payrolls, and other data and records involving that third party contract, and to audit the books, records, and accounts involving that third party contract as it affects the Contract. 26. Recycled Products/Recovered Materials. The Contractor agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. 27. Drug and Alcohol Testing. The contactor agrees to participate in Yakima 10 Transit's drug and alcohol program established in compliance with 49 CFR 653 and 654, 28. Labor Provisions - Nonconstruction Contracts A. Overtime Requirements. No Contractor or subcontractor contracting for any part of the work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any work week in which they are employed on such work to work in excess of eight hours in any calendar day or in excess of forty hours in such work week unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of eight hours in any calendar day or in excess of forty hours in such work week, whichever is greater. B. Liability for Unpaid Wages and Liquidated Damages. In the event of any violation of the clause set forth in subparagraph (b)(1) of 29 CFR Section 5.5, the Contractor and any subcontractor responsible therefore shall be liable for the unpaid wages and applicable liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in subparagraph (b)(1) of 29 CFR Section 5.5 in the sum of $10 each for each calendar day on which such individual was required or permitted to work in excess of eight hours or in excess of the standard work week of forty hours without payment of the overtime wages required by the clause set forth in subparagraph (b)(1) of 29 CFR Section 5.5. C. Withholding for Unpaid Wages and Liquidated Damages. The U.S. Department of Transportation (DOT) or Yakima Transit shall, upon its own action or upon written request of an authorized representative of the DOT, withhold or cause to be withheld, from any monies payable on account of work performed by the Contractor or subcontractor under this Agreement or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in subparagraph (b)(2) of 29 CFR Section 5.5. D. Nonconstruction Grants. The Contractor or subcontractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three years from the completion of this Agreement for all laborers and mechanics, including guards and watchmen, working on this Agreement. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. 11 E. Subcontracts. The Contractor or subcontractor shall insert in any subcontract the clauses set forth in subparagraphs A through E of this section, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in subparagraphs A through E of this section. 29. Transit Employee Protective Provisions. (1) The Contractor agrees to comply with applicable transit employee protective requirements as follows: A. General Transit Employee Protective Requirements - To the extent that FTA determines that transit operations are involved, the Contractor agrees to carry out the transit operations work on the underlying contract in compliance with terms and conditions determined by the U.S. Secretary of Labor to be fair and equitable to protect the interests of employees employed under this contract and to meet the employee protective requirements of 49 U.S.C. A 5333(b), and U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the letter of certification form the U.S. DOL to FTA applicable to the FTA Recipient's project from which Federal assistance is provided to support work on the underlying contract. The Contractor agrees to carry out that work in compliance with the conditions stated in that U.S. DOL letter. The requirements of this subsection (1), however, do not apply to any contract financed with Federal assistance provided by FTA either for projects for elderly individuals and individuals with disabilities authorized by 49 U.S.C. § 5310 (a)(2), or for projects for nonurbanized areas authorized by 49 U.S.C. § 5311. Alternate provisions for those projects are set forth in subsections (b) and (c) of this clause. B. Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C. § 5310 (a)(2) for Elderly Individuals and Individuals with Disabilities - If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5310 (a)(2), and if the U.S. Secretary of Transportation has determined or determines in the future that the employee protective requirements of 49 U.S.C. § 5333 (b) are necessary or appropriate for the state and the public body subrecipient for which work is performed on the underlying contract, the Contractor agrees to carry out the Project in compliance with the terms and conditions determined by the U.S. Secretary of Labor to meet the requirements of 49 U.S.C. § 5333(b), U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the U.S. DOL's letter of certification to FTA, the date of which is set fourth Grant Agreement or Cooperative Agreement with the state. The Contractor agrees to perform transit operations in connection with the underlying contract in compliance with the conditions stated in that U.S. DOL letter. 12 C. Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C. § 5311 in Nonurbanized Areas — If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5311, the Contractor agrees to comply with the terms and conditions of the Special Warranty for the Nonurbanized Area Program agreed to by the U.S. Secretaries of Transportation and Labor, dated May 31, 1979, and the procedures implemented by U.S. DOL or any revision thereto. 30. Disadvantaged Business Enterprise (DBE). A. Policy: It is the policy of the Department of Transportation and Yakima Transit that Disadvantaged Business Enterprises, as defined in 49 CFR, Part 26, shall have equal access to participation in the performance of contracts financed in whole or part with Federal funds under this Agreement. B. DBE Obligations: The Contractor and its subcontractors agree to make good faith efforts to ensure that disadvantaged businesses have an equal opportunity to participate in the performance of contracts and subcontracts financed in whole, or in part, with Federal funds provided under this Agreement. In this regard, the Contractor shall make a good faith effort to ensure that disadvantaged businesses have an equal opportunity to compete for and perform contracts. C. The Contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Agreement. The Contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT assisted contracts. Failure by the Contractor to carry out these requirements and the requirements of this section (paragraph 1.21) is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the recipient deems appropriate. D. DBE Liaison: Yakima Transit has designated a DBE Liaison to assist disadvantaged business enterprises and has the authority to administer Yakima Transit's DBE program and to certify small business concerns as eligible to participate in Yakima Transit projects as a DBE. Inquiries and requests concerning Yakima Transit's DBE program and information for certification by the Yakima Transit shall be directed to: Sue Ownby, DBE Liaison City of Yakima 129 No. 2nd St. Yakima, WA 98901 (509) 576-6695 sownby@ci.yakima.wa.us. 13 E. DBE Delegation and Assignment: If a DBE subcontractor is unable to perform the work contracted for, the prime contractor must either replace the subcontractor with another DBE or show Yakima Transit that good faith efforts to do so have been made. Failure by the prime contractor to comply may result in monetary penalties and partial or total termination for default with resolicitation costs to the prime contractor or its bond. F. Contractor Reporting Requirements: Yakima Transit shall use the Prime contractor's commitment to DBE subcontractor participation submitted with its bids as the prime contractor's goal for this Agreement. However, the prime contractor shall not be credited with DBE participation until actual payment has been made to the DBE subcontractors involved. Therefore, contractors shall be required to submit with each payment request the amounts earned by DBE subcontractors and to be paid to DBE subcontractors upon Yakima Transit's progress payment. In addition, prime contractors shall be required to submit verification of receipt of previous payments by DBE subcontractors. Upon receipt of payment verification, prime contractors shall receive credit against their goal. Yakima Transit will require prime contractors to maintain records and documents of payments to DBE's for three years following the performance of this Agreement. These records will be made available for inspection upon request by any authorized representative of Yakima Transit or DOT. This reporting requirement also extends to any certified DBE subcontractor. Yakima Transit will keep a record of payments to DBE firms for work committed to them at the time of the award of this Agreement. Yakima Transit may also perform audits of payments to DBEs for work performed pursuant to this Agreement. The audit will review payments to DBE subcontractors to ensure that the actual amount paid to DBE subcontractors equals or exceeds the dollar amounts stated in the schedule of DBE participation. The Contractor agrees to use his/her best efforts to carry out a policy in the award of subcontracts, agent agreements, and procurement contracts that will, to the fullest extent, utilize disadvantaged business enterprises consistent with the efficient performance of this Agreement. 31. Incorporation of FTA Terms. The preceding provisions include, in part, certain standard Terms and Conditions required by DOT. All the contractual provisions required by DOT, as set forth in FTA Circular 4220.1E, dated June 19, 2003, as amended, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any Yakima Transit requests, which would cause Yakima Transit to be in violation of the FTA terms and conditions. 14 32. Property Rights. All records or papers of any sort relating to the City and to the project will at all times be the property of the City and shall be surrendered to the City upon demand. All information concerning the City and said project, which is not otherwise a matter of public record or required by law to be made public, is confidential, and the Contractor will not, in whole or part, now or at any time disclose that information without the express written consent of the City. 33. Contract Documents. This Agreement, Scope of Work, conditions, addenda and modifications and the Contractor's proposal (to the extent consistent with Yakima Transit's documents) constitute the Contract Documents and are complementary. Specific federal and State laws and the terms of this Agreement, in that order respectively, supersede other inconsistent provisions. These Contract Documents are on file in the Office of the Purchasing Manager, 129 No. 2^d St., Yakima, Washington, 98901, and are hereby incorporated by reference into this Agreement 34. Severability. a. If a court of competent jurisdiction holds any part, term or provision of this Agreement to be illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected, and the parties' rights and obligations shall be construed and enforced as if the Agreement did not contain the particular provision held to be invalid. b. If any provision of this Agreement is in direct conflict with any statutory provision of the State of Washington, that provision which may conflict shall be deemed inoperative and null and void insofar as it may conflict, and shall be deemed modified to conform to such statutory provision. 35. Non -Waiver. The waiver by Contractor or the City of the breach of any provision of this Agreement by the other party shall not operate or be construed as a waiver of any subsequent breach by either party or prevent either party thereafter from enforcing any such provision. 36. Termination. A. Termination for Convenience. Yakima Transit may terminate this Agreement, in whole or in part, at any time by written notice to the Contractor. The Contractor shall be paid its costs, in accordance with the terms of this Agreement, up to the time of termination. The Contractor shall promptly submit its termination claim to the City of Yakima Purchasing Manager for final payment to the Contractor. If the Contractor has any property in its possession belonging to Yakima Transit, the Contractor will account for the same, and return it to Yakima Transit or dispose of it in the manner Yakima Transit directs. 15 B. Termination for Default, Breach or Cause. If the Contractor fails to perform in the manner called for in this Agreement, or if the Contractor fails to comply with any other provisions of this Agreement, Yakima Transit may terminate this Agreement for default. Termination shall be effected by serving a notice of termination on the Contractor setting forth the manner in which the Contractor is in default. The Contractor will only be paid the Agreement price for goods delivered and accepted, or services performed in accordance with the manner of performance set forth in this Agreement subject to setoff for damages caused to Yakima Transit. If it is later determined by Yakima Transit that the Contractor had an excusable reason for not performing, such as a strike, fire, flood, or events which are not the fault of or are beyond the control of the Contractor, Yakima Transit, after setting up a new performance or delivery schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience. C. Opportunity to Cure. Yakima Transit in its sole discretion may, in the case of termination for breach or default, allow the Contractor an appropriate period of time, as determined by Yakima Transit, in which to cure the defect of goods or service. In such case, the notice of termination will state the nature of the breach or default, the time period in which cure is permitted and other appropriate conditions. If the Contractor fails to remedy to Yakima Transit's satisfaction the breach or default of any of the terms, covenants, or conditions of this Agreement within the stated period of time for remedy, Yakima Transit shall have the right to terminate this Agreement without any further obligation to the Contractor. Any such termination for default shall not in any way operate to preclude Yakima Transit from also pursuing all available legal remedies against the Contractor and its sureties for said breach or default. D. Waiver of Remedies for any Breach. In the event that Yakima Transit elects to waive its remedies for any breach by the Contractor of any covenant, term or condition of this Agreement, such waiver by Yakima Transit shall not limit Yakima Transit's legal remedies for any succeeding breach of that or of any other term, covenant, or condition of this Agreement. 37. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent to the parties to their addresses as follows: TO CITY: TO CONTRACTOR: Sue Ownby, Purchasing Manager City of Yakima Purchasing 129 No. 2nd St. Yakima, WA 98901 16 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 38. Survival. Any provision of this Agreement that imposes an obligation after termination or expiration of this Agreement shall survive the term or expiration of this agreement and shall be binding on the parties to this Agreement. 39. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. 40. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. 41. Authority. The person executing this Agreement on behalf of Contractor represents and warrants that he/she has been fully authorized by Contractor to execute this Agreement on its behalf and to legally bind Contractor to all the terms, performances and provisions of this Agreement. CITY OF YAKIMA By: Dick Zais, ity Manager Date: 1/ Z a.3' ATTEST: Title: L67 Date: ///7A. By: Ah a_,,.� .,$ Date: //- Karen Roberts, City Clerk CITY CONTRAC r N0: RESOLUTION P40: 17 CONTRACT NO. EXHIBIT "A" SCOPE OF SERVICES: Yakima Transit is seeking medical services consultation (in person or by phone) in a variety of areas and forms to supplement ADA Paratransit eligibility application processing on an "as needed" basis. Services shall include, but are not limited to the following: A. Respond to referrals of new and existing Paratransit applicants to assess and acquire required medical information. B. Provide phone and/or in person medical consultation/evaluation services needed to complete application processing and/or appeals. Evaluation shall be timely; ADA regulations specify that the entire eligibility determination process shall be conduded within twenty-one (21) days of the receipt of a properly completed application. Yakima Transit estimates referral of approximately five (5) persons each month for such evaluations. Yakima Transit will not be obligated nor restricted to any specific quantities. C. Act as liaison with appropriate medical service personnel to acquire complete and thorough information on ADA Paratransit applications. D. Provide dear, documented findings and recommendations as to unconditional, conditional, or non - eligible assessments consistent with the ADA and U.S. Department of Transportation Americans with Disabilities Act Paratransit Eligibility Manual Final Report (Sept. 1993). E. Within seven (7) calendar days of referral by Yakima Transit, Contractor shall conduct necessary evaluations and make written recommendations of ADA Paratransit eligibility. F. Identify and recommend individuals who are appropriate candidates for participation in a Travel - Training program. G. Provide consulting services in regard to establishing appropriate levels of conditional eligibility. H. Provide written assessments on environmental barriers to supplement application processing. I. May provide outreach services to educate medical professionals and care givers as to what makes a person eligible for Paratransit services, and appropriate use of regular fixed route transportation. J. Contractor shall be available by telephone during normal business hours to answer questions from Transit staff regarding any eligibility recommendations, medical information, eligibility standards or other information as needed. K. Submit within 15 days of the close of each calendar month an itemized statement of services and charges. Invoices to include clearly delineated summary sheets, tasks and time breakdown of charges by client. The City of Yakima Transit Division shall: A. Distribute and collect completed Dial -A -Ride applications from clients. Review all applications received for completeness and compliance with eligibility standards paratransit service. B. Forward applications received to Contractor when Transit staff are unable to make dear determination of eligibility, due to lack of medical knowledge, need for specific information about illnesses or conditions, incomplete information provided by medical providers, environmental barriers or other problems. Applications will be sent by secure Fax or other agreed upon, rapid delivery system to Contractor for review and recommendation of eligibility. C. Following receipt of recommendation on eligibility from Contractor, Transit staff will review the recommendation and approve or modify as required by existing conditions and service limitations or barriers. Transit staff will complete the application process and notify the client of eligibility status. D. Pay Contractor for services provided within thirty (30) days of receiving invoice for service rendered. PAYMENT FOR SERVICES: As consideration for the services performed pursuant to this Agreement, The City agrees to compensate Contractor as follows: $50 per hour 48.5 It mileage rate. The total sum of this Agreement shall not exceed $4000.00. BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting of: November 1, 2005 ITEM TITLE: A Resolution authorizing a Dial -A Ride Eligibility Consultant Services Contract with Provident Services SUBMTiTED BY: Chris Waarvick, Director of Public Works Ken Mehin, Transit Manager CONTACT PERSON/TELEPHONE: Ken Mehin / 576-6415 SUMMARY EXPLANATION: Submitted for Council consideration is a resolution authorizing a contract with Provident Services to assist Transit staff with application processing for Dial -A -Ride eligibility. These services would be on an as -needed basis to ensure clients eligible for Dial -A -Ride are qualified for such services and to what degree they are eligible. Specifics are outlined in "Exhibit A" Scope of Services included in the contract. The total sum of this agreement shall not exceed $4,000. Resolution X Ordinance Other: Dial -A -Ride Eligibility Consultant Services Contract Contract Mail to (name and address): Phone: Funding Source: ADA Special Needs Transportation Grant —$4,000 APPROVED FOR SUBMITTAL: ���� �� City Manager STAFF RECOMMENDATION: Staff respectfully requests Council to adopt the resolution authorizing execution of the Dial -A -Ride Eligibility Consultant Services Contract with Provident Services. BOARD/COMMISSION RECOMMENDATION: The Council Transit Committee endorses the Special Needs Transportation Services program and recommends that the City Council adopt the resolution authorizing execution of the Dial -A -Ride Eligibility Consultant Services Contract with Provident Services. COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2005-165