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R-12-03-22-11A2 - 3/22/2012 RESOLUTION NO. R-12-03-22-11A2 WHEREAS, the City of Round Rock has duly sought proposals for public transportation services in the nature of a demand response bus service; and WHEREAS, Star Shuttle, Inc. has submitted the proposal determined to be the most advantageous to the City considering the price and other evaluation factors included in the request for proposals; and WHEREAS, the City Council desires to enter into an agreement with Star Shuttle, Inc., Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement Between the City of Round Rock, Texas and Star Shuttle, Inc. for Demand Response Bus Services, a copy of said Agreement being attached hereto as Exhibit"A" and incorporated herein. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 22nd day of March, 2012. ALAN MCGRAW, Mayor City of Round Rock, Texas ATTEST: sew,• SARA L. WHITE, City Clerk O:\wdox\SCClnts\0112\1204\MUNICIPAL\00245632.DOC/rmc EXHIBIT „A» AGREEMENT BETWEEN THE CITY OF ROUND ROCK,TEXAS AND STAR SHUTTLE,INC. FOR DEMAND RESPONSE BUS SERVICES This Agreement (the "Agreement') is made as of this day of the month of , 2012 by and between Star Shuttle, Inc., with offices at 1100 N.E. Loop 410, Suite 610, San Antonio, Texas 78209 ("Star Shuttle"), and the City of Round Rock, Texas, a home-rule municipal corporation, with offices at 221 East Main Street, Round Rock, Texas 78664 (the"City"). RECITALS WHEREAS, the City seeks to promote the health, safety and general welfare of its citizens; and WHEREAS, the City desires to contract with Star Shuttle to perform full turnkey public transportation services in the nature of a Demand Response Bus Service (the "Service"), including all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the said Service, with such Service to replace the existing Demand Response Bus Service provided under contract with the Capital Area Rural Transit System (CARTS). Demand Response Bus Service shall consist of curb-to-curb bus service within the Round Rock city limits, with such Service being available to Round Rock residents who require transportation assistance to work, medical appointments, low-cost meals, shopping destinations and other routine stops and who schedule pick-up times one (1) day in advance, Monday through Friday from 7:00 am to 6:00 pm.; and WHEREAS, Star Shuttle has substantial expertise in the area of operating and maintaining such a Demand Response Bus Service, and has provided a proposal to the City under which Star Shuttle would provide such services to the City; and WHEREAS, the City desires to engage the services of Star Shuttle to provide certain services to the City, to-wit: full turnkey public transportation services in the nature of a Demand Response Bus Service; and WHEREAS, the City desires to purchase and use certain services from Star Shuttle in order to promote the health, safety and general welfare of its citizens; and WHEREAS, Star Shuttle desires to provide such services, and the City desires to purchase same from Star Shuttle: NOW THEREFORE,WITNESSETH: That for and in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the parties agree as follows: 00240185/jkg/revised01.18.12 SECTION 1 DEFINITIONS In this Agreement, the words and phrases below shall have the following meanings: I.I. "CMTA"means Capital Metropolitan Transportation Authority. 1.2. "Confidential or Private Information" means, with respect to any Person, any information, matter or thing of a secret, confidential or private nature, whether or not so labeled, that is connected with such Person's business or methods of operation or concerning any of such Person's suppliers, licensors, licensees, customers or others with whom the Person has a business relationship, and which has current or potential value to such Person or the unauthorized disclosure of which could be detrimental to such Person, including but not limited to: 1.2.1. Matters of a business nature, including but not limited to information relating to development plans, costs, finances, marketing plans, data, procedures, business opportunities, marketing methods, plans and strategies, the costs of construction, installation, materials or components, the prices such Person obtains or has obtained from his/her/its clients or customers, or at which such Person sells or has sold his/her/its services; and 1.2.2. Matters of a technical nature, including but not limited to product information, trade secrets, know-how, formulae, innovations, inventions, devices, discoveries, techniques, formats, processes, methods, specifications, designs, patterns, schematics, data, access or security codes, compilations of information, test results and research and development projects. For purposes of this Agreement, the term "trade secrets" shall mean the broadest and most inclusive interpretation of trade secrets. 1.2.3. Notwithstanding the foregoing, Confidential or Private Information will not include information that: (i)was generally available to the public or otherwise part of the public domain at the time of its disclosure, (ii)became generally available to the public or otherwise part of the public domain after its disclosure and other than through any act or omission by any party hereto in breach of this Agreement, (iii)was subsequently lawfully disclosed to the disclosing party by a person other than a party hereto, (iv) was required by a court of competent jurisdiction to be described, or (v) was required by applicable state law to be described. 1.3. "Deliverables" mean all goods, products, materials, and/or services provided or to be provided by Star Shuttle to the City. 1.4. "Demand Response Bus Service" means a non-fixed route system of transporting individuals that requires advance scheduling by the person desiring the service. 1.5. "DOL"means Department of Labor. 2 1.6. "DOT"means Department of Transportation. 1.7. "Fixed Capital Cost" means the cost of capital assets, which cost remains more or less unchanged. Examples of Fixed Capital Costs in the context of this Agreement are assets that include but are not limited to vehicles and equipment. 1.8. "FTA"means Federal Transit Administration. 1.9. "Full Turnkey Services" mean all administration, equipment, facilities, maintenance and personnel required to provide the specified Service including but not limited to accounting, customer service, reservations, scheduling, dispatch, data collection, marketing, reporting, fare collection and processing, buses, backup equipment, fare collection equipment, maintenance equipment and tools, maintenance facilities, bus drivers, mechanics, supervisors, and managers. 1.10. "Governmental Authority" means any domestic or foreign government, governmental authority, court, tribunal, agency or other regulatory, administrative or judicial agency, commission or organization, and any subdivision, branch or department of any of the foregoing. 1.11. "Person" means a natural individual, company, Governmental Authority, partnership, firm,corporation, legal entity or other business association. 1.12. "Pull-in Hours" means the non-revenue time assigned for the movement of a revenue vehicle from its last scheduled terminus or stop to the garage. 1.13. "Pull-out Hours" means the non-revenue time assigned for the movement of a revenue vehicle from the garage to its first scheduled terminus or stop. 1.14. "Recipient" means any entity that directly receives federal financial assistance from the FTA. 1.15. "Revenue Hours" means and shall include all in-service hours as applied directly to the bus services required in this Agreement. In-service hours shall not include pull-in/pull-out hours. 1.16. "Safety-Sensitive Function" means and shall include but not be limited to any of the following duties: (a) operating a revenue service vehicle, including when not in revenue service; (b) operating a non-revenue service vehicle, when required to be operated by a holder of a Commercial Driver's License; (c) controlling dispatch or movement of a revenue service vehicle; (d) maintaining a revenue service vehicle or equipment used in revenue service; and/or (e) carrying a firearm for security purposes. 1.17. "State"means State of Texas. 1.18. "Variable Costs" mean the costs of labor, material or overhead that change according to the change in volume. Examples of Variable Costs in the context of this Agreement include but are not limited to all operational overhead, profit, fuel, insurance, wages, and licensing that can vary with the volume of Revenue Hours required. 3 SECTION 2 SCOPE OF WORK 2.1. Scope of Work. Star Shuttle agrees to provide to the City certain herein-described services during the term of this Agreement, such services to be delivered pursuant to the terms and conditions of this Agreement and pursuant to Exhibit "A" entitled "Scope of Work," which is attached hereto and incorporated herein by reference for all purposes. 2.2. Services and Pricing All-Inclusive. The pricing delineated in this Agreement shall include all products, services, equipment, goods, services, labor, training, maintenance, warranties and guarantees,programs, and the like. SECTION 3 EFFECTIVE DATE; COMMENCEMENT DATE; TERM; RIGHT OF REVIEW 3.1. Effective Date. This Agreement shall be effective on the date it has been signed by both parties hereto, and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. 3.2 Commencement Date. As to the term of this Agreement delineated in Section 3.3, and as to all services required to be performed under this Agreement by Star Shuttle, the Commencement Date shall be June 1, 2012, the first date of operation of the Demand Response Bus Service. 3.3. Term. The initial term of this Agreement shall be for five (5) consecutive twelve (12) month periods from the Commencement Date hereof. After that initial term, this Agreement may be renewed for successive terms of twelve (12) months each, not to exceed in the aggregate two (2) such renewals. Such renewals shall be at the option of the City and shall be effectuated by the City giving Star Shuttle written notice of its desire to renew at least three (3) months prior to the expiration date of this Agreement. Such renewals are to occur on or before the expiration date of the preceding term, and such renewals shall be absolutely predicated upon the express written agreement of both parties. Such renewals are permitted only provided Star Shuttle has performed each and every non-waived contractual obligation specified in this Agreement. 3.3.1. The City has the right to extend this Agreement in order to require Star Shuttle to perform any or all elements of service required hereunder, and such extension of this Agreement shall be for a period not to exceed one hundred eighty (180) days following expiration of the Agreement. Such extension shall be effectuated by the City giving Star Shuttle written notice of extension, and the pricing set forth in this Agreement shall apply to any 180-day extension period effectuated by this provision. 3.3.2. Star Shuttle expressly acknowledges that the Service is vital to the City, and shall be continued without interruption. Therefore, upon expiration of this Agreement in any form or manner, the City or another successor entity may continue the Service. In that event, Star Shuttle expressly acknowledges and agrees to use best 4 efforts to cooperate and effectuate an orderly and efficient transition to a service provided by the City or another successor entity. 3.4. Right of Review. The City reserves the right to review Star Shuttle's provision of services at any time during the initial term or any renewal periods, and may elect to terminate this Agreement with or without cause or may elect to continue. By way of illustration and not limitation, the City may review as a consideration for continuation the following: performance, pricing, continued need, and substantial advancements in technologies and/or services. SECTION 4 SERVICES TO BE PERFORMED BY STAR SHUTTLE; EXHIBITS Star Shuttle shall provide the Service, and all related necessary services, to the City in accordance with the terms and provisions set forth in this Agreement. Star Shuttle shall fully and timely provide all deliverables described herein and in Star Shuttle's offer or proposal in strict accordance with the terms, covenants and conditions of this Agreement and all applicable federal, state and local laws,rules and regulations. 4.1 Required Services. 4.1.1. Star Shuttle shall provide full turnkey public transportation services in the nature of a Demand Response Bus Service, including all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the Service, with such Service to replace the existing Demand Response Bus Service provided under contract with the Capital Area Rural Transit System (CARTS). Demand Response Bus Service shall consist of curb-to-curb bus service within the Round Rock city limits, with such Service being available to Round Rock residents who require transportation assistance to work, medical appointments, low-cost meals, shopping destinations and other routine stops and who schedule pick-up times one (1) day in advance, Monday through Friday from 7:00 am to 6:00 pm. 4.1.2. Star Shuttle shall provide training, maintenance and support as provided in this Agreement; and shall provide additional services as specified in this Agreement. 4.1.3. The Service must meet the requirements set forth herein and shall include but not be limited to providing all necessary administration, equipment, facilities, maintenance, personnel, and any other necessary support to maintain and operate a complete turnkey program. Star Shuttle shall warrant and maintain all equipment throughout the duration of this Agreement. 4.2. Records Retention. Star Shuttle will retain information and records for a period 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 Star Shuttle agrees to maintain same until the City, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. 5 4.3. Scope of Work. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "Al" which is attached hereto and incorporated herein by reference for all purposes. 4.4. City of Round Rock Insurance Requirements. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "B," which is attached hereto and incorporated herein by reference for all purposes. 4.5. Price Proposal. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "C," which is attached hereto and incorporated herein by reference for all purposes. 4.6. Federally Required Contract Clauses. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit"D," which is attached hereto and incorporated herein by reference for all purposes. 4.7. Service Schedule, Including Holiday Service Schedule. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "E," which is attached hereto and incorporated herein by reference for all purposes. 4.8. Demand Response Bus Service Area. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "F," which is attached hereto and incorporated herein by reference for all purposes. 4.9. City of Round Rock Identity Style Guide. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "G," which is attached hereto and incorporated herein by reference for all purposes. 4.10. Capital Metropolitan Transportation Authority Code of Conduct. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "H," which is attached hereto and incorporated herein by reference for all purposes. 4.11. Contractor Payment Report Form. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "I," which is attached hereto and incorporated herein by reference for all purposes. 4.12. Bus Specifications. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit"A" and Exhibit "J," which is attached hereto and incorporated herein by reference for all purposes. 4.13. Reporting Requirements. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "K," which is attached hereto and incorporated herein by reference for all purposes. 6 4.14. Performance Standards and Adjustments. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "L," which is attached hereto and incorporated herein by reference for all purposes. 4.15. Fares and Fare Control. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "M," which is attached hereto and incorporated herein by reference for all purposes. 4.16. Interpretation Services. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "N," which is attached hereto and incorporated herein by reference for all purposes. 4.17. City's RFP and Star Shuttle's Responsive Proposal. The City's "Request for Proposals for Demand Response Bus Services," Solicitation Number 11-033, Specification Number 918- 96, 928-24, 556-10, dated July 2011, together with any addenda issued and related explicatory materials, is contained in Exhibit "O," along with Star Shuttle's responsive proposal entitled "Technical Proposal for: City of Round Rock—Demand Response Bus Services— Solicitation# 11-033," dated August 12, 2011. Such Exhibit"O" is contained in binder form rather than being appended to this Agreement, and is available for inspection during normal business hours in the office of the City of Round Rock City Clerk. SECTION 5 PRICING,INVOICING AND PAYMENT 5.1. Pricing. The parties hereby agree that pricing for the services to be provided hereunder shall be as delineated in Exhibit"C," generally as follows: FIRST YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,200 $110,400.00 Variable Operational Costs Revenue Hour x 6,048 $ 48 $290,304.00 Total Price for First Year: $400,704.00 SECOND YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,500 $114,000.00 Variable Operational Costs Revenue Hour x 6,048 $ 49.40 $298,771.20 Total Price for Second Year: $412,771.20 7 THIRD YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,700 $116,400.00 Variable Operational Costs Revenue Hour x 6,048 $ 51 $308,448.00 Total Price for Third Year: $424,848.00 FOURTH YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,900 $118,800.00 Variable Operational Costs Revenue Hour x 6,048 $ 55 $332,640.00 Total Price for Fourth Year: $451,440.00 FIFTH YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,900 $118,800.00 Variable Operational Costs Revenue Hour x 6,048 $ 56 $338,688.00 Total Price for Fifth Year: $457,488.00 5.2. Prices Firm. Prices shall be firm for the duration of this Agreement or renewal/extension periods except as provided for by Section 5.2.1 entitled "Price Adjustments." Pricing shall be determined by adding the Fixed Capital Costs and Variable Operational Costs to derive a total price per year. Star Shuttle shall not exceed the price of the Agreement without express prior written approval of the City. No separate line item charges shall be permitted for either proposal or invoice purposes, which shall include equipment rental and costs associated with obtaining permits or any other extraneous charges. 5.2.1. Price Adjustments. The City may consider adjustments to the price for fuel when fluctuations in fuel prices exceed +/-15 percent of the initial or adjusted cost for fuel or for added governmental requirements related to Homeland Security and/or Transit Employee Protective Agreements. The City and Star Shuttle shall agree to adjust fuel costs up or down based upon the US Department of Energy Information Administration Weekly Retail On-Highway Gasoline and Diesel Fuel Prices Index for the Gulf Coast Region. Any price increase must be requested by Star Shuttle in writing in advance, and shall be accompanied by the appropriate index documentation to justify the change, and such price increase request must be received by the City at least seven (7) days prior to requested effective date. All price increases are mandatorily subject to City approval before they become effective. The City shall notify Star Shuttle of its intent to decrease prices with appropriate index documentation and a letter stating same. Fuel prices 8 used at the commencement of Service shall be that of the indexed rate on the date of contract signing. The following link to the cited index is provided for reference purposes: http://www.eia.gov/oog/info/gdu/gasdiesel.asp. 5.3. The City may desire to increase or decrease the number of Revenue Hours and shall have the right to do so upon at least thirty (30) days' written notice to Star Shuttle, and subsequent amendment to this Agreement. Changes to Price resulting from changes to the number of Revenue Hours shall be determined using the Unit Price for Variable Operation Costs in the year the revenue hours are changed and shall subsequently increase yearly as delineated in Exhibit «C„ 5.4. The City may desire to increase the number of buses and shall have the right to do so upon at least thirty (30) days' written notice to Star Shuttle, and subsequent amendment to this Agreement. Changes to Price resulting from changes to the number of buses shall be negotiated in accordance with provisions herein. 5.5. Invoicing and Payment. Star Shuttle shall submit one (1) original invoice by the fifth (5th)calendar day of each month for services rendered during the previous calendar month to: City of Round Rock Accounts Payable 2008 Enterprise Drive Round Rock, TX 78664 5.5.1. Payment request in an amount correctly determined in accordance with this Agreement, less any adjustments for performance, as specified herein. 5.5.2. Operations and Maintenance Reports, as specified herein. 5.5.3. Disadvantaged Business Enterprise (DBE) Participation Report, as specified herein. 5.5.4. Contractor Payment Report Form, as delineated in Exhibit"I." SECTION 6 PROMPT PAYMENT POLICY 6.1. In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be made by the City to Star Shuttle shall be made within thirty (30) days of the date the City receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the City receives a correct invoice for the goods or services, whichever is later. Star Shuttle may charge interest on an overdue payment at the "rate in effect" on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the City in the event: 9 6.1.1. There is a bona fide dispute between the City and Star Shuttle, a contractor, subcontractor, or supplier about the goods delivered or the service performed that causes the payment to be late; or 6.1.2. There is a bona fide dispute between Star Shuttle and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or 6.1.3. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with federal funds; or 6.1.4. The invoice is not mailed to the City in strict accordance with any instruction relating to the payment. SECTION 7 CHANGE ORDERS 7.1. Change Orders. The City may from time to time request changes to the work required to be performed or the addition of products or services to those required pursuant to the terms of this Agreement by providing written notice thereof to Star Shuttle, setting forth in reasonable detail the proposed changes (a"Change Order Notice"). Upon Star Shuttle's receipt of a Change Order Notice, Star Shuttle shall deliver a written statement describing the cost, if any (the "Change Order Proposal"). The Change Order Proposal shall include (i) a detailed breakdown of the charge and schedule effects, (ii) a description of any resulting changes to the specifications and obligations of the parties, (iii) a schedule for the delivery and other performance obligations, and (iv) any other information relating to the proposed changes reasonably requested by the City. Following the City's receipt of the Change Order Proposal, the parties shall negotiate in good faith and agree to a plan and schedule for implementation of the proposed changes, the time, manner and amount of payment or price increases or decreases, as the case may be, and any other matters relating to the proposed changes. Any failure of the parties to reach agreement with respect to any of the foregoing as a result of any proposed changes shall not be deemed to be a breach of this Agreement, and any disagreement shall be resolved in accordance with Section 13. SECTION 8 REPRESENTATIONS AND WARRANTIES 8.1. Star Shuttle's Representations and Warranties. 8.1.1. Authori . Star Shuttle hereby warrants and represents that it has all right, power and authority to execute and deliver this Agreement and perform its obligations hereunder. 8.1.2. Specific Warranty- Price. 8.1.2.1. Star Shuttle certifies that the prices in its proposal or offer have been arrived at independently without consultation, communication, or 10 agreement for the purpose of restricting competition, as to any matter relating to such fees, with any other firm or with any competitor. 8.1.3. Specific Warranty - Services. Star Shuttle hereby warrants and represents that any and all services provided by Star Shuttle pursuant to this Agreement shall be performed in a professional and workmanlike manner in accordance with generally accepted industry standards and practices, the terms, conditions, and covenants of this Agreement, and all applicable federal, state and local laws, rules or regulations. 8.1.3.1. Star Shuttle may not limit, exclude or disclaim the foregoing warranty or any warranty implied by law, and any attempt to do so shall be without force or effect. 8.1.3.2. If Star Shuttle is unable or unwilling to perform its services in accordance with the above-delineated standard as required by the City, then in addition to any other remedy available, the City may reduce the amount of services it may be required to purchase from Star Shuttle under the Agreement, and purchase conforming services from other sources. In such event, Star Shuttle shall pay to the City on demand the increased cost incurred by the City to procure such services from another source. 8.1.4. Miscellaneous Warranties. Star Shuttle hereby guarantees and warrants as follows: (i) that the Service shall comply with the specifications delineated herein and in all contract documents; and (ii) its employees shall have sufficient skill, knowledge, and training to properly and satisfactorily perform the services. 8.2. City's Representations and Warranties. 8.2.1. Authorijy. The City hereby warrants and represents that it has right, power and authority to execute this Agreement and perform its obligations hereunder. 8.2.2. Services. The City hereby warrants and represents that any and all services provided by the City pursuant to this Agreement shall be performed in a professional and workmanlike manner. SECTION 9 TERMINATION 9.1. Termination for Convenience. The City shall have the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) calendar days' written notice to Star Shuttle. Mailing of such notice shall be equivalent in all respects to personal notice and shall be deemed to have been given at the time of mailing. The City shall pay Star Shuttle, to the extent of funds appropriated or otherwise legally available for such 11 purposes, for all goods delivered and services performed and obligations incurred prior to the effective date of termination for convenience, all in accordance with the terms of this Agreement. 9.2. Termination for Cause. Either party shall have the right to terminate this Agreement immediately by written notice to the other if the other party commits any material breach of any of the provisions of this Agreement. In the event of such termination (if such breach is by Star Shuttle), the City shall be relieved of any further obligations for payment to Star Shuttle other than as specified in Section 5. Either party shall have the right to remedy the cause for termination within forty-five (45) calendar days (or within such other time period as the City and Star Shuttle shall mutually agree, which agreement shall not be unreasonably withheld or delayed) after written notice from the non-causing party setting forth in reasonable detail the events of the cause for termination. 9.3. Procedures upon Termination. Notwithstanding anything herein to the contrary, the termination of this Agreement shall not relieve either party of any liability that accrued prior to such termination. Notwithstanding anything herein to the contrary, upon the termination of this Agreement all provisions of this Agreement shall terminate and: 9.3.1. Star Shuttle shall (i) immediately cease to provide services; (ii) promptly deliver to the City any and all Proprietary Property of the City provided to Star Shuttle pursuant to this Agreement; and (iii) promptly deliver to the City a final invoice stating all fees and charges properly owed by the City to Star Shuttle for work performed and expenses incurred by Star Shuttle prior to the termination. Expenses incurred may include, but shall not be limited to, capital expenditures such as equipment. Star Shuttle shall determine the fees and charges for Star Shuttle's investment in capital equipment by adding the difference between the depreciated value of the capital equipment and the actual market value of the capital equipment to the prorated related expenses. The formula, which would not be included in the contract, would look like: Investment In Capital Equipment = (Actual Market Value - depreciated value)+Prorated Related Expenses. 9.3.2. The City shall (i) immediately cease using the Star Shuttle System, and using any other Intellectual Property of Star Shuttle; (ii)promptly deliver to Star Shuttle any and all Proprietary Property of Star Shuttle provided to the City pursuant to this Agreement; and (iii) promptly pay any and all fees, charges and amounts properly owed by the City to Star Shuttle for work performed by Star Shuttle prior to the termination. 9.3.3. Unless the City and Star Shuttle have agreed to enter into a new agreement relating to the Service or have agreed to extend the term of this Agreement, Star Shuttle shall remove any and all Equipment or other materials of Star Shuttle installed in connection with Star Shuttle's performance of its obligations under this Agreement. 12 9.4. Survival. Notwithstanding the foregoing or anything herein to the contrary, the Definitions and each of the following shall survive the termination of this Agreement: (i) Section (Star Shuttle's Representations and Warranties), Section (City's Representations and Warranties), Section 9.3 (Procedures upon Termination), Section (Confidentiality), Section _ (Indemnification and Limited Liability), Section _ (Notices), Section _ (Dispute Resolution), Section _ (Assignment and Delegation), Section _ (Applicable Law), and Section (Jurisdiction and Venue), and (ii) those provisions, and the rights and obligations therein, set forth in this Agreement which either by their terms state or evidence the intent of the parties, that the provisions survive the expiration or termination of the Agreement, or must survive to give effect to the provisions of this Agreement. 9.5. No Compensation for Anticipated Performance after Termination. Following termination of any type, the parties expressly agree that Star Shuttle is not entitled to compensation for services it would have performed under the remaining term of the Agreement, except as otherwise provided herein. SECTION 10 CONFIDENTIALITY 10.1. During the term of this Agreement and for a period of three (3) years thereafter, neither party shall disclose to any third person, or use for itself in any way for pecuniary gain, any Confidential or Private Information learned from the other party during the course of the negotiations for this Agreement or during the term of this Agreement. Upon termination of this Agreement, each party shall return to the other all tangible Confidential or Private Information of such party. Each parry shall retain in confidence and not disclose to any third party any Confidential or Private Information without the other party's express written consent, except (i) to its employees who are reasonably required to have the Confidential or Private Information, (ii) to its agents, representatives, attorneys and other professional advisors that have a need to know such Confidential Information, provided that such parties undertake in writing (or are otherwise bound by rules of professional conduct) to keep such information strictly confidential, and (iii) pursuant to, and to the extent of, a request or order by any Governmental Authority, including laws relating to public records. 10.2. Texas Public Information Act. For purposes of this Agreement, Star Shuttle expressly acknowledges its understanding and agreement that the City is subject to the Texas Public Information Act, and that the City's duties run in accordance therewith. SECTION 11 INDEMNIFICATION AND LIMITED LIABILITY 11.1. Indemnification by Star Shuttle. Subject to Section 11.3, Star Shuttle hereby agrees to defend and indemnify the City and its affiliates, shareholders or other interest holders, managers, officers, directors, elected officials, employees, agents, representatives and successors, permitted assignees and each of their affiliates, and all persons acting by, through, under or in concert with them, or any of them (individually a "City Party" and collectively, the "City Parties") against, and to protect, save and keep harmless the City Parties from, and to pay on behalf of or reimburse the City Parties as and when incurred, any and all liabilities, obligations, losses, 13 damages, penalties, demands, claims, actions, suits,judgments, settlements, costs, expenses and disbursements (including reasonable attorneys', accountants' and expert witnesses' fees) of whatever kind and nature (collectively, "Losses"), which may be imposed on or incurred by any City Party arising out of or related to (i) any material misrepresentation, inaccuracy or breach of any covenant, warranty or representation of Star Shuttle contained in this Agreement, or (ii) the willful misconduct of Star Shuttle or, to the extent such conduct is within the scope of employment or agency and is adjudicated by a court of competent jurisdiction to have been reasonably foreseeable to Star Shuttle, Star Shuttle's employees or agents, which results in death or bodily injury to any natural person (including third parties) or any damage to any real or tangible personal property (including the personal property of third parties), except to the extent caused by the willful misconduct of any City Party, or (iii) any injury, death, loss, or damage to any person, tangible property, or facilities of any person or entity (including reasonable attorneys' fees and costs at trial and appeal) to the extent arising out of or resulting from the negligent wrongful acts or omissions of Star Shuttle, its officers, employees, servants, affiliates, agents, Star Shuttles, or underlying facility owners or from any person for whom it is in law responsible, or otherwise resulting from, arising in connection with, or relating to its performance (including breach or failure thereto)under this Agreement. 11.2. Indemnification by City. Subject to Section 11.3, and to the extent permitted by law, the City hereby agrees to defend and indemnify Star Shuttle and its affiliates, shareholders or other interest holders, managers, officers, directors, employees, agents, representatives and successors, permitted assignees and all persons acting by, through, under or in concert with them, or any of them(individually a"Star Shuttle Parry" and collectively, the "Star Shuttle Parties") against, and to protect, save and keep harmless the Star Shuttle Parties from, and to pay on behalf of or reimburse the Star Shuttle Parties as and when incurred, any and all Losses which may be imposed on or incurred by any Star Shuttle Party arising out of or in any way related to (i) any material misrepresentation, inaccuracy or breach of any covenant, warranty or representation of the City contained in this Agreement, (ii)the willful misconduct of the City or,to the extent such conduct is within the scope of employment or agency and is adjudicated by a court of competent jurisdiction to have been reasonably foreseeable to City, City's employees or agents, which results in death or bodily injury to any natural person (including third parties) or any damage to any real or tangible personal property (including the personal property of third parties), except to the extent caused by the willful misconduct of any Star Shuttle Party, or (iii) any injury, death, loss, or damage to any person, tangible property, or facilities of any person or entity (including reasonable attorneys' fees and costs at trial and appeal) to the extent arising out of or resulting from the negligent wrongful acts or omissions of the City, its officers, employees, servants, affiliates, agents or underlying facility owners or from any person for whom it is in law responsible, or otherwise resulting from, arising in connection with, or relating to its performance (including breach or failure thereto)under this Agreement. 11.3. Indemnification Procedures. In the event any claim, action or demand ("Claim") in respect of which any party hereto seeks indemnification from the other, the party seeking indemnification("Indemnified Party") shall give the party from whom indemnification is sought ("Indemnifying Party") written notice of such Claim promptly after the Indemnified Party first becomes aware thereof; provided, however, that failure so to give such notice shall not preclude indemnification with respect to such Claim except to the extent of any additional or increased losses or other actual prejudice directly caused by such failure. The Indemnifying Party shall 14 have the right to choose counsel to defend such Claim (subject to the approval of such counsel by the Indemnified Party, which approval shall not be unreasonably withheld, conditioned or delayed), and to control, compromise and settle such Claim, and the Indemnified Party shall have the right to participate in the defense at its sole expense; provided, however, the Indemnified Party shall have the right to take over the control of the defense or settlement of such Claim at any time if the Indemnified Party irrevocably waives all rights to indemnification from and by the Indemnifying Party. The Indemnifying and the Indemnified Parties will cooperate in defense or settlement of any Claim, and neither party shall have the right to enter into any settlement agreement that materially affects the other party's material rights or material interests without such party's prior written consent, which consent will not be unreasonably withheld, delayed or conditioned. 11.4. Limited Liability. Notwithstanding anything to the contrary in this Agreement, neither party shall be liable to the other by reason of any representation or express or implied warranty, condition or other term or any duty at common or civil law, for any special, incidental, indirect, consequential or punitive damages, however caused and on any theory of liability arising out of or relating to this Agreement, except and only to the extent expressly authorized pursuant to the provision entitled"Prevailing Party" in Section 13.3 of this Agreement. . The parties agree that the remedies provided for in this SECTION 11 are the parties'sole remedies with respect to the subject matter of this Agreement. No party will be able to avoid the limitations set forth in this SECTION 11 by electing to pursue some other remedy. SECTION 12 NOTICES 12.1. Any notices to be given hereunder shall be in writing, and shall be deemed to have been given (i) upon delivery, if delivered by hand, (ii) three business days after being mailed first class, certified mail, return receipt requested, postage and registry fees prepaid, or (iii) one business day after being delivered to a reputable overnight courier service, excluding the U.S. Postal Service, prepaid, marked for next day delivery, if the courier service obtains a signature acknowledging receipt, in each case addressed or sent to such party as follows: 12.1.1.Notices to Star Shuttle: Star Shuttle, Inc. 1100 N.E. Loop 410, Suite 610 San Antonio, TX 78209 Attention: 12.1.2.Notices to the City: City of Round Rock, Texas City Attorney 221 East Main Street and to: 309 East Main Street Round Rock, TX 78664 Round Rock, TX 78664 Attention: City Manager Attention: Stephan L. Sheets 15 SECTION 13 DISPUTE RESOLUTION 13.1. Informal Resolution; Mediation. Upon the occurrence of any dispute or disagreement between the parties hereto arising out of or in connection with any term or provision of this Agreement, the subject matter hereof, or the interpretation or enforcement hereof (the "Dispute"), the parties shall engage in informal, good faith discussions and attempt to resolve the Dispute. In connection therewith, upon written notice of either party, each of the parties will appoint a designated officer whose task it shall be to meet for the purpose of attempting to resolve such Dispute. The designated officers shall meet as often as the parties shall deem to be reasonably necessary. Such officers will discuss the Dispute. If the parties are unable to resolve the Dispute in accordance with this Section 13, and in the event that either of the parties concludes in good faith that amicable resolution through continued negotiation with respect to the Dispute is not reasonably likely, then the parties may mutually agree to mediation. Any costs and fees, other than attorneys' fees, associated with the mediation shall be shared equally by the parties. 13.2. No Arbitration. The City and Star Shuttle hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation any proceeding under the Federal Arbitration Act(9 USC Section 1-14)or any applicable state arbitration statute. 13.3 Prevailing Party. In the event of any conflict, claim or dispute between Star Shuttle and the City affecting, arising out of or relating to the subject matter of this Agreement, the prevailing party shall be entitled to receive from the non-prevailing parry all attorneys' fees. Attorneys' fees shall be assessed by a court and not by a jury, and shall be included in any judgment obtained by the prevailing party. SECTION 14 NON-APPROPRIATION AND FISCAL FUNDING 14.1. This Agreement is a commitment of the City's current revenues only. It is understood and agreed that the City shall have the right to terminate this Agreement at the end of any of the City's fiscal years if the governing body of the City does not appropriate funds sufficient to purchase the services as determined by the City's budget for the fiscal year in question. The City may effect such termination by giving Star Shuttle a written notice of termination at the end of its then-current fiscal year. SECTION 15 GRATUITIES AND BRIBES 15.1. The City may, by written notice to Star Shuttle, cancel this Agreement without liability owed to Star Shuttle if it is determined by the City that gratuities or bribes in the form of entertainment, gifts, or otherwise were offered or given by Star Shuttle or its agents or representatives to any City officer, employee or elected representative with respect to the performance of this Agreement. In addition, Star Shuttle may be subject to penalties stated in Title 8 of the Texas Penal Code. 16 SECTION 16 TAXES 16.1. The City is exempt from federal excise and state sales tax; therefore, tax shall not be included in any of Star Shuttle's charges. SECTION 17 INSURANCE 17.1. Star Shuttle shall meet or exceed all requirements set forth by the City's current Insurance Requirements as delineated on the City's web site at the following link: http://www.roundrocktexas.jzov/home/index.asp?page=462, and as stated in Exhibit `B" entitled "City of Round Rock Insurance Requirements." SECTION 18 INTERLOCAL COOPERATIVE CONTRACTING/PURCHASING 18.1. Authority for local governments to contract with one another to perform certain governmental functions and services, including but not limited to purchasing functions, is granted under Government Code, Title 7, Chapter 791, Interlocal Cooperation Contracts, Subchapter B and Subchapter C, and Local Government Code, Title 8, Chapter 271, Subchapter F, Section 271.101 and Section 271.102. 18.2. Other governmental entities within the State of Texas may be extended the opportunity to purchase off of the City of Round Rock's bid, with the consent and agreement of the successful vendor(s) and the City of Round Rock. Such consent and agreement shall be conclusively inferred for the vendor from lack of exception to this clause in the vendor's response. However, all parties indicate their understanding and all parties hereby expressly agree that the City of Round Rock is not an agent of, partner to, or representative of those outside agencies or entities and that the City of Round Rock is not obligated or liable for any action or debts that may arise out of such independently-negotiated"piggyback"procurements. SECTION 19 DESIGNATED REPRESENTATIVE FOR CITY 19.1. The City hereby designates the following representative authorized to act in its behalf with regard to this Agreement: David Bartels Planning and Programs Administrator 2008 Enterprise Drive Round Rock, TX 78664 512-671-2760 dbartelskround-rock.tx.us 17 SECTION 20 RIGHT TO ASSURANCE 20.1. Whenever either party to this Agreement, in good faith, has reason to question the other party's intent to perform hereunder, then demand may be made to the other party for written assurance of the intent to perform. In the event that no written assurance is given within the reasonable time specified when demand is made, then and in that event the demanding party may treat such failure as an anticipatory repudiation of this Agreement. SECTION 21 DEFAULT 21.1. Star Shuttle shall be declared in default of this Agreement if it does any of the following: 21.1.1. Fails to make any payment in full when due; 21.1.2. Fails to fully and timely perform any of its material obligations hereunder; 21.1.3. Fails to provide adequate assurance of performance under the "Right to Assurance" section herein; or 21.1.4. Becomes insolvent or seeks relief under U.S. bankruptcy laws. SECTION 22 MISCELLANEOUS PROVISIONS 22.1. Assignment and Delegation. This Agreement shall be binding upon and inure to the benefit of the City and Star Shuttle and their respective successors and assigns; provided, however, that no right or interest in this Agreement shall be assigned and no obligation shall be delegated by Star Shuttle without the prior written consent of the City. Any attempted assignment or delegation by Star Shuttle shall be void unless made in conformity with this Section 22.1. This Agreement is not intended to confer rights or benefits on any person, firm or entity not a party hereto, it being the express intention of the parties that there be no third party beneficiaries to this Agreement. 22.2. Independent Contractor Relationship of Star Shuttle and the Citv. Nothing in this Agreement shall create, or be deemed to create, a partnership,joint venture or the relationship of principal and agent or employer and employee between the parties. The relationship of Star Shuttle to the City shall be that of independent contractor, and nothing contained in this Agreement shall create the relationship of principal and agent or otherwise permit either party to incur any debts or liabilities or obligations on behalf of the other party(except as specifically provided herein). 22.3. Audit Rights. Each of the parties hereto shall have the right to audit the books and records of the other party hereto (the "Audited Party") solely for the purpose of verifying the payments, if any, payable pursuant to this Agreement. Any such audit shall be conducted upon not less than seventy-two (72) hours' prior notice to the Audited Party, at mutually convenient 18 times and during the Audited Party's normal business hours. Except as otherwise provided in this Agreement, the cost of any such audit shall be borne by the non-Audited Party. In the event any such audit establishes any underpayment of any payment payable by the Audited Party to the non-Audited Party pursuant to this Agreement, the Audited Party shall promptly pay the amount of the shortfall, and in the event that any such audit establishes that the Audited Party has underpaid any payment by more than twenty-five percent (25%) of the amount actually owing, the cost of such audit shall be borne by the Audited Party. In the event any such audit establishes any overpayment by the Audited Party of any payment made pursuant to this Agreement, the non-Audited Party shall promptly refund to the Audited Party the amount of the excess. 22.4. Force Majeure. Neither party will be liable to the other or be deemed to be in breach of this Agreement for any failure or delay in rendering performance arising out of causes beyond its reasonable control and without its fault or negligence. Such causes may include, but are not limited to acts of God or the public enemy, terrorism, significant fires, floods, earthquakes, epidemics, quarantine restrictions, strikes, freight embargoes, or Governmental Authorities approval delays which are not caused by any act or omission of Star Shuttle, and unusually severe weather. The party whose performance is affected agrees to notify the other promptly of the existence and nature of any delay, and mitigation is required. 22.5. Entire Agreement. This Agreement represents the entire agreement between the parties, and there are no other agreements (other than invoices and purchase orders), whether written or oral, which affect its terms. This Agreement may be amended only by a subsequent written agreement signed by both parties, duly authorized for the City by action of the governing body or city manager, and for Star Shuttle by the entity with legal authority to bind it. 22.6. Severability. If any provision of this Agreement is held by any court or other competent authority to be void or unenforceable in whole or part, this Agreement shall continue to be valid as to the other provisions thereof and the remainder of the affected provision. 22.7. Waiver. Any waiver by either party of a breach of any provision of this Agreement shall not be considered as a waiver of any subsequent breach of the same or any other provision thereof. 22.8. Construction. Except as expressly otherwise provided in this Agreement, this Agreement shall be construed as having been fully and completely negotiated and neither the Agreement nor any provision thereof shall be construed more strictly against either party. 22.9. Headings. The headings of the sections contained in this Agreement are included herein for reference purposes only, solely for the convenience of the parties hereto, and shall not in any way be deemed to affect the meaning, interpretation or applicability of this Agreement or any term, condition or provision hereof. 22.10. Execution and Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original, and such counterparts together shall constitute only one instrument. Any one of such counterparts 19 shall be sufficient for the purpose of proving the existence and terms of this Agreement, and no party shall be required to produce an original or all of such counterparts in making such proof. 22.11. Covenant of Further Assurances. All parties to this Agreement shall, upon request, perform any and all acts and execute and deliver any and all certificates, instruments and other documents that may be necessary or appropriate to carry out any of the terms, conditions and provisions hereof or to carry out the intent of this Agreement. 22.12. Remedies Cumulative. Each and all of the several rights and remedies provided for in this Agreement shall be construed as being cumulative and no one of them shall be deemed to be exclusive of the others or of any right or remedy allowed by law or equity, and pursuit of any one remedy shall not be deemed to be an election of such remedy, or a waiver of any other remedy. 22.13. Binding Effect. This Agreement shall inure to the benefit of and be binding upon each of the parties hereto and their respective executors, administrators, successors and permitted assigns. 22.14. Compliance with Laws. Notwithstanding anything herein to the contrary, nothing contained in this Agreement shall be construed to require the commission of any act contrary to law, and whenever there is a conflict between any term, condition or provision of this Agreement and any present or future statute, law, ordinance or regulation contrary to which the parties have no legal right to contract, the latter shall prevail, but in such event the term, condition or provision of this Agreement affected shall be curtailed and limited only to the extent necessary to bring it within the requirement of the law, provided that such construction is consistent with the intent of the parties as expressed in this Agreement. 22.15. No Third Party Benefit. Nothing contained in this Agreement shall be deemed to confer any right or benefit on any Person who is not a party to this Agreement. 22.16. Applicable Law. This Agreement shall be governed by and construed in all respects solely in accordance with the laws of the State of Texas,United States. 24.17. Jurisdiction and Venue. This Agreement is performable in Round Rock, Texas, and any dispute arising out of or in connection with this Agreement shall be submitted to the exclusive jurisdiction and venue of the courts located in Williamson County, Texas, and both parties specifically agree to be bound by the jurisdiction and venue thereof. 22.18. Advertising. Star Shuttle shall not advertise or publish, without the City's prior written consent, the fact that the City has entered into this Agreement, except to the extent required by law. 22.19. Interpretation. This Agreement is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Agreement. Although the Agreement may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term 20 defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in this Agreement, the UCC definition shall control, unless otherwise defined in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first set forth above. CITY OF ROUND ROCK,TEXAS By: Name: Title: Date Signed: FOR CITY,ATTEST: By: Sara L. White, City Clerk FOR CITY,APPROVED AS TO FORM: By: Stephan L. Sheets, City Attorney STAR SHUTTLE,INC. By: Name: Title: Date Signed: 21 EXHIBIT "A" SCOPE OF WORK 1. INTENT: 1.1. The City seeks full turnkey public transportation services inclusive of all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the Service. Star Shuttle shall take all steps necessary to ensure the reasonable comfort and convenience of the public utilizing said Service. 1.2. The City's goal is to provide the most efficient and cost-effective Service without compromising quality. Star Shuttle is encouraged to propose any alternatives to this Scope of Work to provide maximum efficiency utilizing best industry practices and considering the daily trip projections herein. 2. CITY PROPERTY ACCESS: 2.1. The City shall provide access to the location required to provide Service. Said location shall be designated herein as the "Property." Access to the Property shall be exclusively for the purpose of providing Service during the dates and times specified herein. Unless otherwise provided for in this Agreement, Star Shuttle shall be responsible for any loss or damage to property caused as a result of providing Service, beyond reasonable wear and tear. Title to any City property shall remain with the City. The City shall operate and maintain the Property as required to facilitate the Service. The Property is identified as: Intermodal Transit and Parking Facility (Park and Ride) located at 300 West Bagdad Avenue in Round Rock, Texas 78664. 2.2. In accordance with this Scope of Work, Star Shuttle shall: 2.2.1 Access property at entry and exit points specified herein; 2.2.2. Operate buses within the property as specified herein; 2.2.3. Access property only during the time required to meet the bus route schedules specified herein; overnight parking is prohibited; 2.2.4. Repair any damage to property caused in providing Service, beyond reasonable wear and tear; 2.2.5. Comply with posted speed limits. 22 3. DAILY TRIP PROJECTIONS: 3.1. The City does not guarantee or imply a minimum daily trip volume. Trip projections have been previously provided for proposal purposes only. Projections for 2011 were anticipated as follows: Estimated Daily Trips: 75 trips Estimated Daily Trips with Mobility Device(wheelchairs and scooters): 16 percent Estimated Average Trip Distance: 5.68 miles Routes: See Exhibit "F." Service will begin with the first passenger pick-up at any origin and end with the last passenger drop-off at any destination. The service is limited to the city limits of Round Rock. 4. REGULAR SCHEDULING: 4.1. Service shall operate from 7:00 am to 6:00 pm, Monday through Friday, excluding the holidays specified herein. 4.2. Star Shuttle may use the buses to provide other transportation services on days and during hours when the City's Service is not in operation. However, Star Shuttle shall not operate other services at the risk of not meeting the performance obligations set forth in this Agreement. 4.3. The City may evaluate the level of service for the Service throughout the duration of the Agreement. The Agreement may be modified, as needed, in accordance with the specifications herein. Modifications may include, but are not limited to: 4.3.1. Increasing or decreasing the number of buses; 4.3.2. Expanding or contracting the Revenue Hours per bus; 4.3.3. Requiring Star Shuttle to place an additional, temporary bus into service to make additional revenue trips during extreme periods of peak traffic, such as emergency situations. Star Shuttle shall immediately notify the City of any additional vehicle in service. Star Shuttle shall be compensated for one (1) Revenue Hour of service for each additional trip over and above the required schedule operated by the additional bus to meet peak demand. Star Shuttle shall not be compensated for the operation of a spare bus to provide a scheduled revenue trip in lieu of an assigned 23 bus. Any additional, temporary bus shall meet all bus standards and specifications contained herein. 5. HOLIDAY SCHEDULING: 5.1. The City reserves the right to operate modified schedules where considered appropriate in conjunction with holidays. Star Shuttle shall operate services Monday through Friday with the exception of holidays listed below and more specifically in Exhibit "E.91 New Year's Day Martin Luther King, Jr. Day President's Day Memorial Day Independence Day Labor Day Thanksgiving Day Christmas Day 5.2. A modified schedule may be required by the City on the above holidays or on holidays other than those listed. In such event, the City shall give Star Shuttle a minimum of forty-eight(48)hours' prior notification of the revised operating schedule. 6. CONTRACT LIMITATIONS: 6.1. The City may agree to a number of Revenue Hours for the Service for the first year of service. Thereafter, the City may increase or decrease services and corresponding compensation in accordance with the Agreement. Revenue Hours shall be in increments of whole hours. The Revenue Hours for this Agreement shall be based on the service selected by the City. 6.2. Demand Response Service: Service is anticipated to require 6,048 Revenue Hours per year. This figure is based on three (3) full-time buses operating for the first year of service. 6.3. Operational Days: Service required is based on an estimated 252 operational days within the calendar year. 7. EQUIPMENT,MATERIALS, FACILITIES AND MAINTENANCE: 24 7.1. Star Shuttle shall provide all buses, equipment, material and facilities for the operation and maintenance of Service including but not limited to: buses, spare buses, fare collection equipment, maintenance, maintenance facilities, storage facilities, equipment, furnishings,materials, supplies, fuel and tools. 7.1.1. Bus Standards: City anticipates the use of three (3) full-time, 15-passenger buses to provide Service. The City will consider alternate vehicle sizes and fleet configurations based on best industry practices and any proposed adjustment to the number of Revenue Hours. At a minimum, the buses and buses designated as spares shall meet all standards herein. Star Shuttle shall provide transit buses and buses designated as spares that were manufactured in 2008 or later that provide a 5 Year Life Cycle. Additionally, each bus shall be in technical compliance with all current applicable federal, state and local regulations including but not limited to: Federal Motor Vehicle Safety Standards and Regulations, Federal Motor Carrier Safety Administration (FMCSA) Rules and Regulations, and the Americans with Disabilities Act. For diesel fuel buses, Diesel Emission Standards in effect at the date of manufacture shall apply. School buses are not acceptable. 7.1.2. City reserves the right to inspect and approve/reject any bus proposed for Service or to be designated as a spare for the Service prior to start of Service and before any bus is added to the Service. Star Shuttle shall be given the opportunity to correct any deficiency. 7.1.3. Buses and buses designated as a spare placed in service by Star Shuttle shall meet or exceed the following minimum requirements: 7.1.3.1. Fully operational safety items including but not limited to: lights, brakes,horn,tires and seat belts. 7.1.3.2. Fully functional heating and air-conditioning system, wheel chair lifts, wheel chair tie down, securement belts, flip seats, communication system, fare collection equipment and destination signs. 7.1.3.3. Clean interior and exterior. 7.1.3.4. Free of body damage, missing or unpainted panels and interior and exterior graffiti. 7.1.3.5. Exterior painting and interior colors of buses shall have the written approval of the City. Each bus provided must be similar in graphic design and appearance to provide a consistent image. 25 7.1.4. Star Shuttle shall assure all buses and buses designated as spares are clean and well maintained throughout the term of the Agreement. The City has the right to inspect and approve all cleaning products used to clean the interior and exterior of the buses. At a minimum, Star Shuttle shall: 7.1.4.1. Clean all dirt and accumulated grime every service day; 7.1.4.2. Sweep floors and vacuum seats every service day; 7.1.4.3. Clean windows every service day. 7.1.5. Star Shuttle shall maintain the interior of all buses and buses designated as spares free from roaches and other vermin throughout the term of the Agreement. Star Shuttle is expressly prohibited from using any vermin control product that would be hazardous to the health and well-being of the passengers and operator of the bus. Extermination or vermin spray shall be scheduled to assure there are no offensive odors during service hours. 7.1.6. Star Shuttle shall provide spare buses in the event of scheduled and unscheduled maintenance or accidents. The spare buses shall be ready for immediate service to minimize disruptions and interruptions to Service. 7.2. Specifications: 7.2.1 Bus Technical Specifications: The City anticipates the use of three (3) full-time, 15-passenger buses to provide Service. The City will consider alternate vehicle sizes and fleet configurations based on best industry practices and any proposed adjustment to the number of Revenue Hours. At a minimum, the buses and buses designated as spares shall meet all technical specifications herein. Star Shuttle shall provide transit buses and buses designated as spares that were manufactured in 2008 or later that provide a 5 Year Life Cycle. Additionally, each bus shall be in technical compliance with all current applicable federal, state and local regulations including but not limited to: Federal Motor Vehicle Safety Standards and Regulations, Federal Motor Carrier Safety Administration (FMCSA) Rules and Regulations, and the Americans with Disabilities Act. For diesel fuel buses, Diesel Emission Standards in effect at the date of manufacture shall apply. 7.2.1.2. Star Shuttle shall equip each bus with a communication system. The communication system shall include two-way radio or cellular telephone for communication between the bus operator and Star Shuttle's dispatcher and supervisory personnel and a public address system for communicating to passengers, which includes interior speakers throughout the bus and exterior speakers at the passenger door(s). Star Shuttle shall be responsible for ensuring the 26 communication system is fully functioning on any bus placed in service. 7.2.1.3. A passenger door shall be provided in the right side of the bus for passenger ingress and egress. The door shall be located so that the driver is able to monitor the collection of fares. A separate door may be provided for wheelchair access. 7.2.1.4. Star Shuttle shall ensure a timepiece is in clear sight of the driver during the operation of any bus operated. The timepiece shall be of Atomic Synchronization. 7.2.2. Passenger windows shall be tinted to the maximum legal limit. 7.2.3. Brochure holders shall be conveniently located for passengers and passengers with disabilities. 7.2.4. Star Shuttle shall place the following safety equipment on each bus: 7.2.4.1. Rechargeable ten(1)pound dry chemical fire extinguisher; 7.2.4.2. Fully stocked first aid kit; 7.2.4.3. Three(3) folding triangle reflectors with storage container; 7.2.4.4. One (1)triangular wheel chock. 7.2.5. Star Shuttle shall ensure buses comply with all applicable Americans with Disability Act (ADA) Accessibility requirements under 49 CFR Part 38 — Americans with Disabilities Act (ADA) Accessibility Specifications for Transportation Vehicles. 7.2.6. Wheelchair lift(s) shall be self-contained fully automatic electro-hydraulic lifts rated for a minimum net test load capacity of 600 pounds. 7.2.7. Each bus shall include wheelchair securement area(s) for a minimum of two (2) wheelchairs. Flip seats or other collapsible seating shall remain in place when the wheel chair securement area is not in use. 7.2.7.1. In compliance with ADA accessibility requirements, the securement areas shall be clearly marked and signed to instruct other passengers to make them available for wheelchair use. 7.2.7.2. The wheelchair securement belts shall meet all ADA requirements. The securement belts shall be retractable, securely anchored to the bus and feature positive locking mechanisms. When not in use the 27 belts shall be stored as to not create a hazard to passengers and the driver. 7.2.7.3. Wheelchair occupant restraints shall be a combination lap and shoulder belt with an adjustable height shoulder. 7.2.8. Star Shuttle shall place logo and /or lettering on the exterior of every bus and buses designated as spares. Star Shuttle shall obtain written approval from the City of logo and/or lettering and placement prior to final application on the buses. The following logo and/or lettering are required: 7.2.8.1. Star Shuttle shall place a unique bus number on the front and rear of each bus; 7.2.8.2. Star Shuttle shall place the City's logo, as specified in Exhibit"G," on the front, rear and sides of each bus; 7.2.8.3. Star Shuttle shall also place "Demand Response Bus Service operated for the City of Round Rock by Star Shuttle" on each bus and buses used as spares. 7.2.9. Star Shuttle shall display a nameplate in the interior of each bus showing the name of the operator on any given run. The name plate shall be affixed front and above the front window of the bus. The operator's first initial and last name shall be displayed on the nameplate in letters at least one(1) inch tall. 7.2.10. Each bus shall be equipped with fully functioning heating and air-conditioning system. The system shall be fully integrated and have controls that are readily accessible to the driver. The system shall meet the following operating requirements and be subject to the following inspection requirements: 7.2.10.1. The system shall have sufficient capacity to maintain an inside temperature of 70 degrees Fahrenheit plus or minus three (+/- 3) degrees throughout the bus when in heat mode with an outside temperature of 32 degrees F. 7.2.10.2. The system shall have sufficient capacity to maintain an inside temperature of 70 degrees F plus or minus three (+/- 3) degrees throughout the bus when in air-conditioning mode with an outside temperature of 100 degrees F. 7.2.10.3. Without advance notice to Star Shuttle, the City may conduct onboard heating and air-conditioning performance inspections on any bus in service. The inspections will include recording temperatures at four different locations on the bus throughout any 28 selected service trip. Star Shuttle shall be required to remove from service any bus not passing the performance inspection until the heating and air-conditioning meets the performance inspection requirements. 7.3. Facilities: Star Shuttle shall provide all facilities necessary to provide Service under this Agreement. Facilities required may include but are not limited to: office, vehicle maintenance, vehicle storage, dispatching and pre-trip and post-trip vehicle inspection. Star Shuttle shall be responsible for payment of all rents/leases, utilities and insurance, and for providing all furnishings, equipment and supplies associated with the facilities. The facilities shall meet all federal, state and local guidelines/regulations for safety and accessibility including, without limitation, fire and building codes, OSHA requirements, air and water quality regulations, local environmental requirements and the Americans with Disabilities Act of 1990. 7.4. Maintenance: Star Shuttle shall perform all inspection, repair, maintenance and replacement services for buses, spare buses, other vehicles, equipment and facilities used for the Service, which excludes the City's Property/Intermodal Transit and Parking Facility. The City shall have immediate and unrestricted access to all of Star Shuttle's maintenance facilities between the hours of 8:00 am and 5:00 pm, Monday through Friday, to include access to vehicles and associated maintenance records. 7.4.1. Star Shuttle shall have all required technical capability, facilities and equipment to perform all inspections and scheduled and unscheduled maintenance including but not limited to: electrical, mechanical, heating and air-conditioning system, equipment required for ADA accessibility, heavy repair, power train repair, body work of any type, painting, major and minor cleaning and pest control necessary to maintain the buses and buses designated as spares in a safe, reliable, fully-functional, fully- operational and well-maintained condition. 7.4.2. Star Shuttle's Preventative Maintenance Program shall be approved by the City prior to start-up of Service. The program shall identify maintenance intervals and the associated inspections and services to be performed by Star Shuttle, as well as any forms used to document preventative maintenance. The driver's pre-trip and post-trip inspections shall be included under the program. 7.4.3. Star Shuttle shall keep a vehicle maintenance file, which documents all maintenance performed, including preventive maintenance, scheduled inspections, parts usage, fuel and oil usage, work orders for unscheduled maintenance and labor expended for each vehicle used for Service. Star Shuttle shall keep maintenance records current for the life of the Agreement, but not less than three (3) years. 29 7.4.4. Star Shuttle shall provide all fuel, oil, lubricants, materials and supplies, trailers, towing vehicles, and special tools necessary to perform repair and preventive maintenance. When major repairs are required, such as major engine and component overhaul, Star Shuttle shall use only parts that meet or exceed Original Equipment Manufacturer (OEM) Specifications. All costs associated with preventative maintenance and repairs are the responsibility of Star Shuttle. 7.4.5. Star Shuttle is solely responsible for retrieval of any bus that goes out of service for any reason. The City will not provide any retrieval or towing services. 7.4.6. Star Shuttle shall properly maintain all transit vehicles including a clean interior, a clean exterior, sufficient fuel for the day's schedule, routine maintenance, State Inspections, and any other maintenance to keep the buses clean and in working order. Each driver shall perform a pre-trip and post-trip inspection. All fluid levels of each vehicle must be checked daily and refilled as necessary. All exterior and interior lights are to be inspected and replaced as required. Each vehicle shall be free of outer body and interior damages (e.g., dents, torn upholstery, worn flooring) at all times. Star Shuttle shall be required to maintain the interior and exterior paint, including spot painting, decal replacement and, when necessary, painting the entire vehicle. Paints used shall be compatible with the existing finish. All overspray shall be removed after any bodywork or touch-up painting is completed. 8. PERSONNEL: Star Shuttle shall hire and train all personnel working under this Agreement. Star Shuttle personnel shall operate and maintain Service in a safe and professional manner. Personnel shall include managers, supervisors, administrative personnel, reservationists, schedulers, dispatchers, bus drivers, mechanics and other personnel necessary to provide Service as specified herein. 8.1. Code of Conduct: Star Shuttle shall adhere to CMTA's Code of Conduct, which may be modified at any time by the City and/or CMTA, [see Exhibit "H"], and Clause 10, Lobbying, Clause 20, Program Fraud and False or Fraudulent Statements and Related Acts and Clause 22, Government-wide Debarment and Suspension in Federally Required Contract Clauses [see Exhibit"D"]. 8.2. Drug and Alcohol Testing: The City has a zero tolerance policy for any employee testing positive for a controlled substance except under instructions of a physician, who has advised the employee that the substance does not adversely affect the employee's ability to perform his or her job safely. The City also has a zero tolerance policy for any employee testing positive for alcohol while the employee is on-duty. If any employee tests positive for a controlled substance and/or alcohol, Star Shuttle shall remove the employee from performing any work 30 under this Agreement for the term of the Agreement. The zero tolerance policy also applies to sub-contractor shuttles. 8.3. Star Shuttle shall perform Safety-Sensitive Functions in accordance with and in compliance with the Agreement. 8.4. Star Shuttle shall fully comply with Clause 31, Drug and Alcohol Testing, in Federally Required Contract Clauses [see Exhibit "D"], for Star Shuttle and sub- contractor shuttles personnel performing Safety-sensitive Functions. 8.4.1. Star Shuttle shall comply with 49 CFR Part 655, Prevention of Alcohol Misuse and Prohibited Drug Use in Transit Operations, and 49 CFR 40, Procedures for Transportation Workplace Drug and Alcohol Testing Programs. 8.4.2. Star Shuttle shall not begin operation of Service until the City has reviewed and approved Star Shuttle's Policy Statement and prevention of alcohol misuse and prohibited drug use plan. In addition, the City and Star Shuttle shall develop a continuity plan to ensure full compliance with the plan and DOT testing procedures. 8.4.3. Star Shuttle shall consult with the City on the selection of a certified laboratory, substance abuse professional, or Medical Review Officer, or the use of a consortium. 8.4.4. Star Shuttle shall certify annually its compliance with Part 655 and submit the Management Information System (MIS)reports annually to the City. 8.5. Driver Qualifications and Responsibilities: Bus drivers shall possess strong customer service skills, including communication skills and the ability to manage large groups of people with varying needs. 8.5.1. Star Shuttle shall conduct background checks on each bus driver to ensure that all drivers employed to perform services under the terms of this Agreement meet the following: 8.5.1.1. Minimum age of twenty-five (25)years of age; 8.5.1.2. Continuous possession of a valid driver's license for the preceding five (5)years; 8.5.1.3. No more than two (2) traffic citations for moving violations in the preceding three (3) years; 8.5.1.4. No DWI/DUI convictions in the preceding three (3)years; 31 8.5.1.5. No felony convictions; 8.5.1.6. Certificate or other evidence of satisfactory completion of a defensive driving course within the preceding twelve (12) months; 8.5.1.7. Ability to read, write and speak the English language fluently; 8.5.1.8. Valid Class `B" Commercial Driver's License with endorsements and Medical Certificate for drivers of 15- Passenger, or greater, Buses; 8.5.2. The City will require Star Shuttle to immediately remove any bus driver from operating any vehicles under the Agreement for any one of, but not necessarily limited to,the following reasons: 8.5.2.1. Operating a transit vehicle in service in an unsafe or unprofessional manner, in violation of safety rules and regulations, or security policies, guidelines and procedures; 8.5.2.2. Committing an unsafe or unprofessional act while on duty or on property; 8.5.2.3. Failure to submit to or pass any test for drug or alcohol use; 8.5.2.4. Failure to comply with FTA policies on use or possession of alcohol and controlled substances; 8.5.2.5. Revocation, suspension or non-renewal of a valid Texas driver's license; 8.5.2.6. More than two (2) moving violations or accidents within three (3) years; 8.5.2.7. Conviction of any DWI/DUI or felony offense; 8.5.2.8. Verified discourteous or inappropriate remarks to a passenger; and 8.5.2.9. Use of a personal cell phone while operating a transit vehicle. 8.5.3. Drivers shall be responsible for on-time schedule performance, safe and smooth bus operation. Driver's responsibilities include, but are not limited to: 32 8.5.3.1. Operating on-time in accordance with schedules and/or policies provided by the City. On-time is defined as between fifteen (15) minutes prior to and fifteen (15) minutes after the pick-up time shown on the daily manifest(pick-up schedule). 8.5.3.2. Wearing a clean, neatly pressed uniform each day, as specified by Star Shuttle and approved by the City. 8.5.3.3. Reporting daily passenger counts by one-way trips and by trip destination in accordance with the City's reporting requirements. 8.5.3.4. Collecting appropriate fares and using the appropriate fare collection method in accordance with the City's policies. 8.6. Training: Star Shuttle shall be responsible for documenting, maintaining and implementing the following elements in a formal employee development and training program. Star Shuttle shall obtain prior written approval by the City for training programs in advance of commencement of Service. Star Shuttle shall document all program activities and retain the documents in accordance with the Agreement. The City may audit the documentation in accordance with the Agreement. Star Shuttle shall implement a driver training and safety program. Star Shuttle shall establish and maintain a program- wide performance standard of no more than four (4) accidents per 100,000 miles of service. 8.6.1. Bus operator training and retraining shall include, but is not limited to: 8.6.1.1. Training new operators; 8.6.1.2. Retraining existing operators; 8.6.1.3. Retraining existing operators whose performance falls below standards; 8.6.1.4. Retraining existing operators involved in accidents; 8.6.1.5. Defensive driving; 8.6.1.6. Classroom instruction; 8.6.1.7. Behind-the-wheel training under the supervision of a certified instructor; 8.6.1.8. In-service training; 8.6.1.9. On-board safe driving checks; 8.6.1.10. Monthly safety meetings; 8.6.1.11. Safety radio messages; 8.6.1.12. Communication techniques; 8.6.1.13. Assisting passengers with disabilities; 8.6.1.14. Safety awareness, which includes but is not limited to: 8.6.1.14.1. Personal safety; 8.6.1.14.2. Theft/robbery prevention; 33 8.6.1.14.3. Violence in the workplace; 8.6.1.14.4. Assault prevention. 8.6.2. Customer service, relations and passenger awareness, which includes but is not limited to the sensitivities and diversities of the general public. 8.6.3. Star Shuttle shall be responsible for ensuring that mechanics are sufficiently trained in maintaining and repairing all components of the buses. Star Shuttle shall provide all training for any maintenance personnel assigned to perform services under the Agreement. 8.6.4. Training for safety sensitive employees: The FTA drug and alcohol testing regulations (655.14) require each covered employer to establish an education and training program for all covered employees. The program must include a general education component, training for all safety- sensitive employees, and training for all supervisors and/or other company officers authorized by the employer to make reasonable suspicion determinations. 9. ADMINISTRATIVE REQUIREMENTS: Star Shuttle shall provide management, supervision, accounting, fare collection and processing, data collection, reporting, customer service, reservations, scheduling, dispatch and marketing for the Service, including but not limited to: 9.1. Management: Star Shuttle shall designate a primary point of contact for communicating with the City. The point of contact shall be easily accessible by work phone, cell phone and email. The point of contact must have contractual authority to act for Star Shuttle and shall supervise the technical quality and progress of the Service to be performed. 9.1.1. Star Shuttle shall submit a Project Work Plan with implementation timeline for the Service, and such Project Work Plan shall describe the activities needed to complete implementation and operation of the Service. Unless otherwise directed by the City, the Project Work Plan shall be presented in chart form, shall indicate weekly and monthly activities of the implementation including quality control reviews and participation of sub- contractor shuttles, and shall provide milestones, anticipated completion dates and all activities and/or events required. 9.1.2. Star Shuttle shall monitor and evaluate all operations, routes, schedule performance, and systems and procedures, including safety statistics and security information. Star Shuttle shall be responsible for safety, security, loss prevention, accident prevention and risk management. 9.1.3. Star Shuttle shall assist the City with evaluating the need to modify the Service to meet changing demand, change in ridership and/or the need for 34 new or reduced services. This evaluation will occur at least biannually, but not more than quarterly. Any changes to the Service will be formally documented in an agreement modification. 9.1.4. The City's goal is to provide the most efficient and cost effective service without compromising quality. Star Shuttle is requested to suggest modifications to the Scope of Work throughout the duration of the Agreement that reduce cost and/or improve quality and efficiency. 9.2. Supervision: Star Shuttle shall supervise the Service to include monitoring on- time performance, and operations, adhering to procedures, and maintaining quality of service. 9.2.1. Star Shuttle shall dispatch and maintain communication to enable effective driver/vehicle assignments and prompt responses to all areas of operations, which could impact the Service. 9.3. Accounting: Star Shuttle shall thoroughly and accurately account for all fares collected on a daily, weekly, monthly and yearly basis in accordance with the specifications contained in the Agreement. The accounting shall include the date, time and source of the fare. Star Shuttle shall deliver to the City reports evidencing all fares collected for the Service. Star Shuttle shall comply with all applicable City and FTA accounting policies and procedures, as well as generally accepted accounting principles. 9.4. Fare Collection and Processing: Star Shuttle shall provide a system for the collection and processing of fares, as approved and/or directed by the City. Star Shuttle shall collect fares in the form of cash. Star Shuttle shall not make change for passengers boarding any of the buses. Star Shuttle shall not accept checks or any other form of payment. All monies collected by Star Shuttle are the City's revenues. Star Shuttle shall not provide free Service without specific approval by the City. Fare collection, processing and all related security measures, as approved by the City, shall be solely the responsibility of Star Shuttle. 9.5. Miscellaneous Requirements: 9.5.1. Customer Service: Star Shuttle shall provide staff and a local telephone number for customer service needs during the normal operating hours of the Service. Star Shuttle's customer service responsibilities shall include, but are not limited to, providing schedule and service information, answering frequently asked questions and addressing passenger complaints in both English and Spanish. Star Shuttle shall assist the City in developing and establishing clear written procedures for handling citizen complaints. 35 9.5.2. Customer Complaints: At a minimum, Star Shuttle shall follow up each passenger complaint by telephone or with written correspondence, if necessary, within three (3) working days of receipt. If an investigation is required, Star Shuttle will conduct an investigation and the passenger will be contacted by telephone or written correspondence regarding the results of the investigation. Star Shuttle shall notify the City immediately of any complaint alleging employee misconduct such as inappropriate conversation,touching or assault(physical or verbal). 9.5.3. Lost and Found: Star Shuttle shall provide and maintain a lost and found policy that will secure any passenger items left behind on a bus. Items shall be labeled with date and time of trip and kept in a secure location at the administration facility until claimed. 9.5.4. Reservations: Star Shuttle shall answer calls during the normal operating hours of the Service and obtain complete and accurate information customers, estimate and record pickup and delivery times and send the information to the scheduler. Star Shuttle shall confirm the pickup time with the customer. 9.5.5. Scheduling: Star Shuttle shall use an automated system to determine vehicle availability, review trip schedules, assign trips to vehicles and review manifests after scheduling is complete. 9.5.6. Dispatch: Star Shuttle shall review daily trip assignments, reschedule no- shows, cancellations and add-ons and communicate between customers and bus operators. 9.5.7. Marketing: Star Shuttle shall assist the City with developing marketing and outreach to the public as it relates to users of the Service. This may include, but is not limited to, passenger surveys and distribution of information to passengers. 9.5.7.1. Star Shuttle shall cooperate and participate in marketing, promotion, advertising, public relations and public education programs undertaken by the City. The City shall be the exclusive spokesperson in connection with the Service; however, Star Shuttle may engage in marketing and public relations to increase utilization of the services with the prior written approval of the City. 36 EXHIBIT"B" CITY OF ROUND ROCK INSURANCE REQUIREMENTS 1. INSURANCE: The Vendor shall procure and maintain, at its sole cost and expense for the duration of the contract or purchase order resulting from a response to this bid/specification,insurance against claims for iniuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder, its agents,representatives,volunteers,employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City. 1.3.5. Policies shall include, but not be limited to, the following minimum limits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.5.3. Automobile Liability Insurance for all owned, non-owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.4. The City shall be entitled, upon request and without expense, to receive copies of insurance policies and all endorsements thereto. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that, with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state in writing, on the certificate or its attachment,the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insureds (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days'notice to the City of cancellation, non-renewal, or material changes, and provide ten days' notice to the City for nonpayment of premium. 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agent/broker shall endeavor to notify the City; and 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company,its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed herein by registered mail. 1.5.6. If required by this contract, Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this contract concerning liability, duty, and standard of care shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall promptly notify the City in the event of any change in coverage, which notice shall be accomplished by a replacement Certificate of Insurance. The City retains its right to terminate this contract in accordance with provisions therein should the City not agree with any such change in coverage. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main 309 East Main Round Rock,TX 78664-5299 Round Rock,TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the Vendor's/person's work on the project has been completed and accepted by the City. 2.2. Persons providing services on the project ("subcontractor") in Section 406.096- includes all persons or entities performing all or part of the services the Vendor has undertaken to perform on the project, regardless of whether that person contracted directly with the Vendor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The Vendor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44)for all employees of the Vendor providing services on the project,for the duration of the project. 2.4. The Vendor must provide a certificate of coverage to the City prior to being awarded the contract. 2.5. If the coverage period shown on the Vendor's current certificate of coverage ends during the duration of the project, the Vendor must, prior to the end of the coverage period, file a new certificate of coverage with the City showing that coverage has been extended. 2.6. The Vendor shall obtain from each person providing services on a project, and provide to the City: 2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the City will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2.6.2. no later than seven calendar days after receipt by the Vendor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The Vendor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.8. The Vendor shall notify the City in writing by certified mail or personal delivery within 10 calendar days after the Vendor knew or should have known of any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The Vendor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The Vendor shall contractually require each person with whom it contracts to provide services on a project to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the Vendor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project,for the duration of the project; 2.10.3. provide the Vendor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.1. obtain from each other person with whom it contracts, and provide to the Vendor: 2.10.3.1.1. a certificate of coverage, prior to the other person beginning work on the project; and 2.10.3.1.2. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.2. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.10.3.3. notify the City in writing by certified mail or personal delivery, within 10 calendar days after the person knew or should have known,of any change that materially affects the provision of coverage of any person providing services on the project; 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (A thru G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10.3.5. By signing the solicitation associated with this specification, or providing or causing to be provided a certificate of coverage, the Vendor is representing to the City that all employees of the Vendor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the Commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the Vendor to administrative penalties, criminal penalties, civil penalties,or other civil actions. 2.10.3.6. The Vendor's failure to comply with any of these provisions is a breach of contract by the Vendor that entitles the City to declare the contract void if the Vendor does not remedy the breach within 10 calendar days after receipt of notice of breach from the City. EXHIBIT "C" PRICE PROPOSAL 43 42 i i ATTACHMENT B SOLICITATION#"Aff— 11-033 CITY OF ROUND ROCK PURCHASING OFFICE 221 E.Main Street Round Rock,Texas 78664-6299 Solicitation Information: Responses are due to the Purchasing Office Commuter and Demand Response Bus Service Solicitation Number 11-033 at the above address by 3:00pm.August 12,2011. Opening Date: 08/12/2011 Opening Time: 3:00pm Response Location: Show solicitation opening date&solicitation number in lower left 1 E.Main Street i hand comer of sealed response envelope with return address of oundl Chambers responding firm. und Rock,TX 78664 Facsimile responses shall not be accepted Retum signed o4�0 ginal and five copies of response. Respondent shall s Wow IWOIGE TO: Failure to sign res a will dlsq sponse CITY OF ROUND ROCK ACCOUNTS PAYABLE 08/12/2011 221 EAST MAIN STREET ortzed Sig ure Date ROUND ROCK,TEXAS 78664-6299 John P. a cer President / CEO Print Name R SPONDENT INFORMATION DESTINATION: TAX ID NO.: 74-2624739 CITY OF ROUND ROCK LEGAL BUSINESS NAME: STAR SHCY=, INC, ADDRESS:P. 0. BOX 17967, San Antonio, TX 78217 CONTACT:John P. Walker TELEPHONE N0: 210-581-9990 BUSINESS ENTITY TYPE: GrOUnd Transportation E-MAIL: 'ohn.walker@starshuttle.aom By the signature hereon affixed,the respondent hereby certifies that neither the respondent nor the entity represented by the respondent,or anyone acting for such entity has violated the antitrust laws of the State,codified in Section 15.01 et seq.,Texas business and commerce Code,or the Federal antitrust laws,nor communicated directly or Indirectly,the response made to any competitor or any other person engaged in such line of business. Respondent agrees to comply with all conditions set forth in this solicitation. Item Annual Unit of ft Item Description Measure Quantity Unit Price Extended Price 1St 1 Fixed Capital Costs Month 12 $9 200 $110,400.00 Year 2 Variable Operational Costs Revenue Hour 6,048 $ 48 $290,304-00 Total Price Per Year $400,704.00 Item Annual Unit of f# Item Description Measure Quantity Unit Price Extended Price 2nd 1 Fixed Capital Costs Month 12 $9,500 $114,000.00 Year 2 Variable Operational Costs Revenue Hour 6,048 $ 49.4 $298.771.20 Total Price Per Year 1 $412,771.20 1 of 2 43 f i Item Annual Unit of i 3rd # Item Description Measure Quantity Unit Price Extended Price Year 1 Fixed Capital Costs Month 12 $9,700 $116,400.00 2 Variable Operational Costs Revenue Flour 6,048 51 $308t448.QQ � Total Price Per Year 424 4 Item Annual Unit of 4th # Item Description Measure QuantityUnit Price Extended Price Year i Fixed Capital Costs Month 12 2 Variable o erationai Costs Revenue Hour 6,048 55 $332-640.00 Total Price Per Year $451,440.00 ' item Annual Unit of 5th # Item Description Measure Quantity Unit Price Extended Price Year 1 Fixed Capital Costs Month 12 2 Variable Operational Costs Revenue Hour 6,048 56 $338,688.00 Total Price Per Year.$457,488.00 2 of 2 44 EXHIBIT "D" FEDERALLY REQUIRED CONTRACT CLAUSES 44 45 Federally Required Contract Clauses Demand Response Bus Service 1. FLY AMERICA—Does not apply to this contract. 2. BUY AMERICA—Does not apply to this contract. 3. CHARTER BUS and SCHOOL BUS REQUIREMENTS a. Charter Service Operations - The contractor agrees to comply with 49 U.S.C. 5323(d) and 49 CFR Part 604, which provides that recipients and subrecipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except under one of the exceptions at 49 CFR 604.9. Any charter service provided under one of the exceptions must be "incidental," i.e., it must not interfere with or detract from the provision of mass transportation. b. School Bus Operations—Does not apply to this contract. 4. CARGO PREFERENCE REQUIREMENTS—Does not apply to this contract. 5. SEISMIC SAFETY REQUIREMENTS—Does not apply to this contract. 6. ENERGY CONSERVATION —Does not apply to this contract because the State of Texas does not have an energy conservation plan. 7. CLEAN WATER a. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. The contractor agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. b. The contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 8. BUS TESTING—Does not apply to this contract. 9. PRE-AWARD and POST DELIVERY AUDIT REQUIREMENTS—Does not apply to this contract. 2200786kg 46 10. LOBBYING a. Contractors who apply for an award of $100,000 or more shall file the Certification Regarding Lobbying, required by 49 CFR Part 20, New Restrictions on Lobbying, with the City. Each subcontractor shall file the Certification Regarding Lobbying with the contractor that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. The contractor and subcontractors shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from subcontractors to contractor to the City. b. APPENDIX A, 49 C.F.R. PART 20--CERTIFICATION REGARDING LOBBYING (The certification to be completed by the contractor and subcontractor(s) is provided herein under Certifications and Forms at the end of this attachment.) Certification for Contracts. Grants. Loans, and Cooperative Agreements (to be submitted with each bid or offer exceeding$100,000) The undersigned, , certifies that to the best of his or her knowledge and belief: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions [as amended by "Government-wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph (2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601, et seq.)] 2 47 (3) The undersigned shall require that the language of this certification be included in subcontractor contracts. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than$100,000 for each such failure. [Note: Pursuant to 31 U.S.C. § 1352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.] The contractor/subcontractor, certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the contractor understands and agrees that the provisions of 31 U.S.C. A 3801,et sea., apply to this certification and disclosure, if any. Name and Title of contractor/subcontractor's Authorized Official Signature of contractor/subcontractor's Authorized Official Date 11. ACCESS TO RECORDS AND REPORTS Access to Records -The following access to records requirements apply to this contract: a. The City is an FTA Recipient in accordance with 49 C.F.R. 18.36(i). The contractor agrees to provide the City, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. b. The contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. 3 48 c. The contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case contractor agrees to maintain same until the City, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 C.F.R. 18.39(i)(11). d. FTA does not require the inclusion of these requirements in subcontracts. 12. FEDERAL CHANGES a. The contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between the City and FTA, as they may be amended or promulgated from time to time during the term of this contract. The contractor's failure to so comply shall constitute a material breach of this contract. 13. BONDING REQUIREMENTS—Does not apply to this contract. 14. CLEAN AIR a. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. The contractor agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. b. The contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 15. RECYCLED PRODUCTS a. If the contractor procures $10,000 or more of one of the Environmental Protection Agency designated items in a fiscal year or has procured $10,000 or more of such items in the previous fiscal year using Federal funds, 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 C.F.R. Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 C.F.R. Part 247. 4 49 b. The contractor also agrees to include these requirements in each subcontract if the subcontractor procures $10,000 or more of one of the Environmental Protection Agency designated items in a fiscal year or has procured $10,000 or more of such items in the previous fiscal year using Federal funds. 16. DAVIS-BACON and COPELAND ANTI-KICKBACK ACTS — Does not apply to this contract. 17. CONTRACT WORK HOURS and SAFETY STANDARDS ACT a. Overtime requirements - No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek 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 forty hours in such workweek. b. Violation; liability for unpaid wages; liquidated damages - In the event of any violation of the clause set forth in paragraph (a) of this section the contractor and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for 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 paragraph (a) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (a)of this section. c. Withholding for unpaid wages and liquidated damages - The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, 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 paragraph(b)of this section. d. Subcontracts - The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (a) through (d) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any 5 50 subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (a)through (d)of this section. 18. RESERVED 19. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES a. The City and the contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying 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, the 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 20. 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 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, 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 the underlying contract or the FTA assisted project for which this contract work 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, statement, 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, statement, 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. 6 51 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. 21. TERMINATION The FTA does not prescribe the form or content of termination clauses. The City's termination requirements are listed in the RFP as follows, and will be formally included in the body of the contract. Typically, the City's termination requirements are similar to the following: a. City has the right to terminate this Agreement, in whole or in part, for convenience and without cause, at any time upon thirty (30) days' written notice to contractor. b. In the event of any default by contractor, City has the right to terminate this Agreement for cause, upon ten(10)days' written notice to contractor. c. Contractor has the right to terminate this Agreement only for cause, that being in the event of a material and substantial breach by City or by mutual agreement to terminate evidenced in writing by and between the parties. d. In the event City terminates under subsections (a) or (b) of this section, the following shall apply: Upon City's delivery of the referenced notice to contractor, contractor shall discontinue all services in connection with the performance of this Agreement and shall proceed to cancel promptly all existing orders and contracts insofar as such orders and contracts are chargeable to this Agreement. Within thirty (30) days after such notice of termination, contractor shall submit a statement showing in detail the goods and/or services satisfactorily performed under this Agreement to the date of termination. City shall then pay contractor that portion of the charges, if undisputed. The parties agree that contractor is not entitled to compensation for services it would have performed under the remaining term of the Agreement except as provided herein. 22. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION a. This contract is a covered transaction for purposes of 49 C.F.R. Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 C.F.R. 29.995, or affiliates, as defined at 49 C.F.R. 29.905, are excluded or disqualified as defined at 49 C.F.R. 29.940 and 29.945. 7 52 b. The contractor is required to comply with 49 C.F.R. 29, Subpart C and must include the requirement to comply with 49 C.F.R. 29, Subpart C in any lower tier covered transaction it enters into. c. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: i. The certification in this clause is a material representation of fact relied upon by the City. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 C.F.R. 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 23. PRIVACY ACT—Does not apply to this contract. 24. CIVIL RIGHTS REQUIREMENTS a. Civil Rights-The following requirements apply to the underlying contract: b. Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. c. Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: i. Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor(U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor,"41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive 8 53 Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The 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, national origin, sex, or age. Such action shall include, but not be limited to, the following: 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. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. ii. Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § 623 and Federal transit law at 49 U.S.C. § 5332, the contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. W. Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112,the 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. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. d. The contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. 25. BREACHES AND DISPUTE RESOLUTION The FTA does not prescribe the form or content of breach or dispute provisions. The City's breach and dispute resolution requirements are listed in the RFP as follows, and will be formally included in the body of the contract. Typically, the City's breach and dispute resolution requirements are similar to the following: a. If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be 9 54 sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and contractor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. b. City and contractor hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 26. PATENT AND DISPUTE RESOLUTION—Does not apply to this contract. 27. TRANSIT EMPLOYEE PROTECTIVE AGREEMENTS a. The Contractor agrees to comply with applicable transit employee protective requirements i. 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 from 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 U.S. DOL letter is included herein under U.S. DOL Letter at the end of this attachment.) b. The contractor also agrees to include any applicable requirements in each subcontract involving transit operations financed in whole or in part with Federal assistance provided by FTA. 28. DISADVANTAGED BUSINESS ENTERPRISES a. Objective/Policy Statement - The City of Round Rock has established a Disadvantaged Business Enterprise (DBE) program in accordance with regulations of the U.S. Department of Transportation (DOT), 49 C.F.R. Part 26. The City of Round Rock has received Federal financial assistance from the 10 55 Department of Transportation, and as a condition of receiving this assistance, the City of Round Rock has signed an assurance that it will comply with 49 C.F.R. Part 26. b. It is the policy of the City of Round Rock to ensure that DBEs, as defined in 49 C.F.R. Part 26, have an equal opportunity to receive and participate in DOT— assisted contracts. It is also the City's policy: i. To ensure non-discrimination in the award and administration of DOT- assisted contracts; ii. To create a level playing field on which DBEs can compete fairly for DOT-assisted contracts; iii. To ensure that the DBE Program is narrowly tailored in accordance with applicable law; iv. To ensure that only firms that fully meet 49 C.F.R. Part 26 eligibility standards are permitted to participate as DBEs; v. To help remove barriers to the participation of DBEs in DOT- assisted contracts, as allowed by federal, state and local regulations;and A. To assist the development of firms that can compete successfully in the market place outside the DBE Program. c. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency's overall goal for DBE participation is 43%. A separate contract goal of 8%DBE participation has been established for this procurement. d. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 C.F.R. Part 26 in the award and administration of DOT- assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate. Each subcontract the contractor signs with a subcontractor must include the assurance in this paragraph. e. Bidders/Proposers are required to document sufficient DBE participation to meet these goals or, alternatively, document adequate good faith efforts to do so, as provided for in 49 C.F.R. 26.53. Award of this contract is conditioned on 11 56 submission of the following concurrent with and accompanying an initial proposal: L The names and addresses of DBE firms that will participate in the contract; ii. A description of the work that each DBE will perform; iii. The dollar amount of the participation of each DBE firm participating; iv. Written and signed documentation of commitment to use a DBE subcontractor whose participation it submits to meet a contract goal (Refer to Form 1 included herein at the end of this attachment); v. Written and signed confirmation from the DBE that it is participating in the contract as provided in the Bidder/Proposers commitment (Refer to Form 2 included herein at the end of this attachment); and vi. If the contract goal is not met, evidence of good faith efforts. L Bidders/Proposers must present the information required above with initial proposals. L Prompt Payment Act: In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be made by the City to the contractor will be made within thirty (30) days of the date the City receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the City receives a correct invoice for the goods or services, whichever is later. ii. The contractor may charge interest on an overdue payment at the "rate in effect' on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the City in the event: iii. There is a bona fide dispute between the City and the contractor, subcontractor, or supplier about the goods delivered or the service performed that causes the payment to be late; or iv. There is a bona fide dispute between the contractor and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or V. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with federal funds; or 12 57 vi. The invoice is not mailed to the City in strict accordance with any instruction on the purchase order relating to the payment. vii. Payment to Subcontractors; Retainage: The contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than thirty(30)days from the receipt of each payment the prime contractor receives from the City. The contractor agrees further to return retainage payments to each subcontractor within thirty (30) days after the subcontractor's work is satisfactorily completed. Any delay or postponement of payment from the timeframe stated in this paragraph may occur only for good cause, as determined by the City, and following written approval of the City. This clause applies to both DBE and non- DBE subcontractors and shall be included in the contract between the contractor and any and all subcontractors. viii. If the contractor does not pay a subcontractor promptly as defined in the preceding paragraph, the City shall hold retainage from the contractor and provide for prompt and regular incremental acceptances of portions of the prime contract, pay retainage to the contractor based on these acceptances, and require a contract clause obligating the prime contractor to pay all retainage owed to the subcontractor for satisfactory completion of the accepted work within thirty (30)days after payment to the contractor. ix. The contractor must promptly notify the City whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written consent of the City. 29. RESERVED 30. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS a. The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1E 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 13 58 with any the City requests which would cause the City to be in violation of the FTA terms and conditions. 31. DRUG AND ALCOHOL TESTING a. The contractor agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Parts 655, produce any documentation necessary to establish its compliance with Parts 655, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of Texas, or City, to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Parts 655 and review the testing process. The contractor agrees further to certify annually its compliance with Parts 655 before October 1St and to submit the Management Information System (MIS) reports before February 15th to City's Program Administrator, David Bartels. To certify compliance the contractor shall use the "Substance Abuse Certifications" in the "Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register. 32. AMERICANS WITH DISABILITIES ACT(ADA)ACCESSIBILITY a. ADA Accessibility ensures that all individuals regardless of disability are not excluded from the participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. The contractor and all of its subcontractors shall adhere to the ADA Accessibility requirements as follows: i. 49 CFR Part 27 — Nondiscrimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance ii. 49 CFR Part 37 - Transportation Services for Individuals with Disabilities (ADA) iii. 49 CFR Part 38 — Americans with Disabilities Act (ADA) Accessibility Specifications for Transportation Vehicles 14 59 U.S. Department of Labor Letter 20 60 U.S.Department of LaborErrptoym�nt8tandardsAdmtnIion r oft +Mf t.a6or,Adanagment Standards Washington,D.C. 202W October 3, 2008 Robert C. Patrick, Regional Administrator Federal Transit Administration, region VI 819 Taylor Street, Room 8A36 Ft. Worth,Texas 76102 Re: FTA Application(s) Capital Metropolitan Transportation Authority State or Program Administration on behalf of itself, Operating Assistance; Bus Shelter Construction and Capital Cost of 3rd Party Contracting on behalf of the City of Round Rock and Operating Assistance and (1) 15-Passenger Van for Service Expansion on behalf of Easter Seals Central Texas TX-37-X065 Dear Mr. Patrick: This is in reply to the request from your office that we review the above- captioned application for a grant under Title 49 of the U.S. Cade, Chapter 53. Capital Metropolitan Transportation Authority (Capital Metro), Star Tran, Inc. (as the successor to Management Labor Services, Inc. (MLS)) and Amalgamated Transit Union (ATU) Locals 1091 and 1549 have previously agreed to become party to the agreement executed on July 23, 1975,by the American Public Transit Association and transit employee labor organizations.The.July 23, 1975 agreement is supplemented by the October 26, 1989 side letter of assurances from Capital Metro, MLS and Laidlaw Transit,Inc. and by the October 27 30,and 31, 1989 Capital Metro side letters. in addition, the parties have agreed that paragraph(9) of the October 26, 1,989 agreement between MLS and ATU Local 1091, executed in connection with an earlier grant application, shall be included as the addendum to the July 23, 1975 agreement 21 61 pursuant to paragraph (4) thereof,The terms and conditions of the July 23, 1975 agreement, as supplemented, provide protections to employees represented by the union which satisfy the requirements of 49 U.S.C., Section 5333(b) for capitalized preventive maintenance assistance. Furthermore, Capital Metro and.ATU Local 1091 have agreed that the agreement between MLS and ATU Local 1091 dated October 26, 1989, as supplemented by letters dated October 26, 27, and 30, 1989, from Capital Metro shall be made applicable to the capital assistance portion of the instant project In addition, Capital Metro and the ATU have agreed that the October 26, 1989 agreement executed by Laidlaw Transit, Inc. and ATU Local 1549, as supplemented by the October 26, 27 and 31, 1989 side letters of Capital Metro shall,be made applicable to the instant project.The October 26, 1989 agreements, as supplemented,provide to employees represented by the union protection s'atisfying the requirements of the statute. Capital Metro has indicated that it will pick up the labor protections on behalf of the City of Round hock and Easter Seals Central Texas--. Accordingly, the Department of Labor makes the certification called for in the Act with respect to the instant project on condition that. I. This letter and the terms and conditions of the above protective agreements and arrangements shall be made applicable to the instant project and shall be incorporated into the contract of assistance between Capital Metro and FTA, by reference; 2. The term "project" as used in the above referenced arrangements shell be deemed to cover and refer to the operating and capital portions, respectively, of the instant projects; 3. Disputes over the interpretation,application, and enforcement of the terms and conditions of the protective arrangements certified by the Department of Labor,which include this letter of certification, shall be resolved in accordance with the provisions in the aforementioned arrangements for the resolution of such disputes;and 4. Employees of urban.mass transportation carriers in the service area of the project, other than those represented by the local union which is a party to, or otherwise referenced in the protective arrangements, shall be afforded substantially the same levels of 22 62 protection as are afforded to the employees represented by the union under the above-referenced arrangements-and,this certification. Such protections include procedural righta and remedies as well as protections,for individual employees affected by the project. Should a dispute remain Rutter exhausting any available remedies under the protective arrangements, and absent mutual agreement by the parties to utilize any other final and binding procedure for resolution of the dispute, the Secretary of labor may designate a neutral third party or appoint a staff"member to serve as arbitrator and render a final and binding determination. Sincerely,, �/ t. MA.. LI( '7� Ann Comer,Chief Division of Statutory Programs cc: Kerry Miller/FTA Sean Wighaman/Capital Metropolitan Transportation Authority David Bartels/City of Round Rock Tammy Andres/baster Seals Central Texas Leo E. Wetzel/ATU 23 63 CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements(to be submitted with each bid or offer exceeding$100.000) The undersigned, John P. Walker , certifies,to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering.into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan,or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions [as amended by "Government- wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph(2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601,et seq.)] (3) The undersigned shall require that the language of this certification be included in subcontractor contracts. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. [Note: Pursuant to 31 U.S.C. § 1.352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.] The contractor/subcontractor, STAR SHUME, INC. certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Consultant understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any. 16 64 Name and Title of contractor/subcontractor's Authorized Official John P. Walker, ident / CB0 Signatureof co ctor/s contractor's Authorized Official Date August 12, 20 1 17 65 Form 1 Instructions: The Offeror shall complete this form by listing 1) Names of all proposed subcontractors.2) Contact information, 3) Description of work to be performed/product to be provided,4)Status as a DBE or non-DBE, 5) Ethnic Code of firm 6)Age of the firm, 7)Annual gross receipts of the firm, 8) %or$amount of Total Contract. Those subcontractors which are listed on this form as DBEs must have current certification as a DBE with a participating TOCP certifying agency. The DBE certification must be complete by the time the proposals are submitted. Additionally, those subcontractors which are listed on this form as DBEs must complete Form 2, agreeing to the information listed here. Name of Prime Contractor(Offeror): STAR SHUTTLE, INC. Ethnic Code: A)African-American Male B)African American Female C)Asian- Indian Male D)As{an-Indian Female E)Asian-Pacific Male G)Asian-Pacific Project Name: Demand Response Bus Services Female H) Hispanic Male 1) Hispanic Female J) Native American Male K) Native IFB/RFP Number:City of Round Rock RFP # 11-033 American Female L)White Female M)Other of Work o!o 2)Address, Telephone#of DBE 3) DescriptionS) 7}Annual 8) DBE or$ 1) Name of Where 4) DBE or Services Provided. 6)Age of Firm(Including name of contact Ethnic Gross amount of Subcontractor person) applicable, specify supply or non-DBE Code Firm Receipts Total Contract Install or both. V Ayala Enterprises 11531 Perrin Beitel Sup/Install (both) Auto Gene Brown Transm. A, TX 78217 2106375555 transmissions DBE H 16 Est 750 Est 1% Alamo Enterprises 10504 Boyer Blvd, Austin Sup/Install (both) Auto dba Alamo Auto Glass TX 78758 5125511886 Glass DBE I 14 yrs Est $1.2ki Est 1% Internat'l Energia 6145 Wedgewood Pr.Ste 102 Sup Petro Diesel &Petro ♦ & 22mtiadities, Inc Ft Worth TX 76133 Products DBE A 2.5 yrs Est 8% Ricochet Fuel Dist 1201 Royal Pkwy. Euless Sup Petro Diesel &Petro Inc TX 76040 1 Products DBE M 23 yrs Est 8% This schedule must be co plated as Instructed above and include every subcontractor proposed on this project. The undersigned will enter' to a formal agreement with DBE contractors for work listed in this schedule upon execution of a contract with City of Round Rock. The contractor agrees to the ter s of this schedule by signing below and submitting the Intent to Perform, as completed by the DBE subcontractor(s). The contractor also certifies that no more It n 70%of the work for this project will be subcontracted. <- -_ August 12, 2011 Signature of AuthorigeZIMpresentative of Offeror Date Signed John P. Walker's esident / CEO 1.8 66 Form 2 Wote: In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy, DBE firms participating in the DBE Er=m must have "current"certification status with a TUCP Certifying Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHU=, IW' 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Supply/install (both) auto ransmiGGio s and at the following price$ and/or % of the total contract amount (should be the same$ or%found on Schedule C). 4. With respect to the proposed subcontract described above, the undersigned DBE anticipates that % of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must al s a DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontracting ortion f1 sub ontract.) Ayala Enterprises dba Gene Brown Transmissions 210-520-0020 Name of DBE Firm Signature of Authorized epr entative Phone Number Dat6 Sig ed STAR SHUr=, INC. 210-581-9990 Vl Name of Offeror/Prime Contractor Signature of ori z resentative Phone Number Date Signed John P. , Pres' nt/ CDU 19 67 Form 2 (Note:In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy, DBE firms participating in the DBE PMgram must have "current"certification status with a TUCP Certifying Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHUITIE► INC- 2. The undersigned is either currently certified under the Texas Unified Certification Program (TUCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Supply / install (both) auto class and at the following price$ and/or % of the total contract amount (should be the same$ or%found on Schedule C). 4, With respect to the proposed subcontract described above, the undersigned DBE anticipates that % of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must also be DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontractin an orflon of its subcontract.) Alamo Enterprises dba Alamo Auto Glass 210-977-9977 Name of DBE Firm Signatu a of Authorized Representative Phone Number Date Signed STAR SHLTITLE► IW. 210-581-9990 �(/ // Name of Offeror/Prime Contractor Signature o presentative Phone Number Date Signed John P alker, Pre ent/CDD )9 68 Form 2 (Mate In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy DBE firms aarticinating in the DBE Program must have "current"certcation status with a TOCP Certifying Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHUTTLE, INC. 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Supply Diesel fuel and at the following price$ and/or % of the total contract amount (should be the same$ or% found on Schedule C). 4. With respect to the proposed subcontract described above, the undersigned DBE anticipates that % of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must also be DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontr ,177!�, n of its subcontract.)Interrat<'1 Enercries & Ctaynd�iPs., Tnc. 837-732-4A42 Name of DBE Firm Signature of Authorized Representative Phone Number Date Sig ed STAR SHVME, INC. _210-581-9990 Name of Offeror/Prime Contractor Signatur iz Representative Phone Number Date Signed Jo Walker, esident/CEO 19 69 Form 2 (Note:In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy, DBE firms participating,in the DBE Pn2m must have "current"certfcation status with a TUCP CertifyingAgengy by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHUTTLE, INC. 2. The undersigned is either currently certified under the Texas Unified Certification Program (TUCP) as aWfBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify "supply" or"install'or both) Supply Diesel fuel and at the following price$ and/or % of the total contract amount (should be the same $ or% found on Schedule C). 4. With respect to the proposed subcontract described above, the undersignedAE anticipates that-0-0/1 of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a.BE subcontractor uses must be listed on Form 1 and must also beRBE certified. (The*E subcontractor should complete this section only if the%E is subcon ing a port' f its subcontract.) Ricochet Fuel & Petroleum Dist., Inc. Z00-1 P11 00, `� 817-268-5910 Name ofA E Firm S' nature of Au t rized R presentati Phone Number Dake Sign6d STAR SHUMLE, INC. 210-581-9920 Name of Offeror/Prime Contractor Signature of orize resentative Phone Number Date Signed John P. lker, Presi t/CEO 19 70 EXHIBIT"E" SERVICE SCHEDULE,INCLUDING HOLIDAY SERVICE SCHEDULE 45 71 DEMAND RESPONSE BUS SERVICE HOLIDAY SCHEDULE Holiday 2012 2013 2014 2015 2016 2017 New Year's Day ---- Tuesday,January 1 Wednesday,January 1 Thursday,January 1 Friday,January 1 Monday,January 2 Martin Luther King,Jr. ----- Monday,January 21 Monday,January 20 Monday,January 19 Monday,January 18 Monday,January 16 President's Day --- Monday,February 18 Monday,February 17 Monday,February 16 Monday,February 15 Monday,February 20 Memorial Day --- Monday,May 27 Monday,May 26 Monday,May 25 Monday,May 30 Monday,May 29 Independence Day Wednesday,July 4 Thursday,July 4 Friday,July 4 Friday,July 3 Monday,July 4 ---- Labor Day Monday,September 3 Monday,September 2 Monday,September 1 Monday,September 7 Monday,September 5 ----- Thanksgiving Day Thursday,November 22 Thursday,November 28 Thursday,November 27 Thursday,November 26 Thursday,November 24 ----- Christmas Day Tuesday,December 25 Wednesday,December 25 Thursday,December 25 Friday,December 25 Monday,December 26 ----- 72 EXHIBIT "F" DEMAND RESPONSE BUS SERVICE AREA 46 73 a � # Demand Response Bus Service Service Area 8' 41 It x3 a 1460 �,�.,224 •-,>` '� 1�6, , 'k a � � " a l sr vEa�tY •'�b a 'fix tta LIMM,E*LOOP- 3406 i 24- 620 i TOLL f. 45 1325 � .. 4 685 OK O 0, E Demand.Response Bus Service-Service Area �4(Service Wilt Be Provided ForAnsa Within Round Sock City Limits) ...e_ EXHIBIT"G" CITY OF ROUND ROCK IDENTITY STYLE GUIDE 47 75 WOUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY. Round Rock Identity Style Guide 76 TABLE OF CONTENTS Round Rock Identity Guides for Usage Intro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 Style . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3 Usage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4-8 Color Palette . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9 Font Guidelines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .io Trademark Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .n Contact Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .I2 77 INTRODUCTION The Round Rock identity, brand, look and feel is how people will identify and separate Round Rock, Texas. This brand is a source of pride and is composed of many elements including the font, the style, the colors and the overall usage. Protecting this brand provides leverage for Round Rock, strengthens our presence, increases awareness, develops recall and loyalty among our audiences and ultimately, creates staying power.This is why establishing guidelines and regulations about our brand's usage is important, and these guidelines should be followed by all, City and Chamber employees, media, our partners and our vendors. From press releases, to city vehicles, to newsletters, to Web sites, flyers, brochures and promotional items, the brand should remain consistent. The following document provides guidelines on usage for the City's logo and tagline, covering almost any situation in which the brand might be used. If you need assistance or have any questions on identity usage, details or formats, please contact Will Hampton, City of Round Rock Communications Director, at 512-218-5409. 2 78 ROUND ROCK BRAND STYLE Brand Personality: All communications, large and small, should reflect the key brand attributes and personality. Round Rock's primary personality as a City is a center of success. Round Rock provides employees, employers, citizens, families and all people access to and elements of success. Rather than trendy, Round Rock is established, proven and stable, as well as visionary. Additionally, we need to consider the communications needs of our target markets and partners. All aspects of our communications, including the design, writing tone and content should reflect the fact that we are addressing a range of audiences, from employees to employers,current citizens, prospective small, mid and large-sized businesses and their CEOs. 3 79 LOGO USAGE GUIDLINES FOR LOGO USAGE Round Rock's logo: 'ROUND ROCK, TEXAS PURPOSE.PASSION.PROSPERITY. LOGO COMPONENTS The Round Rock logo consists of the following; •The logo graphics:Three brushstrokes converging to create a star •The logotype: Round Rock, Texas underlined; "Purpose. Passion. Prosperity."beneath •The typeface: Matrix Book upper case DIFFERENT VERSIONS FOR DIFFERENT APPLICATIONS For flexibility, the following pages show multiple versions of the logo for your use--color, black-and-white and reversed, horizontal and vertical versions(both with and without the tagline). PROPER USAGE OF THE LOGOS All logo artwork/files will be provided by the Communications Director with the City of Round Rock. Any files/artwork received should be used as is, without alteration, with the exception of size. Misusing Round Rock's logo has the potential of causing damage in the form of brand devaluation. Any usage of the logo, in any form, by vendors or partners should be approved by Round Rock. 4 80 AVAILABLE FORMATS The logos will be used in many different formats and mediums. As a result, the following file formats are available for your use: • EPS: Encapsulated Postscript. This is the most popular format for print materials. It is resolution-independent and can be scaled easily. • BMP: Bitmap. This type of file is embedded directly into Word documents. BMP is not used for high-quality printing or web use. "JPEG: Joint Photograph Expert Group. These files are an easily read format for the majority of programs. •GIF: Graphics Interchange Format. Easily read by most programs, gifs work well with the Web and PowerPoint presentations. It is used mainly with line art and logos. MINIMUM SIZE The logo and tagline should never be reduced so small they become illegible. Use your best judgment when reproducing Round Rock artwork. Any questions or concerns about usage should be directed to Will Hampton, City of Round Rock Communications Director. 5 81 CLEAR SPACE To give it presence, an area of clear space should be left around the logo and tagline. No artwork, text, symbols, colors of any sort should intrude into this area. Minimum clear space is determined by using the Signature Cap Height and applying that measurement as a framed border around the logo. I , + I +- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 4 - - - I , I , I i I , I , I I I + ROUND ROCS TEXAS: SignatUre Cap Height - - - -,- - - - - - - - - .PURPOSE-PASSLOK-FROSPER] _ - - - - - -+- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - i I , I , 6 82 LOGO STYLES Color logo with tagline ROUND ROCK,TEXAS PURPOSE.PASSION.PROSPERITY. Color logo without tagline Black and white logo with tagline 'ROUND ROCK,TEXAS PURPOSE.PASSION.PROSPERITY. Black and white logo without tagline 7 83 LOGO STYLES IN REVERSE OR DARK BACKGROUNDS (In this usage, logo and tagline must be printed in four colors.) Color logo with tagline ROUND ROCK, TEXAS Color logo without tagline Black and white logo with tagline ,. Black and white logo without tagline 8 84 LOGO COLOR PALETTE PANTONE/COLOR CONVERSIONS The following colors are approved for use in Round Rock communications and must be used when reproducing our logo. Four-color process(CMYK)is the preferred reproduction method in print mediums. RGB values are provided for broadcast use,and web values are provided for interactive use. PANTONE 288 PANTONE i8o5 RGB Values: R-o RGB Values: R- 187 G-40 G-45 B- 122 B-63 CMYK Values: C- ioo CMYK Values: C-o M-65 M-91 Y-o Y- loo K-31 K-24 Web Value: 003366 Web Value: CC3333 PANTONE 288 - 8o% RGB Values: R-66 G-87 B- 142 CMYK Values: C- 8o M-52 Y-o K-24 Web Value: 336699 9 85 FONT GUIDELINES The provisions of font for use in Round Rock communication materials should include the following: APPROVED FONTS We've chosen Matrix as our primary logotype font. Matrix Book has been selected as our print font. PRINT FONTS • Headline and Bodytext typeface: MatrixBook ABCDEFGHIJKLMNOPQRSTUVWXYZ abcdefghi jklmnopqurstuvwxyz •Subhead typeface: MatrixBold ABCDEFGHI KLM OP RST 1 N Q abcdefghijklmnopqurstuvwxyz WEB FONTS These are a few font choices that work well in HTML format. We feel the best choices for our needs and for readability are as follows: • Headline and body text typeface: Verdana ABCDEFGH IJKLMNOPQRSTUVWXYZ abcdefghijklmnopqurstuvwxyz •Headline and body text typeface: Arial ABCDEFGHIJ KLM NOPQRSTUVWXYZ a bcdefg h ij kl m nopq u rstuvwxyz to 86 COPYRIGHT AND TRADEMARK CONSIDERATIONS The following copy should appear on all communications, including collateral materials, Web sites, print ads and interactive uses. The only exceptions are internal communications. COPYRIGHT The copyright notice should include all years of the creation of the material. For example, Current use: Copyright 2002, City of Round Rock, All rights reserved. Multi-year use: Copyright 2002-2005, City of Round Rock, All rights reserved. TRADEMARK Currently being investigated by the City of Round Rock. if 87 CONTACT INFORMATION City of Round Rock Will Hampton, Communications Director 221 East Main Street Round Rock, Texas 78664 (512)218-5409 12 88 EXHIBIT"H" CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY CODE OF CONDUCT 48 89 CMTA STARTRAN,INC. CODE OF issued: January 2000 ® METRO CONDUCT Revised: November 2008 LEGAL-150 Approved by: Fred M.Gilliam fd� Manager of Legal President/CEO CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY STARTRAN, INC. CODE OF CONDUCT SECTION I. peclaration of Policy. The Capital Metropolitan Transportation Authority ("Capital Metro") Board of Directors,-Its employees,.agents, and contractors must abide by the highest standards of conduct in carrying out Capital Metro's stewardship of public funds in order for the public to be assured that the actions of Capital Metro serve only the authority's best interests. SECTION II. Definitions. For the purpose of this Code of Conduct, the following definitions shall apply: 1) "Affected" means reasonably likely to be subject to a direct economic effect or consequence. 2) "Agent" means a person authorized by Capital Metro to act for Capital Metro. 3) "Business entity" means a sole proprietorship, partnership, limited partnership, firm, corporation, holding company, joint stock company, receivership, trust, or any other entity recognized by law through Which business is conducted. 4) "Board of Directors" means the governing body of Capital Metro. 5) "Confidential Information" means any information in Capital Metro's possession which Capital Metro is legally required or has determined to keep confidential, and which Capital Metro has the legal right to keep confidential. 6) "Board Member/employee has a "Conflict of Interest" if the employee has a substantial interest in a business entity that will be affected by his or her participation in a vote, decision, recommendation, or action. "Board Member/employee has a "Conflict of Interest" if the'employee has a substantial interest in real property that will be affected by his or her participation in a vote, decision, recommendation, or action and the vote, decision, recommendation, or action will have a special economic effect on the value of the property, distinguishable from its effect on the public. "Board Member/employee has a "Substantial interest" in a business entity or real property if.- Page f:Page i of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-160-0215501 90 (a) the interest is ownership of 10 percent or more of the voting stock or shares of the business entity or ownership of 10 percent or more or$15,000 or more of the fair market value of the business entity; (b) funds received by the employee from the business entity exceed 10 percent of the employee's gross income for the previous year; (c) the interest in real property is an equitable or legal ownership with a fair market value of$2,500 or more; (d) an organization which employs, or is about to employ, the employee has a substantial interest in the business entity as defined in (1) and (2); or (e) one of the following individuals has a substantial interest, as defined in subsections.(a), (b) and (c) above, in a business entity or real property: an employee's spouse, mother, father, brother, sister, children, aunt,-uncle, first cousin, mother-in-law, father-in-law, brother-in-law, sister-in-law, stepchild, stepparents, grandparent, or grandchild. A relationship by marriage will end by death or divorce unless there is a living child or descendent-of the marriage. 7) "Contractor" means a person or business entity that has entered into a contract with Capital Metro to provide goods or services for Capital Metro. 8) "Employee" means any person holding a position with Capital Metro for which compensation is received, including part-time workers employed more than ten (10) hours per week or intermittent, seasonal, or temporary workers. SECTION 111. Standards of Conduct. Board members, employees, agents and contractors shall exercise good-faith judgment and uphold the mission of Capital Metro as follows: 1) Ensure that Capital Metro complies with all applicable laws and regulations. 2) Adhere to Capital Metro policies and procedures. 3) Efficiently transact Capital Metro business and safeguard Capital Metro assets from waste, abuse, theft or damage. 4) Exhibit a desire.to serve the public, and display a helpful,tolerant manner. 5) Treat fellow Board members, employees, agents, contractors and the public with honesty, respect and dignity. 6) Reveal all material facts known to them when reporting on work projects. 7) Disclose immediately any information regarding unethical or wrongful conduct related to Capital Metro transactions to the Board Vice Chair or the Capital Metro Ethics Officer. Page 2 of 4 CMfASTARTRAN,INC.'CODE OF CONDUCT— LEGAL-150-0215501 91 SECTION IV. Absolute Prohibitions. No Board Members, Employees, Contractors, or Agents shall: 1) Participate in a business, contract, or real property transaction in which he/she has a substantial Interest. . 2) Solicit, accept, or agree to accept any benefit as consideration for his/her decision, vote, opinion or recommendation. 3) Solicit, accept, or agree to accept any benefit as consideration for his/her violation of any law or duty. 4) Solicit, accept or agree to accept any benefit from a person that is interested in any Capital Metro contract or transaction. 5) No Board Member or employee may receive or accept any gift or favor from a contractor or potential contractor of Capital Metro. 6.) Act as a surety for a business that has a contract with Capital Metro. 7) Disclose or use confidential information that Capital Metro has not made public for.his/her personal benefit. 8) Use his/her official position or employment or Capital Metro's facilities, equipment or supplies to obtain private gain or advantage. 9) Engage in any transaction or activity or incur an obligation in a business, contract or real property transaction that would conflict with Capital Metro. 10) Fail to disclose his/her discussions of future employment with any business interested in Capital Metro transactions. 11) Represent, for remuneration, any person in any proceeding involving Capital Metro's interests. 12) Capital Metro Board Members, employees, and agents shall not' use their authority to unfairly influence other Board Members or other employees or agents to perform illegal, immoral or discreditable acts. 13) Communicate details of any active Capital Metro procurement or solicitation to any contractor or potential contractor. 14) For a period of 2 years after leaving employment, participate for a business -entity in-which the employee has a substantial interest in a recommendation, bid, proposal or solicitation in a Capital Metro contract, procurement or personnel administration matter. 15) For a period of 2 years after leaving employment, receive any pecuniary benefit from a Capital Metro contract or procurement through the ownership of a substantial interest, as defined in Section ll, subsection 6 above, in a business entity or real property. Page 3 of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-150-*215501 92 SECTION V. Exceptions to Prohibitions The Prohibitions listed above do not apply to the following: 1) A.gift or other benefit conferred, independent of.the Board—Member's or employee's relationship with Capital Metro, that is not given or received with the intent to influence the Board Member or employee in the performance of his or her official.duties. The Board Vice Chair or the Ethics Officer must be consulted for a determination as to' whether a potential gift falls within this exception. 2) Food, lodging, transportation in consideration for legitimate services rendered by the Board Member.or employee related to.his or her official duties. SECTION VI. Disclosure of Conflict of Interest Requirements. 1) A Board Member or employee must disclose any interest in a business, a contract, or in real property that would confer a benefit by their vote or decision. a) A Board Member or employee cannot participate in the consideration of the matter subject to the vote or decision. b) Prior to the vote or decision, the Board Member or employee shall file an affidavit relating to the interest in the business, contract or real property with the Board Vice Chair or Ethics Officer. 2) A Board Member or employee must disclose the name of a potential employer if the prospective employer has an interest in any Capital Metro transaction upon which the Board Member or employee may be involved. SECTION VII. Penalties In addition to turning over evidence of misconduct to the proper law enforcement agency when appropriate, the following penalties may be enforced: 1) The failure of a Board Member to comply with the requirements of this policy shall constitute grounds for censure or removal from the Board in accordance with Section 451.511 of the Texas Transportation Code. 2) The failure of an employee to comply with the requirements of this policy shall result in disciplinary action up to and including termination. 3) The failure of an agent or contractor of Capital Metro to comply with this policy shall be grounds for such contractual remedy as may be appropriate up to and including termination of the contract and debarment of the contractor. Page 4 of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-150-0215501 93 EXHIBIT "P' CONTRACTOR PAYMENT REPORT FORM 49 94 CONTRACTOR PAYMENT REPORT FORM Instructions: Contractors are required to complete and submit this report, as specified in the contract or as requested, until final payment of the contract has been made. Failure to comply with the DBE provisions may result in contract termination, or the suspension or debarment of the contractor from doing business with the City in the future in accordance with the procedures set forth in the DBE Program. This report must be submitted with each invoice. Instructions for completing this report can be found on the following page. 1.Contract Number,if applicable 2. Invoice Number •Reporting Period From: To: 4. Contractor's Business Name S.Contad Person 8.Address1. etep hone Number 8.Date of Contract Award 9.Schedule Date of Completion 10,Original Contract Amount 11.Current Contract Modifications 12.Total Amount Received to Date 13.Total Amount Owed 14. Committed DBE% 15.Actual DBEParticipat on to date 18 Amount&Date of 19. 22.Amount of 16.Name of DBE Description of Work 20.Amount 21.%Paid to this invoice cnp payments made during Subcontract Subcontractor current invoice period Dollars paid to date Date a ocated to subcontractor Add rows as needed to complete this section By completing this form, the Contractor acknowledges the City's prompt payment policy, which requires the Contractor to pay all subcontractors within 30 days of receiving payment from the City. Signature Date Signed Name and Title of individualCompleting Report 95 INSTRUCTIONS FOR COMPLETING CONTRACTOR PAYMENT REPORT FORM 1. Contract Number 13.Total Amount Owed Fill in the Contract number assigned to your project by Fill in the dollar amount of the contract minus the amount Capital Metro paid to you by Capital Metro 2. Invoice Number 14. Committed DBE % Fill in the invoice number for this report Fill in the percentage of DBE participation you committed to 3. Reporting Period obtain in the contract This is to be filled in to state the period of time you are 15.Actual DBE Participation to date reporting. Fill in the calculated dollar amount paid to the DBEs by the 4. Contractor's Business Name dollar amount you received from Capital Metro Fill in your company's name 16. Name of DBE subcontractor 5. Contact Person Name all DBE subcontractors (Use additional sheets of Fill in the first and last name of the person to contact necessary) 6. Address 17. Description of Work Fill in your company's address State the work performed by the DBE subcontractor 7. Telephone Number 18.Amount& Date of payments made during current invoice Fill in your company's phone numberep riod 8. Date of Contract Award State the amount and date of last payment made to each Fill in the date the contract was executed by both you and DBE subcontractor. Submit evidence of payment, i.e. Capital Metro cancelled check, check register, etc. 9. Schedule Date of Completion 19. Subcontract Dollars Fill in the completion date of the contract as written State the committed dollar value to the DBE subcontractor to 10. Original Contract Amount date Fill in the dollar amount of the original contact agreed upon 20.Amount paid to date by you and Capital Metro Add all amounts paid to each DBE subcontractor to date 11. Current Contract Modifications 21. % Paid to Date Fill in the dollar amount of the original contract plus/minus the State the dollar amount paid to the DBE subcontractor dollar amount agreed upon at the later date as a result of divided by the amount committed to them (Item 20 divided by contract modifications, if applicable. Include date the Item 19) modification was executed. 22.Amount of this invoice allocated to subcontractor 12. Total Amount Received to Date Fill in how much of this invoice will be paid to each DBE Fill in the dollar amount you have received from Capital Metro subcontractor to date 96 EXHIBIT"J" BUS SPECIFICATIONS 50 97 "Y a AeroAccess 11 vi 16 0 1 LAW 0 ,,,, Standard t Chassis « dew�et i�estres l/4"si�ei,die�t�r�eNy'n wed paAeergo am crash * 0skm-merlor Mlror wAh catveok mina barrier MAtidt inc3lt�des�te`eyd m�rxxy>ri�rg Beck • ktwbrdreu tlwvlewminor + FloortarroxiVI /A Y�YVI BodyC.dwemel marled on nlbbershodkk sdedtied b 11 gauge • Ho dl2-W aetrest weep alMeoud bumper Powder costed + Trac Lok each track sbwseaty seat nw N cr ww* Oftbody ' W a> wk4 grads plywood Roar under WObd WW adge sealed prier b « MmoteraieclMPanelaeeiyaooaasibieincsmjbroor rd inwisibn . Al wwv color,numbw.end i rrolinn coded « SWIlaes sheet s(ag►dfanddc m en each"d#*sills atonly Al wirirp karrled and eeaued in pasaicrt ver loom yes • Curb"aaxteety panel vA srlty amM Im mi « Oecratfiradsd k,d�erigr 1i.gy11�6swficliiYer an�errHe « P'arsPmW windows ere lop T-"ventls/ng vWm j*m m bft • r�w llCed nIP body yl`. mis wanlungr « All IF sisal powder aoeied erdry doarkame and stapwel � �dYrf�impectre9liderd<r1011 C01fQellla.�JBtOpe�d,�l�El><19110f Popular Optional Equipment HVAC p'anilitwadt • WAdCrNOV ih�rt►3p, L110 114A00 M • for hersiaspped eooeee lY and{may hoeing'_Vb lg lam 35,1)00 b K=M sy dsms fFisnrroeteiasNlf cclttrcled,located iriopel>eior Corfu.Appew mss&Safety * Dek=i iortrl -1 Jago AWmalprsavaieblaupb2WAmp • SieiOmdselvtt e dutytral"onmiirdesssidecuteMbay « F"0andsidemubsigrre Soft • Pbr'hvft,bfArd left NW mffbkw"eeabdinorl>tena ftw TNs is ani,a petfel ung dgAw et egli metrt For more cgrplee • Complete range afpedded and vendd resin w trsrleit soft irdantiretiorr,tented your EDorarfo Neiiatlel rap+aeerd".) • Chassis �► Floorplans Aletrmltor ftw. 155 arm Bkr ww,front Chrome Engine 4fts: SAL V-10 't1 . 04..'_ Fuel cap*cky 55 onow ; t3VWR 14,500 9ubppermion Air Ride Tran"rlydesion Cies: 5-speed ub'rih 4u e'n)rx ern 250.000 X1:).1".vara,f lite Art(,wii WFteefbase 1138' tf. ,t are cilc to p+'mede vwel' �.e11rw.1n;1dclitna, 101 Trie '?ecepilC+1'al gl.ja;#tr !Pat ipti the Aae•I+ and to 00' rf0L.Kt1/. 4 " � !3►►ds_npYrsv"m v emichowp"ib*m , ElDorado National - Kansas r Thor Industries Commercial Bus Division 1655 Wal Street*Salina,KS 67401 to p..«en,-we wen 2 WIN" Rim (800)8%,1287.(785)827;1033 www.enconline.com —— Ac ElDorado Natsonal.we constantly improve our product;as a resuit all specifica- AMERICAV BW ON NVf sTMEN T worts and dimensions are subject to change without notice. Printed on recycled paper as part of Wa ado National's continuous effort to minimize waste and conserve our natural resources. YM 99 EXHIBIT "K" REPORTING REQUIREMENTS 1. REPORTING: Star Shuttle shall collect data and submit reports to City for use in evaluating the performance of Star Shuttle. The reports shall include, but shall not be limited to, operations including maintenance and the Disadvantaged Business Enterprise (DBE) Program. City may audit or inspect the data and records used to generate all reports. All reports shall be legible, complete and delivered in digital format. Star Shuttle shall submit the reports in accordance with the following frequency. Report Frequency Due By Content Operations and Daily Next business day Maintenance by 10 a.m. Operations and Monthly Due with invoice Content information is below this Maintenance table Operations and Annually No later than Maintenance January 31St DBE Participation Monthly Due with invoice U.S. DOT Drug and Annually No later than For current content, select MIS Alcohol Testing February 14th Data Collection Form and Management Instructions at http://transit- Information System safe!y.volpe.dot.gov/DrugAndAic (MIS)Data Collection ohol/DAMIS/default.asnx. Form 1.1 Report Content: Star Shuttle shall report the following: 1.1.1 Daily Operations and Maintenance Report shall include the following: 1.1.1.1 Passenger counts by one-way trips, 1.1.1.2 Time of arrivals and departures for schedule, 1.1.1.3 Description of any maintenance or repair work to any buses, 1.1.1.4 Description of all incidents incurred including, but not limited to, late/missed trips, late/missed departures and arrivals and the cause, security incidents including assaults (verbal and physical), theft, robbery, disorderly conduct, fighting, vandalism and other similar incidents, customer complaints, accidents, and breakdowns. 1.2 Monthly Operations and Maintenance Report: All information gathered on a daily basis shall be aggregated to a monthly report. The monthly report, by type of service, shall also include a description, tabulation, and/or calculation of the following: 1.2.1 Total one-way trips; 1.2.2 Total revenue hours; 1.2.3 Total revenue miles; 1.2.4 Total vehicle hours; 1.2.5 Total vehicle miles; 1.2.6 Passenger miles; 1.2.7 Total days of service; 1.2.8 Fares collected; 1.2.9 Total amount invoiced to City; 1.2.10 Trip purpose, such as, nutrition, medical, City business, social services or work; 1.2.11 Customer type, such as persons with disabilities, elderly, general public or youth; 1.2.12 On time performance; 1.2.13 Requested trips; 1.2.14 Scheduled trips; 1.2.15 Productivity; 1.2.16 Completed trips; 1.2.17 Cancellation rate; 1.2.18 No show rate; 1.2.19 Trip length; 1.2.20 Travel time; 1.2.21 Number of complaints received during the month; 1.2.22 Complaint rate; 1.2.23 Number of people who were denied service; 1.2.24 Percentage of missed/late trips; 1.2.25 Accidents; 1.2.26 Accident rate; 1.2.27 Incidents; 1.2.28 Number of preventive maintenance inspections scheduled, completed and/or failed; 1.2.29 Summary of preventive maintenance performed by bus; 1.2.30 All unscheduled maintenance or repair required for each bus; and 1.2.31 Fuel miles per gallon. 1.3 All information reported daily and monthly shall be aggregated to an annual report. 1.4 Star Shuttle shall notify the City at the first opportunity of any accident in which a person dies or must be taken to a medical treatment facility, there is property damage estimated in excess of$7,500 or there is a transit vehicle operator under the influence of alcohol or drugs. 1.5 Star Shuttle must file an incident report with the City within 24 hours of any incident on a form approved by the City. An incident includes, but is not limited to, accidents, personal injury, criminal activity, property damage and any other incident involving property, passengers, or potential passengers of the Service. The report shall include a statement of any total or partial missed trips. 1.6 DBE Participation Report: Star Shuttle shall report DBE participation on a monthly basis on the Contractor Payment Report Form [see Exhibit "I"]. The information is required in accordance with the DBE clause, Clause 28 in Federally Required Contract Clauses [see Exhibit"D"]: 1.6.1 Name and address of DBE subcontractors; 1.6.2 Description of work; 1.6.3 Amount and date of payments made during current invoice period; 1.6.4 Subcontract dollars; 1.6.5 Amount paid to date; 1.6.6 Percent paid to date; and 1.6.7 Amount of this invoice allocated to DBE subcontractor. 1.7 US DOT Report: Star Shuttle shall submit an executed U.S. DOT Drug and Alcohol Testing Management Information System Data Collection Form annually for the prior calendar year in accordance with Clause 31, Drug and Alcohol Testing, Federally Required Contract Clauses [see Exhibit "D"]. Star Shuttle shall use the latest edition of the form. EXHIBIT "L" PERFORMANCE STANDARDS AND ADJUSTMENTS I.I. Star Shuttle shall comply with the City's performance standards. In the event Star Shuttle fails to comply with the minimum performance standards, adjustments in payment to Star Shuttle shall be assessed per occurrence in the amounts stated herein. Adjustments may be made as follows: 1.1.1. Adjustments for performance shall be assessed based on non-compliance with the performance standards as reported by Star Shuttle, communicated by passengers or documented by the City. 1.1.2. Should non-compliance with the performance standards be communicated by a passenger, Star Shuttle shall undertake an investigation to verify or refute the passenger's complaint. Star Shuttle shall report the result in writing to the City. If non-compliance with standards is verified by Star Shuttle,the City shall assess the appropriate adjustments for performance. 1.1.3. The City shall have the right to review Star Shuttle's records concerning customer complaints. If, upon audit, the City learns that complaints are greater than ten percent (10%) of the total number of rides provided, the City may demand a refund of the funds paid to Star Shuttle equal to the total percentage of the complaints received. 1.1.4. Adjustment for failure to comply with performance standards shall be deducted from monies due, or which may thereafter become due, to Star Shuttle under the Agreement. Star Shuttle shall make adjustments to invoicing accordingly. If Star Shuttle fails to make adjustments, the City will make the adjustments prior to issuing payment. 1.1.5. If non-compliance with performance standards is determined by the City to have been caused by conditions not within the control of Star Shuttle, the City may waive adjustment. 1.1.6. The following adjustment for non-compliance with performance standards for Service shall be deducted from monies due or monies which become due to Star Shuttle: 1.1.6.1. In the case service runs do not maintain a monthly performance record of ninety percent (90%) to one hundred percent (100%) on-time, as defined herein, Star Shuttle will be assessed an amount calculated by multiplying the total amount invoiced by the percentage of trips not on-time. 49 103 I 1.1.6.2. In the case that a service run is missed and not made at all, Star Shuttle will be assessed a penalty equal to one hundred percent (100%)of the value of one (1) Revenue Hour. 1.1.7. The following adjustment for non-compliance with performance standards for Service shall be deducted from monies due or monies which become due to Star Shuttle: 1.1.7.1. If a bus fails to complete a trip due to equipment failure or for any other reason within the control of Star Shuttle, Star Shuttle may not receive payment for that one-way service run and may also be assessed a penalty equal to one hundred percent(100%) percent of the value of one (1) Revenue Hour. 1.1.8. If a trip is made by a bus which is not in full compliance with the Bus Standards and Specifications contained herein, Star Shuttle may be assessed a penalty of $100.00 per occurrence. Any bus that does not meet the Bus Standards and Specifications shall be deemed "Out of Service"and removed from circulation. 1.1.9. If a trip is made by a bus with a non-functioning heating and air conditioning system or which does not meet performance standards set out in the specifications contained herein, Star Shuttle may be assessed a penalty of$100.00 per occurrence. 1.1.10. If a trip is made by a bus which does not have a properly operating wheelchair lift, Star Shuttle may be assessed a penalty of$100.00 per occurrence. 50 104 EXHIBIT "M" FARES AND FARE CONTROL No passenger will be transported without the appropriate fare without contacting the dispatcher or otherwise in accordance with the City's policy. Star will utilize fare boxes for collection of fares. Operators will not have a key to the fare box. Fares and tickets(if any)will be counted by(insert title)and(insert title). Star will utilize money counting equipment and supplies as well as a secure counting area. Driver collections will be reviewed against ridership by (insert title)to ensure fare collections are all accounted for. Star stores all monies in a drop safe accessible only to (insert title(s))pending deposit,with each deposit in locked moneybags. The safe is secured by a(lock/combination). Upon separation of service of persons with safe access, the(key/combination)will be changed within 15 days. Depositing employees do not have access to the safe interior. Deposit records are entered into the Star accounting system by(insert title). Deposits will be transported to the bank(daily/weekly) by (insert title or armored car service). A fare report will be submitted with the monthly invoice. Fares collected will be deducted from the amount owed by the City. All invoices will be prepared by the Accounting Manager and then reviewed and signed by the Project Operations and Compliance Manager prior to submission to the City of Round Rock. Operators will complete their manifest by logging required trip information/passenger counts in the designated areas on the manifest. An appropriate entry must be made by the client's disability code: for example, ambulatory,wheelchair, scooter, transfers, escorts, and companions. The Operator will total the number of clients transported for that shift. The Station Foreman will recount each pickup and compare the totals to the Operator's totals. If any discrepancies are found,the Operator will be called in to recount and correct any errors. The Station Foreman will accurately complete the Daily Recap Summary. 37 EXHIBIT"N" INTERPRETATION SERVICES The City has contracted with Language Lines Services for interpretation service. The following documentation provides tips, list of languages, and how-to-guide. On the how-to-guide it requests a"department code,"the department code is 27001. 37 Tips for working with an Interpreter 1. BRIEF THE INTERPRETER - Identify the name of your organization to the interpreter, provide specific instructions of what needs to be done or obtained, and let him/her know whether you need help with placing a call. If you need the interpreter to help you place a call to the limited English Proficient(LEP)customer, you may ask the interpreter for a dial-out. There is a limited amount of time allotted for placing a dial-out once the interpreter is on the phone. Therefore, it is important that you provide a brief introduction and specific instructions to the interpreter in a timely manner. 2. SPEAK DIRECTLY TO THE CUSTOMER - You and your customer can communicate directly with each other as if the interpreter were not there. The interpreter will relay the information and then communicate the customer's response directly back to you. 3. SPEAK NATURALLY, NOT LOUDER-Speak at your normal pace, not slower. SEGMENTS - Speak in one sentence or two short ones at a time. Try to avoid breaking up a thought. Your interpreter is trying to understand the meaning of what you're saying, so express the whole thought if possible. Interpreters will ask you to slow down or repeat if necessary. You should pause to make sure you give the interpreter time to deliver your message. • CLARIFICATIONS - If something is unclear, or if the interpreter is given a long statement, the interpreter will ask you for a complete or partial repetition of what was said, or clarify what the statement meant. 4. ASK IF THE LEP UNDERSTANDS - Don't assume that a limited English-speaking customer understands you. In some cultures a person may say 'yes' as you explain something, not meaning they understand but rather they want you to keep talking because they are trying to follow the conversation. Keep in mind that a lack of English does not necessarily indicate a lack of education. 6. DO NOT ASK FOR THE INTERPRETER OPINION -The interpreter's job is to convey the meaning of the source language and under no circumstances may he or she allow personal opinion to color the interpretation. Also, do not hold the interpreter responsible for what the customer does or does not say. For example,when the customer does not answer your question. 6. EVERYTHING YOU SAY WILL BE INTERPRETED - Avoid private conversations. Whatever the interpreter hears will be interpreted. If you feel that the interpreter has not interpreted everything, ask the interpreter to do so. Avoid interrupting the interpreter while he/she is interpreting. 7. AVOID JARGON OR TECHNICAL TERMS - Don't use jargon, slang, idioms, acronyms, or technical medical terms. Clarify unique vocabulary, and provide examples if they are needed to explain a term. 8. LENGTH OF INTERPRETATION SESSION - When you're working with an interpreter, the conversation can often take twice as long compared with one in English. Many concepts you express have no equivalent in other languages, so the interpreter may have to describe or paraphrase many terms you use. Interpreters will often use more words to interpret what the original speaker says simply because of the grammar and syntax of the target language. 9. READING SCRIPTS - People often talk more quickly when reading a script. When you are reading a script, prepared text, or a disclosure, slow down to give the interpreter a chance to stay up with you. 10. CULTURE - Professional interpreters are familiar with the culture and customs of the limited English proficient (LEP) customer. During the conversation, the interpreter may identify and clarify a cultural issue they may not think you are aware of. If the interpreter feels that a particular question is culturally inappropriate, he or she might ask you to either rephrase the question or ask the interpreter to help you in getting the information in a more appropriate way. 11. CLOSING OF THE CALL - The interpreter will wait for you to initiate the closing of the call. When appropriate, the interpreter will offer further assistance and will be the last to disconnect from the call. Remember to thank the interpreter for his or her efforts at the end of the session. 4-L.� • Language Line 0 2007 Language Line Services-12.06.07.V1 tam svr vi<es 107 AW Language List These languages represent Afrikaans Fukienese Laotian Russian approximately 98.6%of all Akan Fula Latvian Samoan customer requests from the Albanian Fulani Lingala Sango 6,809 languages spoken in Amharic Fuzhou Lithuanian Serbian the world today. Depending Arabic Ga Luganda Shanghainese Armenian Gaddang Luo Shona on the availability of Ashante Gaelic Lusoga Sichuan qualified interpreters, Assyrian Gaelic-Irish Luxembourgeois Sicilian particularly in rarely Azerbaijani Gaelic-Scottish Maay Sindhi requested languages,this Azeri Georgian Macedonian Sinhalese list is subject to change and Bajuni German Malagasy Slovak may not match the list you Bambara Gorani Malay Slovenian find at www.languageline. Basque Greek Malayalam Somali com/languages. If you do Behdini Gujarati Malinke Soninke not see the language you Belorussian Haitian Creole Mandarin Sorani Bengali Hakka Mandingo Spanish need,please contact your Berber Hakka-Chinese Mandinka Sudanese Arabic account representative or Bosnian Hassaniyya Marathi Sundanese customer service at Bravanese Hausa Marshallese Susu wecare@languageline.com Bulgarian Hebrew Mien Swahili to determine if an Burmese Hindi Mina Swedish interpreter is currently Cakchiquel Hmong Mirpuri Sylhetti available. Cambodian Hungarian Mixteco Tagalog Cantonese Ibanag Moldavan Taiwanese Catalan Ibo Mongolian Tamil Chaldean Icelandic Montenegrin Telugu We also offer American and Chamorro Igbo Navajo Thai Mexican Sign Language Chao-chow Ilocano Neapolitan Tibetan through our video Chavacano Indonesian Nepali Tigre interpretation solutions. Chin Inuktitut Nigerian Pidgin Tigrinya Chuukese Italian English Toishanese Cree Jakartanese Norwegian Tongan Croatian Japanese Nuer Toucouleur Czech Javanese Oromo Tshiluba Dakota Kanjobal Pahari Turkish Danish Karen Pampangan Twi Dari Kashmiri Pashto Ukrainian Dinka Kikuyu Patois Urdu Diula Kinyarwanda Pidgin English Uyghur Dutch Kirundi Polish Uzbek Estonian Korean Portuguese Vietnamese Ewe Kosovan Portuguese Creole Visayan Farsi Kotokoli Pothwari Wenzhou Fijian Hindi Kpelle Pulaar Wolof Finnish Krio Punjabi Yiddish Flemish Kurdish Putian Yoruba French Kurmanji Quichua Yupik French Canadian Lakota Romanian Language Line p 2011 Language Line Services—05.25.11 ser vices 108 I Ulu Language Line services CITY OF ROUND ROCK Keep this Quick Reference Guide (QRG) nearby for easy reference to effectively utilize Language Line® Over-the-phone Interpretation Service. WHEN RECEIVING A CALL: 1. Use Conference Hold to place the limited English speaker on hold. 2. Dial: 1-866-874-3972 3. Enter on your telephone keypad or provide the representative: You may press 0 or stay on the line for assistance at anytime.- 6-digit nytime:6-digit Client ID: 5 9 9 4 0 9 • Press 1 for Spanish ■ Press 2 for all other languages and speak the name of the language you need at the prompt. ■ Enter your: Department Code An Interpreter will be connected to the call. 4. Brief the Interpreter. Summarize what you wish to accomplish and give any special instructions. 5. ADD THE limited-ENGLISH SPEAKER to the line. 6. Say"End of Call"to the Interpreter when the call is completed. NOTE:When placing a call to a limited-English speaker, begin at Step 2. If you need assistance placing a call to a limited-English speaker, please inform the interpreter at the beginning of the call. IMPORTANT TIPS: UNKNOWN LANGUAGE—If you do not know which language to request,our representative will help you. LINE QUALITY PROBLEMS — If you have problems before reaching a representative, press "0" to be transferred. If there is a sound quality problem, ask the representative to stay on the line to check for sound quality. If you have problems connecting to an Interpreter call Customer Service at 1-800-752-6096. WORKING WITH AN INTERPRETER—Give the Interpreter specific questions to relay. Group your thoughts or questions to help conversation flow quickly. LENGTH OF CALL — Expect interpreted comments to run a bit longer than English phrases. Interpreters convey meaning-for-meaning, not word-for-word. Concepts familiar to English speakers often require E explanation or elaboration in other languages and cultures. INTERPRETER IDENTIFICATION — Our Interpreters identify themselves by first name and number only. o For reasons of confidentiality,they do not divulge either their full names or phone number. DEMONSTRATION LINE — To hear a recorded demonstration of over-the-phone interpretation call our h demonstration line at 1-800-996-8808 or visit our website at www.LanguageLine.com DOCUMENT TRANSLATION — We also provide written translation services, for more information please o contact our Document Translation Department at 1-888-763-3364 or email translations@languageline.com. m CUSTOMER SERVICE—To provide feedback, commend an Interpreter, or report any service concerns, call Customer Service at 1-800-752-6096. co Language Line Services• 1 Lower Ragsdale Drive, Bldg.2• Monterey, CA 93940 O O N EXHIBIT "O" CITY'S RFP AND STAR SHUTTLE'S RESPONSIVE PROPOSAL The City's"Request for Proposals for Demand Response Bus Services," Solicitation Number 11- 033, Specification Number 918-96, 928-24, 556-10, dated July 2011, together with any addenda issued and related explicatory materials, along with Star Shuttle's responsive proposal entitled "Technical Proposal for: City of Round Rock—Demand Response Bus Services— Solicitation # 11-033," dated August 12, 2011 is contained in binder form rather than being appended as an exhibit, and is available for inspection during normal business hours in the office of the City of Round Rock, City Clerk. 53 110 i ROUNDROCK,TEXAS City Council Agenda Summary Sheet PURPOSE PASSION.PROSPERM Agenda Item No. 11A2. Consider a resolution authorizing the Mayor to execute an Agreement between the City of Agenda Caption: Round Rock,Texas and Star Shuttle, Inc.for Demand Response Bus Services. Meeting Date: March 22, 2012 Department: Transportation Staff Person making presentation: Gary Hudder Transportation Director Item Summary: The City received proposals from four (4) vendors for Demand Response Bus Service. Star Shuttle's proposal provided the greatest value and was the most advantageous to the City with respect to customer satisfaction, safety, productivity, readiness to start up operations and contract compliance. Considering a combination of technical and price factors and meetings with Star Shuttle, Inc., City staff negotiated a contract with Star Shuttle for the Demand Response Bus Service. Star Shuttle will provide turnkey Demand Response Bus Service for a period of five (5) years with two (2) one-year options. Option year pricing will be negotiated at the appropriate time. Star Shuttle will operate three (3) buses with service starting June 1, 2012. The contract also includes a pre-nogitiated method for considering price adjustments for increases and decreases in fuel prices. The Demand Response Bus Service is a non-fixed route public transportation system that provides the public with transportation between their location and a specific destination. The service is limited to the city limits of Round Rock and operates Monday through Friday from 7 AM to 6 PM, excluding holidays. The public is required to request the service by 4 PM the day before the service, but same day reservations will be considered based on availability. Standing orders, which are also called subscription trips, are limited to trips for medical appointments, low cost meals and work. Public outreach about the service changes, transportation alternatives and new policies and procedures will continue through May. Cost: Cost by year: (1)$400,704 (2)$412,771 (3)$424,848(4)$451,440(5)$457,488 Source of Funds: General fund Date of Public Hearing(if required): N/A Recommended Action: Approval EXECUTED DOCUMENTS FOLLOW AGREEMENT BETWEEN THE CITY OF ROUND ROCK,TEXAS AND STAR SHUTTLE,INC.FOR DEMAND RESPONSE BUS SERVICES This Agreement (the "Agreement") is made as of this ��MA day of the month of 1M j%&J 1 , 2012 by and between Star Shuttle, Inc., with offices at 1100 N.E. Loop 410, Suite 610, San Antonio, Texas 78209 ("Star Shuttle"), and the City of Round Rock, Texas, a home-rule municipal corporation, with offices at 221 East Main Street, Round Rock, Texas 78664 (the"City"). RECITALS WHEREAS, the City seeks to promote the health, safety and general welfare of its citizens; and WHEREAS, the City desires to contract with Star Shuttle to perform full turnkey public transportation services in the nature of a Demand Response Bus Service (the "Service"), including all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the said Service, with such Service to replace the existing Demand Response Bus Service provided under contract with the Capital Area Rural Transit System (CARTS). Demand Response Bus Service shall consist of curb-to-curb bus service within the Round Rock city limits, with such Service being available to Round Rock residents who require transportation assistance to work, medical appointments, low-cost meals, shopping destinations and other routine stops and who schedule pick-up times one (1) day in advance, Monday through Friday from 7:00 am to 6:00 pm.; and WHEREAS, Star Shuttle has substantial expertise in the area of operating and maintaining such a Demand Response Bus Service, and has provided a proposal to the City under which Star Shuttle would provide such services to the City; and WHEREAS, the City desires to engage the services of Star Shuttle to provide certain services to the City, to-wit: full turnkey public transportation services in the nature of a Demand Response Bus Service; and WHEREAS, the City desires to purchase and use certain services from Star Shuttle in order to promote the health, safety and general welfare of its citizens; and WHEREAS, Star Shuttle desires to provide such services, and the City desires to purchase same from Star Shuttle: NOW THEREFORE,WITNESSETH: That for and in consideration of the mutual promises and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,the parties agree as follows: 00240185/jkg/revised01.18.12 �L-t11-03_VveU _ SECTION 1 DEFINITIONS In this Agreement, the words and phrases below shall have the following meanings: I.I. "CMTA"means Capital Metropolitan Transportation Authority. 1.2. "Confidential or Private Information" means, with respect to any Person, any information, matter or thing of a secret, confidential or private nature, whether or not so labeled, that is connected with such Person's business or methods of operation or concerning any of such Person's suppliers, licensors, licensees, customers or others with whom the Person has a business relationship, and which has current or potential value to such Person or the unauthorized disclosure of which could be detrimental to such Person, including but not limited to: 1.2.1. Matters of a business nature, including but not limited to information relating to development plans, costs, finances, marketing plans, data, procedures, business opportunities, marketing methods, plans and strategies, the costs of construction, installation, materials or components, the prices such Person obtains or has obtained from his/her/its clients or customers, or at which such Person sells or has sold his/her/its services; and 1.2.2. Matters of a technical nature, including but not limited to product information, trade secrets, know-how, formulae, innovations, inventions, devices, discoveries, techniques, formats, processes, methods, specifications, designs, patterns, schematics, data, access or security codes, compilations of information, test results and research and development projects. For purposes of this Agreement, the term "trade secrets" shall mean the broadest and most inclusive interpretation of trade secrets. 1.2.3. Notwithstanding the foregoing, Confidential or Private Information will not include information that: (i)was generally available to the public or otherwise part of the public domain at the time of its disclosure, (ii)became generally available to the public or otherwise part of the public domain after its disclosure and other than through any act or omission by any party hereto in breach of this Agreement, (iii)was subsequently lawfully disclosed to the disclosing party by a person other than a party hereto, (iv) was required by a court of competent jurisdiction to be described, or (v) was required by applicable state law to be described. 1.3. "Deliverables" mean all goods, products, materials, and/or services provided or to be provided by Star Shuttle to the City. 1.4. "Demand Response Bus Service" means a non-fixed route system of transporting individuals that requires advance scheduling by the person desiring the service. 1.5. "DOL"means Department of Labor. 2 1.6. "DOT"means Department of Transportation. 1.7. "Fixed Capital Cost" means the cost of capital assets, which cost remains more or less unchanged. Examples of Fixed Capital Costs in the context of this Agreement are assets that include but are not limited to vehicles and equipment. 1.8. "FTA"means Federal Transit Administration. 1.9. "Full Turnkey Services" mean all administration, equipment, facilities, maintenance and personnel required to provide the specified Service including but not limited to accounting, customer service, reservations, scheduling, dispatch, data collection, marketing, reporting, fare collection and processing, buses, backup equipment, fare collection equipment, maintenance equipment and tools, maintenance facilities,bus drivers,mechanics, supervisors, and managers. 1.10. "Governmental Authority" means any domestic or foreign government, governmental authority, court, tribunal, agency or other regulatory, administrative or judicial agency, commission or organization, and any subdivision,branch or department of any of the foregoing. 1.11. "Person" means a natural individual, company, Governmental Authority, partnership, firm, corporation, legal entity or other business association. 1.12. "Pull-in Hours" means the non-revenue time assigned for the movement of a revenue vehicle from its last scheduled terminus or stop to the garage. 1.13. "Pull-out Hours" means the non-revenue time assigned for the movement of a revenue vehicle from the garage to its first scheduled terminus or stop. 1.14. "Recipient" means any entity that directly receives federal financial assistance from the FTA. 1.15. "Revenue Hours" means and shall include all in-service hours as applied directly to the bus services required in this Agreement. In-service hours shall not include pull-in/pull-out hours. 1.16. "Safety-Sensitive Function" means and shall include but not be limited to any of the following duties: (a) operating a revenue service vehicle, including when not in revenue service; (b) operating a non-revenue service vehicle, when required to be operated by a holder of a Commercial Driver's License; (c) controlling dispatch or movement of a revenue service vehicle; (d) maintaining a revenue service vehicle or equipment used in revenue service; and/or (e) carrying a firearm for security purposes. 1.17. "State"means State of Texas. 1.18. "Variable Costs" mean the costs of labor, material or overhead that change according to the change in volume. Examples of Variable Costs in the context of this Agreement include but are not limited to all operational overhead, profit, fuel, insurance, wages, and licensing that can vary with the volume of Revenue Hours required. 3 SECTION 2 SCOPE OF WORK 2.1. Scope of Work. Star Shuttle agrees to provide to the City certain herein-described services during the term of this Agreement, such services to be delivered pursuant to the terms and conditions of this Agreement and pursuant to Exhibit "A" entitled "Scope of Work," which is attached hereto and incorporated herein by reference for all purposes. 2.2. Services and Pricing All-Inclusive. The pricing delineated in this Agreement shall include all products, services, equipment, goods, services, labor, training, maintenance, warranties and guarantees,programs, and the like. SECTION 3 EFFECTIVE DATE; COMMENCEMENT DATE; TERM; RIGHT OF REVIEW 3.1. Effective Date. This Agreement shall be effective on the date it has been signed by both parties hereto, and shall remain in full force and effect unless and until it expires by operation of the term stated herein, or until terminated or extended as provided herein. 3.2 Commencement Date. As to the term of this Agreement delineated in Section 3.3, and as to all services required to be performed under this Agreement by Star Shuttle, the Commencement Date shall be June 1, 2012, the first date of operation of the Demand Response Bus Service. 3.3. Term. The initial term of this Agreement shall be for five (5) consecutive twelve (12) month periods from the Commencement Date hereof. After that initial term, this Agreement may be renewed for successive terms of twelve (12) months each, not to exceed in the aggregate two (2) such renewals. Such renewals shall be at the option of the City and shall be effectuated by the City giving Star Shuttle written notice of its desire to renew at least three (3) months prior to the expiration date of this Agreement. Such renewals are to occur on or before the expiration date of the preceding term, and such renewals shall be absolutely predicated upon the express written agreement of both parties. Such renewals are permitted only provided Star Shuttle has performed each and every non-waived contractual obligation specified in this Agreement. 3.3.1. The City has the right to extend this Agreement in order to require Star Shuttle to perform any or all elements of service required hereunder, and such extension of this Agreement shall be for a period not to exceed one hundred eighty (180) days following expiration of the Agreement. Such extension shall be effectuated by the City giving Star Shuttle written notice of extension, and the pricing set forth in this Agreement shall apply to any 180-day extension period effectuated by this provision. 3.3.2. Star Shuttle expressly acknowledges that the Service is vital to the City, and shall be continued without interruption. Therefore, upon expiration of this Agreement in any form or manner, the City or another successor entity may continue the Service. In that event, Star Shuttle expressly acknowledges and agrees to use best 4 efforts to cooperate and effectuate an orderly and efficient transition to a service provided by the City or another successor entity. 3.4. Right of Review. The City reserves the right to review Star Shuttle's provision of services at any time during the initial term or any renewal periods, and may elect to terminate this Agreement with or without cause or may elect to continue. By way of illustration and not limitation, the City may review as a consideration for continuation the following: performance, pricing, continued need, and substantial advancements in technologies and/or services. SECTION 4 SERVICES TO BE PERFORMED BY STAR SHUTTLE; EXHIBITS Star Shuttle shall provide the Service, and all related necessary services, to the City in accordance with the terms and provisions set forth in this Agreement. Star Shuttle shall fully and timely provide all deliverables described herein and in Star Shuttle's offer or proposal in strict accordance with the terms, covenants and conditions of this Agreement and all applicable federal, state and local laws,rules and regulations. 4.1 Required Services. 4.1.1. Star Shuttle shall provide full turnkey public transportation services in the nature of a Demand Response Bus Service, including all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the Service, with such Service to replace the existing Demand Response Bus Service provided under contract with the Capital Area Rural Transit System (CARTS). Demand Response Bus Service shall consist of curb-to-curb bus service within the Round Rock city limits, with such Service being available to Round Rock residents who require transportation assistance to work, medical appointments, low-cost meals, shopping destinations and other routine stops and who schedule pick-up times one (1) day in advance, Monday through Friday from 7:00 am to 6:00 pm. 4.1.2. Star Shuttle shall provide training, maintenance and support as provided in this Agreement; and shall provide additional services as specified in this Agreement. 4.1.3. The Service must meet the requirements set forth herein and shall include but not be limited to providing all necessary administration, equipment, facilities, maintenance, personnel, and any other necessary support to maintain and operate a complete turnkey program. Star Shuttle shall warrant and maintain all equipment throughout the duration of this Agreement. 4.2. Records Retention. Star Shuttle will retain information and records for a period 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 Star Shuttle agrees to maintain same until the City, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. 5 4.3. Scope of Work. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "A," which is attached hereto and incorporated herein by reference for all purposes. 4.4. City of Round Rock Insurance Requirements. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "B," which is attached hereto and incorporated herein by reference for all purposes. 4.5. Price Proposal. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "C," which is attached hereto and incorporated herein by reference for all purposes. 4.6. Federally Required Contract Clauses. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit"D,"which is attached hereto and incorporated herein by reference for all purposes. 4.7. Service Schedule, Including Holiday Service Schedule. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "E," which is attached hereto and incorporated herein by reference for all purposes. 4.8. Demand Response Bus Service Area. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit"F," which is attached hereto and incorporated herein by reference for all purposes. 4.9. City of Round Rock Identity Style Guide. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "G," which is attached hereto and incorporated herein by reference for all purposes. 4.10. Capital Metropolitan Transportation Authority Code of Conduct. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "H," which is attached hereto and incorporated herein by reference for all purposes. 4.11. Contractor Payment Report Form. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "I," which is attached hereto and incorporated herein by reference for all purposes. 4.12. Bus Specifications. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit"A" and Exhibit"J," which is attached hereto and incorporated herein by reference for all purposes. 4.13. Reporting Requirements. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "K," which is attached hereto and incorporated herein by reference for all purposes. 6 4.14. Performance Standards and Adjustments. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "L," which is attached hereto and incorporated herein by reference for all purposes. 4.15. Fares and Fare Control. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "M," which is attached hereto and incorporated herein by reference for all purposes. 4.16. Interpretation Services. The City and Star Shuttle shall have the respective rights and obligations set forth on Exhibit "N," which is attached hereto and incorporated herein by reference for all purposes. 4.17. City's RFP and Star Shuttle's Responsive Proposal. The City's "Request for Proposals for Demand Response Bus Services," Solicitation Number 11-033, Specification Number 918- 96, 928-24, 556-10, dated July 2011, together with any addenda issued and related explicatory materials, is contained in Exhibit "O," along with Star Shuttle's responsive proposal entitled "Technical Proposal for: City of Round Rock— Demand Response Bus Services— Solicitation# 11-033," dated August 12, 2011. Such Exhibit"O" is contained in binder form rather than being appended to this Agreement, and is available for inspection during normal business hours in the office of the City of Round Rock City Clerk. SECTION 5 PRICING,INVOICING AND PAYMENT 5.1. Pricing. The parties hereby agree that pricing for the services to be provided hereunder shall be as delineated in Exhibit"C,"generally as follows: FIRST YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,200 $110,400.00 Variable Operational Costs Revenue Hour x 6,048 $ 48 $290,304.00 Total Price for First Year: $400,704.00 SECOND YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,500 $114,000.00 Variable Operational Costs Revenue Hour x 6,048 $ 49.40 $298,771.20 Total Price for Second Year: $412,771.20 7 THIRD YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,700 $116,400.00 Variable Operational Costs Revenue Hour x 6,048 $ 51 $308,448.00 Total Price for Third Year: $424,848.00 FOURTH YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,900 $118,800.00 Variable Operational Costs Revenue Hour x 6,048 $ 55 $332,640.00 Total Price for Fourth Year: $451,440.00 FIFTH YEAR: Unit of Measure Unit Price Extended Price Fixed Capital Costs Month x 12 $9,900 $118,800.00 Variable Operational Costs Revenue Hour x 6,048 $ 56 $338,688.00 Total Price for Fifth Year: $457,488.00 5.2. Prices Firm. Prices shall be firm for the duration of this Agreement or renewal/extension periods except as provided for by Section 5.2.1 entitled "Price Adjustments." Pricing shall be determined by adding the Fixed Capital Costs and Variable Operational Costs to derive a total price per year. Star Shuttle shall not exceed the price of the Agreement without express prior written approval of the City. No separate line item charges shall be permitted for either proposal or invoice purposes, which shall include equipment rental and costs associated with obtaining permits or any other extraneous charges. 5.2.1. Price Adjustments. The City may consider adjustments to the price for fuel when fluctuations in fuel prices exceed +/-15 percent of the initial or adjusted cost for fuel or for added governmental requirements related to Homeland Security and/or Transit Employee Protective Agreements. The City and Star Shuttle shall agree to adjust fuel costs up or down based upon the US Department of Energy Information Administration Weekly Retail On-Highway Gasoline and Diesel Fuel Prices Index for the Gulf Coast Region. Any price increase must be requested by Star Shuttle in writing in advance, and shall be accompanied by the appropriate index documentation to justify the change, and such price increase request must be received by the City at least seven (7) days prior to requested effective date. All price increases are mandatorily subject to City approval before they become effective. The City shall notify Star Shuttle of its intent to decrease prices with appropriate index documentation and a letter stating same. Fuel prices 8 used at the commencement of Service shall be that of the indexed rate on the date of contract signing. The following link to the cited index is provided for reference purposes: http://www.eia.gov/oog/info/gdu/gasdiesel.asp. 5.3. The City may desire to increase or decrease the number of Revenue Hours and shall have the right to do so upon at least thirty (30) days' written notice to Star Shuttle, and subsequent amendment to this Agreement. Changes to Price resulting from changes to the number of Revenue Hours shall be determined using the Unit Price for Variable Operation Costs in the year the revenue hours are changed and shall subsequently increase yearly as delineated in Exhibit «C,9 5.4. The City may desire to increase the number of buses and shall have the right to do so upon at least thirty (30) days' written notice to Star Shuttle, and subsequent amendment to this Agreement. Changes to Price resulting from changes to the number of buses shall be negotiated in accordance with provisions herein. 5.5. Invoicing and Payment. Star Shuttle shall submit one (1) original invoice by the fifth (5th)calendar day of each month for services rendered during the previous calendar month to: City of Round Rock Accounts Payable 2008 Enterprise Drive Round Rock, TX 78664 5.5.1. Payment request in an amount correctly determined in accordance with this Agreement, less any adjustments for performance, as specified herein. 5.5.2. Operations and Maintenance Reports, as specified herein. 5.5.3. Disadvantaged Business Enterprise (DBE) Participation Report, as specified herein. 5.5.4. Contractor Payment Report Form, as delineated in Exhibit"I." SECTION 6 PROMPT PAYMENT POLICY 6.1. In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be made by the City to Star Shuttle shall be made within thirty (30) days of the date the City receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the City receives a correct invoice for the goods or services, whichever is later. Star Shuttle may charge interest on an overdue payment at the "rate in effect" on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the City in the event: 9 defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in this Agreement,the UCC definition shall control,unless otherwise defined in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first set forth above. CITY OF ROUND ROCK,TEXAS By: / , r Name: k Title: M294&v— Date Signed: '5-22-(Z FOR CITY,ATTEST: By: 11 11 Pnf&� Sara L. White, City Clerk FOR CI Y APPROVE AS TO FORM: By. ftb Steph L. Sheets, City Attorney STAR SHUTTLE,IN . ame: Title: Date Signed: 21 EXHIBIT "A" SCOPE OF WORK 1. INTENT: 1.1. The City seeks full turnkey public transportation services inclusive of all necessary administration, equipment, facilities, maintenance and personnel to operate and maintain the Service. Star Shuttle shall take all steps necessary to ensure the reasonable comfort and convenience of the public utilizing said Service. 1.2. The City's goal is to provide the most efficient and cost-effective Service without compromising quality. Star Shuttle is encouraged to propose any alternatives to this Scope of Work to provide maximum efficiency utilizing best industry practices and considering the daily trip projections herein. 2. CITY PROPERTY ACCESS: 2.1. The City shall provide access to the location required to provide Service. Said location shall be designated herein as the "Property." Access to the Property shall be exclusively for the purpose of providing Service during the dates and times specified herein. Unless otherwise provided for in this Agreement, Star Shuttle shall be responsible for any loss or damage to property caused as a result of providing Service, beyond reasonable wear and tear. Title to any City property shall remain with the City. The City shall operate and maintain the Property as required to facilitate the Service. The Property is identified as: Intermodal Transit and Parking Facility (Park and Ride) located at 300 West Bagdad Avenue in Round Rock, Texas 78664. 2.2. In accordance with this Scope of Work, Star Shuttle shall: 2.2.1 Access property at entry and exit points specified herein; 2.2.2. Operate buses within the property as specified herein; 2.2.3. Access property only during the time required to meet the bus route schedules specified herein; overnight parking is prohibited; 2.2.4. Repair any damage to property caused in providing Service, beyond reasonable wear and tear; 2.2.5. Comply with posted speed limits. 22 3. DAILY TRIP PROJECTIONS: 3.1. The City does not guarantee or imply a minimum daily trip volume. Trip projections have been previously provided for proposal purposes only. Projections for 2011 were anticipated as follows: Estimated Daily Trips: 75 trips Estimated Daily Trips with Mobility Device(wheelchairs and scooters): 16 percent Estimated Average Trip Distance: 5.68 miles Routes: See Exhibit "F." Service will begin with the first passenger pick-up at any origin and end with the last passenger drop-off at any destination. The service is limited to the city limits of Round Rock. 4. REGULAR SCHEDULING: 4.1. Service shall operate from 7:00 am to 6:00 pm, Monday through Friday, excluding the holidays specified herein. 4.2. Star Shuttle may use the buses to provide other transportation services on days and during hours when the City's Service is not in operation. However, Star Shuttle shall not operate other services at the risk of not meeting the performance obligations set forth in this Agreement. 4.3. The City may evaluate the level of service for the Service throughout the duration of the Agreement. The Agreement may be modified, as needed, in accordance with the specifications herein. Modifications may include, but are not limited to: 4.3.1. Increasing or decreasing the number of buses; 4.3.2. Expanding or contracting the Revenue Hours per bus; 4.3.3. Requiring Star Shuttle to place an additional, temporary bus into service to make additional revenue trips during extreme periods of peak traffic, such as emergency situations. Star Shuttle shall immediately notify the City of any additional vehicle in service. Star Shuttle shall be compensated for one (1) Revenue Hour of service for each additional trip over and above the required schedule operated by the additional bus to meet peak demand. Star Shuttle shall not be compensated for the operation of a spare bus to provide a scheduled revenue trip in lieu of an assigned 23 bus. Any additional, temporary bus shall meet all bus standards and specifications contained herein. 5. HOLIDAY SCHEDULING: 5.1. The City reserves the right to operate modified schedules where considered appropriate in conjunction with holidays. Star Shuttle shall operate services Monday through Friday with the exception of holidays listed below and more specifically in Exhibit «E .99 New Year's Day Martin Luther King, Jr. Day President's Day Memorial Day Independence Day Labor Day Thanksgiving Day Christmas Day 5.2. A modified schedule may be required by the City on the above holidays or on holidays other than those listed. In such event, the City shall give Star Shuttle a minimum of forty-eight(48)hours' prior notification of the revised operating schedule. 6. CONTRACT LIMITATIONS: 6.1. The City may agree to a number of Revenue Hours for the Service for the first year of service. Thereafter, the City may increase or decrease services and corresponding compensation in accordance with the Agreement. Revenue Hours shall be in increments of whole hours. The Revenue Hours for this Agreement shall be based on the service selected by the City. 6.2. Demand Response Service: Service is anticipated to require 6,048 Revenue Hours per year. This figure is based on three (3) full-time buses operating for the first year of service. 6.3. Operational Days: Service required is based on an estimated 252 operational days within the calendar year. 7. EQUIPMENT,MATERIALS,FACILITIES AND MAINTENANCE: 24 7.1. Star Shuttle shall provide all buses, equipment, material and facilities for the operation and maintenance of Service including but not limited to: buses, spare buses, fare collection equipment, maintenance, maintenance facilities, storage facilities, equipment, furnishings, materials, supplies, fuel and tools. 7.1.1. Bus Standards: City anticipates the use of three (3) full-time, 15-passenger buses to provide Service. The City will consider alternate vehicle sizes and fleet configurations based on best industry practices and any proposed adjustment to the number of Revenue Hours. At a minimum, the buses and buses designated as spares shall meet all standards herein. Star Shuttle shall provide transit buses and buses designated as spares that were manufactured in 2008 or later that provide a 5 Year Life Cycle. Additionally, each bus shall be in technical compliance with all current applicable federal, state and local regulations including but not limited to: Federal Motor Vehicle Safety Standards and Regulations, Federal Motor Carrier Safety Administration (FMCSA) Rules and Regulations, and the Americans with Disabilities Act. For diesel fuel buses, Diesel Emission Standards in effect at the date of manufacture shall apply. School buses are not acceptable. 7.1.2. City reserves the right to inspect and approve/reject any bus proposed for Service or to be designated as a spare for the Service prior to start of Service and before any bus is added to the Service. Star Shuttle shall be given the opportunity to correct any deficiency. 7.1.3. Buses and buses designated as a spare placed in service by Star Shuttle shall meet or exceed the following minimum requirements: 7.1.3.1. Fully operational safety items including but not limited to: lights, brakes,horn,tires and seat belts. 7.1.3.2. Fully functional heating and air-conditioning system, wheel chair lifts, wheel chair tie down, securement belts, flip seats, communication system, fare collection equipment and destination signs. 7.1.3.3. Clean interior and exterior. 7.1.3.4. Free of body damage, missing or unpainted panels and interior and exterior graffiti. 7.1.3.5. Exterior painting and interior colors of buses shall have the written approval of the City. Each bus provided must be similar in graphic design and appearance to provide a consistent image. 25 7.1.4. Star Shuttle shall assure all buses and buses designated as spares are clean and well maintained throughout the term of the Agreement. The City has the right to inspect and approve all cleaning products used to clean the interior and exterior of the buses. At a minimum, Star Shuttle shall: 7.1.4.1. Clean all dirt and accumulated grime every service day; 7.1.4.2. Sweep floors and vacuum seats every service day; 7.1.4.3. Clean windows every service day. 7.1.5. Star Shuttle shall maintain the interior of all buses and buses designated as spares free from roaches and other vermin throughout the term of the Agreement. Star Shuttle is expressly prohibited from using any vermin control product that would be hazardous to the health and well-being of the passengers and operator of the bus. Extermination or vermin spray shall be scheduled to assure there are no offensive odors during service hours. 7.1.6. Star Shuttle shall provide spare buses in the event of scheduled and unscheduled maintenance or accidents. The spare buses shall be ready for immediate service to minimize disruptions and interruptions to Service. 7.2. Specifications: 7.2.1 Bus Technical Specifications: The City anticipates the use of three (3) full-time, 15-passenger buses to provide Service. The City will consider alternate vehicle sizes and fleet configurations based on best industry practices and any proposed adjustment to the number of Revenue Hours. At a minimum, the buses and buses designated as spares shall meet all technical specifications herein. Star Shuttle shall provide transit buses and buses designated as spares that were manufactured in 2008 or later that provide a 5 Year Life Cycle. Additionally, each bus shall be in technical compliance with all current applicable federal, state and local regulations including but not limited to: Federal Motor Vehicle Safety Standards and Regulations, Federal Motor Carrier Safety Administration (FMCSA) Rules and Regulations, and the Americans with Disabilities Act. For diesel fuel buses, Diesel Emission Standards in effect at the date of manufacture shall apply. 7.2.1.2. Star Shuttle shall equip each bus with a communication system. The communication system shall include two-way radio or cellular telephone for communication between the bus operator and Star Shuttle's dispatcher and supervisory personnel and a public address system for communicating to passengers, which includes interior speakers throughout the bus and exterior speakers at the passenger door(s). Star Shuttle shall be responsible for ensuring the 26 communication system is fully functioning on any bus placed in service. 7.2.1.3. A passenger door shall be provided in the right side of the bus for passenger ingress and egress. The door shall be located so that the driver is able to monitor the collection of fares. A separate door may be provided for wheelchair access. 7.2.1.4. Star Shuttle shall ensure a timepiece is in clear sight of the driver during the operation of any bus operated. The timepiece shall be of Atomic Synchronization. 7.2.2. Passenger windows shall be tinted to the maximum legal limit. 7.2.3. Brochure holders shall be conveniently located for passengers and passengers with disabilities. 7.2.4. Star Shuttle shall place the following safety equipment on each bus: 7.2.4.1. Rechargeable ten(1)pound dry chemical fire extinguisher; 7.2.4.2. Fully stocked first aid kit; 7.2.4.3. Three (3)folding triangle reflectors with storage container; 7.2.4.4. One (1)triangular wheel chock. 7.2.5. Star Shuttle shall ensure buses comply with all applicable Americans with Disability Act (ADA) Accessibility requirements under 49 CFR Part 38 — Americans with Disabilities Act (ADA) Accessibility Specifications for Transportation Vehicles. 7.2.6. Wheelchair lift(s) shall be self-contained fully automatic electro-hydraulic lifts rated for a minimum net test load capacity of 600 pounds. 7.2.7. Each bus shall include wheelchair securement area(s) for a minimum of two (2) wheelchairs. Flip seats or other collapsible seating shall remain in place when the wheel chair securement area is not in use. 7.2.7.1. In compliance with ADA accessibility requirements, the securement areas shall be clearly marked and signed to instruct other passengers to make them available for wheelchair use. 7.2.7.2. The wheelchair securement belts shall meet all ADA requirements. The securement belts shall be retractable, securely anchored to the bus and feature positive locking mechanisms. When not in use the 27 belts shall be stored as to not create a hazard to passengers and the driver. 7.2.7.3. Wheelchair occupant restraints shall be a combination lap and shoulder belt with an adjustable height shoulder. 7.2.8. Star Shuttle shall place logo and /or lettering on the exterior of every bus and buses designated as spares. Star Shuttle shall obtain written approval from the City of logo and/or lettering and placement prior to final application on the buses. The following logo and/or lettering are required: 7.2.8.1. Star Shuttle shall place a unique bus number on the front and rear of each bus; 7.2.8.2. Star Shuttle shall place the City's logo, as specified in Exhibit"G," on the front, rear and sides of each bus; 7.2.8.3. Star Shuttle shall also place "Demand Response Bus Service operated for the City of Round Rock by Star Shuttle" on each bus and buses used as spares. 7.2.9. Star Shuttle shall display a nameplate in the interior of each bus showing the name of the operator on any given run. The name plate shall be affixed front and above the front window of the bus. The operator's first initial and last name shall be displayed on the nameplate in letters at least one(1)inch tall. 7.2.10. Each bus shall be equipped with fully functioning heating and air-conditioning system. The system shall be fully integrated and have controls that are readily accessible to the driver. The system shall meet the following operating requirements and be subject to the following inspection requirements: 7.2.10.1. The system shall have sufficient capacity to maintain an inside temperature of 70 degrees Fahrenheit plus or minus three (+/- 3) degrees throughout the bus when in heat mode with an outside temperature of 32 degrees F. 7.2.10.2. The system shall have sufficient capacity to maintain an inside temperature of 70 degrees F plus or minus three (+/- 3) degrees throughout the bus when in air-conditioning mode with an outside temperature of 100 degrees F. 7.2.10.3. Without advance notice to Star Shuttle, the City may conduct onboard heating and air-conditioning performance inspections on any bus in service. The inspections will include recording temperatures at four different locations on the bus throughout any 28 selected service trip. Star Shuttle shall be required to remove from service any bus not passing the performance inspection until the heating and air-conditioning meets the performance inspection requirements. 7.3. Facilities: Star Shuttle shall provide all facilities necessary to provide Service under this Agreement. Facilities required may include but are not limited to: office, vehicle maintenance, vehicle storage, dispatching and pre-trip and post-trip vehicle inspection. Star Shuttle shall be responsible for payment of all rents/leases, utilities and insurance, and for providing all furnishings, equipment and supplies associated with the facilities. The facilities shall meet all federal, state and local guidelines/regulations for safety and accessibility including, without limitation, fire and building codes, OSHA requirements, air and water quality regulations, local environmental requirements and the Americans with Disabilities Act of 1990. 7.4. Maintenance: Star Shuttle shall perform all inspection, repair, maintenance and replacement services for buses, spare buses, other vehicles, equipment and facilities used for the Service, which excludes the City's Property/Intermodal Transit and Parking Facility. The City shall have immediate and unrestricted access to all of Star Shuttle's maintenance facilities between the hours of 8:00 am and 5:00 pm, Monday through Friday, to include access to vehicles and associated maintenance records. 7.4.1. Star Shuttle shall have all required technical capability, facilities and equipment to perform all inspections and scheduled and unscheduled maintenance including but not limited to: electrical, mechanical, heating and air-conditioning system, equipment required for ADA accessibility, heavy repair, power train repair, body work of any type, painting, major and minor cleaning and pest control necessary to maintain the buses and buses designated as spares in a safe, reliable, fully-functional, fully- operational and well-maintained condition. 7.4.2. Star Shuttle's Preventative Maintenance Program shall be approved by the City prior to start-up of Service. The program shall identify maintenance intervals and the associated inspections and services to be performed by Star Shuttle, as well as any forms used to document preventative maintenance. The driver's pre-trip and post-trip inspections shall be included under the program. 7.4.3. Star Shuttle shall keep a vehicle maintenance file, which documents all maintenance performed, including preventive maintenance, scheduled inspections, parts usage, fuel and oil usage, work orders for unscheduled maintenance and labor expended for each vehicle used for Service. Star Shuttle shall keep maintenance records current for the life of the Agreement,but not less than three (3)years. 29 7.4.4. Star Shuttle shall provide all fuel, oil, lubricants, materials and supplies, trailers, towing vehicles, and special tools necessary to perform repair and preventive maintenance. When major repairs are required, such as major engine and component overhaul, Star Shuttle shall use only parts that meet or exceed Original Equipment Manufacturer (OEM) Specifications. All costs associated with preventative maintenance and repairs are the responsibility of Star Shuttle. 7.4.5. Star Shuttle is solely responsible for retrieval of any bus that goes out of service for any reason. The City will not provide any retrieval or towing services. 7.4.6. Star Shuttle shall properly maintain all transit vehicles including a clean interior, a clean exterior, sufficient fuel for the day's schedule, routine maintenance, State Inspections, and any other maintenance to keep the buses clean and in working order. Each driver shall perform a pre-trip and post-trip inspection. All fluid levels of each vehicle must be checked daily and refilled as necessary. All exterior and interior lights are to be inspected and replaced as required. Each vehicle shall be free of outer body and interior damages (e.g., dents, torn upholstery, worn flooring) at all times. Star Shuttle shall be required to maintain the interior and exterior paint, including spot painting, decal replacement and, when necessary,painting the entire vehicle. Paints used shall be compatible with the existing finish. All overspray shall be removed after any bodywork or touch-up painting is completed. 8. PERSONNEL: Star Shuttle shall hire and train all personnel working under this Agreement. Star Shuttle personnel shall operate and maintain Service in a safe and professional manner. Personnel shall include managers, supervisors, administrative personnel, reservationists, schedulers, dispatchers, bus drivers, mechanics and other personnel necessary to provide Service as specified herein. 8.1. Code of Conduct: Star Shuttle shall adhere to CMTA's Code of Conduct, which may be modified at any time by the City and/or CMTA, [see Exhibit "H"], and Clause 10, Lobbying, Clause 20, Program Fraud and False or Fraudulent Statements and Related Acts and Clause 22, Government-wide Debarment and Suspension in Federally Required Contract Clauses [see Exhibit"D"]. 8.2. Drug and Alcohol Testing: The City has a zero tolerance policy for any employee testing positive for a controlled substance except under instructions of a physician, who has advised the employee that the substance does not adversely affect the employee's ability to perform his or her job safely. The City also has a zero tolerance policy for any employee testing positive for alcohol while the employee is on-duty. If any employee tests positive for a controlled substance and/or alcohol, Star Shuttle shall remove the employee from performing any work 30 under this Agreement for the term of the Agreement. The zero tolerance policy also applies to sub-contractor shuttles. 8.3. Star Shuttle shall perform Safety-Sensitive Functions in accordance with and in compliance with the Agreement. 8.4. Star Shuttle shall fully comply with Clause 31, Drug and Alcohol Testing, in Federally Required Contract Clauses [see Exhibit "D"], for Star Shuttle and sub- contractor shuttles personnel performing Safety-sensitive Functions. 8.4.1. Star Shuttle shall comply with 49 CFR Part 655, Prevention of Alcohol Misuse and Prohibited Drug Use in Transit Operations, and 49 CFR 40, Procedures for Transportation Workplace Drug and Alcohol Testing Programs. 8.4.2. Star Shuttle shall not begin operation of Service until the City has reviewed and approved Star Shuttle's Policy Statement and prevention of alcohol misuse and prohibited drug use plan. In addition, the City and Star Shuttle shall develop a continuity plan to ensure full compliance with the plan and DOT testing procedures. 8.4.3. Star Shuttle shall consult with the City on the selection of a certified laboratory, substance abuse professional, or Medical Review Officer, or the use of a consortium. 8.4.4. Star Shuttle shall certify annually its compliance with Part 655 and submit the Management Information System(MIS)reports annually to the City. 8.5. Driver Oualifications and Responsibilities: Bus drivers shall possess strong customer service skills, including communication skills and the ability to manage large groups of people with varying needs. 8.5.1. Star Shuttle shall conduct background checks on each bus driver to ensure that all drivers employed to perform services under the terms of this Agreement meet the following: 8.5.1.1. Minimum age of twenty-five(25)years of age; 8.5.1.2. Continuous possession of a valid driver's license for the preceding five (5)years; 8.5.1.3. No more than two (2) traffic citations for moving violations in the preceding three(3)years; 8.5.1.4. No DWI/DUI convictions in the preceding three(3)years; 31 8.5.1.5. No felony convictions; 8.5.1.6. Certificate or other evidence of satisfactory completion of a defensive driving course within the preceding twelve (12) months; 8.5.1.7. Ability to read,write and speak the English language fluently; 8.5.1.8. Valid Class `B" Commercial Driver's License with endorsements and Medical Certificate for drivers of 15- Passenger,or greater, Buses; 8.5.2. The City will require Star Shuttle to immediately remove any bus driver from operating any vehicles under the Agreement for any one of, but not necessarily limited to,the following reasons: 8.5.2.1. Operating a transit vehicle in service in an unsafe or unprofessional manner, in violation of safety rules and regulations, or security policies, guidelines and procedures; 8.5.2.2. Committing an unsafe or unprofessional act while on duty or on property; 8.5.2.3. Failure to submit to or pass any test for drug or alcohol use; 8.5.2.4. Failure to comply with FTA policies on use or possession of alcohol and controlled substances; 8.5.2.5. Revocation, suspension or non-renewal of a valid Texas driver's license; 8.5.2.6. More than two (2) moving violations or accidents within three (3) years; 8.5.2.7. Conviction of any DWI/DUI or felony offense; 8.5.2.8. Verified discourteous or inappropriate remarks to a passenger; and 8.5.2.9. Use of a personal cell phone while operating a transit vehicle. 8.5.3. Drivers shall be responsible for on-time schedule performance, safe and smooth bus operation. Driver's responsibilities include,but are not limited to: 32 8.5.3.1. Operating on-time in accordance with schedules and/or policies provided by the City. On-time is defined as between fifteen (15) minutes prior to and fifteen (15) minutes after the pick-up time shown on the daily manifest(pick-up schedule). 8.5.3.2. Wearing a clean, neatly pressed uniform each day, as specified by Star Shuttle and approved by the City. 8.5.3.3. Reporting daily passenger counts by one-way trips and by trip destination in accordance with the City's reporting requirements. 8.5.3.4. Collecting appropriate fares and using the appropriate fare collection method in accordance with the City's policies. 8.6. Training: Star Shuttle shall be responsible for documenting, maintaining and implementing the following elements in a formal employee development and training program. Star Shuttle shall obtain prior written approval by the City for training programs in advance of commencement of Service. Star Shuttle shall document all program activities and retain the documents in accordance with the Agreement. The City may audit the documentation in accordance with the Agreement. Star Shuttle shall implement a driver training and safety program. Star Shuttle shall establish and maintain.a program- wide performance standard of no more than four (4) accidents per 100,000 miles of service. 8.6.1. Bus operator training and retraining shall include, but is not limited to: 8.6.1.1. Training new operators; 8.6.1.2. Retraining existing operators; 8.6.1.3. Retraining existing operators whose performance falls below standards; 8.6.1.4. Retraining existing operators involved in accidents; 8.6.1.5. Defensive driving; 8.6.1.6. Classroom instruction; 8.6.1.7. Behind-the-wheel training under the supervision of a certified instructor; 8.6.1.8. In-service training; 8.6.1.9. On-board safe driving checks; 8.6.1.10. Monthly safety meetings; 8.6.1.11. Safety radio messages; 8.6.1.12. Communication techniques; 8.6.1.13. Assisting passengers with disabilities; 8.6.1.14. Safety awareness,which includes but is not limited to: 8.6.1.14.1. Personal safety; 8.6.1.14.2. Theft/robbery prevention; 33 8.6.1.14.3. Violence in the workplace; 8.6.1.14.4. Assault prevention. 8.6.2. Customer service, relations and passenger awareness, which includes but is not limited to the sensitivities and diversities of the general public. 8.6.3. Star Shuttle shall be responsible for ensuring that mechanics are sufficiently trained in maintaining and repairing all components of the buses. Star Shuttle shall provide all training for any maintenance personnel assigned to perform services under the Agreement. 8.6.4. Training for safety sensitive employees: The FTA drug and alcohol testing regulations (655.14) require each covered employer to establish an education and training program for all covered employees. The program must include a general education component, training for all safety- sensitive employees, and training for all supervisors and/or other company officers authorized by the employer to make reasonable suspicion determinations. 9. ADMINISTRATIVE REQUIREMENTS: Star Shuttle shall provide management, supervision, accounting, fare collection and processing, data collection, reporting, customer service, reservations, scheduling, dispatch and marketing for the Service, including but not limited to: 9.1. Management: Star Shuttle shall designate a primary point of contact for communicating with the City. The point of contact shall be easily accessible by work phone, cell phone and email. The point of contact must have contractual authority to act for Star Shuttle and shall supervise the technical quality and progress of the Service to be performed. 9.1.1. Star Shuttle shall submit a Project Work Plan with implementation timeline for the Service, and such Project Work Plan shall describe the activities needed to complete implementation and operation of the Service. Unless otherwise directed by the City, the Project Work Plan shall be presented in chart form, shall indicate weekly and monthly activities of the implementation including quality control reviews and participation of sub- contractor shuttles, and shall provide milestones, anticipated completion dates and all activities and/or events required. 9.1.2. Star Shuttle shall monitor and evaluate all operations, routes, schedule performance, and systems and procedures, including safety statistics and security information. Star Shuttle shall be responsible for safety, security, loss prevention, accident prevention and risk management. 9.1.3. Star Shuttle shall assist the City with evaluating the need to modify the Service to meet changing demand, change in ridership and/or the need for 34 new or reduced services. This evaluation will occur at least biannually,but not more than quarterly. Any changes to the Service will be formally documented in an agreement modification. 9.1.4. The City's goal is to provide the most efficient and cost effective service without compromising quality. Star Shuttle is requested to suggest modifications to the Scope of Work throughout the duration of the Agreement that reduce cost and/or improve quality and efficiency. 9.2. Supervision: Star Shuttle shall supervise the Service to include monitoring on- time performance, and operations, adhering to procedures, and maintaining quality of service. 9.2.1. Star Shuttle shall dispatch and maintain communication to enable effective driver/vehicle assignments and prompt responses to all areas of operations, which could impact the Service. 9.3. Accounting: Star Shuttle shall thoroughly and accurately account for all fares collected on a daily, weekly, monthly and yearly basis in accordance with the specifications contained in the Agreement. The accounting shall include the date, time and source of the fare. Star Shuttle shall deliver to the City reports evidencing all fares collected for the Service. Star Shuttle shall comply with all applicable City and FTA accounting policies and procedures, as well as generally accepted accounting principles. 9.4. Fare Collection and Processing: Star Shuttle shall provide a system for the collection and processing of fares, as approved and/or directed by the City. Star Shuttle shall collect fares in the form of cash. Star Shuttle shall not make change for passengers boarding any of the buses. Star Shuttle shall not accept checks or any other form of payment. All monies collected by Star Shuttle are the City's revenues. Star Shuttle shall not provide free Service without specific approval by the City. Fare collection, processing and all related security measures, as approved by the City, shall be solely the responsibility of Star Shuttle. 9.5. Miscellaneous Requirements: 9.5.1. Customer Service: Star Shuttle shall provide staff and a local telephone number for customer service needs during the normal operating hours of the Service. Star Shuttle's customer service responsibilities shall include, but are not limited to, providing schedule and service information, answering frequently asked questions and addressing passenger complaints in both English and Spanish. Star Shuttle shall assist the City in developing and establishing clear written procedures for handling citizen complaints. 35 9.5.2. Customer Complaints: At a minimum, Star Shuttle shall follow up each passenger complaint by telephone or with written correspondence, if necessary, within three (3) working days of receipt. If an investigation is required, Star Shuttle will conduct an investigation and the passenger will be contacted by telephone or written correspondence regarding the results of the investigation. Star Shuttle shall notify the City immediately of any complaint alleging employee misconduct such as inappropriate conversation,touching or assault(physical or verbal). 9.5.3. Lost and Found: Star Shuttle shall provide and maintain a lost and found policy that will secure any passenger items left behind on a bus. Items shall be labeled with date and time of trip and kept in a secure location at the administration facility until claimed. 9.5.4. Reservations: Star Shuttle shall answer calls during the normal operating hours of the Service and obtain complete and accurate information customers, estimate and record pickup and delivery times and send the information to the scheduler. Star Shuttle shall confirm the pickup time with the customer. 9.5.5. Scheduling: Star Shuttle shall use an automated system to determine vehicle availability, review trip schedules, assign trips to vehicles and review manifests after scheduling is complete. 9.5.6. Dispatch: Star Shuttle shall review daily trip assignments, reschedule no- shows, cancellations and add-ons and communicate between customers and bus operators. 9.5.7. Marketing: Star Shuttle shall assist the City with developing marketing and outreach to the public as it relates to users of the Service. This may include, but is not limited to, passenger surveys and distribution of information to passengers. 9.5.7.1. Star Shuttle shall cooperate and participate in marketing, promotion, advertising, public relations and public education programs undertaken by the City. The City shall be the exclusive spokesperson in connection with the Service; however, Star Shuttle may engage in marketing and public relations to increase utilization of the services with the prior written approval of the City. 36 EXHIBIT"B" CITY OF ROUND ROCK INSURANCE REQUIREMENTS 1. INSURANCE: The Vendor shall procure and maintain, at its sole cost and expense for the duration of the contract or purchase order resulting from a response to this bid/specification,insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder, its agents,representatives,volunteers,employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City. 1.3.5. Policies shall include, but not be limited to, the following minimum limits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.5.3. Automobile Liability Insurance for all owned, non-owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.4. The City shall be entitled, upon request and without expense, to receive copies of insurance policies and all endorsements thereto. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that, with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state in writing, on the certificate or its attachment,the following provisions: 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insureds (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days'notice to the City of cancellation, non-renewal, or material changes, and provide ten days' notice to the City for nonpayment of premium. 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agent/broker shall endeavor to notify the City;and 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company,its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed herein by registered mail. 1.5.6. If required by this contract, Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this contract concerning liability, duty, and standard of care shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall promptly notify the City in the event of any change in coverage, which notice shall be accomplished by a replacement Certificate of Insurance. The City retains its right to terminate this contract in accordance with provisions therein should the City not agree with any such change in coverage. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City Attorney City of Round Rock City of Round Rock 221 East Main 309 East Main Round Rock,TX 78664-5299 Round Rock,TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self-insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the Vendor's/person's work on the project has been completed and accepted by the City. 2.2. Persons providing services on the project ("subcontractor") in Section 406.096- includes all persons or entities performing all or part of the services the Vendor has undertaken to perform on the project, regardless of whether that person contracted directly with the Vendor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The Vendor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44)for all employees of the Vendor providing services on the project,for the duration of the project. 2.4. The Vendor must provide a certificate of coverage to the City prior to being awarded the contract. 2.5. If the coverage period shown on the Vendor's current certificate of coverage ends during the duration of the project, the Vendor must, prior to the end of the coverage period, file a new certificate of coverage with the City showing that coverage has been extended. 2.6. The Vendor shall obtain from each person providing services on a project, and provide to the City: 2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the City will have on file certificates of coverage showing coverage for all persons providing services on the project;and 2.6.2. no later than seven calendar days after receipt by the Vendor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The Vendor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.8. The Vendor shall notify the City in writing by certified mail or personal delivery within 10 calendar days after the Vendor knew or should have known of any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The Vendor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The Vendor shall contractually require each person with whom it contracts to provide services on a project to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the Vendor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project,for the duration of the project; 2.10.3. provide the Vendor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.1. obtain from each other person with whom it contracts, and provide to the Vendor: 2.10.3.1.1. a certificate of coverage, prior to the other person beginning work on the project;and 2.10.3.1.2. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.2. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.10.3.3. notify the City in writing by certified mail or personal delivery, within 10 calendar days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (A thru G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10.3.5. By signing the solicitation associated with this specification, or providing or causing to be provided a certificate of coverage, the Vendor is representing to the City that all employees of the Vendor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the Commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the Vendor to administrative penalties, criminal penalties,civil penalties,or other civil actions. 2.10.3.6. The Vendor's failure to comply with any of these provisions is a breach of contract by the Vendor that entitles the City to declare the contract void if the Vendor does not remedy the breach within 10 calendar days after receipt of notice of breach from the City. EXHIBIT"C" PRICE PROPOSAL 43 i ATTACHMENT B SOLICITATION#"Ae?,- 11-033 CITY OF ROUND ROCK PURCHASING OFFICE 221 E.Main Street Round Rock,Texas 78664.6299 Solicitation Information: Responses are due to the Purchasing Office Commuter and Demand Response Bus Service at the above address b Solicitation Number 11-033 y 3:0 Opm,August 12,2011. Opening Date: 0811212011 Opening Time: 3:00pm Show solicitationResponse Location: opening date&solicitation number in lower left 1 E.Main Street hand comer of sealed response envelope with return address of ! responding firm. ouncil Chambers ound Rock,TX 78664 Facsimile responses shall not be accepted Returnsigned on rig and five copies of response. Respondent shall s below INVOICE 70: Failure to sign res se will disq sponse CITY OF ROUND ROCK ACCOUNTS PAYABLE 08/12/2011 221 EAST MAIN STREET ed Sig ure Date ROUND ROCK,TEXAS 78664-6299 John P. cer President / CDp Print Name R SPONDENT INFORMATION DESTINATION: TAX ID NO: 74-2624739 CITY OF ROUND ROCK LEGAL BUSINESS NAME: STAR SHUTTLE, INC. ADDRESS:P. O. Box 17967, San Antonio, TX 78217 CONTACT:John P. Walker TELEPHONE NO: 2.10--581-9990 BUSINESS ENTITY TYPE:(,rpUnd TranSportatiCn E•MAIL: 'ohn.walker@starshuttle.00m By the signature hereon affixed,the respondent hereby certifies that neither the respondent nor the entity represented by the respondent,or anyone acting for such entity has violated the antitrust laws of the State,codified In Sectfon 15.01 et seq.,Texas business and commerce Code,or the Federal antitrust laws,nor communicated directly or indirectly,the response made to any competitor or any other person engaged in such line of business. Respondent agrees to comply with all conditions set forth in this solicitation. Item Annual Unit of ff Item Description Measure Quantity Unit Price Extended Price 1St 1 Fixed Capital Costs Month 12 Year $9,200 $110,400.00 2 Variable Operational Costs Revenue Hour 6,048 $ 48 $290,304-00 Total Price Per Year $400,7 Item Annual Unit of It Item Descri tion Measure Quantity Unit Price Extended Price 2nd 1 Fixed Capital Costs Month 12 $9,500 $114,000.00 Year 2 Varlable Operatlonal Costs Revenue Hour 6,048 $ $298.771.20 Total Price Per Year $412,771.20 1 of 2 3rd Item Annual Unit of ' i� # Item Description Measure Quantity Unit Price Extended Price Year 1 Fixed Capital Costs Month12 $9,700 1 2 Variable operational Costs 6,400-00 Revenue Hour 6,048 5 1 $308J48,00 Total Price Per Year Item Annual Unit of 4th # Item Description Measure Quantity Unit Price Extended Price Year 1 Fixed Capital Costs Month 12 2 Variable Operational Costs Revenue Hour 6,048 5 2 640.00 Total Price Per Year $451 440.00 Item Annual Unit of i 5th # Item Description Measure Quantity Unit Price Extended Price Year 1 Fixed Capital Costs Month 12 2 Variable Operational Costs Revenue Hour 6,048 56 338 688.00 Total Price Per Year $457 488.00 2of2 EXHIBIT "D" FEDERALLY REQUIRED CONTRACT CLAUSES 44 Federally Required Contract Clauses Demand Response Bus Service 1. FLY AMERICA—Does not apply to this contract. 2. BUY AMERICA—Does not apply to this contract. 3. CHARTER BUS and SCHOOL BUS REQUIREMENTS a. Charter Service Operations - The contractor agrees to comply with 49 U.S.C. 5323(d) and 49 CFR Part 604, which provides that recipients and subrecipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except under one of the exceptions at 49 CFR 604.9. Any charter service provided under one of the exceptions must be "incidental," i.e., it must not interfere with or detract from the provision of mass transportation. b. School Bus Operations—Does not apply to this contract. 4. CARGO PREFERENCE REQUIREMENTS—Does not apply to this contract. 5. SEISMIC SAFETY REQUIREMENTS—Does not apply to this contract. 6. ENERGY CONSERVATION—Does not apply to this contract because the State of Texas does not have an energy conservation plan. 7. CLEAN WATER a. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. The contractor agrees to report each violation to the City and understands and agrees that the City will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. b. The contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 8. BUS TESTING—Does not apply to this contract. 9. PRE-AWARD and POST DELIVERY AUDIT REQUIREMENTS—Does not apply to this contract. 220078/jkg b. The contractor also agrees to include these requirements in each subcontract if the subcontractor procures $10,000 or more of one of the Environmental Protection Agency designated items in a fiscal year or has procured $10,000 or more of such items in the previous fiscal year using Federal funds. 16. DAVIS-BACON and COPELAND ANTI-KICKBACK ACTS — Does not apply to this contract. 17. CONTRACT WORK HOURS and SAFETY STANDARDS ACT a. Overtime requirements - No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek 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 forty hours in such workweek. b. Violation; liability for unpaid wages; liquidated damages - In the event of any violation of the clause set forth in paragraph (a) of this section the contractor and any subcontractor responsible therefore shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for 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 paragraph (a) of this section, in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph(a)of this section. c. Withholding for unpaid wages and liquidated damages - The City shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, 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 paragraph (b)of this section. d. Subcontracts - The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs (a) through (d) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any 5 subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (a)through(d)of this section. 18. RESERVED 19. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES a. The City and the contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying 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, the 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 20. 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 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, 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 the underlying contract or the FTA assisted project for which this contract work 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, statement, 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, statement, 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. 6 b. The contractor is required to comply with 49 C.F.R. 29, Subpart C and must include the requirement to comply with 49 C.F.R. 29, Subpart C in any lower tier covered transaction it enters into. c. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: i. The certification in this clause is a material representation of fact relied upon by the City. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 C.F.R. 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 23. PRIVACY ACT—Does not apply to this contract. 24. CIVIL RIGHTS REQUIREMENTS a. Civil Rights-The following requirements apply to the underlying contract: b. Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended,42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. c. Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract: i. Race, Color, Creed,National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor(U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor,"41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive 8 Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The 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, national origin, sex, or age. Such action shall include, but not be limited to, the following: 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. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. ii. Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § 623 and Federal transit law at 49 U.S.C. § 5332, the contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. W. Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112,the 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. In addition, the contractor agrees to comply with any implementing requirements FTA may issue. d. The contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. 25. BREACHES AND DISPUTE RESOLUTION The FTA does not prescribe the form or content of breach or dispute provisions. The City's breach and dispute resolution requirements are listed in the RFP as follows, and will be formally included in the body of the contract. Typically, the City's breach and dispute resolution requirements are similar to the following: a. If a dispute or claim arises under this Agreement, the parties agree to first try to resolve the dispute or claim by appropriate internal means, including referral to each party's senior management. If the parties cannot reach a mutually satisfactory resolution, then and in that event any such dispute or claim will be 9 sought to be resolved with the help of a mutually selected mediator. If the parties cannot agree on a mediator, City and contractor shall each select a mediator and the two mediators shall agree upon a third mediator. Any costs and fees, other than attorney fees, associated with the mediation shall be shared equally by the parties. b. City and contractor hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 26. PATENT AND DISPUTE RESOLUTION—Does not apply to this contract. 27. TRANSIT EMPLOYEE PROTECTIVE AGREEMENTS a. The Contractor agrees to comply with applicable transit employee protective requirements i. 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 from 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 U.S. DOL letter is included herein under U.S. DOL Letter at the end of this attachment.) b. The contractor also agrees to include any applicable requirements in each subcontract involving transit operations financed in whole or in part with Federal assistance provided by FTA. 28. DISADVANTAGED BUSINESS ENTERPRISES a. Objective/Policy Statement - The City of Round Rock has established a Disadvantaged Business Enterprise (DBE) program in accordance with regulations of the U.S. Department of Transportation (DOT), 49 C.F.R. Part 26. The City of Round Rock has received Federal financial assistance from the 10 Department of Transportation, and as a condition of receiving this assistance, the City of Round Rock has signed an assurance that it will comply with 49 C.F.R. Part 26. b. It is the policy of the City of Round Rock to ensure that DBEs, as defined in 49 C.F.R. Part 26, have an equal opportunity to receive and participate in DOT— assisted contracts. It is also the City's policy: i. To ensure non-discrimination in the award and administration of DOT- assisted contracts; ii. To create a level playing field on which DBEs can compete fairly for DOT-assisted contracts; iii. To ensure that the DBE Program is narrowly tailored in accordance with applicable law; iv. To ensure that only firms that fully meet 49 C.F.R. Part 26 eligibility standards are permitted to participate as DBEs; v. To help remove barriers to the participation of DBEs in DOT- assisted contracts, as allowed by federal, state and local regulations;and vi. To assist the development of firms that can compete successfully in the market place outside the DBE Program. c. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency's overall goal for DBE participation is 43%. A separate contract goal of 8%DBE participation has been established for this procurement. d. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 C.F.R. Part 26 in the award and administration of DOT- assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate. Each subcontract the contractor signs with a subcontractor must include the assurance in this paragraph. l e. Bidders/Proposers are required to document sufficient DBE participation to meet these goals or, alternatively, document adequate good faith efforts to do so, as provided for in 49 C.F.R. 26.53. Award of this contract is conditioned on 11 submission of the following concurrent with and accompanying an initial proposal: L The names and addresses of DBE firms that will participate in the contract; H. A description of the work that each DBE will perform; iii. The dollar amount of the participation of each DBE firm participating; iv. Written and signed documentation of commitment to use a DBE subcontractor whose participation it submits to meet a contract goal (Refer to Form 1 included herein at the end of this attachment); v. Written and signed confirmation from the DBE that it is participating in the contract as provided in the Bidder/Proposers commitment (Refer to Form 2 included herein at the end of this attachment); and vi. If the contract goal is not met, evidence of good faith efforts. E Bidders/Proposers must present the information required above with initial proposals. L Prompt Payment Act: In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be made by the City to the contractor will be made within thirty (30) days of the date the City receives goods under this Agreement, the date the performance of the services under this Agreement are completed, or the date the City receives a correct invoice for the goods or services, whichever is later. H. The contractor may charge interest on an overdue payment at the "rate in effect" on September 1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments made by the City in the event: iii. There is a bona fide dispute between the City and the contractor, subcontractor, or supplier about the goods delivered or the service performed that causes the payment to be late; or iv. There is a bona fide dispute between the contractor and a subcontractor or between a subcontractor and its supplier about the goods delivered or the service performed that causes the payment to be late; or V. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with federal funds; or 12 R i TfA M '+•S L = 4 9 ..4 A 11 :.i 3 e: i 9 V II • T a;•:./d :f$ Iri N •'" • Y 1.-f71,A a .1 9: s oti a ap �6) az. .d aao, ,, as Ip ei r •raw" - •,w� �T r3wea'.A. �••ira: r • 0 •59:A • ••;Y 6'A Y :l`- +� :.s :p '� w.bf is;- •M:. '.•.a•"..1••r 3 ;;� ..: :.0.0 !A � �' ° J - .♦ 3i a i.o. • e.-.o ... :•IC i +! t': :5•,.:9". '«lia Oh+- .a .ti �s�..w q ar." n�.ti N'M1 • •, •f" .-+/' A '> /.� JA ` 3.J: /'d. :.i".-Y i-?,1 'A :'.7II�J YJ� • Y cil e•4 .'f' 1k !� 'd !'� A :,i•s,:.�.r•?'a 3 � w +`rd,♦.: n Y i - '+n :Y> ,•l. i -4> . i • - � a . 1/ bi- •:A•. , T.'.J i 1:! da,. e•'T:' :a• Oi'? A,- � a J�.r 3 '�" °d %»Ipt.-+A �. -'.1 1 • pl.«I CT r9 :/. 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Y ip�i` • .IA 1 4 d" A) i.' -:? •'- Y ! - i ++.Ia@ y ti •.Vu :.w': 0.'t is ►. 4 d♦ � �:i Nt♦ A i e�117 l :i ::+_ d, b'7 ♦ 11 a; M a! :+Y G .: N.♦ 2 1• i � .fP ! i • 2 i r :IT 1 Qtiti dor =r : Y Yr',6 � 2.. YP: 12 • r 29 • R-; ♦ a 9 d•�:a `.+ iti � ,+fig � 7 ri A. Ji.• i 'd ;- N - ..pi"+�: oa -• !: Pitt. are aftbded tol the t a Vloye w e t ttd by the union Index ttw above-tete ead ca.M.ApOWL Such k zea Fiacee#ct�t �and.zametd �`�v ae barna.fbr b&Muod+amPIgYdsa aractWby the project xdd a,*xft romatu aftor w"uokg a avJ1414 a Twoudeac tuidsr to gto " e aid atwint trtti by a toot is e any tom,aa. die�vwlutgw 6f #teriat , t ► taae dame aL vea#41 W.�or�a a momber to serve =eta render%&al alW Unding determc�. Ar ,dhief Div M—M KAW MOter "A Tommys Centretl Tem 23 CERTIFICATION REGARDING LOBBYING Certification for Contracts. Grants. Loans. and Cooperative Agreements(to be submitted with each bid or offer exceedinaz$100.000) The undersigned, John P. Walker , certifies,to the best of his or her knowledge and belief,that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan,or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions [as amended by "Government- wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph(2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601,et seq.)) (3) The undersigned shall require that the language of this certification be included in subcontractor contracts. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than$10,000 and not more than$100,000 for each such failure. [Note: Pursuant to 31 U.S.C. § 1.352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.) The contractor/subcontractor, STAR SFlYME, INC. certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Consultant understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any. 16 Name and Title of contractor/subcontractor's Authorized Official John P. Walker, ident / cEx) Signature of co ctor/s ontractor's Authorized Official Date August 12, 20 F1 17 Form 1 Instructions: The Offeror shall complete this form by listing 1) Names of all proposed subcontractors.2)Contact information, 3)Description of work to be performed/product to be provided,4)Status as a DBE or non-DBE, 5) Ethnic Code of firm 6)Age of the firm, 7)Annual gross receipts of the firm, 8)%or$amount of Total Contract. Those subcontractors which are listed on this form as DBEs must have current certification as a DBE with a participating TUCP certifying agency. The DBE certification must be complete by the time the proposals are submitted. Additionally,those subcontractors which are listed on this form as DBEs must complete Form 2, agreeing to the information listed here. Name of Prime Contractor(Offeror): STAR SHUTTLE, INC. Ethnic Code: A)African-American Male B)African American Female C)Asian- Project Name; Demand Response Bus Services Indian Male D)Asian-Indian Female E)Asian-Pacific Male G)Asian-Pacific Female H)Hispanic Male 1)Hispanic Female J)Native American Male K) Native IFB/RFP Number:City of Round Rock RFP # 11-033 American Female L)White Female M)Other Work,of Wo 2)Address,Telephone#of DBE 3) Description5) 7)Annual 8) DBE%or$ 1) Name of Services Provided.Where 4) DBE or 6)Age of PP Subcontractor Firm(Including name of contact applicable, specs Ethnic Gross amount of Install orr "supply"both.pply or non-DBE person) Code Firm Receipts Total Contract V Ayala Enterprises 11531 Perrin Beitel Sup/Install (both) Auto DBE Gene Brown Transm. A, TX 78217 2106375555 transmissions H 16 Est 750 Est 1$ A amo Enterprises 10504 Boyer Blvd, Austin Sup/Install (both) Auto dba Alamo Auto GlaEs TX 78758 5125511886 Glass DBE I 14 yrs Est $1 .2N Est 1% Internat'l Energia 6145 Wedgewood Pr.Ste 102 Sup Petro Diesel &Petro & Ccamodities, Inc Ft Worth TX 76133 Products DBE A 2.5 yrs Est 8% Ricochet Fuel Dist 1201 Royal Pkwy. Euless Sup Petro Diesel &Petro Inc TX 76040 8172685910Products DBE M 23 yrs, Est 8% This schedule must be co plated as Instructed above and include every subcontractor proposed on this project. The undersigned will enter' to a formal agreement with DBE contractors for work listed in this schedule upon execution of a contract with City of Round Rock. The contractor agrees to the ter s of this schedule by signing below and submitting the Intent to Perform, as completed by the DBE subcontractor(s). The contractor also certifies that no more n 70%of the work for this project will be subcontracted. August 12, 2011 Signature of Author) a resentative of Offeror Date Signed John P. Walker's esident / CEO 18 Form 2 (Note• In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy. DBE firms participating in the DBE dram must have "current"certification status with a TUCP Certifying Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SH[trr[,E, INC• 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Sunuly/install (both) alto transm. c and at the following price$ and/or % of the total contract amount(should be the same$ or%found on Schedule C). 4. With respect to the proposed subcontract described above, the undersigned DBE anticipates that % of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must al s a DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontracting qViyortion f' sub ontract.) ///Ayala Enterprises dba Gene Brown Transmissions 210-520-0020 Name of DBE Firm Signature of Authorized epr entative Phone Number Dat6 Sig ed STAR SHUI=, INC• 210-581-9990 Vl Name of Offeror/Prime Contractor Signature 401�r i resentative Phone Number Date Signed John P. Pres t/ CDU 19 Form 2 (Note•In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy DBE firms participating in the DBE Pmrom must have "current"certfcation status with a TOCP Certifying Agency by the due dais established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHUPIIJE► I14C- 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Supply / install (both) auto class and at the following price$ and/or % of the total contract amount(should be the same$ or%found on Schedule C). 4. With respect to the proposed subcontract described above, the undersigned DBE anticipates that_0/6 of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must also be DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontractin an ort'on of its subcontract.) Alamo Enterprises dba Alamo Auto Glass 210-977-9977 Name of DBE Firm 'Signaturg of Author zed Representative Phone Number Date Signed STAR sHtTt IE, IW. 210-581-9990 &1 / Name of Offeror/Prime Contractor Signature o presentative Phone Number Date Signed John P alker, Pre t/CED 19 Form 2 (Note:In accordance with 49 CFR(Code of Federal Regulations)Part 26 and Board policy, DBE firms part i 'ng in the DBE Program must have "cgrrent"certification status with a TUCP Certifying:Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHUTTLE, INC. 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a DBE or will be at the time this solicitation is due. 3. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify "supply"or"install"or both) Supply Diesel fuel and at the following price$ and/or % of the total contract amount(should be the same$ or% found on Schedule C). 4. With respect to the proposed subcontract described above, the undersigned DBE anticipates that % of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that a DBE subcontractor uses must be listed on Form 1 and must also be DBE certified. (The DBE subcontractor should complete this section only if the DBE is subcontr port 817, n of its subcontract.) Intern 4t'1� JAS &cnrmndj tie�,�nc. /Z*/ S17.719-AAAI Name of DBE Firm Signature of Authorized Representative Phone Number Date Sig ed . STAR SHU'ME, JW. 210-581-9990 P/4?�// Name of Offeror/Prime Contractor Signatur zi Representative Phone Number Date Signed J Walker, esident/CDS 19 Form 2 (Note•In accordance with 49 CFR(Code of Federal Regulations) Part 26 and Board policy, DBE firms participating in the DBE Program must have "current"ova k (lon status with a TUCP Cerflfvina Agency by the due date established for this RFP 1. TO: (Name of Offeror/Prime Contractor) STAR SHtT=, INC. 2. The undersigned is either currently certified under the Texas Unified Certification Program (TOCP) as a'1BE or will be at the time this solicitation is due. I The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project(where applicable specify"supply"or"install'or both) Supply Diesel fuel and at the following price $ and/or _216 of the total contract amount(should be the same$ or%found on Schedule C). 4. With respect to the proposed subcontract described above, the undersignedAE anticipates that__% of the dollar value of this subcontract will be sublet and/or awarded to other contractors. Any and all subcontractors that aZBE subcontractor uses must be listed on Form 1 and must also beRBE certified. (The*E subcontractor should complete this section only if the%E is subcon mg 7 port' f its subcontract.) Ricochet Fuel & Petroleum Dist., Inc. 817-268-5910 Name of"0 E Firm S' nature of Aut rued R presentat" Phone Number Date Signfid STAR SHU=, INC. 210-581-9990 Name of Offeror/Prime Contractor Signature of oriz resentative Phone Number Date Signed J� P. lker, Presi t/CDO 19 EXHIBIT"E" SERVICE SCHEDULE,INCLUDING HOLIDAY SERVICE SCHEDULE 45 DEMAND RESPONSE BUS SERVICE HOLIDAY SCHEDULE Holiday 2012 2013 2014 2015 2016 2017 New Year's Day ----- Tuesday,January 1 Wednesday,January 1 Thursday,January 1 Friday,January 1 Monday,January 2 Martin Luther King,Jr. ----- Monday,January 21 Monday,January 20 Monday,January 19 Monday,January 18 Monday,January 16 President's Day ----- Monday,February 18 Monday,February 17 Monday,February 16 Monday,February 15 Monday,February 20 Memorial Day ----- Monday,May 27 Monday,May 26 Monday,May 25 Monday,May 30 Monday,May 29 Independence Day Wednesday,July 4 Thursday,July 4 Friday,July 4 Friday,July 3 Monday,July 4 ----- Labor Day Monday,September 3 Monday,September 2 Monday,September 1 Monday,September 7 Monday,September 5 ----- Thanksgiving Day Thursday,November 22 Thursday,November 28 Thursday,November 27 Thursday,November 26 Thursday,November 24 ----- Christmas Day Tuesday,December 25 Wednesday,December 25 Thursday,December 25 Friday,December 25 Monday,December 26 ----- EXHIBIT "F" DEMAND RESPONSE BUS SERVICE AREA 46 Demand Response Service Area 130 JWP 1460 v 143 3406 a `� ,.F 79 I' , 620 , TOLL `P r, i 45 TOLL 45 1325 .: 685 EXHIBIT"G" CITY OF ROUND ROCK IDENTITY STYLE GUIDE 47 'ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY. Round Rock Identity Style Guide TABLE OF CONTENTS Round Rock Identity Guides for Usage Intro . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2 Style . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .3 Usage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .4-8 Color Palette . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .9 Font Guidelines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .io Trademark Considerations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .n Contact Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .12 INTRODUCTION The Round Rock identity, brand, look and feel is how people will identify and separate Round Rock, Texas. This brand is a source of pride and is composed of many elements including the font, the style, the colors and the overall usage. Protecting this brand provides leverage for Round Rock, strengthens our presence, increases awareness, develops recall and loyalty among our audiences and ultimately, creates staying power.This is why establishing guidelines and regulations about our brand's usage is important, and these guidelines should be followed by all, City and Chamber employees, media, our partners and our vendors. From press releases, to city vehicles, to newsletters, to Web sites, flyers, brochures and promotional items, the brand should remain consistent. The following document provides guidelines on usage for the City's logo and tagline, covering almost any situation in which the brand might be used. If you need assistance or have any questions on identity usage, details or formats, please contact Will Hampton, City of Round Rock Communications Director, at 512-218-5409• 2 it ROUND ROCK BRAND STYLE Brand Personality: All communications, large and small, should reflect the key brand attributes and personality. Round Rock's primary personality as a City is a center of success. Round Rock provides employees, employers, citizens, families and all people access to and elements of success. Rather than trendy, Round Rock is established, proven and stable, as well as visionary. Additionally, we need to consider the communications needs of our target markets and partners. All aspects of our communications, including the design, writing tone and content should reflect the fact that we are addressing a range of audiences, from employees to employers, current citizens, prospective small, mid and large-sized businesses and their CEOs. 3 LOGO USAGE GUIDLINES FOR LOGO USAGE Round Rock's logo: 'ROUND ROCK, TEXAS PURPOSE.PASSION.PROSPERITY. LOGO COMPONENTS The Round Rock logo consists of the following; •The logo graphics:Three brushstrokes converging to create a star •The logotype: Round Rock,Texas underlined; "Purpose. Passion. Prosperity."beneath •The typeface: Matrix Book upper case DIFFERENT VERSIONS FOR DIFFERENT APPLICATIONS For flexibility, the following pages show multiple versions of the logo for your use—color, black-and-white and reversed, horizontal and vertical versions(both with and without the tagline). PROPER USAGE OF THE LOGOS All logo artwork/files will be provided by the Communications Director with the City of Round Rock. Any files/artwork received should be used as is, without alteration, with the exception of size. Misusing Round Rock's logo has the potential of causing damage in the form of brand devaluation. Any usage of the logo, in any form, by vendors or partners should be approved by Round Rock. 4 AVAIILABI.E FORMATS The logos will be used in many different formats and mediums. As a result, the following file formats are available for your use: •EPS: Encapsulated Postscript. This is the most popular format for print materials. It is resolution-independent and can be scaled easily. • BMP: Bitmap.This type of file is embedded directly into Word documents. BMP is not used for high-quality printing or web use. JPEG: Joint Photograph Expert Group. These files are an easily read format for the majority of programs. • GIF: Graphics Interchange Format. Easily read by most programs, gifs work well with the Web and PowerPoint presentations. It is used mainly with line art and logos. MINIMUM SIZE The logo and tagline should never be reduced so small they become illegible. Use your best judgment when reproducing Round Rock artwork. Any questions or concerns about usage should be directed to Will Hampton, City of Round Rock Communications Director. 5 CLEAR SPACE To give it presence, an area of clear space should be left around the logo and tagline. No artwork, text, symbols, colors of any sort should intrude into this area. Minimum clear space is determined by using the Signature Cap Height and applying that measurement as a framed border around the logo. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - + - - - - - - - - ROUND ROCK. TES Signature Cap Height - - - -,- - - - - - - - - PURPOSE-PASSMPROSPERLTY' _ - - 6 LOGO STYLES Color logo with tagline 'ROUND ROCK,TEXAS PURPOSE.PISSION.PROSPERITY. Color logo without tagline Black and white logo with tagline ROUND ROCK,TEXAS PURPOSE.PASSION.PROSPERITY. Black and white logo without tagline 110110-- 7 LOGO STYLES IN REVERSE OR DARK BACKGROUNDS (in this usage, logo and tagline must be printed in four colors.) Color logo with tagline Color logo without tagline Black and white logo with tagline .. Black and white logo without tagline 8 LOGO COLOR PALETTE PANTONE/COLOR CONVERSIONS The following colors are approved for use in Round Rock communications and must be used when reproducing our logo. Four-color process(CMYK)is the preferred reproduction method in print mediums. RGB values are provided for broadcast use,and web values are provided for interactive use. PANTONE 288 PANTONE i8o5 RGB Values: R-o RGB Values: R- 187 G-4o G-45 B- 122 B- 63 CMYK Values: C- loo CMYK Values: C-o M-65 M-91 Y-0 Y- loo K-31 K-24 Web Value: 003366 Web Value: CC3333 PANTONE 288 - 8oZ RGB Values: R-66 G-87 B- 142 CMYK Values: C- 80 M-52 Y-o K-24 i Web Value: 336699 9 FONT GUIDELINES The provisions of font for use in Round Rock communication materials should include the following: APPROVED FONTS We've chosen Matrix as our primary logotype font. Matrix Book has been selected as our print font. PRINT FONTS • Headline and Bodytext typeface: MatrixBook ABCDEFGHIJKLMNOPQRSTUVWXYZ abcdefghijk mnopqurstuvwxyz •Subhead typeface: MatrixBold ABCDEFGHIJKLMNOPQRSTUVWXYZ abcdefgh"Umnopqurstuvwxyz WEB FONTS These are a few font choices that work well in HTML format. We feel the best choices for our needs and for readability are as follows: • Headline and body text typeface: Verdana ABCDEFGHIJKLMNOPQRSTUVWXYZ abcdefghijklmnopqurstuvwxyz • Headline and body text typeface: Arial ABCDEFGHIJKLMNOPQRSTUVWXYZ a bcdefg h ij kl m nopq u rstuvwxyz 10 COPYRIGHT AND TRADEMARK CONSIDERATIONS The following copy should appear on all communications, including collateral materials,Web sites, print ads and interactive uses. The only exceptions are internal communications. COPYRIGHT The copyright notice should include all years of the creation of the material. For example, Current use: Copyright 2002, City of Round Rock, All rights reserved. Multi-year use: Copyright 2002-2005, City of Round Rock, All rights reserved. TRADEMARK Currently being investigated by the City of Round Rock. Ii CONTACT INFORMATION City of Round Rock Will Hampton, Communications Director 221 East Main Street Round Rock, Texas 78664 (512)218-5409 12 EXHIBIT "H" CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY CODE OF CONDUCT 48 CMTA STARTRAN,INC.CODE OF Issued: January 2000 TRO CONDUCT Revised: November 2008 LEGAL-150 Approved by: Fred M.Gilliam al;Inc. Manager of Legal President/CEO CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY STARTRAN, INC. CODE OF CONDUCT SECTION 1. Declaration of Policy. The Capital Metropolitan Transportation Authority (°Capital Metro") Board of Directors,-its employees,.agents, and contractors must abide by the highest standards of conduct in carving out Capital Metro's stewardship of public funds in order for the public to be assured that the actions of Capital Metro serve only the authority's best interests. SECTION Il. Definitions. For the purpose of this Code of Conduct, the following definitions shall apply: 1) "Affected" means reasonably likely to be subject to a direct economic effect or consequence. 2) "Agent" means a person authorized by Capital Metro to act for Capital Metro. 3) "Business entity" means a sole proprietorship, partnership, limited partnership, firm, corporation, holding company, joint stock company, receivership, trust, or any other entity recognized by law through Which business is conducted. 4) "Board of Directors" means the governing body of Capital Metro. 5) "Confidential Information" means any information in Capital Metro's possession which Capital Metro is legally required or has determined to keep confidential, and which Capital Metro has the legal right to keep confidential. 6) "Board Memberlemployee has a "Conflict of Interest" if the employee has a substantial interest in a business entity that will be affected by his or her participation in a vote, decision, recommendation, or action. "Board Memberlemployee has a "Conflict of Interest" if the employee has a substantial interest In real property that will be affected by his or her participation in a vote, decision, recommendation, or action and the vote, decision, recommendation, or action will have a special economic effect on the value of the property, distinguishable from its effect on the public. "Board Memberlemployee has a "Substantial Interest" in a business entity or real property If: Page i of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-150-#215501 (a) the interest Is ownership of 10 percent or more of the voting stock or shares of the business entity or ownership of 10 percent or more or$15,000 or more of the fair market value of the business entity; (b) funds received by the employee from the business entity exceed 10 percent of the employee's gross income for the previous year; (c) the Interest in real property is an equitable or legal ownership with a fair market value of$2,500 or more; (d) an organization which employs, or is about to employ, the employee has a substantial interest in the business entity as defined in (1) and (2); or (e) one of the following individuals has a substantial interest, as defined in subsections (a), (b) and (c) above, in a business entity or real property: an employee's spouse, mother, father, brother, sister, children, aunt;uncle, first cousin, mother-in-law, father-in-law, brother-in-law, sister-in-law, stepchild, stepparents, grandparent, or grandchild. A relationship by marriage will end by death or divorce unless there is a living child or descendent-of the marriage. 7) "Contractor" means a person or business entity that has entered into a contract with Capital Metro to provide goods or services for Capital Metro. 8) "Employee" means any person holding a position with Capital Metro for which compensation is received, including part-time workers employed more than ten (10) hours per week or intermittent, seasonal, or temporary workers. SECTION Ill. Standards of Conduct. Board members, employees, agents and contractors shall exercise good-faith judgment and uphold the mission of Capital Metro as follows: 1) Ensure that Capital Metro complies with all applicable laws and regulations. 2) Adhere to Capital Metro policies and procedures. 3) Efficiently transact Capital Metro business and safeguard Capital Metro assets from waste, abuse, theft or damage. 4) Exhibit a desire.to serve the public, and display a helpful,tolerant manner. 5) Treat fellow Board members, employees, agents, contractors and the public with honesty, respect and dignity. 6) Reveal all material facts known to them when reporting on work projects. 7) Disclose immediately any information regarding unethical or wrongful conduct related to Capital Metro transactions to the Board Vice Chair or the Capital Metro Ethics Officer. Page 2 of 4 CMTA-sTARTRAN,INC.CODE OF CONDUCT— LEGAL-150-8216501 SECTION IV. Absolute Prohibitions. No Board Members, Employees, Contractors, or Agents shall: 1) Participate in a business, contract, or real property transaction in which he/she has a substantial interest. . 2) Solicit, accept, or agree to accept any benefit as consideration for his/her decision, vote, opinion or recommendation. 3) Solicit, accept, or agree to accept any benefit as consideration for his/her violation of any law or duty. 4) Solicit, accept or agree to accept any benefit from a person that is interested In any Capital Metro contract or transaction. 5) No Board Member or employee may receive or accept any gift or favor from a contractor or potential contractor of Capital Metro, 6.) Act as a surety for a business that has a contract with Capital Metro. 7) Disclose or use confidential information that Capital Metro has not made public for.his/her personal benefit. 8) Use his/her official position or employment or Capital Metro's facilities, equipment or supplies to obtain private gain or advantage. 9) Engage in any transaction or activity or incur an obligation in a business, contract or real property transaction that would conflict with Capital Metro. 10) Fail to disclose his/her discussions of future employment with any business interested in Capital Metro transactions. 11) Represent, for remuneration, any person in any proceeding involving Capital Metro's interests. 12) Capital Metro Board Members,.employees, and agents shall not use their authority to unfairly influence other Board Members or other employees or agents to perform illegal, immoral or discreditable acts. 13) Communicate details of any active Capital Metro procurement or solicitation to any contractor or potential contractor. 14) For a period of 2 years after leaving employment, participate for a business entity in-which the employee has a substantial Interest in a recommendation, bid, proposal or solicitation in a Capital Metro contract, procurement or personnel administration matter. 15) For a period of 2 years after leaving employment, receive any pecuniary benefit from a Capital Metro contract or procurement through the ownership of a substantial interest, as defined 1n Section II, subsection 6 above, in a business entity or real property. Page 3 of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-150-9215501 SECTION V. Exceptions to Prohibitions The Prohibitions listed above do not apply to the following: 1) A.gift or other benefit conferred, independent of.the Board Member's or employee's relationship with Capital Metro, that is not given or received with the intent to influence the Board Member or employee In the performance of his or her official.duties. The Board Vice Chair or the Ethics Officer must be consulted for a determination as to' whether a potential gift falls within this exception. 2) Food, lodging, transportation in consideration for legitimate services rendered. by the Board Member.or employee related to.his or her official duties. SECTION VI. Disclosure of Conflict of Interest Requirements, 1) A Board Member or employee must disclose any interest in a business, a contract, or in real property that would confer a benefit by their vote or decision. a) A Board Member or employee cannot participate in the consideration of the matter subject to the vote or decision. b) Prior to the vote or decision,the Board Member or employee shall file an affidavit relating to the interest in the business, contract or real property with the Board Vice Chair or Ethics Officer. 2) A Board Member or employee must disclose the name of a potential employer if the prospective employer has an interest in any Capital Metro transaction upon which the Board Member or employee may be Involved. SECTION VII. Penalties In addition to turning over evidence of misconduct to the proper law enforcement agency when appropriate, the following penalties may be enforced: 1) The failure of a Board Member to comply with the requirements of this policy shall constitute grounds for censure or removal from the Board in accordance with Section 451.511 of the Texas Transportation Code. 2) The failure of an employee to comply with the requirements of this policy shall result in disciplinary action u to and including termination. P rY P g 3) The failure of an agent or contractor of Capital Metro to comply with this policy shall be grounds for such contractual remedy as may be appropriate up to and• including termination of the contract and debarment of the contractor. i Page 4 of 4 CMTA STARTRAN,INC.CODE OF CONDUCT— LEGAL-150-#215501 EXHIBIT KI" CONTRACTOR PAYMENT REPORT FORM 49 CONTRACTOR PAYMENT REPORT FORM Instructions: Contractors are required to complete and submit this report, as specified in the contract or as requested, until final payment of the contract has been made. Failure to comply with the DBE provisions may result in contract termination, or the suspension or debarment of the contractor from doing business with the City in the future in accordance with the procedures set forth in the DBE Program. This report must be submitted with each invoice. Instructions for completing this report can be found on the following page. p w � � er fi ME 11, ROW I WW k W` '!d � hd �y,« ,a'*" er• 'i, "�^' 4Fase.: '�£A.t= N:: + .z r t" .r - `�' r S« +.:,«< -E �u� •�k =fir: Y L �=�A { �. F a Add rows as needed to complete this section By completing this form,the Contractor acknowledges the City's prompt payment policy, which requires the Contractor to pay all subcontractors within 30 days of receiving payment from the City. , w ' * xg INSTRUCTIONS FOR COMPLETING CONTRACTOR PAYMENT REPORT FORM 1. Contract Number 13.Total Amount Owed Fill in the Contract number assigned to your project by Fill in the dollar amount of the contract minus the amount Capital Metro paid to you by Capital Metro 2. Invoice Number 14. Committed DBE % Fill in the invoice number for this report Fill in the percentage of DBE participation you committed to 3. Reporting Period obtain in the contract This is to be filled in to state the period of time you are 15.Actual DBE Participation to date reporting. Fill in the calculated dollar amount paid to the DBEs by the 4. Contractor's Business Name dollar amount you received from Capital Metro Fill in your company's name 16. Name of DBE subcontractor 5. Contact Person Name all DBE subcontractors(Use additional sheets of Fill in the first and last name of the person to contact necessary) 6. Address 17. Description of Work Fill in your company's address State the work performed by the DBE subcontractor 7. Telephone Number 18.Amount& Date of payments made during current invoice Fill in your company's phone numberep riod 8. Date of Contract Award State the amount and date of last payment made to each Fill in the date the contract was executed by both you and DBE subcontractor. Submit evidence of payment, i.e. Capital Metro cancelled check, check register, etc. 9. Schedule Date of Completion 19. Subcontract Dollars Fill in the completion date of the contract as written State the committed dollar value to the DBE subcontractor to 10. Original Contract Amount date Fill in the dollar amount of the original contact agreed upon 20.Amount paid to date by you and Capital Metro Add all amounts paid to each DBE subcontractor to date 11. Current Contract Modifications 21. % Paid to Date Fill in the dollar amount of the original contract plus/minus the State the dollar amount paid to the DBE subcontractor dollar amount agreed upon at the later date as a result of divided by the amount committed to them (Item 20 divided by contract modifications, if applicable. Include date the Item 19) modification was executed. 22.Amount of this invoice allocated to subcontractor 12. Total Amount Received to Date Fill in how much of this invoice will be paid to each DBE Fill in the dollar amount you have received from Capital Metro subcontractor to date EXHIBIT "J" BUS SPECIFICATIONS 50 _ F r..a y 9 • 9ldwtf�rlyiie'f "iw% r�Nfa�dp�wQN00coh • tj1�1� �J!'lw�aa�cm�or ��w1i�4wte�il�a��r.�c k lririNM AMrVlriwltinat * h dnliwd> fAlra it IM IN' billow E'1�!►+dtalet7 ►�t�irrwa�allour�l4�r�[p�det'aor1�Q *T�1,+1� aM�r�lt�b�igai'1 w[tifibR(i1h ' Woo*' p ll�ooru+d oM�dllndl0Wdpi ID M%f fir iaplfaetw in adtip�irt�t iMff ttn + AlW1acol ,n(tfi�r.+ndfneian • 9911��illM �Yransak4nflNrlwii�ti �ksir�m�lA►Fi1nW�i. + ► • PlrfMr(p(swtrdoMltiwoot�T � *ft- Pcoptilar • �IM�Fw�1Xd�tfa�n�bo�►vl�yr'►'1�1ICh . 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(irfA on recyded pW as part.of Wanda Nad*nWs candnvoin effort to rrrNtirnite wasa and aonewwo our rrnsaf r+nouralL .n EXHIBIT"K" REPORTING REQUIREMENTS 1. REPORTING: Star Shuttle shall collect data and submit reports to City for use in evaluating the performance of Star Shuttle. The reports shall include, but shall not be limited to, operations including maintenance and the Disadvantaged Business Enterprise (DBE) Program. City may audit or inspect the data and records used to generate all reports. All reports shall be legible, complete and delivered in digital format. Star Shuttle shall submit the reports in accordance with the following frequency. Report Frequency Due By Content Operations and Daily Next business day Maintenance by 10 a.m. Operations and Monthly Due with invoice Content information is below this Maintenance table Operations and Annually No later than Maintenance January 31" DBE Participation Monthly Due with invoice U.S. DOT Drug and Annually No later than For current content, select MIS Alcohol Testing February 14'h Data Collection Form and Management Instructions at http://transit- Information System safety.volpe.dot.gov/DrugAndAlc (MIS)Data Collection ohol/DAMIS/default.asnx. Form 1.1 Report Content: Star Shuttle shall report the following: 1.1.1 Daily Operations and Maintenance Report shall include the following: 1.1.1.1 Passenger counts by one-way trips, 1.1.1.2 Time of arrivals and departures for schedule, 1.1.1.3 Description of any maintenance or repair work to any buses, 1.1.1.4 Description of all incidents incurred including, but not limited to, late/missed trips, late/missed departures and arrivals and the cause, security incidents including assaults (verbal and physical), theft, robbery, disorderly conduct, fighting, vandalism and other similar incidents, customer complaints, accidents, and breakdowns. 1.2 Monthly Operations and Maintenance Report: All information gathered on a daily basis shall be aggregated to a monthly report. The monthly report, by type of service, shall also include a description,tabulation, and/or calculation of the following: 1.2.1 Total one-way trips; 1.2.2 Total revenue hours; 1.2.3 Total revenue miles; 1.2.4 Total vehicle hours; 1.2.5 Total vehicle miles; 1.2.6 Passenger miles; 1.2.7 Total days of service; 1.2.8 Fares collected; 1.2.9 Total amount invoiced to City; 1.2.10 Trip purpose, such as, nutrition, medical, City business, social services or work; 1.2.11 Customer type, such as persons with disabilities, elderly, general public or youth; 1.2.12 On time performance; 1.2.13 Requested trips; 1.2.14 Scheduled trips; 1.2.15 Productivity; 1.2.16 Completed trips; 1.2.17 Cancellation rate; 1.2.18 No show rate; 1.2.19 Trip length; 1.2.20 Travel time; 1.2.21 Number of complaints received during the month; 1.2.22 Complaint rate; 1.2.23 Number of people who were denied service; 1.2.24 Percentage of missed/late trips; 1.2.25 Accidents; 1.2.26 Accident rate; 1.2.27 Incidents; 1.2.28 Number of preventive maintenance inspections scheduled, completed and/or failed; 1.2.29 Summary of preventive maintenance performed by bus; 1.2.30 All unscheduled maintenance or repair required for each bus; and 1.2.31 Fuel miles per gallon. i 1.3 All information reported daily and monthly shall be aggregated to an annual report. 1.4 Star Shuttle shall notify the City at the first opportunity of any accident in which a person dies or must be taken to a medical treatment facility, there is property damage estimated in excess of$7,500 or there is a transit vehicle operator under the influence of alcohol or drugs. 1.5 Star Shuttle must file an incident report with the City within 24 hours of any incident on a form approved by the City. An incident includes, but is not limited to, accidents, personal injury, criminal activity, property damage and any other incident involving property, passengers, or potential passengers of the Service. The report shall include a statement of any total or partial missed trips. 1.6 DBE Participation Report: Star Shuttle shall report DBE participation on a monthly basis on the Contractor Payment Report Form [see Exhibit "I"]. The information is required in accordance with the DBE clause, Clause 28 in Federally Required Contract Clauses [see Exhibit"D"]: 1.6.1 Name and address of DBE subcontractors; 1.6.2 Description of work; 1.6.3 Amount and date of payments made during current invoice period; 1.6.4 Subcontract dollars; 1.6.5 Amount paid to date; 1.6.6 Percent paid to date;and 1.6.7 Amount of this invoice allocated to DBE subcontractor. 1.7 US DOT Report: Star Shuttle shall submit an executed U.S. DOT Drug and Alcohol Testing Management Information System Data Collection Form annually for the prior calendar year in accordance with Clause 31, Drug and Alcohol Testing, Federally Required Contract Clauses [see Exhibit "D"]. Star Shuttle shall use the latest edition of the form. �I EXHIBIT "L" PERFORMANCE STANDARDS AND ADJUSTMENTS I.I. Star Shuttle shall comply with the City's performance standards. In the event Star Shuttle fails to comply with the minimum performance standards, adjustments in payment to Star Shuttle shall be assessed per occurrence in the amounts stated herein. Adjustments may be made as follows: 1.1.1. Adjustments for performance shall be assessed based on non-compliance with the performance standards as reported by Star Shuttle, communicated by passengers or documented by the City. 1.1.2. Should non-compliance with the performance standards be communicated by a passenger, Star Shuttle shall undertake an investigation to verify or refute the passenger's complaint. Star Shuttle shall report the result in writing to the City. If non-compliance with standards is verified by Star Shuttle,the City shall assess the appropriate adjustments for performance. 1.1.3. The City shall have the right to review Star Shuttle's records concerning customer complaints. If, upon audit, the City learns that complaints are greater than ten percent (10%) of the total number of rides provided, the City may demand a refund of the funds paid to Star Shuttle equal to the total percentage of the complaints received. 1.1.4. Adjustment for failure to comply with performance standards shall be deducted from monies due, or which may thereafter become due, to Star Shuttle under the Agreement. Star Shuttle shall make adjustments to invoicing accordingly. If Star Shuttle fails to make adjustments, the City will make the adjustments prior to issuing payment. 1.1.5. If non-compliance with performance standards is determined by the City to have been caused by conditions not within the control of Star Shuttle, the City may waive adjustment. 1.1.6. The following adjustment for non-compliance with performance standards for Service shall be deducted from monies due or monies which become due to Star Shuttle: 1.1.6.1. In the case service runs do not maintain a monthly performance record of ninety percent (90%) to one hundred percent (100%) on-time, as defined herein, Star Shuttle will be assessed an amount calculated by multiplying the total amount invoiced by the percentage of trips not on-time. 49 1.1.6.2. In the case that a service run is missed and not made at all, Star Shuttle will be assessed a penalty equal to one hundred percent (100%)of the value of one (1)Revenue Hour. 1.1.7. The following adjustment for non-compliance with performance standards for Service shall be deducted from monies due or monies which become due to Star Shuttle: 1.1.7.1. If a bus fails to complete a trip due to equipment failure or for any other reason within the control of Star Shuttle, Star Shuttle may not receive payment for that one-way service run and may also be assessed a penalty equal to one hundred percent(100%) percent of the value of one (1)Revenue Hour. 1.1.8. If a trip is made by a bus which is not in full compliance with the Bus Standards and Specifications contained herein, Star Shuttle may be assessed a penalty of $100.00 per occurrence. Any bus that does not meet the Bus Standards and Specifications shall be deemed "Out of Service"and removed from circulation. 1.1.9. If a trip is made by a bus with a non-functioning heating and air conditioning system or which does not meet performance standards set out in the specifications contained herein, Star Shuttle may be assessed a penalty of$100.00 per occurrence. 1.1.10. If a trip is made by a bus which does not have a properly operating wheelchair lift, Star Shuttle may be assessed a penalty of$100.00 per occurrence. 50 EXHIBIT "M" FARES AND FARE CONTROL No passenger will be transported without the appropriate fare without contacting the dispatcher or otherwise in accordance with the City's policy. Star will utilize fare boxes for collection of fares. Operators will not have a key to the fare box. Fares and tickets(if any)will be counted by(insert title)and(insert title). Star will utilize money counting equipment and supplies as well as a secure counting area. Driver collections will be reviewed against ridership by (insert title)to ensure fare collections are all accounted for. Star stores all monies in a drop safe accessible only to(insert title(s))pending deposit,with each deposit in locked moneybags.The safe is secured by a(lock/combination). Upon separation of service of persons with safe access,the (key/combination)will be changed within 15 days. Depositing employees do not have access to the safe interior. Deposit records are entered into the Star accounting system by(insert title). Deposits will be transported to the bank(daily/weekly) by (insert title or armored car service). A fare report will be submitted with the monthly invoice. Fares collected will be deducted from the amount owed by the City.All invoices will be prepared by the Accounting Manager and then reviewed and signed by the Project Operations and Compliance Manager prior to submission to the City of Round Rock. Operators will complete their manifest by logging required trip information/passenger counts in the designated areas on the manifest.An appropriate entry must be made by the client's disability code: for example, ambulatory,wheelchair, scooter,transfers, escorts, and companions. The Operator will total the number of clients transported for that shift. The Station Foreman will recount each pickup and compare the totals to the Operator's totals. If any discrepancies are found,the Operator will be called in to recount and correct any errors. The Station Foreman will accurately complete the Daily Recap Summary. 37 EXHIBIT "N" INTERPRETATION SERVICES The City has contracted with Language Lines Services for interpretation service. The following documentation provides tips, list of languages, and how-to-guide. On the how-to-guide it requests a"department code,"the department code is 27001. 37 �I Tips •r working with an Interpreter 1. BRIEF THE INTERPRETER - Identify the name of your organization to the interpreter, provide specific instructions of what needs to be done or obtained, and let him/her know whether you need help with placing a call. If you need the interpreter to help you place a call to the limited English Proficient(LEP)customer,you may ask the interpreter for a dial-out.There is a limited amount of time allotted for placing a dial-out once the interpreter is on the phone. Therefore, it is important that you provide a brief introduction and specific instructions to the interpreter in a timely manner. 2. SPEAK DIRECTLY TO THE CUSTOMER - You and your customer can communicate directly with each other as if the interpreter were not there. The interpreter will relay the information and then communicate the customer's response directly back to you. 3. SPEAK NATURALLY, NOT LOUDER-Speak at your normal pace, not slower. ■ SEGMENTS - Speak in one sentence or two short ones at a time. Try to avoid breaking up a thought. Your interpreter is trying to understand the meaning of what you're saying, so express the whole thought if possible. Interpreters will ask you to slow down or repeat if necessary. You should pause to make sure you give the interpreter time to deliver your message. • CLARIFICATIONS - If something is unclear, or if the interpreter is given a long statement, the interpreter will ask you for a complete or partial repetition of what was said, or clarify what the statement meant. 4. ASK IF THE LEP UNDERSTANDS - Don't assume that a limited English-speaking customer understands you. In some cultures a person may say 'yes' as you explain something, not meaning they understand but rather they want you to keep talking because they are trying to follow the conversation. Keep in mind that a lack of English does not necessarily indicate a lack of education. 5. DO NOT ASK FOR THE INTERPRETER OPINION -The interpreter's job is to convey the meaning of the source language and under no circumstances may he or she allow personal opinion to color the interpretation: Also, do not hold the interpreter responsible for what the customer does or does not say. For example,when the customer does not answer your question. 6. EVERYTHING YOU SAY WILL BE INTERPRETED - Avoid private conversations. Whatever the interpreter hears will be interpreted. If you feel that the interpreter has not interpreted everything, ask the interpreter to do so.Avoid interrupting the interpreter while he/she is interpreting. 7. AVOID JARGON OR TECHNICAL TERMS - Don't use jargon, slang, idioms, acronyms, or technical medical terms. Clarify unique vocabulary, and provide examples if they are needed to explain a term. 8. LENGTH OF INTERPRETATION SESSION - When you're working with an interpreter, the conversation can often take twice as long compared with one in English. Many concepts you express have no equivalent in other languages, so the interpreter may have to describe or paraphrase many terms you use. Interpreters will often use more words to interpret what the original speaker says simply because of the grammar and syntax of the target language. 9. READING SCRIPTS - People often talk more quickly when reading a script. When you are reading a script, prepared text, or a disclosure, slow down to give the interpreter a chance to stay up with you. 10. CULTURE - Professional interpreters are familiar with the culture and customs of the limited English proficient (LEP) customer. During the conversation, the interpreter may identify and clarify a cultural issue they may not think you are aware of. If the interpreter feels that a particular question is culturally inappropriate, he or she might ask you to either rephrase the question or ask the interpreter to help you in getting the information in a more appropriate way. 11. CLOSING OF THE CALL - The interpreter will wait for you to initiate the closing of the call. When appropriate, the interpreter will offer further assistance and will be the last to disconnect from the call. Remember to thank the interpreter for his or her efforts at the end of the session. 4--_6 LangLoge Une ®2007 Language Line Services-12.06.07.V1 ssFv�coa Language These languages represent Afrikaans Fukienese Laotian Russian approximately 98.6%of all Akan Fula Latvian Samoan customer requests from the Albanian Fulani Lingala Sango 6,809 languages spoken in Amharic Fuzhou Lithuanian Serbian the world today. Depending Arabic Ga Luganda Shanghainese Armenian Gaddang Luo Shona on the availability of Ashante Gaelic Lusoga Sichuan qualified interpreters, Assyrian Gaelic-Irish Luxembourgeois Sicilian particularly in rarely Azerbaijani Gaelic-Scottish Maay Sindhi requested languages,this Azeri Georgian Macedonian Sinhalese list is subject to change and Bajuni German Malagasy Slovak may not match the list you Bambara Gorani Malay Slovenian find at www.languageline. Basque Greek Malayalam Somali com/languages. If you do Behdini Gujarati Malinke Soninke Belorussian Haitian Creole Mandarin Sorani not see the language you Bengali Hakka Mandingo Spanish need,please contact your Berber Hakka-Chinese Mandinka Sudanese Arabic account representative or Bosnian Hassaniyya Marathi Sundanese customer service at Bravanese Hausa Marshallese Susu wecare@languageline.com Bulgarian Hebrew Mien Swahili to determine if an Burmese Hindi Mina Swedish interpreter is currently Cakchiquel Hmong Mirpuri Sylhetti available. Cambodian Hungarian Mixteco Tagalog Cantonese Ibanag Moldavan Taiwanese Catalan Ibo Mongolian Tamil Chaldean Icelandic Montenegrin Telugu We also offer American and Chamorro Igbo Navajo Thai Mexican Sign Language Chao-chow Ilocano Neapolitan Tibetan through our video Chavacano Indonesian Nepali Tigre interpretation solutions. Chin Inuktitut Nigerian Pidgin Tigrinya Chuukese Italian English Toishanese Cree Jakartanese Norwegian Tongan Croatian Japanese Nuer Toucouleur Czech Javanese Oromo Tshiluba Dakota Kanjobal Pahari Turkish Danish Karen Pampangan Twi Dari Kashmiri Pashto Ukrainian Dinka Kikuyu Patois Urdu Diula Kinyarwanda Pidgin English Uyghur Dutch Kirundi Polish Uzbek Estonian Korean Portuguese Vietnamese Ewe Kosovan Portuguese Creole Visayan Farsi Kotokoli Pothwan Wenzhou Fijian Hindi Kpelle Pulaar Wolof Finnish Krio Punjabi Yiddish Flemish Kurdish Putian Yoruba French Kurmanji Quichua Yupik French Canadian Lakota Romanian 'O+OXy Seu)19 0 2011 Language Line Services—05.25.11 Language Line services CITY OF ROUND ROCK Keep this Quick Reference Guide (QRG) nearby for easy reference to effectively utilize Language Line® Over-the-phone Interpretation Service. WHEN RECEIVING A CALL: 1. Use Conference Hold to place the limited English speaker on hold. 2. Dial: 1-866-874-3972 3. Enter on your telephone keypad or provide the representative: You may press 0 or stay on the line for assistance at anytime: • 6-digit Client ID: 5 9 9 4 0 9 • Press 1 for Spanish ■ Press 2 for all other languages and speak the name of the language you need at the prompt. ■ Enter your: Department Code An Interpreter will be connected to the call. 4. Brief the Interpreter. Summarize what you wish to accomplish and give any special instructions. 5. ADD THE limited-ENGLISH SPEAKER to the line. 6. Say"End of Call"to the Interpreter when the call is completed. NOTE:When placing a call to a limited-English speaker, begin at Step 2. If you need assistance placing a call to a limited-English speaker, please inform the interpreter at the beginning of the call. IMPORTANT TIPS: UNKNOWN LANGUAGE—If you do not know which language to request, our representative will help you. LINE QUALITY PROBLEMS — If you have problems before reaching a representative, press "0" to be transferred. If there is a sound quality problem, ask the representative to stay on the line to check for sound quality. If you have problems connecting to an Interpreter call Customer Service at 1-800-752-6096. WORKING WITH AN INTERPRETER—Give the Interpreter specific questions to relay. Group your thoughts or questions to help conversation flow quickly. LENGTH OF CALL — Expect interpreted comments to run a bit longer than English phrases. Interpreters C convey meaning-for-meaning, not word-for-word. Concepts familiar to English speakers often require explanation or elaboration in other languages and cultures. INTERPRETER IDENTIFICATION — Our Interpreters identify themselves by first name and number only. o For reasons of confidentiality, they do not divulge either their full names or phone number. V DEMONSTRATION LINE — To hear a recorded demonstration of over-the-phone interpretation call our demonstration line at 1-800-996-8808 or visit our website at www.LanguageLine.com DOCUMENT TRANSLATION — We also provide written translation services, for more information please m contact our Document Translation Department at 1-888-763-3364 or email transiation@languageline.com. 13 CUSTOMER SERVICE—To provide feedback, commend an Interpreter, or report any service concerns, call Customer Service at 1-800-752-6096. Language Line Services• 1 Lower Ragsdale Drive, Bldg.2•Monterey, CA 93940 O O N EXHIBIT"O" CITY'S RFP AND STAR SHUTTLE'S RESPONSIVE PROPOSAL The City's"Request for Proposals for Demand Response Bus Services," Solicitation Number 11- 033, Specification Number 918-96, 928-24, 556-10, dated July 2011, together with any addenda issued and related explicatory materials, along with Star Shuttle's responsive proposal entitled "Technical Proposal for: City of Round Rock—Demand Response Bus Services— Solicitation # 11-033," dated August 12, 2011 is contained in binder form rather than being appended as an exhibit, and is available for inspection during normal business hours in the office of the City of Round Rock, City Clerk. 53