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06-077, Quality Assurance Travel LJ~ - 077 CUPEI\TINO AGREEMENT BETWEEN THE CITY OF CUPERTINO AND QUALITY ASSURANCE TRAVEL OF SAN JOSE FOR PROVIDING MOTOR COACH SERVICES FOR THE CUPERTINO SENIOR CENTER TRAVEL PROGRAM THIS AGREEMENT, dated September 13. 2006 , is by and between the CITY OF CUPERTINO, a municipal corporation ("CITY"), and QUALITY ASSURANCE TRAVEL, ("CONTRACTOR"), in consideration of their mutual covenants, the parties hereto agree as follows: 1. Services by CONTRACTOR CONTRACTOR shall provide services in accordance with Exhibit A, attached and incorporated by reference. The Parties agree that the nature of the services to be provided by CONTRACTOR necessitate that the services originate on CITY's premises, located at 21251 Stevens Creek Boulevard, Cupertino, California. 2. Time for Performance The term of this Agreement shall be from October 1, 2006 through September 30, 2008, unless otherwise terminated. The Parties may join in a quarterly review of performance under the Agreement to consequently resolve any mutually identified issues of concern through good faith negotiation. 3. Compensation The value of the contract over a two-year period is expected to be $98,000.00, however payment is made on a per trip basis, as set forth in Exhibit B. Rates will increase 5 to 10% in 2008 depending on diesel status. Payment is due to CONTRACTOR two (2) weeks prior to trip date. 4. Compliance with Laws a. CONTRACTOR shall not discriminate against any employee or applicant for employment because of race, religion, creed, color, national origin, gender, age (persons 40 years or older), disability, or any other basis to the extent prohibited by federal, state or local law. All employees of CONTRACTOR shall be treated during employment without regard to their race, creed, color or national origin. b. CONTRACTOR shall comply with all federal, state and local laws, statutes, ordinances, rules and regulations and the orders and decrees of any courts or administrative bodies in any manner affecting the performance of the Agreement. 5. Independent Contractor CONTRACTOR is acting as an independent contractor in furnishing the services and facilities and performing the work required by this Agreement, and is not an agent, servant or employee of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONTRACTOR. CONTRACTOR is solely responsible for its obligations of required state and federal taxes. 6. Indemnity CONTRACTOR agrees to indemnify and hold harmless CITY, its officers and employees from any and all claims, demands, actions, causes of action, losses, damages, liabilities, known or unknown, and all costs and expenses, including reasonable attorneys' fees in connection with any injury or damage to persons or property arising out of or in any way connected with any negligent act or omission of CONTRACTOR, its officers, employees, agents, contractor, subcontractors or any officer, agent or employee thereof in relation to CONTRACTOR's performance under this Agreement. 7. CITY Representative Julia A. Lamy. Recreation Supervisor. as the City Manager's authorized representative, shall represent CITY in all matters pertaining to the services to be rendered under this Agreement. All requirements of CITY pertaining to the services and facilities to be provided under this Agreement shall be coordinated through the CITY representative. 8. CONTRACTOR Representative The CONTRACTOR's Office Manager. Art Moreno. shall represent CONTRACTOR in all matters pertaining to the services and facilities to be rendered under this Agreement. AU requirements of CONTRACTOR pertaining to the services and facilities to be provided under this Agreement shall be coordinated through the CONTRACTOR representative. 9. Notices All notices required by this Agreement shall be in writing, and shall be personally delivered, sent by first class mail with postage prepaid, or sent by commercial courier, addressed as follows: To CITY: Julia A. Lamy, Recreation Supervisor, Cupertino Senior Center, 21251 Stevens Creek Boulevard, Cupertino, CA 95014 To CONTRACTOR: Art Moreno, Office Manager, Quality Assurance Travel, 356 B Lincoln Avenue, San Jose, CA 95126 2 Nothing in this provision shall be construed to prohibit communication by more expedient means, such as by telephone or facsimile transmission, to accomplish timely communication, However, to constitute effective notice, written confirmation of a telephone conversation or an original of a facsimile transmission must be sent by first class mail or commercial carrier, or hand delivered. Each party may change its address by written notice in accordance with this paragraph. Notices delivered personally shall be deemed communicated as of actual receipt; mailed notices shall be deemed communicated as of three days after date of mailing. 10. Assi~ent Neither party shall assign or sublet any portion of this Agreement without the prior written consent of the other party. 11. Termination This Agreement can be terminated by either CITY or CONTRACTOR upon provision of thirty (30) days written notice. 12. Entire Agreement Amendment This writing constitutes the entire agreement between the Parties relating to the services and facilities to be provided or materials to be furnished hereunder. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed by all Parties. IN WITNESS WHEREOF, the Parties have executed this Agreement. CITY OF CUPERTINO ("CITY") By ~ ~ (l1z-t.;i~Zrl) Title AC:-lil'Y el<lv /}1a~)1je,e " I ' APPROVALS: / f~./~' t!c/ CJ-rn;ztlt City Clerk r QUALITY ASSURANCE TRA VEL ("COJ:1 ~ B~ - IV _ " Title ~ ~ 3 EXHIBIT II A" The following outlines the conditions on which the CONTRACTOR will provide motor coach chartered service including day trips, overnight trips and airport transfers to the CITY. 1. The CONTRACTOR shall comply with all applicable Federal, State and Local Laws and ordinances including, but not limited to, unemployment insurance benefits, FICA laws, workers compensation benefits, the CITY business license ordinance, and the provisions of Federal law governing copyright protection found in Title 17 of the United State Code. 2. The CONTRACTOR shall not promote his/her business to participants registered in the CITY's programs. 3. The CONTRACTOR shall provide a one million dollar General Liability Certificate of Insurance and a five million Vehicle Liability Certificate with the CITY listed as additionally insured. 4. The CITY expects annual service of forty (40) day trips per year; four (4) overnight trips that last between 2 to four days in duration; and five (5) round trip transfers to Bay Area airports. 5. The CONTRACTOR shall provide at least one of each size motor coach 45 to 52 passenger capacity bus, and 25 to 30 passenger capacity bus and motor coaches must be less than 10 years old; motor coach equipped with working restroom, working microphone, VCR or DVD player, reclining seats, large windows with tinted safety glass, air conditioning and baggage binds; 24 hour emergency contact; and single point of contact for scheduling and accounts payable. 6. The CITY shall incur no penalty for canceling any motor coach charter service with a two (2) week prior notice. The CONTRACTOR may apply a minimum of $350.00 cancellation fee if cancellation notice is less than two (2) weeks from trip date and bus is not re-bookable. 4 EXHIBIT "B" PRICES Our rates listed below include taxes and fuel but does not include driver's gratuity or drivers accommodations on all overnight trips. Pl'ices are calculated per mile or per hour whichever is greater. DAY & EVENING TRIPS 25-28 P AXMini Buses 4 Hours OiSel-vice : $ 412.00 5 Hours ervice : $ 467.00 6 Hours Service : $ 522.00 7 Hours f Service: $ 577.00 8 Hours Of Service : $ 632.00 9 Hours Of Service: $ 687.00 10 HrsOfService: $ 742.00 OVERNIGHT TRIPS . mum Of 8 Hours Per Day AIRPORT TRANSFERS SFO : $ 300.00 OAK: $ 300.00 SJC : $ 250.00 PER MILE Dead Head $ 2.00 Live $ 2.50 DAY & EVENING TRIPS 47 PAX Deluxe Coaches 4 Hours Of Service: $ 467.00 5 Hours Of Service: $ 528.00 6 Hours Of Service: $ 588.00 7 Hours Of Service: $ 649.00 8 Hours Of Service : $ 710.00 9 Hours Of Service: $ 770.00 10 HrsOf Service: $ 830.00 OVERNIGHT TRIPS Minimum Of 8 Hours Per Day AIRPORT TRANSFERS SFQ : $ 375.00 OAK: $ 375.00 SJC : $ 350.00 PER MILE Dead Head $ 2.25 Live $ 3.00 DAY & EVENING TRIPS 52-56 PAX Deluxe Coaches 4 Hours Of Service: $ 495.00 5 Hours Of Service: $ 566.00 6 Hours Of Service: $ 638.00 7 Hours Of Service: $ 709.00 8 Hours Of Service: $ 781. 00 9 Hours Of Service: $ 852.00 10 Hrs Of Service: $ 924.00 OVERNIGHT TRIPS Minimum Of 8 Hours Per Day AIRPORT TRANSFERS SFO : $ 400.00 OAK: $ 400.00 SJC : $ 375.00 PER MILE Dead Head $ 2.50 Live $ 3.50 MARKUP 10% Markup if more than 3 are required or if step on guide is required. MARKUP 10% Markup if more than 3 stops are required or if step on guide is required. MARKUP 10% Markup if more than 3 stops are required or if step on guide is required.